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1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually and on Behalf of All Others Similarly Situated, Plaintiffs, vs. GERDAU S.A., et al., Defendants. : : : : : : : : : : : x Civil Action No. 1:16-cv-03925-LLS CLASS ACTION MEMORANDUM OF LAW IN SUPPORT OF LEAD COUNSEL’S MOTION FOR AN AWARD OF ATTORNEYS’ FEES AND EXPENSES AND AWARD TO LEAD PLAINTIFF PURSUANT TO 15 U.S.C. §78u- 4(a)(4) Case 1:16-cv-03925-LLS Document 57 Filed 09/22/17 Page 1 of 34

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Page 1: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

1308528_1

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

x DONALD P BOLAND and MARY A BOLAND Individually and on Behalf of All Others Similarly Situated

Plaintiffs

vs

GERDAU SA et al

Defendants

x

Civil Action No 116-cv-03925-LLS

CLASS ACTION

MEMORANDUM OF LAW IN SUPPORT OF LEAD COUNSELrsquoS MOTION FOR AN AWARD OF ATTORNEYSrsquo FEES AND EXPENSES AND AWARD TO LEAD PLAINTIFF PURSUANT TO 15 USC sect78u-4(a)(4)

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 1 of 34

TABLE OF CONTENTS

Page

- i - 1308528_1

I INTRODUCTION 1

II HISTORY AND BACKGROUND OF THE LITIGATION3

III ARGUMENT 4

A Lead Counsel Is Entitled to an Award of Attorneysrsquo Fees and Expenses from the Common Fund 4

B The Court Should Award a Reasonable Percentage of the Common Fund 5

C The Requested Attorneysrsquo Fees Are Reasonable Under the Percentage-of-the-Fund Method 8

D The Fee Request Is Reasonable Under the Lodestar Method 10

E The Relevant Factors Confirm that the Requested Fee Is Reasonable 12

1 The Time and Labor Expended by Counsel 13

2 The Risks of the Litigation 14

a The Contingent Nature of Lead Counselrsquos Representation Supports the Requested Fee 14

b Litigation Risks 16

c Risk as to Damages 17

3 The Magnitude and Complexity of the Litigation 18

4 The Quality of Representation Supports the Requested Fee 19

5 Public Policy Considerations 20

6 The Classrsquo Reaction to the Fee Request to Date Supports the Requested Fee 20

IV LEAD COUNSELrsquoS EXPENSES WERE REASONABLY INCURRED AND NECESSARY TO THE PROSECUTION OF THIS LITIGATION 21

V LEAD PLAINTIFF SHOULD BE AWARDED ITS REASONABLE TIME AND EXPENSES UNDER 15 USC sect78u-4(a)(4) 22

VI CONCLUSION 23

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 2 of 34

TABLE OF AUTHORITIES

Page

- ii - 1308528_1

CASES

Anixter v Home-Stake Prod Co 77 F3d 1215 (10th Cir 1996) 16 17

Aponte v Comprehensive Health Mgmt No 10 Civ 4825 (JLC) 2013 WL 1364147 (SDNY Apr 2 2013) 14

Bateman Eichler Hill Richards Inc v Berner 472 US 299 (1985) 5

Bd of Trs of the Operating Engrsquors Pension Tr v

JPMorgan Chase Bank Natrsquol Assrsquon No 09-cv-09333-KBF slip op (SDNY Nov 20 2013) 8

Blum v Stenson 465 US 886 (1984) 6 8

Boeing Co v Van Gemert 444 US 472 (1980) 4

Brown v Phillips Petroleum Co 838 F2d 451 (10th Cir 1988) 7

Chatelain v Prudential-Bache Sec 805 F Supp 209 (SDNY 1992) 18

Citiline Holdings Inc v iStar Fin Inc No 108-cv-03612-RJS slip op (SDNY Apr 5 2013) 9

City of Austin Police Ret Sys v Kinross Gold Corp No 112-cv-01203-VEC 2015 US Dist LEXIS 181932 (SDNY Oct 15 2015) 8 22

City of Providence v Aeropostale Inc No 11 Civ 7132 (CM) 2014 WL 1883494 (SDNY May 9 2014) affrsquod sub nom Arbuthnot v

Pierson 607 F Apprsquox 73 (2d Cir 2015) 5 7 10 18

Cornwell v Credit Suisse Grp No 08-cv-03758(VM) slip op (SDNY July 20 2011) 9 11

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 3 of 34

Page

- iii - 1308528_1

Davis v JP Morgan Chase amp Co 827 F Supp 2d 172 (WDNY 2011) 6 11

Detroit v Grinnell Corp 495 F2d 448 (2d Cir 1974)14

Elliot v Leatherstocking Corp No 310-CV-0934 2012 WL 6024572 (NDNY Dec 4 2012) 8

Faught v Am Home Shield Corp 668 F3d 1233 (11th Cir 2011) 7

Goldberger v Integrated Res Inc 209 F3d 43 (2d Cir 2000) passim

Harman v Lyphomed Inc 945 F2d 969 (7th Cir 1991) 7

Hayes v Harmony Gold Mining Co 509 F Apprsquox 21 (2d Cir 2013) 6

Hicks v Morgan Stanley No 01 Civ 10071 (RJH) 2005 WL 2757792 (SDNY Oct 24 2005) 5 20 22

Hubbard v BankAtlantic Bancorp Inc 688 F3d 713 (11th Cir 2012) 16

In re Am Bank Note Holographics 127 F Supp 2d 418 (SDNY 2001)7 8 14

In re Am Intrsquol Grp Inc No 04 Civ 8141 (DAB) 2010 WL 5060697 (SDNY Dec 2 2010)22

In re AOL Time Warner Inc Sec amp ldquoERISArdquo Litig No MDL 1500 2006 WL 903236 (SDNY Apr 6 2006) 18

In re AremisSoft Corp Sec Litig 210 FRD 109 (DNJ 2002) 12

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 4 of 34

Page

- iv - 1308528_1

In re Bayer AG Sec Litig No 03 Civ 1546 (WHP) 2008 WL 5336691 (SDNY Dec 15 2008)18

In re BioScrip Inc Sec Litig No 13-cv-6922 (AJN) 2017 US Dist LEXIS 118881 (SDNY July 26 2017) 8 19

In re Bisys Sec Litig No 04 Civ 3840 (JSR) 2007 WL 2049726 (SDNY July 16 2007) 12 19

In re Cendant Corp Litig 264 F3d 201 (3d Cir 2001)2

In re China Sunergy Sec Litig No 07 Civ 7895 (DAB) 2011 WL 1899715 (SDNY May 13 2011) 21

In re CIT Grp Inc Sec Litig No 108-cv-06613-BSJ-THK slip op (SDNY June 13 2012) 9

In re Comverse Tech Inc Sec Litig No 06-CV-1825 (NGG) (RER) 2010 WL 2653354 (EDNY June 24 2010) 11 14

In re Contrsquol Ill Sec Litig 962 F2d 566 (7th Cir 1992) 15

In re FLAG Telecom Holdings Ltd Sec Litig No 02-CV-3400 (CM) (PED) 2010 WL 4537550 (SDNY Nov 8 2010) passim

In re Global Crossing Sec amp ERISA Litig 225 FRD 436 (SDNY 2004) 7 21

In re GMC Pick-Up Truck Fuel Tank Prods Liab Litig 55 F3d 768 (3d Cir 1995)7

In re Ikon Office Sols Inc 194 FRD 166 (ED Pa 2000) 12 18

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 5 of 34

Page

- v - 1308528_1

In re Indep Energy Holdings PLC Sec Litig 302 F Supp 2d 180 (SDNY 2003)21

In re Intercept Pharms Inc Sec Litig No 114-cv-01123-NRB slip op (SDNY Oct 20 2016) 22

In re Interpublic Sec Litig No 02 Civ 6527 (DLC) 2004 WL 2397190 (SDNY Oct 26 2004) 5

In re Ivan F Boesky Sec Litig 888 F Supp 551 (SDNY 1995) 10

In re JDS Uniphase Corp Sec Litig No C-02-1486 CW (EDL) 2007 WL 4788556 (ND Cal Nov 27 2007) 16

In re Marsh ERISA Litig 265 FRD 128 (SDNY 2010) 16 19

In re Merrill Lynch amp Co Inc Research Reports Sec Litig No 02 MDL 1484 (JFK) 2007 WL 313474 (SDNY Feb 1 2007) 11

In re Nortel Networks Corp Sec Litig 539 F3d 129 (2d Cir 2008)2

In re Oracle Corp Sec Litig No C 01-00988-SI 2009 WL 1709050 (ND Cal June 19 2009) affrsquod 627 F3d 376 (9th Cir 2010) 16

In re Payment Card Interchange Fee amp Merch Disc Antitrust Litig 991 F Supp 2d 437 (EDNY 2014) 6

In re Prudential Sec Ltd Prsquoships Litig 985 F Supp 410 (SDNY 1997) 14

In re Rite Aid Corp Sec Litig 396 F3d 294 (3d Cir 2005)20 21

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 6 of 34

Page

- vi - 1308528_1

In re Sadia SA Sec Litig No 08 Civ 9528 (SAS) 2011 WL 6825235 (SDNY Dec 28 2011)15

In re Sanofi-Aventis Sec Litig No 107-cv-10279-GBD slip op (SDNY Jan 22 2014) 9

In re Telik Inc Sec Litig 576 F Supp 2d 570 (SDNY 2008)5 11 14

In re Thirteen Appeals Arising out of the San

Juan Dupont Plaza Hotel Fire Litig 56 F3d 295 (1st Cir 1995) 7

In re Veeco Instruments Inc Sec Litig No 05 MDL 01695 (CM) 2007 WL 4115808 (SDNY Nov 7 2007) passim

In re Warner Commcrsquons Sec Litig 618 F Supp 735 (SDNY 1985) affrsquod 798 F2d 35 (2d Cir 1986) 10

J I Case Co v Borak 377 US 426 (1964) 5

Johnston v Comerica Mortg Corp 83 F3d 241 (8th Cir 1996) 7

Landmen Partners Inc v Blackstone Grp LP No 08-cv-03601-HB-FM slip op (SDNY Dec 18 2013)8

Maley v Del Global Techs Corp 186 F Supp 2d 358 (SDNY 2002)7 12 20

Mass Bricklayers amp Masons Tr

Funds v Deutsche Alt-A Sec Inc No 208-cv-03178-LDW-ARL slip op (EDNY July 11 2012) 9

Missouri v Jenkins 491 US 274 (1989) 8 11

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 7 of 34

Page

- vii - 1308528_1

NECA-IBEW Health amp Welfare Fund

v Goldman Sachs amp Co No 108-cv-10783-LAP 2016 WL 3369534 (SDNY May 2 2016) 11

Patel v L-3 Commcrsquons Holdings Inc No 114-cv-06038-VEC slip op (SDNY Aug 17 2017) 8

Powers v Eichen 229 F3d 1249 (9th Cir 2000) 7

Rawlings v Prudential-Bache Props 9 F3d 513 (6th Cir 1993) 7

Robbins v Koger Props 116 F3d 1441 (11th Cir 1997) 16

Savoie v Merchs Bank 166 F3d 456 (2d Cir 1999)4 6

Swedish Hosp Corp v Shalala 1 F3d 1261 (DC Cir 1993) 7

Teachersrsquo Ret Sys v ACLN Ltd No 01-CV-11814 (MP) 2004 WL 1087261 (SDNY May 14 2004) 14 19

Tellabs Inc v Makor Issues amp Rights Ltd 551 US 308 (2007) 5

Union Asset Mgmt Holding AG v Dell Inc 669 F3d 632 (5th Cir 2012) 7

Wal-Mart Stores Inc v Visa USA Inc 396 F3d 96 (2d Cir 2005)6 7 11

STATUTES RULES AND REGULATIONS

15 USC sect78u-4(a)(4) 1 22 sect78u-4(a)(6) 7

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 8 of 34

Page

- viii - 1308528_1

LEGISLATIVE HISTORY

HR Conf Rep No 104-369 1995 WL 709276 (1995) 9

SECONDARY AUTHORITY

7B Charles Alan Wright Arthur R Miller amp Mary Kay Kane Federal Practice and Procedure (3d ed 2005)

sect18034

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 9 of 34

- 1 - 1308528_1

I INTRODUCTION

Court-appointed Lead Counsel Robbins Geller Rudman amp Dowd LLP has secured a $150

million Settlement for the Class ndash a very good result under the circumstances achieved in spite of

serious obstacles to recovery in the Litigation1 In order to obtain this Settlement Lead Plaintiff and

Lead Counsel overcame a number of significant challenges to proving both liability and damages

that posed a serious risk of no recovery or a substantially lesser recovery than the Settlement for the

Class In recognition of these risks Lead Counsel now respectfully moves this Court for an award of

attorneysrsquo fees in the amount of 25 of the Settlement and $16273405 in expenses that were

reasonably and necessarily incurred in prosecuting and resolving the Litigation against Defendants

and obtaining this Settlement for the benefit of the Class In addition Lead Plaintiff Policemenrsquos

Annuity and Benefit Fund of Chicago (ldquoLead Plaintiffrdquo or ldquoChicago Policerdquo) seeks a modest award

of $3765 for the time it spent representing the Class As set forth below the relevant factors

articulated in the Second Circuitrsquos Goldberger decision strongly support the requested awards See

Goldberger v Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

This fee request has the full support of the Lead Plaintiff See Declaration of Brian Wright

Filed on Behalf of Chicago Police parapara15-19 (ldquoChicago Police Declrdquo) filed herewith The Second

Circuit has directed district courts to

give serious consideration to negotiated fees because PSLRA lead plaintiffs often have a significant financial stake in the settlement providing a powerful incentive to ensure that any fees resulting from that settlement are reasonable In many cases

1 Capitalized terms used herein are defined and have the meanings contained in the Stipulation of Settlement (Dkt No 50) (the ldquoStipulationrdquo) the accompanying Declaration of Henry Rosen in Support of Lead Plaintiffrsquos Motion for Final Approval of Settlement and Approval of Plan of Allocation and an Award of Attorneysrsquo Fees and Expenses and Award to Lead Plaintiff Pursuant to 15 USC sect78u-4(a)(4) (the ldquoRosen Declrdquo) and in the Memorandum of Law in Support of Lead Plaintiffrsquos Motion for Final Approval of Settlement and Approval of Plan of Allocation (ldquoSettlement Memorandumrdquo) submitted concurrently herewith

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 10 of 34

- 2 - 1308528_1

the agreed-upon fee will offer the best indication of a market rate thus providing a good starting position for a district courtrsquos fee analysis

In re Nortel Networks Corp Sec Litig 539 F3d 129 133-34 (2d Cir 2008) see also In re Cendant

Corp Litig 264 F3d 201 220 (3d Cir 2001) (ldquocourts should afford a presumption of

reasonableness to fee requests submitted pursuant to an agreement between a properly-selected lead

plaintiff and properly-selected lead counselrdquo) In addition following an extensive Court-ordered

notice program not a single Class Member has objected to the maximum amount of fees and

expenses set forth in the Notice2

As detailed here in the Rosen Declaration and in the Settlement Memorandum the

Settlement achieved here following extensive investigation represents a very good result for Lead

Plaintiff and the Class particularly when judged in the context of the significant litigation risks

attendant in this Litigation The $15 million Settlement that Lead Counsel obtained provides the

Class with an immediate and certain recovery in a case that faced substantial obstacles to

establishing liability loss causation and damages that could have prevented any recovery at all The

Settlement represents approximately 15 of the maximum recoverable damages estimated on a per

share basis by Lead Plaintiffrsquos damages consultant In achieving this result Lead Counsel worked

more than 2200 hours over the course of this complex litigation all on a contingency basis with no

guarantee of ever being paid

2 As of the date of this fee memorandum which is before the September 29 2017 deadline for filing objections Lead Counsel has not received any objections to the fee request Pursuant to the Courtrsquos Preliminary Approval Order over 36900 copies of the Notice were mailed to potential Members of the Class and nominees advising them that Lead Counsel intended to apply to the Court for an award of attorneysrsquo fees not to exceed 25 of the total recovery plus expenses of no greater than $200000 plus interest on both amounts If any timely objections are received from Class Members Lead Counsel will address them in a reply brief which will be filed with the Court no later than October 13 2017

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 11 of 34

- 3 - 1308528_1

Lead Counsel believes that an attorney fee award of 25 together with payment of its

litigation expenses properly reflects the many significant risks taken by Lead Counsel as well as the

excellent result achieved in difficult litigation When examined under either of this Circuitrsquos

methods of contingency fee determination (ie percentage of the fund or lodestar) it is abundantly

clear that an award of fees at 25 is reasonable and well within the range of attorneysrsquo fees awarded

in similar complex contingency cases In addition the costs and expenses requested by Lead

Counsel are reasonable in amount and were necessarily incurred Finally the Lead Plaintiff greatly

contributed to the prosecution and settlement of the Litigation It reviewed and approved papers

filed with the Court and mediator and participated in discussions regarding case strategy and

settlement Lead Plaintiff seeks approval for an award associated with the time it spent dedicated to

the Litigation Its time is documented in its accompanying declaration See Chicago Police Decl

parapara20-21 Accordingly the Court should grant the full amount requested by Lead Plaintiff

II HISTORY AND BACKGROUND OF THE LITIGATION

This securities fraud class action was brought under the Securities Exchange Act of 1934 (the

ldquoExchange Actrdquo) Lead Plaintiff alleges that Defendants violated the Exchange Act during the April

23 2012 through May 16 2016 Class Period by engaging in a fraudulent scheme and making

materially false and misleading statements regarding the Companyrsquos financial condition internal

controls and compliance policies More specifically Lead Plaintiff alleges that Defendants failed to

disclose that (a) Gerdau was engaged in a bribery scheme in collusion with Brazilrsquos Administrative

Council of Tax Appeals (ldquoCARFrdquo) (b) the Company had defrauded Brazilian tax authorities (c)

Gerdaursquos CEO and other directors and employees of the Company had engaged in bribery money

laundering and influence peddling and (d) the tax appeals themselves related to a series of self-

dealing transactions from 2005 designed to enable Gerdau to avoid taxes Rosen Decl para10

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 12 of 34

- 4 - 1308528_1

Lead Plaintiff further alleges that all of the Companyrsquos Class Period financial statements

were false because of the alleged material omissions and that Defendantsrsquo statements regarding the

Companyrsquos internal and financial controls and strict adherence to high ethical standards were also

false Id para11 Lead Plaintiff alleges that Defendantsrsquo misrepresentations and fraudulent scheme

had the effect of artificially inflating the price of Gerdau ADRs which inflation came out of the

ADR price when the truth was revealed at the end of the Class Period Id

A detailed description of Lead Counselrsquos prosecution of this case is set forth in the

accompanying Rosen Declaration For the sake of brevity the Court is respectfully referred to the

Rosen Declaration

III ARGUMENT

A Lead Counsel Is Entitled to an Award of Attorneysrsquo Fees and

Expenses from the Common Fund

The Supreme Court has long recognized that ldquoa litigant or a lawyer who recovers a common

fund for the benefit of persons other than himself or his client is entitled to a reasonable attorneyrsquos

fee from the fund as a wholerdquo Boeing Co v Van Gemert 444 US 472 478 (1980) see also

Goldberger 209 F3d at 47 Savoie v Merchs Bank 166 F3d 456 459-60 (2d Cir 1999) ldquoThe

courtrsquos authority to reimburse the representative parties stems from the fact that the class-action

device is a creature of equity and the allowance of attorney-related costs is considered part of the

historic equity power of the federal courtsrdquo 7B Charles Alan Wright Arthur R Miller amp Mary Kay

Kane Federal Practice and Procedure sect1803 at 325 (3d ed 2005) The purpose of the common

fund doctrine is to fairly and adequately compensate class counsel for services rendered and to

ensure that all class members contribute equally towards the costs associated with litigation pursued

on their behalf See also Goldberger 209 F3d at 47 In re Veeco Instruments Inc Sec Litig No 05

MDL 01695 (CM) 2007 WL 4115808 at 2 (SDNY Nov 7 2007)

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 13 of 34

- 5 - 1308528_1

Courts have recognized that in addition to providing just compensation awards of fair

attorneysrsquo fees from a common fund also serve to encourage skilled counsel to represent those who

seek redress for damages inflicted on entire classes of persons and to discourage future alleged

misconduct of a similar nature City of Providence v Aeropostale Inc No 11 Civ 7132 (CM)

(GWG) 2014 WL 1883494 at 10-11 (SDNY May 9 2014) affrsquod sub nom Arbuthnot v

Pierson 607 F Apprsquox 73 (2d Cir 2015) In re Telik Inc Sec Litig 576 F Supp 2d 570 585

(SDNY 2008) Veeco 2007 WL 4115808 at 2 Indeed the Supreme Court has emphasized that

private securities actions such as the instant action provide ldquolsquoa most effective weapon in the

enforcementrsquo of the securities laws and are lsquoa necessary supplement to [SEC] actionrsquordquo Bateman

Eichler Hill Richards Inc v Berner 472 US 299 310 (1985) (quoting J I Case Co v Borak

377 US 426 432 (1964)) accord Tellabs Inc v Makor Issues amp Rights Ltd 551 US 308 (2007)

Courts in this Circuit have consistently adhered to these teachings See In re Interpublic Sec

Litig No 02 Civ 6527 (DLC) 2004 WL 2397190 at 10 (SDNY Oct 26 2004) (ldquoIt is well

established that where an attorney creates a common fund from which members of a class are

compensated for a common injury the attorneys who created the fund are entitled to lsquoa reasonable

fee ndash set by the court ndash to be taken from the fundrsquordquo) (citation omitted) Fairly compensating Lead

Counsel for the risks it took in bringing this action is essential because ldquo[s]uch actions could not be

sustained if plaintiffsrsquo counsel were not to receive remuneration from the settlement fund for their

efforts on behalf of the classrdquo Hicks v Morgan Stanley No 01 Civ 10071 (RJH) 2005 WL

2757792 at 9 (SDNY Oct 24 2005)

B The Court Should Award a Reasonable Percentage of the Common

Fund

Lead Counsel respectfully submits that the Court should award a fee based on a percentage of

the common fund obtained Courts routinely find that the percentage-of-the-fund method under

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 14 of 34

- 6 - 1308528_1

which counsel is awarded a percentage of the fund that they created is the preferred means to

determine a fee because it ldquolsquodirectly aligns the interests of the class and its counsel and provides a

powerful incentive for the efficient prosecution and early resolution of litigationrsquordquo Wal-Mart Stores

Inc v Visa USA Inc 396 F3d 96 122 (2d Cir 2005) (citation omitted) see also Hayes v

Harmony Gold Mining Co 509 F Apprsquox 21 24 (2d Cir 2013) (ldquo[A]s the district court recognized

the prospect of a percentage fee award from a common settlement fund as here aligns the interests

of class counsel with those of the classrdquo) The percentage approach also recognizes that the quality

of counselrsquos services is measured best by the results achieved and is most consistent with the system

typically used in the marketplace to compensate attorneys in non-class contingency cases3

The Supreme Court has also indicated that attorneysrsquo fees in common-fund cases generally

should be based on a percentage of the fund See Blum v Stenson 465 US 886 900 n16 (1984)

(ldquo[U]nder the lsquocommon fund doctrinersquo a reasonable fee is based on a percentage of the fund

bestowed on the classrdquo) The Second Circuit has expressly approved the percentage method

recognizing that ldquothe lodestar method proved vexingrdquo and had resulted in ldquoan inevitable waste of

judicial resourcesrdquo Goldberger 209 F3d at 48-49 (holding that the percentage-of-the-fund method

may be used to determine appropriate attorneysrsquo fees although the lodestar method may also be

used) Savoie 166 F3d at 460 (stating that the ldquopercentage-of-the-fund method has been deemed a

3 See eg In re Payment Card Interchange Fee amp Merch Disc Antitrust Litig 991 F Supp 2d 437 440 (EDNY 2014) (ldquoThe percentage method better aligns the incentives of plaintiffsrsquo counsel with those of the class members because it bases the attorneysrsquo fees on the results they achieve for their clients rather than on the number of motions they file documents they review or hours they work The percentage method also accords with the overwhelming prevalence of contingency fees in the market for plaintiffsrsquo counselrdquo) Davis v JP Morgan Chase amp Co 827 F Supp 2d 172 184 (WDNY 2011) (the ldquoadvantages of the percentage method are that it provides an incentive to attorneys to resolve the case efficiently and to create the largest common fund out of which payments to the class can be made and that it is consistent with the system typically used by individual clients to compensate their attorneysrdquo)

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 15 of 34

- 7 - 1308528_1

solution to certain problems that may arise when the lodestar method is used in common fund

casesrdquo) More recently the Second Circuit has acknowledged that the ldquotrend in this Circuit is toward

the percentage methodrdquo Wal-Mart 396 F3d at 122 see also City of Providence 2014 WL

1883494 at 11-124

The determination of attorneysrsquo fees using the percentage-of-the-fund method is also

supported by the PSLRA which states that ldquo[t]otal attorneysrsquo fees and expenses awarded by the court

to counsel for the plaintiff class shall not exceed a reasonable percentage of the amountrdquo recovered

for the class 15 USC sect78u-4(a)(6) (emphasis added) Courts have concluded that by drafting the

PSLRA in such a manner Congress expressed a preference for the percentage as opposed to the

lodestar method of determining attorneysrsquo fees in securities class actions See Veeco 2007 WL

4115808 at 3 Maley v Del Global Techs Corp 186 F Supp 2d 358 370 (SDNY 2002) In re

Am Bank Note Holographics 127 F Supp 2d 418 430 (SDNY 2001) In re Global Crossing Sec

amp ERISA Litig 225 FRD 436 465-66 (SDNY 2004)

Given the language of the PSLRA the Supreme Courtrsquos indication that the percentage

method is proper in this type of case the Second Circuitrsquos explicit approval of the percentage

method in Goldberger and the trend among the district courts in this Circuit the Court should award

4 All federal Courts of Appeal to consider the matter have approved the percentage method with two circuits requiring its use in common fund cases See In re Thirteen Appeals Arising out of the

San Juan Dupont Plaza Hotel Fire Litig 56 F3d 295 305 (1st Cir 1995) In re GMC Pick-Up

Truck Fuel Tank Prods Liab Litig 55 F3d 768 821-22 (3d Cir 1995) Union Asset Mgmt

Holding AG v Dell Inc 669 F3d 632 644 (5th Cir 2012) Rawlings v Prudential-Bache Props 9 F3d 513 515-16 (6th Cir 1993) Harman v Lyphomed Inc 945 F2d 969 975 (7th Cir 1991) Johnston v Comerica Mortg Corp 83 F3d 241 246 (8th Cir 1996) Powers v Eichen 229 F3d 1249 1256 (9th Cir 2000) Brown v Phillips Petroleum Co 838 F2d 451 454-56 (10th Cir 1988) Faught v Am Home Shield Corp 668 F3d 1233 1242 (11th Cir 2011) Swedish Hosp Corp v

Shalala 1 F3d 1261 1269-71 (DC Cir 1993) The Eleventh and District of Columbia Circuits require the use of the percentage method in common fund cases See Faught 668 F3d at 1242 Swedish Hosp 1 F3d at 1271

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 16 of 34

- 8 - 1308528_1

Lead Counsel attorneysrsquo fees based on a percentage of the fund The percentage approach not only

directly aligns the interests of counsel and the class (Elliot v Leatherstocking Corp No 310-CV-

0934 (MADDEP) 2012 WL 6024572 at 5 (NDNY Dec 4 2012)) it also recognizes that the

quality of counselrsquos services is measured best by the results achieved and ldquocan serve as a proxy for

the market in setting counsel feesrdquo Am Bank Note 127 F Supp 2d at 432

C The Requested Attorneysrsquo Fees Are Reasonable Under the

Percentage-of-the-Fund Method

The Supreme Court has recognized that an appropriate Court-awarded fee is intended to

approximate what counsel would receive if they were bargaining for the services in the marketplace

See Missouri v Jenkins 491 US 274 285-86 (1989) If this were a non-class action the customary

fee arrangement would be contingent and in the range of 33 of the recovery See Blum 465 US at

904 (ldquoIn tort suits an attorney might receive one-third of whatever amount the plaintiff recovers In

those cases therefore the fee is directly proportional to the recoveryrdquo) (Brennan J concurring)

The requested 25 fee is well within the range of percentage fees awarded within the Second

Circuit in other comparable securities and antitrust cases See eg In re BioScrip Inc Sec Litig

No 13-cv-6922 (AJN) 2017 US Dist LEXIS 118881 at 58 (SDNY July 26 2017) (awarding

25 of $10900000 settlement fund finding that such an award ldquolsquofalls within the range of

percentages regularly awarded inrsquo analogous common fund casesrdquo) (citation omitted) Patel v L-3

Commcrsquons Holdings Inc No 114-cv-06038-VEC slip op at 1 (SDNY Aug 17 2017)

(awarding 25 of $345 million settlement) City of Austin Police Ret Sys v Kinross Gold Corp

No 112-cv-01203-VEC 2015 US Dist LEXIS 181932 at 12 (SDNY Oct 15 2015) (awarded

fees of 30 of $33 million recovery plus expenses) Landmen Partners Inc v Blackstone Grp LP

No 08-cv-03601-HB-FM slip op at 5 (SDNY Dec 18 2013) (awarded fees of 33-13 of $85

million recovery plus expenses) Bd of Trs of the Operating Engrsquors Pension Tr v JPMorgan

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 17 of 34

- 9 - 1308528_1

Chase Bank Natrsquol Assrsquon No 09-cv-09333-KBF slip op at 1 (SDNY Nov 20 2013) (awarded

fees of 30 of $23 million recovery plus expenses) Citiline Holdings Inc v iStar Fin Inc No

108-cv-03612-RJS slip op at 1 (SDNY Apr 5 2013) (awarded fees of 30 of $29 million

recovery plus expenses) In re Sanofi-Aventis Sec Litig No 107-cv-10279-GBD slip op at 1

(SDNY Jan 22 2014) (awarded fees of 275 of $40 million recovery plus expenses) Cornwell

v Credit Suisse Grp No 08-cv-03758(VM) slip op at 2 (SDNY July 20 2011) (awarded fees of

275 of $70 million recovery plus expenses) Mass Bricklayers amp Masons Tr Funds v Deutsche

Alt-A Sec Inc No 208-cv-03178-LDW-ARL slip op at 3 (EDNY July 11 2012) (awarded

265 of $325 million recovery plus expenses) In re CIT Grp Inc Sec Litig No 108-cv-06613-

BSJ-THK slip op at 1-2 (SDNY June 13 2012) (awarded 265 of $75 million recovery plus

expenses)5

Another factor favoring the reasonableness of Lead Counselrsquos 25 fee application under the

percentage-of-the-fund method is that this fee was negotiated with and approved by the Lead

Plaintiff an institutional investor charged by the Court and the PSLRA with responsibility for

monitoring Lead Counsel See Chicago Police Decl parapara15-18

The PSLRA was intended to encourage sophisticated and financially-interested investors like

Lead Plaintiff to assume control of securities class actions HR Conf Rep No 104-369 at 32

1995 WL 709276 at 731 (1995) Congress believed that these institutions would be in the best

position to monitor the prosecution of litigation to assess the quality of counselrsquos representation and

to determine a fair fee Here Lead Plaintiff a large institution played an active role in the

Litigation and closely supervised the work of Lead Counsel See Chicago Police Decl parapara7-9

Accordingly Lead Plaintiffrsquos endorsement of the fee request supports its approval See eg Veeco

5 All unreported authorities are attached hereto as Exhibits 1 through 9

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 18 of 34

- 10 - 1308528_1

2007 WL 4115808 at 8 (ldquopublic policy considerations support the award in this case because the

Lead Plaintiff a large public pension fund ndash conscientiously supervised the work of lead counsel

and has approved the fee requestrdquo)

D The Fee Request Is Reasonable Under the Lodestar Method

To ensure the reasonableness of a fee awarded under the percentage-of-the-fund method the

Second Circuit encourages district courts to cross-check the proposed award against counselrsquos

lodestar See Goldberger 209 F3d at 50 Applying the lodestar cross-check underscores and

affirms the reasonableness of the requested percentage ldquoUnder the lodestar method the court must

engage in a two-step analysis first to determine the lodestar the court multiplies the number of

hours each attorney spent on the case by each attorneyrsquos reasonable hourly rate and second the

court adjusts that lodestar figure (by applying a multiplier) to reflect such factors as the risk and

contingent nature of the litigation the result obtained and the quality of the attorneyrsquos workrdquo City

of Providence 2014 WL 1883494 at 13 ldquoCalculation of the lodestar however is simply the

beginning of the analysisrdquo In re Warner Commcrsquons Sec Litig 618 F Supp 735 747 (SDNY

1985) affrsquod 798 F2d 35 (2d Cir 1986) In re Ivan F Boesky Sec Litig 888 F Supp 551 562

(SDNY 1995) Performing the lodestar calculation here confirms that the fee requested by Lead

Counsel is reasonable and should be approved

Lead Counsel and its paraprofessionals have spent in the aggregate 222095 hours in the

prosecution of this case producing a total lodestar amount of $157125275 when multiplied by Lead

Counselrsquos billing rates See the accompanying Declaration of Henry Rosen Filed on Behalf of

Robbins Geller Rudman amp Dowd LLP (ldquoRobbins Geller Declrdquo)6 The amount of attorneysrsquo fees

6 In determining whether the rates are reasonable the Court should take into account the attorneysrsquo professional reputation experience and status Lead Counsel is among the most prominent experienced and well-regarded securities practitioners in the nation Therefore the hourly rates are

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 19 of 34

- 11 - 1308528_1

requested by Lead Counsel herein $3750000 plus interest represents a modest multiplier of 23 to

counselrsquos aggregate lodestar7

The requested 23 multiplier in this Litigation is within the range of multipliers commonly

awarded in securities class actions and other comparable litigation In cases of this nature fees

representing multiples above lodestar are regularly awarded to reflect the contingency-fee risk and

other relevant factors See In re FLAG Telecom Holdings Ltd Sec Litig No 02-CV-3400 (CM)

(PED) 2010 WL 4537550 at 26 (SDNY Nov 8 2010) (ldquolsquoa positive multiplier is typically

applied to the lodestar in recognition of the risk of the litigation the complexity of the issues the

contingent nature of the engagement the skill of the attorneys and other factorsrsquordquo) (citation

omitted) In re Comverse Tech Inc Sec Litig No 06-CV-1825 (NGG) (RER) 2010 WL 2653354

at 5 (EDNY June 24 2010) (ldquoWhere as here counsel has litigated a complex case under a

contingency fee arrangement they are entitled to a fee in excess of the lodestarrdquo)

Indeed in complex contingent litigation lodestar multipliers between 2 and 5 are commonly

awarded See Wal-Mart 396 F3d at 123 (upholding multiplier of 35 as reasonable on appeal)

NECA-IBEW Health amp Welfare Fund v Goldman Sachs amp Co No 108-cv-10783-LAP 2016 WL

3369534 at 1 (SDNY May 2 2016) (awarding fee representing a 39 multiplier) Davis 827 F

Supp 2d at 185 (awarding fee representing multiplier of 53 which was ldquonot atypicalrdquo in similar

cases) Credit Suisse slip op at 4 (awarding fee representing a multiplier of 47) Comverse 2010

WL 2653354 at 5 (awarding fee representing 278 multiplier) Telik 576 F Supp 2d at 590 (ldquoIn

contingent litigation lodestar multiples of over 4 are routinely awarded by courts including this

reasonable here See In re Merrill Lynch amp Co Inc Research Reports Sec Litig No 02 MDL 1484 (JFK) 2007 WL 313474 at 22 (SDNY Feb 1 2007) (approving counselrsquos hourly rates)

7 The Supreme Court and other courts have held that the use of current rates is proper since such rates compensate for inflation and the loss of use of funds See Jenkins 491 US at 283-84

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 20 of 34

- 12 - 1308528_1

Courtrdquo) In re Bisys Sec Litig No 04 Civ 3840 (JSR) 2007 WL 2049726 at 3 (SDNY July

16 2007) (awarding 30 fee representing a 299 multiplier and finding that the multiplier ldquofalls well

within the parameters set in this district and elsewhererdquo) In re AremisSoft Corp Sec Litig 210

FRD 109 135 (DNJ 2002) (43 multiplier was appropriate in light of the contingency risk and

the quality of the result achieved) Maley 186 F Supp 2d at 369 (awarding fee equal to a 465

multiplier which was ldquowell within the range awarded by courts in this Circuit and courts throughout

the countryrdquo)

The lodestarmultiplier is to be used merely as a cross-check on reasonableness To find

otherwise undermines the principles supporting the percentage approach and encourages needless

lodestar-building litigation See In re Ikon Office Sols Inc 194 FRD 166 196 (ED Pa 2000)

(ldquoThe court will not reduce the requested award simply for the sake of doing so when every other

factor ordinarily considered weighs in favor of approving class counselrsquos request of thirty percentrdquo)

Lead Counsel invested substantial time and effort prosecuting this Litigation against Defendants to a

successful completion The requested fee therefore is manifestly reasonable whether calculated as

a percentage of the fund or in relation to Lead Counselrsquos lodestar Moreover as discussed below

each of the factors cited by the Second Circuit in Goldberger also strongly supports a finding that the

requested fee is reasonable

E The Relevant Factors Confirm that the Requested Fee Is Reasonable

In Goldberger the Second Circuit explained that whether the court uses the percentage-of-

the-fund method or the lodestar approach it should continue to consider the traditional criteria that

reflect a reasonable fee in common fund cases including

bull the time and labor expended by counsel

bull the risks of the litigation

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 21 of 34

- 13 - 1308528_1

bull the magnitude and complexity of the litigation

bull the requested fee in relation to the settlement

bull the quality of representation and

bull public policy considerations

Goldberger 209 F3d at 50 Consideration of these factors demonstrates that the requested fee is fair

and reasonable

1 The Time and Labor Expended by Counsel

Lead Counsel has expended substantial time and effort pursuing the Litigation on behalf of

the Class Since the Litigation commenced Lead Counsel and its paraprofessionals devoted over

2200 hours to prosecuting the Classrsquo claims As detailed in the Rosen Declaration submitted

herewith Lead Counsel among other things

bull conducted an extensive factual investigation relating to Defendantsrsquo conduct and the tax avoidance scheme

bull researched the law relevant to the claims asserted including Brazilian tax laws and Defendantsrsquo potential defenses thereto and drafted detailed complaints

bull drafted an opposition to Defendantsrsquo motions to dismiss the Consolidated Complaint

bull consulted with Brazilian attorneys regarding the unique issues raised in the Litigation

bull consulted with experts and consultants in the areas of damages and market efficiency

bull participated in lengthy armrsquos-length settlement negotiations and mediation with Defendants and

bull negotiated and drafted the Stipulation and exhibits thereto as well as the motion for preliminary approval of the Settlement

Rosen Decl parapara3-31 Moreover Lead Counsel with the assistance of its damages expert and in-

house damages consultant prepared the proposed Plan of Allocation Throughout the Litigation

Lead Counsel staffed the matter efficiently and avoided any unnecessary duplication of effort Lead

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 22 of 34

- 14 - 1308528_1

Counselrsquos work in the Litigation will not end with the Courtrsquos approval of the Settlement

Additional hours and resources will necessarily be expended assisting Members of the Class with the

completion and submission of their Proof of Claim and Release forms shepherding the claims

process and responding to Class Member inquiries See Aponte v Comprehensive Health Mgmt

No 10 Civ 4825 (JLC) 2013 WL 1364147 at 6 (SDNY Apr 2 2013) The significant amount

of time and effort devoted to this case by Lead Counsel to obtain a $15 million recovery confirms

that the 25 fee request is reasonable

2 The Risks of the Litigation

a The Contingent Nature of Lead Counselrsquos

Representation Supports the Requested Fee

The risk undertaken in the litigation is often considered the most important Goldberger

factor Goldberger 209 F3d at 54 Comverse 2010 WL 2653354 at 5 Telik 576 F Supp 2d at

592 The Second Circuit has recognized that the risk associated with a case undertaken on a

contingent fee is an important factor in determining an appropriate fee award

No one expects a lawyer whose compensation is contingent upon his success to charge when successful as little as he would charge a client who in advance had agreed to pay for his services regardless of success Nor particularly in complicated cases producing large recoveries is it just to make a fee depend solely on the reasonable amount of time expended

Detroit v Grinnell Corp 495 F2d 448 470 (2d Cir 1974) ldquoLittle about litigation is risk-free and

class actions confront even more substantial risks than other forms of litigationrdquo Teachersrsquo Ret Sys

v ACLN Ltd No 01-CV-11814 (MP) 2004 WL 1087261 at 3 (SDNY May 14 2004) Am

Bank Note 127 F Supp 2d at 433 (concluding it is ldquoappropriate to take this [contingent fee] risk

into account in determining the appropriate fee to awardrdquo) In re Prudential Sec Ltd Prsquoships Litig

985 F Supp 410 417 (SDNY 1997) (ldquoNumerous courts have recognized that the attorneyrsquos

contingent fee risk is an important factor in determining the fee awardrdquo) This risk encompasses not

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 23 of 34

- 15 - 1308528_1

just the risk of no payment but also the risk of underpayment See In re Contrsquol Ill Sec Litig 962

F2d 566 569-70 (7th Cir 1992) (reversing district courtrsquos fee award where court failed to account

for among other things risk of underpayment to counsel) When considering the reasonableness of

attorneysrsquo fees in a contingency action the court should consider the risks of the litigation at the time

the suit was brought See Goldberger 209 F3d at 55 In re Sadia SA Sec Litig No 08 Civ 9528

(SAS) 2011 WL 6825235 at 3 (SDNY Dec 28 2011)

The reasonableness of the requested fee is also supported by an evaluation of the risks

undertaken by Lead Counsel in prosecuting this class action Lead Counsel undertook this Litigation

on a wholly-contingent fee basis investing a substantial amount of time and money to prosecute this

very risky action without a guarantee of compensation or even the recovery of expenses Unlike

Defendantsrsquo counsel who are paid substantial hourly rates and reimbursed for their expenses on a

regular basis Lead Counsel has not been compensated for any time or expenses since this case

began and would have received no compensation or even payment of its expenses had this case not

been successful

From the outset Lead Counsel understood that it was embarking on a complex expensive

and lengthy litigation with no guarantee of ever being compensated for investing the time and money

the case would require In undertaking that responsibility Lead Counsel was obligated to assure that

sufficient attorney and paraprofessional resources were dedicated to prosecuting the Litigation and

that funds were available to compensate staff and to pay for the considerable costs which a case such

as this entails Under these circumstances the financial burden on contingent-fee counsel is far

greater than on a firm that is paid on an ongoing basis

In addition to advancing litigation expenses Lead Counsel faced the possibility that it would

receive no attorneysrsquo fees It is wrong to presume that a law firm handling complex contingent

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 24 of 34

- 16 - 1308528_1

litigation always wins There are numerous instances where in contingent cases such as this one

plaintiffrsquos counsel have expended thousands of hours without receiving any compensation8

Losses in contingent-fee litigations especially those brought under the PSLRA are

exceedingly expensive Lead Counselrsquos assumption of the contingency fee risk strongly supports the

reasonableness of the requested fee See FLAG Telecom 2010 WL 4537550 at 27 (ldquoCourts in the

Second Circuit have recognized that the risk associated with a case undertaken on a contingent fee

basis is an important factor in determining an appropriate fee awardrdquo) In re Marsh ERISA Litig

265 FRD 128 148 (SDNY 2010) (ldquoThere was significant risk of non-payment in this case and

Plaintiffsrsquo Counsel should be rewarded for having borne and successfully overcome that riskrdquo)

b Litigation Risks

While Lead Plaintiff remains confident in its ability to prove its claims and that once the

truth was revealed Class Members suffered legally cognizable losses on their purchases of Gerdau

ADRs during the Class Period it recognizes that its ability to prove liability was far from certain

Rosen Decl parapara33-35 As detailed in the Rosen Declaration and in the Settlement Memorandum

Defendants raised numerous challenges to the materiality scienter and loss causation elements of

8 The risk of no recovery in complex cases of this type is real and is heightened when lead counsel press to achieve the very best result for those they represent There are numerous class actions in which lead counsel expended thousands of hours and yet received no remuneration despite their diligence and expertise See eg Hubbard v BankAtlantic Bancorp Inc 688 F3d 713 725 (11th Cir 2012) (affirming judgment as a matter of law following jury verdict partially in plaintiffsrsquo favor) In re Oracle Corp Sec Litig No C 01-00988-SI 2009 WL 1709050 (ND Cal June 19 2009) affrsquod 627 F3d 376 (9th Cir 2010) (court granted summary judgment for defendants after eight years of litigation after plaintiffsrsquo counsel incurred over $7 million in expenses and worked over 100000 hours representing a lodestar of approximately $40 million) In re JDS Uniphase

Corp Sec Litig No C-02-1486 CW (EDL) 2007 WL 4788556 at 1 (ND Cal Nov 27 2007) (jury verdict for defendants) Robbins v Koger Props 116 F3d 1441 1449 (11th Cir 1997) (jury verdict of $81 million for plaintiffs against an accounting firm reversed on appeal on loss causation grounds and judgment entered for defendant) Anixter v Home-Stake Prod Co 77 F3d 1215 1233 (10th Cir 1996) (Tenth Circuit overturned securities fraud class action jury verdict for plaintiffs in case filed in 1973 and tried in 1988 on basis of 1994 Supreme Court opinion)

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 25 of 34

- 17 - 1308528_1

Lead Plaintiffrsquos claims under the federal securities laws The Individual Defendants also challenged

this Courtrsquos personal jurisdiction over them Obtaining documents and testimony from witnesses in

Brazil would be expensive if possible at all Therefore there was a question whether Lead Plaintiff

would ultimately be able to prove that Defendants who could be sued in this Court acted knowingly

or recklessly made materially false or misleading statements or omissions as required

With respect to proving loss causation Defendants would continue to argue that the declines

in Gerdaursquos ADR price were caused by factors other than Lead Plaintiffrsquos alleged corrective

disclosures Id para369 Defendants would never concede their liability and if their motions to

dismiss were denied would continue to press their defenses at summary judgment and trial Lead

Plaintiff also faced the risk that the Court would deny its motion to certify the Class if the Litigation

reached that stage

c Risk as to Damages

Whether Lead Plaintiff could prove damages also was unsettled Defendants strenuously

disagreed with Lead Plaintiffrsquos damages theories and estimates In order for the Class to recover

damages at the level estimated by Lead Counselrsquos expert it would need to prevail on each and every

one of the claims alleged for the entirety of the Class Period The damage assessments of the

partiesrsquo respective trial experts would be sure to vary substantially and trial would become a ldquobattle

of expertsrdquo The outcome of such battles is never predictable and there existed the very real

possibility that a jury could be swayed by experts for Defendants to minimize the Classrsquo losses or to

show that the losses were attributable to factors other than the alleged misstatements and omissions

Thus even if Lead Plaintiff prevailed as to liability at trial the judgment obtained could well have

been only a fraction of the damages claimed

9 Another litigation risk for Lead Plaintiff was the proper length of the Class Period Id

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 26 of 34

- 18 - 1308528_1

3 The Magnitude and Complexity of the Litigation

The complexity of the litigation is another factor examined by courts evaluating the

reasonableness of attorneysrsquo fees requested by class counsel See Chatelain v Prudential-Bache

Sec 805 F Supp 209 216 (SDNY 1992) It is widely recognized that ldquoshareholder actions are

notoriously complex and difficult to proverdquo See In re Bayer AG Sec Litig No 03 Civ 1546

(WHP) 2008 WL 5336691 at 5 (SDNY Dec 15 2008) see also FLAG Telecom 2010 WL

4537550 at 27 ldquo[S]ecurities actions have become more difficult from a plaintiffrsquos perspective in

the wake of the PSLRArdquo Ikon 194 FRD at 194 see also In re AOL Time Warner Inc Sec amp

ldquoERISArdquo Litig No MDL 1500 2006 WL 903236 at 9 (SDNY Apr 6 2006) (ldquo[T]he legal

requirements for recovery under the securities laws present considerable challenges particularly

with respect to loss causation and the calculation of damages These challenges are exacerbated

where a number of controlling decisions have recently shed new light on the standard for loss

causationrdquo) This case was no exception As described in greater detail in the accompanying

Settlement Memorandum and the Rosen Declaration this Litigation involved a number of difficult

and complex questions concerning liability of foreign defendants and loss causation that would have

required extensive additional efforts by Lead Counsel and further consultation with Brazilian law

tax accounting and economic experts

The trial of liability issues alone would have involved substantial attorney and expert time

the introduction of voluminous documentary and deposition evidence which would require

translation vigorously contested motions and the considerable expenditures of judicial resources

Because this case revolved around ldquodifficult complex hotly disputed and expert-intensive issuesrdquo

this factor favors awarding a 25 fee City of Providence 2014 WL 1883494 at 16

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 27 of 34

- 19 - 1308528_1

4 The Quality of Representation Supports the Requested Fee

The quality of the representation by Lead Counsel is another important factor that supports

the reasonableness of the requested fee Lead Counsel submits that the quality of the representation

here is best evidenced by the quality of the result achieved See Settlement Memorandum at 18-19

see also FLAG Telecom 2010 WL 4537550 at 28 Bisys 2007 WL 2049726 at 3 It took a great

deal of skill to achieve a settlement at this level in this particular case Lead Counsel is a nationally

known leader in the fields of securities class actions and complex litigation This is attributable to

the diligence determination hard work and reputation of counsel who developed litigated and

successfully negotiated the Settlement of this Litigation and a substantial immediate cash recovery in

a very difficult case without the risk of further litigation See Teachersrsquo Ret Sys 2004 WL

1087261 at 6

Finally courts repeatedly recognize that the quality of the opposition faced by plaintiffsrsquo

counsel should also be taken into consideration in assessing the quality of counselrsquos performance

See eg BioScrip 2017 US Dist LEXIS 118881 at 73 (ldquo[O]pposing counsel in this case was

itself highly skilled a factor courts have considered in approving feesrdquo) Marsh ERISA 265 FRD

at 148 (ldquoThe high quality of defense counsel opposing Plaintiffsrsquo efforts further proves the caliber of

representation that was necessary to achieve the Settlementrdquo) Veeco 2007 WL 4115808 at 7

(among the factors supporting a 30 award of attorneysrsquo fees was that defendants were represented

by ldquoone of the countryrsquos largest law firmsrdquo) Here Defendants are represented by lawyers from

Skadden Arps Slate Meagher amp Flom LLP and Kramer Levin Naftalis amp Frankel LLP highly

respected law firms who presented very skilled defenses and spared no effort in representing their

clients Notwithstanding this formidable opposition Lead Counselrsquos ability to present a strong case

and to demonstrate its willingness to continue to vigorously prosecute the Litigation through trial

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 28 of 34

- 20 - 1308528_1

and then inevitable appeals enabled Lead Counsel to achieve a very favorable Settlement for the

benefit of the Class

5 Public Policy Considerations

A strong public policy concern exists for rewarding firms for bringing successful securities

litigation See FLAG Telecom 2010 WL 4537550 at 29 (if the ldquoimportant public policy [of

enforcing the securities laws] is to be carried out the courts should award fees which will adequately

compensate Lead Counsel for the value of their efforts taking into account the enormous risks they

undertookrdquo) Maley 186 F Supp 2d at 373 (ldquoIn considering an award of attorneyrsquos fees the public

policy of vigorously enforcing the federal securities laws must be consideredrdquo) Hicks 2005 WL

2757792 at 9 (ldquolsquoTo make certain that the public is represented by talented and experienced trial

counsel the remuneration should be both fair and rewardingrsquordquo) (citation omitted) Accordingly

public policy favors granting Lead Counselrsquos fee and expense application here

6 The Classrsquo Reaction to the Fee Request to Date Supports the

Requested Fee

To date the Claims Administrator has sent over 36900 copies of the Notice to potential

Class Members and nominees informing them inter alia that Lead Counsel intended to apply to the

Court for an award of attorneysrsquo fees in an amount not to exceed 25 of the total recovery plus

expenses not to exceed $200000 plus interest on both amounts10 The time to object to the fee

request expires on September 29 2017 To date just one week before the objection deadline not a

single objection to the fee and expense amounts set forth in the Notice has been received Such a

ldquolow level of objection is a lsquorare phenomenonrsquordquo In re Rite Aid Corp Sec Litig 396 F3d 294 305

(3d Cir 2005) (citation omitted) Moreover ldquoa significant number of investors in the class were

10 See Declaration of Carole K Sylvester Regarding Notice Dissemination Publication and Requests for Exclusion Received to Date para11 and Ex A (ldquoSylvester Declrdquo) submitted herewith

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 29 of 34

- 21 - 1308528_1

lsquosophisticatedrsquo institutional investors that had considerable financial incentive to object [to the

settlement] had they believed [the settlement was unfair or] the requested fees were excessiverdquo Id

Additionally the Lead Plaintiff supports the fee request See Chicago Police Decl para17 The fact

that no objections were received is compelling evidence of the fairness of the fee request

IV LEAD COUNSELrsquoS EXPENSES WERE REASONABLY INCURRED AND

NECESSARY TO THE PROSECUTION OF THIS LITIGATION

Lead Counsel also respectfully requests an award of $16273405 in expenses incurred while

prosecuting the Litigation Lead Counsel has submitted a declaration regarding these modest

expenses which are properly recovered by counsel See accompanying Robbins Geller Decl See

eg In re China Sunergy Sec Litig No 07 Civ 7895 (DAB) 2011 WL 1899715 at 6 (SDNY

May 13 2011) (in a class action attorneys should be compensated ldquofor reasonable out-of-pocket

expenses incurred and customarily charged to their clients as long as they were lsquoincidental and

necessary to the representationrsquordquo) (citation omitted) FLAG Telecom 2010 WL 4537550 at 30 (ldquoIt

is well accepted that counsel who create a common fund are entitled to the reimbursement of

expenses that they advanced to a classrdquo) In re Indep Energy Holdings PLC Sec Litig 302

F Supp 2d 180 183 n3 (SDNY 2003) (court may compensate class counsel for reasonable

expenses necessary to the representation of the class)

Counselrsquos expenses include the costs of hiring experts and consultants travel mediating the

Classrsquo claims and computerized research A complete breakdown by category of the expenses

incurred is set forth in the Robbins Geller Declaration These expenses were critical to Lead

Plaintiffrsquos success in achieving the Settlement See Global Crossing 225 FRD at 468 (ldquoThe

expenses incurred ndash which include investigative and expert witnesses filing fees service of process

travel legal research and document production and review ndash are the type for which lsquothe paying

armsrsquo length marketrsquo reimburses attorneys [f]or this reason they are properly chargeable to the

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 30 of 34

- 22 - 1308528_1

Settlement fundrdquo) Not a single objection to the expense amount set forth in the Notice has been

received Accordingly Lead Counsel respectfully requests payment for these expenses plus interest

earned on such amount at the same rate as that earned by the Settlement

V LEAD PLAINTIFF SHOULD BE AWARDED ITS REASONABLE TIME

AND EXPENSES UNDER 15 USC sect78u-4(a)(4)

Lead Plaintiff seeks approval for an award of $3765 for the time it spent directly relating to

its representation of the Class The PSLRA specifically provides that an ldquoaward of reasonable costs

and expenses (including lost wages) directly relating to the representation of the classrdquo may be made

to ldquoany representative party serving on behalf of a classrdquo 15 USC sect78u-4(a)(4)

The Lead Plaintiff dedicated time to the Litigation by reviewing significant pleadings and

briefs in the Litigation communicating regularly with Lead Counsel and monitoring the progress of

settlement negotiations See Chicago Police Decl para20 Numerous courts have approved reasonable

awards to compensate lead plaintiffs for the time and effort they spent on behalf of a class See

Kinross Gold 2015 US Dist LEXIS 181932 at 14 (awarding $1680011 to lead plaintiff and

additional named plaintiffs ldquoto compensate them for their reasonable costs and expenses directly

relating to their representation of the Classrdquo) In re Intercept Pharms Inc Sec Litig No 114-cv-

01123-NRB slip op at 1 (SDNY Oct 20 2016) (awarding $527500 and $740125 to lead

plaintiffs ldquodirectly relating to the representation of the Classrdquo) Hicks 2005 WL 2757792 at 10

(ldquoCourts in this Circuit routinely award such costs and expenses both to reimburse the named

plaintiffs for expenses incurred through their involvement with the action and lost wages as well as

to provide an incentive for such plaintiffs to remain involved in the litigation and to incur such

expenses in the first placerdquo)

Lead Plaintiff took an active role with the prosecution of the Litigation These are precisely

the types of activities that courts have found to support awards to class representatives See eg In

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 31 of 34

- 23 - 1308528_1

re Am Intrsquol Grp Inc No 04 Civ 8141 (DAB) 2010 WL 5060697 at 3 (SDNY Dec 2 2010)

(granting PSLRA award of $30000 to institutional lead plaintiffs ldquoto compensate them for the time

and effort they devoted on behalf of a classrdquo) FLAG Telecom 2010 WL 4537550 at 31 (approving

award of $100000 to lead plaintiff for time spent in the litigation) Veeco 2007 WL 4115808 at 12

(characterizing such awards as ldquolsquoroutine[]rsquordquo in this Circuit) (citation omitted)

The Notice sufficiently informed potential Class Members that such expenses would be

sought Sylvester Decl Ex A at 2 The modest request by Lead Plaintiff is supported by

declaration is reasonable and fully justified under the PSLRA and should be granted There have

been no objections to this request

VI CONCLUSION

Based on the foregoing and the entire record herein Lead Counsel respectfully requests that

the Court award attorneysrsquo fees of 25 of the $15 million recovery plus expenses in the amount of

$16273405 plus interest on both amounts and $3765 to Lead Plaintiff

DATED September 22 2017 Respectfully submitted

s Ellen Gusikoff Stewart

Henry Rosen Ellen Gusikoff Stewart Susannah R Conn ROBBINS GELLER RUDMAN amp DOWD LLP 655 West Broadway Suite 1900 San Diego CA 92101 Telephone 619231-1058 619231-7423 (fax) henryrrgrdlawcom ellengrgrdlawcom sconnrgrdlawcom

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 32 of 34

- 24 - 1308528_1

Samuel H Rudman David A Rosenfeld ROBBINS GELLER RUDMAN amp DOWD LLP 58 South Service Road Suite 200 Melville NY 11747 Telephone 631367-7100 631367-1173 (fax) srudmanrgrdlawcom drosenfeldrgrdlawcom

Christopher C Gold ROBBINS GELLER RUDMAN amp DOWD LLP 120 East Palmetto Park Road Suite 500 Boca Raton FL 33432 Telephone 561750-3000 561750-3364 (fax) cgoldrgrdlawcom

Lead Counsel for Plaintiff

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 33 of 34

CERTIFICATE OF SERVICE

I Ellen Gusikoff Stewart hereby certify that on September 22 2017 I caused a true and

correct copy of the attached

Memorandum of Law in Support of Lead Counselrsquos Motion for an Award of Attorneysrsquo Fees and Expenses and Award to Lead Plaintiff Pursuant to 15 USC sect78u-4(a)(4)

to be electronically filed with the Clerk of the Court using the CMECF system which will send

notification of such public filings to all counsel registered to receive such notice

s Ellen Gusikoff Stewart

ELLEN GUSIKOFF STEWART

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 34 of 34

EXHIBIT 1

Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 1 of 5

UNITED STATES DISTRICT COURTSOUTHERN DISTRICT OF NEW YORK

xZUBAIR PATEL Individually and on Behalf of All Others Similarly Situated

Plaintiff

vs

L-3 COMMUNICATIONS HOLDINGS INC et al

Defendants

x

Civil Action No 114-cv-06038-VEC(Consolidated)

CLASS ACTION

REVISED [PROPOSED] ORDER AWARDING ATTORNEYSrsquo FEES AND EXPENSES AND AWARDS TO LEAD PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 1 of 4

81717

USDC SDNY DOCUMENT ELECTRONICALLY FILED DOC DATE FILED

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 1 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 2 of 5

- 1 -

This matter having come before the Court on August 16 2017 on the motion of Lead

Counsel for an award of attorneysrsquo fees and expenses (the ldquoFee Motionrdquo) the Court having

considered all papers filed and proceedings conducted herein having found the Settlement of this

Litigation to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Stipulation of Settlement

dated February 22 2017 (the ldquoStipulationrdquo) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 Notice of Lead Counselrsquos Fee Motion was given to all Class Members who could be

located with reasonable effort The form and method of notifying the Class of the Fee Motion met

the requirements of Rule 23 of the Federal Rules of Civil Procedure and 15 USC sect78u-4(a)(7) the

Securities Exchange Act of 1934 as amended by the Private Securities Litigation Reform Act of

1995 due process and any other applicable law constituted the best notice practicable under the

circumstances and constituted due and sufficient notice to all persons and entities entitled thereto

4 The Court hereby awards Lead Counsel attorneysrsquo fees of 25 of the Settlement

Fund (or $8625000) plus expenses in the amount of $47598074 together with the interest earned

on both amounts for the same time period and at the same rate as that earned on the Settlement Fund

until paid The Court finds that the amount of fees awarded is appropriate and that the amount of

fees awarded is fair and reasonable under the ldquopercentage-of-recoveryrdquo method

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 2 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 2 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 3 of 5

- 2 -

5 The fees and expenses shall be allocated amongst Lead Plaintiffsrsquo Counsel in a

manner that Lead Counsel in good faith believes reflects the contributions of such counsel to the

prosecution and settlement of the Litigation

6 The awarded attorneysrsquo fees and expenses and interest earned thereon shall be paid to

Lead Counsel subject to the terms conditions and obligations of the Stipulation and in particular

para62 thereof which terms conditions and obligations are incorporated herein

7 In making this award of fees and expenses to Lead Counsel the Court has considered

and found that

(a) the Settlement has created a fund of $34500000 in cash that is already on

deposit and numerous Class Members who submit or have submitted valid Proof of Claim and

Release forms will benefit from the Settlement created by Lead Counsel

(b) over 47000 copies of the Notice were disseminated to Class Members

indicating that Lead Counsel would move for attorneysrsquo fees in the amount of 25 of the Settlement

Fund and for expenses in an amount not to exceed $600000 and no objections to the fees or

expenses were filed by Class Members

(c) Lead Counsel has pursued the Litigation and achieved the Settlement with

skill perseverance and diligent advocacy

(d) Lead Counsel has expended substantial time and effort pursuing the Litigation

on behalf of the Class

(e) Lead Counsel pursued the Litigation on a contingent basis having received no

compensation during the Litigation and any fee amount has been contingent on the result achieved

(f) the Litigation involves complex factual and legal issues and in the absence of

settlement would involve lengthy proceedings whose resolution would be uncertain

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 3 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 3 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 4 of 5

- 3 -

(g) had Lead Counsel not achieved the Settlement there would remain a

significant risk that the Class may have recovered less or nothing from Defendants

(h) Lead Counsel has devoted over 8500 hours with a lodestar value of

$439142350 to achieve the Settlement

(i) public policy concerns favor the award of reasonable attorneysrsquo fees and

expenses in securities class action litigation and

(j) the attorneysrsquo fees and expenses awarded are fair and reasonable and

consistent with awards in similar cases within the Second Circuit

8 Any appeal or any challenge affecting this Courtrsquos approval regarding the Fee Motion

shall in no way disturb or affect the finality of the Judgment entered with respect to the Settlement

9 Pursuant to 15 USC sect78u-4(a)(4) the Court awards the following amounts to Lead

Plaintiffs for the time they spent directly related to their representation of the Class $39000 to City

of Pontiac General Employeesrsquo Retirement System $86000 to Local 1205 Pension Plan and

$100000 to City of Taylor Police and Fire Retirement System

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this Order shall be

rendered null and void to the extent provided in the Stipulation and shall be vacated in accordance

with the Stipulation

IT IS SO ORDERED

DATED ______________________ ________________________________________THE HONORABLE VALERIE E CAPRONIUNITED STATES DISTRICT JUDGE

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 4 of 4

August 17 2017

___________________________________________ _________E HONORABLE VALEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEERIE E CA

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 4 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 5 of 5

EXHIBIT 2

Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 1 of 10

rus1$$i)Ny I DOCUMENT

ELECTRONICALLY FILED DOC

SOUTHERN DISTRICT OF NEW YORK

UNITED STATES DISTRICT COURT

d a t e b Z l セ e セ d M Z セ セ セ ャ M セ------------------___________ x セ セ セ セ セ セ セ ] ] セ セ セ セ

LAND MEN PARTNERS INC Individually Civil Action No 08-cv-03601-HBshy

and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff FINAL JUDGMENT AND ORDER OF

vs DISMISSAL WITH PREJUDICE

THE BLACKSTONE GROUP LP et aI

Defendants

---------------------------------x

This matter came before the Court for hearing pursuant to the Order Preliminarily Approving

Settlement and Providing for Notice to the Class (Notice Order) dated August 30 2013 on the

unopposed application ofLead Plaintiffs for approval of the Settlement set forth in the Settlement

Agreement dated August 28 2013 (Stipulation) and following a hearing on December 18 2013

Due and adequate notice having been given to the Class as required in said Order and the Court

having considered all papers filed and proceedings had herein and otherwise being fully informed in

the premises and good cause appearing therefor

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Final Judgment incorporates by reference the definitions in the Stipulation and

all terms used herein shall have the same meanings as set forth in the Stipulation unless otherwise

set forth herein

2 This Court has jurisdiction over the subject matter ofthe Action and over all Settling

Parties to the Action including all members of the Class

3 For purposes ofthis Judgment as certified by the Court s August 13 2013 Order the

Class is defined as all Persons who purchased the common units of The Blackstone Group LP

(Blackstone) in Blackstones initial public offering (IPO) or in the open market on the New

- 1 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 1 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 2 of 10

York Stock Exchange between June 21 2007 and March 12 2008 inclusive and who sustained

compensable damages in connection with any such purchase of Blackstone units pursuant to

Sections 11 and 15 of the Securities Act of 1933

Excluded from the Class are (i) the persons who submitted valid and timely requests for

exclusion from the Class who are listed on Exhibit A hereto (ii) Defendants (iii) members of the

immediate family ofeach ofthe Defendants (iv) any Person that acted as an underwriter ofthe IPO

(v) any natural Person who sold Blackstone common units to the public in the IPO or who serves or

served as an officer or director ofBlackstone or as a partner of any predecessor to Blackstone the

members of the immediate families ofany such persons and any entity in which any ofDefendants

have or had a controlling interest and (vi) the legal representatives agents affiliates heirs

successors-in-interest or assigns of any such excluded Person (collectively Excluded Persons)

For the avoidance of doubt the Excluded Persons are excluded from the Class only to the

extent they purchased Blackstone common units in the IPO for their own account and not for or on

behalf of a third-party customer or for resale to customers Further to the extent that any of the

Excluded Persons was a statutory seller who resold the Blackstone common units to a third-party

customer client account fund trust or employee benefit plan that otherwise falls within the Class

or purchased Blackstone common units in a fiduciary capacity or otherwise on behalf ofany thirdshy

party customer client account fund trust or employee benefit plan that falls within the Class the

Excluded Person is excluded from the Class but the third-party customer client account fund trust

or employee benefit plan is not excluded from the Class with respect to such purchases of

Blackstone common units

4 For purposes of this Judgment as certified by the Courts August 132013 Order

Lead Plaintiffs Martin Litwin and Francis Brady are Class Representatives and Lead Counsel

- 2 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 2 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 3 of 10

Robbins Geller Rudman amp Dowd LLP and Brower Piven A Professional Corporation are Class

Counsel

5 Pursuant to Federal Rule of Civil Procedure 23 this Court hereby approves the

Settlement set forth in the Stipulation and finds that the Settlement is in all respects fair reasonable

and adequate to the Class There are no objections to the proposed Settlement

6 Pursuant to Rule 23 of the Federal Rules ofCivil Procedure the Court finds that the

Stipulation and Settlement are fair reasonable and adequate as to each ofthe Settling Parties and

that the Stipulation and Settlement are hereby finally approved in all respects and the Settling

Parties are hereby directed to perform its terms

7 Accordingly the Court authorizes and directs implementation of all the terms and

provisions of the Stipulation as well as the terms and provisions hereof The Court hereby

dismisses as to Defendants the Action and all Released Claims ofthe Class with prejudice without

costs as to any Settling Party except as and to the extent provided in the Stipulation and herein

8 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

shall and each of the Class Members shall be deemed to have and by operation ofthis Judgment

shall have fully finally and forever released relinquished and discharged all Released Claims

against the Released Persons whether or not such Class Member executes and delivers the Proof of

Claim and Release

9 Upon the Effective Date hereof and as provided in the Stipulation each of the

Released Persons shall be deemed to have and by operation of this Judgment shall have fully

finally and forever released relinquished and discharged Lead Plaintiffs each and all of the Class

Members Lead Counsel and Abraham Fruchter amp Twersky LLP from all claims (including without

- 3 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 3 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 4 of 10

limitation Unknown Claims) arising out of relating to or in connection with the institution

prosecution assertion settlement or resolution of the Action

10 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

and each of the Class Members who have not validly opted out of the Class and their respective

predecessors successors agents representatives attorneys and affiliates and the respective heirs

executors administrators successors and assigns of each of them directly or indirectly

individually derivatively representatively or in any other capacity shall be deemed to have and by

operation of the Judgment shall have fully finally and forever released relinquished and

discharged against the Released Persons (whether or not such Class Members execute and deliver

the Proof of Claim and Release forms) any and all Released Claims (including without limitation

Unknown Claims) as well as any claims arising out of relating to or in connection with the

defense settlement or resolution of the Action or the Released Claims

11 Upon the Effective Date Lead Plaintiffs and each of the Class Members who have

not validly opted out of the Class and their respective predecessors successors agents

representatives attorneys and affiliates and the respective heirs executors administrators

successors and assigns of each of them directly or indirectly individually derivatively

representatively or in any other capacity shall be permanently barred and enjoined from the

assertion institution maintenance prosecution or enforcement against any Released Person in any

state or federal court or arbitral forum or in the court of any foreign jurisdiction of any and all

Released Claims (including without limitation Unknown Claims) as well as any claims arising out

of relating to or in connection with the defense settlement or resolution of the Action or the

Released Claims

- 4 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 4 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 5 of 10

12 The Notice ofProposed Settlement ofClass Action (Notice) given to the Class in

accordance with the Notice Order entered on August 30 2013 was the best notice practicable under

the circumstances including the individual notice to all members of the Class who could be

identified through reasonable effort ofthe proceedings and ofthe matters set forth therein including

the proposed Settlement set forth in the Stipulation the proposed Plan of Distribution of the

proceeds ofthe Settlement set forth in the Notice Lead Counsels application for attorneys fees and

reimbursement of expenses and Lead Plaintiffs request for an award of reasonable costs and

expenses relating to their representation of the Class and said Notice and notice procedures fully

satisfied the requirements of Federal Rule of Civil Procedure 23 the Private Securities Litigation

Reform Act of 1995 and the requirements of due process There are no objections to the Notice

andor notice procedures

13 The Court hereby approves the Plan ofDistribution as set forth in the Notice as fair

and equitable The Court directs Lead Counsel to proceed with processing Proofs ofClaim and the

administration of the Settlement pursuant to the terms of the Plan of Distribution and upon

completion ofthe claims processing procedure to present to this Court a proposed final distribution

order for the distribution of the Net Settlement Fund to eligible Class Members as provided in the

Stipulation and the Plan of Distribution There are no objections to the Plan of Distribution

14 The Court hereby awards Lead Counsel attorneys fees equal to 3333 percent of

the Settlement Fund (including interest accrued thereon) and litigation expenses in the amount of

$104700577 with interest to accrue thereon at the same rate and for the same periods as has

accrued by the Settlement Fund from the date ofthis Judgment to the date ofactual payment of said

attorneys fees and expenses to Lead Counsel as provided in the Stipulation The Court finds the

amount of attorneys fees awarded herein are fair and reasonable based on (a) the work performed

- 5 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 5 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 6 of 10

and costs incurred by Lead Counsel (b) the complexity ofthe case (c) the risks undertaken by Lead

Counsel and the contingent nature of their employment (d) the quality of the work performed by

Lead Counsel in this Action and their standing and experience in prosecuting similar class action

securities litigation (e) awards to successful plaintiffs counsel in other similar litigation (f) the

benefits achieved for Class Members through the Settlement and (g) the absence ofany objections

from any Class Members to either the application for an award ofattorneys fees or expenses to Lead

Counsel

15 The Court also fmds that the requested expenses are proper as the expenses incurred

by Lead Counsel including the costs ofexperts were reasonable and necessary in the prosecution of

this Action on behalf of Class Members There are no objections to Lead Counsels application for

reimbursement of their expenses

16 The Court approves payment of$1500000 to Lead Plaintiff Martin Litwin for his

reasonable time and expenses (including lost wages) relating to their representation of the Class

Such payment shall be paid out of the Settlement Fund There are no objections to Lead Plaintiff

Litwins application for reimbursement ofhis costs and expenses

17 All fees and expenses awarded or allowed in this Judgment shall except as otherwise

expressly provided in the Stipulation be paid from the Settlement Fund

18 Lead Counsel may apply from time to time for any fees andor expenses incurred by

them solely in connection with the administration of the Settlement and distribution of the Net

Settlement Fund to Class Members which except as expressly provided in the Stipulation shall be

paid from the Settlement Fund

19 Neither appellate review nor modification ofthe Plan ofDistribution set forth in the

Notice nor any action in regard to the motion by Lead Counsel for attorneys fees andor expenses

- 6 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 6 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 7 of 10

and the award ofcosts and expenses to Lead Plaintiffs shall affect the fmality ofany other portion of

this Judgment nor delay the Effective Date ofthe Stipulation and each shall be considered separate

for the purposes of appellate review of this Judgment

20 Neither the Stipulation nor the Settlement contained therein nor any act performed or

document executed pursuant to or in furtherance of the Stipulation or the Settlement (a) is or may be

deemed to be or may be used as an admission of or evidence of the validity ofany Released Claim

or ofany wrongdoing or liability of the Released Persons or (b) is or may be deemed to be or may

be used as an admission of or evidence of any fault or omission of any of the Defendants or the

Released Persons in any civil criminal or administrative proceeding in any court administrative

agency or other tribunal Defendants andor the Released Persons may file the Stipulation andor

this Judgment from this Action in any other action in which they are parties or that may be brought

against them in order to support a defense claim or counterclaim based on principles of res

judicata collateral estoppel release good faith settlement judgment bar or reduction or any theory

of claim preclusion or issue preclusion or similar defense or counterclaim

21 Without affecting the finality ofthis Judgment in any way this Court hereby retains

continuing exclusive jurisdiction over (a) implementation of this Settlement and any award or

distribution of the Settlement Fund including interest earned thereon (b) disposition of the

Settlement Fund (c) hearing and determining applications for attorneys fees interest and expenses

in the Action (d) payment of taxes by the Settlement Fund (e) all Settling Parties hereto for the

purpose ofconstruing enforcing and administering the Stipulation and (f) any other matters related

to finalizing the Settlement and distribution of proceeds of the Settlement

22 In the event that the Settlement does not become effective in accordance with the

terms of the Stipulation or the Effective Date does not occur or in the event that the Settlement

- 7 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 7 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 8 of 10

Fund or any portion thereof is returned to Defendants then this Judgment shall be rendered null and

void to the extent provided by and in accordance with the Stipulation and shall be vacated and in

such event all orders entered and releases delivered in connection herewith shall be null and void to

the extent provided by and in accordance with the StipUlation

23 Without further order of the Court the Settling Parties may agree to reasonable

extensions of time to carry out any of the provisions of the Stipulation

24 The Court finds that during the course of the Action the Settling Parties and their

respective counsel at all times complied with the requirements of Rule 11 of the Federal Rules of

Civil Procedure

25 The Court directs immediate entry of this Final Judgment by the Clerk ofthe Court

DATED Ok 10 2 TEO aRABLE HAROLD A R JR

UNITED STATES DISTRICT JUDGE

- 8 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 8 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 9 of 10

EXHIBIT A

BLACKSTONE LIST OF EXCLUSIONS

Name

1 lINA HU

2 ESTATE OF ANTHONY J FABEC

3 WILLIAM PATTERSON

4 MARY AN N SHOTWELL

5 RICHARD A LEWIS

6 JOHN MERCADENTE JR

7 DOUGLAS BARHORST

8 PATRICIA G NORMAN

9 ESTATE OF RICHARD A NORMAN

10 ROBERT W DUER

11 ANIBAL MARRERO

12 RUSS D SONNIER

13 MARCUS E ampJOANNE R NORTH

14 SUZANNE EMETAROM

15 WILLIAM W amp FRANCES E MAIN

16 ANTHONY BRIENZA

17 SHU HAO HUANG

18 KENNETH 0 PARRIS

19 DUFF S MCEVERS

20 SHERRIE L FRANTZ

21 DEBBIE CRINK

22 MARK A SUMMERS

23 PAULINE MEYEROWITZ

24 ANDREW WAHL

City

OSHAWA

WILLOUGHBY HILLS

KINGS MOUNTAIN

VIRGILINA

BULLARD

READING

SIDNEY

KEARNEY

KEARNEY

ALTA LOMA

CORAL GABLES

NEW YORK

VICTORIA

WALNUT CREEK

ROBERTS

COLD SPRING HARBOR

SNOHOMISH

ATHENS

LAGUNA NIGUEL

EUGENE

OMAHA

MINNETRISTA

FT LAUDERDALE

SAN FRANCISCO

St Country セ

ON CA lIJ7C6

OH US 44094

NC US 28086

VA US 24598

TX US 75757

PA US 19606

OH US 45365

NE US 68845

NE US 68845

CA US 91701

FL US 33134

NY US 10150

TX US 77905

CA US 94595

MT US 59070

NY US 11724

WA US 98296

GA US 30604

CA US 92677

OR US 97404

NE US 68138

MN US 55364

FL US 33308

CA US 94115

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 9 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 10 of 10

EXHIBIT 3

Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 1 of 4

UNITED STATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

--------_____________________ x

THE BOARD OF TRUSTEES OF THE Civil Action No 09-cv-09333-KBF

OPERA TING ENGINEERS PENSION

TRUST on Behalf of Itself and All Others CLASS ACTION

Similarly Situated [PROPOSES] ORDER A WARDING

Plaintiffs ATTORNEYS FEES EXPENSES AND

CASE CONTRIBUTION A WARD TO LEAD

vs PLAINTIFF

JPMORGAN CHASE BANK NATIONAL

ASSOCIATIOt USDCSDNY

DOCUMENTDefendant

ELECTRONICALLY FILED ---------------- x DOC

DATE f M i l M e M d セ ャ エ i o B B B v エ M R B B G エ M ョ M B G Q G Q Q R P セ Q M S

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 1 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 2 of 4

This matter having come before the Court on November 19 2013 on the motion of Lead

Counsel for an award ofattorneys fees and expenses in the litigation and a case contribution award

to Lead Plaintiff the Court having considered all papers filed and proceedings condueted herein

having found the settlement of this Action to be fair reasonable and adequate and otherwise being

fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by referenee the definitions in the Stipulation of Settlement

dated August 16 2013 and all capitalized terms used but not defined herein shall have the same

meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto ineluding all members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount ofS47702453 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-reeovery method

4 The fees and expenses shall be allocated among Plaintiffs Counsel in a manner

which in Lead Counsels good-faith judgment ret1ects each such counsels contribution to the

institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Lead Counsel subject to the terms conditions and obligations of the

- 1 shy

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 2 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 3 of 4

Stipulation and in particular セ Q R R thereof which terms conditions and obligations are incorporated

herein

6 The Court hereby awards Lead Plaintiff Board ofTrustees of the Operating Engineers

Pension Trust $25000 for its time and expense in representing the Class This case contribution

award shall be paid to Lead Plaintiff on or after the Effective Date subject to the terms conditions

and obligations of the Stipulation and in particular セ R S thereof which terms conditions and

obligations are incorporated herein

IT IS SO ORDERED

THE HONORABLE KATHERINE B FORREST

UNITED STATES DISTRICT JUDGE

- 2

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 3 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 4 of 4

EXHIBIT 4

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 1 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

CITILINE HOLDINGS INC Individually Civil Action No 108-cv-03612-RJS and On Behalf of All Others Similarly Situated (Consolidated)

Plaintiff CLASS ACTION

vs

ISTAR FINANCIAL INC et al

Defendants

x

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

E Albdquo

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 2 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 2 of 3

This matter having come before the Court on April 5 2013 on the motion of Co-Lead

Counsel for an award of attorneys fees and expenses in the Litigation the Court having considered

all papers filed and proceedings conducted herein having found the settlement of this action to be

fair reasonable and adequate and otherwise being fully informed in the premises and good cause

appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 5 2012 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Co-Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount of $23490171 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among Lead Plaintiffs counsel in a manner

which in Co-Lead Counsels good-faith judgment reflects each such counsels contribution to the

institution prosecution and resolution of the Litigation

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 3 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 3 of 3

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Co-Lead Counsel subject to the terms conditions and obligations of the

Stipulation and in particular para62-63 thereof which terms conditions and obligations are

incorporated herein

SO ORDERED

-2-

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 4 of 4

EXHIBIT 5

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 1 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 1 of 4

UNITED ST ATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

In re SANOFI-AVENTIS SECURITIES

LITIGATION

This Document Relates To

ALL ACTIONS

---middotmiddotmiddot-----middot--------x

i

11

middot middot FlLBD I l

JAN 2 2QJ4-~ Civil Action No 107tv-10279-GBD

CLASS ACTION f middot middot

ECFCASE

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND AN

AWARD TO PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

903068_ l

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 2 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 2 of 4

This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 3 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 3 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 2: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

TABLE OF CONTENTS

Page

- i - 1308528_1

I INTRODUCTION 1

II HISTORY AND BACKGROUND OF THE LITIGATION3

III ARGUMENT 4

A Lead Counsel Is Entitled to an Award of Attorneysrsquo Fees and Expenses from the Common Fund 4

B The Court Should Award a Reasonable Percentage of the Common Fund 5

C The Requested Attorneysrsquo Fees Are Reasonable Under the Percentage-of-the-Fund Method 8

D The Fee Request Is Reasonable Under the Lodestar Method 10

E The Relevant Factors Confirm that the Requested Fee Is Reasonable 12

1 The Time and Labor Expended by Counsel 13

2 The Risks of the Litigation 14

a The Contingent Nature of Lead Counselrsquos Representation Supports the Requested Fee 14

b Litigation Risks 16

c Risk as to Damages 17

3 The Magnitude and Complexity of the Litigation 18

4 The Quality of Representation Supports the Requested Fee 19

5 Public Policy Considerations 20

6 The Classrsquo Reaction to the Fee Request to Date Supports the Requested Fee 20

IV LEAD COUNSELrsquoS EXPENSES WERE REASONABLY INCURRED AND NECESSARY TO THE PROSECUTION OF THIS LITIGATION 21

V LEAD PLAINTIFF SHOULD BE AWARDED ITS REASONABLE TIME AND EXPENSES UNDER 15 USC sect78u-4(a)(4) 22

VI CONCLUSION 23

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 2 of 34

TABLE OF AUTHORITIES

Page

- ii - 1308528_1

CASES

Anixter v Home-Stake Prod Co 77 F3d 1215 (10th Cir 1996) 16 17

Aponte v Comprehensive Health Mgmt No 10 Civ 4825 (JLC) 2013 WL 1364147 (SDNY Apr 2 2013) 14

Bateman Eichler Hill Richards Inc v Berner 472 US 299 (1985) 5

Bd of Trs of the Operating Engrsquors Pension Tr v

JPMorgan Chase Bank Natrsquol Assrsquon No 09-cv-09333-KBF slip op (SDNY Nov 20 2013) 8

Blum v Stenson 465 US 886 (1984) 6 8

Boeing Co v Van Gemert 444 US 472 (1980) 4

Brown v Phillips Petroleum Co 838 F2d 451 (10th Cir 1988) 7

Chatelain v Prudential-Bache Sec 805 F Supp 209 (SDNY 1992) 18

Citiline Holdings Inc v iStar Fin Inc No 108-cv-03612-RJS slip op (SDNY Apr 5 2013) 9

City of Austin Police Ret Sys v Kinross Gold Corp No 112-cv-01203-VEC 2015 US Dist LEXIS 181932 (SDNY Oct 15 2015) 8 22

City of Providence v Aeropostale Inc No 11 Civ 7132 (CM) 2014 WL 1883494 (SDNY May 9 2014) affrsquod sub nom Arbuthnot v

Pierson 607 F Apprsquox 73 (2d Cir 2015) 5 7 10 18

Cornwell v Credit Suisse Grp No 08-cv-03758(VM) slip op (SDNY July 20 2011) 9 11

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 3 of 34

Page

- iii - 1308528_1

Davis v JP Morgan Chase amp Co 827 F Supp 2d 172 (WDNY 2011) 6 11

Detroit v Grinnell Corp 495 F2d 448 (2d Cir 1974)14

Elliot v Leatherstocking Corp No 310-CV-0934 2012 WL 6024572 (NDNY Dec 4 2012) 8

Faught v Am Home Shield Corp 668 F3d 1233 (11th Cir 2011) 7

Goldberger v Integrated Res Inc 209 F3d 43 (2d Cir 2000) passim

Harman v Lyphomed Inc 945 F2d 969 (7th Cir 1991) 7

Hayes v Harmony Gold Mining Co 509 F Apprsquox 21 (2d Cir 2013) 6

Hicks v Morgan Stanley No 01 Civ 10071 (RJH) 2005 WL 2757792 (SDNY Oct 24 2005) 5 20 22

Hubbard v BankAtlantic Bancorp Inc 688 F3d 713 (11th Cir 2012) 16

In re Am Bank Note Holographics 127 F Supp 2d 418 (SDNY 2001)7 8 14

In re Am Intrsquol Grp Inc No 04 Civ 8141 (DAB) 2010 WL 5060697 (SDNY Dec 2 2010)22

In re AOL Time Warner Inc Sec amp ldquoERISArdquo Litig No MDL 1500 2006 WL 903236 (SDNY Apr 6 2006) 18

In re AremisSoft Corp Sec Litig 210 FRD 109 (DNJ 2002) 12

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 4 of 34

Page

- iv - 1308528_1

In re Bayer AG Sec Litig No 03 Civ 1546 (WHP) 2008 WL 5336691 (SDNY Dec 15 2008)18

In re BioScrip Inc Sec Litig No 13-cv-6922 (AJN) 2017 US Dist LEXIS 118881 (SDNY July 26 2017) 8 19

In re Bisys Sec Litig No 04 Civ 3840 (JSR) 2007 WL 2049726 (SDNY July 16 2007) 12 19

In re Cendant Corp Litig 264 F3d 201 (3d Cir 2001)2

In re China Sunergy Sec Litig No 07 Civ 7895 (DAB) 2011 WL 1899715 (SDNY May 13 2011) 21

In re CIT Grp Inc Sec Litig No 108-cv-06613-BSJ-THK slip op (SDNY June 13 2012) 9

In re Comverse Tech Inc Sec Litig No 06-CV-1825 (NGG) (RER) 2010 WL 2653354 (EDNY June 24 2010) 11 14

In re Contrsquol Ill Sec Litig 962 F2d 566 (7th Cir 1992) 15

In re FLAG Telecom Holdings Ltd Sec Litig No 02-CV-3400 (CM) (PED) 2010 WL 4537550 (SDNY Nov 8 2010) passim

In re Global Crossing Sec amp ERISA Litig 225 FRD 436 (SDNY 2004) 7 21

In re GMC Pick-Up Truck Fuel Tank Prods Liab Litig 55 F3d 768 (3d Cir 1995)7

In re Ikon Office Sols Inc 194 FRD 166 (ED Pa 2000) 12 18

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 5 of 34

Page

- v - 1308528_1

In re Indep Energy Holdings PLC Sec Litig 302 F Supp 2d 180 (SDNY 2003)21

In re Intercept Pharms Inc Sec Litig No 114-cv-01123-NRB slip op (SDNY Oct 20 2016) 22

In re Interpublic Sec Litig No 02 Civ 6527 (DLC) 2004 WL 2397190 (SDNY Oct 26 2004) 5

In re Ivan F Boesky Sec Litig 888 F Supp 551 (SDNY 1995) 10

In re JDS Uniphase Corp Sec Litig No C-02-1486 CW (EDL) 2007 WL 4788556 (ND Cal Nov 27 2007) 16

In re Marsh ERISA Litig 265 FRD 128 (SDNY 2010) 16 19

In re Merrill Lynch amp Co Inc Research Reports Sec Litig No 02 MDL 1484 (JFK) 2007 WL 313474 (SDNY Feb 1 2007) 11

In re Nortel Networks Corp Sec Litig 539 F3d 129 (2d Cir 2008)2

In re Oracle Corp Sec Litig No C 01-00988-SI 2009 WL 1709050 (ND Cal June 19 2009) affrsquod 627 F3d 376 (9th Cir 2010) 16

In re Payment Card Interchange Fee amp Merch Disc Antitrust Litig 991 F Supp 2d 437 (EDNY 2014) 6

In re Prudential Sec Ltd Prsquoships Litig 985 F Supp 410 (SDNY 1997) 14

In re Rite Aid Corp Sec Litig 396 F3d 294 (3d Cir 2005)20 21

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 6 of 34

Page

- vi - 1308528_1

In re Sadia SA Sec Litig No 08 Civ 9528 (SAS) 2011 WL 6825235 (SDNY Dec 28 2011)15

In re Sanofi-Aventis Sec Litig No 107-cv-10279-GBD slip op (SDNY Jan 22 2014) 9

In re Telik Inc Sec Litig 576 F Supp 2d 570 (SDNY 2008)5 11 14

In re Thirteen Appeals Arising out of the San

Juan Dupont Plaza Hotel Fire Litig 56 F3d 295 (1st Cir 1995) 7

In re Veeco Instruments Inc Sec Litig No 05 MDL 01695 (CM) 2007 WL 4115808 (SDNY Nov 7 2007) passim

In re Warner Commcrsquons Sec Litig 618 F Supp 735 (SDNY 1985) affrsquod 798 F2d 35 (2d Cir 1986) 10

J I Case Co v Borak 377 US 426 (1964) 5

Johnston v Comerica Mortg Corp 83 F3d 241 (8th Cir 1996) 7

Landmen Partners Inc v Blackstone Grp LP No 08-cv-03601-HB-FM slip op (SDNY Dec 18 2013)8

Maley v Del Global Techs Corp 186 F Supp 2d 358 (SDNY 2002)7 12 20

Mass Bricklayers amp Masons Tr

Funds v Deutsche Alt-A Sec Inc No 208-cv-03178-LDW-ARL slip op (EDNY July 11 2012) 9

Missouri v Jenkins 491 US 274 (1989) 8 11

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 7 of 34

Page

- vii - 1308528_1

NECA-IBEW Health amp Welfare Fund

v Goldman Sachs amp Co No 108-cv-10783-LAP 2016 WL 3369534 (SDNY May 2 2016) 11

Patel v L-3 Commcrsquons Holdings Inc No 114-cv-06038-VEC slip op (SDNY Aug 17 2017) 8

Powers v Eichen 229 F3d 1249 (9th Cir 2000) 7

Rawlings v Prudential-Bache Props 9 F3d 513 (6th Cir 1993) 7

Robbins v Koger Props 116 F3d 1441 (11th Cir 1997) 16

Savoie v Merchs Bank 166 F3d 456 (2d Cir 1999)4 6

Swedish Hosp Corp v Shalala 1 F3d 1261 (DC Cir 1993) 7

Teachersrsquo Ret Sys v ACLN Ltd No 01-CV-11814 (MP) 2004 WL 1087261 (SDNY May 14 2004) 14 19

Tellabs Inc v Makor Issues amp Rights Ltd 551 US 308 (2007) 5

Union Asset Mgmt Holding AG v Dell Inc 669 F3d 632 (5th Cir 2012) 7

Wal-Mart Stores Inc v Visa USA Inc 396 F3d 96 (2d Cir 2005)6 7 11

STATUTES RULES AND REGULATIONS

15 USC sect78u-4(a)(4) 1 22 sect78u-4(a)(6) 7

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 8 of 34

Page

- viii - 1308528_1

LEGISLATIVE HISTORY

HR Conf Rep No 104-369 1995 WL 709276 (1995) 9

SECONDARY AUTHORITY

7B Charles Alan Wright Arthur R Miller amp Mary Kay Kane Federal Practice and Procedure (3d ed 2005)

sect18034

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 9 of 34

- 1 - 1308528_1

I INTRODUCTION

Court-appointed Lead Counsel Robbins Geller Rudman amp Dowd LLP has secured a $150

million Settlement for the Class ndash a very good result under the circumstances achieved in spite of

serious obstacles to recovery in the Litigation1 In order to obtain this Settlement Lead Plaintiff and

Lead Counsel overcame a number of significant challenges to proving both liability and damages

that posed a serious risk of no recovery or a substantially lesser recovery than the Settlement for the

Class In recognition of these risks Lead Counsel now respectfully moves this Court for an award of

attorneysrsquo fees in the amount of 25 of the Settlement and $16273405 in expenses that were

reasonably and necessarily incurred in prosecuting and resolving the Litigation against Defendants

and obtaining this Settlement for the benefit of the Class In addition Lead Plaintiff Policemenrsquos

Annuity and Benefit Fund of Chicago (ldquoLead Plaintiffrdquo or ldquoChicago Policerdquo) seeks a modest award

of $3765 for the time it spent representing the Class As set forth below the relevant factors

articulated in the Second Circuitrsquos Goldberger decision strongly support the requested awards See

Goldberger v Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

This fee request has the full support of the Lead Plaintiff See Declaration of Brian Wright

Filed on Behalf of Chicago Police parapara15-19 (ldquoChicago Police Declrdquo) filed herewith The Second

Circuit has directed district courts to

give serious consideration to negotiated fees because PSLRA lead plaintiffs often have a significant financial stake in the settlement providing a powerful incentive to ensure that any fees resulting from that settlement are reasonable In many cases

1 Capitalized terms used herein are defined and have the meanings contained in the Stipulation of Settlement (Dkt No 50) (the ldquoStipulationrdquo) the accompanying Declaration of Henry Rosen in Support of Lead Plaintiffrsquos Motion for Final Approval of Settlement and Approval of Plan of Allocation and an Award of Attorneysrsquo Fees and Expenses and Award to Lead Plaintiff Pursuant to 15 USC sect78u-4(a)(4) (the ldquoRosen Declrdquo) and in the Memorandum of Law in Support of Lead Plaintiffrsquos Motion for Final Approval of Settlement and Approval of Plan of Allocation (ldquoSettlement Memorandumrdquo) submitted concurrently herewith

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 10 of 34

- 2 - 1308528_1

the agreed-upon fee will offer the best indication of a market rate thus providing a good starting position for a district courtrsquos fee analysis

In re Nortel Networks Corp Sec Litig 539 F3d 129 133-34 (2d Cir 2008) see also In re Cendant

Corp Litig 264 F3d 201 220 (3d Cir 2001) (ldquocourts should afford a presumption of

reasonableness to fee requests submitted pursuant to an agreement between a properly-selected lead

plaintiff and properly-selected lead counselrdquo) In addition following an extensive Court-ordered

notice program not a single Class Member has objected to the maximum amount of fees and

expenses set forth in the Notice2

As detailed here in the Rosen Declaration and in the Settlement Memorandum the

Settlement achieved here following extensive investigation represents a very good result for Lead

Plaintiff and the Class particularly when judged in the context of the significant litigation risks

attendant in this Litigation The $15 million Settlement that Lead Counsel obtained provides the

Class with an immediate and certain recovery in a case that faced substantial obstacles to

establishing liability loss causation and damages that could have prevented any recovery at all The

Settlement represents approximately 15 of the maximum recoverable damages estimated on a per

share basis by Lead Plaintiffrsquos damages consultant In achieving this result Lead Counsel worked

more than 2200 hours over the course of this complex litigation all on a contingency basis with no

guarantee of ever being paid

2 As of the date of this fee memorandum which is before the September 29 2017 deadline for filing objections Lead Counsel has not received any objections to the fee request Pursuant to the Courtrsquos Preliminary Approval Order over 36900 copies of the Notice were mailed to potential Members of the Class and nominees advising them that Lead Counsel intended to apply to the Court for an award of attorneysrsquo fees not to exceed 25 of the total recovery plus expenses of no greater than $200000 plus interest on both amounts If any timely objections are received from Class Members Lead Counsel will address them in a reply brief which will be filed with the Court no later than October 13 2017

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 11 of 34

- 3 - 1308528_1

Lead Counsel believes that an attorney fee award of 25 together with payment of its

litigation expenses properly reflects the many significant risks taken by Lead Counsel as well as the

excellent result achieved in difficult litigation When examined under either of this Circuitrsquos

methods of contingency fee determination (ie percentage of the fund or lodestar) it is abundantly

clear that an award of fees at 25 is reasonable and well within the range of attorneysrsquo fees awarded

in similar complex contingency cases In addition the costs and expenses requested by Lead

Counsel are reasonable in amount and were necessarily incurred Finally the Lead Plaintiff greatly

contributed to the prosecution and settlement of the Litigation It reviewed and approved papers

filed with the Court and mediator and participated in discussions regarding case strategy and

settlement Lead Plaintiff seeks approval for an award associated with the time it spent dedicated to

the Litigation Its time is documented in its accompanying declaration See Chicago Police Decl

parapara20-21 Accordingly the Court should grant the full amount requested by Lead Plaintiff

II HISTORY AND BACKGROUND OF THE LITIGATION

This securities fraud class action was brought under the Securities Exchange Act of 1934 (the

ldquoExchange Actrdquo) Lead Plaintiff alleges that Defendants violated the Exchange Act during the April

23 2012 through May 16 2016 Class Period by engaging in a fraudulent scheme and making

materially false and misleading statements regarding the Companyrsquos financial condition internal

controls and compliance policies More specifically Lead Plaintiff alleges that Defendants failed to

disclose that (a) Gerdau was engaged in a bribery scheme in collusion with Brazilrsquos Administrative

Council of Tax Appeals (ldquoCARFrdquo) (b) the Company had defrauded Brazilian tax authorities (c)

Gerdaursquos CEO and other directors and employees of the Company had engaged in bribery money

laundering and influence peddling and (d) the tax appeals themselves related to a series of self-

dealing transactions from 2005 designed to enable Gerdau to avoid taxes Rosen Decl para10

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 12 of 34

- 4 - 1308528_1

Lead Plaintiff further alleges that all of the Companyrsquos Class Period financial statements

were false because of the alleged material omissions and that Defendantsrsquo statements regarding the

Companyrsquos internal and financial controls and strict adherence to high ethical standards were also

false Id para11 Lead Plaintiff alleges that Defendantsrsquo misrepresentations and fraudulent scheme

had the effect of artificially inflating the price of Gerdau ADRs which inflation came out of the

ADR price when the truth was revealed at the end of the Class Period Id

A detailed description of Lead Counselrsquos prosecution of this case is set forth in the

accompanying Rosen Declaration For the sake of brevity the Court is respectfully referred to the

Rosen Declaration

III ARGUMENT

A Lead Counsel Is Entitled to an Award of Attorneysrsquo Fees and

Expenses from the Common Fund

The Supreme Court has long recognized that ldquoa litigant or a lawyer who recovers a common

fund for the benefit of persons other than himself or his client is entitled to a reasonable attorneyrsquos

fee from the fund as a wholerdquo Boeing Co v Van Gemert 444 US 472 478 (1980) see also

Goldberger 209 F3d at 47 Savoie v Merchs Bank 166 F3d 456 459-60 (2d Cir 1999) ldquoThe

courtrsquos authority to reimburse the representative parties stems from the fact that the class-action

device is a creature of equity and the allowance of attorney-related costs is considered part of the

historic equity power of the federal courtsrdquo 7B Charles Alan Wright Arthur R Miller amp Mary Kay

Kane Federal Practice and Procedure sect1803 at 325 (3d ed 2005) The purpose of the common

fund doctrine is to fairly and adequately compensate class counsel for services rendered and to

ensure that all class members contribute equally towards the costs associated with litigation pursued

on their behalf See also Goldberger 209 F3d at 47 In re Veeco Instruments Inc Sec Litig No 05

MDL 01695 (CM) 2007 WL 4115808 at 2 (SDNY Nov 7 2007)

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 13 of 34

- 5 - 1308528_1

Courts have recognized that in addition to providing just compensation awards of fair

attorneysrsquo fees from a common fund also serve to encourage skilled counsel to represent those who

seek redress for damages inflicted on entire classes of persons and to discourage future alleged

misconduct of a similar nature City of Providence v Aeropostale Inc No 11 Civ 7132 (CM)

(GWG) 2014 WL 1883494 at 10-11 (SDNY May 9 2014) affrsquod sub nom Arbuthnot v

Pierson 607 F Apprsquox 73 (2d Cir 2015) In re Telik Inc Sec Litig 576 F Supp 2d 570 585

(SDNY 2008) Veeco 2007 WL 4115808 at 2 Indeed the Supreme Court has emphasized that

private securities actions such as the instant action provide ldquolsquoa most effective weapon in the

enforcementrsquo of the securities laws and are lsquoa necessary supplement to [SEC] actionrsquordquo Bateman

Eichler Hill Richards Inc v Berner 472 US 299 310 (1985) (quoting J I Case Co v Borak

377 US 426 432 (1964)) accord Tellabs Inc v Makor Issues amp Rights Ltd 551 US 308 (2007)

Courts in this Circuit have consistently adhered to these teachings See In re Interpublic Sec

Litig No 02 Civ 6527 (DLC) 2004 WL 2397190 at 10 (SDNY Oct 26 2004) (ldquoIt is well

established that where an attorney creates a common fund from which members of a class are

compensated for a common injury the attorneys who created the fund are entitled to lsquoa reasonable

fee ndash set by the court ndash to be taken from the fundrsquordquo) (citation omitted) Fairly compensating Lead

Counsel for the risks it took in bringing this action is essential because ldquo[s]uch actions could not be

sustained if plaintiffsrsquo counsel were not to receive remuneration from the settlement fund for their

efforts on behalf of the classrdquo Hicks v Morgan Stanley No 01 Civ 10071 (RJH) 2005 WL

2757792 at 9 (SDNY Oct 24 2005)

B The Court Should Award a Reasonable Percentage of the Common

Fund

Lead Counsel respectfully submits that the Court should award a fee based on a percentage of

the common fund obtained Courts routinely find that the percentage-of-the-fund method under

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 14 of 34

- 6 - 1308528_1

which counsel is awarded a percentage of the fund that they created is the preferred means to

determine a fee because it ldquolsquodirectly aligns the interests of the class and its counsel and provides a

powerful incentive for the efficient prosecution and early resolution of litigationrsquordquo Wal-Mart Stores

Inc v Visa USA Inc 396 F3d 96 122 (2d Cir 2005) (citation omitted) see also Hayes v

Harmony Gold Mining Co 509 F Apprsquox 21 24 (2d Cir 2013) (ldquo[A]s the district court recognized

the prospect of a percentage fee award from a common settlement fund as here aligns the interests

of class counsel with those of the classrdquo) The percentage approach also recognizes that the quality

of counselrsquos services is measured best by the results achieved and is most consistent with the system

typically used in the marketplace to compensate attorneys in non-class contingency cases3

The Supreme Court has also indicated that attorneysrsquo fees in common-fund cases generally

should be based on a percentage of the fund See Blum v Stenson 465 US 886 900 n16 (1984)

(ldquo[U]nder the lsquocommon fund doctrinersquo a reasonable fee is based on a percentage of the fund

bestowed on the classrdquo) The Second Circuit has expressly approved the percentage method

recognizing that ldquothe lodestar method proved vexingrdquo and had resulted in ldquoan inevitable waste of

judicial resourcesrdquo Goldberger 209 F3d at 48-49 (holding that the percentage-of-the-fund method

may be used to determine appropriate attorneysrsquo fees although the lodestar method may also be

used) Savoie 166 F3d at 460 (stating that the ldquopercentage-of-the-fund method has been deemed a

3 See eg In re Payment Card Interchange Fee amp Merch Disc Antitrust Litig 991 F Supp 2d 437 440 (EDNY 2014) (ldquoThe percentage method better aligns the incentives of plaintiffsrsquo counsel with those of the class members because it bases the attorneysrsquo fees on the results they achieve for their clients rather than on the number of motions they file documents they review or hours they work The percentage method also accords with the overwhelming prevalence of contingency fees in the market for plaintiffsrsquo counselrdquo) Davis v JP Morgan Chase amp Co 827 F Supp 2d 172 184 (WDNY 2011) (the ldquoadvantages of the percentage method are that it provides an incentive to attorneys to resolve the case efficiently and to create the largest common fund out of which payments to the class can be made and that it is consistent with the system typically used by individual clients to compensate their attorneysrdquo)

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 15 of 34

- 7 - 1308528_1

solution to certain problems that may arise when the lodestar method is used in common fund

casesrdquo) More recently the Second Circuit has acknowledged that the ldquotrend in this Circuit is toward

the percentage methodrdquo Wal-Mart 396 F3d at 122 see also City of Providence 2014 WL

1883494 at 11-124

The determination of attorneysrsquo fees using the percentage-of-the-fund method is also

supported by the PSLRA which states that ldquo[t]otal attorneysrsquo fees and expenses awarded by the court

to counsel for the plaintiff class shall not exceed a reasonable percentage of the amountrdquo recovered

for the class 15 USC sect78u-4(a)(6) (emphasis added) Courts have concluded that by drafting the

PSLRA in such a manner Congress expressed a preference for the percentage as opposed to the

lodestar method of determining attorneysrsquo fees in securities class actions See Veeco 2007 WL

4115808 at 3 Maley v Del Global Techs Corp 186 F Supp 2d 358 370 (SDNY 2002) In re

Am Bank Note Holographics 127 F Supp 2d 418 430 (SDNY 2001) In re Global Crossing Sec

amp ERISA Litig 225 FRD 436 465-66 (SDNY 2004)

Given the language of the PSLRA the Supreme Courtrsquos indication that the percentage

method is proper in this type of case the Second Circuitrsquos explicit approval of the percentage

method in Goldberger and the trend among the district courts in this Circuit the Court should award

4 All federal Courts of Appeal to consider the matter have approved the percentage method with two circuits requiring its use in common fund cases See In re Thirteen Appeals Arising out of the

San Juan Dupont Plaza Hotel Fire Litig 56 F3d 295 305 (1st Cir 1995) In re GMC Pick-Up

Truck Fuel Tank Prods Liab Litig 55 F3d 768 821-22 (3d Cir 1995) Union Asset Mgmt

Holding AG v Dell Inc 669 F3d 632 644 (5th Cir 2012) Rawlings v Prudential-Bache Props 9 F3d 513 515-16 (6th Cir 1993) Harman v Lyphomed Inc 945 F2d 969 975 (7th Cir 1991) Johnston v Comerica Mortg Corp 83 F3d 241 246 (8th Cir 1996) Powers v Eichen 229 F3d 1249 1256 (9th Cir 2000) Brown v Phillips Petroleum Co 838 F2d 451 454-56 (10th Cir 1988) Faught v Am Home Shield Corp 668 F3d 1233 1242 (11th Cir 2011) Swedish Hosp Corp v

Shalala 1 F3d 1261 1269-71 (DC Cir 1993) The Eleventh and District of Columbia Circuits require the use of the percentage method in common fund cases See Faught 668 F3d at 1242 Swedish Hosp 1 F3d at 1271

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 16 of 34

- 8 - 1308528_1

Lead Counsel attorneysrsquo fees based on a percentage of the fund The percentage approach not only

directly aligns the interests of counsel and the class (Elliot v Leatherstocking Corp No 310-CV-

0934 (MADDEP) 2012 WL 6024572 at 5 (NDNY Dec 4 2012)) it also recognizes that the

quality of counselrsquos services is measured best by the results achieved and ldquocan serve as a proxy for

the market in setting counsel feesrdquo Am Bank Note 127 F Supp 2d at 432

C The Requested Attorneysrsquo Fees Are Reasonable Under the

Percentage-of-the-Fund Method

The Supreme Court has recognized that an appropriate Court-awarded fee is intended to

approximate what counsel would receive if they were bargaining for the services in the marketplace

See Missouri v Jenkins 491 US 274 285-86 (1989) If this were a non-class action the customary

fee arrangement would be contingent and in the range of 33 of the recovery See Blum 465 US at

904 (ldquoIn tort suits an attorney might receive one-third of whatever amount the plaintiff recovers In

those cases therefore the fee is directly proportional to the recoveryrdquo) (Brennan J concurring)

The requested 25 fee is well within the range of percentage fees awarded within the Second

Circuit in other comparable securities and antitrust cases See eg In re BioScrip Inc Sec Litig

No 13-cv-6922 (AJN) 2017 US Dist LEXIS 118881 at 58 (SDNY July 26 2017) (awarding

25 of $10900000 settlement fund finding that such an award ldquolsquofalls within the range of

percentages regularly awarded inrsquo analogous common fund casesrdquo) (citation omitted) Patel v L-3

Commcrsquons Holdings Inc No 114-cv-06038-VEC slip op at 1 (SDNY Aug 17 2017)

(awarding 25 of $345 million settlement) City of Austin Police Ret Sys v Kinross Gold Corp

No 112-cv-01203-VEC 2015 US Dist LEXIS 181932 at 12 (SDNY Oct 15 2015) (awarded

fees of 30 of $33 million recovery plus expenses) Landmen Partners Inc v Blackstone Grp LP

No 08-cv-03601-HB-FM slip op at 5 (SDNY Dec 18 2013) (awarded fees of 33-13 of $85

million recovery plus expenses) Bd of Trs of the Operating Engrsquors Pension Tr v JPMorgan

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 17 of 34

- 9 - 1308528_1

Chase Bank Natrsquol Assrsquon No 09-cv-09333-KBF slip op at 1 (SDNY Nov 20 2013) (awarded

fees of 30 of $23 million recovery plus expenses) Citiline Holdings Inc v iStar Fin Inc No

108-cv-03612-RJS slip op at 1 (SDNY Apr 5 2013) (awarded fees of 30 of $29 million

recovery plus expenses) In re Sanofi-Aventis Sec Litig No 107-cv-10279-GBD slip op at 1

(SDNY Jan 22 2014) (awarded fees of 275 of $40 million recovery plus expenses) Cornwell

v Credit Suisse Grp No 08-cv-03758(VM) slip op at 2 (SDNY July 20 2011) (awarded fees of

275 of $70 million recovery plus expenses) Mass Bricklayers amp Masons Tr Funds v Deutsche

Alt-A Sec Inc No 208-cv-03178-LDW-ARL slip op at 3 (EDNY July 11 2012) (awarded

265 of $325 million recovery plus expenses) In re CIT Grp Inc Sec Litig No 108-cv-06613-

BSJ-THK slip op at 1-2 (SDNY June 13 2012) (awarded 265 of $75 million recovery plus

expenses)5

Another factor favoring the reasonableness of Lead Counselrsquos 25 fee application under the

percentage-of-the-fund method is that this fee was negotiated with and approved by the Lead

Plaintiff an institutional investor charged by the Court and the PSLRA with responsibility for

monitoring Lead Counsel See Chicago Police Decl parapara15-18

The PSLRA was intended to encourage sophisticated and financially-interested investors like

Lead Plaintiff to assume control of securities class actions HR Conf Rep No 104-369 at 32

1995 WL 709276 at 731 (1995) Congress believed that these institutions would be in the best

position to monitor the prosecution of litigation to assess the quality of counselrsquos representation and

to determine a fair fee Here Lead Plaintiff a large institution played an active role in the

Litigation and closely supervised the work of Lead Counsel See Chicago Police Decl parapara7-9

Accordingly Lead Plaintiffrsquos endorsement of the fee request supports its approval See eg Veeco

5 All unreported authorities are attached hereto as Exhibits 1 through 9

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 18 of 34

- 10 - 1308528_1

2007 WL 4115808 at 8 (ldquopublic policy considerations support the award in this case because the

Lead Plaintiff a large public pension fund ndash conscientiously supervised the work of lead counsel

and has approved the fee requestrdquo)

D The Fee Request Is Reasonable Under the Lodestar Method

To ensure the reasonableness of a fee awarded under the percentage-of-the-fund method the

Second Circuit encourages district courts to cross-check the proposed award against counselrsquos

lodestar See Goldberger 209 F3d at 50 Applying the lodestar cross-check underscores and

affirms the reasonableness of the requested percentage ldquoUnder the lodestar method the court must

engage in a two-step analysis first to determine the lodestar the court multiplies the number of

hours each attorney spent on the case by each attorneyrsquos reasonable hourly rate and second the

court adjusts that lodestar figure (by applying a multiplier) to reflect such factors as the risk and

contingent nature of the litigation the result obtained and the quality of the attorneyrsquos workrdquo City

of Providence 2014 WL 1883494 at 13 ldquoCalculation of the lodestar however is simply the

beginning of the analysisrdquo In re Warner Commcrsquons Sec Litig 618 F Supp 735 747 (SDNY

1985) affrsquod 798 F2d 35 (2d Cir 1986) In re Ivan F Boesky Sec Litig 888 F Supp 551 562

(SDNY 1995) Performing the lodestar calculation here confirms that the fee requested by Lead

Counsel is reasonable and should be approved

Lead Counsel and its paraprofessionals have spent in the aggregate 222095 hours in the

prosecution of this case producing a total lodestar amount of $157125275 when multiplied by Lead

Counselrsquos billing rates See the accompanying Declaration of Henry Rosen Filed on Behalf of

Robbins Geller Rudman amp Dowd LLP (ldquoRobbins Geller Declrdquo)6 The amount of attorneysrsquo fees

6 In determining whether the rates are reasonable the Court should take into account the attorneysrsquo professional reputation experience and status Lead Counsel is among the most prominent experienced and well-regarded securities practitioners in the nation Therefore the hourly rates are

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 19 of 34

- 11 - 1308528_1

requested by Lead Counsel herein $3750000 plus interest represents a modest multiplier of 23 to

counselrsquos aggregate lodestar7

The requested 23 multiplier in this Litigation is within the range of multipliers commonly

awarded in securities class actions and other comparable litigation In cases of this nature fees

representing multiples above lodestar are regularly awarded to reflect the contingency-fee risk and

other relevant factors See In re FLAG Telecom Holdings Ltd Sec Litig No 02-CV-3400 (CM)

(PED) 2010 WL 4537550 at 26 (SDNY Nov 8 2010) (ldquolsquoa positive multiplier is typically

applied to the lodestar in recognition of the risk of the litigation the complexity of the issues the

contingent nature of the engagement the skill of the attorneys and other factorsrsquordquo) (citation

omitted) In re Comverse Tech Inc Sec Litig No 06-CV-1825 (NGG) (RER) 2010 WL 2653354

at 5 (EDNY June 24 2010) (ldquoWhere as here counsel has litigated a complex case under a

contingency fee arrangement they are entitled to a fee in excess of the lodestarrdquo)

Indeed in complex contingent litigation lodestar multipliers between 2 and 5 are commonly

awarded See Wal-Mart 396 F3d at 123 (upholding multiplier of 35 as reasonable on appeal)

NECA-IBEW Health amp Welfare Fund v Goldman Sachs amp Co No 108-cv-10783-LAP 2016 WL

3369534 at 1 (SDNY May 2 2016) (awarding fee representing a 39 multiplier) Davis 827 F

Supp 2d at 185 (awarding fee representing multiplier of 53 which was ldquonot atypicalrdquo in similar

cases) Credit Suisse slip op at 4 (awarding fee representing a multiplier of 47) Comverse 2010

WL 2653354 at 5 (awarding fee representing 278 multiplier) Telik 576 F Supp 2d at 590 (ldquoIn

contingent litigation lodestar multiples of over 4 are routinely awarded by courts including this

reasonable here See In re Merrill Lynch amp Co Inc Research Reports Sec Litig No 02 MDL 1484 (JFK) 2007 WL 313474 at 22 (SDNY Feb 1 2007) (approving counselrsquos hourly rates)

7 The Supreme Court and other courts have held that the use of current rates is proper since such rates compensate for inflation and the loss of use of funds See Jenkins 491 US at 283-84

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 20 of 34

- 12 - 1308528_1

Courtrdquo) In re Bisys Sec Litig No 04 Civ 3840 (JSR) 2007 WL 2049726 at 3 (SDNY July

16 2007) (awarding 30 fee representing a 299 multiplier and finding that the multiplier ldquofalls well

within the parameters set in this district and elsewhererdquo) In re AremisSoft Corp Sec Litig 210

FRD 109 135 (DNJ 2002) (43 multiplier was appropriate in light of the contingency risk and

the quality of the result achieved) Maley 186 F Supp 2d at 369 (awarding fee equal to a 465

multiplier which was ldquowell within the range awarded by courts in this Circuit and courts throughout

the countryrdquo)

The lodestarmultiplier is to be used merely as a cross-check on reasonableness To find

otherwise undermines the principles supporting the percentage approach and encourages needless

lodestar-building litigation See In re Ikon Office Sols Inc 194 FRD 166 196 (ED Pa 2000)

(ldquoThe court will not reduce the requested award simply for the sake of doing so when every other

factor ordinarily considered weighs in favor of approving class counselrsquos request of thirty percentrdquo)

Lead Counsel invested substantial time and effort prosecuting this Litigation against Defendants to a

successful completion The requested fee therefore is manifestly reasonable whether calculated as

a percentage of the fund or in relation to Lead Counselrsquos lodestar Moreover as discussed below

each of the factors cited by the Second Circuit in Goldberger also strongly supports a finding that the

requested fee is reasonable

E The Relevant Factors Confirm that the Requested Fee Is Reasonable

In Goldberger the Second Circuit explained that whether the court uses the percentage-of-

the-fund method or the lodestar approach it should continue to consider the traditional criteria that

reflect a reasonable fee in common fund cases including

bull the time and labor expended by counsel

bull the risks of the litigation

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 21 of 34

- 13 - 1308528_1

bull the magnitude and complexity of the litigation

bull the requested fee in relation to the settlement

bull the quality of representation and

bull public policy considerations

Goldberger 209 F3d at 50 Consideration of these factors demonstrates that the requested fee is fair

and reasonable

1 The Time and Labor Expended by Counsel

Lead Counsel has expended substantial time and effort pursuing the Litigation on behalf of

the Class Since the Litigation commenced Lead Counsel and its paraprofessionals devoted over

2200 hours to prosecuting the Classrsquo claims As detailed in the Rosen Declaration submitted

herewith Lead Counsel among other things

bull conducted an extensive factual investigation relating to Defendantsrsquo conduct and the tax avoidance scheme

bull researched the law relevant to the claims asserted including Brazilian tax laws and Defendantsrsquo potential defenses thereto and drafted detailed complaints

bull drafted an opposition to Defendantsrsquo motions to dismiss the Consolidated Complaint

bull consulted with Brazilian attorneys regarding the unique issues raised in the Litigation

bull consulted with experts and consultants in the areas of damages and market efficiency

bull participated in lengthy armrsquos-length settlement negotiations and mediation with Defendants and

bull negotiated and drafted the Stipulation and exhibits thereto as well as the motion for preliminary approval of the Settlement

Rosen Decl parapara3-31 Moreover Lead Counsel with the assistance of its damages expert and in-

house damages consultant prepared the proposed Plan of Allocation Throughout the Litigation

Lead Counsel staffed the matter efficiently and avoided any unnecessary duplication of effort Lead

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 22 of 34

- 14 - 1308528_1

Counselrsquos work in the Litigation will not end with the Courtrsquos approval of the Settlement

Additional hours and resources will necessarily be expended assisting Members of the Class with the

completion and submission of their Proof of Claim and Release forms shepherding the claims

process and responding to Class Member inquiries See Aponte v Comprehensive Health Mgmt

No 10 Civ 4825 (JLC) 2013 WL 1364147 at 6 (SDNY Apr 2 2013) The significant amount

of time and effort devoted to this case by Lead Counsel to obtain a $15 million recovery confirms

that the 25 fee request is reasonable

2 The Risks of the Litigation

a The Contingent Nature of Lead Counselrsquos

Representation Supports the Requested Fee

The risk undertaken in the litigation is often considered the most important Goldberger

factor Goldberger 209 F3d at 54 Comverse 2010 WL 2653354 at 5 Telik 576 F Supp 2d at

592 The Second Circuit has recognized that the risk associated with a case undertaken on a

contingent fee is an important factor in determining an appropriate fee award

No one expects a lawyer whose compensation is contingent upon his success to charge when successful as little as he would charge a client who in advance had agreed to pay for his services regardless of success Nor particularly in complicated cases producing large recoveries is it just to make a fee depend solely on the reasonable amount of time expended

Detroit v Grinnell Corp 495 F2d 448 470 (2d Cir 1974) ldquoLittle about litigation is risk-free and

class actions confront even more substantial risks than other forms of litigationrdquo Teachersrsquo Ret Sys

v ACLN Ltd No 01-CV-11814 (MP) 2004 WL 1087261 at 3 (SDNY May 14 2004) Am

Bank Note 127 F Supp 2d at 433 (concluding it is ldquoappropriate to take this [contingent fee] risk

into account in determining the appropriate fee to awardrdquo) In re Prudential Sec Ltd Prsquoships Litig

985 F Supp 410 417 (SDNY 1997) (ldquoNumerous courts have recognized that the attorneyrsquos

contingent fee risk is an important factor in determining the fee awardrdquo) This risk encompasses not

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 23 of 34

- 15 - 1308528_1

just the risk of no payment but also the risk of underpayment See In re Contrsquol Ill Sec Litig 962

F2d 566 569-70 (7th Cir 1992) (reversing district courtrsquos fee award where court failed to account

for among other things risk of underpayment to counsel) When considering the reasonableness of

attorneysrsquo fees in a contingency action the court should consider the risks of the litigation at the time

the suit was brought See Goldberger 209 F3d at 55 In re Sadia SA Sec Litig No 08 Civ 9528

(SAS) 2011 WL 6825235 at 3 (SDNY Dec 28 2011)

The reasonableness of the requested fee is also supported by an evaluation of the risks

undertaken by Lead Counsel in prosecuting this class action Lead Counsel undertook this Litigation

on a wholly-contingent fee basis investing a substantial amount of time and money to prosecute this

very risky action without a guarantee of compensation or even the recovery of expenses Unlike

Defendantsrsquo counsel who are paid substantial hourly rates and reimbursed for their expenses on a

regular basis Lead Counsel has not been compensated for any time or expenses since this case

began and would have received no compensation or even payment of its expenses had this case not

been successful

From the outset Lead Counsel understood that it was embarking on a complex expensive

and lengthy litigation with no guarantee of ever being compensated for investing the time and money

the case would require In undertaking that responsibility Lead Counsel was obligated to assure that

sufficient attorney and paraprofessional resources were dedicated to prosecuting the Litigation and

that funds were available to compensate staff and to pay for the considerable costs which a case such

as this entails Under these circumstances the financial burden on contingent-fee counsel is far

greater than on a firm that is paid on an ongoing basis

In addition to advancing litigation expenses Lead Counsel faced the possibility that it would

receive no attorneysrsquo fees It is wrong to presume that a law firm handling complex contingent

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 24 of 34

- 16 - 1308528_1

litigation always wins There are numerous instances where in contingent cases such as this one

plaintiffrsquos counsel have expended thousands of hours without receiving any compensation8

Losses in contingent-fee litigations especially those brought under the PSLRA are

exceedingly expensive Lead Counselrsquos assumption of the contingency fee risk strongly supports the

reasonableness of the requested fee See FLAG Telecom 2010 WL 4537550 at 27 (ldquoCourts in the

Second Circuit have recognized that the risk associated with a case undertaken on a contingent fee

basis is an important factor in determining an appropriate fee awardrdquo) In re Marsh ERISA Litig

265 FRD 128 148 (SDNY 2010) (ldquoThere was significant risk of non-payment in this case and

Plaintiffsrsquo Counsel should be rewarded for having borne and successfully overcome that riskrdquo)

b Litigation Risks

While Lead Plaintiff remains confident in its ability to prove its claims and that once the

truth was revealed Class Members suffered legally cognizable losses on their purchases of Gerdau

ADRs during the Class Period it recognizes that its ability to prove liability was far from certain

Rosen Decl parapara33-35 As detailed in the Rosen Declaration and in the Settlement Memorandum

Defendants raised numerous challenges to the materiality scienter and loss causation elements of

8 The risk of no recovery in complex cases of this type is real and is heightened when lead counsel press to achieve the very best result for those they represent There are numerous class actions in which lead counsel expended thousands of hours and yet received no remuneration despite their diligence and expertise See eg Hubbard v BankAtlantic Bancorp Inc 688 F3d 713 725 (11th Cir 2012) (affirming judgment as a matter of law following jury verdict partially in plaintiffsrsquo favor) In re Oracle Corp Sec Litig No C 01-00988-SI 2009 WL 1709050 (ND Cal June 19 2009) affrsquod 627 F3d 376 (9th Cir 2010) (court granted summary judgment for defendants after eight years of litigation after plaintiffsrsquo counsel incurred over $7 million in expenses and worked over 100000 hours representing a lodestar of approximately $40 million) In re JDS Uniphase

Corp Sec Litig No C-02-1486 CW (EDL) 2007 WL 4788556 at 1 (ND Cal Nov 27 2007) (jury verdict for defendants) Robbins v Koger Props 116 F3d 1441 1449 (11th Cir 1997) (jury verdict of $81 million for plaintiffs against an accounting firm reversed on appeal on loss causation grounds and judgment entered for defendant) Anixter v Home-Stake Prod Co 77 F3d 1215 1233 (10th Cir 1996) (Tenth Circuit overturned securities fraud class action jury verdict for plaintiffs in case filed in 1973 and tried in 1988 on basis of 1994 Supreme Court opinion)

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 25 of 34

- 17 - 1308528_1

Lead Plaintiffrsquos claims under the federal securities laws The Individual Defendants also challenged

this Courtrsquos personal jurisdiction over them Obtaining documents and testimony from witnesses in

Brazil would be expensive if possible at all Therefore there was a question whether Lead Plaintiff

would ultimately be able to prove that Defendants who could be sued in this Court acted knowingly

or recklessly made materially false or misleading statements or omissions as required

With respect to proving loss causation Defendants would continue to argue that the declines

in Gerdaursquos ADR price were caused by factors other than Lead Plaintiffrsquos alleged corrective

disclosures Id para369 Defendants would never concede their liability and if their motions to

dismiss were denied would continue to press their defenses at summary judgment and trial Lead

Plaintiff also faced the risk that the Court would deny its motion to certify the Class if the Litigation

reached that stage

c Risk as to Damages

Whether Lead Plaintiff could prove damages also was unsettled Defendants strenuously

disagreed with Lead Plaintiffrsquos damages theories and estimates In order for the Class to recover

damages at the level estimated by Lead Counselrsquos expert it would need to prevail on each and every

one of the claims alleged for the entirety of the Class Period The damage assessments of the

partiesrsquo respective trial experts would be sure to vary substantially and trial would become a ldquobattle

of expertsrdquo The outcome of such battles is never predictable and there existed the very real

possibility that a jury could be swayed by experts for Defendants to minimize the Classrsquo losses or to

show that the losses were attributable to factors other than the alleged misstatements and omissions

Thus even if Lead Plaintiff prevailed as to liability at trial the judgment obtained could well have

been only a fraction of the damages claimed

9 Another litigation risk for Lead Plaintiff was the proper length of the Class Period Id

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 26 of 34

- 18 - 1308528_1

3 The Magnitude and Complexity of the Litigation

The complexity of the litigation is another factor examined by courts evaluating the

reasonableness of attorneysrsquo fees requested by class counsel See Chatelain v Prudential-Bache

Sec 805 F Supp 209 216 (SDNY 1992) It is widely recognized that ldquoshareholder actions are

notoriously complex and difficult to proverdquo See In re Bayer AG Sec Litig No 03 Civ 1546

(WHP) 2008 WL 5336691 at 5 (SDNY Dec 15 2008) see also FLAG Telecom 2010 WL

4537550 at 27 ldquo[S]ecurities actions have become more difficult from a plaintiffrsquos perspective in

the wake of the PSLRArdquo Ikon 194 FRD at 194 see also In re AOL Time Warner Inc Sec amp

ldquoERISArdquo Litig No MDL 1500 2006 WL 903236 at 9 (SDNY Apr 6 2006) (ldquo[T]he legal

requirements for recovery under the securities laws present considerable challenges particularly

with respect to loss causation and the calculation of damages These challenges are exacerbated

where a number of controlling decisions have recently shed new light on the standard for loss

causationrdquo) This case was no exception As described in greater detail in the accompanying

Settlement Memorandum and the Rosen Declaration this Litigation involved a number of difficult

and complex questions concerning liability of foreign defendants and loss causation that would have

required extensive additional efforts by Lead Counsel and further consultation with Brazilian law

tax accounting and economic experts

The trial of liability issues alone would have involved substantial attorney and expert time

the introduction of voluminous documentary and deposition evidence which would require

translation vigorously contested motions and the considerable expenditures of judicial resources

Because this case revolved around ldquodifficult complex hotly disputed and expert-intensive issuesrdquo

this factor favors awarding a 25 fee City of Providence 2014 WL 1883494 at 16

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 27 of 34

- 19 - 1308528_1

4 The Quality of Representation Supports the Requested Fee

The quality of the representation by Lead Counsel is another important factor that supports

the reasonableness of the requested fee Lead Counsel submits that the quality of the representation

here is best evidenced by the quality of the result achieved See Settlement Memorandum at 18-19

see also FLAG Telecom 2010 WL 4537550 at 28 Bisys 2007 WL 2049726 at 3 It took a great

deal of skill to achieve a settlement at this level in this particular case Lead Counsel is a nationally

known leader in the fields of securities class actions and complex litigation This is attributable to

the diligence determination hard work and reputation of counsel who developed litigated and

successfully negotiated the Settlement of this Litigation and a substantial immediate cash recovery in

a very difficult case without the risk of further litigation See Teachersrsquo Ret Sys 2004 WL

1087261 at 6

Finally courts repeatedly recognize that the quality of the opposition faced by plaintiffsrsquo

counsel should also be taken into consideration in assessing the quality of counselrsquos performance

See eg BioScrip 2017 US Dist LEXIS 118881 at 73 (ldquo[O]pposing counsel in this case was

itself highly skilled a factor courts have considered in approving feesrdquo) Marsh ERISA 265 FRD

at 148 (ldquoThe high quality of defense counsel opposing Plaintiffsrsquo efforts further proves the caliber of

representation that was necessary to achieve the Settlementrdquo) Veeco 2007 WL 4115808 at 7

(among the factors supporting a 30 award of attorneysrsquo fees was that defendants were represented

by ldquoone of the countryrsquos largest law firmsrdquo) Here Defendants are represented by lawyers from

Skadden Arps Slate Meagher amp Flom LLP and Kramer Levin Naftalis amp Frankel LLP highly

respected law firms who presented very skilled defenses and spared no effort in representing their

clients Notwithstanding this formidable opposition Lead Counselrsquos ability to present a strong case

and to demonstrate its willingness to continue to vigorously prosecute the Litigation through trial

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 28 of 34

- 20 - 1308528_1

and then inevitable appeals enabled Lead Counsel to achieve a very favorable Settlement for the

benefit of the Class

5 Public Policy Considerations

A strong public policy concern exists for rewarding firms for bringing successful securities

litigation See FLAG Telecom 2010 WL 4537550 at 29 (if the ldquoimportant public policy [of

enforcing the securities laws] is to be carried out the courts should award fees which will adequately

compensate Lead Counsel for the value of their efforts taking into account the enormous risks they

undertookrdquo) Maley 186 F Supp 2d at 373 (ldquoIn considering an award of attorneyrsquos fees the public

policy of vigorously enforcing the federal securities laws must be consideredrdquo) Hicks 2005 WL

2757792 at 9 (ldquolsquoTo make certain that the public is represented by talented and experienced trial

counsel the remuneration should be both fair and rewardingrsquordquo) (citation omitted) Accordingly

public policy favors granting Lead Counselrsquos fee and expense application here

6 The Classrsquo Reaction to the Fee Request to Date Supports the

Requested Fee

To date the Claims Administrator has sent over 36900 copies of the Notice to potential

Class Members and nominees informing them inter alia that Lead Counsel intended to apply to the

Court for an award of attorneysrsquo fees in an amount not to exceed 25 of the total recovery plus

expenses not to exceed $200000 plus interest on both amounts10 The time to object to the fee

request expires on September 29 2017 To date just one week before the objection deadline not a

single objection to the fee and expense amounts set forth in the Notice has been received Such a

ldquolow level of objection is a lsquorare phenomenonrsquordquo In re Rite Aid Corp Sec Litig 396 F3d 294 305

(3d Cir 2005) (citation omitted) Moreover ldquoa significant number of investors in the class were

10 See Declaration of Carole K Sylvester Regarding Notice Dissemination Publication and Requests for Exclusion Received to Date para11 and Ex A (ldquoSylvester Declrdquo) submitted herewith

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 29 of 34

- 21 - 1308528_1

lsquosophisticatedrsquo institutional investors that had considerable financial incentive to object [to the

settlement] had they believed [the settlement was unfair or] the requested fees were excessiverdquo Id

Additionally the Lead Plaintiff supports the fee request See Chicago Police Decl para17 The fact

that no objections were received is compelling evidence of the fairness of the fee request

IV LEAD COUNSELrsquoS EXPENSES WERE REASONABLY INCURRED AND

NECESSARY TO THE PROSECUTION OF THIS LITIGATION

Lead Counsel also respectfully requests an award of $16273405 in expenses incurred while

prosecuting the Litigation Lead Counsel has submitted a declaration regarding these modest

expenses which are properly recovered by counsel See accompanying Robbins Geller Decl See

eg In re China Sunergy Sec Litig No 07 Civ 7895 (DAB) 2011 WL 1899715 at 6 (SDNY

May 13 2011) (in a class action attorneys should be compensated ldquofor reasonable out-of-pocket

expenses incurred and customarily charged to their clients as long as they were lsquoincidental and

necessary to the representationrsquordquo) (citation omitted) FLAG Telecom 2010 WL 4537550 at 30 (ldquoIt

is well accepted that counsel who create a common fund are entitled to the reimbursement of

expenses that they advanced to a classrdquo) In re Indep Energy Holdings PLC Sec Litig 302

F Supp 2d 180 183 n3 (SDNY 2003) (court may compensate class counsel for reasonable

expenses necessary to the representation of the class)

Counselrsquos expenses include the costs of hiring experts and consultants travel mediating the

Classrsquo claims and computerized research A complete breakdown by category of the expenses

incurred is set forth in the Robbins Geller Declaration These expenses were critical to Lead

Plaintiffrsquos success in achieving the Settlement See Global Crossing 225 FRD at 468 (ldquoThe

expenses incurred ndash which include investigative and expert witnesses filing fees service of process

travel legal research and document production and review ndash are the type for which lsquothe paying

armsrsquo length marketrsquo reimburses attorneys [f]or this reason they are properly chargeable to the

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 30 of 34

- 22 - 1308528_1

Settlement fundrdquo) Not a single objection to the expense amount set forth in the Notice has been

received Accordingly Lead Counsel respectfully requests payment for these expenses plus interest

earned on such amount at the same rate as that earned by the Settlement

V LEAD PLAINTIFF SHOULD BE AWARDED ITS REASONABLE TIME

AND EXPENSES UNDER 15 USC sect78u-4(a)(4)

Lead Plaintiff seeks approval for an award of $3765 for the time it spent directly relating to

its representation of the Class The PSLRA specifically provides that an ldquoaward of reasonable costs

and expenses (including lost wages) directly relating to the representation of the classrdquo may be made

to ldquoany representative party serving on behalf of a classrdquo 15 USC sect78u-4(a)(4)

The Lead Plaintiff dedicated time to the Litigation by reviewing significant pleadings and

briefs in the Litigation communicating regularly with Lead Counsel and monitoring the progress of

settlement negotiations See Chicago Police Decl para20 Numerous courts have approved reasonable

awards to compensate lead plaintiffs for the time and effort they spent on behalf of a class See

Kinross Gold 2015 US Dist LEXIS 181932 at 14 (awarding $1680011 to lead plaintiff and

additional named plaintiffs ldquoto compensate them for their reasonable costs and expenses directly

relating to their representation of the Classrdquo) In re Intercept Pharms Inc Sec Litig No 114-cv-

01123-NRB slip op at 1 (SDNY Oct 20 2016) (awarding $527500 and $740125 to lead

plaintiffs ldquodirectly relating to the representation of the Classrdquo) Hicks 2005 WL 2757792 at 10

(ldquoCourts in this Circuit routinely award such costs and expenses both to reimburse the named

plaintiffs for expenses incurred through their involvement with the action and lost wages as well as

to provide an incentive for such plaintiffs to remain involved in the litigation and to incur such

expenses in the first placerdquo)

Lead Plaintiff took an active role with the prosecution of the Litigation These are precisely

the types of activities that courts have found to support awards to class representatives See eg In

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 31 of 34

- 23 - 1308528_1

re Am Intrsquol Grp Inc No 04 Civ 8141 (DAB) 2010 WL 5060697 at 3 (SDNY Dec 2 2010)

(granting PSLRA award of $30000 to institutional lead plaintiffs ldquoto compensate them for the time

and effort they devoted on behalf of a classrdquo) FLAG Telecom 2010 WL 4537550 at 31 (approving

award of $100000 to lead plaintiff for time spent in the litigation) Veeco 2007 WL 4115808 at 12

(characterizing such awards as ldquolsquoroutine[]rsquordquo in this Circuit) (citation omitted)

The Notice sufficiently informed potential Class Members that such expenses would be

sought Sylvester Decl Ex A at 2 The modest request by Lead Plaintiff is supported by

declaration is reasonable and fully justified under the PSLRA and should be granted There have

been no objections to this request

VI CONCLUSION

Based on the foregoing and the entire record herein Lead Counsel respectfully requests that

the Court award attorneysrsquo fees of 25 of the $15 million recovery plus expenses in the amount of

$16273405 plus interest on both amounts and $3765 to Lead Plaintiff

DATED September 22 2017 Respectfully submitted

s Ellen Gusikoff Stewart

Henry Rosen Ellen Gusikoff Stewart Susannah R Conn ROBBINS GELLER RUDMAN amp DOWD LLP 655 West Broadway Suite 1900 San Diego CA 92101 Telephone 619231-1058 619231-7423 (fax) henryrrgrdlawcom ellengrgrdlawcom sconnrgrdlawcom

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 32 of 34

- 24 - 1308528_1

Samuel H Rudman David A Rosenfeld ROBBINS GELLER RUDMAN amp DOWD LLP 58 South Service Road Suite 200 Melville NY 11747 Telephone 631367-7100 631367-1173 (fax) srudmanrgrdlawcom drosenfeldrgrdlawcom

Christopher C Gold ROBBINS GELLER RUDMAN amp DOWD LLP 120 East Palmetto Park Road Suite 500 Boca Raton FL 33432 Telephone 561750-3000 561750-3364 (fax) cgoldrgrdlawcom

Lead Counsel for Plaintiff

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 33 of 34

CERTIFICATE OF SERVICE

I Ellen Gusikoff Stewart hereby certify that on September 22 2017 I caused a true and

correct copy of the attached

Memorandum of Law in Support of Lead Counselrsquos Motion for an Award of Attorneysrsquo Fees and Expenses and Award to Lead Plaintiff Pursuant to 15 USC sect78u-4(a)(4)

to be electronically filed with the Clerk of the Court using the CMECF system which will send

notification of such public filings to all counsel registered to receive such notice

s Ellen Gusikoff Stewart

ELLEN GUSIKOFF STEWART

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 34 of 34

EXHIBIT 1

Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 1 of 5

UNITED STATES DISTRICT COURTSOUTHERN DISTRICT OF NEW YORK

xZUBAIR PATEL Individually and on Behalf of All Others Similarly Situated

Plaintiff

vs

L-3 COMMUNICATIONS HOLDINGS INC et al

Defendants

x

Civil Action No 114-cv-06038-VEC(Consolidated)

CLASS ACTION

REVISED [PROPOSED] ORDER AWARDING ATTORNEYSrsquo FEES AND EXPENSES AND AWARDS TO LEAD PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 1 of 4

81717

USDC SDNY DOCUMENT ELECTRONICALLY FILED DOC DATE FILED

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 1 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 2 of 5

- 1 -

This matter having come before the Court on August 16 2017 on the motion of Lead

Counsel for an award of attorneysrsquo fees and expenses (the ldquoFee Motionrdquo) the Court having

considered all papers filed and proceedings conducted herein having found the Settlement of this

Litigation to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Stipulation of Settlement

dated February 22 2017 (the ldquoStipulationrdquo) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 Notice of Lead Counselrsquos Fee Motion was given to all Class Members who could be

located with reasonable effort The form and method of notifying the Class of the Fee Motion met

the requirements of Rule 23 of the Federal Rules of Civil Procedure and 15 USC sect78u-4(a)(7) the

Securities Exchange Act of 1934 as amended by the Private Securities Litigation Reform Act of

1995 due process and any other applicable law constituted the best notice practicable under the

circumstances and constituted due and sufficient notice to all persons and entities entitled thereto

4 The Court hereby awards Lead Counsel attorneysrsquo fees of 25 of the Settlement

Fund (or $8625000) plus expenses in the amount of $47598074 together with the interest earned

on both amounts for the same time period and at the same rate as that earned on the Settlement Fund

until paid The Court finds that the amount of fees awarded is appropriate and that the amount of

fees awarded is fair and reasonable under the ldquopercentage-of-recoveryrdquo method

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 2 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 2 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 3 of 5

- 2 -

5 The fees and expenses shall be allocated amongst Lead Plaintiffsrsquo Counsel in a

manner that Lead Counsel in good faith believes reflects the contributions of such counsel to the

prosecution and settlement of the Litigation

6 The awarded attorneysrsquo fees and expenses and interest earned thereon shall be paid to

Lead Counsel subject to the terms conditions and obligations of the Stipulation and in particular

para62 thereof which terms conditions and obligations are incorporated herein

7 In making this award of fees and expenses to Lead Counsel the Court has considered

and found that

(a) the Settlement has created a fund of $34500000 in cash that is already on

deposit and numerous Class Members who submit or have submitted valid Proof of Claim and

Release forms will benefit from the Settlement created by Lead Counsel

(b) over 47000 copies of the Notice were disseminated to Class Members

indicating that Lead Counsel would move for attorneysrsquo fees in the amount of 25 of the Settlement

Fund and for expenses in an amount not to exceed $600000 and no objections to the fees or

expenses were filed by Class Members

(c) Lead Counsel has pursued the Litigation and achieved the Settlement with

skill perseverance and diligent advocacy

(d) Lead Counsel has expended substantial time and effort pursuing the Litigation

on behalf of the Class

(e) Lead Counsel pursued the Litigation on a contingent basis having received no

compensation during the Litigation and any fee amount has been contingent on the result achieved

(f) the Litigation involves complex factual and legal issues and in the absence of

settlement would involve lengthy proceedings whose resolution would be uncertain

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 3 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 3 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 4 of 5

- 3 -

(g) had Lead Counsel not achieved the Settlement there would remain a

significant risk that the Class may have recovered less or nothing from Defendants

(h) Lead Counsel has devoted over 8500 hours with a lodestar value of

$439142350 to achieve the Settlement

(i) public policy concerns favor the award of reasonable attorneysrsquo fees and

expenses in securities class action litigation and

(j) the attorneysrsquo fees and expenses awarded are fair and reasonable and

consistent with awards in similar cases within the Second Circuit

8 Any appeal or any challenge affecting this Courtrsquos approval regarding the Fee Motion

shall in no way disturb or affect the finality of the Judgment entered with respect to the Settlement

9 Pursuant to 15 USC sect78u-4(a)(4) the Court awards the following amounts to Lead

Plaintiffs for the time they spent directly related to their representation of the Class $39000 to City

of Pontiac General Employeesrsquo Retirement System $86000 to Local 1205 Pension Plan and

$100000 to City of Taylor Police and Fire Retirement System

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this Order shall be

rendered null and void to the extent provided in the Stipulation and shall be vacated in accordance

with the Stipulation

IT IS SO ORDERED

DATED ______________________ ________________________________________THE HONORABLE VALERIE E CAPRONIUNITED STATES DISTRICT JUDGE

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 4 of 4

August 17 2017

___________________________________________ _________E HONORABLE VALEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEERIE E CA

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 4 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 5 of 5

EXHIBIT 2

Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 1 of 10

rus1$$i)Ny I DOCUMENT

ELECTRONICALLY FILED DOC

SOUTHERN DISTRICT OF NEW YORK

UNITED STATES DISTRICT COURT

d a t e b Z l セ e セ d M Z セ セ セ ャ M セ------------------___________ x セ セ セ セ セ セ セ ] ] セ セ セ セ

LAND MEN PARTNERS INC Individually Civil Action No 08-cv-03601-HBshy

and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff FINAL JUDGMENT AND ORDER OF

vs DISMISSAL WITH PREJUDICE

THE BLACKSTONE GROUP LP et aI

Defendants

---------------------------------x

This matter came before the Court for hearing pursuant to the Order Preliminarily Approving

Settlement and Providing for Notice to the Class (Notice Order) dated August 30 2013 on the

unopposed application ofLead Plaintiffs for approval of the Settlement set forth in the Settlement

Agreement dated August 28 2013 (Stipulation) and following a hearing on December 18 2013

Due and adequate notice having been given to the Class as required in said Order and the Court

having considered all papers filed and proceedings had herein and otherwise being fully informed in

the premises and good cause appearing therefor

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Final Judgment incorporates by reference the definitions in the Stipulation and

all terms used herein shall have the same meanings as set forth in the Stipulation unless otherwise

set forth herein

2 This Court has jurisdiction over the subject matter ofthe Action and over all Settling

Parties to the Action including all members of the Class

3 For purposes ofthis Judgment as certified by the Court s August 13 2013 Order the

Class is defined as all Persons who purchased the common units of The Blackstone Group LP

(Blackstone) in Blackstones initial public offering (IPO) or in the open market on the New

- 1 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 1 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 2 of 10

York Stock Exchange between June 21 2007 and March 12 2008 inclusive and who sustained

compensable damages in connection with any such purchase of Blackstone units pursuant to

Sections 11 and 15 of the Securities Act of 1933

Excluded from the Class are (i) the persons who submitted valid and timely requests for

exclusion from the Class who are listed on Exhibit A hereto (ii) Defendants (iii) members of the

immediate family ofeach ofthe Defendants (iv) any Person that acted as an underwriter ofthe IPO

(v) any natural Person who sold Blackstone common units to the public in the IPO or who serves or

served as an officer or director ofBlackstone or as a partner of any predecessor to Blackstone the

members of the immediate families ofany such persons and any entity in which any ofDefendants

have or had a controlling interest and (vi) the legal representatives agents affiliates heirs

successors-in-interest or assigns of any such excluded Person (collectively Excluded Persons)

For the avoidance of doubt the Excluded Persons are excluded from the Class only to the

extent they purchased Blackstone common units in the IPO for their own account and not for or on

behalf of a third-party customer or for resale to customers Further to the extent that any of the

Excluded Persons was a statutory seller who resold the Blackstone common units to a third-party

customer client account fund trust or employee benefit plan that otherwise falls within the Class

or purchased Blackstone common units in a fiduciary capacity or otherwise on behalf ofany thirdshy

party customer client account fund trust or employee benefit plan that falls within the Class the

Excluded Person is excluded from the Class but the third-party customer client account fund trust

or employee benefit plan is not excluded from the Class with respect to such purchases of

Blackstone common units

4 For purposes of this Judgment as certified by the Courts August 132013 Order

Lead Plaintiffs Martin Litwin and Francis Brady are Class Representatives and Lead Counsel

- 2 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 2 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 3 of 10

Robbins Geller Rudman amp Dowd LLP and Brower Piven A Professional Corporation are Class

Counsel

5 Pursuant to Federal Rule of Civil Procedure 23 this Court hereby approves the

Settlement set forth in the Stipulation and finds that the Settlement is in all respects fair reasonable

and adequate to the Class There are no objections to the proposed Settlement

6 Pursuant to Rule 23 of the Federal Rules ofCivil Procedure the Court finds that the

Stipulation and Settlement are fair reasonable and adequate as to each ofthe Settling Parties and

that the Stipulation and Settlement are hereby finally approved in all respects and the Settling

Parties are hereby directed to perform its terms

7 Accordingly the Court authorizes and directs implementation of all the terms and

provisions of the Stipulation as well as the terms and provisions hereof The Court hereby

dismisses as to Defendants the Action and all Released Claims ofthe Class with prejudice without

costs as to any Settling Party except as and to the extent provided in the Stipulation and herein

8 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

shall and each of the Class Members shall be deemed to have and by operation ofthis Judgment

shall have fully finally and forever released relinquished and discharged all Released Claims

against the Released Persons whether or not such Class Member executes and delivers the Proof of

Claim and Release

9 Upon the Effective Date hereof and as provided in the Stipulation each of the

Released Persons shall be deemed to have and by operation of this Judgment shall have fully

finally and forever released relinquished and discharged Lead Plaintiffs each and all of the Class

Members Lead Counsel and Abraham Fruchter amp Twersky LLP from all claims (including without

- 3 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 3 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 4 of 10

limitation Unknown Claims) arising out of relating to or in connection with the institution

prosecution assertion settlement or resolution of the Action

10 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

and each of the Class Members who have not validly opted out of the Class and their respective

predecessors successors agents representatives attorneys and affiliates and the respective heirs

executors administrators successors and assigns of each of them directly or indirectly

individually derivatively representatively or in any other capacity shall be deemed to have and by

operation of the Judgment shall have fully finally and forever released relinquished and

discharged against the Released Persons (whether or not such Class Members execute and deliver

the Proof of Claim and Release forms) any and all Released Claims (including without limitation

Unknown Claims) as well as any claims arising out of relating to or in connection with the

defense settlement or resolution of the Action or the Released Claims

11 Upon the Effective Date Lead Plaintiffs and each of the Class Members who have

not validly opted out of the Class and their respective predecessors successors agents

representatives attorneys and affiliates and the respective heirs executors administrators

successors and assigns of each of them directly or indirectly individually derivatively

representatively or in any other capacity shall be permanently barred and enjoined from the

assertion institution maintenance prosecution or enforcement against any Released Person in any

state or federal court or arbitral forum or in the court of any foreign jurisdiction of any and all

Released Claims (including without limitation Unknown Claims) as well as any claims arising out

of relating to or in connection with the defense settlement or resolution of the Action or the

Released Claims

- 4 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 4 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 5 of 10

12 The Notice ofProposed Settlement ofClass Action (Notice) given to the Class in

accordance with the Notice Order entered on August 30 2013 was the best notice practicable under

the circumstances including the individual notice to all members of the Class who could be

identified through reasonable effort ofthe proceedings and ofthe matters set forth therein including

the proposed Settlement set forth in the Stipulation the proposed Plan of Distribution of the

proceeds ofthe Settlement set forth in the Notice Lead Counsels application for attorneys fees and

reimbursement of expenses and Lead Plaintiffs request for an award of reasonable costs and

expenses relating to their representation of the Class and said Notice and notice procedures fully

satisfied the requirements of Federal Rule of Civil Procedure 23 the Private Securities Litigation

Reform Act of 1995 and the requirements of due process There are no objections to the Notice

andor notice procedures

13 The Court hereby approves the Plan ofDistribution as set forth in the Notice as fair

and equitable The Court directs Lead Counsel to proceed with processing Proofs ofClaim and the

administration of the Settlement pursuant to the terms of the Plan of Distribution and upon

completion ofthe claims processing procedure to present to this Court a proposed final distribution

order for the distribution of the Net Settlement Fund to eligible Class Members as provided in the

Stipulation and the Plan of Distribution There are no objections to the Plan of Distribution

14 The Court hereby awards Lead Counsel attorneys fees equal to 3333 percent of

the Settlement Fund (including interest accrued thereon) and litigation expenses in the amount of

$104700577 with interest to accrue thereon at the same rate and for the same periods as has

accrued by the Settlement Fund from the date ofthis Judgment to the date ofactual payment of said

attorneys fees and expenses to Lead Counsel as provided in the Stipulation The Court finds the

amount of attorneys fees awarded herein are fair and reasonable based on (a) the work performed

- 5 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 5 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 6 of 10

and costs incurred by Lead Counsel (b) the complexity ofthe case (c) the risks undertaken by Lead

Counsel and the contingent nature of their employment (d) the quality of the work performed by

Lead Counsel in this Action and their standing and experience in prosecuting similar class action

securities litigation (e) awards to successful plaintiffs counsel in other similar litigation (f) the

benefits achieved for Class Members through the Settlement and (g) the absence ofany objections

from any Class Members to either the application for an award ofattorneys fees or expenses to Lead

Counsel

15 The Court also fmds that the requested expenses are proper as the expenses incurred

by Lead Counsel including the costs ofexperts were reasonable and necessary in the prosecution of

this Action on behalf of Class Members There are no objections to Lead Counsels application for

reimbursement of their expenses

16 The Court approves payment of$1500000 to Lead Plaintiff Martin Litwin for his

reasonable time and expenses (including lost wages) relating to their representation of the Class

Such payment shall be paid out of the Settlement Fund There are no objections to Lead Plaintiff

Litwins application for reimbursement ofhis costs and expenses

17 All fees and expenses awarded or allowed in this Judgment shall except as otherwise

expressly provided in the Stipulation be paid from the Settlement Fund

18 Lead Counsel may apply from time to time for any fees andor expenses incurred by

them solely in connection with the administration of the Settlement and distribution of the Net

Settlement Fund to Class Members which except as expressly provided in the Stipulation shall be

paid from the Settlement Fund

19 Neither appellate review nor modification ofthe Plan ofDistribution set forth in the

Notice nor any action in regard to the motion by Lead Counsel for attorneys fees andor expenses

- 6 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 6 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 7 of 10

and the award ofcosts and expenses to Lead Plaintiffs shall affect the fmality ofany other portion of

this Judgment nor delay the Effective Date ofthe Stipulation and each shall be considered separate

for the purposes of appellate review of this Judgment

20 Neither the Stipulation nor the Settlement contained therein nor any act performed or

document executed pursuant to or in furtherance of the Stipulation or the Settlement (a) is or may be

deemed to be or may be used as an admission of or evidence of the validity ofany Released Claim

or ofany wrongdoing or liability of the Released Persons or (b) is or may be deemed to be or may

be used as an admission of or evidence of any fault or omission of any of the Defendants or the

Released Persons in any civil criminal or administrative proceeding in any court administrative

agency or other tribunal Defendants andor the Released Persons may file the Stipulation andor

this Judgment from this Action in any other action in which they are parties or that may be brought

against them in order to support a defense claim or counterclaim based on principles of res

judicata collateral estoppel release good faith settlement judgment bar or reduction or any theory

of claim preclusion or issue preclusion or similar defense or counterclaim

21 Without affecting the finality ofthis Judgment in any way this Court hereby retains

continuing exclusive jurisdiction over (a) implementation of this Settlement and any award or

distribution of the Settlement Fund including interest earned thereon (b) disposition of the

Settlement Fund (c) hearing and determining applications for attorneys fees interest and expenses

in the Action (d) payment of taxes by the Settlement Fund (e) all Settling Parties hereto for the

purpose ofconstruing enforcing and administering the Stipulation and (f) any other matters related

to finalizing the Settlement and distribution of proceeds of the Settlement

22 In the event that the Settlement does not become effective in accordance with the

terms of the Stipulation or the Effective Date does not occur or in the event that the Settlement

- 7 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 7 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 8 of 10

Fund or any portion thereof is returned to Defendants then this Judgment shall be rendered null and

void to the extent provided by and in accordance with the Stipulation and shall be vacated and in

such event all orders entered and releases delivered in connection herewith shall be null and void to

the extent provided by and in accordance with the StipUlation

23 Without further order of the Court the Settling Parties may agree to reasonable

extensions of time to carry out any of the provisions of the Stipulation

24 The Court finds that during the course of the Action the Settling Parties and their

respective counsel at all times complied with the requirements of Rule 11 of the Federal Rules of

Civil Procedure

25 The Court directs immediate entry of this Final Judgment by the Clerk ofthe Court

DATED Ok 10 2 TEO aRABLE HAROLD A R JR

UNITED STATES DISTRICT JUDGE

- 8 shy

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EXHIBIT A

BLACKSTONE LIST OF EXCLUSIONS

Name

1 lINA HU

2 ESTATE OF ANTHONY J FABEC

3 WILLIAM PATTERSON

4 MARY AN N SHOTWELL

5 RICHARD A LEWIS

6 JOHN MERCADENTE JR

7 DOUGLAS BARHORST

8 PATRICIA G NORMAN

9 ESTATE OF RICHARD A NORMAN

10 ROBERT W DUER

11 ANIBAL MARRERO

12 RUSS D SONNIER

13 MARCUS E ampJOANNE R NORTH

14 SUZANNE EMETAROM

15 WILLIAM W amp FRANCES E MAIN

16 ANTHONY BRIENZA

17 SHU HAO HUANG

18 KENNETH 0 PARRIS

19 DUFF S MCEVERS

20 SHERRIE L FRANTZ

21 DEBBIE CRINK

22 MARK A SUMMERS

23 PAULINE MEYEROWITZ

24 ANDREW WAHL

City

OSHAWA

WILLOUGHBY HILLS

KINGS MOUNTAIN

VIRGILINA

BULLARD

READING

SIDNEY

KEARNEY

KEARNEY

ALTA LOMA

CORAL GABLES

NEW YORK

VICTORIA

WALNUT CREEK

ROBERTS

COLD SPRING HARBOR

SNOHOMISH

ATHENS

LAGUNA NIGUEL

EUGENE

OMAHA

MINNETRISTA

FT LAUDERDALE

SAN FRANCISCO

St Country セ

ON CA lIJ7C6

OH US 44094

NC US 28086

VA US 24598

TX US 75757

PA US 19606

OH US 45365

NE US 68845

NE US 68845

CA US 91701

FL US 33134

NY US 10150

TX US 77905

CA US 94595

MT US 59070

NY US 11724

WA US 98296

GA US 30604

CA US 92677

OR US 97404

NE US 68138

MN US 55364

FL US 33308

CA US 94115

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 9 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 10 of 10

EXHIBIT 3

Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 1 of 4

UNITED STATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

--------_____________________ x

THE BOARD OF TRUSTEES OF THE Civil Action No 09-cv-09333-KBF

OPERA TING ENGINEERS PENSION

TRUST on Behalf of Itself and All Others CLASS ACTION

Similarly Situated [PROPOSES] ORDER A WARDING

Plaintiffs ATTORNEYS FEES EXPENSES AND

CASE CONTRIBUTION A WARD TO LEAD

vs PLAINTIFF

JPMORGAN CHASE BANK NATIONAL

ASSOCIATIOt USDCSDNY

DOCUMENTDefendant

ELECTRONICALLY FILED ---------------- x DOC

DATE f M i l M e M d セ ャ エ i o B B B v エ M R B B G エ M ョ M B G Q G Q Q R P セ Q M S

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 1 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 2 of 4

This matter having come before the Court on November 19 2013 on the motion of Lead

Counsel for an award ofattorneys fees and expenses in the litigation and a case contribution award

to Lead Plaintiff the Court having considered all papers filed and proceedings condueted herein

having found the settlement of this Action to be fair reasonable and adequate and otherwise being

fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by referenee the definitions in the Stipulation of Settlement

dated August 16 2013 and all capitalized terms used but not defined herein shall have the same

meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto ineluding all members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount ofS47702453 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-reeovery method

4 The fees and expenses shall be allocated among Plaintiffs Counsel in a manner

which in Lead Counsels good-faith judgment ret1ects each such counsels contribution to the

institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Lead Counsel subject to the terms conditions and obligations of the

- 1 shy

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 2 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 3 of 4

Stipulation and in particular セ Q R R thereof which terms conditions and obligations are incorporated

herein

6 The Court hereby awards Lead Plaintiff Board ofTrustees of the Operating Engineers

Pension Trust $25000 for its time and expense in representing the Class This case contribution

award shall be paid to Lead Plaintiff on or after the Effective Date subject to the terms conditions

and obligations of the Stipulation and in particular セ R S thereof which terms conditions and

obligations are incorporated herein

IT IS SO ORDERED

THE HONORABLE KATHERINE B FORREST

UNITED STATES DISTRICT JUDGE

- 2

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 3 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 4 of 4

EXHIBIT 4

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 1 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

CITILINE HOLDINGS INC Individually Civil Action No 108-cv-03612-RJS and On Behalf of All Others Similarly Situated (Consolidated)

Plaintiff CLASS ACTION

vs

ISTAR FINANCIAL INC et al

Defendants

x

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

E Albdquo

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 2 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 2 of 3

This matter having come before the Court on April 5 2013 on the motion of Co-Lead

Counsel for an award of attorneys fees and expenses in the Litigation the Court having considered

all papers filed and proceedings conducted herein having found the settlement of this action to be

fair reasonable and adequate and otherwise being fully informed in the premises and good cause

appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 5 2012 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Co-Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount of $23490171 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among Lead Plaintiffs counsel in a manner

which in Co-Lead Counsels good-faith judgment reflects each such counsels contribution to the

institution prosecution and resolution of the Litigation

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 3 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 3 of 3

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Co-Lead Counsel subject to the terms conditions and obligations of the

Stipulation and in particular para62-63 thereof which terms conditions and obligations are

incorporated herein

SO ORDERED

-2-

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 4 of 4

EXHIBIT 5

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 1 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 1 of 4

UNITED ST ATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

In re SANOFI-AVENTIS SECURITIES

LITIGATION

This Document Relates To

ALL ACTIONS

---middotmiddotmiddot-----middot--------x

i

11

middot middot FlLBD I l

JAN 2 2QJ4-~ Civil Action No 107tv-10279-GBD

CLASS ACTION f middot middot

ECFCASE

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND AN

AWARD TO PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

903068_ l

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 2 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 2 of 4

This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 3 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 3 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 3: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

TABLE OF AUTHORITIES

Page

- ii - 1308528_1

CASES

Anixter v Home-Stake Prod Co 77 F3d 1215 (10th Cir 1996) 16 17

Aponte v Comprehensive Health Mgmt No 10 Civ 4825 (JLC) 2013 WL 1364147 (SDNY Apr 2 2013) 14

Bateman Eichler Hill Richards Inc v Berner 472 US 299 (1985) 5

Bd of Trs of the Operating Engrsquors Pension Tr v

JPMorgan Chase Bank Natrsquol Assrsquon No 09-cv-09333-KBF slip op (SDNY Nov 20 2013) 8

Blum v Stenson 465 US 886 (1984) 6 8

Boeing Co v Van Gemert 444 US 472 (1980) 4

Brown v Phillips Petroleum Co 838 F2d 451 (10th Cir 1988) 7

Chatelain v Prudential-Bache Sec 805 F Supp 209 (SDNY 1992) 18

Citiline Holdings Inc v iStar Fin Inc No 108-cv-03612-RJS slip op (SDNY Apr 5 2013) 9

City of Austin Police Ret Sys v Kinross Gold Corp No 112-cv-01203-VEC 2015 US Dist LEXIS 181932 (SDNY Oct 15 2015) 8 22

City of Providence v Aeropostale Inc No 11 Civ 7132 (CM) 2014 WL 1883494 (SDNY May 9 2014) affrsquod sub nom Arbuthnot v

Pierson 607 F Apprsquox 73 (2d Cir 2015) 5 7 10 18

Cornwell v Credit Suisse Grp No 08-cv-03758(VM) slip op (SDNY July 20 2011) 9 11

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 3 of 34

Page

- iii - 1308528_1

Davis v JP Morgan Chase amp Co 827 F Supp 2d 172 (WDNY 2011) 6 11

Detroit v Grinnell Corp 495 F2d 448 (2d Cir 1974)14

Elliot v Leatherstocking Corp No 310-CV-0934 2012 WL 6024572 (NDNY Dec 4 2012) 8

Faught v Am Home Shield Corp 668 F3d 1233 (11th Cir 2011) 7

Goldberger v Integrated Res Inc 209 F3d 43 (2d Cir 2000) passim

Harman v Lyphomed Inc 945 F2d 969 (7th Cir 1991) 7

Hayes v Harmony Gold Mining Co 509 F Apprsquox 21 (2d Cir 2013) 6

Hicks v Morgan Stanley No 01 Civ 10071 (RJH) 2005 WL 2757792 (SDNY Oct 24 2005) 5 20 22

Hubbard v BankAtlantic Bancorp Inc 688 F3d 713 (11th Cir 2012) 16

In re Am Bank Note Holographics 127 F Supp 2d 418 (SDNY 2001)7 8 14

In re Am Intrsquol Grp Inc No 04 Civ 8141 (DAB) 2010 WL 5060697 (SDNY Dec 2 2010)22

In re AOL Time Warner Inc Sec amp ldquoERISArdquo Litig No MDL 1500 2006 WL 903236 (SDNY Apr 6 2006) 18

In re AremisSoft Corp Sec Litig 210 FRD 109 (DNJ 2002) 12

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 4 of 34

Page

- iv - 1308528_1

In re Bayer AG Sec Litig No 03 Civ 1546 (WHP) 2008 WL 5336691 (SDNY Dec 15 2008)18

In re BioScrip Inc Sec Litig No 13-cv-6922 (AJN) 2017 US Dist LEXIS 118881 (SDNY July 26 2017) 8 19

In re Bisys Sec Litig No 04 Civ 3840 (JSR) 2007 WL 2049726 (SDNY July 16 2007) 12 19

In re Cendant Corp Litig 264 F3d 201 (3d Cir 2001)2

In re China Sunergy Sec Litig No 07 Civ 7895 (DAB) 2011 WL 1899715 (SDNY May 13 2011) 21

In re CIT Grp Inc Sec Litig No 108-cv-06613-BSJ-THK slip op (SDNY June 13 2012) 9

In re Comverse Tech Inc Sec Litig No 06-CV-1825 (NGG) (RER) 2010 WL 2653354 (EDNY June 24 2010) 11 14

In re Contrsquol Ill Sec Litig 962 F2d 566 (7th Cir 1992) 15

In re FLAG Telecom Holdings Ltd Sec Litig No 02-CV-3400 (CM) (PED) 2010 WL 4537550 (SDNY Nov 8 2010) passim

In re Global Crossing Sec amp ERISA Litig 225 FRD 436 (SDNY 2004) 7 21

In re GMC Pick-Up Truck Fuel Tank Prods Liab Litig 55 F3d 768 (3d Cir 1995)7

In re Ikon Office Sols Inc 194 FRD 166 (ED Pa 2000) 12 18

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 5 of 34

Page

- v - 1308528_1

In re Indep Energy Holdings PLC Sec Litig 302 F Supp 2d 180 (SDNY 2003)21

In re Intercept Pharms Inc Sec Litig No 114-cv-01123-NRB slip op (SDNY Oct 20 2016) 22

In re Interpublic Sec Litig No 02 Civ 6527 (DLC) 2004 WL 2397190 (SDNY Oct 26 2004) 5

In re Ivan F Boesky Sec Litig 888 F Supp 551 (SDNY 1995) 10

In re JDS Uniphase Corp Sec Litig No C-02-1486 CW (EDL) 2007 WL 4788556 (ND Cal Nov 27 2007) 16

In re Marsh ERISA Litig 265 FRD 128 (SDNY 2010) 16 19

In re Merrill Lynch amp Co Inc Research Reports Sec Litig No 02 MDL 1484 (JFK) 2007 WL 313474 (SDNY Feb 1 2007) 11

In re Nortel Networks Corp Sec Litig 539 F3d 129 (2d Cir 2008)2

In re Oracle Corp Sec Litig No C 01-00988-SI 2009 WL 1709050 (ND Cal June 19 2009) affrsquod 627 F3d 376 (9th Cir 2010) 16

In re Payment Card Interchange Fee amp Merch Disc Antitrust Litig 991 F Supp 2d 437 (EDNY 2014) 6

In re Prudential Sec Ltd Prsquoships Litig 985 F Supp 410 (SDNY 1997) 14

In re Rite Aid Corp Sec Litig 396 F3d 294 (3d Cir 2005)20 21

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 6 of 34

Page

- vi - 1308528_1

In re Sadia SA Sec Litig No 08 Civ 9528 (SAS) 2011 WL 6825235 (SDNY Dec 28 2011)15

In re Sanofi-Aventis Sec Litig No 107-cv-10279-GBD slip op (SDNY Jan 22 2014) 9

In re Telik Inc Sec Litig 576 F Supp 2d 570 (SDNY 2008)5 11 14

In re Thirteen Appeals Arising out of the San

Juan Dupont Plaza Hotel Fire Litig 56 F3d 295 (1st Cir 1995) 7

In re Veeco Instruments Inc Sec Litig No 05 MDL 01695 (CM) 2007 WL 4115808 (SDNY Nov 7 2007) passim

In re Warner Commcrsquons Sec Litig 618 F Supp 735 (SDNY 1985) affrsquod 798 F2d 35 (2d Cir 1986) 10

J I Case Co v Borak 377 US 426 (1964) 5

Johnston v Comerica Mortg Corp 83 F3d 241 (8th Cir 1996) 7

Landmen Partners Inc v Blackstone Grp LP No 08-cv-03601-HB-FM slip op (SDNY Dec 18 2013)8

Maley v Del Global Techs Corp 186 F Supp 2d 358 (SDNY 2002)7 12 20

Mass Bricklayers amp Masons Tr

Funds v Deutsche Alt-A Sec Inc No 208-cv-03178-LDW-ARL slip op (EDNY July 11 2012) 9

Missouri v Jenkins 491 US 274 (1989) 8 11

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 7 of 34

Page

- vii - 1308528_1

NECA-IBEW Health amp Welfare Fund

v Goldman Sachs amp Co No 108-cv-10783-LAP 2016 WL 3369534 (SDNY May 2 2016) 11

Patel v L-3 Commcrsquons Holdings Inc No 114-cv-06038-VEC slip op (SDNY Aug 17 2017) 8

Powers v Eichen 229 F3d 1249 (9th Cir 2000) 7

Rawlings v Prudential-Bache Props 9 F3d 513 (6th Cir 1993) 7

Robbins v Koger Props 116 F3d 1441 (11th Cir 1997) 16

Savoie v Merchs Bank 166 F3d 456 (2d Cir 1999)4 6

Swedish Hosp Corp v Shalala 1 F3d 1261 (DC Cir 1993) 7

Teachersrsquo Ret Sys v ACLN Ltd No 01-CV-11814 (MP) 2004 WL 1087261 (SDNY May 14 2004) 14 19

Tellabs Inc v Makor Issues amp Rights Ltd 551 US 308 (2007) 5

Union Asset Mgmt Holding AG v Dell Inc 669 F3d 632 (5th Cir 2012) 7

Wal-Mart Stores Inc v Visa USA Inc 396 F3d 96 (2d Cir 2005)6 7 11

STATUTES RULES AND REGULATIONS

15 USC sect78u-4(a)(4) 1 22 sect78u-4(a)(6) 7

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 8 of 34

Page

- viii - 1308528_1

LEGISLATIVE HISTORY

HR Conf Rep No 104-369 1995 WL 709276 (1995) 9

SECONDARY AUTHORITY

7B Charles Alan Wright Arthur R Miller amp Mary Kay Kane Federal Practice and Procedure (3d ed 2005)

sect18034

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 9 of 34

- 1 - 1308528_1

I INTRODUCTION

Court-appointed Lead Counsel Robbins Geller Rudman amp Dowd LLP has secured a $150

million Settlement for the Class ndash a very good result under the circumstances achieved in spite of

serious obstacles to recovery in the Litigation1 In order to obtain this Settlement Lead Plaintiff and

Lead Counsel overcame a number of significant challenges to proving both liability and damages

that posed a serious risk of no recovery or a substantially lesser recovery than the Settlement for the

Class In recognition of these risks Lead Counsel now respectfully moves this Court for an award of

attorneysrsquo fees in the amount of 25 of the Settlement and $16273405 in expenses that were

reasonably and necessarily incurred in prosecuting and resolving the Litigation against Defendants

and obtaining this Settlement for the benefit of the Class In addition Lead Plaintiff Policemenrsquos

Annuity and Benefit Fund of Chicago (ldquoLead Plaintiffrdquo or ldquoChicago Policerdquo) seeks a modest award

of $3765 for the time it spent representing the Class As set forth below the relevant factors

articulated in the Second Circuitrsquos Goldberger decision strongly support the requested awards See

Goldberger v Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

This fee request has the full support of the Lead Plaintiff See Declaration of Brian Wright

Filed on Behalf of Chicago Police parapara15-19 (ldquoChicago Police Declrdquo) filed herewith The Second

Circuit has directed district courts to

give serious consideration to negotiated fees because PSLRA lead plaintiffs often have a significant financial stake in the settlement providing a powerful incentive to ensure that any fees resulting from that settlement are reasonable In many cases

1 Capitalized terms used herein are defined and have the meanings contained in the Stipulation of Settlement (Dkt No 50) (the ldquoStipulationrdquo) the accompanying Declaration of Henry Rosen in Support of Lead Plaintiffrsquos Motion for Final Approval of Settlement and Approval of Plan of Allocation and an Award of Attorneysrsquo Fees and Expenses and Award to Lead Plaintiff Pursuant to 15 USC sect78u-4(a)(4) (the ldquoRosen Declrdquo) and in the Memorandum of Law in Support of Lead Plaintiffrsquos Motion for Final Approval of Settlement and Approval of Plan of Allocation (ldquoSettlement Memorandumrdquo) submitted concurrently herewith

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 10 of 34

- 2 - 1308528_1

the agreed-upon fee will offer the best indication of a market rate thus providing a good starting position for a district courtrsquos fee analysis

In re Nortel Networks Corp Sec Litig 539 F3d 129 133-34 (2d Cir 2008) see also In re Cendant

Corp Litig 264 F3d 201 220 (3d Cir 2001) (ldquocourts should afford a presumption of

reasonableness to fee requests submitted pursuant to an agreement between a properly-selected lead

plaintiff and properly-selected lead counselrdquo) In addition following an extensive Court-ordered

notice program not a single Class Member has objected to the maximum amount of fees and

expenses set forth in the Notice2

As detailed here in the Rosen Declaration and in the Settlement Memorandum the

Settlement achieved here following extensive investigation represents a very good result for Lead

Plaintiff and the Class particularly when judged in the context of the significant litigation risks

attendant in this Litigation The $15 million Settlement that Lead Counsel obtained provides the

Class with an immediate and certain recovery in a case that faced substantial obstacles to

establishing liability loss causation and damages that could have prevented any recovery at all The

Settlement represents approximately 15 of the maximum recoverable damages estimated on a per

share basis by Lead Plaintiffrsquos damages consultant In achieving this result Lead Counsel worked

more than 2200 hours over the course of this complex litigation all on a contingency basis with no

guarantee of ever being paid

2 As of the date of this fee memorandum which is before the September 29 2017 deadline for filing objections Lead Counsel has not received any objections to the fee request Pursuant to the Courtrsquos Preliminary Approval Order over 36900 copies of the Notice were mailed to potential Members of the Class and nominees advising them that Lead Counsel intended to apply to the Court for an award of attorneysrsquo fees not to exceed 25 of the total recovery plus expenses of no greater than $200000 plus interest on both amounts If any timely objections are received from Class Members Lead Counsel will address them in a reply brief which will be filed with the Court no later than October 13 2017

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 11 of 34

- 3 - 1308528_1

Lead Counsel believes that an attorney fee award of 25 together with payment of its

litigation expenses properly reflects the many significant risks taken by Lead Counsel as well as the

excellent result achieved in difficult litigation When examined under either of this Circuitrsquos

methods of contingency fee determination (ie percentage of the fund or lodestar) it is abundantly

clear that an award of fees at 25 is reasonable and well within the range of attorneysrsquo fees awarded

in similar complex contingency cases In addition the costs and expenses requested by Lead

Counsel are reasonable in amount and were necessarily incurred Finally the Lead Plaintiff greatly

contributed to the prosecution and settlement of the Litigation It reviewed and approved papers

filed with the Court and mediator and participated in discussions regarding case strategy and

settlement Lead Plaintiff seeks approval for an award associated with the time it spent dedicated to

the Litigation Its time is documented in its accompanying declaration See Chicago Police Decl

parapara20-21 Accordingly the Court should grant the full amount requested by Lead Plaintiff

II HISTORY AND BACKGROUND OF THE LITIGATION

This securities fraud class action was brought under the Securities Exchange Act of 1934 (the

ldquoExchange Actrdquo) Lead Plaintiff alleges that Defendants violated the Exchange Act during the April

23 2012 through May 16 2016 Class Period by engaging in a fraudulent scheme and making

materially false and misleading statements regarding the Companyrsquos financial condition internal

controls and compliance policies More specifically Lead Plaintiff alleges that Defendants failed to

disclose that (a) Gerdau was engaged in a bribery scheme in collusion with Brazilrsquos Administrative

Council of Tax Appeals (ldquoCARFrdquo) (b) the Company had defrauded Brazilian tax authorities (c)

Gerdaursquos CEO and other directors and employees of the Company had engaged in bribery money

laundering and influence peddling and (d) the tax appeals themselves related to a series of self-

dealing transactions from 2005 designed to enable Gerdau to avoid taxes Rosen Decl para10

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 12 of 34

- 4 - 1308528_1

Lead Plaintiff further alleges that all of the Companyrsquos Class Period financial statements

were false because of the alleged material omissions and that Defendantsrsquo statements regarding the

Companyrsquos internal and financial controls and strict adherence to high ethical standards were also

false Id para11 Lead Plaintiff alleges that Defendantsrsquo misrepresentations and fraudulent scheme

had the effect of artificially inflating the price of Gerdau ADRs which inflation came out of the

ADR price when the truth was revealed at the end of the Class Period Id

A detailed description of Lead Counselrsquos prosecution of this case is set forth in the

accompanying Rosen Declaration For the sake of brevity the Court is respectfully referred to the

Rosen Declaration

III ARGUMENT

A Lead Counsel Is Entitled to an Award of Attorneysrsquo Fees and

Expenses from the Common Fund

The Supreme Court has long recognized that ldquoa litigant or a lawyer who recovers a common

fund for the benefit of persons other than himself or his client is entitled to a reasonable attorneyrsquos

fee from the fund as a wholerdquo Boeing Co v Van Gemert 444 US 472 478 (1980) see also

Goldberger 209 F3d at 47 Savoie v Merchs Bank 166 F3d 456 459-60 (2d Cir 1999) ldquoThe

courtrsquos authority to reimburse the representative parties stems from the fact that the class-action

device is a creature of equity and the allowance of attorney-related costs is considered part of the

historic equity power of the federal courtsrdquo 7B Charles Alan Wright Arthur R Miller amp Mary Kay

Kane Federal Practice and Procedure sect1803 at 325 (3d ed 2005) The purpose of the common

fund doctrine is to fairly and adequately compensate class counsel for services rendered and to

ensure that all class members contribute equally towards the costs associated with litigation pursued

on their behalf See also Goldberger 209 F3d at 47 In re Veeco Instruments Inc Sec Litig No 05

MDL 01695 (CM) 2007 WL 4115808 at 2 (SDNY Nov 7 2007)

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 13 of 34

- 5 - 1308528_1

Courts have recognized that in addition to providing just compensation awards of fair

attorneysrsquo fees from a common fund also serve to encourage skilled counsel to represent those who

seek redress for damages inflicted on entire classes of persons and to discourage future alleged

misconduct of a similar nature City of Providence v Aeropostale Inc No 11 Civ 7132 (CM)

(GWG) 2014 WL 1883494 at 10-11 (SDNY May 9 2014) affrsquod sub nom Arbuthnot v

Pierson 607 F Apprsquox 73 (2d Cir 2015) In re Telik Inc Sec Litig 576 F Supp 2d 570 585

(SDNY 2008) Veeco 2007 WL 4115808 at 2 Indeed the Supreme Court has emphasized that

private securities actions such as the instant action provide ldquolsquoa most effective weapon in the

enforcementrsquo of the securities laws and are lsquoa necessary supplement to [SEC] actionrsquordquo Bateman

Eichler Hill Richards Inc v Berner 472 US 299 310 (1985) (quoting J I Case Co v Borak

377 US 426 432 (1964)) accord Tellabs Inc v Makor Issues amp Rights Ltd 551 US 308 (2007)

Courts in this Circuit have consistently adhered to these teachings See In re Interpublic Sec

Litig No 02 Civ 6527 (DLC) 2004 WL 2397190 at 10 (SDNY Oct 26 2004) (ldquoIt is well

established that where an attorney creates a common fund from which members of a class are

compensated for a common injury the attorneys who created the fund are entitled to lsquoa reasonable

fee ndash set by the court ndash to be taken from the fundrsquordquo) (citation omitted) Fairly compensating Lead

Counsel for the risks it took in bringing this action is essential because ldquo[s]uch actions could not be

sustained if plaintiffsrsquo counsel were not to receive remuneration from the settlement fund for their

efforts on behalf of the classrdquo Hicks v Morgan Stanley No 01 Civ 10071 (RJH) 2005 WL

2757792 at 9 (SDNY Oct 24 2005)

B The Court Should Award a Reasonable Percentage of the Common

Fund

Lead Counsel respectfully submits that the Court should award a fee based on a percentage of

the common fund obtained Courts routinely find that the percentage-of-the-fund method under

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 14 of 34

- 6 - 1308528_1

which counsel is awarded a percentage of the fund that they created is the preferred means to

determine a fee because it ldquolsquodirectly aligns the interests of the class and its counsel and provides a

powerful incentive for the efficient prosecution and early resolution of litigationrsquordquo Wal-Mart Stores

Inc v Visa USA Inc 396 F3d 96 122 (2d Cir 2005) (citation omitted) see also Hayes v

Harmony Gold Mining Co 509 F Apprsquox 21 24 (2d Cir 2013) (ldquo[A]s the district court recognized

the prospect of a percentage fee award from a common settlement fund as here aligns the interests

of class counsel with those of the classrdquo) The percentage approach also recognizes that the quality

of counselrsquos services is measured best by the results achieved and is most consistent with the system

typically used in the marketplace to compensate attorneys in non-class contingency cases3

The Supreme Court has also indicated that attorneysrsquo fees in common-fund cases generally

should be based on a percentage of the fund See Blum v Stenson 465 US 886 900 n16 (1984)

(ldquo[U]nder the lsquocommon fund doctrinersquo a reasonable fee is based on a percentage of the fund

bestowed on the classrdquo) The Second Circuit has expressly approved the percentage method

recognizing that ldquothe lodestar method proved vexingrdquo and had resulted in ldquoan inevitable waste of

judicial resourcesrdquo Goldberger 209 F3d at 48-49 (holding that the percentage-of-the-fund method

may be used to determine appropriate attorneysrsquo fees although the lodestar method may also be

used) Savoie 166 F3d at 460 (stating that the ldquopercentage-of-the-fund method has been deemed a

3 See eg In re Payment Card Interchange Fee amp Merch Disc Antitrust Litig 991 F Supp 2d 437 440 (EDNY 2014) (ldquoThe percentage method better aligns the incentives of plaintiffsrsquo counsel with those of the class members because it bases the attorneysrsquo fees on the results they achieve for their clients rather than on the number of motions they file documents they review or hours they work The percentage method also accords with the overwhelming prevalence of contingency fees in the market for plaintiffsrsquo counselrdquo) Davis v JP Morgan Chase amp Co 827 F Supp 2d 172 184 (WDNY 2011) (the ldquoadvantages of the percentage method are that it provides an incentive to attorneys to resolve the case efficiently and to create the largest common fund out of which payments to the class can be made and that it is consistent with the system typically used by individual clients to compensate their attorneysrdquo)

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 15 of 34

- 7 - 1308528_1

solution to certain problems that may arise when the lodestar method is used in common fund

casesrdquo) More recently the Second Circuit has acknowledged that the ldquotrend in this Circuit is toward

the percentage methodrdquo Wal-Mart 396 F3d at 122 see also City of Providence 2014 WL

1883494 at 11-124

The determination of attorneysrsquo fees using the percentage-of-the-fund method is also

supported by the PSLRA which states that ldquo[t]otal attorneysrsquo fees and expenses awarded by the court

to counsel for the plaintiff class shall not exceed a reasonable percentage of the amountrdquo recovered

for the class 15 USC sect78u-4(a)(6) (emphasis added) Courts have concluded that by drafting the

PSLRA in such a manner Congress expressed a preference for the percentage as opposed to the

lodestar method of determining attorneysrsquo fees in securities class actions See Veeco 2007 WL

4115808 at 3 Maley v Del Global Techs Corp 186 F Supp 2d 358 370 (SDNY 2002) In re

Am Bank Note Holographics 127 F Supp 2d 418 430 (SDNY 2001) In re Global Crossing Sec

amp ERISA Litig 225 FRD 436 465-66 (SDNY 2004)

Given the language of the PSLRA the Supreme Courtrsquos indication that the percentage

method is proper in this type of case the Second Circuitrsquos explicit approval of the percentage

method in Goldberger and the trend among the district courts in this Circuit the Court should award

4 All federal Courts of Appeal to consider the matter have approved the percentage method with two circuits requiring its use in common fund cases See In re Thirteen Appeals Arising out of the

San Juan Dupont Plaza Hotel Fire Litig 56 F3d 295 305 (1st Cir 1995) In re GMC Pick-Up

Truck Fuel Tank Prods Liab Litig 55 F3d 768 821-22 (3d Cir 1995) Union Asset Mgmt

Holding AG v Dell Inc 669 F3d 632 644 (5th Cir 2012) Rawlings v Prudential-Bache Props 9 F3d 513 515-16 (6th Cir 1993) Harman v Lyphomed Inc 945 F2d 969 975 (7th Cir 1991) Johnston v Comerica Mortg Corp 83 F3d 241 246 (8th Cir 1996) Powers v Eichen 229 F3d 1249 1256 (9th Cir 2000) Brown v Phillips Petroleum Co 838 F2d 451 454-56 (10th Cir 1988) Faught v Am Home Shield Corp 668 F3d 1233 1242 (11th Cir 2011) Swedish Hosp Corp v

Shalala 1 F3d 1261 1269-71 (DC Cir 1993) The Eleventh and District of Columbia Circuits require the use of the percentage method in common fund cases See Faught 668 F3d at 1242 Swedish Hosp 1 F3d at 1271

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 16 of 34

- 8 - 1308528_1

Lead Counsel attorneysrsquo fees based on a percentage of the fund The percentage approach not only

directly aligns the interests of counsel and the class (Elliot v Leatherstocking Corp No 310-CV-

0934 (MADDEP) 2012 WL 6024572 at 5 (NDNY Dec 4 2012)) it also recognizes that the

quality of counselrsquos services is measured best by the results achieved and ldquocan serve as a proxy for

the market in setting counsel feesrdquo Am Bank Note 127 F Supp 2d at 432

C The Requested Attorneysrsquo Fees Are Reasonable Under the

Percentage-of-the-Fund Method

The Supreme Court has recognized that an appropriate Court-awarded fee is intended to

approximate what counsel would receive if they were bargaining for the services in the marketplace

See Missouri v Jenkins 491 US 274 285-86 (1989) If this were a non-class action the customary

fee arrangement would be contingent and in the range of 33 of the recovery See Blum 465 US at

904 (ldquoIn tort suits an attorney might receive one-third of whatever amount the plaintiff recovers In

those cases therefore the fee is directly proportional to the recoveryrdquo) (Brennan J concurring)

The requested 25 fee is well within the range of percentage fees awarded within the Second

Circuit in other comparable securities and antitrust cases See eg In re BioScrip Inc Sec Litig

No 13-cv-6922 (AJN) 2017 US Dist LEXIS 118881 at 58 (SDNY July 26 2017) (awarding

25 of $10900000 settlement fund finding that such an award ldquolsquofalls within the range of

percentages regularly awarded inrsquo analogous common fund casesrdquo) (citation omitted) Patel v L-3

Commcrsquons Holdings Inc No 114-cv-06038-VEC slip op at 1 (SDNY Aug 17 2017)

(awarding 25 of $345 million settlement) City of Austin Police Ret Sys v Kinross Gold Corp

No 112-cv-01203-VEC 2015 US Dist LEXIS 181932 at 12 (SDNY Oct 15 2015) (awarded

fees of 30 of $33 million recovery plus expenses) Landmen Partners Inc v Blackstone Grp LP

No 08-cv-03601-HB-FM slip op at 5 (SDNY Dec 18 2013) (awarded fees of 33-13 of $85

million recovery plus expenses) Bd of Trs of the Operating Engrsquors Pension Tr v JPMorgan

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 17 of 34

- 9 - 1308528_1

Chase Bank Natrsquol Assrsquon No 09-cv-09333-KBF slip op at 1 (SDNY Nov 20 2013) (awarded

fees of 30 of $23 million recovery plus expenses) Citiline Holdings Inc v iStar Fin Inc No

108-cv-03612-RJS slip op at 1 (SDNY Apr 5 2013) (awarded fees of 30 of $29 million

recovery plus expenses) In re Sanofi-Aventis Sec Litig No 107-cv-10279-GBD slip op at 1

(SDNY Jan 22 2014) (awarded fees of 275 of $40 million recovery plus expenses) Cornwell

v Credit Suisse Grp No 08-cv-03758(VM) slip op at 2 (SDNY July 20 2011) (awarded fees of

275 of $70 million recovery plus expenses) Mass Bricklayers amp Masons Tr Funds v Deutsche

Alt-A Sec Inc No 208-cv-03178-LDW-ARL slip op at 3 (EDNY July 11 2012) (awarded

265 of $325 million recovery plus expenses) In re CIT Grp Inc Sec Litig No 108-cv-06613-

BSJ-THK slip op at 1-2 (SDNY June 13 2012) (awarded 265 of $75 million recovery plus

expenses)5

Another factor favoring the reasonableness of Lead Counselrsquos 25 fee application under the

percentage-of-the-fund method is that this fee was negotiated with and approved by the Lead

Plaintiff an institutional investor charged by the Court and the PSLRA with responsibility for

monitoring Lead Counsel See Chicago Police Decl parapara15-18

The PSLRA was intended to encourage sophisticated and financially-interested investors like

Lead Plaintiff to assume control of securities class actions HR Conf Rep No 104-369 at 32

1995 WL 709276 at 731 (1995) Congress believed that these institutions would be in the best

position to monitor the prosecution of litigation to assess the quality of counselrsquos representation and

to determine a fair fee Here Lead Plaintiff a large institution played an active role in the

Litigation and closely supervised the work of Lead Counsel See Chicago Police Decl parapara7-9

Accordingly Lead Plaintiffrsquos endorsement of the fee request supports its approval See eg Veeco

5 All unreported authorities are attached hereto as Exhibits 1 through 9

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 18 of 34

- 10 - 1308528_1

2007 WL 4115808 at 8 (ldquopublic policy considerations support the award in this case because the

Lead Plaintiff a large public pension fund ndash conscientiously supervised the work of lead counsel

and has approved the fee requestrdquo)

D The Fee Request Is Reasonable Under the Lodestar Method

To ensure the reasonableness of a fee awarded under the percentage-of-the-fund method the

Second Circuit encourages district courts to cross-check the proposed award against counselrsquos

lodestar See Goldberger 209 F3d at 50 Applying the lodestar cross-check underscores and

affirms the reasonableness of the requested percentage ldquoUnder the lodestar method the court must

engage in a two-step analysis first to determine the lodestar the court multiplies the number of

hours each attorney spent on the case by each attorneyrsquos reasonable hourly rate and second the

court adjusts that lodestar figure (by applying a multiplier) to reflect such factors as the risk and

contingent nature of the litigation the result obtained and the quality of the attorneyrsquos workrdquo City

of Providence 2014 WL 1883494 at 13 ldquoCalculation of the lodestar however is simply the

beginning of the analysisrdquo In re Warner Commcrsquons Sec Litig 618 F Supp 735 747 (SDNY

1985) affrsquod 798 F2d 35 (2d Cir 1986) In re Ivan F Boesky Sec Litig 888 F Supp 551 562

(SDNY 1995) Performing the lodestar calculation here confirms that the fee requested by Lead

Counsel is reasonable and should be approved

Lead Counsel and its paraprofessionals have spent in the aggregate 222095 hours in the

prosecution of this case producing a total lodestar amount of $157125275 when multiplied by Lead

Counselrsquos billing rates See the accompanying Declaration of Henry Rosen Filed on Behalf of

Robbins Geller Rudman amp Dowd LLP (ldquoRobbins Geller Declrdquo)6 The amount of attorneysrsquo fees

6 In determining whether the rates are reasonable the Court should take into account the attorneysrsquo professional reputation experience and status Lead Counsel is among the most prominent experienced and well-regarded securities practitioners in the nation Therefore the hourly rates are

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 19 of 34

- 11 - 1308528_1

requested by Lead Counsel herein $3750000 plus interest represents a modest multiplier of 23 to

counselrsquos aggregate lodestar7

The requested 23 multiplier in this Litigation is within the range of multipliers commonly

awarded in securities class actions and other comparable litigation In cases of this nature fees

representing multiples above lodestar are regularly awarded to reflect the contingency-fee risk and

other relevant factors See In re FLAG Telecom Holdings Ltd Sec Litig No 02-CV-3400 (CM)

(PED) 2010 WL 4537550 at 26 (SDNY Nov 8 2010) (ldquolsquoa positive multiplier is typically

applied to the lodestar in recognition of the risk of the litigation the complexity of the issues the

contingent nature of the engagement the skill of the attorneys and other factorsrsquordquo) (citation

omitted) In re Comverse Tech Inc Sec Litig No 06-CV-1825 (NGG) (RER) 2010 WL 2653354

at 5 (EDNY June 24 2010) (ldquoWhere as here counsel has litigated a complex case under a

contingency fee arrangement they are entitled to a fee in excess of the lodestarrdquo)

Indeed in complex contingent litigation lodestar multipliers between 2 and 5 are commonly

awarded See Wal-Mart 396 F3d at 123 (upholding multiplier of 35 as reasonable on appeal)

NECA-IBEW Health amp Welfare Fund v Goldman Sachs amp Co No 108-cv-10783-LAP 2016 WL

3369534 at 1 (SDNY May 2 2016) (awarding fee representing a 39 multiplier) Davis 827 F

Supp 2d at 185 (awarding fee representing multiplier of 53 which was ldquonot atypicalrdquo in similar

cases) Credit Suisse slip op at 4 (awarding fee representing a multiplier of 47) Comverse 2010

WL 2653354 at 5 (awarding fee representing 278 multiplier) Telik 576 F Supp 2d at 590 (ldquoIn

contingent litigation lodestar multiples of over 4 are routinely awarded by courts including this

reasonable here See In re Merrill Lynch amp Co Inc Research Reports Sec Litig No 02 MDL 1484 (JFK) 2007 WL 313474 at 22 (SDNY Feb 1 2007) (approving counselrsquos hourly rates)

7 The Supreme Court and other courts have held that the use of current rates is proper since such rates compensate for inflation and the loss of use of funds See Jenkins 491 US at 283-84

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 20 of 34

- 12 - 1308528_1

Courtrdquo) In re Bisys Sec Litig No 04 Civ 3840 (JSR) 2007 WL 2049726 at 3 (SDNY July

16 2007) (awarding 30 fee representing a 299 multiplier and finding that the multiplier ldquofalls well

within the parameters set in this district and elsewhererdquo) In re AremisSoft Corp Sec Litig 210

FRD 109 135 (DNJ 2002) (43 multiplier was appropriate in light of the contingency risk and

the quality of the result achieved) Maley 186 F Supp 2d at 369 (awarding fee equal to a 465

multiplier which was ldquowell within the range awarded by courts in this Circuit and courts throughout

the countryrdquo)

The lodestarmultiplier is to be used merely as a cross-check on reasonableness To find

otherwise undermines the principles supporting the percentage approach and encourages needless

lodestar-building litigation See In re Ikon Office Sols Inc 194 FRD 166 196 (ED Pa 2000)

(ldquoThe court will not reduce the requested award simply for the sake of doing so when every other

factor ordinarily considered weighs in favor of approving class counselrsquos request of thirty percentrdquo)

Lead Counsel invested substantial time and effort prosecuting this Litigation against Defendants to a

successful completion The requested fee therefore is manifestly reasonable whether calculated as

a percentage of the fund or in relation to Lead Counselrsquos lodestar Moreover as discussed below

each of the factors cited by the Second Circuit in Goldberger also strongly supports a finding that the

requested fee is reasonable

E The Relevant Factors Confirm that the Requested Fee Is Reasonable

In Goldberger the Second Circuit explained that whether the court uses the percentage-of-

the-fund method or the lodestar approach it should continue to consider the traditional criteria that

reflect a reasonable fee in common fund cases including

bull the time and labor expended by counsel

bull the risks of the litigation

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 21 of 34

- 13 - 1308528_1

bull the magnitude and complexity of the litigation

bull the requested fee in relation to the settlement

bull the quality of representation and

bull public policy considerations

Goldberger 209 F3d at 50 Consideration of these factors demonstrates that the requested fee is fair

and reasonable

1 The Time and Labor Expended by Counsel

Lead Counsel has expended substantial time and effort pursuing the Litigation on behalf of

the Class Since the Litigation commenced Lead Counsel and its paraprofessionals devoted over

2200 hours to prosecuting the Classrsquo claims As detailed in the Rosen Declaration submitted

herewith Lead Counsel among other things

bull conducted an extensive factual investigation relating to Defendantsrsquo conduct and the tax avoidance scheme

bull researched the law relevant to the claims asserted including Brazilian tax laws and Defendantsrsquo potential defenses thereto and drafted detailed complaints

bull drafted an opposition to Defendantsrsquo motions to dismiss the Consolidated Complaint

bull consulted with Brazilian attorneys regarding the unique issues raised in the Litigation

bull consulted with experts and consultants in the areas of damages and market efficiency

bull participated in lengthy armrsquos-length settlement negotiations and mediation with Defendants and

bull negotiated and drafted the Stipulation and exhibits thereto as well as the motion for preliminary approval of the Settlement

Rosen Decl parapara3-31 Moreover Lead Counsel with the assistance of its damages expert and in-

house damages consultant prepared the proposed Plan of Allocation Throughout the Litigation

Lead Counsel staffed the matter efficiently and avoided any unnecessary duplication of effort Lead

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 22 of 34

- 14 - 1308528_1

Counselrsquos work in the Litigation will not end with the Courtrsquos approval of the Settlement

Additional hours and resources will necessarily be expended assisting Members of the Class with the

completion and submission of their Proof of Claim and Release forms shepherding the claims

process and responding to Class Member inquiries See Aponte v Comprehensive Health Mgmt

No 10 Civ 4825 (JLC) 2013 WL 1364147 at 6 (SDNY Apr 2 2013) The significant amount

of time and effort devoted to this case by Lead Counsel to obtain a $15 million recovery confirms

that the 25 fee request is reasonable

2 The Risks of the Litigation

a The Contingent Nature of Lead Counselrsquos

Representation Supports the Requested Fee

The risk undertaken in the litigation is often considered the most important Goldberger

factor Goldberger 209 F3d at 54 Comverse 2010 WL 2653354 at 5 Telik 576 F Supp 2d at

592 The Second Circuit has recognized that the risk associated with a case undertaken on a

contingent fee is an important factor in determining an appropriate fee award

No one expects a lawyer whose compensation is contingent upon his success to charge when successful as little as he would charge a client who in advance had agreed to pay for his services regardless of success Nor particularly in complicated cases producing large recoveries is it just to make a fee depend solely on the reasonable amount of time expended

Detroit v Grinnell Corp 495 F2d 448 470 (2d Cir 1974) ldquoLittle about litigation is risk-free and

class actions confront even more substantial risks than other forms of litigationrdquo Teachersrsquo Ret Sys

v ACLN Ltd No 01-CV-11814 (MP) 2004 WL 1087261 at 3 (SDNY May 14 2004) Am

Bank Note 127 F Supp 2d at 433 (concluding it is ldquoappropriate to take this [contingent fee] risk

into account in determining the appropriate fee to awardrdquo) In re Prudential Sec Ltd Prsquoships Litig

985 F Supp 410 417 (SDNY 1997) (ldquoNumerous courts have recognized that the attorneyrsquos

contingent fee risk is an important factor in determining the fee awardrdquo) This risk encompasses not

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 23 of 34

- 15 - 1308528_1

just the risk of no payment but also the risk of underpayment See In re Contrsquol Ill Sec Litig 962

F2d 566 569-70 (7th Cir 1992) (reversing district courtrsquos fee award where court failed to account

for among other things risk of underpayment to counsel) When considering the reasonableness of

attorneysrsquo fees in a contingency action the court should consider the risks of the litigation at the time

the suit was brought See Goldberger 209 F3d at 55 In re Sadia SA Sec Litig No 08 Civ 9528

(SAS) 2011 WL 6825235 at 3 (SDNY Dec 28 2011)

The reasonableness of the requested fee is also supported by an evaluation of the risks

undertaken by Lead Counsel in prosecuting this class action Lead Counsel undertook this Litigation

on a wholly-contingent fee basis investing a substantial amount of time and money to prosecute this

very risky action without a guarantee of compensation or even the recovery of expenses Unlike

Defendantsrsquo counsel who are paid substantial hourly rates and reimbursed for their expenses on a

regular basis Lead Counsel has not been compensated for any time or expenses since this case

began and would have received no compensation or even payment of its expenses had this case not

been successful

From the outset Lead Counsel understood that it was embarking on a complex expensive

and lengthy litigation with no guarantee of ever being compensated for investing the time and money

the case would require In undertaking that responsibility Lead Counsel was obligated to assure that

sufficient attorney and paraprofessional resources were dedicated to prosecuting the Litigation and

that funds were available to compensate staff and to pay for the considerable costs which a case such

as this entails Under these circumstances the financial burden on contingent-fee counsel is far

greater than on a firm that is paid on an ongoing basis

In addition to advancing litigation expenses Lead Counsel faced the possibility that it would

receive no attorneysrsquo fees It is wrong to presume that a law firm handling complex contingent

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 24 of 34

- 16 - 1308528_1

litigation always wins There are numerous instances where in contingent cases such as this one

plaintiffrsquos counsel have expended thousands of hours without receiving any compensation8

Losses in contingent-fee litigations especially those brought under the PSLRA are

exceedingly expensive Lead Counselrsquos assumption of the contingency fee risk strongly supports the

reasonableness of the requested fee See FLAG Telecom 2010 WL 4537550 at 27 (ldquoCourts in the

Second Circuit have recognized that the risk associated with a case undertaken on a contingent fee

basis is an important factor in determining an appropriate fee awardrdquo) In re Marsh ERISA Litig

265 FRD 128 148 (SDNY 2010) (ldquoThere was significant risk of non-payment in this case and

Plaintiffsrsquo Counsel should be rewarded for having borne and successfully overcome that riskrdquo)

b Litigation Risks

While Lead Plaintiff remains confident in its ability to prove its claims and that once the

truth was revealed Class Members suffered legally cognizable losses on their purchases of Gerdau

ADRs during the Class Period it recognizes that its ability to prove liability was far from certain

Rosen Decl parapara33-35 As detailed in the Rosen Declaration and in the Settlement Memorandum

Defendants raised numerous challenges to the materiality scienter and loss causation elements of

8 The risk of no recovery in complex cases of this type is real and is heightened when lead counsel press to achieve the very best result for those they represent There are numerous class actions in which lead counsel expended thousands of hours and yet received no remuneration despite their diligence and expertise See eg Hubbard v BankAtlantic Bancorp Inc 688 F3d 713 725 (11th Cir 2012) (affirming judgment as a matter of law following jury verdict partially in plaintiffsrsquo favor) In re Oracle Corp Sec Litig No C 01-00988-SI 2009 WL 1709050 (ND Cal June 19 2009) affrsquod 627 F3d 376 (9th Cir 2010) (court granted summary judgment for defendants after eight years of litigation after plaintiffsrsquo counsel incurred over $7 million in expenses and worked over 100000 hours representing a lodestar of approximately $40 million) In re JDS Uniphase

Corp Sec Litig No C-02-1486 CW (EDL) 2007 WL 4788556 at 1 (ND Cal Nov 27 2007) (jury verdict for defendants) Robbins v Koger Props 116 F3d 1441 1449 (11th Cir 1997) (jury verdict of $81 million for plaintiffs against an accounting firm reversed on appeal on loss causation grounds and judgment entered for defendant) Anixter v Home-Stake Prod Co 77 F3d 1215 1233 (10th Cir 1996) (Tenth Circuit overturned securities fraud class action jury verdict for plaintiffs in case filed in 1973 and tried in 1988 on basis of 1994 Supreme Court opinion)

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 25 of 34

- 17 - 1308528_1

Lead Plaintiffrsquos claims under the federal securities laws The Individual Defendants also challenged

this Courtrsquos personal jurisdiction over them Obtaining documents and testimony from witnesses in

Brazil would be expensive if possible at all Therefore there was a question whether Lead Plaintiff

would ultimately be able to prove that Defendants who could be sued in this Court acted knowingly

or recklessly made materially false or misleading statements or omissions as required

With respect to proving loss causation Defendants would continue to argue that the declines

in Gerdaursquos ADR price were caused by factors other than Lead Plaintiffrsquos alleged corrective

disclosures Id para369 Defendants would never concede their liability and if their motions to

dismiss were denied would continue to press their defenses at summary judgment and trial Lead

Plaintiff also faced the risk that the Court would deny its motion to certify the Class if the Litigation

reached that stage

c Risk as to Damages

Whether Lead Plaintiff could prove damages also was unsettled Defendants strenuously

disagreed with Lead Plaintiffrsquos damages theories and estimates In order for the Class to recover

damages at the level estimated by Lead Counselrsquos expert it would need to prevail on each and every

one of the claims alleged for the entirety of the Class Period The damage assessments of the

partiesrsquo respective trial experts would be sure to vary substantially and trial would become a ldquobattle

of expertsrdquo The outcome of such battles is never predictable and there existed the very real

possibility that a jury could be swayed by experts for Defendants to minimize the Classrsquo losses or to

show that the losses were attributable to factors other than the alleged misstatements and omissions

Thus even if Lead Plaintiff prevailed as to liability at trial the judgment obtained could well have

been only a fraction of the damages claimed

9 Another litigation risk for Lead Plaintiff was the proper length of the Class Period Id

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 26 of 34

- 18 - 1308528_1

3 The Magnitude and Complexity of the Litigation

The complexity of the litigation is another factor examined by courts evaluating the

reasonableness of attorneysrsquo fees requested by class counsel See Chatelain v Prudential-Bache

Sec 805 F Supp 209 216 (SDNY 1992) It is widely recognized that ldquoshareholder actions are

notoriously complex and difficult to proverdquo See In re Bayer AG Sec Litig No 03 Civ 1546

(WHP) 2008 WL 5336691 at 5 (SDNY Dec 15 2008) see also FLAG Telecom 2010 WL

4537550 at 27 ldquo[S]ecurities actions have become more difficult from a plaintiffrsquos perspective in

the wake of the PSLRArdquo Ikon 194 FRD at 194 see also In re AOL Time Warner Inc Sec amp

ldquoERISArdquo Litig No MDL 1500 2006 WL 903236 at 9 (SDNY Apr 6 2006) (ldquo[T]he legal

requirements for recovery under the securities laws present considerable challenges particularly

with respect to loss causation and the calculation of damages These challenges are exacerbated

where a number of controlling decisions have recently shed new light on the standard for loss

causationrdquo) This case was no exception As described in greater detail in the accompanying

Settlement Memorandum and the Rosen Declaration this Litigation involved a number of difficult

and complex questions concerning liability of foreign defendants and loss causation that would have

required extensive additional efforts by Lead Counsel and further consultation with Brazilian law

tax accounting and economic experts

The trial of liability issues alone would have involved substantial attorney and expert time

the introduction of voluminous documentary and deposition evidence which would require

translation vigorously contested motions and the considerable expenditures of judicial resources

Because this case revolved around ldquodifficult complex hotly disputed and expert-intensive issuesrdquo

this factor favors awarding a 25 fee City of Providence 2014 WL 1883494 at 16

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 27 of 34

- 19 - 1308528_1

4 The Quality of Representation Supports the Requested Fee

The quality of the representation by Lead Counsel is another important factor that supports

the reasonableness of the requested fee Lead Counsel submits that the quality of the representation

here is best evidenced by the quality of the result achieved See Settlement Memorandum at 18-19

see also FLAG Telecom 2010 WL 4537550 at 28 Bisys 2007 WL 2049726 at 3 It took a great

deal of skill to achieve a settlement at this level in this particular case Lead Counsel is a nationally

known leader in the fields of securities class actions and complex litigation This is attributable to

the diligence determination hard work and reputation of counsel who developed litigated and

successfully negotiated the Settlement of this Litigation and a substantial immediate cash recovery in

a very difficult case without the risk of further litigation See Teachersrsquo Ret Sys 2004 WL

1087261 at 6

Finally courts repeatedly recognize that the quality of the opposition faced by plaintiffsrsquo

counsel should also be taken into consideration in assessing the quality of counselrsquos performance

See eg BioScrip 2017 US Dist LEXIS 118881 at 73 (ldquo[O]pposing counsel in this case was

itself highly skilled a factor courts have considered in approving feesrdquo) Marsh ERISA 265 FRD

at 148 (ldquoThe high quality of defense counsel opposing Plaintiffsrsquo efforts further proves the caliber of

representation that was necessary to achieve the Settlementrdquo) Veeco 2007 WL 4115808 at 7

(among the factors supporting a 30 award of attorneysrsquo fees was that defendants were represented

by ldquoone of the countryrsquos largest law firmsrdquo) Here Defendants are represented by lawyers from

Skadden Arps Slate Meagher amp Flom LLP and Kramer Levin Naftalis amp Frankel LLP highly

respected law firms who presented very skilled defenses and spared no effort in representing their

clients Notwithstanding this formidable opposition Lead Counselrsquos ability to present a strong case

and to demonstrate its willingness to continue to vigorously prosecute the Litigation through trial

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 28 of 34

- 20 - 1308528_1

and then inevitable appeals enabled Lead Counsel to achieve a very favorable Settlement for the

benefit of the Class

5 Public Policy Considerations

A strong public policy concern exists for rewarding firms for bringing successful securities

litigation See FLAG Telecom 2010 WL 4537550 at 29 (if the ldquoimportant public policy [of

enforcing the securities laws] is to be carried out the courts should award fees which will adequately

compensate Lead Counsel for the value of their efforts taking into account the enormous risks they

undertookrdquo) Maley 186 F Supp 2d at 373 (ldquoIn considering an award of attorneyrsquos fees the public

policy of vigorously enforcing the federal securities laws must be consideredrdquo) Hicks 2005 WL

2757792 at 9 (ldquolsquoTo make certain that the public is represented by talented and experienced trial

counsel the remuneration should be both fair and rewardingrsquordquo) (citation omitted) Accordingly

public policy favors granting Lead Counselrsquos fee and expense application here

6 The Classrsquo Reaction to the Fee Request to Date Supports the

Requested Fee

To date the Claims Administrator has sent over 36900 copies of the Notice to potential

Class Members and nominees informing them inter alia that Lead Counsel intended to apply to the

Court for an award of attorneysrsquo fees in an amount not to exceed 25 of the total recovery plus

expenses not to exceed $200000 plus interest on both amounts10 The time to object to the fee

request expires on September 29 2017 To date just one week before the objection deadline not a

single objection to the fee and expense amounts set forth in the Notice has been received Such a

ldquolow level of objection is a lsquorare phenomenonrsquordquo In re Rite Aid Corp Sec Litig 396 F3d 294 305

(3d Cir 2005) (citation omitted) Moreover ldquoa significant number of investors in the class were

10 See Declaration of Carole K Sylvester Regarding Notice Dissemination Publication and Requests for Exclusion Received to Date para11 and Ex A (ldquoSylvester Declrdquo) submitted herewith

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 29 of 34

- 21 - 1308528_1

lsquosophisticatedrsquo institutional investors that had considerable financial incentive to object [to the

settlement] had they believed [the settlement was unfair or] the requested fees were excessiverdquo Id

Additionally the Lead Plaintiff supports the fee request See Chicago Police Decl para17 The fact

that no objections were received is compelling evidence of the fairness of the fee request

IV LEAD COUNSELrsquoS EXPENSES WERE REASONABLY INCURRED AND

NECESSARY TO THE PROSECUTION OF THIS LITIGATION

Lead Counsel also respectfully requests an award of $16273405 in expenses incurred while

prosecuting the Litigation Lead Counsel has submitted a declaration regarding these modest

expenses which are properly recovered by counsel See accompanying Robbins Geller Decl See

eg In re China Sunergy Sec Litig No 07 Civ 7895 (DAB) 2011 WL 1899715 at 6 (SDNY

May 13 2011) (in a class action attorneys should be compensated ldquofor reasonable out-of-pocket

expenses incurred and customarily charged to their clients as long as they were lsquoincidental and

necessary to the representationrsquordquo) (citation omitted) FLAG Telecom 2010 WL 4537550 at 30 (ldquoIt

is well accepted that counsel who create a common fund are entitled to the reimbursement of

expenses that they advanced to a classrdquo) In re Indep Energy Holdings PLC Sec Litig 302

F Supp 2d 180 183 n3 (SDNY 2003) (court may compensate class counsel for reasonable

expenses necessary to the representation of the class)

Counselrsquos expenses include the costs of hiring experts and consultants travel mediating the

Classrsquo claims and computerized research A complete breakdown by category of the expenses

incurred is set forth in the Robbins Geller Declaration These expenses were critical to Lead

Plaintiffrsquos success in achieving the Settlement See Global Crossing 225 FRD at 468 (ldquoThe

expenses incurred ndash which include investigative and expert witnesses filing fees service of process

travel legal research and document production and review ndash are the type for which lsquothe paying

armsrsquo length marketrsquo reimburses attorneys [f]or this reason they are properly chargeable to the

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 30 of 34

- 22 - 1308528_1

Settlement fundrdquo) Not a single objection to the expense amount set forth in the Notice has been

received Accordingly Lead Counsel respectfully requests payment for these expenses plus interest

earned on such amount at the same rate as that earned by the Settlement

V LEAD PLAINTIFF SHOULD BE AWARDED ITS REASONABLE TIME

AND EXPENSES UNDER 15 USC sect78u-4(a)(4)

Lead Plaintiff seeks approval for an award of $3765 for the time it spent directly relating to

its representation of the Class The PSLRA specifically provides that an ldquoaward of reasonable costs

and expenses (including lost wages) directly relating to the representation of the classrdquo may be made

to ldquoany representative party serving on behalf of a classrdquo 15 USC sect78u-4(a)(4)

The Lead Plaintiff dedicated time to the Litigation by reviewing significant pleadings and

briefs in the Litigation communicating regularly with Lead Counsel and monitoring the progress of

settlement negotiations See Chicago Police Decl para20 Numerous courts have approved reasonable

awards to compensate lead plaintiffs for the time and effort they spent on behalf of a class See

Kinross Gold 2015 US Dist LEXIS 181932 at 14 (awarding $1680011 to lead plaintiff and

additional named plaintiffs ldquoto compensate them for their reasonable costs and expenses directly

relating to their representation of the Classrdquo) In re Intercept Pharms Inc Sec Litig No 114-cv-

01123-NRB slip op at 1 (SDNY Oct 20 2016) (awarding $527500 and $740125 to lead

plaintiffs ldquodirectly relating to the representation of the Classrdquo) Hicks 2005 WL 2757792 at 10

(ldquoCourts in this Circuit routinely award such costs and expenses both to reimburse the named

plaintiffs for expenses incurred through their involvement with the action and lost wages as well as

to provide an incentive for such plaintiffs to remain involved in the litigation and to incur such

expenses in the first placerdquo)

Lead Plaintiff took an active role with the prosecution of the Litigation These are precisely

the types of activities that courts have found to support awards to class representatives See eg In

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 31 of 34

- 23 - 1308528_1

re Am Intrsquol Grp Inc No 04 Civ 8141 (DAB) 2010 WL 5060697 at 3 (SDNY Dec 2 2010)

(granting PSLRA award of $30000 to institutional lead plaintiffs ldquoto compensate them for the time

and effort they devoted on behalf of a classrdquo) FLAG Telecom 2010 WL 4537550 at 31 (approving

award of $100000 to lead plaintiff for time spent in the litigation) Veeco 2007 WL 4115808 at 12

(characterizing such awards as ldquolsquoroutine[]rsquordquo in this Circuit) (citation omitted)

The Notice sufficiently informed potential Class Members that such expenses would be

sought Sylvester Decl Ex A at 2 The modest request by Lead Plaintiff is supported by

declaration is reasonable and fully justified under the PSLRA and should be granted There have

been no objections to this request

VI CONCLUSION

Based on the foregoing and the entire record herein Lead Counsel respectfully requests that

the Court award attorneysrsquo fees of 25 of the $15 million recovery plus expenses in the amount of

$16273405 plus interest on both amounts and $3765 to Lead Plaintiff

DATED September 22 2017 Respectfully submitted

s Ellen Gusikoff Stewart

Henry Rosen Ellen Gusikoff Stewart Susannah R Conn ROBBINS GELLER RUDMAN amp DOWD LLP 655 West Broadway Suite 1900 San Diego CA 92101 Telephone 619231-1058 619231-7423 (fax) henryrrgrdlawcom ellengrgrdlawcom sconnrgrdlawcom

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 32 of 34

- 24 - 1308528_1

Samuel H Rudman David A Rosenfeld ROBBINS GELLER RUDMAN amp DOWD LLP 58 South Service Road Suite 200 Melville NY 11747 Telephone 631367-7100 631367-1173 (fax) srudmanrgrdlawcom drosenfeldrgrdlawcom

Christopher C Gold ROBBINS GELLER RUDMAN amp DOWD LLP 120 East Palmetto Park Road Suite 500 Boca Raton FL 33432 Telephone 561750-3000 561750-3364 (fax) cgoldrgrdlawcom

Lead Counsel for Plaintiff

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 33 of 34

CERTIFICATE OF SERVICE

I Ellen Gusikoff Stewart hereby certify that on September 22 2017 I caused a true and

correct copy of the attached

Memorandum of Law in Support of Lead Counselrsquos Motion for an Award of Attorneysrsquo Fees and Expenses and Award to Lead Plaintiff Pursuant to 15 USC sect78u-4(a)(4)

to be electronically filed with the Clerk of the Court using the CMECF system which will send

notification of such public filings to all counsel registered to receive such notice

s Ellen Gusikoff Stewart

ELLEN GUSIKOFF STEWART

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 34 of 34

EXHIBIT 1

Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 1 of 5

UNITED STATES DISTRICT COURTSOUTHERN DISTRICT OF NEW YORK

xZUBAIR PATEL Individually and on Behalf of All Others Similarly Situated

Plaintiff

vs

L-3 COMMUNICATIONS HOLDINGS INC et al

Defendants

x

Civil Action No 114-cv-06038-VEC(Consolidated)

CLASS ACTION

REVISED [PROPOSED] ORDER AWARDING ATTORNEYSrsquo FEES AND EXPENSES AND AWARDS TO LEAD PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 1 of 4

81717

USDC SDNY DOCUMENT ELECTRONICALLY FILED DOC DATE FILED

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 1 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 2 of 5

- 1 -

This matter having come before the Court on August 16 2017 on the motion of Lead

Counsel for an award of attorneysrsquo fees and expenses (the ldquoFee Motionrdquo) the Court having

considered all papers filed and proceedings conducted herein having found the Settlement of this

Litigation to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Stipulation of Settlement

dated February 22 2017 (the ldquoStipulationrdquo) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 Notice of Lead Counselrsquos Fee Motion was given to all Class Members who could be

located with reasonable effort The form and method of notifying the Class of the Fee Motion met

the requirements of Rule 23 of the Federal Rules of Civil Procedure and 15 USC sect78u-4(a)(7) the

Securities Exchange Act of 1934 as amended by the Private Securities Litigation Reform Act of

1995 due process and any other applicable law constituted the best notice practicable under the

circumstances and constituted due and sufficient notice to all persons and entities entitled thereto

4 The Court hereby awards Lead Counsel attorneysrsquo fees of 25 of the Settlement

Fund (or $8625000) plus expenses in the amount of $47598074 together with the interest earned

on both amounts for the same time period and at the same rate as that earned on the Settlement Fund

until paid The Court finds that the amount of fees awarded is appropriate and that the amount of

fees awarded is fair and reasonable under the ldquopercentage-of-recoveryrdquo method

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 2 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 2 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 3 of 5

- 2 -

5 The fees and expenses shall be allocated amongst Lead Plaintiffsrsquo Counsel in a

manner that Lead Counsel in good faith believes reflects the contributions of such counsel to the

prosecution and settlement of the Litigation

6 The awarded attorneysrsquo fees and expenses and interest earned thereon shall be paid to

Lead Counsel subject to the terms conditions and obligations of the Stipulation and in particular

para62 thereof which terms conditions and obligations are incorporated herein

7 In making this award of fees and expenses to Lead Counsel the Court has considered

and found that

(a) the Settlement has created a fund of $34500000 in cash that is already on

deposit and numerous Class Members who submit or have submitted valid Proof of Claim and

Release forms will benefit from the Settlement created by Lead Counsel

(b) over 47000 copies of the Notice were disseminated to Class Members

indicating that Lead Counsel would move for attorneysrsquo fees in the amount of 25 of the Settlement

Fund and for expenses in an amount not to exceed $600000 and no objections to the fees or

expenses were filed by Class Members

(c) Lead Counsel has pursued the Litigation and achieved the Settlement with

skill perseverance and diligent advocacy

(d) Lead Counsel has expended substantial time and effort pursuing the Litigation

on behalf of the Class

(e) Lead Counsel pursued the Litigation on a contingent basis having received no

compensation during the Litigation and any fee amount has been contingent on the result achieved

(f) the Litigation involves complex factual and legal issues and in the absence of

settlement would involve lengthy proceedings whose resolution would be uncertain

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 3 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 3 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 4 of 5

- 3 -

(g) had Lead Counsel not achieved the Settlement there would remain a

significant risk that the Class may have recovered less or nothing from Defendants

(h) Lead Counsel has devoted over 8500 hours with a lodestar value of

$439142350 to achieve the Settlement

(i) public policy concerns favor the award of reasonable attorneysrsquo fees and

expenses in securities class action litigation and

(j) the attorneysrsquo fees and expenses awarded are fair and reasonable and

consistent with awards in similar cases within the Second Circuit

8 Any appeal or any challenge affecting this Courtrsquos approval regarding the Fee Motion

shall in no way disturb or affect the finality of the Judgment entered with respect to the Settlement

9 Pursuant to 15 USC sect78u-4(a)(4) the Court awards the following amounts to Lead

Plaintiffs for the time they spent directly related to their representation of the Class $39000 to City

of Pontiac General Employeesrsquo Retirement System $86000 to Local 1205 Pension Plan and

$100000 to City of Taylor Police and Fire Retirement System

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this Order shall be

rendered null and void to the extent provided in the Stipulation and shall be vacated in accordance

with the Stipulation

IT IS SO ORDERED

DATED ______________________ ________________________________________THE HONORABLE VALERIE E CAPRONIUNITED STATES DISTRICT JUDGE

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 4 of 4

August 17 2017

___________________________________________ _________E HONORABLE VALEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEERIE E CA

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 4 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 5 of 5

EXHIBIT 2

Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 1 of 10

rus1$$i)Ny I DOCUMENT

ELECTRONICALLY FILED DOC

SOUTHERN DISTRICT OF NEW YORK

UNITED STATES DISTRICT COURT

d a t e b Z l セ e セ d M Z セ セ セ ャ M セ------------------___________ x セ セ セ セ セ セ セ ] ] セ セ セ セ

LAND MEN PARTNERS INC Individually Civil Action No 08-cv-03601-HBshy

and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff FINAL JUDGMENT AND ORDER OF

vs DISMISSAL WITH PREJUDICE

THE BLACKSTONE GROUP LP et aI

Defendants

---------------------------------x

This matter came before the Court for hearing pursuant to the Order Preliminarily Approving

Settlement and Providing for Notice to the Class (Notice Order) dated August 30 2013 on the

unopposed application ofLead Plaintiffs for approval of the Settlement set forth in the Settlement

Agreement dated August 28 2013 (Stipulation) and following a hearing on December 18 2013

Due and adequate notice having been given to the Class as required in said Order and the Court

having considered all papers filed and proceedings had herein and otherwise being fully informed in

the premises and good cause appearing therefor

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Final Judgment incorporates by reference the definitions in the Stipulation and

all terms used herein shall have the same meanings as set forth in the Stipulation unless otherwise

set forth herein

2 This Court has jurisdiction over the subject matter ofthe Action and over all Settling

Parties to the Action including all members of the Class

3 For purposes ofthis Judgment as certified by the Court s August 13 2013 Order the

Class is defined as all Persons who purchased the common units of The Blackstone Group LP

(Blackstone) in Blackstones initial public offering (IPO) or in the open market on the New

- 1 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 1 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 2 of 10

York Stock Exchange between June 21 2007 and March 12 2008 inclusive and who sustained

compensable damages in connection with any such purchase of Blackstone units pursuant to

Sections 11 and 15 of the Securities Act of 1933

Excluded from the Class are (i) the persons who submitted valid and timely requests for

exclusion from the Class who are listed on Exhibit A hereto (ii) Defendants (iii) members of the

immediate family ofeach ofthe Defendants (iv) any Person that acted as an underwriter ofthe IPO

(v) any natural Person who sold Blackstone common units to the public in the IPO or who serves or

served as an officer or director ofBlackstone or as a partner of any predecessor to Blackstone the

members of the immediate families ofany such persons and any entity in which any ofDefendants

have or had a controlling interest and (vi) the legal representatives agents affiliates heirs

successors-in-interest or assigns of any such excluded Person (collectively Excluded Persons)

For the avoidance of doubt the Excluded Persons are excluded from the Class only to the

extent they purchased Blackstone common units in the IPO for their own account and not for or on

behalf of a third-party customer or for resale to customers Further to the extent that any of the

Excluded Persons was a statutory seller who resold the Blackstone common units to a third-party

customer client account fund trust or employee benefit plan that otherwise falls within the Class

or purchased Blackstone common units in a fiduciary capacity or otherwise on behalf ofany thirdshy

party customer client account fund trust or employee benefit plan that falls within the Class the

Excluded Person is excluded from the Class but the third-party customer client account fund trust

or employee benefit plan is not excluded from the Class with respect to such purchases of

Blackstone common units

4 For purposes of this Judgment as certified by the Courts August 132013 Order

Lead Plaintiffs Martin Litwin and Francis Brady are Class Representatives and Lead Counsel

- 2 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 2 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 3 of 10

Robbins Geller Rudman amp Dowd LLP and Brower Piven A Professional Corporation are Class

Counsel

5 Pursuant to Federal Rule of Civil Procedure 23 this Court hereby approves the

Settlement set forth in the Stipulation and finds that the Settlement is in all respects fair reasonable

and adequate to the Class There are no objections to the proposed Settlement

6 Pursuant to Rule 23 of the Federal Rules ofCivil Procedure the Court finds that the

Stipulation and Settlement are fair reasonable and adequate as to each ofthe Settling Parties and

that the Stipulation and Settlement are hereby finally approved in all respects and the Settling

Parties are hereby directed to perform its terms

7 Accordingly the Court authorizes and directs implementation of all the terms and

provisions of the Stipulation as well as the terms and provisions hereof The Court hereby

dismisses as to Defendants the Action and all Released Claims ofthe Class with prejudice without

costs as to any Settling Party except as and to the extent provided in the Stipulation and herein

8 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

shall and each of the Class Members shall be deemed to have and by operation ofthis Judgment

shall have fully finally and forever released relinquished and discharged all Released Claims

against the Released Persons whether or not such Class Member executes and delivers the Proof of

Claim and Release

9 Upon the Effective Date hereof and as provided in the Stipulation each of the

Released Persons shall be deemed to have and by operation of this Judgment shall have fully

finally and forever released relinquished and discharged Lead Plaintiffs each and all of the Class

Members Lead Counsel and Abraham Fruchter amp Twersky LLP from all claims (including without

- 3 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 3 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 4 of 10

limitation Unknown Claims) arising out of relating to or in connection with the institution

prosecution assertion settlement or resolution of the Action

10 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

and each of the Class Members who have not validly opted out of the Class and their respective

predecessors successors agents representatives attorneys and affiliates and the respective heirs

executors administrators successors and assigns of each of them directly or indirectly

individually derivatively representatively or in any other capacity shall be deemed to have and by

operation of the Judgment shall have fully finally and forever released relinquished and

discharged against the Released Persons (whether or not such Class Members execute and deliver

the Proof of Claim and Release forms) any and all Released Claims (including without limitation

Unknown Claims) as well as any claims arising out of relating to or in connection with the

defense settlement or resolution of the Action or the Released Claims

11 Upon the Effective Date Lead Plaintiffs and each of the Class Members who have

not validly opted out of the Class and their respective predecessors successors agents

representatives attorneys and affiliates and the respective heirs executors administrators

successors and assigns of each of them directly or indirectly individually derivatively

representatively or in any other capacity shall be permanently barred and enjoined from the

assertion institution maintenance prosecution or enforcement against any Released Person in any

state or federal court or arbitral forum or in the court of any foreign jurisdiction of any and all

Released Claims (including without limitation Unknown Claims) as well as any claims arising out

of relating to or in connection with the defense settlement or resolution of the Action or the

Released Claims

- 4 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 4 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 5 of 10

12 The Notice ofProposed Settlement ofClass Action (Notice) given to the Class in

accordance with the Notice Order entered on August 30 2013 was the best notice practicable under

the circumstances including the individual notice to all members of the Class who could be

identified through reasonable effort ofthe proceedings and ofthe matters set forth therein including

the proposed Settlement set forth in the Stipulation the proposed Plan of Distribution of the

proceeds ofthe Settlement set forth in the Notice Lead Counsels application for attorneys fees and

reimbursement of expenses and Lead Plaintiffs request for an award of reasonable costs and

expenses relating to their representation of the Class and said Notice and notice procedures fully

satisfied the requirements of Federal Rule of Civil Procedure 23 the Private Securities Litigation

Reform Act of 1995 and the requirements of due process There are no objections to the Notice

andor notice procedures

13 The Court hereby approves the Plan ofDistribution as set forth in the Notice as fair

and equitable The Court directs Lead Counsel to proceed with processing Proofs ofClaim and the

administration of the Settlement pursuant to the terms of the Plan of Distribution and upon

completion ofthe claims processing procedure to present to this Court a proposed final distribution

order for the distribution of the Net Settlement Fund to eligible Class Members as provided in the

Stipulation and the Plan of Distribution There are no objections to the Plan of Distribution

14 The Court hereby awards Lead Counsel attorneys fees equal to 3333 percent of

the Settlement Fund (including interest accrued thereon) and litigation expenses in the amount of

$104700577 with interest to accrue thereon at the same rate and for the same periods as has

accrued by the Settlement Fund from the date ofthis Judgment to the date ofactual payment of said

attorneys fees and expenses to Lead Counsel as provided in the Stipulation The Court finds the

amount of attorneys fees awarded herein are fair and reasonable based on (a) the work performed

- 5 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 5 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 6 of 10

and costs incurred by Lead Counsel (b) the complexity ofthe case (c) the risks undertaken by Lead

Counsel and the contingent nature of their employment (d) the quality of the work performed by

Lead Counsel in this Action and their standing and experience in prosecuting similar class action

securities litigation (e) awards to successful plaintiffs counsel in other similar litigation (f) the

benefits achieved for Class Members through the Settlement and (g) the absence ofany objections

from any Class Members to either the application for an award ofattorneys fees or expenses to Lead

Counsel

15 The Court also fmds that the requested expenses are proper as the expenses incurred

by Lead Counsel including the costs ofexperts were reasonable and necessary in the prosecution of

this Action on behalf of Class Members There are no objections to Lead Counsels application for

reimbursement of their expenses

16 The Court approves payment of$1500000 to Lead Plaintiff Martin Litwin for his

reasonable time and expenses (including lost wages) relating to their representation of the Class

Such payment shall be paid out of the Settlement Fund There are no objections to Lead Plaintiff

Litwins application for reimbursement ofhis costs and expenses

17 All fees and expenses awarded or allowed in this Judgment shall except as otherwise

expressly provided in the Stipulation be paid from the Settlement Fund

18 Lead Counsel may apply from time to time for any fees andor expenses incurred by

them solely in connection with the administration of the Settlement and distribution of the Net

Settlement Fund to Class Members which except as expressly provided in the Stipulation shall be

paid from the Settlement Fund

19 Neither appellate review nor modification ofthe Plan ofDistribution set forth in the

Notice nor any action in regard to the motion by Lead Counsel for attorneys fees andor expenses

- 6 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 6 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 7 of 10

and the award ofcosts and expenses to Lead Plaintiffs shall affect the fmality ofany other portion of

this Judgment nor delay the Effective Date ofthe Stipulation and each shall be considered separate

for the purposes of appellate review of this Judgment

20 Neither the Stipulation nor the Settlement contained therein nor any act performed or

document executed pursuant to or in furtherance of the Stipulation or the Settlement (a) is or may be

deemed to be or may be used as an admission of or evidence of the validity ofany Released Claim

or ofany wrongdoing or liability of the Released Persons or (b) is or may be deemed to be or may

be used as an admission of or evidence of any fault or omission of any of the Defendants or the

Released Persons in any civil criminal or administrative proceeding in any court administrative

agency or other tribunal Defendants andor the Released Persons may file the Stipulation andor

this Judgment from this Action in any other action in which they are parties or that may be brought

against them in order to support a defense claim or counterclaim based on principles of res

judicata collateral estoppel release good faith settlement judgment bar or reduction or any theory

of claim preclusion or issue preclusion or similar defense or counterclaim

21 Without affecting the finality ofthis Judgment in any way this Court hereby retains

continuing exclusive jurisdiction over (a) implementation of this Settlement and any award or

distribution of the Settlement Fund including interest earned thereon (b) disposition of the

Settlement Fund (c) hearing and determining applications for attorneys fees interest and expenses

in the Action (d) payment of taxes by the Settlement Fund (e) all Settling Parties hereto for the

purpose ofconstruing enforcing and administering the Stipulation and (f) any other matters related

to finalizing the Settlement and distribution of proceeds of the Settlement

22 In the event that the Settlement does not become effective in accordance with the

terms of the Stipulation or the Effective Date does not occur or in the event that the Settlement

- 7 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 7 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 8 of 10

Fund or any portion thereof is returned to Defendants then this Judgment shall be rendered null and

void to the extent provided by and in accordance with the Stipulation and shall be vacated and in

such event all orders entered and releases delivered in connection herewith shall be null and void to

the extent provided by and in accordance with the StipUlation

23 Without further order of the Court the Settling Parties may agree to reasonable

extensions of time to carry out any of the provisions of the Stipulation

24 The Court finds that during the course of the Action the Settling Parties and their

respective counsel at all times complied with the requirements of Rule 11 of the Federal Rules of

Civil Procedure

25 The Court directs immediate entry of this Final Judgment by the Clerk ofthe Court

DATED Ok 10 2 TEO aRABLE HAROLD A R JR

UNITED STATES DISTRICT JUDGE

- 8 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 8 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 9 of 10

EXHIBIT A

BLACKSTONE LIST OF EXCLUSIONS

Name

1 lINA HU

2 ESTATE OF ANTHONY J FABEC

3 WILLIAM PATTERSON

4 MARY AN N SHOTWELL

5 RICHARD A LEWIS

6 JOHN MERCADENTE JR

7 DOUGLAS BARHORST

8 PATRICIA G NORMAN

9 ESTATE OF RICHARD A NORMAN

10 ROBERT W DUER

11 ANIBAL MARRERO

12 RUSS D SONNIER

13 MARCUS E ampJOANNE R NORTH

14 SUZANNE EMETAROM

15 WILLIAM W amp FRANCES E MAIN

16 ANTHONY BRIENZA

17 SHU HAO HUANG

18 KENNETH 0 PARRIS

19 DUFF S MCEVERS

20 SHERRIE L FRANTZ

21 DEBBIE CRINK

22 MARK A SUMMERS

23 PAULINE MEYEROWITZ

24 ANDREW WAHL

City

OSHAWA

WILLOUGHBY HILLS

KINGS MOUNTAIN

VIRGILINA

BULLARD

READING

SIDNEY

KEARNEY

KEARNEY

ALTA LOMA

CORAL GABLES

NEW YORK

VICTORIA

WALNUT CREEK

ROBERTS

COLD SPRING HARBOR

SNOHOMISH

ATHENS

LAGUNA NIGUEL

EUGENE

OMAHA

MINNETRISTA

FT LAUDERDALE

SAN FRANCISCO

St Country セ

ON CA lIJ7C6

OH US 44094

NC US 28086

VA US 24598

TX US 75757

PA US 19606

OH US 45365

NE US 68845

NE US 68845

CA US 91701

FL US 33134

NY US 10150

TX US 77905

CA US 94595

MT US 59070

NY US 11724

WA US 98296

GA US 30604

CA US 92677

OR US 97404

NE US 68138

MN US 55364

FL US 33308

CA US 94115

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 9 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 10 of 10

EXHIBIT 3

Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 1 of 4

UNITED STATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

--------_____________________ x

THE BOARD OF TRUSTEES OF THE Civil Action No 09-cv-09333-KBF

OPERA TING ENGINEERS PENSION

TRUST on Behalf of Itself and All Others CLASS ACTION

Similarly Situated [PROPOSES] ORDER A WARDING

Plaintiffs ATTORNEYS FEES EXPENSES AND

CASE CONTRIBUTION A WARD TO LEAD

vs PLAINTIFF

JPMORGAN CHASE BANK NATIONAL

ASSOCIATIOt USDCSDNY

DOCUMENTDefendant

ELECTRONICALLY FILED ---------------- x DOC

DATE f M i l M e M d セ ャ エ i o B B B v エ M R B B G エ M ョ M B G Q G Q Q R P セ Q M S

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 1 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 2 of 4

This matter having come before the Court on November 19 2013 on the motion of Lead

Counsel for an award ofattorneys fees and expenses in the litigation and a case contribution award

to Lead Plaintiff the Court having considered all papers filed and proceedings condueted herein

having found the settlement of this Action to be fair reasonable and adequate and otherwise being

fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by referenee the definitions in the Stipulation of Settlement

dated August 16 2013 and all capitalized terms used but not defined herein shall have the same

meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto ineluding all members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount ofS47702453 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-reeovery method

4 The fees and expenses shall be allocated among Plaintiffs Counsel in a manner

which in Lead Counsels good-faith judgment ret1ects each such counsels contribution to the

institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Lead Counsel subject to the terms conditions and obligations of the

- 1 shy

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 2 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 3 of 4

Stipulation and in particular セ Q R R thereof which terms conditions and obligations are incorporated

herein

6 The Court hereby awards Lead Plaintiff Board ofTrustees of the Operating Engineers

Pension Trust $25000 for its time and expense in representing the Class This case contribution

award shall be paid to Lead Plaintiff on or after the Effective Date subject to the terms conditions

and obligations of the Stipulation and in particular セ R S thereof which terms conditions and

obligations are incorporated herein

IT IS SO ORDERED

THE HONORABLE KATHERINE B FORREST

UNITED STATES DISTRICT JUDGE

- 2

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 3 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 4 of 4

EXHIBIT 4

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 1 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

CITILINE HOLDINGS INC Individually Civil Action No 108-cv-03612-RJS and On Behalf of All Others Similarly Situated (Consolidated)

Plaintiff CLASS ACTION

vs

ISTAR FINANCIAL INC et al

Defendants

x

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

E Albdquo

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 2 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 2 of 3

This matter having come before the Court on April 5 2013 on the motion of Co-Lead

Counsel for an award of attorneys fees and expenses in the Litigation the Court having considered

all papers filed and proceedings conducted herein having found the settlement of this action to be

fair reasonable and adequate and otherwise being fully informed in the premises and good cause

appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 5 2012 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Co-Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount of $23490171 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among Lead Plaintiffs counsel in a manner

which in Co-Lead Counsels good-faith judgment reflects each such counsels contribution to the

institution prosecution and resolution of the Litigation

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 3 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 3 of 3

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Co-Lead Counsel subject to the terms conditions and obligations of the

Stipulation and in particular para62-63 thereof which terms conditions and obligations are

incorporated herein

SO ORDERED

-2-

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 4 of 4

EXHIBIT 5

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 1 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 1 of 4

UNITED ST ATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

In re SANOFI-AVENTIS SECURITIES

LITIGATION

This Document Relates To

ALL ACTIONS

---middotmiddotmiddot-----middot--------x

i

11

middot middot FlLBD I l

JAN 2 2QJ4-~ Civil Action No 107tv-10279-GBD

CLASS ACTION f middot middot

ECFCASE

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND AN

AWARD TO PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

903068_ l

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 2 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 2 of 4

This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 3 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 3 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 4: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

Page

- iii - 1308528_1

Davis v JP Morgan Chase amp Co 827 F Supp 2d 172 (WDNY 2011) 6 11

Detroit v Grinnell Corp 495 F2d 448 (2d Cir 1974)14

Elliot v Leatherstocking Corp No 310-CV-0934 2012 WL 6024572 (NDNY Dec 4 2012) 8

Faught v Am Home Shield Corp 668 F3d 1233 (11th Cir 2011) 7

Goldberger v Integrated Res Inc 209 F3d 43 (2d Cir 2000) passim

Harman v Lyphomed Inc 945 F2d 969 (7th Cir 1991) 7

Hayes v Harmony Gold Mining Co 509 F Apprsquox 21 (2d Cir 2013) 6

Hicks v Morgan Stanley No 01 Civ 10071 (RJH) 2005 WL 2757792 (SDNY Oct 24 2005) 5 20 22

Hubbard v BankAtlantic Bancorp Inc 688 F3d 713 (11th Cir 2012) 16

In re Am Bank Note Holographics 127 F Supp 2d 418 (SDNY 2001)7 8 14

In re Am Intrsquol Grp Inc No 04 Civ 8141 (DAB) 2010 WL 5060697 (SDNY Dec 2 2010)22

In re AOL Time Warner Inc Sec amp ldquoERISArdquo Litig No MDL 1500 2006 WL 903236 (SDNY Apr 6 2006) 18

In re AremisSoft Corp Sec Litig 210 FRD 109 (DNJ 2002) 12

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 4 of 34

Page

- iv - 1308528_1

In re Bayer AG Sec Litig No 03 Civ 1546 (WHP) 2008 WL 5336691 (SDNY Dec 15 2008)18

In re BioScrip Inc Sec Litig No 13-cv-6922 (AJN) 2017 US Dist LEXIS 118881 (SDNY July 26 2017) 8 19

In re Bisys Sec Litig No 04 Civ 3840 (JSR) 2007 WL 2049726 (SDNY July 16 2007) 12 19

In re Cendant Corp Litig 264 F3d 201 (3d Cir 2001)2

In re China Sunergy Sec Litig No 07 Civ 7895 (DAB) 2011 WL 1899715 (SDNY May 13 2011) 21

In re CIT Grp Inc Sec Litig No 108-cv-06613-BSJ-THK slip op (SDNY June 13 2012) 9

In re Comverse Tech Inc Sec Litig No 06-CV-1825 (NGG) (RER) 2010 WL 2653354 (EDNY June 24 2010) 11 14

In re Contrsquol Ill Sec Litig 962 F2d 566 (7th Cir 1992) 15

In re FLAG Telecom Holdings Ltd Sec Litig No 02-CV-3400 (CM) (PED) 2010 WL 4537550 (SDNY Nov 8 2010) passim

In re Global Crossing Sec amp ERISA Litig 225 FRD 436 (SDNY 2004) 7 21

In re GMC Pick-Up Truck Fuel Tank Prods Liab Litig 55 F3d 768 (3d Cir 1995)7

In re Ikon Office Sols Inc 194 FRD 166 (ED Pa 2000) 12 18

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 5 of 34

Page

- v - 1308528_1

In re Indep Energy Holdings PLC Sec Litig 302 F Supp 2d 180 (SDNY 2003)21

In re Intercept Pharms Inc Sec Litig No 114-cv-01123-NRB slip op (SDNY Oct 20 2016) 22

In re Interpublic Sec Litig No 02 Civ 6527 (DLC) 2004 WL 2397190 (SDNY Oct 26 2004) 5

In re Ivan F Boesky Sec Litig 888 F Supp 551 (SDNY 1995) 10

In re JDS Uniphase Corp Sec Litig No C-02-1486 CW (EDL) 2007 WL 4788556 (ND Cal Nov 27 2007) 16

In re Marsh ERISA Litig 265 FRD 128 (SDNY 2010) 16 19

In re Merrill Lynch amp Co Inc Research Reports Sec Litig No 02 MDL 1484 (JFK) 2007 WL 313474 (SDNY Feb 1 2007) 11

In re Nortel Networks Corp Sec Litig 539 F3d 129 (2d Cir 2008)2

In re Oracle Corp Sec Litig No C 01-00988-SI 2009 WL 1709050 (ND Cal June 19 2009) affrsquod 627 F3d 376 (9th Cir 2010) 16

In re Payment Card Interchange Fee amp Merch Disc Antitrust Litig 991 F Supp 2d 437 (EDNY 2014) 6

In re Prudential Sec Ltd Prsquoships Litig 985 F Supp 410 (SDNY 1997) 14

In re Rite Aid Corp Sec Litig 396 F3d 294 (3d Cir 2005)20 21

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 6 of 34

Page

- vi - 1308528_1

In re Sadia SA Sec Litig No 08 Civ 9528 (SAS) 2011 WL 6825235 (SDNY Dec 28 2011)15

In re Sanofi-Aventis Sec Litig No 107-cv-10279-GBD slip op (SDNY Jan 22 2014) 9

In re Telik Inc Sec Litig 576 F Supp 2d 570 (SDNY 2008)5 11 14

In re Thirteen Appeals Arising out of the San

Juan Dupont Plaza Hotel Fire Litig 56 F3d 295 (1st Cir 1995) 7

In re Veeco Instruments Inc Sec Litig No 05 MDL 01695 (CM) 2007 WL 4115808 (SDNY Nov 7 2007) passim

In re Warner Commcrsquons Sec Litig 618 F Supp 735 (SDNY 1985) affrsquod 798 F2d 35 (2d Cir 1986) 10

J I Case Co v Borak 377 US 426 (1964) 5

Johnston v Comerica Mortg Corp 83 F3d 241 (8th Cir 1996) 7

Landmen Partners Inc v Blackstone Grp LP No 08-cv-03601-HB-FM slip op (SDNY Dec 18 2013)8

Maley v Del Global Techs Corp 186 F Supp 2d 358 (SDNY 2002)7 12 20

Mass Bricklayers amp Masons Tr

Funds v Deutsche Alt-A Sec Inc No 208-cv-03178-LDW-ARL slip op (EDNY July 11 2012) 9

Missouri v Jenkins 491 US 274 (1989) 8 11

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 7 of 34

Page

- vii - 1308528_1

NECA-IBEW Health amp Welfare Fund

v Goldman Sachs amp Co No 108-cv-10783-LAP 2016 WL 3369534 (SDNY May 2 2016) 11

Patel v L-3 Commcrsquons Holdings Inc No 114-cv-06038-VEC slip op (SDNY Aug 17 2017) 8

Powers v Eichen 229 F3d 1249 (9th Cir 2000) 7

Rawlings v Prudential-Bache Props 9 F3d 513 (6th Cir 1993) 7

Robbins v Koger Props 116 F3d 1441 (11th Cir 1997) 16

Savoie v Merchs Bank 166 F3d 456 (2d Cir 1999)4 6

Swedish Hosp Corp v Shalala 1 F3d 1261 (DC Cir 1993) 7

Teachersrsquo Ret Sys v ACLN Ltd No 01-CV-11814 (MP) 2004 WL 1087261 (SDNY May 14 2004) 14 19

Tellabs Inc v Makor Issues amp Rights Ltd 551 US 308 (2007) 5

Union Asset Mgmt Holding AG v Dell Inc 669 F3d 632 (5th Cir 2012) 7

Wal-Mart Stores Inc v Visa USA Inc 396 F3d 96 (2d Cir 2005)6 7 11

STATUTES RULES AND REGULATIONS

15 USC sect78u-4(a)(4) 1 22 sect78u-4(a)(6) 7

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 8 of 34

Page

- viii - 1308528_1

LEGISLATIVE HISTORY

HR Conf Rep No 104-369 1995 WL 709276 (1995) 9

SECONDARY AUTHORITY

7B Charles Alan Wright Arthur R Miller amp Mary Kay Kane Federal Practice and Procedure (3d ed 2005)

sect18034

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 9 of 34

- 1 - 1308528_1

I INTRODUCTION

Court-appointed Lead Counsel Robbins Geller Rudman amp Dowd LLP has secured a $150

million Settlement for the Class ndash a very good result under the circumstances achieved in spite of

serious obstacles to recovery in the Litigation1 In order to obtain this Settlement Lead Plaintiff and

Lead Counsel overcame a number of significant challenges to proving both liability and damages

that posed a serious risk of no recovery or a substantially lesser recovery than the Settlement for the

Class In recognition of these risks Lead Counsel now respectfully moves this Court for an award of

attorneysrsquo fees in the amount of 25 of the Settlement and $16273405 in expenses that were

reasonably and necessarily incurred in prosecuting and resolving the Litigation against Defendants

and obtaining this Settlement for the benefit of the Class In addition Lead Plaintiff Policemenrsquos

Annuity and Benefit Fund of Chicago (ldquoLead Plaintiffrdquo or ldquoChicago Policerdquo) seeks a modest award

of $3765 for the time it spent representing the Class As set forth below the relevant factors

articulated in the Second Circuitrsquos Goldberger decision strongly support the requested awards See

Goldberger v Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

This fee request has the full support of the Lead Plaintiff See Declaration of Brian Wright

Filed on Behalf of Chicago Police parapara15-19 (ldquoChicago Police Declrdquo) filed herewith The Second

Circuit has directed district courts to

give serious consideration to negotiated fees because PSLRA lead plaintiffs often have a significant financial stake in the settlement providing a powerful incentive to ensure that any fees resulting from that settlement are reasonable In many cases

1 Capitalized terms used herein are defined and have the meanings contained in the Stipulation of Settlement (Dkt No 50) (the ldquoStipulationrdquo) the accompanying Declaration of Henry Rosen in Support of Lead Plaintiffrsquos Motion for Final Approval of Settlement and Approval of Plan of Allocation and an Award of Attorneysrsquo Fees and Expenses and Award to Lead Plaintiff Pursuant to 15 USC sect78u-4(a)(4) (the ldquoRosen Declrdquo) and in the Memorandum of Law in Support of Lead Plaintiffrsquos Motion for Final Approval of Settlement and Approval of Plan of Allocation (ldquoSettlement Memorandumrdquo) submitted concurrently herewith

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 10 of 34

- 2 - 1308528_1

the agreed-upon fee will offer the best indication of a market rate thus providing a good starting position for a district courtrsquos fee analysis

In re Nortel Networks Corp Sec Litig 539 F3d 129 133-34 (2d Cir 2008) see also In re Cendant

Corp Litig 264 F3d 201 220 (3d Cir 2001) (ldquocourts should afford a presumption of

reasonableness to fee requests submitted pursuant to an agreement between a properly-selected lead

plaintiff and properly-selected lead counselrdquo) In addition following an extensive Court-ordered

notice program not a single Class Member has objected to the maximum amount of fees and

expenses set forth in the Notice2

As detailed here in the Rosen Declaration and in the Settlement Memorandum the

Settlement achieved here following extensive investigation represents a very good result for Lead

Plaintiff and the Class particularly when judged in the context of the significant litigation risks

attendant in this Litigation The $15 million Settlement that Lead Counsel obtained provides the

Class with an immediate and certain recovery in a case that faced substantial obstacles to

establishing liability loss causation and damages that could have prevented any recovery at all The

Settlement represents approximately 15 of the maximum recoverable damages estimated on a per

share basis by Lead Plaintiffrsquos damages consultant In achieving this result Lead Counsel worked

more than 2200 hours over the course of this complex litigation all on a contingency basis with no

guarantee of ever being paid

2 As of the date of this fee memorandum which is before the September 29 2017 deadline for filing objections Lead Counsel has not received any objections to the fee request Pursuant to the Courtrsquos Preliminary Approval Order over 36900 copies of the Notice were mailed to potential Members of the Class and nominees advising them that Lead Counsel intended to apply to the Court for an award of attorneysrsquo fees not to exceed 25 of the total recovery plus expenses of no greater than $200000 plus interest on both amounts If any timely objections are received from Class Members Lead Counsel will address them in a reply brief which will be filed with the Court no later than October 13 2017

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 11 of 34

- 3 - 1308528_1

Lead Counsel believes that an attorney fee award of 25 together with payment of its

litigation expenses properly reflects the many significant risks taken by Lead Counsel as well as the

excellent result achieved in difficult litigation When examined under either of this Circuitrsquos

methods of contingency fee determination (ie percentage of the fund or lodestar) it is abundantly

clear that an award of fees at 25 is reasonable and well within the range of attorneysrsquo fees awarded

in similar complex contingency cases In addition the costs and expenses requested by Lead

Counsel are reasonable in amount and were necessarily incurred Finally the Lead Plaintiff greatly

contributed to the prosecution and settlement of the Litigation It reviewed and approved papers

filed with the Court and mediator and participated in discussions regarding case strategy and

settlement Lead Plaintiff seeks approval for an award associated with the time it spent dedicated to

the Litigation Its time is documented in its accompanying declaration See Chicago Police Decl

parapara20-21 Accordingly the Court should grant the full amount requested by Lead Plaintiff

II HISTORY AND BACKGROUND OF THE LITIGATION

This securities fraud class action was brought under the Securities Exchange Act of 1934 (the

ldquoExchange Actrdquo) Lead Plaintiff alleges that Defendants violated the Exchange Act during the April

23 2012 through May 16 2016 Class Period by engaging in a fraudulent scheme and making

materially false and misleading statements regarding the Companyrsquos financial condition internal

controls and compliance policies More specifically Lead Plaintiff alleges that Defendants failed to

disclose that (a) Gerdau was engaged in a bribery scheme in collusion with Brazilrsquos Administrative

Council of Tax Appeals (ldquoCARFrdquo) (b) the Company had defrauded Brazilian tax authorities (c)

Gerdaursquos CEO and other directors and employees of the Company had engaged in bribery money

laundering and influence peddling and (d) the tax appeals themselves related to a series of self-

dealing transactions from 2005 designed to enable Gerdau to avoid taxes Rosen Decl para10

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 12 of 34

- 4 - 1308528_1

Lead Plaintiff further alleges that all of the Companyrsquos Class Period financial statements

were false because of the alleged material omissions and that Defendantsrsquo statements regarding the

Companyrsquos internal and financial controls and strict adherence to high ethical standards were also

false Id para11 Lead Plaintiff alleges that Defendantsrsquo misrepresentations and fraudulent scheme

had the effect of artificially inflating the price of Gerdau ADRs which inflation came out of the

ADR price when the truth was revealed at the end of the Class Period Id

A detailed description of Lead Counselrsquos prosecution of this case is set forth in the

accompanying Rosen Declaration For the sake of brevity the Court is respectfully referred to the

Rosen Declaration

III ARGUMENT

A Lead Counsel Is Entitled to an Award of Attorneysrsquo Fees and

Expenses from the Common Fund

The Supreme Court has long recognized that ldquoa litigant or a lawyer who recovers a common

fund for the benefit of persons other than himself or his client is entitled to a reasonable attorneyrsquos

fee from the fund as a wholerdquo Boeing Co v Van Gemert 444 US 472 478 (1980) see also

Goldberger 209 F3d at 47 Savoie v Merchs Bank 166 F3d 456 459-60 (2d Cir 1999) ldquoThe

courtrsquos authority to reimburse the representative parties stems from the fact that the class-action

device is a creature of equity and the allowance of attorney-related costs is considered part of the

historic equity power of the federal courtsrdquo 7B Charles Alan Wright Arthur R Miller amp Mary Kay

Kane Federal Practice and Procedure sect1803 at 325 (3d ed 2005) The purpose of the common

fund doctrine is to fairly and adequately compensate class counsel for services rendered and to

ensure that all class members contribute equally towards the costs associated with litigation pursued

on their behalf See also Goldberger 209 F3d at 47 In re Veeco Instruments Inc Sec Litig No 05

MDL 01695 (CM) 2007 WL 4115808 at 2 (SDNY Nov 7 2007)

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 13 of 34

- 5 - 1308528_1

Courts have recognized that in addition to providing just compensation awards of fair

attorneysrsquo fees from a common fund also serve to encourage skilled counsel to represent those who

seek redress for damages inflicted on entire classes of persons and to discourage future alleged

misconduct of a similar nature City of Providence v Aeropostale Inc No 11 Civ 7132 (CM)

(GWG) 2014 WL 1883494 at 10-11 (SDNY May 9 2014) affrsquod sub nom Arbuthnot v

Pierson 607 F Apprsquox 73 (2d Cir 2015) In re Telik Inc Sec Litig 576 F Supp 2d 570 585

(SDNY 2008) Veeco 2007 WL 4115808 at 2 Indeed the Supreme Court has emphasized that

private securities actions such as the instant action provide ldquolsquoa most effective weapon in the

enforcementrsquo of the securities laws and are lsquoa necessary supplement to [SEC] actionrsquordquo Bateman

Eichler Hill Richards Inc v Berner 472 US 299 310 (1985) (quoting J I Case Co v Borak

377 US 426 432 (1964)) accord Tellabs Inc v Makor Issues amp Rights Ltd 551 US 308 (2007)

Courts in this Circuit have consistently adhered to these teachings See In re Interpublic Sec

Litig No 02 Civ 6527 (DLC) 2004 WL 2397190 at 10 (SDNY Oct 26 2004) (ldquoIt is well

established that where an attorney creates a common fund from which members of a class are

compensated for a common injury the attorneys who created the fund are entitled to lsquoa reasonable

fee ndash set by the court ndash to be taken from the fundrsquordquo) (citation omitted) Fairly compensating Lead

Counsel for the risks it took in bringing this action is essential because ldquo[s]uch actions could not be

sustained if plaintiffsrsquo counsel were not to receive remuneration from the settlement fund for their

efforts on behalf of the classrdquo Hicks v Morgan Stanley No 01 Civ 10071 (RJH) 2005 WL

2757792 at 9 (SDNY Oct 24 2005)

B The Court Should Award a Reasonable Percentage of the Common

Fund

Lead Counsel respectfully submits that the Court should award a fee based on a percentage of

the common fund obtained Courts routinely find that the percentage-of-the-fund method under

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 14 of 34

- 6 - 1308528_1

which counsel is awarded a percentage of the fund that they created is the preferred means to

determine a fee because it ldquolsquodirectly aligns the interests of the class and its counsel and provides a

powerful incentive for the efficient prosecution and early resolution of litigationrsquordquo Wal-Mart Stores

Inc v Visa USA Inc 396 F3d 96 122 (2d Cir 2005) (citation omitted) see also Hayes v

Harmony Gold Mining Co 509 F Apprsquox 21 24 (2d Cir 2013) (ldquo[A]s the district court recognized

the prospect of a percentage fee award from a common settlement fund as here aligns the interests

of class counsel with those of the classrdquo) The percentage approach also recognizes that the quality

of counselrsquos services is measured best by the results achieved and is most consistent with the system

typically used in the marketplace to compensate attorneys in non-class contingency cases3

The Supreme Court has also indicated that attorneysrsquo fees in common-fund cases generally

should be based on a percentage of the fund See Blum v Stenson 465 US 886 900 n16 (1984)

(ldquo[U]nder the lsquocommon fund doctrinersquo a reasonable fee is based on a percentage of the fund

bestowed on the classrdquo) The Second Circuit has expressly approved the percentage method

recognizing that ldquothe lodestar method proved vexingrdquo and had resulted in ldquoan inevitable waste of

judicial resourcesrdquo Goldberger 209 F3d at 48-49 (holding that the percentage-of-the-fund method

may be used to determine appropriate attorneysrsquo fees although the lodestar method may also be

used) Savoie 166 F3d at 460 (stating that the ldquopercentage-of-the-fund method has been deemed a

3 See eg In re Payment Card Interchange Fee amp Merch Disc Antitrust Litig 991 F Supp 2d 437 440 (EDNY 2014) (ldquoThe percentage method better aligns the incentives of plaintiffsrsquo counsel with those of the class members because it bases the attorneysrsquo fees on the results they achieve for their clients rather than on the number of motions they file documents they review or hours they work The percentage method also accords with the overwhelming prevalence of contingency fees in the market for plaintiffsrsquo counselrdquo) Davis v JP Morgan Chase amp Co 827 F Supp 2d 172 184 (WDNY 2011) (the ldquoadvantages of the percentage method are that it provides an incentive to attorneys to resolve the case efficiently and to create the largest common fund out of which payments to the class can be made and that it is consistent with the system typically used by individual clients to compensate their attorneysrdquo)

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 15 of 34

- 7 - 1308528_1

solution to certain problems that may arise when the lodestar method is used in common fund

casesrdquo) More recently the Second Circuit has acknowledged that the ldquotrend in this Circuit is toward

the percentage methodrdquo Wal-Mart 396 F3d at 122 see also City of Providence 2014 WL

1883494 at 11-124

The determination of attorneysrsquo fees using the percentage-of-the-fund method is also

supported by the PSLRA which states that ldquo[t]otal attorneysrsquo fees and expenses awarded by the court

to counsel for the plaintiff class shall not exceed a reasonable percentage of the amountrdquo recovered

for the class 15 USC sect78u-4(a)(6) (emphasis added) Courts have concluded that by drafting the

PSLRA in such a manner Congress expressed a preference for the percentage as opposed to the

lodestar method of determining attorneysrsquo fees in securities class actions See Veeco 2007 WL

4115808 at 3 Maley v Del Global Techs Corp 186 F Supp 2d 358 370 (SDNY 2002) In re

Am Bank Note Holographics 127 F Supp 2d 418 430 (SDNY 2001) In re Global Crossing Sec

amp ERISA Litig 225 FRD 436 465-66 (SDNY 2004)

Given the language of the PSLRA the Supreme Courtrsquos indication that the percentage

method is proper in this type of case the Second Circuitrsquos explicit approval of the percentage

method in Goldberger and the trend among the district courts in this Circuit the Court should award

4 All federal Courts of Appeal to consider the matter have approved the percentage method with two circuits requiring its use in common fund cases See In re Thirteen Appeals Arising out of the

San Juan Dupont Plaza Hotel Fire Litig 56 F3d 295 305 (1st Cir 1995) In re GMC Pick-Up

Truck Fuel Tank Prods Liab Litig 55 F3d 768 821-22 (3d Cir 1995) Union Asset Mgmt

Holding AG v Dell Inc 669 F3d 632 644 (5th Cir 2012) Rawlings v Prudential-Bache Props 9 F3d 513 515-16 (6th Cir 1993) Harman v Lyphomed Inc 945 F2d 969 975 (7th Cir 1991) Johnston v Comerica Mortg Corp 83 F3d 241 246 (8th Cir 1996) Powers v Eichen 229 F3d 1249 1256 (9th Cir 2000) Brown v Phillips Petroleum Co 838 F2d 451 454-56 (10th Cir 1988) Faught v Am Home Shield Corp 668 F3d 1233 1242 (11th Cir 2011) Swedish Hosp Corp v

Shalala 1 F3d 1261 1269-71 (DC Cir 1993) The Eleventh and District of Columbia Circuits require the use of the percentage method in common fund cases See Faught 668 F3d at 1242 Swedish Hosp 1 F3d at 1271

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 16 of 34

- 8 - 1308528_1

Lead Counsel attorneysrsquo fees based on a percentage of the fund The percentage approach not only

directly aligns the interests of counsel and the class (Elliot v Leatherstocking Corp No 310-CV-

0934 (MADDEP) 2012 WL 6024572 at 5 (NDNY Dec 4 2012)) it also recognizes that the

quality of counselrsquos services is measured best by the results achieved and ldquocan serve as a proxy for

the market in setting counsel feesrdquo Am Bank Note 127 F Supp 2d at 432

C The Requested Attorneysrsquo Fees Are Reasonable Under the

Percentage-of-the-Fund Method

The Supreme Court has recognized that an appropriate Court-awarded fee is intended to

approximate what counsel would receive if they were bargaining for the services in the marketplace

See Missouri v Jenkins 491 US 274 285-86 (1989) If this were a non-class action the customary

fee arrangement would be contingent and in the range of 33 of the recovery See Blum 465 US at

904 (ldquoIn tort suits an attorney might receive one-third of whatever amount the plaintiff recovers In

those cases therefore the fee is directly proportional to the recoveryrdquo) (Brennan J concurring)

The requested 25 fee is well within the range of percentage fees awarded within the Second

Circuit in other comparable securities and antitrust cases See eg In re BioScrip Inc Sec Litig

No 13-cv-6922 (AJN) 2017 US Dist LEXIS 118881 at 58 (SDNY July 26 2017) (awarding

25 of $10900000 settlement fund finding that such an award ldquolsquofalls within the range of

percentages regularly awarded inrsquo analogous common fund casesrdquo) (citation omitted) Patel v L-3

Commcrsquons Holdings Inc No 114-cv-06038-VEC slip op at 1 (SDNY Aug 17 2017)

(awarding 25 of $345 million settlement) City of Austin Police Ret Sys v Kinross Gold Corp

No 112-cv-01203-VEC 2015 US Dist LEXIS 181932 at 12 (SDNY Oct 15 2015) (awarded

fees of 30 of $33 million recovery plus expenses) Landmen Partners Inc v Blackstone Grp LP

No 08-cv-03601-HB-FM slip op at 5 (SDNY Dec 18 2013) (awarded fees of 33-13 of $85

million recovery plus expenses) Bd of Trs of the Operating Engrsquors Pension Tr v JPMorgan

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 17 of 34

- 9 - 1308528_1

Chase Bank Natrsquol Assrsquon No 09-cv-09333-KBF slip op at 1 (SDNY Nov 20 2013) (awarded

fees of 30 of $23 million recovery plus expenses) Citiline Holdings Inc v iStar Fin Inc No

108-cv-03612-RJS slip op at 1 (SDNY Apr 5 2013) (awarded fees of 30 of $29 million

recovery plus expenses) In re Sanofi-Aventis Sec Litig No 107-cv-10279-GBD slip op at 1

(SDNY Jan 22 2014) (awarded fees of 275 of $40 million recovery plus expenses) Cornwell

v Credit Suisse Grp No 08-cv-03758(VM) slip op at 2 (SDNY July 20 2011) (awarded fees of

275 of $70 million recovery plus expenses) Mass Bricklayers amp Masons Tr Funds v Deutsche

Alt-A Sec Inc No 208-cv-03178-LDW-ARL slip op at 3 (EDNY July 11 2012) (awarded

265 of $325 million recovery plus expenses) In re CIT Grp Inc Sec Litig No 108-cv-06613-

BSJ-THK slip op at 1-2 (SDNY June 13 2012) (awarded 265 of $75 million recovery plus

expenses)5

Another factor favoring the reasonableness of Lead Counselrsquos 25 fee application under the

percentage-of-the-fund method is that this fee was negotiated with and approved by the Lead

Plaintiff an institutional investor charged by the Court and the PSLRA with responsibility for

monitoring Lead Counsel See Chicago Police Decl parapara15-18

The PSLRA was intended to encourage sophisticated and financially-interested investors like

Lead Plaintiff to assume control of securities class actions HR Conf Rep No 104-369 at 32

1995 WL 709276 at 731 (1995) Congress believed that these institutions would be in the best

position to monitor the prosecution of litigation to assess the quality of counselrsquos representation and

to determine a fair fee Here Lead Plaintiff a large institution played an active role in the

Litigation and closely supervised the work of Lead Counsel See Chicago Police Decl parapara7-9

Accordingly Lead Plaintiffrsquos endorsement of the fee request supports its approval See eg Veeco

5 All unreported authorities are attached hereto as Exhibits 1 through 9

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 18 of 34

- 10 - 1308528_1

2007 WL 4115808 at 8 (ldquopublic policy considerations support the award in this case because the

Lead Plaintiff a large public pension fund ndash conscientiously supervised the work of lead counsel

and has approved the fee requestrdquo)

D The Fee Request Is Reasonable Under the Lodestar Method

To ensure the reasonableness of a fee awarded under the percentage-of-the-fund method the

Second Circuit encourages district courts to cross-check the proposed award against counselrsquos

lodestar See Goldberger 209 F3d at 50 Applying the lodestar cross-check underscores and

affirms the reasonableness of the requested percentage ldquoUnder the lodestar method the court must

engage in a two-step analysis first to determine the lodestar the court multiplies the number of

hours each attorney spent on the case by each attorneyrsquos reasonable hourly rate and second the

court adjusts that lodestar figure (by applying a multiplier) to reflect such factors as the risk and

contingent nature of the litigation the result obtained and the quality of the attorneyrsquos workrdquo City

of Providence 2014 WL 1883494 at 13 ldquoCalculation of the lodestar however is simply the

beginning of the analysisrdquo In re Warner Commcrsquons Sec Litig 618 F Supp 735 747 (SDNY

1985) affrsquod 798 F2d 35 (2d Cir 1986) In re Ivan F Boesky Sec Litig 888 F Supp 551 562

(SDNY 1995) Performing the lodestar calculation here confirms that the fee requested by Lead

Counsel is reasonable and should be approved

Lead Counsel and its paraprofessionals have spent in the aggregate 222095 hours in the

prosecution of this case producing a total lodestar amount of $157125275 when multiplied by Lead

Counselrsquos billing rates See the accompanying Declaration of Henry Rosen Filed on Behalf of

Robbins Geller Rudman amp Dowd LLP (ldquoRobbins Geller Declrdquo)6 The amount of attorneysrsquo fees

6 In determining whether the rates are reasonable the Court should take into account the attorneysrsquo professional reputation experience and status Lead Counsel is among the most prominent experienced and well-regarded securities practitioners in the nation Therefore the hourly rates are

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 19 of 34

- 11 - 1308528_1

requested by Lead Counsel herein $3750000 plus interest represents a modest multiplier of 23 to

counselrsquos aggregate lodestar7

The requested 23 multiplier in this Litigation is within the range of multipliers commonly

awarded in securities class actions and other comparable litigation In cases of this nature fees

representing multiples above lodestar are regularly awarded to reflect the contingency-fee risk and

other relevant factors See In re FLAG Telecom Holdings Ltd Sec Litig No 02-CV-3400 (CM)

(PED) 2010 WL 4537550 at 26 (SDNY Nov 8 2010) (ldquolsquoa positive multiplier is typically

applied to the lodestar in recognition of the risk of the litigation the complexity of the issues the

contingent nature of the engagement the skill of the attorneys and other factorsrsquordquo) (citation

omitted) In re Comverse Tech Inc Sec Litig No 06-CV-1825 (NGG) (RER) 2010 WL 2653354

at 5 (EDNY June 24 2010) (ldquoWhere as here counsel has litigated a complex case under a

contingency fee arrangement they are entitled to a fee in excess of the lodestarrdquo)

Indeed in complex contingent litigation lodestar multipliers between 2 and 5 are commonly

awarded See Wal-Mart 396 F3d at 123 (upholding multiplier of 35 as reasonable on appeal)

NECA-IBEW Health amp Welfare Fund v Goldman Sachs amp Co No 108-cv-10783-LAP 2016 WL

3369534 at 1 (SDNY May 2 2016) (awarding fee representing a 39 multiplier) Davis 827 F

Supp 2d at 185 (awarding fee representing multiplier of 53 which was ldquonot atypicalrdquo in similar

cases) Credit Suisse slip op at 4 (awarding fee representing a multiplier of 47) Comverse 2010

WL 2653354 at 5 (awarding fee representing 278 multiplier) Telik 576 F Supp 2d at 590 (ldquoIn

contingent litigation lodestar multiples of over 4 are routinely awarded by courts including this

reasonable here See In re Merrill Lynch amp Co Inc Research Reports Sec Litig No 02 MDL 1484 (JFK) 2007 WL 313474 at 22 (SDNY Feb 1 2007) (approving counselrsquos hourly rates)

7 The Supreme Court and other courts have held that the use of current rates is proper since such rates compensate for inflation and the loss of use of funds See Jenkins 491 US at 283-84

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 20 of 34

- 12 - 1308528_1

Courtrdquo) In re Bisys Sec Litig No 04 Civ 3840 (JSR) 2007 WL 2049726 at 3 (SDNY July

16 2007) (awarding 30 fee representing a 299 multiplier and finding that the multiplier ldquofalls well

within the parameters set in this district and elsewhererdquo) In re AremisSoft Corp Sec Litig 210

FRD 109 135 (DNJ 2002) (43 multiplier was appropriate in light of the contingency risk and

the quality of the result achieved) Maley 186 F Supp 2d at 369 (awarding fee equal to a 465

multiplier which was ldquowell within the range awarded by courts in this Circuit and courts throughout

the countryrdquo)

The lodestarmultiplier is to be used merely as a cross-check on reasonableness To find

otherwise undermines the principles supporting the percentage approach and encourages needless

lodestar-building litigation See In re Ikon Office Sols Inc 194 FRD 166 196 (ED Pa 2000)

(ldquoThe court will not reduce the requested award simply for the sake of doing so when every other

factor ordinarily considered weighs in favor of approving class counselrsquos request of thirty percentrdquo)

Lead Counsel invested substantial time and effort prosecuting this Litigation against Defendants to a

successful completion The requested fee therefore is manifestly reasonable whether calculated as

a percentage of the fund or in relation to Lead Counselrsquos lodestar Moreover as discussed below

each of the factors cited by the Second Circuit in Goldberger also strongly supports a finding that the

requested fee is reasonable

E The Relevant Factors Confirm that the Requested Fee Is Reasonable

In Goldberger the Second Circuit explained that whether the court uses the percentage-of-

the-fund method or the lodestar approach it should continue to consider the traditional criteria that

reflect a reasonable fee in common fund cases including

bull the time and labor expended by counsel

bull the risks of the litigation

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 21 of 34

- 13 - 1308528_1

bull the magnitude and complexity of the litigation

bull the requested fee in relation to the settlement

bull the quality of representation and

bull public policy considerations

Goldberger 209 F3d at 50 Consideration of these factors demonstrates that the requested fee is fair

and reasonable

1 The Time and Labor Expended by Counsel

Lead Counsel has expended substantial time and effort pursuing the Litigation on behalf of

the Class Since the Litigation commenced Lead Counsel and its paraprofessionals devoted over

2200 hours to prosecuting the Classrsquo claims As detailed in the Rosen Declaration submitted

herewith Lead Counsel among other things

bull conducted an extensive factual investigation relating to Defendantsrsquo conduct and the tax avoidance scheme

bull researched the law relevant to the claims asserted including Brazilian tax laws and Defendantsrsquo potential defenses thereto and drafted detailed complaints

bull drafted an opposition to Defendantsrsquo motions to dismiss the Consolidated Complaint

bull consulted with Brazilian attorneys regarding the unique issues raised in the Litigation

bull consulted with experts and consultants in the areas of damages and market efficiency

bull participated in lengthy armrsquos-length settlement negotiations and mediation with Defendants and

bull negotiated and drafted the Stipulation and exhibits thereto as well as the motion for preliminary approval of the Settlement

Rosen Decl parapara3-31 Moreover Lead Counsel with the assistance of its damages expert and in-

house damages consultant prepared the proposed Plan of Allocation Throughout the Litigation

Lead Counsel staffed the matter efficiently and avoided any unnecessary duplication of effort Lead

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 22 of 34

- 14 - 1308528_1

Counselrsquos work in the Litigation will not end with the Courtrsquos approval of the Settlement

Additional hours and resources will necessarily be expended assisting Members of the Class with the

completion and submission of their Proof of Claim and Release forms shepherding the claims

process and responding to Class Member inquiries See Aponte v Comprehensive Health Mgmt

No 10 Civ 4825 (JLC) 2013 WL 1364147 at 6 (SDNY Apr 2 2013) The significant amount

of time and effort devoted to this case by Lead Counsel to obtain a $15 million recovery confirms

that the 25 fee request is reasonable

2 The Risks of the Litigation

a The Contingent Nature of Lead Counselrsquos

Representation Supports the Requested Fee

The risk undertaken in the litigation is often considered the most important Goldberger

factor Goldberger 209 F3d at 54 Comverse 2010 WL 2653354 at 5 Telik 576 F Supp 2d at

592 The Second Circuit has recognized that the risk associated with a case undertaken on a

contingent fee is an important factor in determining an appropriate fee award

No one expects a lawyer whose compensation is contingent upon his success to charge when successful as little as he would charge a client who in advance had agreed to pay for his services regardless of success Nor particularly in complicated cases producing large recoveries is it just to make a fee depend solely on the reasonable amount of time expended

Detroit v Grinnell Corp 495 F2d 448 470 (2d Cir 1974) ldquoLittle about litigation is risk-free and

class actions confront even more substantial risks than other forms of litigationrdquo Teachersrsquo Ret Sys

v ACLN Ltd No 01-CV-11814 (MP) 2004 WL 1087261 at 3 (SDNY May 14 2004) Am

Bank Note 127 F Supp 2d at 433 (concluding it is ldquoappropriate to take this [contingent fee] risk

into account in determining the appropriate fee to awardrdquo) In re Prudential Sec Ltd Prsquoships Litig

985 F Supp 410 417 (SDNY 1997) (ldquoNumerous courts have recognized that the attorneyrsquos

contingent fee risk is an important factor in determining the fee awardrdquo) This risk encompasses not

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 23 of 34

- 15 - 1308528_1

just the risk of no payment but also the risk of underpayment See In re Contrsquol Ill Sec Litig 962

F2d 566 569-70 (7th Cir 1992) (reversing district courtrsquos fee award where court failed to account

for among other things risk of underpayment to counsel) When considering the reasonableness of

attorneysrsquo fees in a contingency action the court should consider the risks of the litigation at the time

the suit was brought See Goldberger 209 F3d at 55 In re Sadia SA Sec Litig No 08 Civ 9528

(SAS) 2011 WL 6825235 at 3 (SDNY Dec 28 2011)

The reasonableness of the requested fee is also supported by an evaluation of the risks

undertaken by Lead Counsel in prosecuting this class action Lead Counsel undertook this Litigation

on a wholly-contingent fee basis investing a substantial amount of time and money to prosecute this

very risky action without a guarantee of compensation or even the recovery of expenses Unlike

Defendantsrsquo counsel who are paid substantial hourly rates and reimbursed for their expenses on a

regular basis Lead Counsel has not been compensated for any time or expenses since this case

began and would have received no compensation or even payment of its expenses had this case not

been successful

From the outset Lead Counsel understood that it was embarking on a complex expensive

and lengthy litigation with no guarantee of ever being compensated for investing the time and money

the case would require In undertaking that responsibility Lead Counsel was obligated to assure that

sufficient attorney and paraprofessional resources were dedicated to prosecuting the Litigation and

that funds were available to compensate staff and to pay for the considerable costs which a case such

as this entails Under these circumstances the financial burden on contingent-fee counsel is far

greater than on a firm that is paid on an ongoing basis

In addition to advancing litigation expenses Lead Counsel faced the possibility that it would

receive no attorneysrsquo fees It is wrong to presume that a law firm handling complex contingent

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 24 of 34

- 16 - 1308528_1

litigation always wins There are numerous instances where in contingent cases such as this one

plaintiffrsquos counsel have expended thousands of hours without receiving any compensation8

Losses in contingent-fee litigations especially those brought under the PSLRA are

exceedingly expensive Lead Counselrsquos assumption of the contingency fee risk strongly supports the

reasonableness of the requested fee See FLAG Telecom 2010 WL 4537550 at 27 (ldquoCourts in the

Second Circuit have recognized that the risk associated with a case undertaken on a contingent fee

basis is an important factor in determining an appropriate fee awardrdquo) In re Marsh ERISA Litig

265 FRD 128 148 (SDNY 2010) (ldquoThere was significant risk of non-payment in this case and

Plaintiffsrsquo Counsel should be rewarded for having borne and successfully overcome that riskrdquo)

b Litigation Risks

While Lead Plaintiff remains confident in its ability to prove its claims and that once the

truth was revealed Class Members suffered legally cognizable losses on their purchases of Gerdau

ADRs during the Class Period it recognizes that its ability to prove liability was far from certain

Rosen Decl parapara33-35 As detailed in the Rosen Declaration and in the Settlement Memorandum

Defendants raised numerous challenges to the materiality scienter and loss causation elements of

8 The risk of no recovery in complex cases of this type is real and is heightened when lead counsel press to achieve the very best result for those they represent There are numerous class actions in which lead counsel expended thousands of hours and yet received no remuneration despite their diligence and expertise See eg Hubbard v BankAtlantic Bancorp Inc 688 F3d 713 725 (11th Cir 2012) (affirming judgment as a matter of law following jury verdict partially in plaintiffsrsquo favor) In re Oracle Corp Sec Litig No C 01-00988-SI 2009 WL 1709050 (ND Cal June 19 2009) affrsquod 627 F3d 376 (9th Cir 2010) (court granted summary judgment for defendants after eight years of litigation after plaintiffsrsquo counsel incurred over $7 million in expenses and worked over 100000 hours representing a lodestar of approximately $40 million) In re JDS Uniphase

Corp Sec Litig No C-02-1486 CW (EDL) 2007 WL 4788556 at 1 (ND Cal Nov 27 2007) (jury verdict for defendants) Robbins v Koger Props 116 F3d 1441 1449 (11th Cir 1997) (jury verdict of $81 million for plaintiffs against an accounting firm reversed on appeal on loss causation grounds and judgment entered for defendant) Anixter v Home-Stake Prod Co 77 F3d 1215 1233 (10th Cir 1996) (Tenth Circuit overturned securities fraud class action jury verdict for plaintiffs in case filed in 1973 and tried in 1988 on basis of 1994 Supreme Court opinion)

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 25 of 34

- 17 - 1308528_1

Lead Plaintiffrsquos claims under the federal securities laws The Individual Defendants also challenged

this Courtrsquos personal jurisdiction over them Obtaining documents and testimony from witnesses in

Brazil would be expensive if possible at all Therefore there was a question whether Lead Plaintiff

would ultimately be able to prove that Defendants who could be sued in this Court acted knowingly

or recklessly made materially false or misleading statements or omissions as required

With respect to proving loss causation Defendants would continue to argue that the declines

in Gerdaursquos ADR price were caused by factors other than Lead Plaintiffrsquos alleged corrective

disclosures Id para369 Defendants would never concede their liability and if their motions to

dismiss were denied would continue to press their defenses at summary judgment and trial Lead

Plaintiff also faced the risk that the Court would deny its motion to certify the Class if the Litigation

reached that stage

c Risk as to Damages

Whether Lead Plaintiff could prove damages also was unsettled Defendants strenuously

disagreed with Lead Plaintiffrsquos damages theories and estimates In order for the Class to recover

damages at the level estimated by Lead Counselrsquos expert it would need to prevail on each and every

one of the claims alleged for the entirety of the Class Period The damage assessments of the

partiesrsquo respective trial experts would be sure to vary substantially and trial would become a ldquobattle

of expertsrdquo The outcome of such battles is never predictable and there existed the very real

possibility that a jury could be swayed by experts for Defendants to minimize the Classrsquo losses or to

show that the losses were attributable to factors other than the alleged misstatements and omissions

Thus even if Lead Plaintiff prevailed as to liability at trial the judgment obtained could well have

been only a fraction of the damages claimed

9 Another litigation risk for Lead Plaintiff was the proper length of the Class Period Id

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 26 of 34

- 18 - 1308528_1

3 The Magnitude and Complexity of the Litigation

The complexity of the litigation is another factor examined by courts evaluating the

reasonableness of attorneysrsquo fees requested by class counsel See Chatelain v Prudential-Bache

Sec 805 F Supp 209 216 (SDNY 1992) It is widely recognized that ldquoshareholder actions are

notoriously complex and difficult to proverdquo See In re Bayer AG Sec Litig No 03 Civ 1546

(WHP) 2008 WL 5336691 at 5 (SDNY Dec 15 2008) see also FLAG Telecom 2010 WL

4537550 at 27 ldquo[S]ecurities actions have become more difficult from a plaintiffrsquos perspective in

the wake of the PSLRArdquo Ikon 194 FRD at 194 see also In re AOL Time Warner Inc Sec amp

ldquoERISArdquo Litig No MDL 1500 2006 WL 903236 at 9 (SDNY Apr 6 2006) (ldquo[T]he legal

requirements for recovery under the securities laws present considerable challenges particularly

with respect to loss causation and the calculation of damages These challenges are exacerbated

where a number of controlling decisions have recently shed new light on the standard for loss

causationrdquo) This case was no exception As described in greater detail in the accompanying

Settlement Memorandum and the Rosen Declaration this Litigation involved a number of difficult

and complex questions concerning liability of foreign defendants and loss causation that would have

required extensive additional efforts by Lead Counsel and further consultation with Brazilian law

tax accounting and economic experts

The trial of liability issues alone would have involved substantial attorney and expert time

the introduction of voluminous documentary and deposition evidence which would require

translation vigorously contested motions and the considerable expenditures of judicial resources

Because this case revolved around ldquodifficult complex hotly disputed and expert-intensive issuesrdquo

this factor favors awarding a 25 fee City of Providence 2014 WL 1883494 at 16

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 27 of 34

- 19 - 1308528_1

4 The Quality of Representation Supports the Requested Fee

The quality of the representation by Lead Counsel is another important factor that supports

the reasonableness of the requested fee Lead Counsel submits that the quality of the representation

here is best evidenced by the quality of the result achieved See Settlement Memorandum at 18-19

see also FLAG Telecom 2010 WL 4537550 at 28 Bisys 2007 WL 2049726 at 3 It took a great

deal of skill to achieve a settlement at this level in this particular case Lead Counsel is a nationally

known leader in the fields of securities class actions and complex litigation This is attributable to

the diligence determination hard work and reputation of counsel who developed litigated and

successfully negotiated the Settlement of this Litigation and a substantial immediate cash recovery in

a very difficult case without the risk of further litigation See Teachersrsquo Ret Sys 2004 WL

1087261 at 6

Finally courts repeatedly recognize that the quality of the opposition faced by plaintiffsrsquo

counsel should also be taken into consideration in assessing the quality of counselrsquos performance

See eg BioScrip 2017 US Dist LEXIS 118881 at 73 (ldquo[O]pposing counsel in this case was

itself highly skilled a factor courts have considered in approving feesrdquo) Marsh ERISA 265 FRD

at 148 (ldquoThe high quality of defense counsel opposing Plaintiffsrsquo efforts further proves the caliber of

representation that was necessary to achieve the Settlementrdquo) Veeco 2007 WL 4115808 at 7

(among the factors supporting a 30 award of attorneysrsquo fees was that defendants were represented

by ldquoone of the countryrsquos largest law firmsrdquo) Here Defendants are represented by lawyers from

Skadden Arps Slate Meagher amp Flom LLP and Kramer Levin Naftalis amp Frankel LLP highly

respected law firms who presented very skilled defenses and spared no effort in representing their

clients Notwithstanding this formidable opposition Lead Counselrsquos ability to present a strong case

and to demonstrate its willingness to continue to vigorously prosecute the Litigation through trial

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 28 of 34

- 20 - 1308528_1

and then inevitable appeals enabled Lead Counsel to achieve a very favorable Settlement for the

benefit of the Class

5 Public Policy Considerations

A strong public policy concern exists for rewarding firms for bringing successful securities

litigation See FLAG Telecom 2010 WL 4537550 at 29 (if the ldquoimportant public policy [of

enforcing the securities laws] is to be carried out the courts should award fees which will adequately

compensate Lead Counsel for the value of their efforts taking into account the enormous risks they

undertookrdquo) Maley 186 F Supp 2d at 373 (ldquoIn considering an award of attorneyrsquos fees the public

policy of vigorously enforcing the federal securities laws must be consideredrdquo) Hicks 2005 WL

2757792 at 9 (ldquolsquoTo make certain that the public is represented by talented and experienced trial

counsel the remuneration should be both fair and rewardingrsquordquo) (citation omitted) Accordingly

public policy favors granting Lead Counselrsquos fee and expense application here

6 The Classrsquo Reaction to the Fee Request to Date Supports the

Requested Fee

To date the Claims Administrator has sent over 36900 copies of the Notice to potential

Class Members and nominees informing them inter alia that Lead Counsel intended to apply to the

Court for an award of attorneysrsquo fees in an amount not to exceed 25 of the total recovery plus

expenses not to exceed $200000 plus interest on both amounts10 The time to object to the fee

request expires on September 29 2017 To date just one week before the objection deadline not a

single objection to the fee and expense amounts set forth in the Notice has been received Such a

ldquolow level of objection is a lsquorare phenomenonrsquordquo In re Rite Aid Corp Sec Litig 396 F3d 294 305

(3d Cir 2005) (citation omitted) Moreover ldquoa significant number of investors in the class were

10 See Declaration of Carole K Sylvester Regarding Notice Dissemination Publication and Requests for Exclusion Received to Date para11 and Ex A (ldquoSylvester Declrdquo) submitted herewith

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 29 of 34

- 21 - 1308528_1

lsquosophisticatedrsquo institutional investors that had considerable financial incentive to object [to the

settlement] had they believed [the settlement was unfair or] the requested fees were excessiverdquo Id

Additionally the Lead Plaintiff supports the fee request See Chicago Police Decl para17 The fact

that no objections were received is compelling evidence of the fairness of the fee request

IV LEAD COUNSELrsquoS EXPENSES WERE REASONABLY INCURRED AND

NECESSARY TO THE PROSECUTION OF THIS LITIGATION

Lead Counsel also respectfully requests an award of $16273405 in expenses incurred while

prosecuting the Litigation Lead Counsel has submitted a declaration regarding these modest

expenses which are properly recovered by counsel See accompanying Robbins Geller Decl See

eg In re China Sunergy Sec Litig No 07 Civ 7895 (DAB) 2011 WL 1899715 at 6 (SDNY

May 13 2011) (in a class action attorneys should be compensated ldquofor reasonable out-of-pocket

expenses incurred and customarily charged to their clients as long as they were lsquoincidental and

necessary to the representationrsquordquo) (citation omitted) FLAG Telecom 2010 WL 4537550 at 30 (ldquoIt

is well accepted that counsel who create a common fund are entitled to the reimbursement of

expenses that they advanced to a classrdquo) In re Indep Energy Holdings PLC Sec Litig 302

F Supp 2d 180 183 n3 (SDNY 2003) (court may compensate class counsel for reasonable

expenses necessary to the representation of the class)

Counselrsquos expenses include the costs of hiring experts and consultants travel mediating the

Classrsquo claims and computerized research A complete breakdown by category of the expenses

incurred is set forth in the Robbins Geller Declaration These expenses were critical to Lead

Plaintiffrsquos success in achieving the Settlement See Global Crossing 225 FRD at 468 (ldquoThe

expenses incurred ndash which include investigative and expert witnesses filing fees service of process

travel legal research and document production and review ndash are the type for which lsquothe paying

armsrsquo length marketrsquo reimburses attorneys [f]or this reason they are properly chargeable to the

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 30 of 34

- 22 - 1308528_1

Settlement fundrdquo) Not a single objection to the expense amount set forth in the Notice has been

received Accordingly Lead Counsel respectfully requests payment for these expenses plus interest

earned on such amount at the same rate as that earned by the Settlement

V LEAD PLAINTIFF SHOULD BE AWARDED ITS REASONABLE TIME

AND EXPENSES UNDER 15 USC sect78u-4(a)(4)

Lead Plaintiff seeks approval for an award of $3765 for the time it spent directly relating to

its representation of the Class The PSLRA specifically provides that an ldquoaward of reasonable costs

and expenses (including lost wages) directly relating to the representation of the classrdquo may be made

to ldquoany representative party serving on behalf of a classrdquo 15 USC sect78u-4(a)(4)

The Lead Plaintiff dedicated time to the Litigation by reviewing significant pleadings and

briefs in the Litigation communicating regularly with Lead Counsel and monitoring the progress of

settlement negotiations See Chicago Police Decl para20 Numerous courts have approved reasonable

awards to compensate lead plaintiffs for the time and effort they spent on behalf of a class See

Kinross Gold 2015 US Dist LEXIS 181932 at 14 (awarding $1680011 to lead plaintiff and

additional named plaintiffs ldquoto compensate them for their reasonable costs and expenses directly

relating to their representation of the Classrdquo) In re Intercept Pharms Inc Sec Litig No 114-cv-

01123-NRB slip op at 1 (SDNY Oct 20 2016) (awarding $527500 and $740125 to lead

plaintiffs ldquodirectly relating to the representation of the Classrdquo) Hicks 2005 WL 2757792 at 10

(ldquoCourts in this Circuit routinely award such costs and expenses both to reimburse the named

plaintiffs for expenses incurred through their involvement with the action and lost wages as well as

to provide an incentive for such plaintiffs to remain involved in the litigation and to incur such

expenses in the first placerdquo)

Lead Plaintiff took an active role with the prosecution of the Litigation These are precisely

the types of activities that courts have found to support awards to class representatives See eg In

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 31 of 34

- 23 - 1308528_1

re Am Intrsquol Grp Inc No 04 Civ 8141 (DAB) 2010 WL 5060697 at 3 (SDNY Dec 2 2010)

(granting PSLRA award of $30000 to institutional lead plaintiffs ldquoto compensate them for the time

and effort they devoted on behalf of a classrdquo) FLAG Telecom 2010 WL 4537550 at 31 (approving

award of $100000 to lead plaintiff for time spent in the litigation) Veeco 2007 WL 4115808 at 12

(characterizing such awards as ldquolsquoroutine[]rsquordquo in this Circuit) (citation omitted)

The Notice sufficiently informed potential Class Members that such expenses would be

sought Sylvester Decl Ex A at 2 The modest request by Lead Plaintiff is supported by

declaration is reasonable and fully justified under the PSLRA and should be granted There have

been no objections to this request

VI CONCLUSION

Based on the foregoing and the entire record herein Lead Counsel respectfully requests that

the Court award attorneysrsquo fees of 25 of the $15 million recovery plus expenses in the amount of

$16273405 plus interest on both amounts and $3765 to Lead Plaintiff

DATED September 22 2017 Respectfully submitted

s Ellen Gusikoff Stewart

Henry Rosen Ellen Gusikoff Stewart Susannah R Conn ROBBINS GELLER RUDMAN amp DOWD LLP 655 West Broadway Suite 1900 San Diego CA 92101 Telephone 619231-1058 619231-7423 (fax) henryrrgrdlawcom ellengrgrdlawcom sconnrgrdlawcom

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 32 of 34

- 24 - 1308528_1

Samuel H Rudman David A Rosenfeld ROBBINS GELLER RUDMAN amp DOWD LLP 58 South Service Road Suite 200 Melville NY 11747 Telephone 631367-7100 631367-1173 (fax) srudmanrgrdlawcom drosenfeldrgrdlawcom

Christopher C Gold ROBBINS GELLER RUDMAN amp DOWD LLP 120 East Palmetto Park Road Suite 500 Boca Raton FL 33432 Telephone 561750-3000 561750-3364 (fax) cgoldrgrdlawcom

Lead Counsel for Plaintiff

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 33 of 34

CERTIFICATE OF SERVICE

I Ellen Gusikoff Stewart hereby certify that on September 22 2017 I caused a true and

correct copy of the attached

Memorandum of Law in Support of Lead Counselrsquos Motion for an Award of Attorneysrsquo Fees and Expenses and Award to Lead Plaintiff Pursuant to 15 USC sect78u-4(a)(4)

to be electronically filed with the Clerk of the Court using the CMECF system which will send

notification of such public filings to all counsel registered to receive such notice

s Ellen Gusikoff Stewart

ELLEN GUSIKOFF STEWART

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 34 of 34

EXHIBIT 1

Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 1 of 5

UNITED STATES DISTRICT COURTSOUTHERN DISTRICT OF NEW YORK

xZUBAIR PATEL Individually and on Behalf of All Others Similarly Situated

Plaintiff

vs

L-3 COMMUNICATIONS HOLDINGS INC et al

Defendants

x

Civil Action No 114-cv-06038-VEC(Consolidated)

CLASS ACTION

REVISED [PROPOSED] ORDER AWARDING ATTORNEYSrsquo FEES AND EXPENSES AND AWARDS TO LEAD PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 1 of 4

81717

USDC SDNY DOCUMENT ELECTRONICALLY FILED DOC DATE FILED

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 1 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 2 of 5

- 1 -

This matter having come before the Court on August 16 2017 on the motion of Lead

Counsel for an award of attorneysrsquo fees and expenses (the ldquoFee Motionrdquo) the Court having

considered all papers filed and proceedings conducted herein having found the Settlement of this

Litigation to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Stipulation of Settlement

dated February 22 2017 (the ldquoStipulationrdquo) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 Notice of Lead Counselrsquos Fee Motion was given to all Class Members who could be

located with reasonable effort The form and method of notifying the Class of the Fee Motion met

the requirements of Rule 23 of the Federal Rules of Civil Procedure and 15 USC sect78u-4(a)(7) the

Securities Exchange Act of 1934 as amended by the Private Securities Litigation Reform Act of

1995 due process and any other applicable law constituted the best notice practicable under the

circumstances and constituted due and sufficient notice to all persons and entities entitled thereto

4 The Court hereby awards Lead Counsel attorneysrsquo fees of 25 of the Settlement

Fund (or $8625000) plus expenses in the amount of $47598074 together with the interest earned

on both amounts for the same time period and at the same rate as that earned on the Settlement Fund

until paid The Court finds that the amount of fees awarded is appropriate and that the amount of

fees awarded is fair and reasonable under the ldquopercentage-of-recoveryrdquo method

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 2 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 2 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 3 of 5

- 2 -

5 The fees and expenses shall be allocated amongst Lead Plaintiffsrsquo Counsel in a

manner that Lead Counsel in good faith believes reflects the contributions of such counsel to the

prosecution and settlement of the Litigation

6 The awarded attorneysrsquo fees and expenses and interest earned thereon shall be paid to

Lead Counsel subject to the terms conditions and obligations of the Stipulation and in particular

para62 thereof which terms conditions and obligations are incorporated herein

7 In making this award of fees and expenses to Lead Counsel the Court has considered

and found that

(a) the Settlement has created a fund of $34500000 in cash that is already on

deposit and numerous Class Members who submit or have submitted valid Proof of Claim and

Release forms will benefit from the Settlement created by Lead Counsel

(b) over 47000 copies of the Notice were disseminated to Class Members

indicating that Lead Counsel would move for attorneysrsquo fees in the amount of 25 of the Settlement

Fund and for expenses in an amount not to exceed $600000 and no objections to the fees or

expenses were filed by Class Members

(c) Lead Counsel has pursued the Litigation and achieved the Settlement with

skill perseverance and diligent advocacy

(d) Lead Counsel has expended substantial time and effort pursuing the Litigation

on behalf of the Class

(e) Lead Counsel pursued the Litigation on a contingent basis having received no

compensation during the Litigation and any fee amount has been contingent on the result achieved

(f) the Litigation involves complex factual and legal issues and in the absence of

settlement would involve lengthy proceedings whose resolution would be uncertain

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 3 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 3 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 4 of 5

- 3 -

(g) had Lead Counsel not achieved the Settlement there would remain a

significant risk that the Class may have recovered less or nothing from Defendants

(h) Lead Counsel has devoted over 8500 hours with a lodestar value of

$439142350 to achieve the Settlement

(i) public policy concerns favor the award of reasonable attorneysrsquo fees and

expenses in securities class action litigation and

(j) the attorneysrsquo fees and expenses awarded are fair and reasonable and

consistent with awards in similar cases within the Second Circuit

8 Any appeal or any challenge affecting this Courtrsquos approval regarding the Fee Motion

shall in no way disturb or affect the finality of the Judgment entered with respect to the Settlement

9 Pursuant to 15 USC sect78u-4(a)(4) the Court awards the following amounts to Lead

Plaintiffs for the time they spent directly related to their representation of the Class $39000 to City

of Pontiac General Employeesrsquo Retirement System $86000 to Local 1205 Pension Plan and

$100000 to City of Taylor Police and Fire Retirement System

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this Order shall be

rendered null and void to the extent provided in the Stipulation and shall be vacated in accordance

with the Stipulation

IT IS SO ORDERED

DATED ______________________ ________________________________________THE HONORABLE VALERIE E CAPRONIUNITED STATES DISTRICT JUDGE

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 4 of 4

August 17 2017

___________________________________________ _________E HONORABLE VALEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEERIE E CA

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 4 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 5 of 5

EXHIBIT 2

Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 1 of 10

rus1$$i)Ny I DOCUMENT

ELECTRONICALLY FILED DOC

SOUTHERN DISTRICT OF NEW YORK

UNITED STATES DISTRICT COURT

d a t e b Z l セ e セ d M Z セ セ セ ャ M セ------------------___________ x セ セ セ セ セ セ セ ] ] セ セ セ セ

LAND MEN PARTNERS INC Individually Civil Action No 08-cv-03601-HBshy

and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff FINAL JUDGMENT AND ORDER OF

vs DISMISSAL WITH PREJUDICE

THE BLACKSTONE GROUP LP et aI

Defendants

---------------------------------x

This matter came before the Court for hearing pursuant to the Order Preliminarily Approving

Settlement and Providing for Notice to the Class (Notice Order) dated August 30 2013 on the

unopposed application ofLead Plaintiffs for approval of the Settlement set forth in the Settlement

Agreement dated August 28 2013 (Stipulation) and following a hearing on December 18 2013

Due and adequate notice having been given to the Class as required in said Order and the Court

having considered all papers filed and proceedings had herein and otherwise being fully informed in

the premises and good cause appearing therefor

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Final Judgment incorporates by reference the definitions in the Stipulation and

all terms used herein shall have the same meanings as set forth in the Stipulation unless otherwise

set forth herein

2 This Court has jurisdiction over the subject matter ofthe Action and over all Settling

Parties to the Action including all members of the Class

3 For purposes ofthis Judgment as certified by the Court s August 13 2013 Order the

Class is defined as all Persons who purchased the common units of The Blackstone Group LP

(Blackstone) in Blackstones initial public offering (IPO) or in the open market on the New

- 1 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 1 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 2 of 10

York Stock Exchange between June 21 2007 and March 12 2008 inclusive and who sustained

compensable damages in connection with any such purchase of Blackstone units pursuant to

Sections 11 and 15 of the Securities Act of 1933

Excluded from the Class are (i) the persons who submitted valid and timely requests for

exclusion from the Class who are listed on Exhibit A hereto (ii) Defendants (iii) members of the

immediate family ofeach ofthe Defendants (iv) any Person that acted as an underwriter ofthe IPO

(v) any natural Person who sold Blackstone common units to the public in the IPO or who serves or

served as an officer or director ofBlackstone or as a partner of any predecessor to Blackstone the

members of the immediate families ofany such persons and any entity in which any ofDefendants

have or had a controlling interest and (vi) the legal representatives agents affiliates heirs

successors-in-interest or assigns of any such excluded Person (collectively Excluded Persons)

For the avoidance of doubt the Excluded Persons are excluded from the Class only to the

extent they purchased Blackstone common units in the IPO for their own account and not for or on

behalf of a third-party customer or for resale to customers Further to the extent that any of the

Excluded Persons was a statutory seller who resold the Blackstone common units to a third-party

customer client account fund trust or employee benefit plan that otherwise falls within the Class

or purchased Blackstone common units in a fiduciary capacity or otherwise on behalf ofany thirdshy

party customer client account fund trust or employee benefit plan that falls within the Class the

Excluded Person is excluded from the Class but the third-party customer client account fund trust

or employee benefit plan is not excluded from the Class with respect to such purchases of

Blackstone common units

4 For purposes of this Judgment as certified by the Courts August 132013 Order

Lead Plaintiffs Martin Litwin and Francis Brady are Class Representatives and Lead Counsel

- 2 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 2 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 3 of 10

Robbins Geller Rudman amp Dowd LLP and Brower Piven A Professional Corporation are Class

Counsel

5 Pursuant to Federal Rule of Civil Procedure 23 this Court hereby approves the

Settlement set forth in the Stipulation and finds that the Settlement is in all respects fair reasonable

and adequate to the Class There are no objections to the proposed Settlement

6 Pursuant to Rule 23 of the Federal Rules ofCivil Procedure the Court finds that the

Stipulation and Settlement are fair reasonable and adequate as to each ofthe Settling Parties and

that the Stipulation and Settlement are hereby finally approved in all respects and the Settling

Parties are hereby directed to perform its terms

7 Accordingly the Court authorizes and directs implementation of all the terms and

provisions of the Stipulation as well as the terms and provisions hereof The Court hereby

dismisses as to Defendants the Action and all Released Claims ofthe Class with prejudice without

costs as to any Settling Party except as and to the extent provided in the Stipulation and herein

8 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

shall and each of the Class Members shall be deemed to have and by operation ofthis Judgment

shall have fully finally and forever released relinquished and discharged all Released Claims

against the Released Persons whether or not such Class Member executes and delivers the Proof of

Claim and Release

9 Upon the Effective Date hereof and as provided in the Stipulation each of the

Released Persons shall be deemed to have and by operation of this Judgment shall have fully

finally and forever released relinquished and discharged Lead Plaintiffs each and all of the Class

Members Lead Counsel and Abraham Fruchter amp Twersky LLP from all claims (including without

- 3 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 3 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 4 of 10

limitation Unknown Claims) arising out of relating to or in connection with the institution

prosecution assertion settlement or resolution of the Action

10 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

and each of the Class Members who have not validly opted out of the Class and their respective

predecessors successors agents representatives attorneys and affiliates and the respective heirs

executors administrators successors and assigns of each of them directly or indirectly

individually derivatively representatively or in any other capacity shall be deemed to have and by

operation of the Judgment shall have fully finally and forever released relinquished and

discharged against the Released Persons (whether or not such Class Members execute and deliver

the Proof of Claim and Release forms) any and all Released Claims (including without limitation

Unknown Claims) as well as any claims arising out of relating to or in connection with the

defense settlement or resolution of the Action or the Released Claims

11 Upon the Effective Date Lead Plaintiffs and each of the Class Members who have

not validly opted out of the Class and their respective predecessors successors agents

representatives attorneys and affiliates and the respective heirs executors administrators

successors and assigns of each of them directly or indirectly individually derivatively

representatively or in any other capacity shall be permanently barred and enjoined from the

assertion institution maintenance prosecution or enforcement against any Released Person in any

state or federal court or arbitral forum or in the court of any foreign jurisdiction of any and all

Released Claims (including without limitation Unknown Claims) as well as any claims arising out

of relating to or in connection with the defense settlement or resolution of the Action or the

Released Claims

- 4 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 4 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 5 of 10

12 The Notice ofProposed Settlement ofClass Action (Notice) given to the Class in

accordance with the Notice Order entered on August 30 2013 was the best notice practicable under

the circumstances including the individual notice to all members of the Class who could be

identified through reasonable effort ofthe proceedings and ofthe matters set forth therein including

the proposed Settlement set forth in the Stipulation the proposed Plan of Distribution of the

proceeds ofthe Settlement set forth in the Notice Lead Counsels application for attorneys fees and

reimbursement of expenses and Lead Plaintiffs request for an award of reasonable costs and

expenses relating to their representation of the Class and said Notice and notice procedures fully

satisfied the requirements of Federal Rule of Civil Procedure 23 the Private Securities Litigation

Reform Act of 1995 and the requirements of due process There are no objections to the Notice

andor notice procedures

13 The Court hereby approves the Plan ofDistribution as set forth in the Notice as fair

and equitable The Court directs Lead Counsel to proceed with processing Proofs ofClaim and the

administration of the Settlement pursuant to the terms of the Plan of Distribution and upon

completion ofthe claims processing procedure to present to this Court a proposed final distribution

order for the distribution of the Net Settlement Fund to eligible Class Members as provided in the

Stipulation and the Plan of Distribution There are no objections to the Plan of Distribution

14 The Court hereby awards Lead Counsel attorneys fees equal to 3333 percent of

the Settlement Fund (including interest accrued thereon) and litigation expenses in the amount of

$104700577 with interest to accrue thereon at the same rate and for the same periods as has

accrued by the Settlement Fund from the date ofthis Judgment to the date ofactual payment of said

attorneys fees and expenses to Lead Counsel as provided in the Stipulation The Court finds the

amount of attorneys fees awarded herein are fair and reasonable based on (a) the work performed

- 5 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 5 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 6 of 10

and costs incurred by Lead Counsel (b) the complexity ofthe case (c) the risks undertaken by Lead

Counsel and the contingent nature of their employment (d) the quality of the work performed by

Lead Counsel in this Action and their standing and experience in prosecuting similar class action

securities litigation (e) awards to successful plaintiffs counsel in other similar litigation (f) the

benefits achieved for Class Members through the Settlement and (g) the absence ofany objections

from any Class Members to either the application for an award ofattorneys fees or expenses to Lead

Counsel

15 The Court also fmds that the requested expenses are proper as the expenses incurred

by Lead Counsel including the costs ofexperts were reasonable and necessary in the prosecution of

this Action on behalf of Class Members There are no objections to Lead Counsels application for

reimbursement of their expenses

16 The Court approves payment of$1500000 to Lead Plaintiff Martin Litwin for his

reasonable time and expenses (including lost wages) relating to their representation of the Class

Such payment shall be paid out of the Settlement Fund There are no objections to Lead Plaintiff

Litwins application for reimbursement ofhis costs and expenses

17 All fees and expenses awarded or allowed in this Judgment shall except as otherwise

expressly provided in the Stipulation be paid from the Settlement Fund

18 Lead Counsel may apply from time to time for any fees andor expenses incurred by

them solely in connection with the administration of the Settlement and distribution of the Net

Settlement Fund to Class Members which except as expressly provided in the Stipulation shall be

paid from the Settlement Fund

19 Neither appellate review nor modification ofthe Plan ofDistribution set forth in the

Notice nor any action in regard to the motion by Lead Counsel for attorneys fees andor expenses

- 6 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 6 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 7 of 10

and the award ofcosts and expenses to Lead Plaintiffs shall affect the fmality ofany other portion of

this Judgment nor delay the Effective Date ofthe Stipulation and each shall be considered separate

for the purposes of appellate review of this Judgment

20 Neither the Stipulation nor the Settlement contained therein nor any act performed or

document executed pursuant to or in furtherance of the Stipulation or the Settlement (a) is or may be

deemed to be or may be used as an admission of or evidence of the validity ofany Released Claim

or ofany wrongdoing or liability of the Released Persons or (b) is or may be deemed to be or may

be used as an admission of or evidence of any fault or omission of any of the Defendants or the

Released Persons in any civil criminal or administrative proceeding in any court administrative

agency or other tribunal Defendants andor the Released Persons may file the Stipulation andor

this Judgment from this Action in any other action in which they are parties or that may be brought

against them in order to support a defense claim or counterclaim based on principles of res

judicata collateral estoppel release good faith settlement judgment bar or reduction or any theory

of claim preclusion or issue preclusion or similar defense or counterclaim

21 Without affecting the finality ofthis Judgment in any way this Court hereby retains

continuing exclusive jurisdiction over (a) implementation of this Settlement and any award or

distribution of the Settlement Fund including interest earned thereon (b) disposition of the

Settlement Fund (c) hearing and determining applications for attorneys fees interest and expenses

in the Action (d) payment of taxes by the Settlement Fund (e) all Settling Parties hereto for the

purpose ofconstruing enforcing and administering the Stipulation and (f) any other matters related

to finalizing the Settlement and distribution of proceeds of the Settlement

22 In the event that the Settlement does not become effective in accordance with the

terms of the Stipulation or the Effective Date does not occur or in the event that the Settlement

- 7 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 7 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 8 of 10

Fund or any portion thereof is returned to Defendants then this Judgment shall be rendered null and

void to the extent provided by and in accordance with the Stipulation and shall be vacated and in

such event all orders entered and releases delivered in connection herewith shall be null and void to

the extent provided by and in accordance with the StipUlation

23 Without further order of the Court the Settling Parties may agree to reasonable

extensions of time to carry out any of the provisions of the Stipulation

24 The Court finds that during the course of the Action the Settling Parties and their

respective counsel at all times complied with the requirements of Rule 11 of the Federal Rules of

Civil Procedure

25 The Court directs immediate entry of this Final Judgment by the Clerk ofthe Court

DATED Ok 10 2 TEO aRABLE HAROLD A R JR

UNITED STATES DISTRICT JUDGE

- 8 shy

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EXHIBIT A

BLACKSTONE LIST OF EXCLUSIONS

Name

1 lINA HU

2 ESTATE OF ANTHONY J FABEC

3 WILLIAM PATTERSON

4 MARY AN N SHOTWELL

5 RICHARD A LEWIS

6 JOHN MERCADENTE JR

7 DOUGLAS BARHORST

8 PATRICIA G NORMAN

9 ESTATE OF RICHARD A NORMAN

10 ROBERT W DUER

11 ANIBAL MARRERO

12 RUSS D SONNIER

13 MARCUS E ampJOANNE R NORTH

14 SUZANNE EMETAROM

15 WILLIAM W amp FRANCES E MAIN

16 ANTHONY BRIENZA

17 SHU HAO HUANG

18 KENNETH 0 PARRIS

19 DUFF S MCEVERS

20 SHERRIE L FRANTZ

21 DEBBIE CRINK

22 MARK A SUMMERS

23 PAULINE MEYEROWITZ

24 ANDREW WAHL

City

OSHAWA

WILLOUGHBY HILLS

KINGS MOUNTAIN

VIRGILINA

BULLARD

READING

SIDNEY

KEARNEY

KEARNEY

ALTA LOMA

CORAL GABLES

NEW YORK

VICTORIA

WALNUT CREEK

ROBERTS

COLD SPRING HARBOR

SNOHOMISH

ATHENS

LAGUNA NIGUEL

EUGENE

OMAHA

MINNETRISTA

FT LAUDERDALE

SAN FRANCISCO

St Country セ

ON CA lIJ7C6

OH US 44094

NC US 28086

VA US 24598

TX US 75757

PA US 19606

OH US 45365

NE US 68845

NE US 68845

CA US 91701

FL US 33134

NY US 10150

TX US 77905

CA US 94595

MT US 59070

NY US 11724

WA US 98296

GA US 30604

CA US 92677

OR US 97404

NE US 68138

MN US 55364

FL US 33308

CA US 94115

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 9 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 10 of 10

EXHIBIT 3

Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 1 of 4

UNITED STATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

--------_____________________ x

THE BOARD OF TRUSTEES OF THE Civil Action No 09-cv-09333-KBF

OPERA TING ENGINEERS PENSION

TRUST on Behalf of Itself and All Others CLASS ACTION

Similarly Situated [PROPOSES] ORDER A WARDING

Plaintiffs ATTORNEYS FEES EXPENSES AND

CASE CONTRIBUTION A WARD TO LEAD

vs PLAINTIFF

JPMORGAN CHASE BANK NATIONAL

ASSOCIATIOt USDCSDNY

DOCUMENTDefendant

ELECTRONICALLY FILED ---------------- x DOC

DATE f M i l M e M d セ ャ エ i o B B B v エ M R B B G エ M ョ M B G Q G Q Q R P セ Q M S

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 1 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 2 of 4

This matter having come before the Court on November 19 2013 on the motion of Lead

Counsel for an award ofattorneys fees and expenses in the litigation and a case contribution award

to Lead Plaintiff the Court having considered all papers filed and proceedings condueted herein

having found the settlement of this Action to be fair reasonable and adequate and otherwise being

fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by referenee the definitions in the Stipulation of Settlement

dated August 16 2013 and all capitalized terms used but not defined herein shall have the same

meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto ineluding all members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount ofS47702453 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-reeovery method

4 The fees and expenses shall be allocated among Plaintiffs Counsel in a manner

which in Lead Counsels good-faith judgment ret1ects each such counsels contribution to the

institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Lead Counsel subject to the terms conditions and obligations of the

- 1 shy

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 2 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 3 of 4

Stipulation and in particular セ Q R R thereof which terms conditions and obligations are incorporated

herein

6 The Court hereby awards Lead Plaintiff Board ofTrustees of the Operating Engineers

Pension Trust $25000 for its time and expense in representing the Class This case contribution

award shall be paid to Lead Plaintiff on or after the Effective Date subject to the terms conditions

and obligations of the Stipulation and in particular セ R S thereof which terms conditions and

obligations are incorporated herein

IT IS SO ORDERED

THE HONORABLE KATHERINE B FORREST

UNITED STATES DISTRICT JUDGE

- 2

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 3 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 4 of 4

EXHIBIT 4

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 1 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

CITILINE HOLDINGS INC Individually Civil Action No 108-cv-03612-RJS and On Behalf of All Others Similarly Situated (Consolidated)

Plaintiff CLASS ACTION

vs

ISTAR FINANCIAL INC et al

Defendants

x

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

E Albdquo

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 2 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 2 of 3

This matter having come before the Court on April 5 2013 on the motion of Co-Lead

Counsel for an award of attorneys fees and expenses in the Litigation the Court having considered

all papers filed and proceedings conducted herein having found the settlement of this action to be

fair reasonable and adequate and otherwise being fully informed in the premises and good cause

appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 5 2012 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Co-Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount of $23490171 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among Lead Plaintiffs counsel in a manner

which in Co-Lead Counsels good-faith judgment reflects each such counsels contribution to the

institution prosecution and resolution of the Litigation

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 3 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 3 of 3

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Co-Lead Counsel subject to the terms conditions and obligations of the

Stipulation and in particular para62-63 thereof which terms conditions and obligations are

incorporated herein

SO ORDERED

-2-

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 4 of 4

EXHIBIT 5

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 1 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 1 of 4

UNITED ST ATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

In re SANOFI-AVENTIS SECURITIES

LITIGATION

This Document Relates To

ALL ACTIONS

---middotmiddotmiddot-----middot--------x

i

11

middot middot FlLBD I l

JAN 2 2QJ4-~ Civil Action No 107tv-10279-GBD

CLASS ACTION f middot middot

ECFCASE

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND AN

AWARD TO PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

903068_ l

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 2 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 2 of 4

This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 3 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 3 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 5: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

Page

- iv - 1308528_1

In re Bayer AG Sec Litig No 03 Civ 1546 (WHP) 2008 WL 5336691 (SDNY Dec 15 2008)18

In re BioScrip Inc Sec Litig No 13-cv-6922 (AJN) 2017 US Dist LEXIS 118881 (SDNY July 26 2017) 8 19

In re Bisys Sec Litig No 04 Civ 3840 (JSR) 2007 WL 2049726 (SDNY July 16 2007) 12 19

In re Cendant Corp Litig 264 F3d 201 (3d Cir 2001)2

In re China Sunergy Sec Litig No 07 Civ 7895 (DAB) 2011 WL 1899715 (SDNY May 13 2011) 21

In re CIT Grp Inc Sec Litig No 108-cv-06613-BSJ-THK slip op (SDNY June 13 2012) 9

In re Comverse Tech Inc Sec Litig No 06-CV-1825 (NGG) (RER) 2010 WL 2653354 (EDNY June 24 2010) 11 14

In re Contrsquol Ill Sec Litig 962 F2d 566 (7th Cir 1992) 15

In re FLAG Telecom Holdings Ltd Sec Litig No 02-CV-3400 (CM) (PED) 2010 WL 4537550 (SDNY Nov 8 2010) passim

In re Global Crossing Sec amp ERISA Litig 225 FRD 436 (SDNY 2004) 7 21

In re GMC Pick-Up Truck Fuel Tank Prods Liab Litig 55 F3d 768 (3d Cir 1995)7

In re Ikon Office Sols Inc 194 FRD 166 (ED Pa 2000) 12 18

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 5 of 34

Page

- v - 1308528_1

In re Indep Energy Holdings PLC Sec Litig 302 F Supp 2d 180 (SDNY 2003)21

In re Intercept Pharms Inc Sec Litig No 114-cv-01123-NRB slip op (SDNY Oct 20 2016) 22

In re Interpublic Sec Litig No 02 Civ 6527 (DLC) 2004 WL 2397190 (SDNY Oct 26 2004) 5

In re Ivan F Boesky Sec Litig 888 F Supp 551 (SDNY 1995) 10

In re JDS Uniphase Corp Sec Litig No C-02-1486 CW (EDL) 2007 WL 4788556 (ND Cal Nov 27 2007) 16

In re Marsh ERISA Litig 265 FRD 128 (SDNY 2010) 16 19

In re Merrill Lynch amp Co Inc Research Reports Sec Litig No 02 MDL 1484 (JFK) 2007 WL 313474 (SDNY Feb 1 2007) 11

In re Nortel Networks Corp Sec Litig 539 F3d 129 (2d Cir 2008)2

In re Oracle Corp Sec Litig No C 01-00988-SI 2009 WL 1709050 (ND Cal June 19 2009) affrsquod 627 F3d 376 (9th Cir 2010) 16

In re Payment Card Interchange Fee amp Merch Disc Antitrust Litig 991 F Supp 2d 437 (EDNY 2014) 6

In re Prudential Sec Ltd Prsquoships Litig 985 F Supp 410 (SDNY 1997) 14

In re Rite Aid Corp Sec Litig 396 F3d 294 (3d Cir 2005)20 21

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 6 of 34

Page

- vi - 1308528_1

In re Sadia SA Sec Litig No 08 Civ 9528 (SAS) 2011 WL 6825235 (SDNY Dec 28 2011)15

In re Sanofi-Aventis Sec Litig No 107-cv-10279-GBD slip op (SDNY Jan 22 2014) 9

In re Telik Inc Sec Litig 576 F Supp 2d 570 (SDNY 2008)5 11 14

In re Thirteen Appeals Arising out of the San

Juan Dupont Plaza Hotel Fire Litig 56 F3d 295 (1st Cir 1995) 7

In re Veeco Instruments Inc Sec Litig No 05 MDL 01695 (CM) 2007 WL 4115808 (SDNY Nov 7 2007) passim

In re Warner Commcrsquons Sec Litig 618 F Supp 735 (SDNY 1985) affrsquod 798 F2d 35 (2d Cir 1986) 10

J I Case Co v Borak 377 US 426 (1964) 5

Johnston v Comerica Mortg Corp 83 F3d 241 (8th Cir 1996) 7

Landmen Partners Inc v Blackstone Grp LP No 08-cv-03601-HB-FM slip op (SDNY Dec 18 2013)8

Maley v Del Global Techs Corp 186 F Supp 2d 358 (SDNY 2002)7 12 20

Mass Bricklayers amp Masons Tr

Funds v Deutsche Alt-A Sec Inc No 208-cv-03178-LDW-ARL slip op (EDNY July 11 2012) 9

Missouri v Jenkins 491 US 274 (1989) 8 11

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 7 of 34

Page

- vii - 1308528_1

NECA-IBEW Health amp Welfare Fund

v Goldman Sachs amp Co No 108-cv-10783-LAP 2016 WL 3369534 (SDNY May 2 2016) 11

Patel v L-3 Commcrsquons Holdings Inc No 114-cv-06038-VEC slip op (SDNY Aug 17 2017) 8

Powers v Eichen 229 F3d 1249 (9th Cir 2000) 7

Rawlings v Prudential-Bache Props 9 F3d 513 (6th Cir 1993) 7

Robbins v Koger Props 116 F3d 1441 (11th Cir 1997) 16

Savoie v Merchs Bank 166 F3d 456 (2d Cir 1999)4 6

Swedish Hosp Corp v Shalala 1 F3d 1261 (DC Cir 1993) 7

Teachersrsquo Ret Sys v ACLN Ltd No 01-CV-11814 (MP) 2004 WL 1087261 (SDNY May 14 2004) 14 19

Tellabs Inc v Makor Issues amp Rights Ltd 551 US 308 (2007) 5

Union Asset Mgmt Holding AG v Dell Inc 669 F3d 632 (5th Cir 2012) 7

Wal-Mart Stores Inc v Visa USA Inc 396 F3d 96 (2d Cir 2005)6 7 11

STATUTES RULES AND REGULATIONS

15 USC sect78u-4(a)(4) 1 22 sect78u-4(a)(6) 7

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 8 of 34

Page

- viii - 1308528_1

LEGISLATIVE HISTORY

HR Conf Rep No 104-369 1995 WL 709276 (1995) 9

SECONDARY AUTHORITY

7B Charles Alan Wright Arthur R Miller amp Mary Kay Kane Federal Practice and Procedure (3d ed 2005)

sect18034

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 9 of 34

- 1 - 1308528_1

I INTRODUCTION

Court-appointed Lead Counsel Robbins Geller Rudman amp Dowd LLP has secured a $150

million Settlement for the Class ndash a very good result under the circumstances achieved in spite of

serious obstacles to recovery in the Litigation1 In order to obtain this Settlement Lead Plaintiff and

Lead Counsel overcame a number of significant challenges to proving both liability and damages

that posed a serious risk of no recovery or a substantially lesser recovery than the Settlement for the

Class In recognition of these risks Lead Counsel now respectfully moves this Court for an award of

attorneysrsquo fees in the amount of 25 of the Settlement and $16273405 in expenses that were

reasonably and necessarily incurred in prosecuting and resolving the Litigation against Defendants

and obtaining this Settlement for the benefit of the Class In addition Lead Plaintiff Policemenrsquos

Annuity and Benefit Fund of Chicago (ldquoLead Plaintiffrdquo or ldquoChicago Policerdquo) seeks a modest award

of $3765 for the time it spent representing the Class As set forth below the relevant factors

articulated in the Second Circuitrsquos Goldberger decision strongly support the requested awards See

Goldberger v Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

This fee request has the full support of the Lead Plaintiff See Declaration of Brian Wright

Filed on Behalf of Chicago Police parapara15-19 (ldquoChicago Police Declrdquo) filed herewith The Second

Circuit has directed district courts to

give serious consideration to negotiated fees because PSLRA lead plaintiffs often have a significant financial stake in the settlement providing a powerful incentive to ensure that any fees resulting from that settlement are reasonable In many cases

1 Capitalized terms used herein are defined and have the meanings contained in the Stipulation of Settlement (Dkt No 50) (the ldquoStipulationrdquo) the accompanying Declaration of Henry Rosen in Support of Lead Plaintiffrsquos Motion for Final Approval of Settlement and Approval of Plan of Allocation and an Award of Attorneysrsquo Fees and Expenses and Award to Lead Plaintiff Pursuant to 15 USC sect78u-4(a)(4) (the ldquoRosen Declrdquo) and in the Memorandum of Law in Support of Lead Plaintiffrsquos Motion for Final Approval of Settlement and Approval of Plan of Allocation (ldquoSettlement Memorandumrdquo) submitted concurrently herewith

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 10 of 34

- 2 - 1308528_1

the agreed-upon fee will offer the best indication of a market rate thus providing a good starting position for a district courtrsquos fee analysis

In re Nortel Networks Corp Sec Litig 539 F3d 129 133-34 (2d Cir 2008) see also In re Cendant

Corp Litig 264 F3d 201 220 (3d Cir 2001) (ldquocourts should afford a presumption of

reasonableness to fee requests submitted pursuant to an agreement between a properly-selected lead

plaintiff and properly-selected lead counselrdquo) In addition following an extensive Court-ordered

notice program not a single Class Member has objected to the maximum amount of fees and

expenses set forth in the Notice2

As detailed here in the Rosen Declaration and in the Settlement Memorandum the

Settlement achieved here following extensive investigation represents a very good result for Lead

Plaintiff and the Class particularly when judged in the context of the significant litigation risks

attendant in this Litigation The $15 million Settlement that Lead Counsel obtained provides the

Class with an immediate and certain recovery in a case that faced substantial obstacles to

establishing liability loss causation and damages that could have prevented any recovery at all The

Settlement represents approximately 15 of the maximum recoverable damages estimated on a per

share basis by Lead Plaintiffrsquos damages consultant In achieving this result Lead Counsel worked

more than 2200 hours over the course of this complex litigation all on a contingency basis with no

guarantee of ever being paid

2 As of the date of this fee memorandum which is before the September 29 2017 deadline for filing objections Lead Counsel has not received any objections to the fee request Pursuant to the Courtrsquos Preliminary Approval Order over 36900 copies of the Notice were mailed to potential Members of the Class and nominees advising them that Lead Counsel intended to apply to the Court for an award of attorneysrsquo fees not to exceed 25 of the total recovery plus expenses of no greater than $200000 plus interest on both amounts If any timely objections are received from Class Members Lead Counsel will address them in a reply brief which will be filed with the Court no later than October 13 2017

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 11 of 34

- 3 - 1308528_1

Lead Counsel believes that an attorney fee award of 25 together with payment of its

litigation expenses properly reflects the many significant risks taken by Lead Counsel as well as the

excellent result achieved in difficult litigation When examined under either of this Circuitrsquos

methods of contingency fee determination (ie percentage of the fund or lodestar) it is abundantly

clear that an award of fees at 25 is reasonable and well within the range of attorneysrsquo fees awarded

in similar complex contingency cases In addition the costs and expenses requested by Lead

Counsel are reasonable in amount and were necessarily incurred Finally the Lead Plaintiff greatly

contributed to the prosecution and settlement of the Litigation It reviewed and approved papers

filed with the Court and mediator and participated in discussions regarding case strategy and

settlement Lead Plaintiff seeks approval for an award associated with the time it spent dedicated to

the Litigation Its time is documented in its accompanying declaration See Chicago Police Decl

parapara20-21 Accordingly the Court should grant the full amount requested by Lead Plaintiff

II HISTORY AND BACKGROUND OF THE LITIGATION

This securities fraud class action was brought under the Securities Exchange Act of 1934 (the

ldquoExchange Actrdquo) Lead Plaintiff alleges that Defendants violated the Exchange Act during the April

23 2012 through May 16 2016 Class Period by engaging in a fraudulent scheme and making

materially false and misleading statements regarding the Companyrsquos financial condition internal

controls and compliance policies More specifically Lead Plaintiff alleges that Defendants failed to

disclose that (a) Gerdau was engaged in a bribery scheme in collusion with Brazilrsquos Administrative

Council of Tax Appeals (ldquoCARFrdquo) (b) the Company had defrauded Brazilian tax authorities (c)

Gerdaursquos CEO and other directors and employees of the Company had engaged in bribery money

laundering and influence peddling and (d) the tax appeals themselves related to a series of self-

dealing transactions from 2005 designed to enable Gerdau to avoid taxes Rosen Decl para10

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 12 of 34

- 4 - 1308528_1

Lead Plaintiff further alleges that all of the Companyrsquos Class Period financial statements

were false because of the alleged material omissions and that Defendantsrsquo statements regarding the

Companyrsquos internal and financial controls and strict adherence to high ethical standards were also

false Id para11 Lead Plaintiff alleges that Defendantsrsquo misrepresentations and fraudulent scheme

had the effect of artificially inflating the price of Gerdau ADRs which inflation came out of the

ADR price when the truth was revealed at the end of the Class Period Id

A detailed description of Lead Counselrsquos prosecution of this case is set forth in the

accompanying Rosen Declaration For the sake of brevity the Court is respectfully referred to the

Rosen Declaration

III ARGUMENT

A Lead Counsel Is Entitled to an Award of Attorneysrsquo Fees and

Expenses from the Common Fund

The Supreme Court has long recognized that ldquoa litigant or a lawyer who recovers a common

fund for the benefit of persons other than himself or his client is entitled to a reasonable attorneyrsquos

fee from the fund as a wholerdquo Boeing Co v Van Gemert 444 US 472 478 (1980) see also

Goldberger 209 F3d at 47 Savoie v Merchs Bank 166 F3d 456 459-60 (2d Cir 1999) ldquoThe

courtrsquos authority to reimburse the representative parties stems from the fact that the class-action

device is a creature of equity and the allowance of attorney-related costs is considered part of the

historic equity power of the federal courtsrdquo 7B Charles Alan Wright Arthur R Miller amp Mary Kay

Kane Federal Practice and Procedure sect1803 at 325 (3d ed 2005) The purpose of the common

fund doctrine is to fairly and adequately compensate class counsel for services rendered and to

ensure that all class members contribute equally towards the costs associated with litigation pursued

on their behalf See also Goldberger 209 F3d at 47 In re Veeco Instruments Inc Sec Litig No 05

MDL 01695 (CM) 2007 WL 4115808 at 2 (SDNY Nov 7 2007)

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 13 of 34

- 5 - 1308528_1

Courts have recognized that in addition to providing just compensation awards of fair

attorneysrsquo fees from a common fund also serve to encourage skilled counsel to represent those who

seek redress for damages inflicted on entire classes of persons and to discourage future alleged

misconduct of a similar nature City of Providence v Aeropostale Inc No 11 Civ 7132 (CM)

(GWG) 2014 WL 1883494 at 10-11 (SDNY May 9 2014) affrsquod sub nom Arbuthnot v

Pierson 607 F Apprsquox 73 (2d Cir 2015) In re Telik Inc Sec Litig 576 F Supp 2d 570 585

(SDNY 2008) Veeco 2007 WL 4115808 at 2 Indeed the Supreme Court has emphasized that

private securities actions such as the instant action provide ldquolsquoa most effective weapon in the

enforcementrsquo of the securities laws and are lsquoa necessary supplement to [SEC] actionrsquordquo Bateman

Eichler Hill Richards Inc v Berner 472 US 299 310 (1985) (quoting J I Case Co v Borak

377 US 426 432 (1964)) accord Tellabs Inc v Makor Issues amp Rights Ltd 551 US 308 (2007)

Courts in this Circuit have consistently adhered to these teachings See In re Interpublic Sec

Litig No 02 Civ 6527 (DLC) 2004 WL 2397190 at 10 (SDNY Oct 26 2004) (ldquoIt is well

established that where an attorney creates a common fund from which members of a class are

compensated for a common injury the attorneys who created the fund are entitled to lsquoa reasonable

fee ndash set by the court ndash to be taken from the fundrsquordquo) (citation omitted) Fairly compensating Lead

Counsel for the risks it took in bringing this action is essential because ldquo[s]uch actions could not be

sustained if plaintiffsrsquo counsel were not to receive remuneration from the settlement fund for their

efforts on behalf of the classrdquo Hicks v Morgan Stanley No 01 Civ 10071 (RJH) 2005 WL

2757792 at 9 (SDNY Oct 24 2005)

B The Court Should Award a Reasonable Percentage of the Common

Fund

Lead Counsel respectfully submits that the Court should award a fee based on a percentage of

the common fund obtained Courts routinely find that the percentage-of-the-fund method under

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 14 of 34

- 6 - 1308528_1

which counsel is awarded a percentage of the fund that they created is the preferred means to

determine a fee because it ldquolsquodirectly aligns the interests of the class and its counsel and provides a

powerful incentive for the efficient prosecution and early resolution of litigationrsquordquo Wal-Mart Stores

Inc v Visa USA Inc 396 F3d 96 122 (2d Cir 2005) (citation omitted) see also Hayes v

Harmony Gold Mining Co 509 F Apprsquox 21 24 (2d Cir 2013) (ldquo[A]s the district court recognized

the prospect of a percentage fee award from a common settlement fund as here aligns the interests

of class counsel with those of the classrdquo) The percentage approach also recognizes that the quality

of counselrsquos services is measured best by the results achieved and is most consistent with the system

typically used in the marketplace to compensate attorneys in non-class contingency cases3

The Supreme Court has also indicated that attorneysrsquo fees in common-fund cases generally

should be based on a percentage of the fund See Blum v Stenson 465 US 886 900 n16 (1984)

(ldquo[U]nder the lsquocommon fund doctrinersquo a reasonable fee is based on a percentage of the fund

bestowed on the classrdquo) The Second Circuit has expressly approved the percentage method

recognizing that ldquothe lodestar method proved vexingrdquo and had resulted in ldquoan inevitable waste of

judicial resourcesrdquo Goldberger 209 F3d at 48-49 (holding that the percentage-of-the-fund method

may be used to determine appropriate attorneysrsquo fees although the lodestar method may also be

used) Savoie 166 F3d at 460 (stating that the ldquopercentage-of-the-fund method has been deemed a

3 See eg In re Payment Card Interchange Fee amp Merch Disc Antitrust Litig 991 F Supp 2d 437 440 (EDNY 2014) (ldquoThe percentage method better aligns the incentives of plaintiffsrsquo counsel with those of the class members because it bases the attorneysrsquo fees on the results they achieve for their clients rather than on the number of motions they file documents they review or hours they work The percentage method also accords with the overwhelming prevalence of contingency fees in the market for plaintiffsrsquo counselrdquo) Davis v JP Morgan Chase amp Co 827 F Supp 2d 172 184 (WDNY 2011) (the ldquoadvantages of the percentage method are that it provides an incentive to attorneys to resolve the case efficiently and to create the largest common fund out of which payments to the class can be made and that it is consistent with the system typically used by individual clients to compensate their attorneysrdquo)

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 15 of 34

- 7 - 1308528_1

solution to certain problems that may arise when the lodestar method is used in common fund

casesrdquo) More recently the Second Circuit has acknowledged that the ldquotrend in this Circuit is toward

the percentage methodrdquo Wal-Mart 396 F3d at 122 see also City of Providence 2014 WL

1883494 at 11-124

The determination of attorneysrsquo fees using the percentage-of-the-fund method is also

supported by the PSLRA which states that ldquo[t]otal attorneysrsquo fees and expenses awarded by the court

to counsel for the plaintiff class shall not exceed a reasonable percentage of the amountrdquo recovered

for the class 15 USC sect78u-4(a)(6) (emphasis added) Courts have concluded that by drafting the

PSLRA in such a manner Congress expressed a preference for the percentage as opposed to the

lodestar method of determining attorneysrsquo fees in securities class actions See Veeco 2007 WL

4115808 at 3 Maley v Del Global Techs Corp 186 F Supp 2d 358 370 (SDNY 2002) In re

Am Bank Note Holographics 127 F Supp 2d 418 430 (SDNY 2001) In re Global Crossing Sec

amp ERISA Litig 225 FRD 436 465-66 (SDNY 2004)

Given the language of the PSLRA the Supreme Courtrsquos indication that the percentage

method is proper in this type of case the Second Circuitrsquos explicit approval of the percentage

method in Goldberger and the trend among the district courts in this Circuit the Court should award

4 All federal Courts of Appeal to consider the matter have approved the percentage method with two circuits requiring its use in common fund cases See In re Thirteen Appeals Arising out of the

San Juan Dupont Plaza Hotel Fire Litig 56 F3d 295 305 (1st Cir 1995) In re GMC Pick-Up

Truck Fuel Tank Prods Liab Litig 55 F3d 768 821-22 (3d Cir 1995) Union Asset Mgmt

Holding AG v Dell Inc 669 F3d 632 644 (5th Cir 2012) Rawlings v Prudential-Bache Props 9 F3d 513 515-16 (6th Cir 1993) Harman v Lyphomed Inc 945 F2d 969 975 (7th Cir 1991) Johnston v Comerica Mortg Corp 83 F3d 241 246 (8th Cir 1996) Powers v Eichen 229 F3d 1249 1256 (9th Cir 2000) Brown v Phillips Petroleum Co 838 F2d 451 454-56 (10th Cir 1988) Faught v Am Home Shield Corp 668 F3d 1233 1242 (11th Cir 2011) Swedish Hosp Corp v

Shalala 1 F3d 1261 1269-71 (DC Cir 1993) The Eleventh and District of Columbia Circuits require the use of the percentage method in common fund cases See Faught 668 F3d at 1242 Swedish Hosp 1 F3d at 1271

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 16 of 34

- 8 - 1308528_1

Lead Counsel attorneysrsquo fees based on a percentage of the fund The percentage approach not only

directly aligns the interests of counsel and the class (Elliot v Leatherstocking Corp No 310-CV-

0934 (MADDEP) 2012 WL 6024572 at 5 (NDNY Dec 4 2012)) it also recognizes that the

quality of counselrsquos services is measured best by the results achieved and ldquocan serve as a proxy for

the market in setting counsel feesrdquo Am Bank Note 127 F Supp 2d at 432

C The Requested Attorneysrsquo Fees Are Reasonable Under the

Percentage-of-the-Fund Method

The Supreme Court has recognized that an appropriate Court-awarded fee is intended to

approximate what counsel would receive if they were bargaining for the services in the marketplace

See Missouri v Jenkins 491 US 274 285-86 (1989) If this were a non-class action the customary

fee arrangement would be contingent and in the range of 33 of the recovery See Blum 465 US at

904 (ldquoIn tort suits an attorney might receive one-third of whatever amount the plaintiff recovers In

those cases therefore the fee is directly proportional to the recoveryrdquo) (Brennan J concurring)

The requested 25 fee is well within the range of percentage fees awarded within the Second

Circuit in other comparable securities and antitrust cases See eg In re BioScrip Inc Sec Litig

No 13-cv-6922 (AJN) 2017 US Dist LEXIS 118881 at 58 (SDNY July 26 2017) (awarding

25 of $10900000 settlement fund finding that such an award ldquolsquofalls within the range of

percentages regularly awarded inrsquo analogous common fund casesrdquo) (citation omitted) Patel v L-3

Commcrsquons Holdings Inc No 114-cv-06038-VEC slip op at 1 (SDNY Aug 17 2017)

(awarding 25 of $345 million settlement) City of Austin Police Ret Sys v Kinross Gold Corp

No 112-cv-01203-VEC 2015 US Dist LEXIS 181932 at 12 (SDNY Oct 15 2015) (awarded

fees of 30 of $33 million recovery plus expenses) Landmen Partners Inc v Blackstone Grp LP

No 08-cv-03601-HB-FM slip op at 5 (SDNY Dec 18 2013) (awarded fees of 33-13 of $85

million recovery plus expenses) Bd of Trs of the Operating Engrsquors Pension Tr v JPMorgan

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 17 of 34

- 9 - 1308528_1

Chase Bank Natrsquol Assrsquon No 09-cv-09333-KBF slip op at 1 (SDNY Nov 20 2013) (awarded

fees of 30 of $23 million recovery plus expenses) Citiline Holdings Inc v iStar Fin Inc No

108-cv-03612-RJS slip op at 1 (SDNY Apr 5 2013) (awarded fees of 30 of $29 million

recovery plus expenses) In re Sanofi-Aventis Sec Litig No 107-cv-10279-GBD slip op at 1

(SDNY Jan 22 2014) (awarded fees of 275 of $40 million recovery plus expenses) Cornwell

v Credit Suisse Grp No 08-cv-03758(VM) slip op at 2 (SDNY July 20 2011) (awarded fees of

275 of $70 million recovery plus expenses) Mass Bricklayers amp Masons Tr Funds v Deutsche

Alt-A Sec Inc No 208-cv-03178-LDW-ARL slip op at 3 (EDNY July 11 2012) (awarded

265 of $325 million recovery plus expenses) In re CIT Grp Inc Sec Litig No 108-cv-06613-

BSJ-THK slip op at 1-2 (SDNY June 13 2012) (awarded 265 of $75 million recovery plus

expenses)5

Another factor favoring the reasonableness of Lead Counselrsquos 25 fee application under the

percentage-of-the-fund method is that this fee was negotiated with and approved by the Lead

Plaintiff an institutional investor charged by the Court and the PSLRA with responsibility for

monitoring Lead Counsel See Chicago Police Decl parapara15-18

The PSLRA was intended to encourage sophisticated and financially-interested investors like

Lead Plaintiff to assume control of securities class actions HR Conf Rep No 104-369 at 32

1995 WL 709276 at 731 (1995) Congress believed that these institutions would be in the best

position to monitor the prosecution of litigation to assess the quality of counselrsquos representation and

to determine a fair fee Here Lead Plaintiff a large institution played an active role in the

Litigation and closely supervised the work of Lead Counsel See Chicago Police Decl parapara7-9

Accordingly Lead Plaintiffrsquos endorsement of the fee request supports its approval See eg Veeco

5 All unreported authorities are attached hereto as Exhibits 1 through 9

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 18 of 34

- 10 - 1308528_1

2007 WL 4115808 at 8 (ldquopublic policy considerations support the award in this case because the

Lead Plaintiff a large public pension fund ndash conscientiously supervised the work of lead counsel

and has approved the fee requestrdquo)

D The Fee Request Is Reasonable Under the Lodestar Method

To ensure the reasonableness of a fee awarded under the percentage-of-the-fund method the

Second Circuit encourages district courts to cross-check the proposed award against counselrsquos

lodestar See Goldberger 209 F3d at 50 Applying the lodestar cross-check underscores and

affirms the reasonableness of the requested percentage ldquoUnder the lodestar method the court must

engage in a two-step analysis first to determine the lodestar the court multiplies the number of

hours each attorney spent on the case by each attorneyrsquos reasonable hourly rate and second the

court adjusts that lodestar figure (by applying a multiplier) to reflect such factors as the risk and

contingent nature of the litigation the result obtained and the quality of the attorneyrsquos workrdquo City

of Providence 2014 WL 1883494 at 13 ldquoCalculation of the lodestar however is simply the

beginning of the analysisrdquo In re Warner Commcrsquons Sec Litig 618 F Supp 735 747 (SDNY

1985) affrsquod 798 F2d 35 (2d Cir 1986) In re Ivan F Boesky Sec Litig 888 F Supp 551 562

(SDNY 1995) Performing the lodestar calculation here confirms that the fee requested by Lead

Counsel is reasonable and should be approved

Lead Counsel and its paraprofessionals have spent in the aggregate 222095 hours in the

prosecution of this case producing a total lodestar amount of $157125275 when multiplied by Lead

Counselrsquos billing rates See the accompanying Declaration of Henry Rosen Filed on Behalf of

Robbins Geller Rudman amp Dowd LLP (ldquoRobbins Geller Declrdquo)6 The amount of attorneysrsquo fees

6 In determining whether the rates are reasonable the Court should take into account the attorneysrsquo professional reputation experience and status Lead Counsel is among the most prominent experienced and well-regarded securities practitioners in the nation Therefore the hourly rates are

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 19 of 34

- 11 - 1308528_1

requested by Lead Counsel herein $3750000 plus interest represents a modest multiplier of 23 to

counselrsquos aggregate lodestar7

The requested 23 multiplier in this Litigation is within the range of multipliers commonly

awarded in securities class actions and other comparable litigation In cases of this nature fees

representing multiples above lodestar are regularly awarded to reflect the contingency-fee risk and

other relevant factors See In re FLAG Telecom Holdings Ltd Sec Litig No 02-CV-3400 (CM)

(PED) 2010 WL 4537550 at 26 (SDNY Nov 8 2010) (ldquolsquoa positive multiplier is typically

applied to the lodestar in recognition of the risk of the litigation the complexity of the issues the

contingent nature of the engagement the skill of the attorneys and other factorsrsquordquo) (citation

omitted) In re Comverse Tech Inc Sec Litig No 06-CV-1825 (NGG) (RER) 2010 WL 2653354

at 5 (EDNY June 24 2010) (ldquoWhere as here counsel has litigated a complex case under a

contingency fee arrangement they are entitled to a fee in excess of the lodestarrdquo)

Indeed in complex contingent litigation lodestar multipliers between 2 and 5 are commonly

awarded See Wal-Mart 396 F3d at 123 (upholding multiplier of 35 as reasonable on appeal)

NECA-IBEW Health amp Welfare Fund v Goldman Sachs amp Co No 108-cv-10783-LAP 2016 WL

3369534 at 1 (SDNY May 2 2016) (awarding fee representing a 39 multiplier) Davis 827 F

Supp 2d at 185 (awarding fee representing multiplier of 53 which was ldquonot atypicalrdquo in similar

cases) Credit Suisse slip op at 4 (awarding fee representing a multiplier of 47) Comverse 2010

WL 2653354 at 5 (awarding fee representing 278 multiplier) Telik 576 F Supp 2d at 590 (ldquoIn

contingent litigation lodestar multiples of over 4 are routinely awarded by courts including this

reasonable here See In re Merrill Lynch amp Co Inc Research Reports Sec Litig No 02 MDL 1484 (JFK) 2007 WL 313474 at 22 (SDNY Feb 1 2007) (approving counselrsquos hourly rates)

7 The Supreme Court and other courts have held that the use of current rates is proper since such rates compensate for inflation and the loss of use of funds See Jenkins 491 US at 283-84

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 20 of 34

- 12 - 1308528_1

Courtrdquo) In re Bisys Sec Litig No 04 Civ 3840 (JSR) 2007 WL 2049726 at 3 (SDNY July

16 2007) (awarding 30 fee representing a 299 multiplier and finding that the multiplier ldquofalls well

within the parameters set in this district and elsewhererdquo) In re AremisSoft Corp Sec Litig 210

FRD 109 135 (DNJ 2002) (43 multiplier was appropriate in light of the contingency risk and

the quality of the result achieved) Maley 186 F Supp 2d at 369 (awarding fee equal to a 465

multiplier which was ldquowell within the range awarded by courts in this Circuit and courts throughout

the countryrdquo)

The lodestarmultiplier is to be used merely as a cross-check on reasonableness To find

otherwise undermines the principles supporting the percentage approach and encourages needless

lodestar-building litigation See In re Ikon Office Sols Inc 194 FRD 166 196 (ED Pa 2000)

(ldquoThe court will not reduce the requested award simply for the sake of doing so when every other

factor ordinarily considered weighs in favor of approving class counselrsquos request of thirty percentrdquo)

Lead Counsel invested substantial time and effort prosecuting this Litigation against Defendants to a

successful completion The requested fee therefore is manifestly reasonable whether calculated as

a percentage of the fund or in relation to Lead Counselrsquos lodestar Moreover as discussed below

each of the factors cited by the Second Circuit in Goldberger also strongly supports a finding that the

requested fee is reasonable

E The Relevant Factors Confirm that the Requested Fee Is Reasonable

In Goldberger the Second Circuit explained that whether the court uses the percentage-of-

the-fund method or the lodestar approach it should continue to consider the traditional criteria that

reflect a reasonable fee in common fund cases including

bull the time and labor expended by counsel

bull the risks of the litigation

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 21 of 34

- 13 - 1308528_1

bull the magnitude and complexity of the litigation

bull the requested fee in relation to the settlement

bull the quality of representation and

bull public policy considerations

Goldberger 209 F3d at 50 Consideration of these factors demonstrates that the requested fee is fair

and reasonable

1 The Time and Labor Expended by Counsel

Lead Counsel has expended substantial time and effort pursuing the Litigation on behalf of

the Class Since the Litigation commenced Lead Counsel and its paraprofessionals devoted over

2200 hours to prosecuting the Classrsquo claims As detailed in the Rosen Declaration submitted

herewith Lead Counsel among other things

bull conducted an extensive factual investigation relating to Defendantsrsquo conduct and the tax avoidance scheme

bull researched the law relevant to the claims asserted including Brazilian tax laws and Defendantsrsquo potential defenses thereto and drafted detailed complaints

bull drafted an opposition to Defendantsrsquo motions to dismiss the Consolidated Complaint

bull consulted with Brazilian attorneys regarding the unique issues raised in the Litigation

bull consulted with experts and consultants in the areas of damages and market efficiency

bull participated in lengthy armrsquos-length settlement negotiations and mediation with Defendants and

bull negotiated and drafted the Stipulation and exhibits thereto as well as the motion for preliminary approval of the Settlement

Rosen Decl parapara3-31 Moreover Lead Counsel with the assistance of its damages expert and in-

house damages consultant prepared the proposed Plan of Allocation Throughout the Litigation

Lead Counsel staffed the matter efficiently and avoided any unnecessary duplication of effort Lead

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 22 of 34

- 14 - 1308528_1

Counselrsquos work in the Litigation will not end with the Courtrsquos approval of the Settlement

Additional hours and resources will necessarily be expended assisting Members of the Class with the

completion and submission of their Proof of Claim and Release forms shepherding the claims

process and responding to Class Member inquiries See Aponte v Comprehensive Health Mgmt

No 10 Civ 4825 (JLC) 2013 WL 1364147 at 6 (SDNY Apr 2 2013) The significant amount

of time and effort devoted to this case by Lead Counsel to obtain a $15 million recovery confirms

that the 25 fee request is reasonable

2 The Risks of the Litigation

a The Contingent Nature of Lead Counselrsquos

Representation Supports the Requested Fee

The risk undertaken in the litigation is often considered the most important Goldberger

factor Goldberger 209 F3d at 54 Comverse 2010 WL 2653354 at 5 Telik 576 F Supp 2d at

592 The Second Circuit has recognized that the risk associated with a case undertaken on a

contingent fee is an important factor in determining an appropriate fee award

No one expects a lawyer whose compensation is contingent upon his success to charge when successful as little as he would charge a client who in advance had agreed to pay for his services regardless of success Nor particularly in complicated cases producing large recoveries is it just to make a fee depend solely on the reasonable amount of time expended

Detroit v Grinnell Corp 495 F2d 448 470 (2d Cir 1974) ldquoLittle about litigation is risk-free and

class actions confront even more substantial risks than other forms of litigationrdquo Teachersrsquo Ret Sys

v ACLN Ltd No 01-CV-11814 (MP) 2004 WL 1087261 at 3 (SDNY May 14 2004) Am

Bank Note 127 F Supp 2d at 433 (concluding it is ldquoappropriate to take this [contingent fee] risk

into account in determining the appropriate fee to awardrdquo) In re Prudential Sec Ltd Prsquoships Litig

985 F Supp 410 417 (SDNY 1997) (ldquoNumerous courts have recognized that the attorneyrsquos

contingent fee risk is an important factor in determining the fee awardrdquo) This risk encompasses not

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 23 of 34

- 15 - 1308528_1

just the risk of no payment but also the risk of underpayment See In re Contrsquol Ill Sec Litig 962

F2d 566 569-70 (7th Cir 1992) (reversing district courtrsquos fee award where court failed to account

for among other things risk of underpayment to counsel) When considering the reasonableness of

attorneysrsquo fees in a contingency action the court should consider the risks of the litigation at the time

the suit was brought See Goldberger 209 F3d at 55 In re Sadia SA Sec Litig No 08 Civ 9528

(SAS) 2011 WL 6825235 at 3 (SDNY Dec 28 2011)

The reasonableness of the requested fee is also supported by an evaluation of the risks

undertaken by Lead Counsel in prosecuting this class action Lead Counsel undertook this Litigation

on a wholly-contingent fee basis investing a substantial amount of time and money to prosecute this

very risky action without a guarantee of compensation or even the recovery of expenses Unlike

Defendantsrsquo counsel who are paid substantial hourly rates and reimbursed for their expenses on a

regular basis Lead Counsel has not been compensated for any time or expenses since this case

began and would have received no compensation or even payment of its expenses had this case not

been successful

From the outset Lead Counsel understood that it was embarking on a complex expensive

and lengthy litigation with no guarantee of ever being compensated for investing the time and money

the case would require In undertaking that responsibility Lead Counsel was obligated to assure that

sufficient attorney and paraprofessional resources were dedicated to prosecuting the Litigation and

that funds were available to compensate staff and to pay for the considerable costs which a case such

as this entails Under these circumstances the financial burden on contingent-fee counsel is far

greater than on a firm that is paid on an ongoing basis

In addition to advancing litigation expenses Lead Counsel faced the possibility that it would

receive no attorneysrsquo fees It is wrong to presume that a law firm handling complex contingent

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 24 of 34

- 16 - 1308528_1

litigation always wins There are numerous instances where in contingent cases such as this one

plaintiffrsquos counsel have expended thousands of hours without receiving any compensation8

Losses in contingent-fee litigations especially those brought under the PSLRA are

exceedingly expensive Lead Counselrsquos assumption of the contingency fee risk strongly supports the

reasonableness of the requested fee See FLAG Telecom 2010 WL 4537550 at 27 (ldquoCourts in the

Second Circuit have recognized that the risk associated with a case undertaken on a contingent fee

basis is an important factor in determining an appropriate fee awardrdquo) In re Marsh ERISA Litig

265 FRD 128 148 (SDNY 2010) (ldquoThere was significant risk of non-payment in this case and

Plaintiffsrsquo Counsel should be rewarded for having borne and successfully overcome that riskrdquo)

b Litigation Risks

While Lead Plaintiff remains confident in its ability to prove its claims and that once the

truth was revealed Class Members suffered legally cognizable losses on their purchases of Gerdau

ADRs during the Class Period it recognizes that its ability to prove liability was far from certain

Rosen Decl parapara33-35 As detailed in the Rosen Declaration and in the Settlement Memorandum

Defendants raised numerous challenges to the materiality scienter and loss causation elements of

8 The risk of no recovery in complex cases of this type is real and is heightened when lead counsel press to achieve the very best result for those they represent There are numerous class actions in which lead counsel expended thousands of hours and yet received no remuneration despite their diligence and expertise See eg Hubbard v BankAtlantic Bancorp Inc 688 F3d 713 725 (11th Cir 2012) (affirming judgment as a matter of law following jury verdict partially in plaintiffsrsquo favor) In re Oracle Corp Sec Litig No C 01-00988-SI 2009 WL 1709050 (ND Cal June 19 2009) affrsquod 627 F3d 376 (9th Cir 2010) (court granted summary judgment for defendants after eight years of litigation after plaintiffsrsquo counsel incurred over $7 million in expenses and worked over 100000 hours representing a lodestar of approximately $40 million) In re JDS Uniphase

Corp Sec Litig No C-02-1486 CW (EDL) 2007 WL 4788556 at 1 (ND Cal Nov 27 2007) (jury verdict for defendants) Robbins v Koger Props 116 F3d 1441 1449 (11th Cir 1997) (jury verdict of $81 million for plaintiffs against an accounting firm reversed on appeal on loss causation grounds and judgment entered for defendant) Anixter v Home-Stake Prod Co 77 F3d 1215 1233 (10th Cir 1996) (Tenth Circuit overturned securities fraud class action jury verdict for plaintiffs in case filed in 1973 and tried in 1988 on basis of 1994 Supreme Court opinion)

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 25 of 34

- 17 - 1308528_1

Lead Plaintiffrsquos claims under the federal securities laws The Individual Defendants also challenged

this Courtrsquos personal jurisdiction over them Obtaining documents and testimony from witnesses in

Brazil would be expensive if possible at all Therefore there was a question whether Lead Plaintiff

would ultimately be able to prove that Defendants who could be sued in this Court acted knowingly

or recklessly made materially false or misleading statements or omissions as required

With respect to proving loss causation Defendants would continue to argue that the declines

in Gerdaursquos ADR price were caused by factors other than Lead Plaintiffrsquos alleged corrective

disclosures Id para369 Defendants would never concede their liability and if their motions to

dismiss were denied would continue to press their defenses at summary judgment and trial Lead

Plaintiff also faced the risk that the Court would deny its motion to certify the Class if the Litigation

reached that stage

c Risk as to Damages

Whether Lead Plaintiff could prove damages also was unsettled Defendants strenuously

disagreed with Lead Plaintiffrsquos damages theories and estimates In order for the Class to recover

damages at the level estimated by Lead Counselrsquos expert it would need to prevail on each and every

one of the claims alleged for the entirety of the Class Period The damage assessments of the

partiesrsquo respective trial experts would be sure to vary substantially and trial would become a ldquobattle

of expertsrdquo The outcome of such battles is never predictable and there existed the very real

possibility that a jury could be swayed by experts for Defendants to minimize the Classrsquo losses or to

show that the losses were attributable to factors other than the alleged misstatements and omissions

Thus even if Lead Plaintiff prevailed as to liability at trial the judgment obtained could well have

been only a fraction of the damages claimed

9 Another litigation risk for Lead Plaintiff was the proper length of the Class Period Id

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 26 of 34

- 18 - 1308528_1

3 The Magnitude and Complexity of the Litigation

The complexity of the litigation is another factor examined by courts evaluating the

reasonableness of attorneysrsquo fees requested by class counsel See Chatelain v Prudential-Bache

Sec 805 F Supp 209 216 (SDNY 1992) It is widely recognized that ldquoshareholder actions are

notoriously complex and difficult to proverdquo See In re Bayer AG Sec Litig No 03 Civ 1546

(WHP) 2008 WL 5336691 at 5 (SDNY Dec 15 2008) see also FLAG Telecom 2010 WL

4537550 at 27 ldquo[S]ecurities actions have become more difficult from a plaintiffrsquos perspective in

the wake of the PSLRArdquo Ikon 194 FRD at 194 see also In re AOL Time Warner Inc Sec amp

ldquoERISArdquo Litig No MDL 1500 2006 WL 903236 at 9 (SDNY Apr 6 2006) (ldquo[T]he legal

requirements for recovery under the securities laws present considerable challenges particularly

with respect to loss causation and the calculation of damages These challenges are exacerbated

where a number of controlling decisions have recently shed new light on the standard for loss

causationrdquo) This case was no exception As described in greater detail in the accompanying

Settlement Memorandum and the Rosen Declaration this Litigation involved a number of difficult

and complex questions concerning liability of foreign defendants and loss causation that would have

required extensive additional efforts by Lead Counsel and further consultation with Brazilian law

tax accounting and economic experts

The trial of liability issues alone would have involved substantial attorney and expert time

the introduction of voluminous documentary and deposition evidence which would require

translation vigorously contested motions and the considerable expenditures of judicial resources

Because this case revolved around ldquodifficult complex hotly disputed and expert-intensive issuesrdquo

this factor favors awarding a 25 fee City of Providence 2014 WL 1883494 at 16

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 27 of 34

- 19 - 1308528_1

4 The Quality of Representation Supports the Requested Fee

The quality of the representation by Lead Counsel is another important factor that supports

the reasonableness of the requested fee Lead Counsel submits that the quality of the representation

here is best evidenced by the quality of the result achieved See Settlement Memorandum at 18-19

see also FLAG Telecom 2010 WL 4537550 at 28 Bisys 2007 WL 2049726 at 3 It took a great

deal of skill to achieve a settlement at this level in this particular case Lead Counsel is a nationally

known leader in the fields of securities class actions and complex litigation This is attributable to

the diligence determination hard work and reputation of counsel who developed litigated and

successfully negotiated the Settlement of this Litigation and a substantial immediate cash recovery in

a very difficult case without the risk of further litigation See Teachersrsquo Ret Sys 2004 WL

1087261 at 6

Finally courts repeatedly recognize that the quality of the opposition faced by plaintiffsrsquo

counsel should also be taken into consideration in assessing the quality of counselrsquos performance

See eg BioScrip 2017 US Dist LEXIS 118881 at 73 (ldquo[O]pposing counsel in this case was

itself highly skilled a factor courts have considered in approving feesrdquo) Marsh ERISA 265 FRD

at 148 (ldquoThe high quality of defense counsel opposing Plaintiffsrsquo efforts further proves the caliber of

representation that was necessary to achieve the Settlementrdquo) Veeco 2007 WL 4115808 at 7

(among the factors supporting a 30 award of attorneysrsquo fees was that defendants were represented

by ldquoone of the countryrsquos largest law firmsrdquo) Here Defendants are represented by lawyers from

Skadden Arps Slate Meagher amp Flom LLP and Kramer Levin Naftalis amp Frankel LLP highly

respected law firms who presented very skilled defenses and spared no effort in representing their

clients Notwithstanding this formidable opposition Lead Counselrsquos ability to present a strong case

and to demonstrate its willingness to continue to vigorously prosecute the Litigation through trial

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 28 of 34

- 20 - 1308528_1

and then inevitable appeals enabled Lead Counsel to achieve a very favorable Settlement for the

benefit of the Class

5 Public Policy Considerations

A strong public policy concern exists for rewarding firms for bringing successful securities

litigation See FLAG Telecom 2010 WL 4537550 at 29 (if the ldquoimportant public policy [of

enforcing the securities laws] is to be carried out the courts should award fees which will adequately

compensate Lead Counsel for the value of their efforts taking into account the enormous risks they

undertookrdquo) Maley 186 F Supp 2d at 373 (ldquoIn considering an award of attorneyrsquos fees the public

policy of vigorously enforcing the federal securities laws must be consideredrdquo) Hicks 2005 WL

2757792 at 9 (ldquolsquoTo make certain that the public is represented by talented and experienced trial

counsel the remuneration should be both fair and rewardingrsquordquo) (citation omitted) Accordingly

public policy favors granting Lead Counselrsquos fee and expense application here

6 The Classrsquo Reaction to the Fee Request to Date Supports the

Requested Fee

To date the Claims Administrator has sent over 36900 copies of the Notice to potential

Class Members and nominees informing them inter alia that Lead Counsel intended to apply to the

Court for an award of attorneysrsquo fees in an amount not to exceed 25 of the total recovery plus

expenses not to exceed $200000 plus interest on both amounts10 The time to object to the fee

request expires on September 29 2017 To date just one week before the objection deadline not a

single objection to the fee and expense amounts set forth in the Notice has been received Such a

ldquolow level of objection is a lsquorare phenomenonrsquordquo In re Rite Aid Corp Sec Litig 396 F3d 294 305

(3d Cir 2005) (citation omitted) Moreover ldquoa significant number of investors in the class were

10 See Declaration of Carole K Sylvester Regarding Notice Dissemination Publication and Requests for Exclusion Received to Date para11 and Ex A (ldquoSylvester Declrdquo) submitted herewith

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 29 of 34

- 21 - 1308528_1

lsquosophisticatedrsquo institutional investors that had considerable financial incentive to object [to the

settlement] had they believed [the settlement was unfair or] the requested fees were excessiverdquo Id

Additionally the Lead Plaintiff supports the fee request See Chicago Police Decl para17 The fact

that no objections were received is compelling evidence of the fairness of the fee request

IV LEAD COUNSELrsquoS EXPENSES WERE REASONABLY INCURRED AND

NECESSARY TO THE PROSECUTION OF THIS LITIGATION

Lead Counsel also respectfully requests an award of $16273405 in expenses incurred while

prosecuting the Litigation Lead Counsel has submitted a declaration regarding these modest

expenses which are properly recovered by counsel See accompanying Robbins Geller Decl See

eg In re China Sunergy Sec Litig No 07 Civ 7895 (DAB) 2011 WL 1899715 at 6 (SDNY

May 13 2011) (in a class action attorneys should be compensated ldquofor reasonable out-of-pocket

expenses incurred and customarily charged to their clients as long as they were lsquoincidental and

necessary to the representationrsquordquo) (citation omitted) FLAG Telecom 2010 WL 4537550 at 30 (ldquoIt

is well accepted that counsel who create a common fund are entitled to the reimbursement of

expenses that they advanced to a classrdquo) In re Indep Energy Holdings PLC Sec Litig 302

F Supp 2d 180 183 n3 (SDNY 2003) (court may compensate class counsel for reasonable

expenses necessary to the representation of the class)

Counselrsquos expenses include the costs of hiring experts and consultants travel mediating the

Classrsquo claims and computerized research A complete breakdown by category of the expenses

incurred is set forth in the Robbins Geller Declaration These expenses were critical to Lead

Plaintiffrsquos success in achieving the Settlement See Global Crossing 225 FRD at 468 (ldquoThe

expenses incurred ndash which include investigative and expert witnesses filing fees service of process

travel legal research and document production and review ndash are the type for which lsquothe paying

armsrsquo length marketrsquo reimburses attorneys [f]or this reason they are properly chargeable to the

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 30 of 34

- 22 - 1308528_1

Settlement fundrdquo) Not a single objection to the expense amount set forth in the Notice has been

received Accordingly Lead Counsel respectfully requests payment for these expenses plus interest

earned on such amount at the same rate as that earned by the Settlement

V LEAD PLAINTIFF SHOULD BE AWARDED ITS REASONABLE TIME

AND EXPENSES UNDER 15 USC sect78u-4(a)(4)

Lead Plaintiff seeks approval for an award of $3765 for the time it spent directly relating to

its representation of the Class The PSLRA specifically provides that an ldquoaward of reasonable costs

and expenses (including lost wages) directly relating to the representation of the classrdquo may be made

to ldquoany representative party serving on behalf of a classrdquo 15 USC sect78u-4(a)(4)

The Lead Plaintiff dedicated time to the Litigation by reviewing significant pleadings and

briefs in the Litigation communicating regularly with Lead Counsel and monitoring the progress of

settlement negotiations See Chicago Police Decl para20 Numerous courts have approved reasonable

awards to compensate lead plaintiffs for the time and effort they spent on behalf of a class See

Kinross Gold 2015 US Dist LEXIS 181932 at 14 (awarding $1680011 to lead plaintiff and

additional named plaintiffs ldquoto compensate them for their reasonable costs and expenses directly

relating to their representation of the Classrdquo) In re Intercept Pharms Inc Sec Litig No 114-cv-

01123-NRB slip op at 1 (SDNY Oct 20 2016) (awarding $527500 and $740125 to lead

plaintiffs ldquodirectly relating to the representation of the Classrdquo) Hicks 2005 WL 2757792 at 10

(ldquoCourts in this Circuit routinely award such costs and expenses both to reimburse the named

plaintiffs for expenses incurred through their involvement with the action and lost wages as well as

to provide an incentive for such plaintiffs to remain involved in the litigation and to incur such

expenses in the first placerdquo)

Lead Plaintiff took an active role with the prosecution of the Litigation These are precisely

the types of activities that courts have found to support awards to class representatives See eg In

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 31 of 34

- 23 - 1308528_1

re Am Intrsquol Grp Inc No 04 Civ 8141 (DAB) 2010 WL 5060697 at 3 (SDNY Dec 2 2010)

(granting PSLRA award of $30000 to institutional lead plaintiffs ldquoto compensate them for the time

and effort they devoted on behalf of a classrdquo) FLAG Telecom 2010 WL 4537550 at 31 (approving

award of $100000 to lead plaintiff for time spent in the litigation) Veeco 2007 WL 4115808 at 12

(characterizing such awards as ldquolsquoroutine[]rsquordquo in this Circuit) (citation omitted)

The Notice sufficiently informed potential Class Members that such expenses would be

sought Sylvester Decl Ex A at 2 The modest request by Lead Plaintiff is supported by

declaration is reasonable and fully justified under the PSLRA and should be granted There have

been no objections to this request

VI CONCLUSION

Based on the foregoing and the entire record herein Lead Counsel respectfully requests that

the Court award attorneysrsquo fees of 25 of the $15 million recovery plus expenses in the amount of

$16273405 plus interest on both amounts and $3765 to Lead Plaintiff

DATED September 22 2017 Respectfully submitted

s Ellen Gusikoff Stewart

Henry Rosen Ellen Gusikoff Stewart Susannah R Conn ROBBINS GELLER RUDMAN amp DOWD LLP 655 West Broadway Suite 1900 San Diego CA 92101 Telephone 619231-1058 619231-7423 (fax) henryrrgrdlawcom ellengrgrdlawcom sconnrgrdlawcom

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 32 of 34

- 24 - 1308528_1

Samuel H Rudman David A Rosenfeld ROBBINS GELLER RUDMAN amp DOWD LLP 58 South Service Road Suite 200 Melville NY 11747 Telephone 631367-7100 631367-1173 (fax) srudmanrgrdlawcom drosenfeldrgrdlawcom

Christopher C Gold ROBBINS GELLER RUDMAN amp DOWD LLP 120 East Palmetto Park Road Suite 500 Boca Raton FL 33432 Telephone 561750-3000 561750-3364 (fax) cgoldrgrdlawcom

Lead Counsel for Plaintiff

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 33 of 34

CERTIFICATE OF SERVICE

I Ellen Gusikoff Stewart hereby certify that on September 22 2017 I caused a true and

correct copy of the attached

Memorandum of Law in Support of Lead Counselrsquos Motion for an Award of Attorneysrsquo Fees and Expenses and Award to Lead Plaintiff Pursuant to 15 USC sect78u-4(a)(4)

to be electronically filed with the Clerk of the Court using the CMECF system which will send

notification of such public filings to all counsel registered to receive such notice

s Ellen Gusikoff Stewart

ELLEN GUSIKOFF STEWART

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 34 of 34

EXHIBIT 1

Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 1 of 5

UNITED STATES DISTRICT COURTSOUTHERN DISTRICT OF NEW YORK

xZUBAIR PATEL Individually and on Behalf of All Others Similarly Situated

Plaintiff

vs

L-3 COMMUNICATIONS HOLDINGS INC et al

Defendants

x

Civil Action No 114-cv-06038-VEC(Consolidated)

CLASS ACTION

REVISED [PROPOSED] ORDER AWARDING ATTORNEYSrsquo FEES AND EXPENSES AND AWARDS TO LEAD PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 1 of 4

81717

USDC SDNY DOCUMENT ELECTRONICALLY FILED DOC DATE FILED

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 1 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 2 of 5

- 1 -

This matter having come before the Court on August 16 2017 on the motion of Lead

Counsel for an award of attorneysrsquo fees and expenses (the ldquoFee Motionrdquo) the Court having

considered all papers filed and proceedings conducted herein having found the Settlement of this

Litigation to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Stipulation of Settlement

dated February 22 2017 (the ldquoStipulationrdquo) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 Notice of Lead Counselrsquos Fee Motion was given to all Class Members who could be

located with reasonable effort The form and method of notifying the Class of the Fee Motion met

the requirements of Rule 23 of the Federal Rules of Civil Procedure and 15 USC sect78u-4(a)(7) the

Securities Exchange Act of 1934 as amended by the Private Securities Litigation Reform Act of

1995 due process and any other applicable law constituted the best notice practicable under the

circumstances and constituted due and sufficient notice to all persons and entities entitled thereto

4 The Court hereby awards Lead Counsel attorneysrsquo fees of 25 of the Settlement

Fund (or $8625000) plus expenses in the amount of $47598074 together with the interest earned

on both amounts for the same time period and at the same rate as that earned on the Settlement Fund

until paid The Court finds that the amount of fees awarded is appropriate and that the amount of

fees awarded is fair and reasonable under the ldquopercentage-of-recoveryrdquo method

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 2 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 2 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 3 of 5

- 2 -

5 The fees and expenses shall be allocated amongst Lead Plaintiffsrsquo Counsel in a

manner that Lead Counsel in good faith believes reflects the contributions of such counsel to the

prosecution and settlement of the Litigation

6 The awarded attorneysrsquo fees and expenses and interest earned thereon shall be paid to

Lead Counsel subject to the terms conditions and obligations of the Stipulation and in particular

para62 thereof which terms conditions and obligations are incorporated herein

7 In making this award of fees and expenses to Lead Counsel the Court has considered

and found that

(a) the Settlement has created a fund of $34500000 in cash that is already on

deposit and numerous Class Members who submit or have submitted valid Proof of Claim and

Release forms will benefit from the Settlement created by Lead Counsel

(b) over 47000 copies of the Notice were disseminated to Class Members

indicating that Lead Counsel would move for attorneysrsquo fees in the amount of 25 of the Settlement

Fund and for expenses in an amount not to exceed $600000 and no objections to the fees or

expenses were filed by Class Members

(c) Lead Counsel has pursued the Litigation and achieved the Settlement with

skill perseverance and diligent advocacy

(d) Lead Counsel has expended substantial time and effort pursuing the Litigation

on behalf of the Class

(e) Lead Counsel pursued the Litigation on a contingent basis having received no

compensation during the Litigation and any fee amount has been contingent on the result achieved

(f) the Litigation involves complex factual and legal issues and in the absence of

settlement would involve lengthy proceedings whose resolution would be uncertain

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 3 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 3 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 4 of 5

- 3 -

(g) had Lead Counsel not achieved the Settlement there would remain a

significant risk that the Class may have recovered less or nothing from Defendants

(h) Lead Counsel has devoted over 8500 hours with a lodestar value of

$439142350 to achieve the Settlement

(i) public policy concerns favor the award of reasonable attorneysrsquo fees and

expenses in securities class action litigation and

(j) the attorneysrsquo fees and expenses awarded are fair and reasonable and

consistent with awards in similar cases within the Second Circuit

8 Any appeal or any challenge affecting this Courtrsquos approval regarding the Fee Motion

shall in no way disturb or affect the finality of the Judgment entered with respect to the Settlement

9 Pursuant to 15 USC sect78u-4(a)(4) the Court awards the following amounts to Lead

Plaintiffs for the time they spent directly related to their representation of the Class $39000 to City

of Pontiac General Employeesrsquo Retirement System $86000 to Local 1205 Pension Plan and

$100000 to City of Taylor Police and Fire Retirement System

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this Order shall be

rendered null and void to the extent provided in the Stipulation and shall be vacated in accordance

with the Stipulation

IT IS SO ORDERED

DATED ______________________ ________________________________________THE HONORABLE VALERIE E CAPRONIUNITED STATES DISTRICT JUDGE

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 4 of 4

August 17 2017

___________________________________________ _________E HONORABLE VALEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEERIE E CA

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 4 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 5 of 5

EXHIBIT 2

Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 1 of 10

rus1$$i)Ny I DOCUMENT

ELECTRONICALLY FILED DOC

SOUTHERN DISTRICT OF NEW YORK

UNITED STATES DISTRICT COURT

d a t e b Z l セ e セ d M Z セ セ セ ャ M セ------------------___________ x セ セ セ セ セ セ セ ] ] セ セ セ セ

LAND MEN PARTNERS INC Individually Civil Action No 08-cv-03601-HBshy

and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff FINAL JUDGMENT AND ORDER OF

vs DISMISSAL WITH PREJUDICE

THE BLACKSTONE GROUP LP et aI

Defendants

---------------------------------x

This matter came before the Court for hearing pursuant to the Order Preliminarily Approving

Settlement and Providing for Notice to the Class (Notice Order) dated August 30 2013 on the

unopposed application ofLead Plaintiffs for approval of the Settlement set forth in the Settlement

Agreement dated August 28 2013 (Stipulation) and following a hearing on December 18 2013

Due and adequate notice having been given to the Class as required in said Order and the Court

having considered all papers filed and proceedings had herein and otherwise being fully informed in

the premises and good cause appearing therefor

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Final Judgment incorporates by reference the definitions in the Stipulation and

all terms used herein shall have the same meanings as set forth in the Stipulation unless otherwise

set forth herein

2 This Court has jurisdiction over the subject matter ofthe Action and over all Settling

Parties to the Action including all members of the Class

3 For purposes ofthis Judgment as certified by the Court s August 13 2013 Order the

Class is defined as all Persons who purchased the common units of The Blackstone Group LP

(Blackstone) in Blackstones initial public offering (IPO) or in the open market on the New

- 1 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 1 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 2 of 10

York Stock Exchange between June 21 2007 and March 12 2008 inclusive and who sustained

compensable damages in connection with any such purchase of Blackstone units pursuant to

Sections 11 and 15 of the Securities Act of 1933

Excluded from the Class are (i) the persons who submitted valid and timely requests for

exclusion from the Class who are listed on Exhibit A hereto (ii) Defendants (iii) members of the

immediate family ofeach ofthe Defendants (iv) any Person that acted as an underwriter ofthe IPO

(v) any natural Person who sold Blackstone common units to the public in the IPO or who serves or

served as an officer or director ofBlackstone or as a partner of any predecessor to Blackstone the

members of the immediate families ofany such persons and any entity in which any ofDefendants

have or had a controlling interest and (vi) the legal representatives agents affiliates heirs

successors-in-interest or assigns of any such excluded Person (collectively Excluded Persons)

For the avoidance of doubt the Excluded Persons are excluded from the Class only to the

extent they purchased Blackstone common units in the IPO for their own account and not for or on

behalf of a third-party customer or for resale to customers Further to the extent that any of the

Excluded Persons was a statutory seller who resold the Blackstone common units to a third-party

customer client account fund trust or employee benefit plan that otherwise falls within the Class

or purchased Blackstone common units in a fiduciary capacity or otherwise on behalf ofany thirdshy

party customer client account fund trust or employee benefit plan that falls within the Class the

Excluded Person is excluded from the Class but the third-party customer client account fund trust

or employee benefit plan is not excluded from the Class with respect to such purchases of

Blackstone common units

4 For purposes of this Judgment as certified by the Courts August 132013 Order

Lead Plaintiffs Martin Litwin and Francis Brady are Class Representatives and Lead Counsel

- 2 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 2 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 3 of 10

Robbins Geller Rudman amp Dowd LLP and Brower Piven A Professional Corporation are Class

Counsel

5 Pursuant to Federal Rule of Civil Procedure 23 this Court hereby approves the

Settlement set forth in the Stipulation and finds that the Settlement is in all respects fair reasonable

and adequate to the Class There are no objections to the proposed Settlement

6 Pursuant to Rule 23 of the Federal Rules ofCivil Procedure the Court finds that the

Stipulation and Settlement are fair reasonable and adequate as to each ofthe Settling Parties and

that the Stipulation and Settlement are hereby finally approved in all respects and the Settling

Parties are hereby directed to perform its terms

7 Accordingly the Court authorizes and directs implementation of all the terms and

provisions of the Stipulation as well as the terms and provisions hereof The Court hereby

dismisses as to Defendants the Action and all Released Claims ofthe Class with prejudice without

costs as to any Settling Party except as and to the extent provided in the Stipulation and herein

8 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

shall and each of the Class Members shall be deemed to have and by operation ofthis Judgment

shall have fully finally and forever released relinquished and discharged all Released Claims

against the Released Persons whether or not such Class Member executes and delivers the Proof of

Claim and Release

9 Upon the Effective Date hereof and as provided in the Stipulation each of the

Released Persons shall be deemed to have and by operation of this Judgment shall have fully

finally and forever released relinquished and discharged Lead Plaintiffs each and all of the Class

Members Lead Counsel and Abraham Fruchter amp Twersky LLP from all claims (including without

- 3 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 3 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 4 of 10

limitation Unknown Claims) arising out of relating to or in connection with the institution

prosecution assertion settlement or resolution of the Action

10 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

and each of the Class Members who have not validly opted out of the Class and their respective

predecessors successors agents representatives attorneys and affiliates and the respective heirs

executors administrators successors and assigns of each of them directly or indirectly

individually derivatively representatively or in any other capacity shall be deemed to have and by

operation of the Judgment shall have fully finally and forever released relinquished and

discharged against the Released Persons (whether or not such Class Members execute and deliver

the Proof of Claim and Release forms) any and all Released Claims (including without limitation

Unknown Claims) as well as any claims arising out of relating to or in connection with the

defense settlement or resolution of the Action or the Released Claims

11 Upon the Effective Date Lead Plaintiffs and each of the Class Members who have

not validly opted out of the Class and their respective predecessors successors agents

representatives attorneys and affiliates and the respective heirs executors administrators

successors and assigns of each of them directly or indirectly individually derivatively

representatively or in any other capacity shall be permanently barred and enjoined from the

assertion institution maintenance prosecution or enforcement against any Released Person in any

state or federal court or arbitral forum or in the court of any foreign jurisdiction of any and all

Released Claims (including without limitation Unknown Claims) as well as any claims arising out

of relating to or in connection with the defense settlement or resolution of the Action or the

Released Claims

- 4 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 4 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 5 of 10

12 The Notice ofProposed Settlement ofClass Action (Notice) given to the Class in

accordance with the Notice Order entered on August 30 2013 was the best notice practicable under

the circumstances including the individual notice to all members of the Class who could be

identified through reasonable effort ofthe proceedings and ofthe matters set forth therein including

the proposed Settlement set forth in the Stipulation the proposed Plan of Distribution of the

proceeds ofthe Settlement set forth in the Notice Lead Counsels application for attorneys fees and

reimbursement of expenses and Lead Plaintiffs request for an award of reasonable costs and

expenses relating to their representation of the Class and said Notice and notice procedures fully

satisfied the requirements of Federal Rule of Civil Procedure 23 the Private Securities Litigation

Reform Act of 1995 and the requirements of due process There are no objections to the Notice

andor notice procedures

13 The Court hereby approves the Plan ofDistribution as set forth in the Notice as fair

and equitable The Court directs Lead Counsel to proceed with processing Proofs ofClaim and the

administration of the Settlement pursuant to the terms of the Plan of Distribution and upon

completion ofthe claims processing procedure to present to this Court a proposed final distribution

order for the distribution of the Net Settlement Fund to eligible Class Members as provided in the

Stipulation and the Plan of Distribution There are no objections to the Plan of Distribution

14 The Court hereby awards Lead Counsel attorneys fees equal to 3333 percent of

the Settlement Fund (including interest accrued thereon) and litigation expenses in the amount of

$104700577 with interest to accrue thereon at the same rate and for the same periods as has

accrued by the Settlement Fund from the date ofthis Judgment to the date ofactual payment of said

attorneys fees and expenses to Lead Counsel as provided in the Stipulation The Court finds the

amount of attorneys fees awarded herein are fair and reasonable based on (a) the work performed

- 5 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 5 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 6 of 10

and costs incurred by Lead Counsel (b) the complexity ofthe case (c) the risks undertaken by Lead

Counsel and the contingent nature of their employment (d) the quality of the work performed by

Lead Counsel in this Action and their standing and experience in prosecuting similar class action

securities litigation (e) awards to successful plaintiffs counsel in other similar litigation (f) the

benefits achieved for Class Members through the Settlement and (g) the absence ofany objections

from any Class Members to either the application for an award ofattorneys fees or expenses to Lead

Counsel

15 The Court also fmds that the requested expenses are proper as the expenses incurred

by Lead Counsel including the costs ofexperts were reasonable and necessary in the prosecution of

this Action on behalf of Class Members There are no objections to Lead Counsels application for

reimbursement of their expenses

16 The Court approves payment of$1500000 to Lead Plaintiff Martin Litwin for his

reasonable time and expenses (including lost wages) relating to their representation of the Class

Such payment shall be paid out of the Settlement Fund There are no objections to Lead Plaintiff

Litwins application for reimbursement ofhis costs and expenses

17 All fees and expenses awarded or allowed in this Judgment shall except as otherwise

expressly provided in the Stipulation be paid from the Settlement Fund

18 Lead Counsel may apply from time to time for any fees andor expenses incurred by

them solely in connection with the administration of the Settlement and distribution of the Net

Settlement Fund to Class Members which except as expressly provided in the Stipulation shall be

paid from the Settlement Fund

19 Neither appellate review nor modification ofthe Plan ofDistribution set forth in the

Notice nor any action in regard to the motion by Lead Counsel for attorneys fees andor expenses

- 6 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 6 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 7 of 10

and the award ofcosts and expenses to Lead Plaintiffs shall affect the fmality ofany other portion of

this Judgment nor delay the Effective Date ofthe Stipulation and each shall be considered separate

for the purposes of appellate review of this Judgment

20 Neither the Stipulation nor the Settlement contained therein nor any act performed or

document executed pursuant to or in furtherance of the Stipulation or the Settlement (a) is or may be

deemed to be or may be used as an admission of or evidence of the validity ofany Released Claim

or ofany wrongdoing or liability of the Released Persons or (b) is or may be deemed to be or may

be used as an admission of or evidence of any fault or omission of any of the Defendants or the

Released Persons in any civil criminal or administrative proceeding in any court administrative

agency or other tribunal Defendants andor the Released Persons may file the Stipulation andor

this Judgment from this Action in any other action in which they are parties or that may be brought

against them in order to support a defense claim or counterclaim based on principles of res

judicata collateral estoppel release good faith settlement judgment bar or reduction or any theory

of claim preclusion or issue preclusion or similar defense or counterclaim

21 Without affecting the finality ofthis Judgment in any way this Court hereby retains

continuing exclusive jurisdiction over (a) implementation of this Settlement and any award or

distribution of the Settlement Fund including interest earned thereon (b) disposition of the

Settlement Fund (c) hearing and determining applications for attorneys fees interest and expenses

in the Action (d) payment of taxes by the Settlement Fund (e) all Settling Parties hereto for the

purpose ofconstruing enforcing and administering the Stipulation and (f) any other matters related

to finalizing the Settlement and distribution of proceeds of the Settlement

22 In the event that the Settlement does not become effective in accordance with the

terms of the Stipulation or the Effective Date does not occur or in the event that the Settlement

- 7 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 7 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 8 of 10

Fund or any portion thereof is returned to Defendants then this Judgment shall be rendered null and

void to the extent provided by and in accordance with the Stipulation and shall be vacated and in

such event all orders entered and releases delivered in connection herewith shall be null and void to

the extent provided by and in accordance with the StipUlation

23 Without further order of the Court the Settling Parties may agree to reasonable

extensions of time to carry out any of the provisions of the Stipulation

24 The Court finds that during the course of the Action the Settling Parties and their

respective counsel at all times complied with the requirements of Rule 11 of the Federal Rules of

Civil Procedure

25 The Court directs immediate entry of this Final Judgment by the Clerk ofthe Court

DATED Ok 10 2 TEO aRABLE HAROLD A R JR

UNITED STATES DISTRICT JUDGE

- 8 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 8 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 9 of 10

EXHIBIT A

BLACKSTONE LIST OF EXCLUSIONS

Name

1 lINA HU

2 ESTATE OF ANTHONY J FABEC

3 WILLIAM PATTERSON

4 MARY AN N SHOTWELL

5 RICHARD A LEWIS

6 JOHN MERCADENTE JR

7 DOUGLAS BARHORST

8 PATRICIA G NORMAN

9 ESTATE OF RICHARD A NORMAN

10 ROBERT W DUER

11 ANIBAL MARRERO

12 RUSS D SONNIER

13 MARCUS E ampJOANNE R NORTH

14 SUZANNE EMETAROM

15 WILLIAM W amp FRANCES E MAIN

16 ANTHONY BRIENZA

17 SHU HAO HUANG

18 KENNETH 0 PARRIS

19 DUFF S MCEVERS

20 SHERRIE L FRANTZ

21 DEBBIE CRINK

22 MARK A SUMMERS

23 PAULINE MEYEROWITZ

24 ANDREW WAHL

City

OSHAWA

WILLOUGHBY HILLS

KINGS MOUNTAIN

VIRGILINA

BULLARD

READING

SIDNEY

KEARNEY

KEARNEY

ALTA LOMA

CORAL GABLES

NEW YORK

VICTORIA

WALNUT CREEK

ROBERTS

COLD SPRING HARBOR

SNOHOMISH

ATHENS

LAGUNA NIGUEL

EUGENE

OMAHA

MINNETRISTA

FT LAUDERDALE

SAN FRANCISCO

St Country セ

ON CA lIJ7C6

OH US 44094

NC US 28086

VA US 24598

TX US 75757

PA US 19606

OH US 45365

NE US 68845

NE US 68845

CA US 91701

FL US 33134

NY US 10150

TX US 77905

CA US 94595

MT US 59070

NY US 11724

WA US 98296

GA US 30604

CA US 92677

OR US 97404

NE US 68138

MN US 55364

FL US 33308

CA US 94115

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 9 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 10 of 10

EXHIBIT 3

Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 1 of 4

UNITED STATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

--------_____________________ x

THE BOARD OF TRUSTEES OF THE Civil Action No 09-cv-09333-KBF

OPERA TING ENGINEERS PENSION

TRUST on Behalf of Itself and All Others CLASS ACTION

Similarly Situated [PROPOSES] ORDER A WARDING

Plaintiffs ATTORNEYS FEES EXPENSES AND

CASE CONTRIBUTION A WARD TO LEAD

vs PLAINTIFF

JPMORGAN CHASE BANK NATIONAL

ASSOCIATIOt USDCSDNY

DOCUMENTDefendant

ELECTRONICALLY FILED ---------------- x DOC

DATE f M i l M e M d セ ャ エ i o B B B v エ M R B B G エ M ョ M B G Q G Q Q R P セ Q M S

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 1 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 2 of 4

This matter having come before the Court on November 19 2013 on the motion of Lead

Counsel for an award ofattorneys fees and expenses in the litigation and a case contribution award

to Lead Plaintiff the Court having considered all papers filed and proceedings condueted herein

having found the settlement of this Action to be fair reasonable and adequate and otherwise being

fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by referenee the definitions in the Stipulation of Settlement

dated August 16 2013 and all capitalized terms used but not defined herein shall have the same

meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto ineluding all members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount ofS47702453 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-reeovery method

4 The fees and expenses shall be allocated among Plaintiffs Counsel in a manner

which in Lead Counsels good-faith judgment ret1ects each such counsels contribution to the

institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Lead Counsel subject to the terms conditions and obligations of the

- 1 shy

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 2 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 3 of 4

Stipulation and in particular セ Q R R thereof which terms conditions and obligations are incorporated

herein

6 The Court hereby awards Lead Plaintiff Board ofTrustees of the Operating Engineers

Pension Trust $25000 for its time and expense in representing the Class This case contribution

award shall be paid to Lead Plaintiff on or after the Effective Date subject to the terms conditions

and obligations of the Stipulation and in particular セ R S thereof which terms conditions and

obligations are incorporated herein

IT IS SO ORDERED

THE HONORABLE KATHERINE B FORREST

UNITED STATES DISTRICT JUDGE

- 2

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 3 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 4 of 4

EXHIBIT 4

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 1 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

CITILINE HOLDINGS INC Individually Civil Action No 108-cv-03612-RJS and On Behalf of All Others Similarly Situated (Consolidated)

Plaintiff CLASS ACTION

vs

ISTAR FINANCIAL INC et al

Defendants

x

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

E Albdquo

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 2 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 2 of 3

This matter having come before the Court on April 5 2013 on the motion of Co-Lead

Counsel for an award of attorneys fees and expenses in the Litigation the Court having considered

all papers filed and proceedings conducted herein having found the settlement of this action to be

fair reasonable and adequate and otherwise being fully informed in the premises and good cause

appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 5 2012 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Co-Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount of $23490171 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among Lead Plaintiffs counsel in a manner

which in Co-Lead Counsels good-faith judgment reflects each such counsels contribution to the

institution prosecution and resolution of the Litigation

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 3 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 3 of 3

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Co-Lead Counsel subject to the terms conditions and obligations of the

Stipulation and in particular para62-63 thereof which terms conditions and obligations are

incorporated herein

SO ORDERED

-2-

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 4 of 4

EXHIBIT 5

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 1 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 1 of 4

UNITED ST ATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

In re SANOFI-AVENTIS SECURITIES

LITIGATION

This Document Relates To

ALL ACTIONS

---middotmiddotmiddot-----middot--------x

i

11

middot middot FlLBD I l

JAN 2 2QJ4-~ Civil Action No 107tv-10279-GBD

CLASS ACTION f middot middot

ECFCASE

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND AN

AWARD TO PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

903068_ l

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 2 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 2 of 4

This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 3 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 3 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 6: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

Page

- v - 1308528_1

In re Indep Energy Holdings PLC Sec Litig 302 F Supp 2d 180 (SDNY 2003)21

In re Intercept Pharms Inc Sec Litig No 114-cv-01123-NRB slip op (SDNY Oct 20 2016) 22

In re Interpublic Sec Litig No 02 Civ 6527 (DLC) 2004 WL 2397190 (SDNY Oct 26 2004) 5

In re Ivan F Boesky Sec Litig 888 F Supp 551 (SDNY 1995) 10

In re JDS Uniphase Corp Sec Litig No C-02-1486 CW (EDL) 2007 WL 4788556 (ND Cal Nov 27 2007) 16

In re Marsh ERISA Litig 265 FRD 128 (SDNY 2010) 16 19

In re Merrill Lynch amp Co Inc Research Reports Sec Litig No 02 MDL 1484 (JFK) 2007 WL 313474 (SDNY Feb 1 2007) 11

In re Nortel Networks Corp Sec Litig 539 F3d 129 (2d Cir 2008)2

In re Oracle Corp Sec Litig No C 01-00988-SI 2009 WL 1709050 (ND Cal June 19 2009) affrsquod 627 F3d 376 (9th Cir 2010) 16

In re Payment Card Interchange Fee amp Merch Disc Antitrust Litig 991 F Supp 2d 437 (EDNY 2014) 6

In re Prudential Sec Ltd Prsquoships Litig 985 F Supp 410 (SDNY 1997) 14

In re Rite Aid Corp Sec Litig 396 F3d 294 (3d Cir 2005)20 21

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 6 of 34

Page

- vi - 1308528_1

In re Sadia SA Sec Litig No 08 Civ 9528 (SAS) 2011 WL 6825235 (SDNY Dec 28 2011)15

In re Sanofi-Aventis Sec Litig No 107-cv-10279-GBD slip op (SDNY Jan 22 2014) 9

In re Telik Inc Sec Litig 576 F Supp 2d 570 (SDNY 2008)5 11 14

In re Thirteen Appeals Arising out of the San

Juan Dupont Plaza Hotel Fire Litig 56 F3d 295 (1st Cir 1995) 7

In re Veeco Instruments Inc Sec Litig No 05 MDL 01695 (CM) 2007 WL 4115808 (SDNY Nov 7 2007) passim

In re Warner Commcrsquons Sec Litig 618 F Supp 735 (SDNY 1985) affrsquod 798 F2d 35 (2d Cir 1986) 10

J I Case Co v Borak 377 US 426 (1964) 5

Johnston v Comerica Mortg Corp 83 F3d 241 (8th Cir 1996) 7

Landmen Partners Inc v Blackstone Grp LP No 08-cv-03601-HB-FM slip op (SDNY Dec 18 2013)8

Maley v Del Global Techs Corp 186 F Supp 2d 358 (SDNY 2002)7 12 20

Mass Bricklayers amp Masons Tr

Funds v Deutsche Alt-A Sec Inc No 208-cv-03178-LDW-ARL slip op (EDNY July 11 2012) 9

Missouri v Jenkins 491 US 274 (1989) 8 11

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 7 of 34

Page

- vii - 1308528_1

NECA-IBEW Health amp Welfare Fund

v Goldman Sachs amp Co No 108-cv-10783-LAP 2016 WL 3369534 (SDNY May 2 2016) 11

Patel v L-3 Commcrsquons Holdings Inc No 114-cv-06038-VEC slip op (SDNY Aug 17 2017) 8

Powers v Eichen 229 F3d 1249 (9th Cir 2000) 7

Rawlings v Prudential-Bache Props 9 F3d 513 (6th Cir 1993) 7

Robbins v Koger Props 116 F3d 1441 (11th Cir 1997) 16

Savoie v Merchs Bank 166 F3d 456 (2d Cir 1999)4 6

Swedish Hosp Corp v Shalala 1 F3d 1261 (DC Cir 1993) 7

Teachersrsquo Ret Sys v ACLN Ltd No 01-CV-11814 (MP) 2004 WL 1087261 (SDNY May 14 2004) 14 19

Tellabs Inc v Makor Issues amp Rights Ltd 551 US 308 (2007) 5

Union Asset Mgmt Holding AG v Dell Inc 669 F3d 632 (5th Cir 2012) 7

Wal-Mart Stores Inc v Visa USA Inc 396 F3d 96 (2d Cir 2005)6 7 11

STATUTES RULES AND REGULATIONS

15 USC sect78u-4(a)(4) 1 22 sect78u-4(a)(6) 7

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 8 of 34

Page

- viii - 1308528_1

LEGISLATIVE HISTORY

HR Conf Rep No 104-369 1995 WL 709276 (1995) 9

SECONDARY AUTHORITY

7B Charles Alan Wright Arthur R Miller amp Mary Kay Kane Federal Practice and Procedure (3d ed 2005)

sect18034

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 9 of 34

- 1 - 1308528_1

I INTRODUCTION

Court-appointed Lead Counsel Robbins Geller Rudman amp Dowd LLP has secured a $150

million Settlement for the Class ndash a very good result under the circumstances achieved in spite of

serious obstacles to recovery in the Litigation1 In order to obtain this Settlement Lead Plaintiff and

Lead Counsel overcame a number of significant challenges to proving both liability and damages

that posed a serious risk of no recovery or a substantially lesser recovery than the Settlement for the

Class In recognition of these risks Lead Counsel now respectfully moves this Court for an award of

attorneysrsquo fees in the amount of 25 of the Settlement and $16273405 in expenses that were

reasonably and necessarily incurred in prosecuting and resolving the Litigation against Defendants

and obtaining this Settlement for the benefit of the Class In addition Lead Plaintiff Policemenrsquos

Annuity and Benefit Fund of Chicago (ldquoLead Plaintiffrdquo or ldquoChicago Policerdquo) seeks a modest award

of $3765 for the time it spent representing the Class As set forth below the relevant factors

articulated in the Second Circuitrsquos Goldberger decision strongly support the requested awards See

Goldberger v Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

This fee request has the full support of the Lead Plaintiff See Declaration of Brian Wright

Filed on Behalf of Chicago Police parapara15-19 (ldquoChicago Police Declrdquo) filed herewith The Second

Circuit has directed district courts to

give serious consideration to negotiated fees because PSLRA lead plaintiffs often have a significant financial stake in the settlement providing a powerful incentive to ensure that any fees resulting from that settlement are reasonable In many cases

1 Capitalized terms used herein are defined and have the meanings contained in the Stipulation of Settlement (Dkt No 50) (the ldquoStipulationrdquo) the accompanying Declaration of Henry Rosen in Support of Lead Plaintiffrsquos Motion for Final Approval of Settlement and Approval of Plan of Allocation and an Award of Attorneysrsquo Fees and Expenses and Award to Lead Plaintiff Pursuant to 15 USC sect78u-4(a)(4) (the ldquoRosen Declrdquo) and in the Memorandum of Law in Support of Lead Plaintiffrsquos Motion for Final Approval of Settlement and Approval of Plan of Allocation (ldquoSettlement Memorandumrdquo) submitted concurrently herewith

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 10 of 34

- 2 - 1308528_1

the agreed-upon fee will offer the best indication of a market rate thus providing a good starting position for a district courtrsquos fee analysis

In re Nortel Networks Corp Sec Litig 539 F3d 129 133-34 (2d Cir 2008) see also In re Cendant

Corp Litig 264 F3d 201 220 (3d Cir 2001) (ldquocourts should afford a presumption of

reasonableness to fee requests submitted pursuant to an agreement between a properly-selected lead

plaintiff and properly-selected lead counselrdquo) In addition following an extensive Court-ordered

notice program not a single Class Member has objected to the maximum amount of fees and

expenses set forth in the Notice2

As detailed here in the Rosen Declaration and in the Settlement Memorandum the

Settlement achieved here following extensive investigation represents a very good result for Lead

Plaintiff and the Class particularly when judged in the context of the significant litigation risks

attendant in this Litigation The $15 million Settlement that Lead Counsel obtained provides the

Class with an immediate and certain recovery in a case that faced substantial obstacles to

establishing liability loss causation and damages that could have prevented any recovery at all The

Settlement represents approximately 15 of the maximum recoverable damages estimated on a per

share basis by Lead Plaintiffrsquos damages consultant In achieving this result Lead Counsel worked

more than 2200 hours over the course of this complex litigation all on a contingency basis with no

guarantee of ever being paid

2 As of the date of this fee memorandum which is before the September 29 2017 deadline for filing objections Lead Counsel has not received any objections to the fee request Pursuant to the Courtrsquos Preliminary Approval Order over 36900 copies of the Notice were mailed to potential Members of the Class and nominees advising them that Lead Counsel intended to apply to the Court for an award of attorneysrsquo fees not to exceed 25 of the total recovery plus expenses of no greater than $200000 plus interest on both amounts If any timely objections are received from Class Members Lead Counsel will address them in a reply brief which will be filed with the Court no later than October 13 2017

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 11 of 34

- 3 - 1308528_1

Lead Counsel believes that an attorney fee award of 25 together with payment of its

litigation expenses properly reflects the many significant risks taken by Lead Counsel as well as the

excellent result achieved in difficult litigation When examined under either of this Circuitrsquos

methods of contingency fee determination (ie percentage of the fund or lodestar) it is abundantly

clear that an award of fees at 25 is reasonable and well within the range of attorneysrsquo fees awarded

in similar complex contingency cases In addition the costs and expenses requested by Lead

Counsel are reasonable in amount and were necessarily incurred Finally the Lead Plaintiff greatly

contributed to the prosecution and settlement of the Litigation It reviewed and approved papers

filed with the Court and mediator and participated in discussions regarding case strategy and

settlement Lead Plaintiff seeks approval for an award associated with the time it spent dedicated to

the Litigation Its time is documented in its accompanying declaration See Chicago Police Decl

parapara20-21 Accordingly the Court should grant the full amount requested by Lead Plaintiff

II HISTORY AND BACKGROUND OF THE LITIGATION

This securities fraud class action was brought under the Securities Exchange Act of 1934 (the

ldquoExchange Actrdquo) Lead Plaintiff alleges that Defendants violated the Exchange Act during the April

23 2012 through May 16 2016 Class Period by engaging in a fraudulent scheme and making

materially false and misleading statements regarding the Companyrsquos financial condition internal

controls and compliance policies More specifically Lead Plaintiff alleges that Defendants failed to

disclose that (a) Gerdau was engaged in a bribery scheme in collusion with Brazilrsquos Administrative

Council of Tax Appeals (ldquoCARFrdquo) (b) the Company had defrauded Brazilian tax authorities (c)

Gerdaursquos CEO and other directors and employees of the Company had engaged in bribery money

laundering and influence peddling and (d) the tax appeals themselves related to a series of self-

dealing transactions from 2005 designed to enable Gerdau to avoid taxes Rosen Decl para10

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 12 of 34

- 4 - 1308528_1

Lead Plaintiff further alleges that all of the Companyrsquos Class Period financial statements

were false because of the alleged material omissions and that Defendantsrsquo statements regarding the

Companyrsquos internal and financial controls and strict adherence to high ethical standards were also

false Id para11 Lead Plaintiff alleges that Defendantsrsquo misrepresentations and fraudulent scheme

had the effect of artificially inflating the price of Gerdau ADRs which inflation came out of the

ADR price when the truth was revealed at the end of the Class Period Id

A detailed description of Lead Counselrsquos prosecution of this case is set forth in the

accompanying Rosen Declaration For the sake of brevity the Court is respectfully referred to the

Rosen Declaration

III ARGUMENT

A Lead Counsel Is Entitled to an Award of Attorneysrsquo Fees and

Expenses from the Common Fund

The Supreme Court has long recognized that ldquoa litigant or a lawyer who recovers a common

fund for the benefit of persons other than himself or his client is entitled to a reasonable attorneyrsquos

fee from the fund as a wholerdquo Boeing Co v Van Gemert 444 US 472 478 (1980) see also

Goldberger 209 F3d at 47 Savoie v Merchs Bank 166 F3d 456 459-60 (2d Cir 1999) ldquoThe

courtrsquos authority to reimburse the representative parties stems from the fact that the class-action

device is a creature of equity and the allowance of attorney-related costs is considered part of the

historic equity power of the federal courtsrdquo 7B Charles Alan Wright Arthur R Miller amp Mary Kay

Kane Federal Practice and Procedure sect1803 at 325 (3d ed 2005) The purpose of the common

fund doctrine is to fairly and adequately compensate class counsel for services rendered and to

ensure that all class members contribute equally towards the costs associated with litigation pursued

on their behalf See also Goldberger 209 F3d at 47 In re Veeco Instruments Inc Sec Litig No 05

MDL 01695 (CM) 2007 WL 4115808 at 2 (SDNY Nov 7 2007)

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 13 of 34

- 5 - 1308528_1

Courts have recognized that in addition to providing just compensation awards of fair

attorneysrsquo fees from a common fund also serve to encourage skilled counsel to represent those who

seek redress for damages inflicted on entire classes of persons and to discourage future alleged

misconduct of a similar nature City of Providence v Aeropostale Inc No 11 Civ 7132 (CM)

(GWG) 2014 WL 1883494 at 10-11 (SDNY May 9 2014) affrsquod sub nom Arbuthnot v

Pierson 607 F Apprsquox 73 (2d Cir 2015) In re Telik Inc Sec Litig 576 F Supp 2d 570 585

(SDNY 2008) Veeco 2007 WL 4115808 at 2 Indeed the Supreme Court has emphasized that

private securities actions such as the instant action provide ldquolsquoa most effective weapon in the

enforcementrsquo of the securities laws and are lsquoa necessary supplement to [SEC] actionrsquordquo Bateman

Eichler Hill Richards Inc v Berner 472 US 299 310 (1985) (quoting J I Case Co v Borak

377 US 426 432 (1964)) accord Tellabs Inc v Makor Issues amp Rights Ltd 551 US 308 (2007)

Courts in this Circuit have consistently adhered to these teachings See In re Interpublic Sec

Litig No 02 Civ 6527 (DLC) 2004 WL 2397190 at 10 (SDNY Oct 26 2004) (ldquoIt is well

established that where an attorney creates a common fund from which members of a class are

compensated for a common injury the attorneys who created the fund are entitled to lsquoa reasonable

fee ndash set by the court ndash to be taken from the fundrsquordquo) (citation omitted) Fairly compensating Lead

Counsel for the risks it took in bringing this action is essential because ldquo[s]uch actions could not be

sustained if plaintiffsrsquo counsel were not to receive remuneration from the settlement fund for their

efforts on behalf of the classrdquo Hicks v Morgan Stanley No 01 Civ 10071 (RJH) 2005 WL

2757792 at 9 (SDNY Oct 24 2005)

B The Court Should Award a Reasonable Percentage of the Common

Fund

Lead Counsel respectfully submits that the Court should award a fee based on a percentage of

the common fund obtained Courts routinely find that the percentage-of-the-fund method under

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 14 of 34

- 6 - 1308528_1

which counsel is awarded a percentage of the fund that they created is the preferred means to

determine a fee because it ldquolsquodirectly aligns the interests of the class and its counsel and provides a

powerful incentive for the efficient prosecution and early resolution of litigationrsquordquo Wal-Mart Stores

Inc v Visa USA Inc 396 F3d 96 122 (2d Cir 2005) (citation omitted) see also Hayes v

Harmony Gold Mining Co 509 F Apprsquox 21 24 (2d Cir 2013) (ldquo[A]s the district court recognized

the prospect of a percentage fee award from a common settlement fund as here aligns the interests

of class counsel with those of the classrdquo) The percentage approach also recognizes that the quality

of counselrsquos services is measured best by the results achieved and is most consistent with the system

typically used in the marketplace to compensate attorneys in non-class contingency cases3

The Supreme Court has also indicated that attorneysrsquo fees in common-fund cases generally

should be based on a percentage of the fund See Blum v Stenson 465 US 886 900 n16 (1984)

(ldquo[U]nder the lsquocommon fund doctrinersquo a reasonable fee is based on a percentage of the fund

bestowed on the classrdquo) The Second Circuit has expressly approved the percentage method

recognizing that ldquothe lodestar method proved vexingrdquo and had resulted in ldquoan inevitable waste of

judicial resourcesrdquo Goldberger 209 F3d at 48-49 (holding that the percentage-of-the-fund method

may be used to determine appropriate attorneysrsquo fees although the lodestar method may also be

used) Savoie 166 F3d at 460 (stating that the ldquopercentage-of-the-fund method has been deemed a

3 See eg In re Payment Card Interchange Fee amp Merch Disc Antitrust Litig 991 F Supp 2d 437 440 (EDNY 2014) (ldquoThe percentage method better aligns the incentives of plaintiffsrsquo counsel with those of the class members because it bases the attorneysrsquo fees on the results they achieve for their clients rather than on the number of motions they file documents they review or hours they work The percentage method also accords with the overwhelming prevalence of contingency fees in the market for plaintiffsrsquo counselrdquo) Davis v JP Morgan Chase amp Co 827 F Supp 2d 172 184 (WDNY 2011) (the ldquoadvantages of the percentage method are that it provides an incentive to attorneys to resolve the case efficiently and to create the largest common fund out of which payments to the class can be made and that it is consistent with the system typically used by individual clients to compensate their attorneysrdquo)

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 15 of 34

- 7 - 1308528_1

solution to certain problems that may arise when the lodestar method is used in common fund

casesrdquo) More recently the Second Circuit has acknowledged that the ldquotrend in this Circuit is toward

the percentage methodrdquo Wal-Mart 396 F3d at 122 see also City of Providence 2014 WL

1883494 at 11-124

The determination of attorneysrsquo fees using the percentage-of-the-fund method is also

supported by the PSLRA which states that ldquo[t]otal attorneysrsquo fees and expenses awarded by the court

to counsel for the plaintiff class shall not exceed a reasonable percentage of the amountrdquo recovered

for the class 15 USC sect78u-4(a)(6) (emphasis added) Courts have concluded that by drafting the

PSLRA in such a manner Congress expressed a preference for the percentage as opposed to the

lodestar method of determining attorneysrsquo fees in securities class actions See Veeco 2007 WL

4115808 at 3 Maley v Del Global Techs Corp 186 F Supp 2d 358 370 (SDNY 2002) In re

Am Bank Note Holographics 127 F Supp 2d 418 430 (SDNY 2001) In re Global Crossing Sec

amp ERISA Litig 225 FRD 436 465-66 (SDNY 2004)

Given the language of the PSLRA the Supreme Courtrsquos indication that the percentage

method is proper in this type of case the Second Circuitrsquos explicit approval of the percentage

method in Goldberger and the trend among the district courts in this Circuit the Court should award

4 All federal Courts of Appeal to consider the matter have approved the percentage method with two circuits requiring its use in common fund cases See In re Thirteen Appeals Arising out of the

San Juan Dupont Plaza Hotel Fire Litig 56 F3d 295 305 (1st Cir 1995) In re GMC Pick-Up

Truck Fuel Tank Prods Liab Litig 55 F3d 768 821-22 (3d Cir 1995) Union Asset Mgmt

Holding AG v Dell Inc 669 F3d 632 644 (5th Cir 2012) Rawlings v Prudential-Bache Props 9 F3d 513 515-16 (6th Cir 1993) Harman v Lyphomed Inc 945 F2d 969 975 (7th Cir 1991) Johnston v Comerica Mortg Corp 83 F3d 241 246 (8th Cir 1996) Powers v Eichen 229 F3d 1249 1256 (9th Cir 2000) Brown v Phillips Petroleum Co 838 F2d 451 454-56 (10th Cir 1988) Faught v Am Home Shield Corp 668 F3d 1233 1242 (11th Cir 2011) Swedish Hosp Corp v

Shalala 1 F3d 1261 1269-71 (DC Cir 1993) The Eleventh and District of Columbia Circuits require the use of the percentage method in common fund cases See Faught 668 F3d at 1242 Swedish Hosp 1 F3d at 1271

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 16 of 34

- 8 - 1308528_1

Lead Counsel attorneysrsquo fees based on a percentage of the fund The percentage approach not only

directly aligns the interests of counsel and the class (Elliot v Leatherstocking Corp No 310-CV-

0934 (MADDEP) 2012 WL 6024572 at 5 (NDNY Dec 4 2012)) it also recognizes that the

quality of counselrsquos services is measured best by the results achieved and ldquocan serve as a proxy for

the market in setting counsel feesrdquo Am Bank Note 127 F Supp 2d at 432

C The Requested Attorneysrsquo Fees Are Reasonable Under the

Percentage-of-the-Fund Method

The Supreme Court has recognized that an appropriate Court-awarded fee is intended to

approximate what counsel would receive if they were bargaining for the services in the marketplace

See Missouri v Jenkins 491 US 274 285-86 (1989) If this were a non-class action the customary

fee arrangement would be contingent and in the range of 33 of the recovery See Blum 465 US at

904 (ldquoIn tort suits an attorney might receive one-third of whatever amount the plaintiff recovers In

those cases therefore the fee is directly proportional to the recoveryrdquo) (Brennan J concurring)

The requested 25 fee is well within the range of percentage fees awarded within the Second

Circuit in other comparable securities and antitrust cases See eg In re BioScrip Inc Sec Litig

No 13-cv-6922 (AJN) 2017 US Dist LEXIS 118881 at 58 (SDNY July 26 2017) (awarding

25 of $10900000 settlement fund finding that such an award ldquolsquofalls within the range of

percentages regularly awarded inrsquo analogous common fund casesrdquo) (citation omitted) Patel v L-3

Commcrsquons Holdings Inc No 114-cv-06038-VEC slip op at 1 (SDNY Aug 17 2017)

(awarding 25 of $345 million settlement) City of Austin Police Ret Sys v Kinross Gold Corp

No 112-cv-01203-VEC 2015 US Dist LEXIS 181932 at 12 (SDNY Oct 15 2015) (awarded

fees of 30 of $33 million recovery plus expenses) Landmen Partners Inc v Blackstone Grp LP

No 08-cv-03601-HB-FM slip op at 5 (SDNY Dec 18 2013) (awarded fees of 33-13 of $85

million recovery plus expenses) Bd of Trs of the Operating Engrsquors Pension Tr v JPMorgan

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 17 of 34

- 9 - 1308528_1

Chase Bank Natrsquol Assrsquon No 09-cv-09333-KBF slip op at 1 (SDNY Nov 20 2013) (awarded

fees of 30 of $23 million recovery plus expenses) Citiline Holdings Inc v iStar Fin Inc No

108-cv-03612-RJS slip op at 1 (SDNY Apr 5 2013) (awarded fees of 30 of $29 million

recovery plus expenses) In re Sanofi-Aventis Sec Litig No 107-cv-10279-GBD slip op at 1

(SDNY Jan 22 2014) (awarded fees of 275 of $40 million recovery plus expenses) Cornwell

v Credit Suisse Grp No 08-cv-03758(VM) slip op at 2 (SDNY July 20 2011) (awarded fees of

275 of $70 million recovery plus expenses) Mass Bricklayers amp Masons Tr Funds v Deutsche

Alt-A Sec Inc No 208-cv-03178-LDW-ARL slip op at 3 (EDNY July 11 2012) (awarded

265 of $325 million recovery plus expenses) In re CIT Grp Inc Sec Litig No 108-cv-06613-

BSJ-THK slip op at 1-2 (SDNY June 13 2012) (awarded 265 of $75 million recovery plus

expenses)5

Another factor favoring the reasonableness of Lead Counselrsquos 25 fee application under the

percentage-of-the-fund method is that this fee was negotiated with and approved by the Lead

Plaintiff an institutional investor charged by the Court and the PSLRA with responsibility for

monitoring Lead Counsel See Chicago Police Decl parapara15-18

The PSLRA was intended to encourage sophisticated and financially-interested investors like

Lead Plaintiff to assume control of securities class actions HR Conf Rep No 104-369 at 32

1995 WL 709276 at 731 (1995) Congress believed that these institutions would be in the best

position to monitor the prosecution of litigation to assess the quality of counselrsquos representation and

to determine a fair fee Here Lead Plaintiff a large institution played an active role in the

Litigation and closely supervised the work of Lead Counsel See Chicago Police Decl parapara7-9

Accordingly Lead Plaintiffrsquos endorsement of the fee request supports its approval See eg Veeco

5 All unreported authorities are attached hereto as Exhibits 1 through 9

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 18 of 34

- 10 - 1308528_1

2007 WL 4115808 at 8 (ldquopublic policy considerations support the award in this case because the

Lead Plaintiff a large public pension fund ndash conscientiously supervised the work of lead counsel

and has approved the fee requestrdquo)

D The Fee Request Is Reasonable Under the Lodestar Method

To ensure the reasonableness of a fee awarded under the percentage-of-the-fund method the

Second Circuit encourages district courts to cross-check the proposed award against counselrsquos

lodestar See Goldberger 209 F3d at 50 Applying the lodestar cross-check underscores and

affirms the reasonableness of the requested percentage ldquoUnder the lodestar method the court must

engage in a two-step analysis first to determine the lodestar the court multiplies the number of

hours each attorney spent on the case by each attorneyrsquos reasonable hourly rate and second the

court adjusts that lodestar figure (by applying a multiplier) to reflect such factors as the risk and

contingent nature of the litigation the result obtained and the quality of the attorneyrsquos workrdquo City

of Providence 2014 WL 1883494 at 13 ldquoCalculation of the lodestar however is simply the

beginning of the analysisrdquo In re Warner Commcrsquons Sec Litig 618 F Supp 735 747 (SDNY

1985) affrsquod 798 F2d 35 (2d Cir 1986) In re Ivan F Boesky Sec Litig 888 F Supp 551 562

(SDNY 1995) Performing the lodestar calculation here confirms that the fee requested by Lead

Counsel is reasonable and should be approved

Lead Counsel and its paraprofessionals have spent in the aggregate 222095 hours in the

prosecution of this case producing a total lodestar amount of $157125275 when multiplied by Lead

Counselrsquos billing rates See the accompanying Declaration of Henry Rosen Filed on Behalf of

Robbins Geller Rudman amp Dowd LLP (ldquoRobbins Geller Declrdquo)6 The amount of attorneysrsquo fees

6 In determining whether the rates are reasonable the Court should take into account the attorneysrsquo professional reputation experience and status Lead Counsel is among the most prominent experienced and well-regarded securities practitioners in the nation Therefore the hourly rates are

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 19 of 34

- 11 - 1308528_1

requested by Lead Counsel herein $3750000 plus interest represents a modest multiplier of 23 to

counselrsquos aggregate lodestar7

The requested 23 multiplier in this Litigation is within the range of multipliers commonly

awarded in securities class actions and other comparable litigation In cases of this nature fees

representing multiples above lodestar are regularly awarded to reflect the contingency-fee risk and

other relevant factors See In re FLAG Telecom Holdings Ltd Sec Litig No 02-CV-3400 (CM)

(PED) 2010 WL 4537550 at 26 (SDNY Nov 8 2010) (ldquolsquoa positive multiplier is typically

applied to the lodestar in recognition of the risk of the litigation the complexity of the issues the

contingent nature of the engagement the skill of the attorneys and other factorsrsquordquo) (citation

omitted) In re Comverse Tech Inc Sec Litig No 06-CV-1825 (NGG) (RER) 2010 WL 2653354

at 5 (EDNY June 24 2010) (ldquoWhere as here counsel has litigated a complex case under a

contingency fee arrangement they are entitled to a fee in excess of the lodestarrdquo)

Indeed in complex contingent litigation lodestar multipliers between 2 and 5 are commonly

awarded See Wal-Mart 396 F3d at 123 (upholding multiplier of 35 as reasonable on appeal)

NECA-IBEW Health amp Welfare Fund v Goldman Sachs amp Co No 108-cv-10783-LAP 2016 WL

3369534 at 1 (SDNY May 2 2016) (awarding fee representing a 39 multiplier) Davis 827 F

Supp 2d at 185 (awarding fee representing multiplier of 53 which was ldquonot atypicalrdquo in similar

cases) Credit Suisse slip op at 4 (awarding fee representing a multiplier of 47) Comverse 2010

WL 2653354 at 5 (awarding fee representing 278 multiplier) Telik 576 F Supp 2d at 590 (ldquoIn

contingent litigation lodestar multiples of over 4 are routinely awarded by courts including this

reasonable here See In re Merrill Lynch amp Co Inc Research Reports Sec Litig No 02 MDL 1484 (JFK) 2007 WL 313474 at 22 (SDNY Feb 1 2007) (approving counselrsquos hourly rates)

7 The Supreme Court and other courts have held that the use of current rates is proper since such rates compensate for inflation and the loss of use of funds See Jenkins 491 US at 283-84

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 20 of 34

- 12 - 1308528_1

Courtrdquo) In re Bisys Sec Litig No 04 Civ 3840 (JSR) 2007 WL 2049726 at 3 (SDNY July

16 2007) (awarding 30 fee representing a 299 multiplier and finding that the multiplier ldquofalls well

within the parameters set in this district and elsewhererdquo) In re AremisSoft Corp Sec Litig 210

FRD 109 135 (DNJ 2002) (43 multiplier was appropriate in light of the contingency risk and

the quality of the result achieved) Maley 186 F Supp 2d at 369 (awarding fee equal to a 465

multiplier which was ldquowell within the range awarded by courts in this Circuit and courts throughout

the countryrdquo)

The lodestarmultiplier is to be used merely as a cross-check on reasonableness To find

otherwise undermines the principles supporting the percentage approach and encourages needless

lodestar-building litigation See In re Ikon Office Sols Inc 194 FRD 166 196 (ED Pa 2000)

(ldquoThe court will not reduce the requested award simply for the sake of doing so when every other

factor ordinarily considered weighs in favor of approving class counselrsquos request of thirty percentrdquo)

Lead Counsel invested substantial time and effort prosecuting this Litigation against Defendants to a

successful completion The requested fee therefore is manifestly reasonable whether calculated as

a percentage of the fund or in relation to Lead Counselrsquos lodestar Moreover as discussed below

each of the factors cited by the Second Circuit in Goldberger also strongly supports a finding that the

requested fee is reasonable

E The Relevant Factors Confirm that the Requested Fee Is Reasonable

In Goldberger the Second Circuit explained that whether the court uses the percentage-of-

the-fund method or the lodestar approach it should continue to consider the traditional criteria that

reflect a reasonable fee in common fund cases including

bull the time and labor expended by counsel

bull the risks of the litigation

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 21 of 34

- 13 - 1308528_1

bull the magnitude and complexity of the litigation

bull the requested fee in relation to the settlement

bull the quality of representation and

bull public policy considerations

Goldberger 209 F3d at 50 Consideration of these factors demonstrates that the requested fee is fair

and reasonable

1 The Time and Labor Expended by Counsel

Lead Counsel has expended substantial time and effort pursuing the Litigation on behalf of

the Class Since the Litigation commenced Lead Counsel and its paraprofessionals devoted over

2200 hours to prosecuting the Classrsquo claims As detailed in the Rosen Declaration submitted

herewith Lead Counsel among other things

bull conducted an extensive factual investigation relating to Defendantsrsquo conduct and the tax avoidance scheme

bull researched the law relevant to the claims asserted including Brazilian tax laws and Defendantsrsquo potential defenses thereto and drafted detailed complaints

bull drafted an opposition to Defendantsrsquo motions to dismiss the Consolidated Complaint

bull consulted with Brazilian attorneys regarding the unique issues raised in the Litigation

bull consulted with experts and consultants in the areas of damages and market efficiency

bull participated in lengthy armrsquos-length settlement negotiations and mediation with Defendants and

bull negotiated and drafted the Stipulation and exhibits thereto as well as the motion for preliminary approval of the Settlement

Rosen Decl parapara3-31 Moreover Lead Counsel with the assistance of its damages expert and in-

house damages consultant prepared the proposed Plan of Allocation Throughout the Litigation

Lead Counsel staffed the matter efficiently and avoided any unnecessary duplication of effort Lead

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 22 of 34

- 14 - 1308528_1

Counselrsquos work in the Litigation will not end with the Courtrsquos approval of the Settlement

Additional hours and resources will necessarily be expended assisting Members of the Class with the

completion and submission of their Proof of Claim and Release forms shepherding the claims

process and responding to Class Member inquiries See Aponte v Comprehensive Health Mgmt

No 10 Civ 4825 (JLC) 2013 WL 1364147 at 6 (SDNY Apr 2 2013) The significant amount

of time and effort devoted to this case by Lead Counsel to obtain a $15 million recovery confirms

that the 25 fee request is reasonable

2 The Risks of the Litigation

a The Contingent Nature of Lead Counselrsquos

Representation Supports the Requested Fee

The risk undertaken in the litigation is often considered the most important Goldberger

factor Goldberger 209 F3d at 54 Comverse 2010 WL 2653354 at 5 Telik 576 F Supp 2d at

592 The Second Circuit has recognized that the risk associated with a case undertaken on a

contingent fee is an important factor in determining an appropriate fee award

No one expects a lawyer whose compensation is contingent upon his success to charge when successful as little as he would charge a client who in advance had agreed to pay for his services regardless of success Nor particularly in complicated cases producing large recoveries is it just to make a fee depend solely on the reasonable amount of time expended

Detroit v Grinnell Corp 495 F2d 448 470 (2d Cir 1974) ldquoLittle about litigation is risk-free and

class actions confront even more substantial risks than other forms of litigationrdquo Teachersrsquo Ret Sys

v ACLN Ltd No 01-CV-11814 (MP) 2004 WL 1087261 at 3 (SDNY May 14 2004) Am

Bank Note 127 F Supp 2d at 433 (concluding it is ldquoappropriate to take this [contingent fee] risk

into account in determining the appropriate fee to awardrdquo) In re Prudential Sec Ltd Prsquoships Litig

985 F Supp 410 417 (SDNY 1997) (ldquoNumerous courts have recognized that the attorneyrsquos

contingent fee risk is an important factor in determining the fee awardrdquo) This risk encompasses not

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 23 of 34

- 15 - 1308528_1

just the risk of no payment but also the risk of underpayment See In re Contrsquol Ill Sec Litig 962

F2d 566 569-70 (7th Cir 1992) (reversing district courtrsquos fee award where court failed to account

for among other things risk of underpayment to counsel) When considering the reasonableness of

attorneysrsquo fees in a contingency action the court should consider the risks of the litigation at the time

the suit was brought See Goldberger 209 F3d at 55 In re Sadia SA Sec Litig No 08 Civ 9528

(SAS) 2011 WL 6825235 at 3 (SDNY Dec 28 2011)

The reasonableness of the requested fee is also supported by an evaluation of the risks

undertaken by Lead Counsel in prosecuting this class action Lead Counsel undertook this Litigation

on a wholly-contingent fee basis investing a substantial amount of time and money to prosecute this

very risky action without a guarantee of compensation or even the recovery of expenses Unlike

Defendantsrsquo counsel who are paid substantial hourly rates and reimbursed for their expenses on a

regular basis Lead Counsel has not been compensated for any time or expenses since this case

began and would have received no compensation or even payment of its expenses had this case not

been successful

From the outset Lead Counsel understood that it was embarking on a complex expensive

and lengthy litigation with no guarantee of ever being compensated for investing the time and money

the case would require In undertaking that responsibility Lead Counsel was obligated to assure that

sufficient attorney and paraprofessional resources were dedicated to prosecuting the Litigation and

that funds were available to compensate staff and to pay for the considerable costs which a case such

as this entails Under these circumstances the financial burden on contingent-fee counsel is far

greater than on a firm that is paid on an ongoing basis

In addition to advancing litigation expenses Lead Counsel faced the possibility that it would

receive no attorneysrsquo fees It is wrong to presume that a law firm handling complex contingent

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 24 of 34

- 16 - 1308528_1

litigation always wins There are numerous instances where in contingent cases such as this one

plaintiffrsquos counsel have expended thousands of hours without receiving any compensation8

Losses in contingent-fee litigations especially those brought under the PSLRA are

exceedingly expensive Lead Counselrsquos assumption of the contingency fee risk strongly supports the

reasonableness of the requested fee See FLAG Telecom 2010 WL 4537550 at 27 (ldquoCourts in the

Second Circuit have recognized that the risk associated with a case undertaken on a contingent fee

basis is an important factor in determining an appropriate fee awardrdquo) In re Marsh ERISA Litig

265 FRD 128 148 (SDNY 2010) (ldquoThere was significant risk of non-payment in this case and

Plaintiffsrsquo Counsel should be rewarded for having borne and successfully overcome that riskrdquo)

b Litigation Risks

While Lead Plaintiff remains confident in its ability to prove its claims and that once the

truth was revealed Class Members suffered legally cognizable losses on their purchases of Gerdau

ADRs during the Class Period it recognizes that its ability to prove liability was far from certain

Rosen Decl parapara33-35 As detailed in the Rosen Declaration and in the Settlement Memorandum

Defendants raised numerous challenges to the materiality scienter and loss causation elements of

8 The risk of no recovery in complex cases of this type is real and is heightened when lead counsel press to achieve the very best result for those they represent There are numerous class actions in which lead counsel expended thousands of hours and yet received no remuneration despite their diligence and expertise See eg Hubbard v BankAtlantic Bancorp Inc 688 F3d 713 725 (11th Cir 2012) (affirming judgment as a matter of law following jury verdict partially in plaintiffsrsquo favor) In re Oracle Corp Sec Litig No C 01-00988-SI 2009 WL 1709050 (ND Cal June 19 2009) affrsquod 627 F3d 376 (9th Cir 2010) (court granted summary judgment for defendants after eight years of litigation after plaintiffsrsquo counsel incurred over $7 million in expenses and worked over 100000 hours representing a lodestar of approximately $40 million) In re JDS Uniphase

Corp Sec Litig No C-02-1486 CW (EDL) 2007 WL 4788556 at 1 (ND Cal Nov 27 2007) (jury verdict for defendants) Robbins v Koger Props 116 F3d 1441 1449 (11th Cir 1997) (jury verdict of $81 million for plaintiffs against an accounting firm reversed on appeal on loss causation grounds and judgment entered for defendant) Anixter v Home-Stake Prod Co 77 F3d 1215 1233 (10th Cir 1996) (Tenth Circuit overturned securities fraud class action jury verdict for plaintiffs in case filed in 1973 and tried in 1988 on basis of 1994 Supreme Court opinion)

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 25 of 34

- 17 - 1308528_1

Lead Plaintiffrsquos claims under the federal securities laws The Individual Defendants also challenged

this Courtrsquos personal jurisdiction over them Obtaining documents and testimony from witnesses in

Brazil would be expensive if possible at all Therefore there was a question whether Lead Plaintiff

would ultimately be able to prove that Defendants who could be sued in this Court acted knowingly

or recklessly made materially false or misleading statements or omissions as required

With respect to proving loss causation Defendants would continue to argue that the declines

in Gerdaursquos ADR price were caused by factors other than Lead Plaintiffrsquos alleged corrective

disclosures Id para369 Defendants would never concede their liability and if their motions to

dismiss were denied would continue to press their defenses at summary judgment and trial Lead

Plaintiff also faced the risk that the Court would deny its motion to certify the Class if the Litigation

reached that stage

c Risk as to Damages

Whether Lead Plaintiff could prove damages also was unsettled Defendants strenuously

disagreed with Lead Plaintiffrsquos damages theories and estimates In order for the Class to recover

damages at the level estimated by Lead Counselrsquos expert it would need to prevail on each and every

one of the claims alleged for the entirety of the Class Period The damage assessments of the

partiesrsquo respective trial experts would be sure to vary substantially and trial would become a ldquobattle

of expertsrdquo The outcome of such battles is never predictable and there existed the very real

possibility that a jury could be swayed by experts for Defendants to minimize the Classrsquo losses or to

show that the losses were attributable to factors other than the alleged misstatements and omissions

Thus even if Lead Plaintiff prevailed as to liability at trial the judgment obtained could well have

been only a fraction of the damages claimed

9 Another litigation risk for Lead Plaintiff was the proper length of the Class Period Id

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 26 of 34

- 18 - 1308528_1

3 The Magnitude and Complexity of the Litigation

The complexity of the litigation is another factor examined by courts evaluating the

reasonableness of attorneysrsquo fees requested by class counsel See Chatelain v Prudential-Bache

Sec 805 F Supp 209 216 (SDNY 1992) It is widely recognized that ldquoshareholder actions are

notoriously complex and difficult to proverdquo See In re Bayer AG Sec Litig No 03 Civ 1546

(WHP) 2008 WL 5336691 at 5 (SDNY Dec 15 2008) see also FLAG Telecom 2010 WL

4537550 at 27 ldquo[S]ecurities actions have become more difficult from a plaintiffrsquos perspective in

the wake of the PSLRArdquo Ikon 194 FRD at 194 see also In re AOL Time Warner Inc Sec amp

ldquoERISArdquo Litig No MDL 1500 2006 WL 903236 at 9 (SDNY Apr 6 2006) (ldquo[T]he legal

requirements for recovery under the securities laws present considerable challenges particularly

with respect to loss causation and the calculation of damages These challenges are exacerbated

where a number of controlling decisions have recently shed new light on the standard for loss

causationrdquo) This case was no exception As described in greater detail in the accompanying

Settlement Memorandum and the Rosen Declaration this Litigation involved a number of difficult

and complex questions concerning liability of foreign defendants and loss causation that would have

required extensive additional efforts by Lead Counsel and further consultation with Brazilian law

tax accounting and economic experts

The trial of liability issues alone would have involved substantial attorney and expert time

the introduction of voluminous documentary and deposition evidence which would require

translation vigorously contested motions and the considerable expenditures of judicial resources

Because this case revolved around ldquodifficult complex hotly disputed and expert-intensive issuesrdquo

this factor favors awarding a 25 fee City of Providence 2014 WL 1883494 at 16

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 27 of 34

- 19 - 1308528_1

4 The Quality of Representation Supports the Requested Fee

The quality of the representation by Lead Counsel is another important factor that supports

the reasonableness of the requested fee Lead Counsel submits that the quality of the representation

here is best evidenced by the quality of the result achieved See Settlement Memorandum at 18-19

see also FLAG Telecom 2010 WL 4537550 at 28 Bisys 2007 WL 2049726 at 3 It took a great

deal of skill to achieve a settlement at this level in this particular case Lead Counsel is a nationally

known leader in the fields of securities class actions and complex litigation This is attributable to

the diligence determination hard work and reputation of counsel who developed litigated and

successfully negotiated the Settlement of this Litigation and a substantial immediate cash recovery in

a very difficult case without the risk of further litigation See Teachersrsquo Ret Sys 2004 WL

1087261 at 6

Finally courts repeatedly recognize that the quality of the opposition faced by plaintiffsrsquo

counsel should also be taken into consideration in assessing the quality of counselrsquos performance

See eg BioScrip 2017 US Dist LEXIS 118881 at 73 (ldquo[O]pposing counsel in this case was

itself highly skilled a factor courts have considered in approving feesrdquo) Marsh ERISA 265 FRD

at 148 (ldquoThe high quality of defense counsel opposing Plaintiffsrsquo efforts further proves the caliber of

representation that was necessary to achieve the Settlementrdquo) Veeco 2007 WL 4115808 at 7

(among the factors supporting a 30 award of attorneysrsquo fees was that defendants were represented

by ldquoone of the countryrsquos largest law firmsrdquo) Here Defendants are represented by lawyers from

Skadden Arps Slate Meagher amp Flom LLP and Kramer Levin Naftalis amp Frankel LLP highly

respected law firms who presented very skilled defenses and spared no effort in representing their

clients Notwithstanding this formidable opposition Lead Counselrsquos ability to present a strong case

and to demonstrate its willingness to continue to vigorously prosecute the Litigation through trial

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 28 of 34

- 20 - 1308528_1

and then inevitable appeals enabled Lead Counsel to achieve a very favorable Settlement for the

benefit of the Class

5 Public Policy Considerations

A strong public policy concern exists for rewarding firms for bringing successful securities

litigation See FLAG Telecom 2010 WL 4537550 at 29 (if the ldquoimportant public policy [of

enforcing the securities laws] is to be carried out the courts should award fees which will adequately

compensate Lead Counsel for the value of their efforts taking into account the enormous risks they

undertookrdquo) Maley 186 F Supp 2d at 373 (ldquoIn considering an award of attorneyrsquos fees the public

policy of vigorously enforcing the federal securities laws must be consideredrdquo) Hicks 2005 WL

2757792 at 9 (ldquolsquoTo make certain that the public is represented by talented and experienced trial

counsel the remuneration should be both fair and rewardingrsquordquo) (citation omitted) Accordingly

public policy favors granting Lead Counselrsquos fee and expense application here

6 The Classrsquo Reaction to the Fee Request to Date Supports the

Requested Fee

To date the Claims Administrator has sent over 36900 copies of the Notice to potential

Class Members and nominees informing them inter alia that Lead Counsel intended to apply to the

Court for an award of attorneysrsquo fees in an amount not to exceed 25 of the total recovery plus

expenses not to exceed $200000 plus interest on both amounts10 The time to object to the fee

request expires on September 29 2017 To date just one week before the objection deadline not a

single objection to the fee and expense amounts set forth in the Notice has been received Such a

ldquolow level of objection is a lsquorare phenomenonrsquordquo In re Rite Aid Corp Sec Litig 396 F3d 294 305

(3d Cir 2005) (citation omitted) Moreover ldquoa significant number of investors in the class were

10 See Declaration of Carole K Sylvester Regarding Notice Dissemination Publication and Requests for Exclusion Received to Date para11 and Ex A (ldquoSylvester Declrdquo) submitted herewith

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 29 of 34

- 21 - 1308528_1

lsquosophisticatedrsquo institutional investors that had considerable financial incentive to object [to the

settlement] had they believed [the settlement was unfair or] the requested fees were excessiverdquo Id

Additionally the Lead Plaintiff supports the fee request See Chicago Police Decl para17 The fact

that no objections were received is compelling evidence of the fairness of the fee request

IV LEAD COUNSELrsquoS EXPENSES WERE REASONABLY INCURRED AND

NECESSARY TO THE PROSECUTION OF THIS LITIGATION

Lead Counsel also respectfully requests an award of $16273405 in expenses incurred while

prosecuting the Litigation Lead Counsel has submitted a declaration regarding these modest

expenses which are properly recovered by counsel See accompanying Robbins Geller Decl See

eg In re China Sunergy Sec Litig No 07 Civ 7895 (DAB) 2011 WL 1899715 at 6 (SDNY

May 13 2011) (in a class action attorneys should be compensated ldquofor reasonable out-of-pocket

expenses incurred and customarily charged to their clients as long as they were lsquoincidental and

necessary to the representationrsquordquo) (citation omitted) FLAG Telecom 2010 WL 4537550 at 30 (ldquoIt

is well accepted that counsel who create a common fund are entitled to the reimbursement of

expenses that they advanced to a classrdquo) In re Indep Energy Holdings PLC Sec Litig 302

F Supp 2d 180 183 n3 (SDNY 2003) (court may compensate class counsel for reasonable

expenses necessary to the representation of the class)

Counselrsquos expenses include the costs of hiring experts and consultants travel mediating the

Classrsquo claims and computerized research A complete breakdown by category of the expenses

incurred is set forth in the Robbins Geller Declaration These expenses were critical to Lead

Plaintiffrsquos success in achieving the Settlement See Global Crossing 225 FRD at 468 (ldquoThe

expenses incurred ndash which include investigative and expert witnesses filing fees service of process

travel legal research and document production and review ndash are the type for which lsquothe paying

armsrsquo length marketrsquo reimburses attorneys [f]or this reason they are properly chargeable to the

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 30 of 34

- 22 - 1308528_1

Settlement fundrdquo) Not a single objection to the expense amount set forth in the Notice has been

received Accordingly Lead Counsel respectfully requests payment for these expenses plus interest

earned on such amount at the same rate as that earned by the Settlement

V LEAD PLAINTIFF SHOULD BE AWARDED ITS REASONABLE TIME

AND EXPENSES UNDER 15 USC sect78u-4(a)(4)

Lead Plaintiff seeks approval for an award of $3765 for the time it spent directly relating to

its representation of the Class The PSLRA specifically provides that an ldquoaward of reasonable costs

and expenses (including lost wages) directly relating to the representation of the classrdquo may be made

to ldquoany representative party serving on behalf of a classrdquo 15 USC sect78u-4(a)(4)

The Lead Plaintiff dedicated time to the Litigation by reviewing significant pleadings and

briefs in the Litigation communicating regularly with Lead Counsel and monitoring the progress of

settlement negotiations See Chicago Police Decl para20 Numerous courts have approved reasonable

awards to compensate lead plaintiffs for the time and effort they spent on behalf of a class See

Kinross Gold 2015 US Dist LEXIS 181932 at 14 (awarding $1680011 to lead plaintiff and

additional named plaintiffs ldquoto compensate them for their reasonable costs and expenses directly

relating to their representation of the Classrdquo) In re Intercept Pharms Inc Sec Litig No 114-cv-

01123-NRB slip op at 1 (SDNY Oct 20 2016) (awarding $527500 and $740125 to lead

plaintiffs ldquodirectly relating to the representation of the Classrdquo) Hicks 2005 WL 2757792 at 10

(ldquoCourts in this Circuit routinely award such costs and expenses both to reimburse the named

plaintiffs for expenses incurred through their involvement with the action and lost wages as well as

to provide an incentive for such plaintiffs to remain involved in the litigation and to incur such

expenses in the first placerdquo)

Lead Plaintiff took an active role with the prosecution of the Litigation These are precisely

the types of activities that courts have found to support awards to class representatives See eg In

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 31 of 34

- 23 - 1308528_1

re Am Intrsquol Grp Inc No 04 Civ 8141 (DAB) 2010 WL 5060697 at 3 (SDNY Dec 2 2010)

(granting PSLRA award of $30000 to institutional lead plaintiffs ldquoto compensate them for the time

and effort they devoted on behalf of a classrdquo) FLAG Telecom 2010 WL 4537550 at 31 (approving

award of $100000 to lead plaintiff for time spent in the litigation) Veeco 2007 WL 4115808 at 12

(characterizing such awards as ldquolsquoroutine[]rsquordquo in this Circuit) (citation omitted)

The Notice sufficiently informed potential Class Members that such expenses would be

sought Sylvester Decl Ex A at 2 The modest request by Lead Plaintiff is supported by

declaration is reasonable and fully justified under the PSLRA and should be granted There have

been no objections to this request

VI CONCLUSION

Based on the foregoing and the entire record herein Lead Counsel respectfully requests that

the Court award attorneysrsquo fees of 25 of the $15 million recovery plus expenses in the amount of

$16273405 plus interest on both amounts and $3765 to Lead Plaintiff

DATED September 22 2017 Respectfully submitted

s Ellen Gusikoff Stewart

Henry Rosen Ellen Gusikoff Stewart Susannah R Conn ROBBINS GELLER RUDMAN amp DOWD LLP 655 West Broadway Suite 1900 San Diego CA 92101 Telephone 619231-1058 619231-7423 (fax) henryrrgrdlawcom ellengrgrdlawcom sconnrgrdlawcom

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 32 of 34

- 24 - 1308528_1

Samuel H Rudman David A Rosenfeld ROBBINS GELLER RUDMAN amp DOWD LLP 58 South Service Road Suite 200 Melville NY 11747 Telephone 631367-7100 631367-1173 (fax) srudmanrgrdlawcom drosenfeldrgrdlawcom

Christopher C Gold ROBBINS GELLER RUDMAN amp DOWD LLP 120 East Palmetto Park Road Suite 500 Boca Raton FL 33432 Telephone 561750-3000 561750-3364 (fax) cgoldrgrdlawcom

Lead Counsel for Plaintiff

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 33 of 34

CERTIFICATE OF SERVICE

I Ellen Gusikoff Stewart hereby certify that on September 22 2017 I caused a true and

correct copy of the attached

Memorandum of Law in Support of Lead Counselrsquos Motion for an Award of Attorneysrsquo Fees and Expenses and Award to Lead Plaintiff Pursuant to 15 USC sect78u-4(a)(4)

to be electronically filed with the Clerk of the Court using the CMECF system which will send

notification of such public filings to all counsel registered to receive such notice

s Ellen Gusikoff Stewart

ELLEN GUSIKOFF STEWART

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 34 of 34

EXHIBIT 1

Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 1 of 5

UNITED STATES DISTRICT COURTSOUTHERN DISTRICT OF NEW YORK

xZUBAIR PATEL Individually and on Behalf of All Others Similarly Situated

Plaintiff

vs

L-3 COMMUNICATIONS HOLDINGS INC et al

Defendants

x

Civil Action No 114-cv-06038-VEC(Consolidated)

CLASS ACTION

REVISED [PROPOSED] ORDER AWARDING ATTORNEYSrsquo FEES AND EXPENSES AND AWARDS TO LEAD PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 1 of 4

81717

USDC SDNY DOCUMENT ELECTRONICALLY FILED DOC DATE FILED

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 1 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 2 of 5

- 1 -

This matter having come before the Court on August 16 2017 on the motion of Lead

Counsel for an award of attorneysrsquo fees and expenses (the ldquoFee Motionrdquo) the Court having

considered all papers filed and proceedings conducted herein having found the Settlement of this

Litigation to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Stipulation of Settlement

dated February 22 2017 (the ldquoStipulationrdquo) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 Notice of Lead Counselrsquos Fee Motion was given to all Class Members who could be

located with reasonable effort The form and method of notifying the Class of the Fee Motion met

the requirements of Rule 23 of the Federal Rules of Civil Procedure and 15 USC sect78u-4(a)(7) the

Securities Exchange Act of 1934 as amended by the Private Securities Litigation Reform Act of

1995 due process and any other applicable law constituted the best notice practicable under the

circumstances and constituted due and sufficient notice to all persons and entities entitled thereto

4 The Court hereby awards Lead Counsel attorneysrsquo fees of 25 of the Settlement

Fund (or $8625000) plus expenses in the amount of $47598074 together with the interest earned

on both amounts for the same time period and at the same rate as that earned on the Settlement Fund

until paid The Court finds that the amount of fees awarded is appropriate and that the amount of

fees awarded is fair and reasonable under the ldquopercentage-of-recoveryrdquo method

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 2 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 2 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 3 of 5

- 2 -

5 The fees and expenses shall be allocated amongst Lead Plaintiffsrsquo Counsel in a

manner that Lead Counsel in good faith believes reflects the contributions of such counsel to the

prosecution and settlement of the Litigation

6 The awarded attorneysrsquo fees and expenses and interest earned thereon shall be paid to

Lead Counsel subject to the terms conditions and obligations of the Stipulation and in particular

para62 thereof which terms conditions and obligations are incorporated herein

7 In making this award of fees and expenses to Lead Counsel the Court has considered

and found that

(a) the Settlement has created a fund of $34500000 in cash that is already on

deposit and numerous Class Members who submit or have submitted valid Proof of Claim and

Release forms will benefit from the Settlement created by Lead Counsel

(b) over 47000 copies of the Notice were disseminated to Class Members

indicating that Lead Counsel would move for attorneysrsquo fees in the amount of 25 of the Settlement

Fund and for expenses in an amount not to exceed $600000 and no objections to the fees or

expenses were filed by Class Members

(c) Lead Counsel has pursued the Litigation and achieved the Settlement with

skill perseverance and diligent advocacy

(d) Lead Counsel has expended substantial time and effort pursuing the Litigation

on behalf of the Class

(e) Lead Counsel pursued the Litigation on a contingent basis having received no

compensation during the Litigation and any fee amount has been contingent on the result achieved

(f) the Litigation involves complex factual and legal issues and in the absence of

settlement would involve lengthy proceedings whose resolution would be uncertain

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 3 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 3 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 4 of 5

- 3 -

(g) had Lead Counsel not achieved the Settlement there would remain a

significant risk that the Class may have recovered less or nothing from Defendants

(h) Lead Counsel has devoted over 8500 hours with a lodestar value of

$439142350 to achieve the Settlement

(i) public policy concerns favor the award of reasonable attorneysrsquo fees and

expenses in securities class action litigation and

(j) the attorneysrsquo fees and expenses awarded are fair and reasonable and

consistent with awards in similar cases within the Second Circuit

8 Any appeal or any challenge affecting this Courtrsquos approval regarding the Fee Motion

shall in no way disturb or affect the finality of the Judgment entered with respect to the Settlement

9 Pursuant to 15 USC sect78u-4(a)(4) the Court awards the following amounts to Lead

Plaintiffs for the time they spent directly related to their representation of the Class $39000 to City

of Pontiac General Employeesrsquo Retirement System $86000 to Local 1205 Pension Plan and

$100000 to City of Taylor Police and Fire Retirement System

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this Order shall be

rendered null and void to the extent provided in the Stipulation and shall be vacated in accordance

with the Stipulation

IT IS SO ORDERED

DATED ______________________ ________________________________________THE HONORABLE VALERIE E CAPRONIUNITED STATES DISTRICT JUDGE

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 4 of 4

August 17 2017

___________________________________________ _________E HONORABLE VALEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEERIE E CA

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 4 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 5 of 5

EXHIBIT 2

Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 1 of 10

rus1$$i)Ny I DOCUMENT

ELECTRONICALLY FILED DOC

SOUTHERN DISTRICT OF NEW YORK

UNITED STATES DISTRICT COURT

d a t e b Z l セ e セ d M Z セ セ セ ャ M セ------------------___________ x セ セ セ セ セ セ セ ] ] セ セ セ セ

LAND MEN PARTNERS INC Individually Civil Action No 08-cv-03601-HBshy

and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff FINAL JUDGMENT AND ORDER OF

vs DISMISSAL WITH PREJUDICE

THE BLACKSTONE GROUP LP et aI

Defendants

---------------------------------x

This matter came before the Court for hearing pursuant to the Order Preliminarily Approving

Settlement and Providing for Notice to the Class (Notice Order) dated August 30 2013 on the

unopposed application ofLead Plaintiffs for approval of the Settlement set forth in the Settlement

Agreement dated August 28 2013 (Stipulation) and following a hearing on December 18 2013

Due and adequate notice having been given to the Class as required in said Order and the Court

having considered all papers filed and proceedings had herein and otherwise being fully informed in

the premises and good cause appearing therefor

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Final Judgment incorporates by reference the definitions in the Stipulation and

all terms used herein shall have the same meanings as set forth in the Stipulation unless otherwise

set forth herein

2 This Court has jurisdiction over the subject matter ofthe Action and over all Settling

Parties to the Action including all members of the Class

3 For purposes ofthis Judgment as certified by the Court s August 13 2013 Order the

Class is defined as all Persons who purchased the common units of The Blackstone Group LP

(Blackstone) in Blackstones initial public offering (IPO) or in the open market on the New

- 1 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 1 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 2 of 10

York Stock Exchange between June 21 2007 and March 12 2008 inclusive and who sustained

compensable damages in connection with any such purchase of Blackstone units pursuant to

Sections 11 and 15 of the Securities Act of 1933

Excluded from the Class are (i) the persons who submitted valid and timely requests for

exclusion from the Class who are listed on Exhibit A hereto (ii) Defendants (iii) members of the

immediate family ofeach ofthe Defendants (iv) any Person that acted as an underwriter ofthe IPO

(v) any natural Person who sold Blackstone common units to the public in the IPO or who serves or

served as an officer or director ofBlackstone or as a partner of any predecessor to Blackstone the

members of the immediate families ofany such persons and any entity in which any ofDefendants

have or had a controlling interest and (vi) the legal representatives agents affiliates heirs

successors-in-interest or assigns of any such excluded Person (collectively Excluded Persons)

For the avoidance of doubt the Excluded Persons are excluded from the Class only to the

extent they purchased Blackstone common units in the IPO for their own account and not for or on

behalf of a third-party customer or for resale to customers Further to the extent that any of the

Excluded Persons was a statutory seller who resold the Blackstone common units to a third-party

customer client account fund trust or employee benefit plan that otherwise falls within the Class

or purchased Blackstone common units in a fiduciary capacity or otherwise on behalf ofany thirdshy

party customer client account fund trust or employee benefit plan that falls within the Class the

Excluded Person is excluded from the Class but the third-party customer client account fund trust

or employee benefit plan is not excluded from the Class with respect to such purchases of

Blackstone common units

4 For purposes of this Judgment as certified by the Courts August 132013 Order

Lead Plaintiffs Martin Litwin and Francis Brady are Class Representatives and Lead Counsel

- 2 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 2 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 3 of 10

Robbins Geller Rudman amp Dowd LLP and Brower Piven A Professional Corporation are Class

Counsel

5 Pursuant to Federal Rule of Civil Procedure 23 this Court hereby approves the

Settlement set forth in the Stipulation and finds that the Settlement is in all respects fair reasonable

and adequate to the Class There are no objections to the proposed Settlement

6 Pursuant to Rule 23 of the Federal Rules ofCivil Procedure the Court finds that the

Stipulation and Settlement are fair reasonable and adequate as to each ofthe Settling Parties and

that the Stipulation and Settlement are hereby finally approved in all respects and the Settling

Parties are hereby directed to perform its terms

7 Accordingly the Court authorizes and directs implementation of all the terms and

provisions of the Stipulation as well as the terms and provisions hereof The Court hereby

dismisses as to Defendants the Action and all Released Claims ofthe Class with prejudice without

costs as to any Settling Party except as and to the extent provided in the Stipulation and herein

8 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

shall and each of the Class Members shall be deemed to have and by operation ofthis Judgment

shall have fully finally and forever released relinquished and discharged all Released Claims

against the Released Persons whether or not such Class Member executes and delivers the Proof of

Claim and Release

9 Upon the Effective Date hereof and as provided in the Stipulation each of the

Released Persons shall be deemed to have and by operation of this Judgment shall have fully

finally and forever released relinquished and discharged Lead Plaintiffs each and all of the Class

Members Lead Counsel and Abraham Fruchter amp Twersky LLP from all claims (including without

- 3 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 3 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 4 of 10

limitation Unknown Claims) arising out of relating to or in connection with the institution

prosecution assertion settlement or resolution of the Action

10 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

and each of the Class Members who have not validly opted out of the Class and their respective

predecessors successors agents representatives attorneys and affiliates and the respective heirs

executors administrators successors and assigns of each of them directly or indirectly

individually derivatively representatively or in any other capacity shall be deemed to have and by

operation of the Judgment shall have fully finally and forever released relinquished and

discharged against the Released Persons (whether or not such Class Members execute and deliver

the Proof of Claim and Release forms) any and all Released Claims (including without limitation

Unknown Claims) as well as any claims arising out of relating to or in connection with the

defense settlement or resolution of the Action or the Released Claims

11 Upon the Effective Date Lead Plaintiffs and each of the Class Members who have

not validly opted out of the Class and their respective predecessors successors agents

representatives attorneys and affiliates and the respective heirs executors administrators

successors and assigns of each of them directly or indirectly individually derivatively

representatively or in any other capacity shall be permanently barred and enjoined from the

assertion institution maintenance prosecution or enforcement against any Released Person in any

state or federal court or arbitral forum or in the court of any foreign jurisdiction of any and all

Released Claims (including without limitation Unknown Claims) as well as any claims arising out

of relating to or in connection with the defense settlement or resolution of the Action or the

Released Claims

- 4 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 4 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 5 of 10

12 The Notice ofProposed Settlement ofClass Action (Notice) given to the Class in

accordance with the Notice Order entered on August 30 2013 was the best notice practicable under

the circumstances including the individual notice to all members of the Class who could be

identified through reasonable effort ofthe proceedings and ofthe matters set forth therein including

the proposed Settlement set forth in the Stipulation the proposed Plan of Distribution of the

proceeds ofthe Settlement set forth in the Notice Lead Counsels application for attorneys fees and

reimbursement of expenses and Lead Plaintiffs request for an award of reasonable costs and

expenses relating to their representation of the Class and said Notice and notice procedures fully

satisfied the requirements of Federal Rule of Civil Procedure 23 the Private Securities Litigation

Reform Act of 1995 and the requirements of due process There are no objections to the Notice

andor notice procedures

13 The Court hereby approves the Plan ofDistribution as set forth in the Notice as fair

and equitable The Court directs Lead Counsel to proceed with processing Proofs ofClaim and the

administration of the Settlement pursuant to the terms of the Plan of Distribution and upon

completion ofthe claims processing procedure to present to this Court a proposed final distribution

order for the distribution of the Net Settlement Fund to eligible Class Members as provided in the

Stipulation and the Plan of Distribution There are no objections to the Plan of Distribution

14 The Court hereby awards Lead Counsel attorneys fees equal to 3333 percent of

the Settlement Fund (including interest accrued thereon) and litigation expenses in the amount of

$104700577 with interest to accrue thereon at the same rate and for the same periods as has

accrued by the Settlement Fund from the date ofthis Judgment to the date ofactual payment of said

attorneys fees and expenses to Lead Counsel as provided in the Stipulation The Court finds the

amount of attorneys fees awarded herein are fair and reasonable based on (a) the work performed

- 5 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 5 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 6 of 10

and costs incurred by Lead Counsel (b) the complexity ofthe case (c) the risks undertaken by Lead

Counsel and the contingent nature of their employment (d) the quality of the work performed by

Lead Counsel in this Action and their standing and experience in prosecuting similar class action

securities litigation (e) awards to successful plaintiffs counsel in other similar litigation (f) the

benefits achieved for Class Members through the Settlement and (g) the absence ofany objections

from any Class Members to either the application for an award ofattorneys fees or expenses to Lead

Counsel

15 The Court also fmds that the requested expenses are proper as the expenses incurred

by Lead Counsel including the costs ofexperts were reasonable and necessary in the prosecution of

this Action on behalf of Class Members There are no objections to Lead Counsels application for

reimbursement of their expenses

16 The Court approves payment of$1500000 to Lead Plaintiff Martin Litwin for his

reasonable time and expenses (including lost wages) relating to their representation of the Class

Such payment shall be paid out of the Settlement Fund There are no objections to Lead Plaintiff

Litwins application for reimbursement ofhis costs and expenses

17 All fees and expenses awarded or allowed in this Judgment shall except as otherwise

expressly provided in the Stipulation be paid from the Settlement Fund

18 Lead Counsel may apply from time to time for any fees andor expenses incurred by

them solely in connection with the administration of the Settlement and distribution of the Net

Settlement Fund to Class Members which except as expressly provided in the Stipulation shall be

paid from the Settlement Fund

19 Neither appellate review nor modification ofthe Plan ofDistribution set forth in the

Notice nor any action in regard to the motion by Lead Counsel for attorneys fees andor expenses

- 6 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 6 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 7 of 10

and the award ofcosts and expenses to Lead Plaintiffs shall affect the fmality ofany other portion of

this Judgment nor delay the Effective Date ofthe Stipulation and each shall be considered separate

for the purposes of appellate review of this Judgment

20 Neither the Stipulation nor the Settlement contained therein nor any act performed or

document executed pursuant to or in furtherance of the Stipulation or the Settlement (a) is or may be

deemed to be or may be used as an admission of or evidence of the validity ofany Released Claim

or ofany wrongdoing or liability of the Released Persons or (b) is or may be deemed to be or may

be used as an admission of or evidence of any fault or omission of any of the Defendants or the

Released Persons in any civil criminal or administrative proceeding in any court administrative

agency or other tribunal Defendants andor the Released Persons may file the Stipulation andor

this Judgment from this Action in any other action in which they are parties or that may be brought

against them in order to support a defense claim or counterclaim based on principles of res

judicata collateral estoppel release good faith settlement judgment bar or reduction or any theory

of claim preclusion or issue preclusion or similar defense or counterclaim

21 Without affecting the finality ofthis Judgment in any way this Court hereby retains

continuing exclusive jurisdiction over (a) implementation of this Settlement and any award or

distribution of the Settlement Fund including interest earned thereon (b) disposition of the

Settlement Fund (c) hearing and determining applications for attorneys fees interest and expenses

in the Action (d) payment of taxes by the Settlement Fund (e) all Settling Parties hereto for the

purpose ofconstruing enforcing and administering the Stipulation and (f) any other matters related

to finalizing the Settlement and distribution of proceeds of the Settlement

22 In the event that the Settlement does not become effective in accordance with the

terms of the Stipulation or the Effective Date does not occur or in the event that the Settlement

- 7 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 7 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 8 of 10

Fund or any portion thereof is returned to Defendants then this Judgment shall be rendered null and

void to the extent provided by and in accordance with the Stipulation and shall be vacated and in

such event all orders entered and releases delivered in connection herewith shall be null and void to

the extent provided by and in accordance with the StipUlation

23 Without further order of the Court the Settling Parties may agree to reasonable

extensions of time to carry out any of the provisions of the Stipulation

24 The Court finds that during the course of the Action the Settling Parties and their

respective counsel at all times complied with the requirements of Rule 11 of the Federal Rules of

Civil Procedure

25 The Court directs immediate entry of this Final Judgment by the Clerk ofthe Court

DATED Ok 10 2 TEO aRABLE HAROLD A R JR

UNITED STATES DISTRICT JUDGE

- 8 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 8 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 9 of 10

EXHIBIT A

BLACKSTONE LIST OF EXCLUSIONS

Name

1 lINA HU

2 ESTATE OF ANTHONY J FABEC

3 WILLIAM PATTERSON

4 MARY AN N SHOTWELL

5 RICHARD A LEWIS

6 JOHN MERCADENTE JR

7 DOUGLAS BARHORST

8 PATRICIA G NORMAN

9 ESTATE OF RICHARD A NORMAN

10 ROBERT W DUER

11 ANIBAL MARRERO

12 RUSS D SONNIER

13 MARCUS E ampJOANNE R NORTH

14 SUZANNE EMETAROM

15 WILLIAM W amp FRANCES E MAIN

16 ANTHONY BRIENZA

17 SHU HAO HUANG

18 KENNETH 0 PARRIS

19 DUFF S MCEVERS

20 SHERRIE L FRANTZ

21 DEBBIE CRINK

22 MARK A SUMMERS

23 PAULINE MEYEROWITZ

24 ANDREW WAHL

City

OSHAWA

WILLOUGHBY HILLS

KINGS MOUNTAIN

VIRGILINA

BULLARD

READING

SIDNEY

KEARNEY

KEARNEY

ALTA LOMA

CORAL GABLES

NEW YORK

VICTORIA

WALNUT CREEK

ROBERTS

COLD SPRING HARBOR

SNOHOMISH

ATHENS

LAGUNA NIGUEL

EUGENE

OMAHA

MINNETRISTA

FT LAUDERDALE

SAN FRANCISCO

St Country セ

ON CA lIJ7C6

OH US 44094

NC US 28086

VA US 24598

TX US 75757

PA US 19606

OH US 45365

NE US 68845

NE US 68845

CA US 91701

FL US 33134

NY US 10150

TX US 77905

CA US 94595

MT US 59070

NY US 11724

WA US 98296

GA US 30604

CA US 92677

OR US 97404

NE US 68138

MN US 55364

FL US 33308

CA US 94115

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 9 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 10 of 10

EXHIBIT 3

Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 1 of 4

UNITED STATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

--------_____________________ x

THE BOARD OF TRUSTEES OF THE Civil Action No 09-cv-09333-KBF

OPERA TING ENGINEERS PENSION

TRUST on Behalf of Itself and All Others CLASS ACTION

Similarly Situated [PROPOSES] ORDER A WARDING

Plaintiffs ATTORNEYS FEES EXPENSES AND

CASE CONTRIBUTION A WARD TO LEAD

vs PLAINTIFF

JPMORGAN CHASE BANK NATIONAL

ASSOCIATIOt USDCSDNY

DOCUMENTDefendant

ELECTRONICALLY FILED ---------------- x DOC

DATE f M i l M e M d セ ャ エ i o B B B v エ M R B B G エ M ョ M B G Q G Q Q R P セ Q M S

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 1 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 2 of 4

This matter having come before the Court on November 19 2013 on the motion of Lead

Counsel for an award ofattorneys fees and expenses in the litigation and a case contribution award

to Lead Plaintiff the Court having considered all papers filed and proceedings condueted herein

having found the settlement of this Action to be fair reasonable and adequate and otherwise being

fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by referenee the definitions in the Stipulation of Settlement

dated August 16 2013 and all capitalized terms used but not defined herein shall have the same

meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto ineluding all members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount ofS47702453 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-reeovery method

4 The fees and expenses shall be allocated among Plaintiffs Counsel in a manner

which in Lead Counsels good-faith judgment ret1ects each such counsels contribution to the

institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Lead Counsel subject to the terms conditions and obligations of the

- 1 shy

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 2 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 3 of 4

Stipulation and in particular セ Q R R thereof which terms conditions and obligations are incorporated

herein

6 The Court hereby awards Lead Plaintiff Board ofTrustees of the Operating Engineers

Pension Trust $25000 for its time and expense in representing the Class This case contribution

award shall be paid to Lead Plaintiff on or after the Effective Date subject to the terms conditions

and obligations of the Stipulation and in particular セ R S thereof which terms conditions and

obligations are incorporated herein

IT IS SO ORDERED

THE HONORABLE KATHERINE B FORREST

UNITED STATES DISTRICT JUDGE

- 2

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 3 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 4 of 4

EXHIBIT 4

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 1 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

CITILINE HOLDINGS INC Individually Civil Action No 108-cv-03612-RJS and On Behalf of All Others Similarly Situated (Consolidated)

Plaintiff CLASS ACTION

vs

ISTAR FINANCIAL INC et al

Defendants

x

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

E Albdquo

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 2 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 2 of 3

This matter having come before the Court on April 5 2013 on the motion of Co-Lead

Counsel for an award of attorneys fees and expenses in the Litigation the Court having considered

all papers filed and proceedings conducted herein having found the settlement of this action to be

fair reasonable and adequate and otherwise being fully informed in the premises and good cause

appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 5 2012 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Co-Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount of $23490171 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among Lead Plaintiffs counsel in a manner

which in Co-Lead Counsels good-faith judgment reflects each such counsels contribution to the

institution prosecution and resolution of the Litigation

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 3 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 3 of 3

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Co-Lead Counsel subject to the terms conditions and obligations of the

Stipulation and in particular para62-63 thereof which terms conditions and obligations are

incorporated herein

SO ORDERED

-2-

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 4 of 4

EXHIBIT 5

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 1 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 1 of 4

UNITED ST ATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

In re SANOFI-AVENTIS SECURITIES

LITIGATION

This Document Relates To

ALL ACTIONS

---middotmiddotmiddot-----middot--------x

i

11

middot middot FlLBD I l

JAN 2 2QJ4-~ Civil Action No 107tv-10279-GBD

CLASS ACTION f middot middot

ECFCASE

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND AN

AWARD TO PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

903068_ l

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 2 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 2 of 4

This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 3 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 3 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 7: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

Page

- vi - 1308528_1

In re Sadia SA Sec Litig No 08 Civ 9528 (SAS) 2011 WL 6825235 (SDNY Dec 28 2011)15

In re Sanofi-Aventis Sec Litig No 107-cv-10279-GBD slip op (SDNY Jan 22 2014) 9

In re Telik Inc Sec Litig 576 F Supp 2d 570 (SDNY 2008)5 11 14

In re Thirteen Appeals Arising out of the San

Juan Dupont Plaza Hotel Fire Litig 56 F3d 295 (1st Cir 1995) 7

In re Veeco Instruments Inc Sec Litig No 05 MDL 01695 (CM) 2007 WL 4115808 (SDNY Nov 7 2007) passim

In re Warner Commcrsquons Sec Litig 618 F Supp 735 (SDNY 1985) affrsquod 798 F2d 35 (2d Cir 1986) 10

J I Case Co v Borak 377 US 426 (1964) 5

Johnston v Comerica Mortg Corp 83 F3d 241 (8th Cir 1996) 7

Landmen Partners Inc v Blackstone Grp LP No 08-cv-03601-HB-FM slip op (SDNY Dec 18 2013)8

Maley v Del Global Techs Corp 186 F Supp 2d 358 (SDNY 2002)7 12 20

Mass Bricklayers amp Masons Tr

Funds v Deutsche Alt-A Sec Inc No 208-cv-03178-LDW-ARL slip op (EDNY July 11 2012) 9

Missouri v Jenkins 491 US 274 (1989) 8 11

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 7 of 34

Page

- vii - 1308528_1

NECA-IBEW Health amp Welfare Fund

v Goldman Sachs amp Co No 108-cv-10783-LAP 2016 WL 3369534 (SDNY May 2 2016) 11

Patel v L-3 Commcrsquons Holdings Inc No 114-cv-06038-VEC slip op (SDNY Aug 17 2017) 8

Powers v Eichen 229 F3d 1249 (9th Cir 2000) 7

Rawlings v Prudential-Bache Props 9 F3d 513 (6th Cir 1993) 7

Robbins v Koger Props 116 F3d 1441 (11th Cir 1997) 16

Savoie v Merchs Bank 166 F3d 456 (2d Cir 1999)4 6

Swedish Hosp Corp v Shalala 1 F3d 1261 (DC Cir 1993) 7

Teachersrsquo Ret Sys v ACLN Ltd No 01-CV-11814 (MP) 2004 WL 1087261 (SDNY May 14 2004) 14 19

Tellabs Inc v Makor Issues amp Rights Ltd 551 US 308 (2007) 5

Union Asset Mgmt Holding AG v Dell Inc 669 F3d 632 (5th Cir 2012) 7

Wal-Mart Stores Inc v Visa USA Inc 396 F3d 96 (2d Cir 2005)6 7 11

STATUTES RULES AND REGULATIONS

15 USC sect78u-4(a)(4) 1 22 sect78u-4(a)(6) 7

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 8 of 34

Page

- viii - 1308528_1

LEGISLATIVE HISTORY

HR Conf Rep No 104-369 1995 WL 709276 (1995) 9

SECONDARY AUTHORITY

7B Charles Alan Wright Arthur R Miller amp Mary Kay Kane Federal Practice and Procedure (3d ed 2005)

sect18034

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 9 of 34

- 1 - 1308528_1

I INTRODUCTION

Court-appointed Lead Counsel Robbins Geller Rudman amp Dowd LLP has secured a $150

million Settlement for the Class ndash a very good result under the circumstances achieved in spite of

serious obstacles to recovery in the Litigation1 In order to obtain this Settlement Lead Plaintiff and

Lead Counsel overcame a number of significant challenges to proving both liability and damages

that posed a serious risk of no recovery or a substantially lesser recovery than the Settlement for the

Class In recognition of these risks Lead Counsel now respectfully moves this Court for an award of

attorneysrsquo fees in the amount of 25 of the Settlement and $16273405 in expenses that were

reasonably and necessarily incurred in prosecuting and resolving the Litigation against Defendants

and obtaining this Settlement for the benefit of the Class In addition Lead Plaintiff Policemenrsquos

Annuity and Benefit Fund of Chicago (ldquoLead Plaintiffrdquo or ldquoChicago Policerdquo) seeks a modest award

of $3765 for the time it spent representing the Class As set forth below the relevant factors

articulated in the Second Circuitrsquos Goldberger decision strongly support the requested awards See

Goldberger v Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

This fee request has the full support of the Lead Plaintiff See Declaration of Brian Wright

Filed on Behalf of Chicago Police parapara15-19 (ldquoChicago Police Declrdquo) filed herewith The Second

Circuit has directed district courts to

give serious consideration to negotiated fees because PSLRA lead plaintiffs often have a significant financial stake in the settlement providing a powerful incentive to ensure that any fees resulting from that settlement are reasonable In many cases

1 Capitalized terms used herein are defined and have the meanings contained in the Stipulation of Settlement (Dkt No 50) (the ldquoStipulationrdquo) the accompanying Declaration of Henry Rosen in Support of Lead Plaintiffrsquos Motion for Final Approval of Settlement and Approval of Plan of Allocation and an Award of Attorneysrsquo Fees and Expenses and Award to Lead Plaintiff Pursuant to 15 USC sect78u-4(a)(4) (the ldquoRosen Declrdquo) and in the Memorandum of Law in Support of Lead Plaintiffrsquos Motion for Final Approval of Settlement and Approval of Plan of Allocation (ldquoSettlement Memorandumrdquo) submitted concurrently herewith

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 10 of 34

- 2 - 1308528_1

the agreed-upon fee will offer the best indication of a market rate thus providing a good starting position for a district courtrsquos fee analysis

In re Nortel Networks Corp Sec Litig 539 F3d 129 133-34 (2d Cir 2008) see also In re Cendant

Corp Litig 264 F3d 201 220 (3d Cir 2001) (ldquocourts should afford a presumption of

reasonableness to fee requests submitted pursuant to an agreement between a properly-selected lead

plaintiff and properly-selected lead counselrdquo) In addition following an extensive Court-ordered

notice program not a single Class Member has objected to the maximum amount of fees and

expenses set forth in the Notice2

As detailed here in the Rosen Declaration and in the Settlement Memorandum the

Settlement achieved here following extensive investigation represents a very good result for Lead

Plaintiff and the Class particularly when judged in the context of the significant litigation risks

attendant in this Litigation The $15 million Settlement that Lead Counsel obtained provides the

Class with an immediate and certain recovery in a case that faced substantial obstacles to

establishing liability loss causation and damages that could have prevented any recovery at all The

Settlement represents approximately 15 of the maximum recoverable damages estimated on a per

share basis by Lead Plaintiffrsquos damages consultant In achieving this result Lead Counsel worked

more than 2200 hours over the course of this complex litigation all on a contingency basis with no

guarantee of ever being paid

2 As of the date of this fee memorandum which is before the September 29 2017 deadline for filing objections Lead Counsel has not received any objections to the fee request Pursuant to the Courtrsquos Preliminary Approval Order over 36900 copies of the Notice were mailed to potential Members of the Class and nominees advising them that Lead Counsel intended to apply to the Court for an award of attorneysrsquo fees not to exceed 25 of the total recovery plus expenses of no greater than $200000 plus interest on both amounts If any timely objections are received from Class Members Lead Counsel will address them in a reply brief which will be filed with the Court no later than October 13 2017

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 11 of 34

- 3 - 1308528_1

Lead Counsel believes that an attorney fee award of 25 together with payment of its

litigation expenses properly reflects the many significant risks taken by Lead Counsel as well as the

excellent result achieved in difficult litigation When examined under either of this Circuitrsquos

methods of contingency fee determination (ie percentage of the fund or lodestar) it is abundantly

clear that an award of fees at 25 is reasonable and well within the range of attorneysrsquo fees awarded

in similar complex contingency cases In addition the costs and expenses requested by Lead

Counsel are reasonable in amount and were necessarily incurred Finally the Lead Plaintiff greatly

contributed to the prosecution and settlement of the Litigation It reviewed and approved papers

filed with the Court and mediator and participated in discussions regarding case strategy and

settlement Lead Plaintiff seeks approval for an award associated with the time it spent dedicated to

the Litigation Its time is documented in its accompanying declaration See Chicago Police Decl

parapara20-21 Accordingly the Court should grant the full amount requested by Lead Plaintiff

II HISTORY AND BACKGROUND OF THE LITIGATION

This securities fraud class action was brought under the Securities Exchange Act of 1934 (the

ldquoExchange Actrdquo) Lead Plaintiff alleges that Defendants violated the Exchange Act during the April

23 2012 through May 16 2016 Class Period by engaging in a fraudulent scheme and making

materially false and misleading statements regarding the Companyrsquos financial condition internal

controls and compliance policies More specifically Lead Plaintiff alleges that Defendants failed to

disclose that (a) Gerdau was engaged in a bribery scheme in collusion with Brazilrsquos Administrative

Council of Tax Appeals (ldquoCARFrdquo) (b) the Company had defrauded Brazilian tax authorities (c)

Gerdaursquos CEO and other directors and employees of the Company had engaged in bribery money

laundering and influence peddling and (d) the tax appeals themselves related to a series of self-

dealing transactions from 2005 designed to enable Gerdau to avoid taxes Rosen Decl para10

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 12 of 34

- 4 - 1308528_1

Lead Plaintiff further alleges that all of the Companyrsquos Class Period financial statements

were false because of the alleged material omissions and that Defendantsrsquo statements regarding the

Companyrsquos internal and financial controls and strict adherence to high ethical standards were also

false Id para11 Lead Plaintiff alleges that Defendantsrsquo misrepresentations and fraudulent scheme

had the effect of artificially inflating the price of Gerdau ADRs which inflation came out of the

ADR price when the truth was revealed at the end of the Class Period Id

A detailed description of Lead Counselrsquos prosecution of this case is set forth in the

accompanying Rosen Declaration For the sake of brevity the Court is respectfully referred to the

Rosen Declaration

III ARGUMENT

A Lead Counsel Is Entitled to an Award of Attorneysrsquo Fees and

Expenses from the Common Fund

The Supreme Court has long recognized that ldquoa litigant or a lawyer who recovers a common

fund for the benefit of persons other than himself or his client is entitled to a reasonable attorneyrsquos

fee from the fund as a wholerdquo Boeing Co v Van Gemert 444 US 472 478 (1980) see also

Goldberger 209 F3d at 47 Savoie v Merchs Bank 166 F3d 456 459-60 (2d Cir 1999) ldquoThe

courtrsquos authority to reimburse the representative parties stems from the fact that the class-action

device is a creature of equity and the allowance of attorney-related costs is considered part of the

historic equity power of the federal courtsrdquo 7B Charles Alan Wright Arthur R Miller amp Mary Kay

Kane Federal Practice and Procedure sect1803 at 325 (3d ed 2005) The purpose of the common

fund doctrine is to fairly and adequately compensate class counsel for services rendered and to

ensure that all class members contribute equally towards the costs associated with litigation pursued

on their behalf See also Goldberger 209 F3d at 47 In re Veeco Instruments Inc Sec Litig No 05

MDL 01695 (CM) 2007 WL 4115808 at 2 (SDNY Nov 7 2007)

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 13 of 34

- 5 - 1308528_1

Courts have recognized that in addition to providing just compensation awards of fair

attorneysrsquo fees from a common fund also serve to encourage skilled counsel to represent those who

seek redress for damages inflicted on entire classes of persons and to discourage future alleged

misconduct of a similar nature City of Providence v Aeropostale Inc No 11 Civ 7132 (CM)

(GWG) 2014 WL 1883494 at 10-11 (SDNY May 9 2014) affrsquod sub nom Arbuthnot v

Pierson 607 F Apprsquox 73 (2d Cir 2015) In re Telik Inc Sec Litig 576 F Supp 2d 570 585

(SDNY 2008) Veeco 2007 WL 4115808 at 2 Indeed the Supreme Court has emphasized that

private securities actions such as the instant action provide ldquolsquoa most effective weapon in the

enforcementrsquo of the securities laws and are lsquoa necessary supplement to [SEC] actionrsquordquo Bateman

Eichler Hill Richards Inc v Berner 472 US 299 310 (1985) (quoting J I Case Co v Borak

377 US 426 432 (1964)) accord Tellabs Inc v Makor Issues amp Rights Ltd 551 US 308 (2007)

Courts in this Circuit have consistently adhered to these teachings See In re Interpublic Sec

Litig No 02 Civ 6527 (DLC) 2004 WL 2397190 at 10 (SDNY Oct 26 2004) (ldquoIt is well

established that where an attorney creates a common fund from which members of a class are

compensated for a common injury the attorneys who created the fund are entitled to lsquoa reasonable

fee ndash set by the court ndash to be taken from the fundrsquordquo) (citation omitted) Fairly compensating Lead

Counsel for the risks it took in bringing this action is essential because ldquo[s]uch actions could not be

sustained if plaintiffsrsquo counsel were not to receive remuneration from the settlement fund for their

efforts on behalf of the classrdquo Hicks v Morgan Stanley No 01 Civ 10071 (RJH) 2005 WL

2757792 at 9 (SDNY Oct 24 2005)

B The Court Should Award a Reasonable Percentage of the Common

Fund

Lead Counsel respectfully submits that the Court should award a fee based on a percentage of

the common fund obtained Courts routinely find that the percentage-of-the-fund method under

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 14 of 34

- 6 - 1308528_1

which counsel is awarded a percentage of the fund that they created is the preferred means to

determine a fee because it ldquolsquodirectly aligns the interests of the class and its counsel and provides a

powerful incentive for the efficient prosecution and early resolution of litigationrsquordquo Wal-Mart Stores

Inc v Visa USA Inc 396 F3d 96 122 (2d Cir 2005) (citation omitted) see also Hayes v

Harmony Gold Mining Co 509 F Apprsquox 21 24 (2d Cir 2013) (ldquo[A]s the district court recognized

the prospect of a percentage fee award from a common settlement fund as here aligns the interests

of class counsel with those of the classrdquo) The percentage approach also recognizes that the quality

of counselrsquos services is measured best by the results achieved and is most consistent with the system

typically used in the marketplace to compensate attorneys in non-class contingency cases3

The Supreme Court has also indicated that attorneysrsquo fees in common-fund cases generally

should be based on a percentage of the fund See Blum v Stenson 465 US 886 900 n16 (1984)

(ldquo[U]nder the lsquocommon fund doctrinersquo a reasonable fee is based on a percentage of the fund

bestowed on the classrdquo) The Second Circuit has expressly approved the percentage method

recognizing that ldquothe lodestar method proved vexingrdquo and had resulted in ldquoan inevitable waste of

judicial resourcesrdquo Goldberger 209 F3d at 48-49 (holding that the percentage-of-the-fund method

may be used to determine appropriate attorneysrsquo fees although the lodestar method may also be

used) Savoie 166 F3d at 460 (stating that the ldquopercentage-of-the-fund method has been deemed a

3 See eg In re Payment Card Interchange Fee amp Merch Disc Antitrust Litig 991 F Supp 2d 437 440 (EDNY 2014) (ldquoThe percentage method better aligns the incentives of plaintiffsrsquo counsel with those of the class members because it bases the attorneysrsquo fees on the results they achieve for their clients rather than on the number of motions they file documents they review or hours they work The percentage method also accords with the overwhelming prevalence of contingency fees in the market for plaintiffsrsquo counselrdquo) Davis v JP Morgan Chase amp Co 827 F Supp 2d 172 184 (WDNY 2011) (the ldquoadvantages of the percentage method are that it provides an incentive to attorneys to resolve the case efficiently and to create the largest common fund out of which payments to the class can be made and that it is consistent with the system typically used by individual clients to compensate their attorneysrdquo)

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 15 of 34

- 7 - 1308528_1

solution to certain problems that may arise when the lodestar method is used in common fund

casesrdquo) More recently the Second Circuit has acknowledged that the ldquotrend in this Circuit is toward

the percentage methodrdquo Wal-Mart 396 F3d at 122 see also City of Providence 2014 WL

1883494 at 11-124

The determination of attorneysrsquo fees using the percentage-of-the-fund method is also

supported by the PSLRA which states that ldquo[t]otal attorneysrsquo fees and expenses awarded by the court

to counsel for the plaintiff class shall not exceed a reasonable percentage of the amountrdquo recovered

for the class 15 USC sect78u-4(a)(6) (emphasis added) Courts have concluded that by drafting the

PSLRA in such a manner Congress expressed a preference for the percentage as opposed to the

lodestar method of determining attorneysrsquo fees in securities class actions See Veeco 2007 WL

4115808 at 3 Maley v Del Global Techs Corp 186 F Supp 2d 358 370 (SDNY 2002) In re

Am Bank Note Holographics 127 F Supp 2d 418 430 (SDNY 2001) In re Global Crossing Sec

amp ERISA Litig 225 FRD 436 465-66 (SDNY 2004)

Given the language of the PSLRA the Supreme Courtrsquos indication that the percentage

method is proper in this type of case the Second Circuitrsquos explicit approval of the percentage

method in Goldberger and the trend among the district courts in this Circuit the Court should award

4 All federal Courts of Appeal to consider the matter have approved the percentage method with two circuits requiring its use in common fund cases See In re Thirteen Appeals Arising out of the

San Juan Dupont Plaza Hotel Fire Litig 56 F3d 295 305 (1st Cir 1995) In re GMC Pick-Up

Truck Fuel Tank Prods Liab Litig 55 F3d 768 821-22 (3d Cir 1995) Union Asset Mgmt

Holding AG v Dell Inc 669 F3d 632 644 (5th Cir 2012) Rawlings v Prudential-Bache Props 9 F3d 513 515-16 (6th Cir 1993) Harman v Lyphomed Inc 945 F2d 969 975 (7th Cir 1991) Johnston v Comerica Mortg Corp 83 F3d 241 246 (8th Cir 1996) Powers v Eichen 229 F3d 1249 1256 (9th Cir 2000) Brown v Phillips Petroleum Co 838 F2d 451 454-56 (10th Cir 1988) Faught v Am Home Shield Corp 668 F3d 1233 1242 (11th Cir 2011) Swedish Hosp Corp v

Shalala 1 F3d 1261 1269-71 (DC Cir 1993) The Eleventh and District of Columbia Circuits require the use of the percentage method in common fund cases See Faught 668 F3d at 1242 Swedish Hosp 1 F3d at 1271

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 16 of 34

- 8 - 1308528_1

Lead Counsel attorneysrsquo fees based on a percentage of the fund The percentage approach not only

directly aligns the interests of counsel and the class (Elliot v Leatherstocking Corp No 310-CV-

0934 (MADDEP) 2012 WL 6024572 at 5 (NDNY Dec 4 2012)) it also recognizes that the

quality of counselrsquos services is measured best by the results achieved and ldquocan serve as a proxy for

the market in setting counsel feesrdquo Am Bank Note 127 F Supp 2d at 432

C The Requested Attorneysrsquo Fees Are Reasonable Under the

Percentage-of-the-Fund Method

The Supreme Court has recognized that an appropriate Court-awarded fee is intended to

approximate what counsel would receive if they were bargaining for the services in the marketplace

See Missouri v Jenkins 491 US 274 285-86 (1989) If this were a non-class action the customary

fee arrangement would be contingent and in the range of 33 of the recovery See Blum 465 US at

904 (ldquoIn tort suits an attorney might receive one-third of whatever amount the plaintiff recovers In

those cases therefore the fee is directly proportional to the recoveryrdquo) (Brennan J concurring)

The requested 25 fee is well within the range of percentage fees awarded within the Second

Circuit in other comparable securities and antitrust cases See eg In re BioScrip Inc Sec Litig

No 13-cv-6922 (AJN) 2017 US Dist LEXIS 118881 at 58 (SDNY July 26 2017) (awarding

25 of $10900000 settlement fund finding that such an award ldquolsquofalls within the range of

percentages regularly awarded inrsquo analogous common fund casesrdquo) (citation omitted) Patel v L-3

Commcrsquons Holdings Inc No 114-cv-06038-VEC slip op at 1 (SDNY Aug 17 2017)

(awarding 25 of $345 million settlement) City of Austin Police Ret Sys v Kinross Gold Corp

No 112-cv-01203-VEC 2015 US Dist LEXIS 181932 at 12 (SDNY Oct 15 2015) (awarded

fees of 30 of $33 million recovery plus expenses) Landmen Partners Inc v Blackstone Grp LP

No 08-cv-03601-HB-FM slip op at 5 (SDNY Dec 18 2013) (awarded fees of 33-13 of $85

million recovery plus expenses) Bd of Trs of the Operating Engrsquors Pension Tr v JPMorgan

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 17 of 34

- 9 - 1308528_1

Chase Bank Natrsquol Assrsquon No 09-cv-09333-KBF slip op at 1 (SDNY Nov 20 2013) (awarded

fees of 30 of $23 million recovery plus expenses) Citiline Holdings Inc v iStar Fin Inc No

108-cv-03612-RJS slip op at 1 (SDNY Apr 5 2013) (awarded fees of 30 of $29 million

recovery plus expenses) In re Sanofi-Aventis Sec Litig No 107-cv-10279-GBD slip op at 1

(SDNY Jan 22 2014) (awarded fees of 275 of $40 million recovery plus expenses) Cornwell

v Credit Suisse Grp No 08-cv-03758(VM) slip op at 2 (SDNY July 20 2011) (awarded fees of

275 of $70 million recovery plus expenses) Mass Bricklayers amp Masons Tr Funds v Deutsche

Alt-A Sec Inc No 208-cv-03178-LDW-ARL slip op at 3 (EDNY July 11 2012) (awarded

265 of $325 million recovery plus expenses) In re CIT Grp Inc Sec Litig No 108-cv-06613-

BSJ-THK slip op at 1-2 (SDNY June 13 2012) (awarded 265 of $75 million recovery plus

expenses)5

Another factor favoring the reasonableness of Lead Counselrsquos 25 fee application under the

percentage-of-the-fund method is that this fee was negotiated with and approved by the Lead

Plaintiff an institutional investor charged by the Court and the PSLRA with responsibility for

monitoring Lead Counsel See Chicago Police Decl parapara15-18

The PSLRA was intended to encourage sophisticated and financially-interested investors like

Lead Plaintiff to assume control of securities class actions HR Conf Rep No 104-369 at 32

1995 WL 709276 at 731 (1995) Congress believed that these institutions would be in the best

position to monitor the prosecution of litigation to assess the quality of counselrsquos representation and

to determine a fair fee Here Lead Plaintiff a large institution played an active role in the

Litigation and closely supervised the work of Lead Counsel See Chicago Police Decl parapara7-9

Accordingly Lead Plaintiffrsquos endorsement of the fee request supports its approval See eg Veeco

5 All unreported authorities are attached hereto as Exhibits 1 through 9

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 18 of 34

- 10 - 1308528_1

2007 WL 4115808 at 8 (ldquopublic policy considerations support the award in this case because the

Lead Plaintiff a large public pension fund ndash conscientiously supervised the work of lead counsel

and has approved the fee requestrdquo)

D The Fee Request Is Reasonable Under the Lodestar Method

To ensure the reasonableness of a fee awarded under the percentage-of-the-fund method the

Second Circuit encourages district courts to cross-check the proposed award against counselrsquos

lodestar See Goldberger 209 F3d at 50 Applying the lodestar cross-check underscores and

affirms the reasonableness of the requested percentage ldquoUnder the lodestar method the court must

engage in a two-step analysis first to determine the lodestar the court multiplies the number of

hours each attorney spent on the case by each attorneyrsquos reasonable hourly rate and second the

court adjusts that lodestar figure (by applying a multiplier) to reflect such factors as the risk and

contingent nature of the litigation the result obtained and the quality of the attorneyrsquos workrdquo City

of Providence 2014 WL 1883494 at 13 ldquoCalculation of the lodestar however is simply the

beginning of the analysisrdquo In re Warner Commcrsquons Sec Litig 618 F Supp 735 747 (SDNY

1985) affrsquod 798 F2d 35 (2d Cir 1986) In re Ivan F Boesky Sec Litig 888 F Supp 551 562

(SDNY 1995) Performing the lodestar calculation here confirms that the fee requested by Lead

Counsel is reasonable and should be approved

Lead Counsel and its paraprofessionals have spent in the aggregate 222095 hours in the

prosecution of this case producing a total lodestar amount of $157125275 when multiplied by Lead

Counselrsquos billing rates See the accompanying Declaration of Henry Rosen Filed on Behalf of

Robbins Geller Rudman amp Dowd LLP (ldquoRobbins Geller Declrdquo)6 The amount of attorneysrsquo fees

6 In determining whether the rates are reasonable the Court should take into account the attorneysrsquo professional reputation experience and status Lead Counsel is among the most prominent experienced and well-regarded securities practitioners in the nation Therefore the hourly rates are

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 19 of 34

- 11 - 1308528_1

requested by Lead Counsel herein $3750000 plus interest represents a modest multiplier of 23 to

counselrsquos aggregate lodestar7

The requested 23 multiplier in this Litigation is within the range of multipliers commonly

awarded in securities class actions and other comparable litigation In cases of this nature fees

representing multiples above lodestar are regularly awarded to reflect the contingency-fee risk and

other relevant factors See In re FLAG Telecom Holdings Ltd Sec Litig No 02-CV-3400 (CM)

(PED) 2010 WL 4537550 at 26 (SDNY Nov 8 2010) (ldquolsquoa positive multiplier is typically

applied to the lodestar in recognition of the risk of the litigation the complexity of the issues the

contingent nature of the engagement the skill of the attorneys and other factorsrsquordquo) (citation

omitted) In re Comverse Tech Inc Sec Litig No 06-CV-1825 (NGG) (RER) 2010 WL 2653354

at 5 (EDNY June 24 2010) (ldquoWhere as here counsel has litigated a complex case under a

contingency fee arrangement they are entitled to a fee in excess of the lodestarrdquo)

Indeed in complex contingent litigation lodestar multipliers between 2 and 5 are commonly

awarded See Wal-Mart 396 F3d at 123 (upholding multiplier of 35 as reasonable on appeal)

NECA-IBEW Health amp Welfare Fund v Goldman Sachs amp Co No 108-cv-10783-LAP 2016 WL

3369534 at 1 (SDNY May 2 2016) (awarding fee representing a 39 multiplier) Davis 827 F

Supp 2d at 185 (awarding fee representing multiplier of 53 which was ldquonot atypicalrdquo in similar

cases) Credit Suisse slip op at 4 (awarding fee representing a multiplier of 47) Comverse 2010

WL 2653354 at 5 (awarding fee representing 278 multiplier) Telik 576 F Supp 2d at 590 (ldquoIn

contingent litigation lodestar multiples of over 4 are routinely awarded by courts including this

reasonable here See In re Merrill Lynch amp Co Inc Research Reports Sec Litig No 02 MDL 1484 (JFK) 2007 WL 313474 at 22 (SDNY Feb 1 2007) (approving counselrsquos hourly rates)

7 The Supreme Court and other courts have held that the use of current rates is proper since such rates compensate for inflation and the loss of use of funds See Jenkins 491 US at 283-84

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 20 of 34

- 12 - 1308528_1

Courtrdquo) In re Bisys Sec Litig No 04 Civ 3840 (JSR) 2007 WL 2049726 at 3 (SDNY July

16 2007) (awarding 30 fee representing a 299 multiplier and finding that the multiplier ldquofalls well

within the parameters set in this district and elsewhererdquo) In re AremisSoft Corp Sec Litig 210

FRD 109 135 (DNJ 2002) (43 multiplier was appropriate in light of the contingency risk and

the quality of the result achieved) Maley 186 F Supp 2d at 369 (awarding fee equal to a 465

multiplier which was ldquowell within the range awarded by courts in this Circuit and courts throughout

the countryrdquo)

The lodestarmultiplier is to be used merely as a cross-check on reasonableness To find

otherwise undermines the principles supporting the percentage approach and encourages needless

lodestar-building litigation See In re Ikon Office Sols Inc 194 FRD 166 196 (ED Pa 2000)

(ldquoThe court will not reduce the requested award simply for the sake of doing so when every other

factor ordinarily considered weighs in favor of approving class counselrsquos request of thirty percentrdquo)

Lead Counsel invested substantial time and effort prosecuting this Litigation against Defendants to a

successful completion The requested fee therefore is manifestly reasonable whether calculated as

a percentage of the fund or in relation to Lead Counselrsquos lodestar Moreover as discussed below

each of the factors cited by the Second Circuit in Goldberger also strongly supports a finding that the

requested fee is reasonable

E The Relevant Factors Confirm that the Requested Fee Is Reasonable

In Goldberger the Second Circuit explained that whether the court uses the percentage-of-

the-fund method or the lodestar approach it should continue to consider the traditional criteria that

reflect a reasonable fee in common fund cases including

bull the time and labor expended by counsel

bull the risks of the litigation

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 21 of 34

- 13 - 1308528_1

bull the magnitude and complexity of the litigation

bull the requested fee in relation to the settlement

bull the quality of representation and

bull public policy considerations

Goldberger 209 F3d at 50 Consideration of these factors demonstrates that the requested fee is fair

and reasonable

1 The Time and Labor Expended by Counsel

Lead Counsel has expended substantial time and effort pursuing the Litigation on behalf of

the Class Since the Litigation commenced Lead Counsel and its paraprofessionals devoted over

2200 hours to prosecuting the Classrsquo claims As detailed in the Rosen Declaration submitted

herewith Lead Counsel among other things

bull conducted an extensive factual investigation relating to Defendantsrsquo conduct and the tax avoidance scheme

bull researched the law relevant to the claims asserted including Brazilian tax laws and Defendantsrsquo potential defenses thereto and drafted detailed complaints

bull drafted an opposition to Defendantsrsquo motions to dismiss the Consolidated Complaint

bull consulted with Brazilian attorneys regarding the unique issues raised in the Litigation

bull consulted with experts and consultants in the areas of damages and market efficiency

bull participated in lengthy armrsquos-length settlement negotiations and mediation with Defendants and

bull negotiated and drafted the Stipulation and exhibits thereto as well as the motion for preliminary approval of the Settlement

Rosen Decl parapara3-31 Moreover Lead Counsel with the assistance of its damages expert and in-

house damages consultant prepared the proposed Plan of Allocation Throughout the Litigation

Lead Counsel staffed the matter efficiently and avoided any unnecessary duplication of effort Lead

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 22 of 34

- 14 - 1308528_1

Counselrsquos work in the Litigation will not end with the Courtrsquos approval of the Settlement

Additional hours and resources will necessarily be expended assisting Members of the Class with the

completion and submission of their Proof of Claim and Release forms shepherding the claims

process and responding to Class Member inquiries See Aponte v Comprehensive Health Mgmt

No 10 Civ 4825 (JLC) 2013 WL 1364147 at 6 (SDNY Apr 2 2013) The significant amount

of time and effort devoted to this case by Lead Counsel to obtain a $15 million recovery confirms

that the 25 fee request is reasonable

2 The Risks of the Litigation

a The Contingent Nature of Lead Counselrsquos

Representation Supports the Requested Fee

The risk undertaken in the litigation is often considered the most important Goldberger

factor Goldberger 209 F3d at 54 Comverse 2010 WL 2653354 at 5 Telik 576 F Supp 2d at

592 The Second Circuit has recognized that the risk associated with a case undertaken on a

contingent fee is an important factor in determining an appropriate fee award

No one expects a lawyer whose compensation is contingent upon his success to charge when successful as little as he would charge a client who in advance had agreed to pay for his services regardless of success Nor particularly in complicated cases producing large recoveries is it just to make a fee depend solely on the reasonable amount of time expended

Detroit v Grinnell Corp 495 F2d 448 470 (2d Cir 1974) ldquoLittle about litigation is risk-free and

class actions confront even more substantial risks than other forms of litigationrdquo Teachersrsquo Ret Sys

v ACLN Ltd No 01-CV-11814 (MP) 2004 WL 1087261 at 3 (SDNY May 14 2004) Am

Bank Note 127 F Supp 2d at 433 (concluding it is ldquoappropriate to take this [contingent fee] risk

into account in determining the appropriate fee to awardrdquo) In re Prudential Sec Ltd Prsquoships Litig

985 F Supp 410 417 (SDNY 1997) (ldquoNumerous courts have recognized that the attorneyrsquos

contingent fee risk is an important factor in determining the fee awardrdquo) This risk encompasses not

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 23 of 34

- 15 - 1308528_1

just the risk of no payment but also the risk of underpayment See In re Contrsquol Ill Sec Litig 962

F2d 566 569-70 (7th Cir 1992) (reversing district courtrsquos fee award where court failed to account

for among other things risk of underpayment to counsel) When considering the reasonableness of

attorneysrsquo fees in a contingency action the court should consider the risks of the litigation at the time

the suit was brought See Goldberger 209 F3d at 55 In re Sadia SA Sec Litig No 08 Civ 9528

(SAS) 2011 WL 6825235 at 3 (SDNY Dec 28 2011)

The reasonableness of the requested fee is also supported by an evaluation of the risks

undertaken by Lead Counsel in prosecuting this class action Lead Counsel undertook this Litigation

on a wholly-contingent fee basis investing a substantial amount of time and money to prosecute this

very risky action without a guarantee of compensation or even the recovery of expenses Unlike

Defendantsrsquo counsel who are paid substantial hourly rates and reimbursed for their expenses on a

regular basis Lead Counsel has not been compensated for any time or expenses since this case

began and would have received no compensation or even payment of its expenses had this case not

been successful

From the outset Lead Counsel understood that it was embarking on a complex expensive

and lengthy litigation with no guarantee of ever being compensated for investing the time and money

the case would require In undertaking that responsibility Lead Counsel was obligated to assure that

sufficient attorney and paraprofessional resources were dedicated to prosecuting the Litigation and

that funds were available to compensate staff and to pay for the considerable costs which a case such

as this entails Under these circumstances the financial burden on contingent-fee counsel is far

greater than on a firm that is paid on an ongoing basis

In addition to advancing litigation expenses Lead Counsel faced the possibility that it would

receive no attorneysrsquo fees It is wrong to presume that a law firm handling complex contingent

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 24 of 34

- 16 - 1308528_1

litigation always wins There are numerous instances where in contingent cases such as this one

plaintiffrsquos counsel have expended thousands of hours without receiving any compensation8

Losses in contingent-fee litigations especially those brought under the PSLRA are

exceedingly expensive Lead Counselrsquos assumption of the contingency fee risk strongly supports the

reasonableness of the requested fee See FLAG Telecom 2010 WL 4537550 at 27 (ldquoCourts in the

Second Circuit have recognized that the risk associated with a case undertaken on a contingent fee

basis is an important factor in determining an appropriate fee awardrdquo) In re Marsh ERISA Litig

265 FRD 128 148 (SDNY 2010) (ldquoThere was significant risk of non-payment in this case and

Plaintiffsrsquo Counsel should be rewarded for having borne and successfully overcome that riskrdquo)

b Litigation Risks

While Lead Plaintiff remains confident in its ability to prove its claims and that once the

truth was revealed Class Members suffered legally cognizable losses on their purchases of Gerdau

ADRs during the Class Period it recognizes that its ability to prove liability was far from certain

Rosen Decl parapara33-35 As detailed in the Rosen Declaration and in the Settlement Memorandum

Defendants raised numerous challenges to the materiality scienter and loss causation elements of

8 The risk of no recovery in complex cases of this type is real and is heightened when lead counsel press to achieve the very best result for those they represent There are numerous class actions in which lead counsel expended thousands of hours and yet received no remuneration despite their diligence and expertise See eg Hubbard v BankAtlantic Bancorp Inc 688 F3d 713 725 (11th Cir 2012) (affirming judgment as a matter of law following jury verdict partially in plaintiffsrsquo favor) In re Oracle Corp Sec Litig No C 01-00988-SI 2009 WL 1709050 (ND Cal June 19 2009) affrsquod 627 F3d 376 (9th Cir 2010) (court granted summary judgment for defendants after eight years of litigation after plaintiffsrsquo counsel incurred over $7 million in expenses and worked over 100000 hours representing a lodestar of approximately $40 million) In re JDS Uniphase

Corp Sec Litig No C-02-1486 CW (EDL) 2007 WL 4788556 at 1 (ND Cal Nov 27 2007) (jury verdict for defendants) Robbins v Koger Props 116 F3d 1441 1449 (11th Cir 1997) (jury verdict of $81 million for plaintiffs against an accounting firm reversed on appeal on loss causation grounds and judgment entered for defendant) Anixter v Home-Stake Prod Co 77 F3d 1215 1233 (10th Cir 1996) (Tenth Circuit overturned securities fraud class action jury verdict for plaintiffs in case filed in 1973 and tried in 1988 on basis of 1994 Supreme Court opinion)

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 25 of 34

- 17 - 1308528_1

Lead Plaintiffrsquos claims under the federal securities laws The Individual Defendants also challenged

this Courtrsquos personal jurisdiction over them Obtaining documents and testimony from witnesses in

Brazil would be expensive if possible at all Therefore there was a question whether Lead Plaintiff

would ultimately be able to prove that Defendants who could be sued in this Court acted knowingly

or recklessly made materially false or misleading statements or omissions as required

With respect to proving loss causation Defendants would continue to argue that the declines

in Gerdaursquos ADR price were caused by factors other than Lead Plaintiffrsquos alleged corrective

disclosures Id para369 Defendants would never concede their liability and if their motions to

dismiss were denied would continue to press their defenses at summary judgment and trial Lead

Plaintiff also faced the risk that the Court would deny its motion to certify the Class if the Litigation

reached that stage

c Risk as to Damages

Whether Lead Plaintiff could prove damages also was unsettled Defendants strenuously

disagreed with Lead Plaintiffrsquos damages theories and estimates In order for the Class to recover

damages at the level estimated by Lead Counselrsquos expert it would need to prevail on each and every

one of the claims alleged for the entirety of the Class Period The damage assessments of the

partiesrsquo respective trial experts would be sure to vary substantially and trial would become a ldquobattle

of expertsrdquo The outcome of such battles is never predictable and there existed the very real

possibility that a jury could be swayed by experts for Defendants to minimize the Classrsquo losses or to

show that the losses were attributable to factors other than the alleged misstatements and omissions

Thus even if Lead Plaintiff prevailed as to liability at trial the judgment obtained could well have

been only a fraction of the damages claimed

9 Another litigation risk for Lead Plaintiff was the proper length of the Class Period Id

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 26 of 34

- 18 - 1308528_1

3 The Magnitude and Complexity of the Litigation

The complexity of the litigation is another factor examined by courts evaluating the

reasonableness of attorneysrsquo fees requested by class counsel See Chatelain v Prudential-Bache

Sec 805 F Supp 209 216 (SDNY 1992) It is widely recognized that ldquoshareholder actions are

notoriously complex and difficult to proverdquo See In re Bayer AG Sec Litig No 03 Civ 1546

(WHP) 2008 WL 5336691 at 5 (SDNY Dec 15 2008) see also FLAG Telecom 2010 WL

4537550 at 27 ldquo[S]ecurities actions have become more difficult from a plaintiffrsquos perspective in

the wake of the PSLRArdquo Ikon 194 FRD at 194 see also In re AOL Time Warner Inc Sec amp

ldquoERISArdquo Litig No MDL 1500 2006 WL 903236 at 9 (SDNY Apr 6 2006) (ldquo[T]he legal

requirements for recovery under the securities laws present considerable challenges particularly

with respect to loss causation and the calculation of damages These challenges are exacerbated

where a number of controlling decisions have recently shed new light on the standard for loss

causationrdquo) This case was no exception As described in greater detail in the accompanying

Settlement Memorandum and the Rosen Declaration this Litigation involved a number of difficult

and complex questions concerning liability of foreign defendants and loss causation that would have

required extensive additional efforts by Lead Counsel and further consultation with Brazilian law

tax accounting and economic experts

The trial of liability issues alone would have involved substantial attorney and expert time

the introduction of voluminous documentary and deposition evidence which would require

translation vigorously contested motions and the considerable expenditures of judicial resources

Because this case revolved around ldquodifficult complex hotly disputed and expert-intensive issuesrdquo

this factor favors awarding a 25 fee City of Providence 2014 WL 1883494 at 16

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 27 of 34

- 19 - 1308528_1

4 The Quality of Representation Supports the Requested Fee

The quality of the representation by Lead Counsel is another important factor that supports

the reasonableness of the requested fee Lead Counsel submits that the quality of the representation

here is best evidenced by the quality of the result achieved See Settlement Memorandum at 18-19

see also FLAG Telecom 2010 WL 4537550 at 28 Bisys 2007 WL 2049726 at 3 It took a great

deal of skill to achieve a settlement at this level in this particular case Lead Counsel is a nationally

known leader in the fields of securities class actions and complex litigation This is attributable to

the diligence determination hard work and reputation of counsel who developed litigated and

successfully negotiated the Settlement of this Litigation and a substantial immediate cash recovery in

a very difficult case without the risk of further litigation See Teachersrsquo Ret Sys 2004 WL

1087261 at 6

Finally courts repeatedly recognize that the quality of the opposition faced by plaintiffsrsquo

counsel should also be taken into consideration in assessing the quality of counselrsquos performance

See eg BioScrip 2017 US Dist LEXIS 118881 at 73 (ldquo[O]pposing counsel in this case was

itself highly skilled a factor courts have considered in approving feesrdquo) Marsh ERISA 265 FRD

at 148 (ldquoThe high quality of defense counsel opposing Plaintiffsrsquo efforts further proves the caliber of

representation that was necessary to achieve the Settlementrdquo) Veeco 2007 WL 4115808 at 7

(among the factors supporting a 30 award of attorneysrsquo fees was that defendants were represented

by ldquoone of the countryrsquos largest law firmsrdquo) Here Defendants are represented by lawyers from

Skadden Arps Slate Meagher amp Flom LLP and Kramer Levin Naftalis amp Frankel LLP highly

respected law firms who presented very skilled defenses and spared no effort in representing their

clients Notwithstanding this formidable opposition Lead Counselrsquos ability to present a strong case

and to demonstrate its willingness to continue to vigorously prosecute the Litigation through trial

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 28 of 34

- 20 - 1308528_1

and then inevitable appeals enabled Lead Counsel to achieve a very favorable Settlement for the

benefit of the Class

5 Public Policy Considerations

A strong public policy concern exists for rewarding firms for bringing successful securities

litigation See FLAG Telecom 2010 WL 4537550 at 29 (if the ldquoimportant public policy [of

enforcing the securities laws] is to be carried out the courts should award fees which will adequately

compensate Lead Counsel for the value of their efforts taking into account the enormous risks they

undertookrdquo) Maley 186 F Supp 2d at 373 (ldquoIn considering an award of attorneyrsquos fees the public

policy of vigorously enforcing the federal securities laws must be consideredrdquo) Hicks 2005 WL

2757792 at 9 (ldquolsquoTo make certain that the public is represented by talented and experienced trial

counsel the remuneration should be both fair and rewardingrsquordquo) (citation omitted) Accordingly

public policy favors granting Lead Counselrsquos fee and expense application here

6 The Classrsquo Reaction to the Fee Request to Date Supports the

Requested Fee

To date the Claims Administrator has sent over 36900 copies of the Notice to potential

Class Members and nominees informing them inter alia that Lead Counsel intended to apply to the

Court for an award of attorneysrsquo fees in an amount not to exceed 25 of the total recovery plus

expenses not to exceed $200000 plus interest on both amounts10 The time to object to the fee

request expires on September 29 2017 To date just one week before the objection deadline not a

single objection to the fee and expense amounts set forth in the Notice has been received Such a

ldquolow level of objection is a lsquorare phenomenonrsquordquo In re Rite Aid Corp Sec Litig 396 F3d 294 305

(3d Cir 2005) (citation omitted) Moreover ldquoa significant number of investors in the class were

10 See Declaration of Carole K Sylvester Regarding Notice Dissemination Publication and Requests for Exclusion Received to Date para11 and Ex A (ldquoSylvester Declrdquo) submitted herewith

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 29 of 34

- 21 - 1308528_1

lsquosophisticatedrsquo institutional investors that had considerable financial incentive to object [to the

settlement] had they believed [the settlement was unfair or] the requested fees were excessiverdquo Id

Additionally the Lead Plaintiff supports the fee request See Chicago Police Decl para17 The fact

that no objections were received is compelling evidence of the fairness of the fee request

IV LEAD COUNSELrsquoS EXPENSES WERE REASONABLY INCURRED AND

NECESSARY TO THE PROSECUTION OF THIS LITIGATION

Lead Counsel also respectfully requests an award of $16273405 in expenses incurred while

prosecuting the Litigation Lead Counsel has submitted a declaration regarding these modest

expenses which are properly recovered by counsel See accompanying Robbins Geller Decl See

eg In re China Sunergy Sec Litig No 07 Civ 7895 (DAB) 2011 WL 1899715 at 6 (SDNY

May 13 2011) (in a class action attorneys should be compensated ldquofor reasonable out-of-pocket

expenses incurred and customarily charged to their clients as long as they were lsquoincidental and

necessary to the representationrsquordquo) (citation omitted) FLAG Telecom 2010 WL 4537550 at 30 (ldquoIt

is well accepted that counsel who create a common fund are entitled to the reimbursement of

expenses that they advanced to a classrdquo) In re Indep Energy Holdings PLC Sec Litig 302

F Supp 2d 180 183 n3 (SDNY 2003) (court may compensate class counsel for reasonable

expenses necessary to the representation of the class)

Counselrsquos expenses include the costs of hiring experts and consultants travel mediating the

Classrsquo claims and computerized research A complete breakdown by category of the expenses

incurred is set forth in the Robbins Geller Declaration These expenses were critical to Lead

Plaintiffrsquos success in achieving the Settlement See Global Crossing 225 FRD at 468 (ldquoThe

expenses incurred ndash which include investigative and expert witnesses filing fees service of process

travel legal research and document production and review ndash are the type for which lsquothe paying

armsrsquo length marketrsquo reimburses attorneys [f]or this reason they are properly chargeable to the

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 30 of 34

- 22 - 1308528_1

Settlement fundrdquo) Not a single objection to the expense amount set forth in the Notice has been

received Accordingly Lead Counsel respectfully requests payment for these expenses plus interest

earned on such amount at the same rate as that earned by the Settlement

V LEAD PLAINTIFF SHOULD BE AWARDED ITS REASONABLE TIME

AND EXPENSES UNDER 15 USC sect78u-4(a)(4)

Lead Plaintiff seeks approval for an award of $3765 for the time it spent directly relating to

its representation of the Class The PSLRA specifically provides that an ldquoaward of reasonable costs

and expenses (including lost wages) directly relating to the representation of the classrdquo may be made

to ldquoany representative party serving on behalf of a classrdquo 15 USC sect78u-4(a)(4)

The Lead Plaintiff dedicated time to the Litigation by reviewing significant pleadings and

briefs in the Litigation communicating regularly with Lead Counsel and monitoring the progress of

settlement negotiations See Chicago Police Decl para20 Numerous courts have approved reasonable

awards to compensate lead plaintiffs for the time and effort they spent on behalf of a class See

Kinross Gold 2015 US Dist LEXIS 181932 at 14 (awarding $1680011 to lead plaintiff and

additional named plaintiffs ldquoto compensate them for their reasonable costs and expenses directly

relating to their representation of the Classrdquo) In re Intercept Pharms Inc Sec Litig No 114-cv-

01123-NRB slip op at 1 (SDNY Oct 20 2016) (awarding $527500 and $740125 to lead

plaintiffs ldquodirectly relating to the representation of the Classrdquo) Hicks 2005 WL 2757792 at 10

(ldquoCourts in this Circuit routinely award such costs and expenses both to reimburse the named

plaintiffs for expenses incurred through their involvement with the action and lost wages as well as

to provide an incentive for such plaintiffs to remain involved in the litigation and to incur such

expenses in the first placerdquo)

Lead Plaintiff took an active role with the prosecution of the Litigation These are precisely

the types of activities that courts have found to support awards to class representatives See eg In

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 31 of 34

- 23 - 1308528_1

re Am Intrsquol Grp Inc No 04 Civ 8141 (DAB) 2010 WL 5060697 at 3 (SDNY Dec 2 2010)

(granting PSLRA award of $30000 to institutional lead plaintiffs ldquoto compensate them for the time

and effort they devoted on behalf of a classrdquo) FLAG Telecom 2010 WL 4537550 at 31 (approving

award of $100000 to lead plaintiff for time spent in the litigation) Veeco 2007 WL 4115808 at 12

(characterizing such awards as ldquolsquoroutine[]rsquordquo in this Circuit) (citation omitted)

The Notice sufficiently informed potential Class Members that such expenses would be

sought Sylvester Decl Ex A at 2 The modest request by Lead Plaintiff is supported by

declaration is reasonable and fully justified under the PSLRA and should be granted There have

been no objections to this request

VI CONCLUSION

Based on the foregoing and the entire record herein Lead Counsel respectfully requests that

the Court award attorneysrsquo fees of 25 of the $15 million recovery plus expenses in the amount of

$16273405 plus interest on both amounts and $3765 to Lead Plaintiff

DATED September 22 2017 Respectfully submitted

s Ellen Gusikoff Stewart

Henry Rosen Ellen Gusikoff Stewart Susannah R Conn ROBBINS GELLER RUDMAN amp DOWD LLP 655 West Broadway Suite 1900 San Diego CA 92101 Telephone 619231-1058 619231-7423 (fax) henryrrgrdlawcom ellengrgrdlawcom sconnrgrdlawcom

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 32 of 34

- 24 - 1308528_1

Samuel H Rudman David A Rosenfeld ROBBINS GELLER RUDMAN amp DOWD LLP 58 South Service Road Suite 200 Melville NY 11747 Telephone 631367-7100 631367-1173 (fax) srudmanrgrdlawcom drosenfeldrgrdlawcom

Christopher C Gold ROBBINS GELLER RUDMAN amp DOWD LLP 120 East Palmetto Park Road Suite 500 Boca Raton FL 33432 Telephone 561750-3000 561750-3364 (fax) cgoldrgrdlawcom

Lead Counsel for Plaintiff

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 33 of 34

CERTIFICATE OF SERVICE

I Ellen Gusikoff Stewart hereby certify that on September 22 2017 I caused a true and

correct copy of the attached

Memorandum of Law in Support of Lead Counselrsquos Motion for an Award of Attorneysrsquo Fees and Expenses and Award to Lead Plaintiff Pursuant to 15 USC sect78u-4(a)(4)

to be electronically filed with the Clerk of the Court using the CMECF system which will send

notification of such public filings to all counsel registered to receive such notice

s Ellen Gusikoff Stewart

ELLEN GUSIKOFF STEWART

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 34 of 34

EXHIBIT 1

Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 1 of 5

UNITED STATES DISTRICT COURTSOUTHERN DISTRICT OF NEW YORK

xZUBAIR PATEL Individually and on Behalf of All Others Similarly Situated

Plaintiff

vs

L-3 COMMUNICATIONS HOLDINGS INC et al

Defendants

x

Civil Action No 114-cv-06038-VEC(Consolidated)

CLASS ACTION

REVISED [PROPOSED] ORDER AWARDING ATTORNEYSrsquo FEES AND EXPENSES AND AWARDS TO LEAD PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 1 of 4

81717

USDC SDNY DOCUMENT ELECTRONICALLY FILED DOC DATE FILED

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 1 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 2 of 5

- 1 -

This matter having come before the Court on August 16 2017 on the motion of Lead

Counsel for an award of attorneysrsquo fees and expenses (the ldquoFee Motionrdquo) the Court having

considered all papers filed and proceedings conducted herein having found the Settlement of this

Litigation to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Stipulation of Settlement

dated February 22 2017 (the ldquoStipulationrdquo) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 Notice of Lead Counselrsquos Fee Motion was given to all Class Members who could be

located with reasonable effort The form and method of notifying the Class of the Fee Motion met

the requirements of Rule 23 of the Federal Rules of Civil Procedure and 15 USC sect78u-4(a)(7) the

Securities Exchange Act of 1934 as amended by the Private Securities Litigation Reform Act of

1995 due process and any other applicable law constituted the best notice practicable under the

circumstances and constituted due and sufficient notice to all persons and entities entitled thereto

4 The Court hereby awards Lead Counsel attorneysrsquo fees of 25 of the Settlement

Fund (or $8625000) plus expenses in the amount of $47598074 together with the interest earned

on both amounts for the same time period and at the same rate as that earned on the Settlement Fund

until paid The Court finds that the amount of fees awarded is appropriate and that the amount of

fees awarded is fair and reasonable under the ldquopercentage-of-recoveryrdquo method

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 2 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 2 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 3 of 5

- 2 -

5 The fees and expenses shall be allocated amongst Lead Plaintiffsrsquo Counsel in a

manner that Lead Counsel in good faith believes reflects the contributions of such counsel to the

prosecution and settlement of the Litigation

6 The awarded attorneysrsquo fees and expenses and interest earned thereon shall be paid to

Lead Counsel subject to the terms conditions and obligations of the Stipulation and in particular

para62 thereof which terms conditions and obligations are incorporated herein

7 In making this award of fees and expenses to Lead Counsel the Court has considered

and found that

(a) the Settlement has created a fund of $34500000 in cash that is already on

deposit and numerous Class Members who submit or have submitted valid Proof of Claim and

Release forms will benefit from the Settlement created by Lead Counsel

(b) over 47000 copies of the Notice were disseminated to Class Members

indicating that Lead Counsel would move for attorneysrsquo fees in the amount of 25 of the Settlement

Fund and for expenses in an amount not to exceed $600000 and no objections to the fees or

expenses were filed by Class Members

(c) Lead Counsel has pursued the Litigation and achieved the Settlement with

skill perseverance and diligent advocacy

(d) Lead Counsel has expended substantial time and effort pursuing the Litigation

on behalf of the Class

(e) Lead Counsel pursued the Litigation on a contingent basis having received no

compensation during the Litigation and any fee amount has been contingent on the result achieved

(f) the Litigation involves complex factual and legal issues and in the absence of

settlement would involve lengthy proceedings whose resolution would be uncertain

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 3 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 3 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 4 of 5

- 3 -

(g) had Lead Counsel not achieved the Settlement there would remain a

significant risk that the Class may have recovered less or nothing from Defendants

(h) Lead Counsel has devoted over 8500 hours with a lodestar value of

$439142350 to achieve the Settlement

(i) public policy concerns favor the award of reasonable attorneysrsquo fees and

expenses in securities class action litigation and

(j) the attorneysrsquo fees and expenses awarded are fair and reasonable and

consistent with awards in similar cases within the Second Circuit

8 Any appeal or any challenge affecting this Courtrsquos approval regarding the Fee Motion

shall in no way disturb or affect the finality of the Judgment entered with respect to the Settlement

9 Pursuant to 15 USC sect78u-4(a)(4) the Court awards the following amounts to Lead

Plaintiffs for the time they spent directly related to their representation of the Class $39000 to City

of Pontiac General Employeesrsquo Retirement System $86000 to Local 1205 Pension Plan and

$100000 to City of Taylor Police and Fire Retirement System

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this Order shall be

rendered null and void to the extent provided in the Stipulation and shall be vacated in accordance

with the Stipulation

IT IS SO ORDERED

DATED ______________________ ________________________________________THE HONORABLE VALERIE E CAPRONIUNITED STATES DISTRICT JUDGE

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 4 of 4

August 17 2017

___________________________________________ _________E HONORABLE VALEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEERIE E CA

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 4 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 5 of 5

EXHIBIT 2

Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 1 of 10

rus1$$i)Ny I DOCUMENT

ELECTRONICALLY FILED DOC

SOUTHERN DISTRICT OF NEW YORK

UNITED STATES DISTRICT COURT

d a t e b Z l セ e セ d M Z セ セ セ ャ M セ------------------___________ x セ セ セ セ セ セ セ ] ] セ セ セ セ

LAND MEN PARTNERS INC Individually Civil Action No 08-cv-03601-HBshy

and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff FINAL JUDGMENT AND ORDER OF

vs DISMISSAL WITH PREJUDICE

THE BLACKSTONE GROUP LP et aI

Defendants

---------------------------------x

This matter came before the Court for hearing pursuant to the Order Preliminarily Approving

Settlement and Providing for Notice to the Class (Notice Order) dated August 30 2013 on the

unopposed application ofLead Plaintiffs for approval of the Settlement set forth in the Settlement

Agreement dated August 28 2013 (Stipulation) and following a hearing on December 18 2013

Due and adequate notice having been given to the Class as required in said Order and the Court

having considered all papers filed and proceedings had herein and otherwise being fully informed in

the premises and good cause appearing therefor

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Final Judgment incorporates by reference the definitions in the Stipulation and

all terms used herein shall have the same meanings as set forth in the Stipulation unless otherwise

set forth herein

2 This Court has jurisdiction over the subject matter ofthe Action and over all Settling

Parties to the Action including all members of the Class

3 For purposes ofthis Judgment as certified by the Court s August 13 2013 Order the

Class is defined as all Persons who purchased the common units of The Blackstone Group LP

(Blackstone) in Blackstones initial public offering (IPO) or in the open market on the New

- 1 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 1 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 2 of 10

York Stock Exchange between June 21 2007 and March 12 2008 inclusive and who sustained

compensable damages in connection with any such purchase of Blackstone units pursuant to

Sections 11 and 15 of the Securities Act of 1933

Excluded from the Class are (i) the persons who submitted valid and timely requests for

exclusion from the Class who are listed on Exhibit A hereto (ii) Defendants (iii) members of the

immediate family ofeach ofthe Defendants (iv) any Person that acted as an underwriter ofthe IPO

(v) any natural Person who sold Blackstone common units to the public in the IPO or who serves or

served as an officer or director ofBlackstone or as a partner of any predecessor to Blackstone the

members of the immediate families ofany such persons and any entity in which any ofDefendants

have or had a controlling interest and (vi) the legal representatives agents affiliates heirs

successors-in-interest or assigns of any such excluded Person (collectively Excluded Persons)

For the avoidance of doubt the Excluded Persons are excluded from the Class only to the

extent they purchased Blackstone common units in the IPO for their own account and not for or on

behalf of a third-party customer or for resale to customers Further to the extent that any of the

Excluded Persons was a statutory seller who resold the Blackstone common units to a third-party

customer client account fund trust or employee benefit plan that otherwise falls within the Class

or purchased Blackstone common units in a fiduciary capacity or otherwise on behalf ofany thirdshy

party customer client account fund trust or employee benefit plan that falls within the Class the

Excluded Person is excluded from the Class but the third-party customer client account fund trust

or employee benefit plan is not excluded from the Class with respect to such purchases of

Blackstone common units

4 For purposes of this Judgment as certified by the Courts August 132013 Order

Lead Plaintiffs Martin Litwin and Francis Brady are Class Representatives and Lead Counsel

- 2 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 2 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 3 of 10

Robbins Geller Rudman amp Dowd LLP and Brower Piven A Professional Corporation are Class

Counsel

5 Pursuant to Federal Rule of Civil Procedure 23 this Court hereby approves the

Settlement set forth in the Stipulation and finds that the Settlement is in all respects fair reasonable

and adequate to the Class There are no objections to the proposed Settlement

6 Pursuant to Rule 23 of the Federal Rules ofCivil Procedure the Court finds that the

Stipulation and Settlement are fair reasonable and adequate as to each ofthe Settling Parties and

that the Stipulation and Settlement are hereby finally approved in all respects and the Settling

Parties are hereby directed to perform its terms

7 Accordingly the Court authorizes and directs implementation of all the terms and

provisions of the Stipulation as well as the terms and provisions hereof The Court hereby

dismisses as to Defendants the Action and all Released Claims ofthe Class with prejudice without

costs as to any Settling Party except as and to the extent provided in the Stipulation and herein

8 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

shall and each of the Class Members shall be deemed to have and by operation ofthis Judgment

shall have fully finally and forever released relinquished and discharged all Released Claims

against the Released Persons whether or not such Class Member executes and delivers the Proof of

Claim and Release

9 Upon the Effective Date hereof and as provided in the Stipulation each of the

Released Persons shall be deemed to have and by operation of this Judgment shall have fully

finally and forever released relinquished and discharged Lead Plaintiffs each and all of the Class

Members Lead Counsel and Abraham Fruchter amp Twersky LLP from all claims (including without

- 3 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 3 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 4 of 10

limitation Unknown Claims) arising out of relating to or in connection with the institution

prosecution assertion settlement or resolution of the Action

10 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

and each of the Class Members who have not validly opted out of the Class and their respective

predecessors successors agents representatives attorneys and affiliates and the respective heirs

executors administrators successors and assigns of each of them directly or indirectly

individually derivatively representatively or in any other capacity shall be deemed to have and by

operation of the Judgment shall have fully finally and forever released relinquished and

discharged against the Released Persons (whether or not such Class Members execute and deliver

the Proof of Claim and Release forms) any and all Released Claims (including without limitation

Unknown Claims) as well as any claims arising out of relating to or in connection with the

defense settlement or resolution of the Action or the Released Claims

11 Upon the Effective Date Lead Plaintiffs and each of the Class Members who have

not validly opted out of the Class and their respective predecessors successors agents

representatives attorneys and affiliates and the respective heirs executors administrators

successors and assigns of each of them directly or indirectly individually derivatively

representatively or in any other capacity shall be permanently barred and enjoined from the

assertion institution maintenance prosecution or enforcement against any Released Person in any

state or federal court or arbitral forum or in the court of any foreign jurisdiction of any and all

Released Claims (including without limitation Unknown Claims) as well as any claims arising out

of relating to or in connection with the defense settlement or resolution of the Action or the

Released Claims

- 4 shy

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12 The Notice ofProposed Settlement ofClass Action (Notice) given to the Class in

accordance with the Notice Order entered on August 30 2013 was the best notice practicable under

the circumstances including the individual notice to all members of the Class who could be

identified through reasonable effort ofthe proceedings and ofthe matters set forth therein including

the proposed Settlement set forth in the Stipulation the proposed Plan of Distribution of the

proceeds ofthe Settlement set forth in the Notice Lead Counsels application for attorneys fees and

reimbursement of expenses and Lead Plaintiffs request for an award of reasonable costs and

expenses relating to their representation of the Class and said Notice and notice procedures fully

satisfied the requirements of Federal Rule of Civil Procedure 23 the Private Securities Litigation

Reform Act of 1995 and the requirements of due process There are no objections to the Notice

andor notice procedures

13 The Court hereby approves the Plan ofDistribution as set forth in the Notice as fair

and equitable The Court directs Lead Counsel to proceed with processing Proofs ofClaim and the

administration of the Settlement pursuant to the terms of the Plan of Distribution and upon

completion ofthe claims processing procedure to present to this Court a proposed final distribution

order for the distribution of the Net Settlement Fund to eligible Class Members as provided in the

Stipulation and the Plan of Distribution There are no objections to the Plan of Distribution

14 The Court hereby awards Lead Counsel attorneys fees equal to 3333 percent of

the Settlement Fund (including interest accrued thereon) and litigation expenses in the amount of

$104700577 with interest to accrue thereon at the same rate and for the same periods as has

accrued by the Settlement Fund from the date ofthis Judgment to the date ofactual payment of said

attorneys fees and expenses to Lead Counsel as provided in the Stipulation The Court finds the

amount of attorneys fees awarded herein are fair and reasonable based on (a) the work performed

- 5 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 5 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 6 of 10

and costs incurred by Lead Counsel (b) the complexity ofthe case (c) the risks undertaken by Lead

Counsel and the contingent nature of their employment (d) the quality of the work performed by

Lead Counsel in this Action and their standing and experience in prosecuting similar class action

securities litigation (e) awards to successful plaintiffs counsel in other similar litigation (f) the

benefits achieved for Class Members through the Settlement and (g) the absence ofany objections

from any Class Members to either the application for an award ofattorneys fees or expenses to Lead

Counsel

15 The Court also fmds that the requested expenses are proper as the expenses incurred

by Lead Counsel including the costs ofexperts were reasonable and necessary in the prosecution of

this Action on behalf of Class Members There are no objections to Lead Counsels application for

reimbursement of their expenses

16 The Court approves payment of$1500000 to Lead Plaintiff Martin Litwin for his

reasonable time and expenses (including lost wages) relating to their representation of the Class

Such payment shall be paid out of the Settlement Fund There are no objections to Lead Plaintiff

Litwins application for reimbursement ofhis costs and expenses

17 All fees and expenses awarded or allowed in this Judgment shall except as otherwise

expressly provided in the Stipulation be paid from the Settlement Fund

18 Lead Counsel may apply from time to time for any fees andor expenses incurred by

them solely in connection with the administration of the Settlement and distribution of the Net

Settlement Fund to Class Members which except as expressly provided in the Stipulation shall be

paid from the Settlement Fund

19 Neither appellate review nor modification ofthe Plan ofDistribution set forth in the

Notice nor any action in regard to the motion by Lead Counsel for attorneys fees andor expenses

- 6 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 6 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 7 of 10

and the award ofcosts and expenses to Lead Plaintiffs shall affect the fmality ofany other portion of

this Judgment nor delay the Effective Date ofthe Stipulation and each shall be considered separate

for the purposes of appellate review of this Judgment

20 Neither the Stipulation nor the Settlement contained therein nor any act performed or

document executed pursuant to or in furtherance of the Stipulation or the Settlement (a) is or may be

deemed to be or may be used as an admission of or evidence of the validity ofany Released Claim

or ofany wrongdoing or liability of the Released Persons or (b) is or may be deemed to be or may

be used as an admission of or evidence of any fault or omission of any of the Defendants or the

Released Persons in any civil criminal or administrative proceeding in any court administrative

agency or other tribunal Defendants andor the Released Persons may file the Stipulation andor

this Judgment from this Action in any other action in which they are parties or that may be brought

against them in order to support a defense claim or counterclaim based on principles of res

judicata collateral estoppel release good faith settlement judgment bar or reduction or any theory

of claim preclusion or issue preclusion or similar defense or counterclaim

21 Without affecting the finality ofthis Judgment in any way this Court hereby retains

continuing exclusive jurisdiction over (a) implementation of this Settlement and any award or

distribution of the Settlement Fund including interest earned thereon (b) disposition of the

Settlement Fund (c) hearing and determining applications for attorneys fees interest and expenses

in the Action (d) payment of taxes by the Settlement Fund (e) all Settling Parties hereto for the

purpose ofconstruing enforcing and administering the Stipulation and (f) any other matters related

to finalizing the Settlement and distribution of proceeds of the Settlement

22 In the event that the Settlement does not become effective in accordance with the

terms of the Stipulation or the Effective Date does not occur or in the event that the Settlement

- 7 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 7 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 8 of 10

Fund or any portion thereof is returned to Defendants then this Judgment shall be rendered null and

void to the extent provided by and in accordance with the Stipulation and shall be vacated and in

such event all orders entered and releases delivered in connection herewith shall be null and void to

the extent provided by and in accordance with the StipUlation

23 Without further order of the Court the Settling Parties may agree to reasonable

extensions of time to carry out any of the provisions of the Stipulation

24 The Court finds that during the course of the Action the Settling Parties and their

respective counsel at all times complied with the requirements of Rule 11 of the Federal Rules of

Civil Procedure

25 The Court directs immediate entry of this Final Judgment by the Clerk ofthe Court

DATED Ok 10 2 TEO aRABLE HAROLD A R JR

UNITED STATES DISTRICT JUDGE

- 8 shy

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EXHIBIT A

BLACKSTONE LIST OF EXCLUSIONS

Name

1 lINA HU

2 ESTATE OF ANTHONY J FABEC

3 WILLIAM PATTERSON

4 MARY AN N SHOTWELL

5 RICHARD A LEWIS

6 JOHN MERCADENTE JR

7 DOUGLAS BARHORST

8 PATRICIA G NORMAN

9 ESTATE OF RICHARD A NORMAN

10 ROBERT W DUER

11 ANIBAL MARRERO

12 RUSS D SONNIER

13 MARCUS E ampJOANNE R NORTH

14 SUZANNE EMETAROM

15 WILLIAM W amp FRANCES E MAIN

16 ANTHONY BRIENZA

17 SHU HAO HUANG

18 KENNETH 0 PARRIS

19 DUFF S MCEVERS

20 SHERRIE L FRANTZ

21 DEBBIE CRINK

22 MARK A SUMMERS

23 PAULINE MEYEROWITZ

24 ANDREW WAHL

City

OSHAWA

WILLOUGHBY HILLS

KINGS MOUNTAIN

VIRGILINA

BULLARD

READING

SIDNEY

KEARNEY

KEARNEY

ALTA LOMA

CORAL GABLES

NEW YORK

VICTORIA

WALNUT CREEK

ROBERTS

COLD SPRING HARBOR

SNOHOMISH

ATHENS

LAGUNA NIGUEL

EUGENE

OMAHA

MINNETRISTA

FT LAUDERDALE

SAN FRANCISCO

St Country セ

ON CA lIJ7C6

OH US 44094

NC US 28086

VA US 24598

TX US 75757

PA US 19606

OH US 45365

NE US 68845

NE US 68845

CA US 91701

FL US 33134

NY US 10150

TX US 77905

CA US 94595

MT US 59070

NY US 11724

WA US 98296

GA US 30604

CA US 92677

OR US 97404

NE US 68138

MN US 55364

FL US 33308

CA US 94115

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 9 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 10 of 10

EXHIBIT 3

Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 1 of 4

UNITED STATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

--------_____________________ x

THE BOARD OF TRUSTEES OF THE Civil Action No 09-cv-09333-KBF

OPERA TING ENGINEERS PENSION

TRUST on Behalf of Itself and All Others CLASS ACTION

Similarly Situated [PROPOSES] ORDER A WARDING

Plaintiffs ATTORNEYS FEES EXPENSES AND

CASE CONTRIBUTION A WARD TO LEAD

vs PLAINTIFF

JPMORGAN CHASE BANK NATIONAL

ASSOCIATIOt USDCSDNY

DOCUMENTDefendant

ELECTRONICALLY FILED ---------------- x DOC

DATE f M i l M e M d セ ャ エ i o B B B v エ M R B B G エ M ョ M B G Q G Q Q R P セ Q M S

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 1 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 2 of 4

This matter having come before the Court on November 19 2013 on the motion of Lead

Counsel for an award ofattorneys fees and expenses in the litigation and a case contribution award

to Lead Plaintiff the Court having considered all papers filed and proceedings condueted herein

having found the settlement of this Action to be fair reasonable and adequate and otherwise being

fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by referenee the definitions in the Stipulation of Settlement

dated August 16 2013 and all capitalized terms used but not defined herein shall have the same

meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto ineluding all members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount ofS47702453 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-reeovery method

4 The fees and expenses shall be allocated among Plaintiffs Counsel in a manner

which in Lead Counsels good-faith judgment ret1ects each such counsels contribution to the

institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Lead Counsel subject to the terms conditions and obligations of the

- 1 shy

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 2 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 3 of 4

Stipulation and in particular セ Q R R thereof which terms conditions and obligations are incorporated

herein

6 The Court hereby awards Lead Plaintiff Board ofTrustees of the Operating Engineers

Pension Trust $25000 for its time and expense in representing the Class This case contribution

award shall be paid to Lead Plaintiff on or after the Effective Date subject to the terms conditions

and obligations of the Stipulation and in particular セ R S thereof which terms conditions and

obligations are incorporated herein

IT IS SO ORDERED

THE HONORABLE KATHERINE B FORREST

UNITED STATES DISTRICT JUDGE

- 2

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 3 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 4 of 4

EXHIBIT 4

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 1 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

CITILINE HOLDINGS INC Individually Civil Action No 108-cv-03612-RJS and On Behalf of All Others Similarly Situated (Consolidated)

Plaintiff CLASS ACTION

vs

ISTAR FINANCIAL INC et al

Defendants

x

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

E Albdquo

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 2 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 2 of 3

This matter having come before the Court on April 5 2013 on the motion of Co-Lead

Counsel for an award of attorneys fees and expenses in the Litigation the Court having considered

all papers filed and proceedings conducted herein having found the settlement of this action to be

fair reasonable and adequate and otherwise being fully informed in the premises and good cause

appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 5 2012 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Co-Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount of $23490171 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among Lead Plaintiffs counsel in a manner

which in Co-Lead Counsels good-faith judgment reflects each such counsels contribution to the

institution prosecution and resolution of the Litigation

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 3 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 3 of 3

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Co-Lead Counsel subject to the terms conditions and obligations of the

Stipulation and in particular para62-63 thereof which terms conditions and obligations are

incorporated herein

SO ORDERED

-2-

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 4 of 4

EXHIBIT 5

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 1 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 1 of 4

UNITED ST ATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

In re SANOFI-AVENTIS SECURITIES

LITIGATION

This Document Relates To

ALL ACTIONS

---middotmiddotmiddot-----middot--------x

i

11

middot middot FlLBD I l

JAN 2 2QJ4-~ Civil Action No 107tv-10279-GBD

CLASS ACTION f middot middot

ECFCASE

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND AN

AWARD TO PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

903068_ l

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 2 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 2 of 4

This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 3 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 3 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 8: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

Page

- vii - 1308528_1

NECA-IBEW Health amp Welfare Fund

v Goldman Sachs amp Co No 108-cv-10783-LAP 2016 WL 3369534 (SDNY May 2 2016) 11

Patel v L-3 Commcrsquons Holdings Inc No 114-cv-06038-VEC slip op (SDNY Aug 17 2017) 8

Powers v Eichen 229 F3d 1249 (9th Cir 2000) 7

Rawlings v Prudential-Bache Props 9 F3d 513 (6th Cir 1993) 7

Robbins v Koger Props 116 F3d 1441 (11th Cir 1997) 16

Savoie v Merchs Bank 166 F3d 456 (2d Cir 1999)4 6

Swedish Hosp Corp v Shalala 1 F3d 1261 (DC Cir 1993) 7

Teachersrsquo Ret Sys v ACLN Ltd No 01-CV-11814 (MP) 2004 WL 1087261 (SDNY May 14 2004) 14 19

Tellabs Inc v Makor Issues amp Rights Ltd 551 US 308 (2007) 5

Union Asset Mgmt Holding AG v Dell Inc 669 F3d 632 (5th Cir 2012) 7

Wal-Mart Stores Inc v Visa USA Inc 396 F3d 96 (2d Cir 2005)6 7 11

STATUTES RULES AND REGULATIONS

15 USC sect78u-4(a)(4) 1 22 sect78u-4(a)(6) 7

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 8 of 34

Page

- viii - 1308528_1

LEGISLATIVE HISTORY

HR Conf Rep No 104-369 1995 WL 709276 (1995) 9

SECONDARY AUTHORITY

7B Charles Alan Wright Arthur R Miller amp Mary Kay Kane Federal Practice and Procedure (3d ed 2005)

sect18034

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 9 of 34

- 1 - 1308528_1

I INTRODUCTION

Court-appointed Lead Counsel Robbins Geller Rudman amp Dowd LLP has secured a $150

million Settlement for the Class ndash a very good result under the circumstances achieved in spite of

serious obstacles to recovery in the Litigation1 In order to obtain this Settlement Lead Plaintiff and

Lead Counsel overcame a number of significant challenges to proving both liability and damages

that posed a serious risk of no recovery or a substantially lesser recovery than the Settlement for the

Class In recognition of these risks Lead Counsel now respectfully moves this Court for an award of

attorneysrsquo fees in the amount of 25 of the Settlement and $16273405 in expenses that were

reasonably and necessarily incurred in prosecuting and resolving the Litigation against Defendants

and obtaining this Settlement for the benefit of the Class In addition Lead Plaintiff Policemenrsquos

Annuity and Benefit Fund of Chicago (ldquoLead Plaintiffrdquo or ldquoChicago Policerdquo) seeks a modest award

of $3765 for the time it spent representing the Class As set forth below the relevant factors

articulated in the Second Circuitrsquos Goldberger decision strongly support the requested awards See

Goldberger v Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

This fee request has the full support of the Lead Plaintiff See Declaration of Brian Wright

Filed on Behalf of Chicago Police parapara15-19 (ldquoChicago Police Declrdquo) filed herewith The Second

Circuit has directed district courts to

give serious consideration to negotiated fees because PSLRA lead plaintiffs often have a significant financial stake in the settlement providing a powerful incentive to ensure that any fees resulting from that settlement are reasonable In many cases

1 Capitalized terms used herein are defined and have the meanings contained in the Stipulation of Settlement (Dkt No 50) (the ldquoStipulationrdquo) the accompanying Declaration of Henry Rosen in Support of Lead Plaintiffrsquos Motion for Final Approval of Settlement and Approval of Plan of Allocation and an Award of Attorneysrsquo Fees and Expenses and Award to Lead Plaintiff Pursuant to 15 USC sect78u-4(a)(4) (the ldquoRosen Declrdquo) and in the Memorandum of Law in Support of Lead Plaintiffrsquos Motion for Final Approval of Settlement and Approval of Plan of Allocation (ldquoSettlement Memorandumrdquo) submitted concurrently herewith

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 10 of 34

- 2 - 1308528_1

the agreed-upon fee will offer the best indication of a market rate thus providing a good starting position for a district courtrsquos fee analysis

In re Nortel Networks Corp Sec Litig 539 F3d 129 133-34 (2d Cir 2008) see also In re Cendant

Corp Litig 264 F3d 201 220 (3d Cir 2001) (ldquocourts should afford a presumption of

reasonableness to fee requests submitted pursuant to an agreement between a properly-selected lead

plaintiff and properly-selected lead counselrdquo) In addition following an extensive Court-ordered

notice program not a single Class Member has objected to the maximum amount of fees and

expenses set forth in the Notice2

As detailed here in the Rosen Declaration and in the Settlement Memorandum the

Settlement achieved here following extensive investigation represents a very good result for Lead

Plaintiff and the Class particularly when judged in the context of the significant litigation risks

attendant in this Litigation The $15 million Settlement that Lead Counsel obtained provides the

Class with an immediate and certain recovery in a case that faced substantial obstacles to

establishing liability loss causation and damages that could have prevented any recovery at all The

Settlement represents approximately 15 of the maximum recoverable damages estimated on a per

share basis by Lead Plaintiffrsquos damages consultant In achieving this result Lead Counsel worked

more than 2200 hours over the course of this complex litigation all on a contingency basis with no

guarantee of ever being paid

2 As of the date of this fee memorandum which is before the September 29 2017 deadline for filing objections Lead Counsel has not received any objections to the fee request Pursuant to the Courtrsquos Preliminary Approval Order over 36900 copies of the Notice were mailed to potential Members of the Class and nominees advising them that Lead Counsel intended to apply to the Court for an award of attorneysrsquo fees not to exceed 25 of the total recovery plus expenses of no greater than $200000 plus interest on both amounts If any timely objections are received from Class Members Lead Counsel will address them in a reply brief which will be filed with the Court no later than October 13 2017

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 11 of 34

- 3 - 1308528_1

Lead Counsel believes that an attorney fee award of 25 together with payment of its

litigation expenses properly reflects the many significant risks taken by Lead Counsel as well as the

excellent result achieved in difficult litigation When examined under either of this Circuitrsquos

methods of contingency fee determination (ie percentage of the fund or lodestar) it is abundantly

clear that an award of fees at 25 is reasonable and well within the range of attorneysrsquo fees awarded

in similar complex contingency cases In addition the costs and expenses requested by Lead

Counsel are reasonable in amount and were necessarily incurred Finally the Lead Plaintiff greatly

contributed to the prosecution and settlement of the Litigation It reviewed and approved papers

filed with the Court and mediator and participated in discussions regarding case strategy and

settlement Lead Plaintiff seeks approval for an award associated with the time it spent dedicated to

the Litigation Its time is documented in its accompanying declaration See Chicago Police Decl

parapara20-21 Accordingly the Court should grant the full amount requested by Lead Plaintiff

II HISTORY AND BACKGROUND OF THE LITIGATION

This securities fraud class action was brought under the Securities Exchange Act of 1934 (the

ldquoExchange Actrdquo) Lead Plaintiff alleges that Defendants violated the Exchange Act during the April

23 2012 through May 16 2016 Class Period by engaging in a fraudulent scheme and making

materially false and misleading statements regarding the Companyrsquos financial condition internal

controls and compliance policies More specifically Lead Plaintiff alleges that Defendants failed to

disclose that (a) Gerdau was engaged in a bribery scheme in collusion with Brazilrsquos Administrative

Council of Tax Appeals (ldquoCARFrdquo) (b) the Company had defrauded Brazilian tax authorities (c)

Gerdaursquos CEO and other directors and employees of the Company had engaged in bribery money

laundering and influence peddling and (d) the tax appeals themselves related to a series of self-

dealing transactions from 2005 designed to enable Gerdau to avoid taxes Rosen Decl para10

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 12 of 34

- 4 - 1308528_1

Lead Plaintiff further alleges that all of the Companyrsquos Class Period financial statements

were false because of the alleged material omissions and that Defendantsrsquo statements regarding the

Companyrsquos internal and financial controls and strict adherence to high ethical standards were also

false Id para11 Lead Plaintiff alleges that Defendantsrsquo misrepresentations and fraudulent scheme

had the effect of artificially inflating the price of Gerdau ADRs which inflation came out of the

ADR price when the truth was revealed at the end of the Class Period Id

A detailed description of Lead Counselrsquos prosecution of this case is set forth in the

accompanying Rosen Declaration For the sake of brevity the Court is respectfully referred to the

Rosen Declaration

III ARGUMENT

A Lead Counsel Is Entitled to an Award of Attorneysrsquo Fees and

Expenses from the Common Fund

The Supreme Court has long recognized that ldquoa litigant or a lawyer who recovers a common

fund for the benefit of persons other than himself or his client is entitled to a reasonable attorneyrsquos

fee from the fund as a wholerdquo Boeing Co v Van Gemert 444 US 472 478 (1980) see also

Goldberger 209 F3d at 47 Savoie v Merchs Bank 166 F3d 456 459-60 (2d Cir 1999) ldquoThe

courtrsquos authority to reimburse the representative parties stems from the fact that the class-action

device is a creature of equity and the allowance of attorney-related costs is considered part of the

historic equity power of the federal courtsrdquo 7B Charles Alan Wright Arthur R Miller amp Mary Kay

Kane Federal Practice and Procedure sect1803 at 325 (3d ed 2005) The purpose of the common

fund doctrine is to fairly and adequately compensate class counsel for services rendered and to

ensure that all class members contribute equally towards the costs associated with litigation pursued

on their behalf See also Goldberger 209 F3d at 47 In re Veeco Instruments Inc Sec Litig No 05

MDL 01695 (CM) 2007 WL 4115808 at 2 (SDNY Nov 7 2007)

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 13 of 34

- 5 - 1308528_1

Courts have recognized that in addition to providing just compensation awards of fair

attorneysrsquo fees from a common fund also serve to encourage skilled counsel to represent those who

seek redress for damages inflicted on entire classes of persons and to discourage future alleged

misconduct of a similar nature City of Providence v Aeropostale Inc No 11 Civ 7132 (CM)

(GWG) 2014 WL 1883494 at 10-11 (SDNY May 9 2014) affrsquod sub nom Arbuthnot v

Pierson 607 F Apprsquox 73 (2d Cir 2015) In re Telik Inc Sec Litig 576 F Supp 2d 570 585

(SDNY 2008) Veeco 2007 WL 4115808 at 2 Indeed the Supreme Court has emphasized that

private securities actions such as the instant action provide ldquolsquoa most effective weapon in the

enforcementrsquo of the securities laws and are lsquoa necessary supplement to [SEC] actionrsquordquo Bateman

Eichler Hill Richards Inc v Berner 472 US 299 310 (1985) (quoting J I Case Co v Borak

377 US 426 432 (1964)) accord Tellabs Inc v Makor Issues amp Rights Ltd 551 US 308 (2007)

Courts in this Circuit have consistently adhered to these teachings See In re Interpublic Sec

Litig No 02 Civ 6527 (DLC) 2004 WL 2397190 at 10 (SDNY Oct 26 2004) (ldquoIt is well

established that where an attorney creates a common fund from which members of a class are

compensated for a common injury the attorneys who created the fund are entitled to lsquoa reasonable

fee ndash set by the court ndash to be taken from the fundrsquordquo) (citation omitted) Fairly compensating Lead

Counsel for the risks it took in bringing this action is essential because ldquo[s]uch actions could not be

sustained if plaintiffsrsquo counsel were not to receive remuneration from the settlement fund for their

efforts on behalf of the classrdquo Hicks v Morgan Stanley No 01 Civ 10071 (RJH) 2005 WL

2757792 at 9 (SDNY Oct 24 2005)

B The Court Should Award a Reasonable Percentage of the Common

Fund

Lead Counsel respectfully submits that the Court should award a fee based on a percentage of

the common fund obtained Courts routinely find that the percentage-of-the-fund method under

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 14 of 34

- 6 - 1308528_1

which counsel is awarded a percentage of the fund that they created is the preferred means to

determine a fee because it ldquolsquodirectly aligns the interests of the class and its counsel and provides a

powerful incentive for the efficient prosecution and early resolution of litigationrsquordquo Wal-Mart Stores

Inc v Visa USA Inc 396 F3d 96 122 (2d Cir 2005) (citation omitted) see also Hayes v

Harmony Gold Mining Co 509 F Apprsquox 21 24 (2d Cir 2013) (ldquo[A]s the district court recognized

the prospect of a percentage fee award from a common settlement fund as here aligns the interests

of class counsel with those of the classrdquo) The percentage approach also recognizes that the quality

of counselrsquos services is measured best by the results achieved and is most consistent with the system

typically used in the marketplace to compensate attorneys in non-class contingency cases3

The Supreme Court has also indicated that attorneysrsquo fees in common-fund cases generally

should be based on a percentage of the fund See Blum v Stenson 465 US 886 900 n16 (1984)

(ldquo[U]nder the lsquocommon fund doctrinersquo a reasonable fee is based on a percentage of the fund

bestowed on the classrdquo) The Second Circuit has expressly approved the percentage method

recognizing that ldquothe lodestar method proved vexingrdquo and had resulted in ldquoan inevitable waste of

judicial resourcesrdquo Goldberger 209 F3d at 48-49 (holding that the percentage-of-the-fund method

may be used to determine appropriate attorneysrsquo fees although the lodestar method may also be

used) Savoie 166 F3d at 460 (stating that the ldquopercentage-of-the-fund method has been deemed a

3 See eg In re Payment Card Interchange Fee amp Merch Disc Antitrust Litig 991 F Supp 2d 437 440 (EDNY 2014) (ldquoThe percentage method better aligns the incentives of plaintiffsrsquo counsel with those of the class members because it bases the attorneysrsquo fees on the results they achieve for their clients rather than on the number of motions they file documents they review or hours they work The percentage method also accords with the overwhelming prevalence of contingency fees in the market for plaintiffsrsquo counselrdquo) Davis v JP Morgan Chase amp Co 827 F Supp 2d 172 184 (WDNY 2011) (the ldquoadvantages of the percentage method are that it provides an incentive to attorneys to resolve the case efficiently and to create the largest common fund out of which payments to the class can be made and that it is consistent with the system typically used by individual clients to compensate their attorneysrdquo)

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 15 of 34

- 7 - 1308528_1

solution to certain problems that may arise when the lodestar method is used in common fund

casesrdquo) More recently the Second Circuit has acknowledged that the ldquotrend in this Circuit is toward

the percentage methodrdquo Wal-Mart 396 F3d at 122 see also City of Providence 2014 WL

1883494 at 11-124

The determination of attorneysrsquo fees using the percentage-of-the-fund method is also

supported by the PSLRA which states that ldquo[t]otal attorneysrsquo fees and expenses awarded by the court

to counsel for the plaintiff class shall not exceed a reasonable percentage of the amountrdquo recovered

for the class 15 USC sect78u-4(a)(6) (emphasis added) Courts have concluded that by drafting the

PSLRA in such a manner Congress expressed a preference for the percentage as opposed to the

lodestar method of determining attorneysrsquo fees in securities class actions See Veeco 2007 WL

4115808 at 3 Maley v Del Global Techs Corp 186 F Supp 2d 358 370 (SDNY 2002) In re

Am Bank Note Holographics 127 F Supp 2d 418 430 (SDNY 2001) In re Global Crossing Sec

amp ERISA Litig 225 FRD 436 465-66 (SDNY 2004)

Given the language of the PSLRA the Supreme Courtrsquos indication that the percentage

method is proper in this type of case the Second Circuitrsquos explicit approval of the percentage

method in Goldberger and the trend among the district courts in this Circuit the Court should award

4 All federal Courts of Appeal to consider the matter have approved the percentage method with two circuits requiring its use in common fund cases See In re Thirteen Appeals Arising out of the

San Juan Dupont Plaza Hotel Fire Litig 56 F3d 295 305 (1st Cir 1995) In re GMC Pick-Up

Truck Fuel Tank Prods Liab Litig 55 F3d 768 821-22 (3d Cir 1995) Union Asset Mgmt

Holding AG v Dell Inc 669 F3d 632 644 (5th Cir 2012) Rawlings v Prudential-Bache Props 9 F3d 513 515-16 (6th Cir 1993) Harman v Lyphomed Inc 945 F2d 969 975 (7th Cir 1991) Johnston v Comerica Mortg Corp 83 F3d 241 246 (8th Cir 1996) Powers v Eichen 229 F3d 1249 1256 (9th Cir 2000) Brown v Phillips Petroleum Co 838 F2d 451 454-56 (10th Cir 1988) Faught v Am Home Shield Corp 668 F3d 1233 1242 (11th Cir 2011) Swedish Hosp Corp v

Shalala 1 F3d 1261 1269-71 (DC Cir 1993) The Eleventh and District of Columbia Circuits require the use of the percentage method in common fund cases See Faught 668 F3d at 1242 Swedish Hosp 1 F3d at 1271

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 16 of 34

- 8 - 1308528_1

Lead Counsel attorneysrsquo fees based on a percentage of the fund The percentage approach not only

directly aligns the interests of counsel and the class (Elliot v Leatherstocking Corp No 310-CV-

0934 (MADDEP) 2012 WL 6024572 at 5 (NDNY Dec 4 2012)) it also recognizes that the

quality of counselrsquos services is measured best by the results achieved and ldquocan serve as a proxy for

the market in setting counsel feesrdquo Am Bank Note 127 F Supp 2d at 432

C The Requested Attorneysrsquo Fees Are Reasonable Under the

Percentage-of-the-Fund Method

The Supreme Court has recognized that an appropriate Court-awarded fee is intended to

approximate what counsel would receive if they were bargaining for the services in the marketplace

See Missouri v Jenkins 491 US 274 285-86 (1989) If this were a non-class action the customary

fee arrangement would be contingent and in the range of 33 of the recovery See Blum 465 US at

904 (ldquoIn tort suits an attorney might receive one-third of whatever amount the plaintiff recovers In

those cases therefore the fee is directly proportional to the recoveryrdquo) (Brennan J concurring)

The requested 25 fee is well within the range of percentage fees awarded within the Second

Circuit in other comparable securities and antitrust cases See eg In re BioScrip Inc Sec Litig

No 13-cv-6922 (AJN) 2017 US Dist LEXIS 118881 at 58 (SDNY July 26 2017) (awarding

25 of $10900000 settlement fund finding that such an award ldquolsquofalls within the range of

percentages regularly awarded inrsquo analogous common fund casesrdquo) (citation omitted) Patel v L-3

Commcrsquons Holdings Inc No 114-cv-06038-VEC slip op at 1 (SDNY Aug 17 2017)

(awarding 25 of $345 million settlement) City of Austin Police Ret Sys v Kinross Gold Corp

No 112-cv-01203-VEC 2015 US Dist LEXIS 181932 at 12 (SDNY Oct 15 2015) (awarded

fees of 30 of $33 million recovery plus expenses) Landmen Partners Inc v Blackstone Grp LP

No 08-cv-03601-HB-FM slip op at 5 (SDNY Dec 18 2013) (awarded fees of 33-13 of $85

million recovery plus expenses) Bd of Trs of the Operating Engrsquors Pension Tr v JPMorgan

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 17 of 34

- 9 - 1308528_1

Chase Bank Natrsquol Assrsquon No 09-cv-09333-KBF slip op at 1 (SDNY Nov 20 2013) (awarded

fees of 30 of $23 million recovery plus expenses) Citiline Holdings Inc v iStar Fin Inc No

108-cv-03612-RJS slip op at 1 (SDNY Apr 5 2013) (awarded fees of 30 of $29 million

recovery plus expenses) In re Sanofi-Aventis Sec Litig No 107-cv-10279-GBD slip op at 1

(SDNY Jan 22 2014) (awarded fees of 275 of $40 million recovery plus expenses) Cornwell

v Credit Suisse Grp No 08-cv-03758(VM) slip op at 2 (SDNY July 20 2011) (awarded fees of

275 of $70 million recovery plus expenses) Mass Bricklayers amp Masons Tr Funds v Deutsche

Alt-A Sec Inc No 208-cv-03178-LDW-ARL slip op at 3 (EDNY July 11 2012) (awarded

265 of $325 million recovery plus expenses) In re CIT Grp Inc Sec Litig No 108-cv-06613-

BSJ-THK slip op at 1-2 (SDNY June 13 2012) (awarded 265 of $75 million recovery plus

expenses)5

Another factor favoring the reasonableness of Lead Counselrsquos 25 fee application under the

percentage-of-the-fund method is that this fee was negotiated with and approved by the Lead

Plaintiff an institutional investor charged by the Court and the PSLRA with responsibility for

monitoring Lead Counsel See Chicago Police Decl parapara15-18

The PSLRA was intended to encourage sophisticated and financially-interested investors like

Lead Plaintiff to assume control of securities class actions HR Conf Rep No 104-369 at 32

1995 WL 709276 at 731 (1995) Congress believed that these institutions would be in the best

position to monitor the prosecution of litigation to assess the quality of counselrsquos representation and

to determine a fair fee Here Lead Plaintiff a large institution played an active role in the

Litigation and closely supervised the work of Lead Counsel See Chicago Police Decl parapara7-9

Accordingly Lead Plaintiffrsquos endorsement of the fee request supports its approval See eg Veeco

5 All unreported authorities are attached hereto as Exhibits 1 through 9

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 18 of 34

- 10 - 1308528_1

2007 WL 4115808 at 8 (ldquopublic policy considerations support the award in this case because the

Lead Plaintiff a large public pension fund ndash conscientiously supervised the work of lead counsel

and has approved the fee requestrdquo)

D The Fee Request Is Reasonable Under the Lodestar Method

To ensure the reasonableness of a fee awarded under the percentage-of-the-fund method the

Second Circuit encourages district courts to cross-check the proposed award against counselrsquos

lodestar See Goldberger 209 F3d at 50 Applying the lodestar cross-check underscores and

affirms the reasonableness of the requested percentage ldquoUnder the lodestar method the court must

engage in a two-step analysis first to determine the lodestar the court multiplies the number of

hours each attorney spent on the case by each attorneyrsquos reasonable hourly rate and second the

court adjusts that lodestar figure (by applying a multiplier) to reflect such factors as the risk and

contingent nature of the litigation the result obtained and the quality of the attorneyrsquos workrdquo City

of Providence 2014 WL 1883494 at 13 ldquoCalculation of the lodestar however is simply the

beginning of the analysisrdquo In re Warner Commcrsquons Sec Litig 618 F Supp 735 747 (SDNY

1985) affrsquod 798 F2d 35 (2d Cir 1986) In re Ivan F Boesky Sec Litig 888 F Supp 551 562

(SDNY 1995) Performing the lodestar calculation here confirms that the fee requested by Lead

Counsel is reasonable and should be approved

Lead Counsel and its paraprofessionals have spent in the aggregate 222095 hours in the

prosecution of this case producing a total lodestar amount of $157125275 when multiplied by Lead

Counselrsquos billing rates See the accompanying Declaration of Henry Rosen Filed on Behalf of

Robbins Geller Rudman amp Dowd LLP (ldquoRobbins Geller Declrdquo)6 The amount of attorneysrsquo fees

6 In determining whether the rates are reasonable the Court should take into account the attorneysrsquo professional reputation experience and status Lead Counsel is among the most prominent experienced and well-regarded securities practitioners in the nation Therefore the hourly rates are

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 19 of 34

- 11 - 1308528_1

requested by Lead Counsel herein $3750000 plus interest represents a modest multiplier of 23 to

counselrsquos aggregate lodestar7

The requested 23 multiplier in this Litigation is within the range of multipliers commonly

awarded in securities class actions and other comparable litigation In cases of this nature fees

representing multiples above lodestar are regularly awarded to reflect the contingency-fee risk and

other relevant factors See In re FLAG Telecom Holdings Ltd Sec Litig No 02-CV-3400 (CM)

(PED) 2010 WL 4537550 at 26 (SDNY Nov 8 2010) (ldquolsquoa positive multiplier is typically

applied to the lodestar in recognition of the risk of the litigation the complexity of the issues the

contingent nature of the engagement the skill of the attorneys and other factorsrsquordquo) (citation

omitted) In re Comverse Tech Inc Sec Litig No 06-CV-1825 (NGG) (RER) 2010 WL 2653354

at 5 (EDNY June 24 2010) (ldquoWhere as here counsel has litigated a complex case under a

contingency fee arrangement they are entitled to a fee in excess of the lodestarrdquo)

Indeed in complex contingent litigation lodestar multipliers between 2 and 5 are commonly

awarded See Wal-Mart 396 F3d at 123 (upholding multiplier of 35 as reasonable on appeal)

NECA-IBEW Health amp Welfare Fund v Goldman Sachs amp Co No 108-cv-10783-LAP 2016 WL

3369534 at 1 (SDNY May 2 2016) (awarding fee representing a 39 multiplier) Davis 827 F

Supp 2d at 185 (awarding fee representing multiplier of 53 which was ldquonot atypicalrdquo in similar

cases) Credit Suisse slip op at 4 (awarding fee representing a multiplier of 47) Comverse 2010

WL 2653354 at 5 (awarding fee representing 278 multiplier) Telik 576 F Supp 2d at 590 (ldquoIn

contingent litigation lodestar multiples of over 4 are routinely awarded by courts including this

reasonable here See In re Merrill Lynch amp Co Inc Research Reports Sec Litig No 02 MDL 1484 (JFK) 2007 WL 313474 at 22 (SDNY Feb 1 2007) (approving counselrsquos hourly rates)

7 The Supreme Court and other courts have held that the use of current rates is proper since such rates compensate for inflation and the loss of use of funds See Jenkins 491 US at 283-84

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 20 of 34

- 12 - 1308528_1

Courtrdquo) In re Bisys Sec Litig No 04 Civ 3840 (JSR) 2007 WL 2049726 at 3 (SDNY July

16 2007) (awarding 30 fee representing a 299 multiplier and finding that the multiplier ldquofalls well

within the parameters set in this district and elsewhererdquo) In re AremisSoft Corp Sec Litig 210

FRD 109 135 (DNJ 2002) (43 multiplier was appropriate in light of the contingency risk and

the quality of the result achieved) Maley 186 F Supp 2d at 369 (awarding fee equal to a 465

multiplier which was ldquowell within the range awarded by courts in this Circuit and courts throughout

the countryrdquo)

The lodestarmultiplier is to be used merely as a cross-check on reasonableness To find

otherwise undermines the principles supporting the percentage approach and encourages needless

lodestar-building litigation See In re Ikon Office Sols Inc 194 FRD 166 196 (ED Pa 2000)

(ldquoThe court will not reduce the requested award simply for the sake of doing so when every other

factor ordinarily considered weighs in favor of approving class counselrsquos request of thirty percentrdquo)

Lead Counsel invested substantial time and effort prosecuting this Litigation against Defendants to a

successful completion The requested fee therefore is manifestly reasonable whether calculated as

a percentage of the fund or in relation to Lead Counselrsquos lodestar Moreover as discussed below

each of the factors cited by the Second Circuit in Goldberger also strongly supports a finding that the

requested fee is reasonable

E The Relevant Factors Confirm that the Requested Fee Is Reasonable

In Goldberger the Second Circuit explained that whether the court uses the percentage-of-

the-fund method or the lodestar approach it should continue to consider the traditional criteria that

reflect a reasonable fee in common fund cases including

bull the time and labor expended by counsel

bull the risks of the litigation

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 21 of 34

- 13 - 1308528_1

bull the magnitude and complexity of the litigation

bull the requested fee in relation to the settlement

bull the quality of representation and

bull public policy considerations

Goldberger 209 F3d at 50 Consideration of these factors demonstrates that the requested fee is fair

and reasonable

1 The Time and Labor Expended by Counsel

Lead Counsel has expended substantial time and effort pursuing the Litigation on behalf of

the Class Since the Litigation commenced Lead Counsel and its paraprofessionals devoted over

2200 hours to prosecuting the Classrsquo claims As detailed in the Rosen Declaration submitted

herewith Lead Counsel among other things

bull conducted an extensive factual investigation relating to Defendantsrsquo conduct and the tax avoidance scheme

bull researched the law relevant to the claims asserted including Brazilian tax laws and Defendantsrsquo potential defenses thereto and drafted detailed complaints

bull drafted an opposition to Defendantsrsquo motions to dismiss the Consolidated Complaint

bull consulted with Brazilian attorneys regarding the unique issues raised in the Litigation

bull consulted with experts and consultants in the areas of damages and market efficiency

bull participated in lengthy armrsquos-length settlement negotiations and mediation with Defendants and

bull negotiated and drafted the Stipulation and exhibits thereto as well as the motion for preliminary approval of the Settlement

Rosen Decl parapara3-31 Moreover Lead Counsel with the assistance of its damages expert and in-

house damages consultant prepared the proposed Plan of Allocation Throughout the Litigation

Lead Counsel staffed the matter efficiently and avoided any unnecessary duplication of effort Lead

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 22 of 34

- 14 - 1308528_1

Counselrsquos work in the Litigation will not end with the Courtrsquos approval of the Settlement

Additional hours and resources will necessarily be expended assisting Members of the Class with the

completion and submission of their Proof of Claim and Release forms shepherding the claims

process and responding to Class Member inquiries See Aponte v Comprehensive Health Mgmt

No 10 Civ 4825 (JLC) 2013 WL 1364147 at 6 (SDNY Apr 2 2013) The significant amount

of time and effort devoted to this case by Lead Counsel to obtain a $15 million recovery confirms

that the 25 fee request is reasonable

2 The Risks of the Litigation

a The Contingent Nature of Lead Counselrsquos

Representation Supports the Requested Fee

The risk undertaken in the litigation is often considered the most important Goldberger

factor Goldberger 209 F3d at 54 Comverse 2010 WL 2653354 at 5 Telik 576 F Supp 2d at

592 The Second Circuit has recognized that the risk associated with a case undertaken on a

contingent fee is an important factor in determining an appropriate fee award

No one expects a lawyer whose compensation is contingent upon his success to charge when successful as little as he would charge a client who in advance had agreed to pay for his services regardless of success Nor particularly in complicated cases producing large recoveries is it just to make a fee depend solely on the reasonable amount of time expended

Detroit v Grinnell Corp 495 F2d 448 470 (2d Cir 1974) ldquoLittle about litigation is risk-free and

class actions confront even more substantial risks than other forms of litigationrdquo Teachersrsquo Ret Sys

v ACLN Ltd No 01-CV-11814 (MP) 2004 WL 1087261 at 3 (SDNY May 14 2004) Am

Bank Note 127 F Supp 2d at 433 (concluding it is ldquoappropriate to take this [contingent fee] risk

into account in determining the appropriate fee to awardrdquo) In re Prudential Sec Ltd Prsquoships Litig

985 F Supp 410 417 (SDNY 1997) (ldquoNumerous courts have recognized that the attorneyrsquos

contingent fee risk is an important factor in determining the fee awardrdquo) This risk encompasses not

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 23 of 34

- 15 - 1308528_1

just the risk of no payment but also the risk of underpayment See In re Contrsquol Ill Sec Litig 962

F2d 566 569-70 (7th Cir 1992) (reversing district courtrsquos fee award where court failed to account

for among other things risk of underpayment to counsel) When considering the reasonableness of

attorneysrsquo fees in a contingency action the court should consider the risks of the litigation at the time

the suit was brought See Goldberger 209 F3d at 55 In re Sadia SA Sec Litig No 08 Civ 9528

(SAS) 2011 WL 6825235 at 3 (SDNY Dec 28 2011)

The reasonableness of the requested fee is also supported by an evaluation of the risks

undertaken by Lead Counsel in prosecuting this class action Lead Counsel undertook this Litigation

on a wholly-contingent fee basis investing a substantial amount of time and money to prosecute this

very risky action without a guarantee of compensation or even the recovery of expenses Unlike

Defendantsrsquo counsel who are paid substantial hourly rates and reimbursed for their expenses on a

regular basis Lead Counsel has not been compensated for any time or expenses since this case

began and would have received no compensation or even payment of its expenses had this case not

been successful

From the outset Lead Counsel understood that it was embarking on a complex expensive

and lengthy litigation with no guarantee of ever being compensated for investing the time and money

the case would require In undertaking that responsibility Lead Counsel was obligated to assure that

sufficient attorney and paraprofessional resources were dedicated to prosecuting the Litigation and

that funds were available to compensate staff and to pay for the considerable costs which a case such

as this entails Under these circumstances the financial burden on contingent-fee counsel is far

greater than on a firm that is paid on an ongoing basis

In addition to advancing litigation expenses Lead Counsel faced the possibility that it would

receive no attorneysrsquo fees It is wrong to presume that a law firm handling complex contingent

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 24 of 34

- 16 - 1308528_1

litigation always wins There are numerous instances where in contingent cases such as this one

plaintiffrsquos counsel have expended thousands of hours without receiving any compensation8

Losses in contingent-fee litigations especially those brought under the PSLRA are

exceedingly expensive Lead Counselrsquos assumption of the contingency fee risk strongly supports the

reasonableness of the requested fee See FLAG Telecom 2010 WL 4537550 at 27 (ldquoCourts in the

Second Circuit have recognized that the risk associated with a case undertaken on a contingent fee

basis is an important factor in determining an appropriate fee awardrdquo) In re Marsh ERISA Litig

265 FRD 128 148 (SDNY 2010) (ldquoThere was significant risk of non-payment in this case and

Plaintiffsrsquo Counsel should be rewarded for having borne and successfully overcome that riskrdquo)

b Litigation Risks

While Lead Plaintiff remains confident in its ability to prove its claims and that once the

truth was revealed Class Members suffered legally cognizable losses on their purchases of Gerdau

ADRs during the Class Period it recognizes that its ability to prove liability was far from certain

Rosen Decl parapara33-35 As detailed in the Rosen Declaration and in the Settlement Memorandum

Defendants raised numerous challenges to the materiality scienter and loss causation elements of

8 The risk of no recovery in complex cases of this type is real and is heightened when lead counsel press to achieve the very best result for those they represent There are numerous class actions in which lead counsel expended thousands of hours and yet received no remuneration despite their diligence and expertise See eg Hubbard v BankAtlantic Bancorp Inc 688 F3d 713 725 (11th Cir 2012) (affirming judgment as a matter of law following jury verdict partially in plaintiffsrsquo favor) In re Oracle Corp Sec Litig No C 01-00988-SI 2009 WL 1709050 (ND Cal June 19 2009) affrsquod 627 F3d 376 (9th Cir 2010) (court granted summary judgment for defendants after eight years of litigation after plaintiffsrsquo counsel incurred over $7 million in expenses and worked over 100000 hours representing a lodestar of approximately $40 million) In re JDS Uniphase

Corp Sec Litig No C-02-1486 CW (EDL) 2007 WL 4788556 at 1 (ND Cal Nov 27 2007) (jury verdict for defendants) Robbins v Koger Props 116 F3d 1441 1449 (11th Cir 1997) (jury verdict of $81 million for plaintiffs against an accounting firm reversed on appeal on loss causation grounds and judgment entered for defendant) Anixter v Home-Stake Prod Co 77 F3d 1215 1233 (10th Cir 1996) (Tenth Circuit overturned securities fraud class action jury verdict for plaintiffs in case filed in 1973 and tried in 1988 on basis of 1994 Supreme Court opinion)

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 25 of 34

- 17 - 1308528_1

Lead Plaintiffrsquos claims under the federal securities laws The Individual Defendants also challenged

this Courtrsquos personal jurisdiction over them Obtaining documents and testimony from witnesses in

Brazil would be expensive if possible at all Therefore there was a question whether Lead Plaintiff

would ultimately be able to prove that Defendants who could be sued in this Court acted knowingly

or recklessly made materially false or misleading statements or omissions as required

With respect to proving loss causation Defendants would continue to argue that the declines

in Gerdaursquos ADR price were caused by factors other than Lead Plaintiffrsquos alleged corrective

disclosures Id para369 Defendants would never concede their liability and if their motions to

dismiss were denied would continue to press their defenses at summary judgment and trial Lead

Plaintiff also faced the risk that the Court would deny its motion to certify the Class if the Litigation

reached that stage

c Risk as to Damages

Whether Lead Plaintiff could prove damages also was unsettled Defendants strenuously

disagreed with Lead Plaintiffrsquos damages theories and estimates In order for the Class to recover

damages at the level estimated by Lead Counselrsquos expert it would need to prevail on each and every

one of the claims alleged for the entirety of the Class Period The damage assessments of the

partiesrsquo respective trial experts would be sure to vary substantially and trial would become a ldquobattle

of expertsrdquo The outcome of such battles is never predictable and there existed the very real

possibility that a jury could be swayed by experts for Defendants to minimize the Classrsquo losses or to

show that the losses were attributable to factors other than the alleged misstatements and omissions

Thus even if Lead Plaintiff prevailed as to liability at trial the judgment obtained could well have

been only a fraction of the damages claimed

9 Another litigation risk for Lead Plaintiff was the proper length of the Class Period Id

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 26 of 34

- 18 - 1308528_1

3 The Magnitude and Complexity of the Litigation

The complexity of the litigation is another factor examined by courts evaluating the

reasonableness of attorneysrsquo fees requested by class counsel See Chatelain v Prudential-Bache

Sec 805 F Supp 209 216 (SDNY 1992) It is widely recognized that ldquoshareholder actions are

notoriously complex and difficult to proverdquo See In re Bayer AG Sec Litig No 03 Civ 1546

(WHP) 2008 WL 5336691 at 5 (SDNY Dec 15 2008) see also FLAG Telecom 2010 WL

4537550 at 27 ldquo[S]ecurities actions have become more difficult from a plaintiffrsquos perspective in

the wake of the PSLRArdquo Ikon 194 FRD at 194 see also In re AOL Time Warner Inc Sec amp

ldquoERISArdquo Litig No MDL 1500 2006 WL 903236 at 9 (SDNY Apr 6 2006) (ldquo[T]he legal

requirements for recovery under the securities laws present considerable challenges particularly

with respect to loss causation and the calculation of damages These challenges are exacerbated

where a number of controlling decisions have recently shed new light on the standard for loss

causationrdquo) This case was no exception As described in greater detail in the accompanying

Settlement Memorandum and the Rosen Declaration this Litigation involved a number of difficult

and complex questions concerning liability of foreign defendants and loss causation that would have

required extensive additional efforts by Lead Counsel and further consultation with Brazilian law

tax accounting and economic experts

The trial of liability issues alone would have involved substantial attorney and expert time

the introduction of voluminous documentary and deposition evidence which would require

translation vigorously contested motions and the considerable expenditures of judicial resources

Because this case revolved around ldquodifficult complex hotly disputed and expert-intensive issuesrdquo

this factor favors awarding a 25 fee City of Providence 2014 WL 1883494 at 16

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 27 of 34

- 19 - 1308528_1

4 The Quality of Representation Supports the Requested Fee

The quality of the representation by Lead Counsel is another important factor that supports

the reasonableness of the requested fee Lead Counsel submits that the quality of the representation

here is best evidenced by the quality of the result achieved See Settlement Memorandum at 18-19

see also FLAG Telecom 2010 WL 4537550 at 28 Bisys 2007 WL 2049726 at 3 It took a great

deal of skill to achieve a settlement at this level in this particular case Lead Counsel is a nationally

known leader in the fields of securities class actions and complex litigation This is attributable to

the diligence determination hard work and reputation of counsel who developed litigated and

successfully negotiated the Settlement of this Litigation and a substantial immediate cash recovery in

a very difficult case without the risk of further litigation See Teachersrsquo Ret Sys 2004 WL

1087261 at 6

Finally courts repeatedly recognize that the quality of the opposition faced by plaintiffsrsquo

counsel should also be taken into consideration in assessing the quality of counselrsquos performance

See eg BioScrip 2017 US Dist LEXIS 118881 at 73 (ldquo[O]pposing counsel in this case was

itself highly skilled a factor courts have considered in approving feesrdquo) Marsh ERISA 265 FRD

at 148 (ldquoThe high quality of defense counsel opposing Plaintiffsrsquo efforts further proves the caliber of

representation that was necessary to achieve the Settlementrdquo) Veeco 2007 WL 4115808 at 7

(among the factors supporting a 30 award of attorneysrsquo fees was that defendants were represented

by ldquoone of the countryrsquos largest law firmsrdquo) Here Defendants are represented by lawyers from

Skadden Arps Slate Meagher amp Flom LLP and Kramer Levin Naftalis amp Frankel LLP highly

respected law firms who presented very skilled defenses and spared no effort in representing their

clients Notwithstanding this formidable opposition Lead Counselrsquos ability to present a strong case

and to demonstrate its willingness to continue to vigorously prosecute the Litigation through trial

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 28 of 34

- 20 - 1308528_1

and then inevitable appeals enabled Lead Counsel to achieve a very favorable Settlement for the

benefit of the Class

5 Public Policy Considerations

A strong public policy concern exists for rewarding firms for bringing successful securities

litigation See FLAG Telecom 2010 WL 4537550 at 29 (if the ldquoimportant public policy [of

enforcing the securities laws] is to be carried out the courts should award fees which will adequately

compensate Lead Counsel for the value of their efforts taking into account the enormous risks they

undertookrdquo) Maley 186 F Supp 2d at 373 (ldquoIn considering an award of attorneyrsquos fees the public

policy of vigorously enforcing the federal securities laws must be consideredrdquo) Hicks 2005 WL

2757792 at 9 (ldquolsquoTo make certain that the public is represented by talented and experienced trial

counsel the remuneration should be both fair and rewardingrsquordquo) (citation omitted) Accordingly

public policy favors granting Lead Counselrsquos fee and expense application here

6 The Classrsquo Reaction to the Fee Request to Date Supports the

Requested Fee

To date the Claims Administrator has sent over 36900 copies of the Notice to potential

Class Members and nominees informing them inter alia that Lead Counsel intended to apply to the

Court for an award of attorneysrsquo fees in an amount not to exceed 25 of the total recovery plus

expenses not to exceed $200000 plus interest on both amounts10 The time to object to the fee

request expires on September 29 2017 To date just one week before the objection deadline not a

single objection to the fee and expense amounts set forth in the Notice has been received Such a

ldquolow level of objection is a lsquorare phenomenonrsquordquo In re Rite Aid Corp Sec Litig 396 F3d 294 305

(3d Cir 2005) (citation omitted) Moreover ldquoa significant number of investors in the class were

10 See Declaration of Carole K Sylvester Regarding Notice Dissemination Publication and Requests for Exclusion Received to Date para11 and Ex A (ldquoSylvester Declrdquo) submitted herewith

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 29 of 34

- 21 - 1308528_1

lsquosophisticatedrsquo institutional investors that had considerable financial incentive to object [to the

settlement] had they believed [the settlement was unfair or] the requested fees were excessiverdquo Id

Additionally the Lead Plaintiff supports the fee request See Chicago Police Decl para17 The fact

that no objections were received is compelling evidence of the fairness of the fee request

IV LEAD COUNSELrsquoS EXPENSES WERE REASONABLY INCURRED AND

NECESSARY TO THE PROSECUTION OF THIS LITIGATION

Lead Counsel also respectfully requests an award of $16273405 in expenses incurred while

prosecuting the Litigation Lead Counsel has submitted a declaration regarding these modest

expenses which are properly recovered by counsel See accompanying Robbins Geller Decl See

eg In re China Sunergy Sec Litig No 07 Civ 7895 (DAB) 2011 WL 1899715 at 6 (SDNY

May 13 2011) (in a class action attorneys should be compensated ldquofor reasonable out-of-pocket

expenses incurred and customarily charged to their clients as long as they were lsquoincidental and

necessary to the representationrsquordquo) (citation omitted) FLAG Telecom 2010 WL 4537550 at 30 (ldquoIt

is well accepted that counsel who create a common fund are entitled to the reimbursement of

expenses that they advanced to a classrdquo) In re Indep Energy Holdings PLC Sec Litig 302

F Supp 2d 180 183 n3 (SDNY 2003) (court may compensate class counsel for reasonable

expenses necessary to the representation of the class)

Counselrsquos expenses include the costs of hiring experts and consultants travel mediating the

Classrsquo claims and computerized research A complete breakdown by category of the expenses

incurred is set forth in the Robbins Geller Declaration These expenses were critical to Lead

Plaintiffrsquos success in achieving the Settlement See Global Crossing 225 FRD at 468 (ldquoThe

expenses incurred ndash which include investigative and expert witnesses filing fees service of process

travel legal research and document production and review ndash are the type for which lsquothe paying

armsrsquo length marketrsquo reimburses attorneys [f]or this reason they are properly chargeable to the

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 30 of 34

- 22 - 1308528_1

Settlement fundrdquo) Not a single objection to the expense amount set forth in the Notice has been

received Accordingly Lead Counsel respectfully requests payment for these expenses plus interest

earned on such amount at the same rate as that earned by the Settlement

V LEAD PLAINTIFF SHOULD BE AWARDED ITS REASONABLE TIME

AND EXPENSES UNDER 15 USC sect78u-4(a)(4)

Lead Plaintiff seeks approval for an award of $3765 for the time it spent directly relating to

its representation of the Class The PSLRA specifically provides that an ldquoaward of reasonable costs

and expenses (including lost wages) directly relating to the representation of the classrdquo may be made

to ldquoany representative party serving on behalf of a classrdquo 15 USC sect78u-4(a)(4)

The Lead Plaintiff dedicated time to the Litigation by reviewing significant pleadings and

briefs in the Litigation communicating regularly with Lead Counsel and monitoring the progress of

settlement negotiations See Chicago Police Decl para20 Numerous courts have approved reasonable

awards to compensate lead plaintiffs for the time and effort they spent on behalf of a class See

Kinross Gold 2015 US Dist LEXIS 181932 at 14 (awarding $1680011 to lead plaintiff and

additional named plaintiffs ldquoto compensate them for their reasonable costs and expenses directly

relating to their representation of the Classrdquo) In re Intercept Pharms Inc Sec Litig No 114-cv-

01123-NRB slip op at 1 (SDNY Oct 20 2016) (awarding $527500 and $740125 to lead

plaintiffs ldquodirectly relating to the representation of the Classrdquo) Hicks 2005 WL 2757792 at 10

(ldquoCourts in this Circuit routinely award such costs and expenses both to reimburse the named

plaintiffs for expenses incurred through their involvement with the action and lost wages as well as

to provide an incentive for such plaintiffs to remain involved in the litigation and to incur such

expenses in the first placerdquo)

Lead Plaintiff took an active role with the prosecution of the Litigation These are precisely

the types of activities that courts have found to support awards to class representatives See eg In

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 31 of 34

- 23 - 1308528_1

re Am Intrsquol Grp Inc No 04 Civ 8141 (DAB) 2010 WL 5060697 at 3 (SDNY Dec 2 2010)

(granting PSLRA award of $30000 to institutional lead plaintiffs ldquoto compensate them for the time

and effort they devoted on behalf of a classrdquo) FLAG Telecom 2010 WL 4537550 at 31 (approving

award of $100000 to lead plaintiff for time spent in the litigation) Veeco 2007 WL 4115808 at 12

(characterizing such awards as ldquolsquoroutine[]rsquordquo in this Circuit) (citation omitted)

The Notice sufficiently informed potential Class Members that such expenses would be

sought Sylvester Decl Ex A at 2 The modest request by Lead Plaintiff is supported by

declaration is reasonable and fully justified under the PSLRA and should be granted There have

been no objections to this request

VI CONCLUSION

Based on the foregoing and the entire record herein Lead Counsel respectfully requests that

the Court award attorneysrsquo fees of 25 of the $15 million recovery plus expenses in the amount of

$16273405 plus interest on both amounts and $3765 to Lead Plaintiff

DATED September 22 2017 Respectfully submitted

s Ellen Gusikoff Stewart

Henry Rosen Ellen Gusikoff Stewart Susannah R Conn ROBBINS GELLER RUDMAN amp DOWD LLP 655 West Broadway Suite 1900 San Diego CA 92101 Telephone 619231-1058 619231-7423 (fax) henryrrgrdlawcom ellengrgrdlawcom sconnrgrdlawcom

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 32 of 34

- 24 - 1308528_1

Samuel H Rudman David A Rosenfeld ROBBINS GELLER RUDMAN amp DOWD LLP 58 South Service Road Suite 200 Melville NY 11747 Telephone 631367-7100 631367-1173 (fax) srudmanrgrdlawcom drosenfeldrgrdlawcom

Christopher C Gold ROBBINS GELLER RUDMAN amp DOWD LLP 120 East Palmetto Park Road Suite 500 Boca Raton FL 33432 Telephone 561750-3000 561750-3364 (fax) cgoldrgrdlawcom

Lead Counsel for Plaintiff

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 33 of 34

CERTIFICATE OF SERVICE

I Ellen Gusikoff Stewart hereby certify that on September 22 2017 I caused a true and

correct copy of the attached

Memorandum of Law in Support of Lead Counselrsquos Motion for an Award of Attorneysrsquo Fees and Expenses and Award to Lead Plaintiff Pursuant to 15 USC sect78u-4(a)(4)

to be electronically filed with the Clerk of the Court using the CMECF system which will send

notification of such public filings to all counsel registered to receive such notice

s Ellen Gusikoff Stewart

ELLEN GUSIKOFF STEWART

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 34 of 34

EXHIBIT 1

Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 1 of 5

UNITED STATES DISTRICT COURTSOUTHERN DISTRICT OF NEW YORK

xZUBAIR PATEL Individually and on Behalf of All Others Similarly Situated

Plaintiff

vs

L-3 COMMUNICATIONS HOLDINGS INC et al

Defendants

x

Civil Action No 114-cv-06038-VEC(Consolidated)

CLASS ACTION

REVISED [PROPOSED] ORDER AWARDING ATTORNEYSrsquo FEES AND EXPENSES AND AWARDS TO LEAD PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 1 of 4

81717

USDC SDNY DOCUMENT ELECTRONICALLY FILED DOC DATE FILED

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 1 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 2 of 5

- 1 -

This matter having come before the Court on August 16 2017 on the motion of Lead

Counsel for an award of attorneysrsquo fees and expenses (the ldquoFee Motionrdquo) the Court having

considered all papers filed and proceedings conducted herein having found the Settlement of this

Litigation to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Stipulation of Settlement

dated February 22 2017 (the ldquoStipulationrdquo) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 Notice of Lead Counselrsquos Fee Motion was given to all Class Members who could be

located with reasonable effort The form and method of notifying the Class of the Fee Motion met

the requirements of Rule 23 of the Federal Rules of Civil Procedure and 15 USC sect78u-4(a)(7) the

Securities Exchange Act of 1934 as amended by the Private Securities Litigation Reform Act of

1995 due process and any other applicable law constituted the best notice practicable under the

circumstances and constituted due and sufficient notice to all persons and entities entitled thereto

4 The Court hereby awards Lead Counsel attorneysrsquo fees of 25 of the Settlement

Fund (or $8625000) plus expenses in the amount of $47598074 together with the interest earned

on both amounts for the same time period and at the same rate as that earned on the Settlement Fund

until paid The Court finds that the amount of fees awarded is appropriate and that the amount of

fees awarded is fair and reasonable under the ldquopercentage-of-recoveryrdquo method

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 2 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 2 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 3 of 5

- 2 -

5 The fees and expenses shall be allocated amongst Lead Plaintiffsrsquo Counsel in a

manner that Lead Counsel in good faith believes reflects the contributions of such counsel to the

prosecution and settlement of the Litigation

6 The awarded attorneysrsquo fees and expenses and interest earned thereon shall be paid to

Lead Counsel subject to the terms conditions and obligations of the Stipulation and in particular

para62 thereof which terms conditions and obligations are incorporated herein

7 In making this award of fees and expenses to Lead Counsel the Court has considered

and found that

(a) the Settlement has created a fund of $34500000 in cash that is already on

deposit and numerous Class Members who submit or have submitted valid Proof of Claim and

Release forms will benefit from the Settlement created by Lead Counsel

(b) over 47000 copies of the Notice were disseminated to Class Members

indicating that Lead Counsel would move for attorneysrsquo fees in the amount of 25 of the Settlement

Fund and for expenses in an amount not to exceed $600000 and no objections to the fees or

expenses were filed by Class Members

(c) Lead Counsel has pursued the Litigation and achieved the Settlement with

skill perseverance and diligent advocacy

(d) Lead Counsel has expended substantial time and effort pursuing the Litigation

on behalf of the Class

(e) Lead Counsel pursued the Litigation on a contingent basis having received no

compensation during the Litigation and any fee amount has been contingent on the result achieved

(f) the Litigation involves complex factual and legal issues and in the absence of

settlement would involve lengthy proceedings whose resolution would be uncertain

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 3 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 3 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 4 of 5

- 3 -

(g) had Lead Counsel not achieved the Settlement there would remain a

significant risk that the Class may have recovered less or nothing from Defendants

(h) Lead Counsel has devoted over 8500 hours with a lodestar value of

$439142350 to achieve the Settlement

(i) public policy concerns favor the award of reasonable attorneysrsquo fees and

expenses in securities class action litigation and

(j) the attorneysrsquo fees and expenses awarded are fair and reasonable and

consistent with awards in similar cases within the Second Circuit

8 Any appeal or any challenge affecting this Courtrsquos approval regarding the Fee Motion

shall in no way disturb or affect the finality of the Judgment entered with respect to the Settlement

9 Pursuant to 15 USC sect78u-4(a)(4) the Court awards the following amounts to Lead

Plaintiffs for the time they spent directly related to their representation of the Class $39000 to City

of Pontiac General Employeesrsquo Retirement System $86000 to Local 1205 Pension Plan and

$100000 to City of Taylor Police and Fire Retirement System

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this Order shall be

rendered null and void to the extent provided in the Stipulation and shall be vacated in accordance

with the Stipulation

IT IS SO ORDERED

DATED ______________________ ________________________________________THE HONORABLE VALERIE E CAPRONIUNITED STATES DISTRICT JUDGE

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 4 of 4

August 17 2017

___________________________________________ _________E HONORABLE VALEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEERIE E CA

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 4 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 5 of 5

EXHIBIT 2

Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 1 of 10

rus1$$i)Ny I DOCUMENT

ELECTRONICALLY FILED DOC

SOUTHERN DISTRICT OF NEW YORK

UNITED STATES DISTRICT COURT

d a t e b Z l セ e セ d M Z セ セ セ ャ M セ------------------___________ x セ セ セ セ セ セ セ ] ] セ セ セ セ

LAND MEN PARTNERS INC Individually Civil Action No 08-cv-03601-HBshy

and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff FINAL JUDGMENT AND ORDER OF

vs DISMISSAL WITH PREJUDICE

THE BLACKSTONE GROUP LP et aI

Defendants

---------------------------------x

This matter came before the Court for hearing pursuant to the Order Preliminarily Approving

Settlement and Providing for Notice to the Class (Notice Order) dated August 30 2013 on the

unopposed application ofLead Plaintiffs for approval of the Settlement set forth in the Settlement

Agreement dated August 28 2013 (Stipulation) and following a hearing on December 18 2013

Due and adequate notice having been given to the Class as required in said Order and the Court

having considered all papers filed and proceedings had herein and otherwise being fully informed in

the premises and good cause appearing therefor

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Final Judgment incorporates by reference the definitions in the Stipulation and

all terms used herein shall have the same meanings as set forth in the Stipulation unless otherwise

set forth herein

2 This Court has jurisdiction over the subject matter ofthe Action and over all Settling

Parties to the Action including all members of the Class

3 For purposes ofthis Judgment as certified by the Court s August 13 2013 Order the

Class is defined as all Persons who purchased the common units of The Blackstone Group LP

(Blackstone) in Blackstones initial public offering (IPO) or in the open market on the New

- 1 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 1 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 2 of 10

York Stock Exchange between June 21 2007 and March 12 2008 inclusive and who sustained

compensable damages in connection with any such purchase of Blackstone units pursuant to

Sections 11 and 15 of the Securities Act of 1933

Excluded from the Class are (i) the persons who submitted valid and timely requests for

exclusion from the Class who are listed on Exhibit A hereto (ii) Defendants (iii) members of the

immediate family ofeach ofthe Defendants (iv) any Person that acted as an underwriter ofthe IPO

(v) any natural Person who sold Blackstone common units to the public in the IPO or who serves or

served as an officer or director ofBlackstone or as a partner of any predecessor to Blackstone the

members of the immediate families ofany such persons and any entity in which any ofDefendants

have or had a controlling interest and (vi) the legal representatives agents affiliates heirs

successors-in-interest or assigns of any such excluded Person (collectively Excluded Persons)

For the avoidance of doubt the Excluded Persons are excluded from the Class only to the

extent they purchased Blackstone common units in the IPO for their own account and not for or on

behalf of a third-party customer or for resale to customers Further to the extent that any of the

Excluded Persons was a statutory seller who resold the Blackstone common units to a third-party

customer client account fund trust or employee benefit plan that otherwise falls within the Class

or purchased Blackstone common units in a fiduciary capacity or otherwise on behalf ofany thirdshy

party customer client account fund trust or employee benefit plan that falls within the Class the

Excluded Person is excluded from the Class but the third-party customer client account fund trust

or employee benefit plan is not excluded from the Class with respect to such purchases of

Blackstone common units

4 For purposes of this Judgment as certified by the Courts August 132013 Order

Lead Plaintiffs Martin Litwin and Francis Brady are Class Representatives and Lead Counsel

- 2 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 2 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 3 of 10

Robbins Geller Rudman amp Dowd LLP and Brower Piven A Professional Corporation are Class

Counsel

5 Pursuant to Federal Rule of Civil Procedure 23 this Court hereby approves the

Settlement set forth in the Stipulation and finds that the Settlement is in all respects fair reasonable

and adequate to the Class There are no objections to the proposed Settlement

6 Pursuant to Rule 23 of the Federal Rules ofCivil Procedure the Court finds that the

Stipulation and Settlement are fair reasonable and adequate as to each ofthe Settling Parties and

that the Stipulation and Settlement are hereby finally approved in all respects and the Settling

Parties are hereby directed to perform its terms

7 Accordingly the Court authorizes and directs implementation of all the terms and

provisions of the Stipulation as well as the terms and provisions hereof The Court hereby

dismisses as to Defendants the Action and all Released Claims ofthe Class with prejudice without

costs as to any Settling Party except as and to the extent provided in the Stipulation and herein

8 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

shall and each of the Class Members shall be deemed to have and by operation ofthis Judgment

shall have fully finally and forever released relinquished and discharged all Released Claims

against the Released Persons whether or not such Class Member executes and delivers the Proof of

Claim and Release

9 Upon the Effective Date hereof and as provided in the Stipulation each of the

Released Persons shall be deemed to have and by operation of this Judgment shall have fully

finally and forever released relinquished and discharged Lead Plaintiffs each and all of the Class

Members Lead Counsel and Abraham Fruchter amp Twersky LLP from all claims (including without

- 3 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 3 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 4 of 10

limitation Unknown Claims) arising out of relating to or in connection with the institution

prosecution assertion settlement or resolution of the Action

10 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

and each of the Class Members who have not validly opted out of the Class and their respective

predecessors successors agents representatives attorneys and affiliates and the respective heirs

executors administrators successors and assigns of each of them directly or indirectly

individually derivatively representatively or in any other capacity shall be deemed to have and by

operation of the Judgment shall have fully finally and forever released relinquished and

discharged against the Released Persons (whether or not such Class Members execute and deliver

the Proof of Claim and Release forms) any and all Released Claims (including without limitation

Unknown Claims) as well as any claims arising out of relating to or in connection with the

defense settlement or resolution of the Action or the Released Claims

11 Upon the Effective Date Lead Plaintiffs and each of the Class Members who have

not validly opted out of the Class and their respective predecessors successors agents

representatives attorneys and affiliates and the respective heirs executors administrators

successors and assigns of each of them directly or indirectly individually derivatively

representatively or in any other capacity shall be permanently barred and enjoined from the

assertion institution maintenance prosecution or enforcement against any Released Person in any

state or federal court or arbitral forum or in the court of any foreign jurisdiction of any and all

Released Claims (including without limitation Unknown Claims) as well as any claims arising out

of relating to or in connection with the defense settlement or resolution of the Action or the

Released Claims

- 4 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 4 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 5 of 10

12 The Notice ofProposed Settlement ofClass Action (Notice) given to the Class in

accordance with the Notice Order entered on August 30 2013 was the best notice practicable under

the circumstances including the individual notice to all members of the Class who could be

identified through reasonable effort ofthe proceedings and ofthe matters set forth therein including

the proposed Settlement set forth in the Stipulation the proposed Plan of Distribution of the

proceeds ofthe Settlement set forth in the Notice Lead Counsels application for attorneys fees and

reimbursement of expenses and Lead Plaintiffs request for an award of reasonable costs and

expenses relating to their representation of the Class and said Notice and notice procedures fully

satisfied the requirements of Federal Rule of Civil Procedure 23 the Private Securities Litigation

Reform Act of 1995 and the requirements of due process There are no objections to the Notice

andor notice procedures

13 The Court hereby approves the Plan ofDistribution as set forth in the Notice as fair

and equitable The Court directs Lead Counsel to proceed with processing Proofs ofClaim and the

administration of the Settlement pursuant to the terms of the Plan of Distribution and upon

completion ofthe claims processing procedure to present to this Court a proposed final distribution

order for the distribution of the Net Settlement Fund to eligible Class Members as provided in the

Stipulation and the Plan of Distribution There are no objections to the Plan of Distribution

14 The Court hereby awards Lead Counsel attorneys fees equal to 3333 percent of

the Settlement Fund (including interest accrued thereon) and litigation expenses in the amount of

$104700577 with interest to accrue thereon at the same rate and for the same periods as has

accrued by the Settlement Fund from the date ofthis Judgment to the date ofactual payment of said

attorneys fees and expenses to Lead Counsel as provided in the Stipulation The Court finds the

amount of attorneys fees awarded herein are fair and reasonable based on (a) the work performed

- 5 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 5 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 6 of 10

and costs incurred by Lead Counsel (b) the complexity ofthe case (c) the risks undertaken by Lead

Counsel and the contingent nature of their employment (d) the quality of the work performed by

Lead Counsel in this Action and their standing and experience in prosecuting similar class action

securities litigation (e) awards to successful plaintiffs counsel in other similar litigation (f) the

benefits achieved for Class Members through the Settlement and (g) the absence ofany objections

from any Class Members to either the application for an award ofattorneys fees or expenses to Lead

Counsel

15 The Court also fmds that the requested expenses are proper as the expenses incurred

by Lead Counsel including the costs ofexperts were reasonable and necessary in the prosecution of

this Action on behalf of Class Members There are no objections to Lead Counsels application for

reimbursement of their expenses

16 The Court approves payment of$1500000 to Lead Plaintiff Martin Litwin for his

reasonable time and expenses (including lost wages) relating to their representation of the Class

Such payment shall be paid out of the Settlement Fund There are no objections to Lead Plaintiff

Litwins application for reimbursement ofhis costs and expenses

17 All fees and expenses awarded or allowed in this Judgment shall except as otherwise

expressly provided in the Stipulation be paid from the Settlement Fund

18 Lead Counsel may apply from time to time for any fees andor expenses incurred by

them solely in connection with the administration of the Settlement and distribution of the Net

Settlement Fund to Class Members which except as expressly provided in the Stipulation shall be

paid from the Settlement Fund

19 Neither appellate review nor modification ofthe Plan ofDistribution set forth in the

Notice nor any action in regard to the motion by Lead Counsel for attorneys fees andor expenses

- 6 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 6 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 7 of 10

and the award ofcosts and expenses to Lead Plaintiffs shall affect the fmality ofany other portion of

this Judgment nor delay the Effective Date ofthe Stipulation and each shall be considered separate

for the purposes of appellate review of this Judgment

20 Neither the Stipulation nor the Settlement contained therein nor any act performed or

document executed pursuant to or in furtherance of the Stipulation or the Settlement (a) is or may be

deemed to be or may be used as an admission of or evidence of the validity ofany Released Claim

or ofany wrongdoing or liability of the Released Persons or (b) is or may be deemed to be or may

be used as an admission of or evidence of any fault or omission of any of the Defendants or the

Released Persons in any civil criminal or administrative proceeding in any court administrative

agency or other tribunal Defendants andor the Released Persons may file the Stipulation andor

this Judgment from this Action in any other action in which they are parties or that may be brought

against them in order to support a defense claim or counterclaim based on principles of res

judicata collateral estoppel release good faith settlement judgment bar or reduction or any theory

of claim preclusion or issue preclusion or similar defense or counterclaim

21 Without affecting the finality ofthis Judgment in any way this Court hereby retains

continuing exclusive jurisdiction over (a) implementation of this Settlement and any award or

distribution of the Settlement Fund including interest earned thereon (b) disposition of the

Settlement Fund (c) hearing and determining applications for attorneys fees interest and expenses

in the Action (d) payment of taxes by the Settlement Fund (e) all Settling Parties hereto for the

purpose ofconstruing enforcing and administering the Stipulation and (f) any other matters related

to finalizing the Settlement and distribution of proceeds of the Settlement

22 In the event that the Settlement does not become effective in accordance with the

terms of the Stipulation or the Effective Date does not occur or in the event that the Settlement

- 7 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 7 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 8 of 10

Fund or any portion thereof is returned to Defendants then this Judgment shall be rendered null and

void to the extent provided by and in accordance with the Stipulation and shall be vacated and in

such event all orders entered and releases delivered in connection herewith shall be null and void to

the extent provided by and in accordance with the StipUlation

23 Without further order of the Court the Settling Parties may agree to reasonable

extensions of time to carry out any of the provisions of the Stipulation

24 The Court finds that during the course of the Action the Settling Parties and their

respective counsel at all times complied with the requirements of Rule 11 of the Federal Rules of

Civil Procedure

25 The Court directs immediate entry of this Final Judgment by the Clerk ofthe Court

DATED Ok 10 2 TEO aRABLE HAROLD A R JR

UNITED STATES DISTRICT JUDGE

- 8 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 8 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 9 of 10

EXHIBIT A

BLACKSTONE LIST OF EXCLUSIONS

Name

1 lINA HU

2 ESTATE OF ANTHONY J FABEC

3 WILLIAM PATTERSON

4 MARY AN N SHOTWELL

5 RICHARD A LEWIS

6 JOHN MERCADENTE JR

7 DOUGLAS BARHORST

8 PATRICIA G NORMAN

9 ESTATE OF RICHARD A NORMAN

10 ROBERT W DUER

11 ANIBAL MARRERO

12 RUSS D SONNIER

13 MARCUS E ampJOANNE R NORTH

14 SUZANNE EMETAROM

15 WILLIAM W amp FRANCES E MAIN

16 ANTHONY BRIENZA

17 SHU HAO HUANG

18 KENNETH 0 PARRIS

19 DUFF S MCEVERS

20 SHERRIE L FRANTZ

21 DEBBIE CRINK

22 MARK A SUMMERS

23 PAULINE MEYEROWITZ

24 ANDREW WAHL

City

OSHAWA

WILLOUGHBY HILLS

KINGS MOUNTAIN

VIRGILINA

BULLARD

READING

SIDNEY

KEARNEY

KEARNEY

ALTA LOMA

CORAL GABLES

NEW YORK

VICTORIA

WALNUT CREEK

ROBERTS

COLD SPRING HARBOR

SNOHOMISH

ATHENS

LAGUNA NIGUEL

EUGENE

OMAHA

MINNETRISTA

FT LAUDERDALE

SAN FRANCISCO

St Country セ

ON CA lIJ7C6

OH US 44094

NC US 28086

VA US 24598

TX US 75757

PA US 19606

OH US 45365

NE US 68845

NE US 68845

CA US 91701

FL US 33134

NY US 10150

TX US 77905

CA US 94595

MT US 59070

NY US 11724

WA US 98296

GA US 30604

CA US 92677

OR US 97404

NE US 68138

MN US 55364

FL US 33308

CA US 94115

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 9 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 10 of 10

EXHIBIT 3

Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 1 of 4

UNITED STATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

--------_____________________ x

THE BOARD OF TRUSTEES OF THE Civil Action No 09-cv-09333-KBF

OPERA TING ENGINEERS PENSION

TRUST on Behalf of Itself and All Others CLASS ACTION

Similarly Situated [PROPOSES] ORDER A WARDING

Plaintiffs ATTORNEYS FEES EXPENSES AND

CASE CONTRIBUTION A WARD TO LEAD

vs PLAINTIFF

JPMORGAN CHASE BANK NATIONAL

ASSOCIATIOt USDCSDNY

DOCUMENTDefendant

ELECTRONICALLY FILED ---------------- x DOC

DATE f M i l M e M d セ ャ エ i o B B B v エ M R B B G エ M ョ M B G Q G Q Q R P セ Q M S

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 1 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 2 of 4

This matter having come before the Court on November 19 2013 on the motion of Lead

Counsel for an award ofattorneys fees and expenses in the litigation and a case contribution award

to Lead Plaintiff the Court having considered all papers filed and proceedings condueted herein

having found the settlement of this Action to be fair reasonable and adequate and otherwise being

fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by referenee the definitions in the Stipulation of Settlement

dated August 16 2013 and all capitalized terms used but not defined herein shall have the same

meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto ineluding all members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount ofS47702453 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-reeovery method

4 The fees and expenses shall be allocated among Plaintiffs Counsel in a manner

which in Lead Counsels good-faith judgment ret1ects each such counsels contribution to the

institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Lead Counsel subject to the terms conditions and obligations of the

- 1 shy

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 2 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 3 of 4

Stipulation and in particular セ Q R R thereof which terms conditions and obligations are incorporated

herein

6 The Court hereby awards Lead Plaintiff Board ofTrustees of the Operating Engineers

Pension Trust $25000 for its time and expense in representing the Class This case contribution

award shall be paid to Lead Plaintiff on or after the Effective Date subject to the terms conditions

and obligations of the Stipulation and in particular セ R S thereof which terms conditions and

obligations are incorporated herein

IT IS SO ORDERED

THE HONORABLE KATHERINE B FORREST

UNITED STATES DISTRICT JUDGE

- 2

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 3 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 4 of 4

EXHIBIT 4

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 1 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

CITILINE HOLDINGS INC Individually Civil Action No 108-cv-03612-RJS and On Behalf of All Others Similarly Situated (Consolidated)

Plaintiff CLASS ACTION

vs

ISTAR FINANCIAL INC et al

Defendants

x

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

E Albdquo

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 2 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 2 of 3

This matter having come before the Court on April 5 2013 on the motion of Co-Lead

Counsel for an award of attorneys fees and expenses in the Litigation the Court having considered

all papers filed and proceedings conducted herein having found the settlement of this action to be

fair reasonable and adequate and otherwise being fully informed in the premises and good cause

appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 5 2012 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Co-Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount of $23490171 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among Lead Plaintiffs counsel in a manner

which in Co-Lead Counsels good-faith judgment reflects each such counsels contribution to the

institution prosecution and resolution of the Litigation

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 3 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 3 of 3

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Co-Lead Counsel subject to the terms conditions and obligations of the

Stipulation and in particular para62-63 thereof which terms conditions and obligations are

incorporated herein

SO ORDERED

-2-

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 4 of 4

EXHIBIT 5

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 1 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 1 of 4

UNITED ST ATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

In re SANOFI-AVENTIS SECURITIES

LITIGATION

This Document Relates To

ALL ACTIONS

---middotmiddotmiddot-----middot--------x

i

11

middot middot FlLBD I l

JAN 2 2QJ4-~ Civil Action No 107tv-10279-GBD

CLASS ACTION f middot middot

ECFCASE

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND AN

AWARD TO PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

903068_ l

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 2 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 2 of 4

This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 3 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 3 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 9: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

Page

- viii - 1308528_1

LEGISLATIVE HISTORY

HR Conf Rep No 104-369 1995 WL 709276 (1995) 9

SECONDARY AUTHORITY

7B Charles Alan Wright Arthur R Miller amp Mary Kay Kane Federal Practice and Procedure (3d ed 2005)

sect18034

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 9 of 34

- 1 - 1308528_1

I INTRODUCTION

Court-appointed Lead Counsel Robbins Geller Rudman amp Dowd LLP has secured a $150

million Settlement for the Class ndash a very good result under the circumstances achieved in spite of

serious obstacles to recovery in the Litigation1 In order to obtain this Settlement Lead Plaintiff and

Lead Counsel overcame a number of significant challenges to proving both liability and damages

that posed a serious risk of no recovery or a substantially lesser recovery than the Settlement for the

Class In recognition of these risks Lead Counsel now respectfully moves this Court for an award of

attorneysrsquo fees in the amount of 25 of the Settlement and $16273405 in expenses that were

reasonably and necessarily incurred in prosecuting and resolving the Litigation against Defendants

and obtaining this Settlement for the benefit of the Class In addition Lead Plaintiff Policemenrsquos

Annuity and Benefit Fund of Chicago (ldquoLead Plaintiffrdquo or ldquoChicago Policerdquo) seeks a modest award

of $3765 for the time it spent representing the Class As set forth below the relevant factors

articulated in the Second Circuitrsquos Goldberger decision strongly support the requested awards See

Goldberger v Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

This fee request has the full support of the Lead Plaintiff See Declaration of Brian Wright

Filed on Behalf of Chicago Police parapara15-19 (ldquoChicago Police Declrdquo) filed herewith The Second

Circuit has directed district courts to

give serious consideration to negotiated fees because PSLRA lead plaintiffs often have a significant financial stake in the settlement providing a powerful incentive to ensure that any fees resulting from that settlement are reasonable In many cases

1 Capitalized terms used herein are defined and have the meanings contained in the Stipulation of Settlement (Dkt No 50) (the ldquoStipulationrdquo) the accompanying Declaration of Henry Rosen in Support of Lead Plaintiffrsquos Motion for Final Approval of Settlement and Approval of Plan of Allocation and an Award of Attorneysrsquo Fees and Expenses and Award to Lead Plaintiff Pursuant to 15 USC sect78u-4(a)(4) (the ldquoRosen Declrdquo) and in the Memorandum of Law in Support of Lead Plaintiffrsquos Motion for Final Approval of Settlement and Approval of Plan of Allocation (ldquoSettlement Memorandumrdquo) submitted concurrently herewith

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 10 of 34

- 2 - 1308528_1

the agreed-upon fee will offer the best indication of a market rate thus providing a good starting position for a district courtrsquos fee analysis

In re Nortel Networks Corp Sec Litig 539 F3d 129 133-34 (2d Cir 2008) see also In re Cendant

Corp Litig 264 F3d 201 220 (3d Cir 2001) (ldquocourts should afford a presumption of

reasonableness to fee requests submitted pursuant to an agreement between a properly-selected lead

plaintiff and properly-selected lead counselrdquo) In addition following an extensive Court-ordered

notice program not a single Class Member has objected to the maximum amount of fees and

expenses set forth in the Notice2

As detailed here in the Rosen Declaration and in the Settlement Memorandum the

Settlement achieved here following extensive investigation represents a very good result for Lead

Plaintiff and the Class particularly when judged in the context of the significant litigation risks

attendant in this Litigation The $15 million Settlement that Lead Counsel obtained provides the

Class with an immediate and certain recovery in a case that faced substantial obstacles to

establishing liability loss causation and damages that could have prevented any recovery at all The

Settlement represents approximately 15 of the maximum recoverable damages estimated on a per

share basis by Lead Plaintiffrsquos damages consultant In achieving this result Lead Counsel worked

more than 2200 hours over the course of this complex litigation all on a contingency basis with no

guarantee of ever being paid

2 As of the date of this fee memorandum which is before the September 29 2017 deadline for filing objections Lead Counsel has not received any objections to the fee request Pursuant to the Courtrsquos Preliminary Approval Order over 36900 copies of the Notice were mailed to potential Members of the Class and nominees advising them that Lead Counsel intended to apply to the Court for an award of attorneysrsquo fees not to exceed 25 of the total recovery plus expenses of no greater than $200000 plus interest on both amounts If any timely objections are received from Class Members Lead Counsel will address them in a reply brief which will be filed with the Court no later than October 13 2017

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 11 of 34

- 3 - 1308528_1

Lead Counsel believes that an attorney fee award of 25 together with payment of its

litigation expenses properly reflects the many significant risks taken by Lead Counsel as well as the

excellent result achieved in difficult litigation When examined under either of this Circuitrsquos

methods of contingency fee determination (ie percentage of the fund or lodestar) it is abundantly

clear that an award of fees at 25 is reasonable and well within the range of attorneysrsquo fees awarded

in similar complex contingency cases In addition the costs and expenses requested by Lead

Counsel are reasonable in amount and were necessarily incurred Finally the Lead Plaintiff greatly

contributed to the prosecution and settlement of the Litigation It reviewed and approved papers

filed with the Court and mediator and participated in discussions regarding case strategy and

settlement Lead Plaintiff seeks approval for an award associated with the time it spent dedicated to

the Litigation Its time is documented in its accompanying declaration See Chicago Police Decl

parapara20-21 Accordingly the Court should grant the full amount requested by Lead Plaintiff

II HISTORY AND BACKGROUND OF THE LITIGATION

This securities fraud class action was brought under the Securities Exchange Act of 1934 (the

ldquoExchange Actrdquo) Lead Plaintiff alleges that Defendants violated the Exchange Act during the April

23 2012 through May 16 2016 Class Period by engaging in a fraudulent scheme and making

materially false and misleading statements regarding the Companyrsquos financial condition internal

controls and compliance policies More specifically Lead Plaintiff alleges that Defendants failed to

disclose that (a) Gerdau was engaged in a bribery scheme in collusion with Brazilrsquos Administrative

Council of Tax Appeals (ldquoCARFrdquo) (b) the Company had defrauded Brazilian tax authorities (c)

Gerdaursquos CEO and other directors and employees of the Company had engaged in bribery money

laundering and influence peddling and (d) the tax appeals themselves related to a series of self-

dealing transactions from 2005 designed to enable Gerdau to avoid taxes Rosen Decl para10

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 12 of 34

- 4 - 1308528_1

Lead Plaintiff further alleges that all of the Companyrsquos Class Period financial statements

were false because of the alleged material omissions and that Defendantsrsquo statements regarding the

Companyrsquos internal and financial controls and strict adherence to high ethical standards were also

false Id para11 Lead Plaintiff alleges that Defendantsrsquo misrepresentations and fraudulent scheme

had the effect of artificially inflating the price of Gerdau ADRs which inflation came out of the

ADR price when the truth was revealed at the end of the Class Period Id

A detailed description of Lead Counselrsquos prosecution of this case is set forth in the

accompanying Rosen Declaration For the sake of brevity the Court is respectfully referred to the

Rosen Declaration

III ARGUMENT

A Lead Counsel Is Entitled to an Award of Attorneysrsquo Fees and

Expenses from the Common Fund

The Supreme Court has long recognized that ldquoa litigant or a lawyer who recovers a common

fund for the benefit of persons other than himself or his client is entitled to a reasonable attorneyrsquos

fee from the fund as a wholerdquo Boeing Co v Van Gemert 444 US 472 478 (1980) see also

Goldberger 209 F3d at 47 Savoie v Merchs Bank 166 F3d 456 459-60 (2d Cir 1999) ldquoThe

courtrsquos authority to reimburse the representative parties stems from the fact that the class-action

device is a creature of equity and the allowance of attorney-related costs is considered part of the

historic equity power of the federal courtsrdquo 7B Charles Alan Wright Arthur R Miller amp Mary Kay

Kane Federal Practice and Procedure sect1803 at 325 (3d ed 2005) The purpose of the common

fund doctrine is to fairly and adequately compensate class counsel for services rendered and to

ensure that all class members contribute equally towards the costs associated with litigation pursued

on their behalf See also Goldberger 209 F3d at 47 In re Veeco Instruments Inc Sec Litig No 05

MDL 01695 (CM) 2007 WL 4115808 at 2 (SDNY Nov 7 2007)

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 13 of 34

- 5 - 1308528_1

Courts have recognized that in addition to providing just compensation awards of fair

attorneysrsquo fees from a common fund also serve to encourage skilled counsel to represent those who

seek redress for damages inflicted on entire classes of persons and to discourage future alleged

misconduct of a similar nature City of Providence v Aeropostale Inc No 11 Civ 7132 (CM)

(GWG) 2014 WL 1883494 at 10-11 (SDNY May 9 2014) affrsquod sub nom Arbuthnot v

Pierson 607 F Apprsquox 73 (2d Cir 2015) In re Telik Inc Sec Litig 576 F Supp 2d 570 585

(SDNY 2008) Veeco 2007 WL 4115808 at 2 Indeed the Supreme Court has emphasized that

private securities actions such as the instant action provide ldquolsquoa most effective weapon in the

enforcementrsquo of the securities laws and are lsquoa necessary supplement to [SEC] actionrsquordquo Bateman

Eichler Hill Richards Inc v Berner 472 US 299 310 (1985) (quoting J I Case Co v Borak

377 US 426 432 (1964)) accord Tellabs Inc v Makor Issues amp Rights Ltd 551 US 308 (2007)

Courts in this Circuit have consistently adhered to these teachings See In re Interpublic Sec

Litig No 02 Civ 6527 (DLC) 2004 WL 2397190 at 10 (SDNY Oct 26 2004) (ldquoIt is well

established that where an attorney creates a common fund from which members of a class are

compensated for a common injury the attorneys who created the fund are entitled to lsquoa reasonable

fee ndash set by the court ndash to be taken from the fundrsquordquo) (citation omitted) Fairly compensating Lead

Counsel for the risks it took in bringing this action is essential because ldquo[s]uch actions could not be

sustained if plaintiffsrsquo counsel were not to receive remuneration from the settlement fund for their

efforts on behalf of the classrdquo Hicks v Morgan Stanley No 01 Civ 10071 (RJH) 2005 WL

2757792 at 9 (SDNY Oct 24 2005)

B The Court Should Award a Reasonable Percentage of the Common

Fund

Lead Counsel respectfully submits that the Court should award a fee based on a percentage of

the common fund obtained Courts routinely find that the percentage-of-the-fund method under

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 14 of 34

- 6 - 1308528_1

which counsel is awarded a percentage of the fund that they created is the preferred means to

determine a fee because it ldquolsquodirectly aligns the interests of the class and its counsel and provides a

powerful incentive for the efficient prosecution and early resolution of litigationrsquordquo Wal-Mart Stores

Inc v Visa USA Inc 396 F3d 96 122 (2d Cir 2005) (citation omitted) see also Hayes v

Harmony Gold Mining Co 509 F Apprsquox 21 24 (2d Cir 2013) (ldquo[A]s the district court recognized

the prospect of a percentage fee award from a common settlement fund as here aligns the interests

of class counsel with those of the classrdquo) The percentage approach also recognizes that the quality

of counselrsquos services is measured best by the results achieved and is most consistent with the system

typically used in the marketplace to compensate attorneys in non-class contingency cases3

The Supreme Court has also indicated that attorneysrsquo fees in common-fund cases generally

should be based on a percentage of the fund See Blum v Stenson 465 US 886 900 n16 (1984)

(ldquo[U]nder the lsquocommon fund doctrinersquo a reasonable fee is based on a percentage of the fund

bestowed on the classrdquo) The Second Circuit has expressly approved the percentage method

recognizing that ldquothe lodestar method proved vexingrdquo and had resulted in ldquoan inevitable waste of

judicial resourcesrdquo Goldberger 209 F3d at 48-49 (holding that the percentage-of-the-fund method

may be used to determine appropriate attorneysrsquo fees although the lodestar method may also be

used) Savoie 166 F3d at 460 (stating that the ldquopercentage-of-the-fund method has been deemed a

3 See eg In re Payment Card Interchange Fee amp Merch Disc Antitrust Litig 991 F Supp 2d 437 440 (EDNY 2014) (ldquoThe percentage method better aligns the incentives of plaintiffsrsquo counsel with those of the class members because it bases the attorneysrsquo fees on the results they achieve for their clients rather than on the number of motions they file documents they review or hours they work The percentage method also accords with the overwhelming prevalence of contingency fees in the market for plaintiffsrsquo counselrdquo) Davis v JP Morgan Chase amp Co 827 F Supp 2d 172 184 (WDNY 2011) (the ldquoadvantages of the percentage method are that it provides an incentive to attorneys to resolve the case efficiently and to create the largest common fund out of which payments to the class can be made and that it is consistent with the system typically used by individual clients to compensate their attorneysrdquo)

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 15 of 34

- 7 - 1308528_1

solution to certain problems that may arise when the lodestar method is used in common fund

casesrdquo) More recently the Second Circuit has acknowledged that the ldquotrend in this Circuit is toward

the percentage methodrdquo Wal-Mart 396 F3d at 122 see also City of Providence 2014 WL

1883494 at 11-124

The determination of attorneysrsquo fees using the percentage-of-the-fund method is also

supported by the PSLRA which states that ldquo[t]otal attorneysrsquo fees and expenses awarded by the court

to counsel for the plaintiff class shall not exceed a reasonable percentage of the amountrdquo recovered

for the class 15 USC sect78u-4(a)(6) (emphasis added) Courts have concluded that by drafting the

PSLRA in such a manner Congress expressed a preference for the percentage as opposed to the

lodestar method of determining attorneysrsquo fees in securities class actions See Veeco 2007 WL

4115808 at 3 Maley v Del Global Techs Corp 186 F Supp 2d 358 370 (SDNY 2002) In re

Am Bank Note Holographics 127 F Supp 2d 418 430 (SDNY 2001) In re Global Crossing Sec

amp ERISA Litig 225 FRD 436 465-66 (SDNY 2004)

Given the language of the PSLRA the Supreme Courtrsquos indication that the percentage

method is proper in this type of case the Second Circuitrsquos explicit approval of the percentage

method in Goldberger and the trend among the district courts in this Circuit the Court should award

4 All federal Courts of Appeal to consider the matter have approved the percentage method with two circuits requiring its use in common fund cases See In re Thirteen Appeals Arising out of the

San Juan Dupont Plaza Hotel Fire Litig 56 F3d 295 305 (1st Cir 1995) In re GMC Pick-Up

Truck Fuel Tank Prods Liab Litig 55 F3d 768 821-22 (3d Cir 1995) Union Asset Mgmt

Holding AG v Dell Inc 669 F3d 632 644 (5th Cir 2012) Rawlings v Prudential-Bache Props 9 F3d 513 515-16 (6th Cir 1993) Harman v Lyphomed Inc 945 F2d 969 975 (7th Cir 1991) Johnston v Comerica Mortg Corp 83 F3d 241 246 (8th Cir 1996) Powers v Eichen 229 F3d 1249 1256 (9th Cir 2000) Brown v Phillips Petroleum Co 838 F2d 451 454-56 (10th Cir 1988) Faught v Am Home Shield Corp 668 F3d 1233 1242 (11th Cir 2011) Swedish Hosp Corp v

Shalala 1 F3d 1261 1269-71 (DC Cir 1993) The Eleventh and District of Columbia Circuits require the use of the percentage method in common fund cases See Faught 668 F3d at 1242 Swedish Hosp 1 F3d at 1271

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 16 of 34

- 8 - 1308528_1

Lead Counsel attorneysrsquo fees based on a percentage of the fund The percentage approach not only

directly aligns the interests of counsel and the class (Elliot v Leatherstocking Corp No 310-CV-

0934 (MADDEP) 2012 WL 6024572 at 5 (NDNY Dec 4 2012)) it also recognizes that the

quality of counselrsquos services is measured best by the results achieved and ldquocan serve as a proxy for

the market in setting counsel feesrdquo Am Bank Note 127 F Supp 2d at 432

C The Requested Attorneysrsquo Fees Are Reasonable Under the

Percentage-of-the-Fund Method

The Supreme Court has recognized that an appropriate Court-awarded fee is intended to

approximate what counsel would receive if they were bargaining for the services in the marketplace

See Missouri v Jenkins 491 US 274 285-86 (1989) If this were a non-class action the customary

fee arrangement would be contingent and in the range of 33 of the recovery See Blum 465 US at

904 (ldquoIn tort suits an attorney might receive one-third of whatever amount the plaintiff recovers In

those cases therefore the fee is directly proportional to the recoveryrdquo) (Brennan J concurring)

The requested 25 fee is well within the range of percentage fees awarded within the Second

Circuit in other comparable securities and antitrust cases See eg In re BioScrip Inc Sec Litig

No 13-cv-6922 (AJN) 2017 US Dist LEXIS 118881 at 58 (SDNY July 26 2017) (awarding

25 of $10900000 settlement fund finding that such an award ldquolsquofalls within the range of

percentages regularly awarded inrsquo analogous common fund casesrdquo) (citation omitted) Patel v L-3

Commcrsquons Holdings Inc No 114-cv-06038-VEC slip op at 1 (SDNY Aug 17 2017)

(awarding 25 of $345 million settlement) City of Austin Police Ret Sys v Kinross Gold Corp

No 112-cv-01203-VEC 2015 US Dist LEXIS 181932 at 12 (SDNY Oct 15 2015) (awarded

fees of 30 of $33 million recovery plus expenses) Landmen Partners Inc v Blackstone Grp LP

No 08-cv-03601-HB-FM slip op at 5 (SDNY Dec 18 2013) (awarded fees of 33-13 of $85

million recovery plus expenses) Bd of Trs of the Operating Engrsquors Pension Tr v JPMorgan

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 17 of 34

- 9 - 1308528_1

Chase Bank Natrsquol Assrsquon No 09-cv-09333-KBF slip op at 1 (SDNY Nov 20 2013) (awarded

fees of 30 of $23 million recovery plus expenses) Citiline Holdings Inc v iStar Fin Inc No

108-cv-03612-RJS slip op at 1 (SDNY Apr 5 2013) (awarded fees of 30 of $29 million

recovery plus expenses) In re Sanofi-Aventis Sec Litig No 107-cv-10279-GBD slip op at 1

(SDNY Jan 22 2014) (awarded fees of 275 of $40 million recovery plus expenses) Cornwell

v Credit Suisse Grp No 08-cv-03758(VM) slip op at 2 (SDNY July 20 2011) (awarded fees of

275 of $70 million recovery plus expenses) Mass Bricklayers amp Masons Tr Funds v Deutsche

Alt-A Sec Inc No 208-cv-03178-LDW-ARL slip op at 3 (EDNY July 11 2012) (awarded

265 of $325 million recovery plus expenses) In re CIT Grp Inc Sec Litig No 108-cv-06613-

BSJ-THK slip op at 1-2 (SDNY June 13 2012) (awarded 265 of $75 million recovery plus

expenses)5

Another factor favoring the reasonableness of Lead Counselrsquos 25 fee application under the

percentage-of-the-fund method is that this fee was negotiated with and approved by the Lead

Plaintiff an institutional investor charged by the Court and the PSLRA with responsibility for

monitoring Lead Counsel See Chicago Police Decl parapara15-18

The PSLRA was intended to encourage sophisticated and financially-interested investors like

Lead Plaintiff to assume control of securities class actions HR Conf Rep No 104-369 at 32

1995 WL 709276 at 731 (1995) Congress believed that these institutions would be in the best

position to monitor the prosecution of litigation to assess the quality of counselrsquos representation and

to determine a fair fee Here Lead Plaintiff a large institution played an active role in the

Litigation and closely supervised the work of Lead Counsel See Chicago Police Decl parapara7-9

Accordingly Lead Plaintiffrsquos endorsement of the fee request supports its approval See eg Veeco

5 All unreported authorities are attached hereto as Exhibits 1 through 9

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 18 of 34

- 10 - 1308528_1

2007 WL 4115808 at 8 (ldquopublic policy considerations support the award in this case because the

Lead Plaintiff a large public pension fund ndash conscientiously supervised the work of lead counsel

and has approved the fee requestrdquo)

D The Fee Request Is Reasonable Under the Lodestar Method

To ensure the reasonableness of a fee awarded under the percentage-of-the-fund method the

Second Circuit encourages district courts to cross-check the proposed award against counselrsquos

lodestar See Goldberger 209 F3d at 50 Applying the lodestar cross-check underscores and

affirms the reasonableness of the requested percentage ldquoUnder the lodestar method the court must

engage in a two-step analysis first to determine the lodestar the court multiplies the number of

hours each attorney spent on the case by each attorneyrsquos reasonable hourly rate and second the

court adjusts that lodestar figure (by applying a multiplier) to reflect such factors as the risk and

contingent nature of the litigation the result obtained and the quality of the attorneyrsquos workrdquo City

of Providence 2014 WL 1883494 at 13 ldquoCalculation of the lodestar however is simply the

beginning of the analysisrdquo In re Warner Commcrsquons Sec Litig 618 F Supp 735 747 (SDNY

1985) affrsquod 798 F2d 35 (2d Cir 1986) In re Ivan F Boesky Sec Litig 888 F Supp 551 562

(SDNY 1995) Performing the lodestar calculation here confirms that the fee requested by Lead

Counsel is reasonable and should be approved

Lead Counsel and its paraprofessionals have spent in the aggregate 222095 hours in the

prosecution of this case producing a total lodestar amount of $157125275 when multiplied by Lead

Counselrsquos billing rates See the accompanying Declaration of Henry Rosen Filed on Behalf of

Robbins Geller Rudman amp Dowd LLP (ldquoRobbins Geller Declrdquo)6 The amount of attorneysrsquo fees

6 In determining whether the rates are reasonable the Court should take into account the attorneysrsquo professional reputation experience and status Lead Counsel is among the most prominent experienced and well-regarded securities practitioners in the nation Therefore the hourly rates are

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 19 of 34

- 11 - 1308528_1

requested by Lead Counsel herein $3750000 plus interest represents a modest multiplier of 23 to

counselrsquos aggregate lodestar7

The requested 23 multiplier in this Litigation is within the range of multipliers commonly

awarded in securities class actions and other comparable litigation In cases of this nature fees

representing multiples above lodestar are regularly awarded to reflect the contingency-fee risk and

other relevant factors See In re FLAG Telecom Holdings Ltd Sec Litig No 02-CV-3400 (CM)

(PED) 2010 WL 4537550 at 26 (SDNY Nov 8 2010) (ldquolsquoa positive multiplier is typically

applied to the lodestar in recognition of the risk of the litigation the complexity of the issues the

contingent nature of the engagement the skill of the attorneys and other factorsrsquordquo) (citation

omitted) In re Comverse Tech Inc Sec Litig No 06-CV-1825 (NGG) (RER) 2010 WL 2653354

at 5 (EDNY June 24 2010) (ldquoWhere as here counsel has litigated a complex case under a

contingency fee arrangement they are entitled to a fee in excess of the lodestarrdquo)

Indeed in complex contingent litigation lodestar multipliers between 2 and 5 are commonly

awarded See Wal-Mart 396 F3d at 123 (upholding multiplier of 35 as reasonable on appeal)

NECA-IBEW Health amp Welfare Fund v Goldman Sachs amp Co No 108-cv-10783-LAP 2016 WL

3369534 at 1 (SDNY May 2 2016) (awarding fee representing a 39 multiplier) Davis 827 F

Supp 2d at 185 (awarding fee representing multiplier of 53 which was ldquonot atypicalrdquo in similar

cases) Credit Suisse slip op at 4 (awarding fee representing a multiplier of 47) Comverse 2010

WL 2653354 at 5 (awarding fee representing 278 multiplier) Telik 576 F Supp 2d at 590 (ldquoIn

contingent litigation lodestar multiples of over 4 are routinely awarded by courts including this

reasonable here See In re Merrill Lynch amp Co Inc Research Reports Sec Litig No 02 MDL 1484 (JFK) 2007 WL 313474 at 22 (SDNY Feb 1 2007) (approving counselrsquos hourly rates)

7 The Supreme Court and other courts have held that the use of current rates is proper since such rates compensate for inflation and the loss of use of funds See Jenkins 491 US at 283-84

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 20 of 34

- 12 - 1308528_1

Courtrdquo) In re Bisys Sec Litig No 04 Civ 3840 (JSR) 2007 WL 2049726 at 3 (SDNY July

16 2007) (awarding 30 fee representing a 299 multiplier and finding that the multiplier ldquofalls well

within the parameters set in this district and elsewhererdquo) In re AremisSoft Corp Sec Litig 210

FRD 109 135 (DNJ 2002) (43 multiplier was appropriate in light of the contingency risk and

the quality of the result achieved) Maley 186 F Supp 2d at 369 (awarding fee equal to a 465

multiplier which was ldquowell within the range awarded by courts in this Circuit and courts throughout

the countryrdquo)

The lodestarmultiplier is to be used merely as a cross-check on reasonableness To find

otherwise undermines the principles supporting the percentage approach and encourages needless

lodestar-building litigation See In re Ikon Office Sols Inc 194 FRD 166 196 (ED Pa 2000)

(ldquoThe court will not reduce the requested award simply for the sake of doing so when every other

factor ordinarily considered weighs in favor of approving class counselrsquos request of thirty percentrdquo)

Lead Counsel invested substantial time and effort prosecuting this Litigation against Defendants to a

successful completion The requested fee therefore is manifestly reasonable whether calculated as

a percentage of the fund or in relation to Lead Counselrsquos lodestar Moreover as discussed below

each of the factors cited by the Second Circuit in Goldberger also strongly supports a finding that the

requested fee is reasonable

E The Relevant Factors Confirm that the Requested Fee Is Reasonable

In Goldberger the Second Circuit explained that whether the court uses the percentage-of-

the-fund method or the lodestar approach it should continue to consider the traditional criteria that

reflect a reasonable fee in common fund cases including

bull the time and labor expended by counsel

bull the risks of the litigation

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 21 of 34

- 13 - 1308528_1

bull the magnitude and complexity of the litigation

bull the requested fee in relation to the settlement

bull the quality of representation and

bull public policy considerations

Goldberger 209 F3d at 50 Consideration of these factors demonstrates that the requested fee is fair

and reasonable

1 The Time and Labor Expended by Counsel

Lead Counsel has expended substantial time and effort pursuing the Litigation on behalf of

the Class Since the Litigation commenced Lead Counsel and its paraprofessionals devoted over

2200 hours to prosecuting the Classrsquo claims As detailed in the Rosen Declaration submitted

herewith Lead Counsel among other things

bull conducted an extensive factual investigation relating to Defendantsrsquo conduct and the tax avoidance scheme

bull researched the law relevant to the claims asserted including Brazilian tax laws and Defendantsrsquo potential defenses thereto and drafted detailed complaints

bull drafted an opposition to Defendantsrsquo motions to dismiss the Consolidated Complaint

bull consulted with Brazilian attorneys regarding the unique issues raised in the Litigation

bull consulted with experts and consultants in the areas of damages and market efficiency

bull participated in lengthy armrsquos-length settlement negotiations and mediation with Defendants and

bull negotiated and drafted the Stipulation and exhibits thereto as well as the motion for preliminary approval of the Settlement

Rosen Decl parapara3-31 Moreover Lead Counsel with the assistance of its damages expert and in-

house damages consultant prepared the proposed Plan of Allocation Throughout the Litigation

Lead Counsel staffed the matter efficiently and avoided any unnecessary duplication of effort Lead

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 22 of 34

- 14 - 1308528_1

Counselrsquos work in the Litigation will not end with the Courtrsquos approval of the Settlement

Additional hours and resources will necessarily be expended assisting Members of the Class with the

completion and submission of their Proof of Claim and Release forms shepherding the claims

process and responding to Class Member inquiries See Aponte v Comprehensive Health Mgmt

No 10 Civ 4825 (JLC) 2013 WL 1364147 at 6 (SDNY Apr 2 2013) The significant amount

of time and effort devoted to this case by Lead Counsel to obtain a $15 million recovery confirms

that the 25 fee request is reasonable

2 The Risks of the Litigation

a The Contingent Nature of Lead Counselrsquos

Representation Supports the Requested Fee

The risk undertaken in the litigation is often considered the most important Goldberger

factor Goldberger 209 F3d at 54 Comverse 2010 WL 2653354 at 5 Telik 576 F Supp 2d at

592 The Second Circuit has recognized that the risk associated with a case undertaken on a

contingent fee is an important factor in determining an appropriate fee award

No one expects a lawyer whose compensation is contingent upon his success to charge when successful as little as he would charge a client who in advance had agreed to pay for his services regardless of success Nor particularly in complicated cases producing large recoveries is it just to make a fee depend solely on the reasonable amount of time expended

Detroit v Grinnell Corp 495 F2d 448 470 (2d Cir 1974) ldquoLittle about litigation is risk-free and

class actions confront even more substantial risks than other forms of litigationrdquo Teachersrsquo Ret Sys

v ACLN Ltd No 01-CV-11814 (MP) 2004 WL 1087261 at 3 (SDNY May 14 2004) Am

Bank Note 127 F Supp 2d at 433 (concluding it is ldquoappropriate to take this [contingent fee] risk

into account in determining the appropriate fee to awardrdquo) In re Prudential Sec Ltd Prsquoships Litig

985 F Supp 410 417 (SDNY 1997) (ldquoNumerous courts have recognized that the attorneyrsquos

contingent fee risk is an important factor in determining the fee awardrdquo) This risk encompasses not

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 23 of 34

- 15 - 1308528_1

just the risk of no payment but also the risk of underpayment See In re Contrsquol Ill Sec Litig 962

F2d 566 569-70 (7th Cir 1992) (reversing district courtrsquos fee award where court failed to account

for among other things risk of underpayment to counsel) When considering the reasonableness of

attorneysrsquo fees in a contingency action the court should consider the risks of the litigation at the time

the suit was brought See Goldberger 209 F3d at 55 In re Sadia SA Sec Litig No 08 Civ 9528

(SAS) 2011 WL 6825235 at 3 (SDNY Dec 28 2011)

The reasonableness of the requested fee is also supported by an evaluation of the risks

undertaken by Lead Counsel in prosecuting this class action Lead Counsel undertook this Litigation

on a wholly-contingent fee basis investing a substantial amount of time and money to prosecute this

very risky action without a guarantee of compensation or even the recovery of expenses Unlike

Defendantsrsquo counsel who are paid substantial hourly rates and reimbursed for their expenses on a

regular basis Lead Counsel has not been compensated for any time or expenses since this case

began and would have received no compensation or even payment of its expenses had this case not

been successful

From the outset Lead Counsel understood that it was embarking on a complex expensive

and lengthy litigation with no guarantee of ever being compensated for investing the time and money

the case would require In undertaking that responsibility Lead Counsel was obligated to assure that

sufficient attorney and paraprofessional resources were dedicated to prosecuting the Litigation and

that funds were available to compensate staff and to pay for the considerable costs which a case such

as this entails Under these circumstances the financial burden on contingent-fee counsel is far

greater than on a firm that is paid on an ongoing basis

In addition to advancing litigation expenses Lead Counsel faced the possibility that it would

receive no attorneysrsquo fees It is wrong to presume that a law firm handling complex contingent

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 24 of 34

- 16 - 1308528_1

litigation always wins There are numerous instances where in contingent cases such as this one

plaintiffrsquos counsel have expended thousands of hours without receiving any compensation8

Losses in contingent-fee litigations especially those brought under the PSLRA are

exceedingly expensive Lead Counselrsquos assumption of the contingency fee risk strongly supports the

reasonableness of the requested fee See FLAG Telecom 2010 WL 4537550 at 27 (ldquoCourts in the

Second Circuit have recognized that the risk associated with a case undertaken on a contingent fee

basis is an important factor in determining an appropriate fee awardrdquo) In re Marsh ERISA Litig

265 FRD 128 148 (SDNY 2010) (ldquoThere was significant risk of non-payment in this case and

Plaintiffsrsquo Counsel should be rewarded for having borne and successfully overcome that riskrdquo)

b Litigation Risks

While Lead Plaintiff remains confident in its ability to prove its claims and that once the

truth was revealed Class Members suffered legally cognizable losses on their purchases of Gerdau

ADRs during the Class Period it recognizes that its ability to prove liability was far from certain

Rosen Decl parapara33-35 As detailed in the Rosen Declaration and in the Settlement Memorandum

Defendants raised numerous challenges to the materiality scienter and loss causation elements of

8 The risk of no recovery in complex cases of this type is real and is heightened when lead counsel press to achieve the very best result for those they represent There are numerous class actions in which lead counsel expended thousands of hours and yet received no remuneration despite their diligence and expertise See eg Hubbard v BankAtlantic Bancorp Inc 688 F3d 713 725 (11th Cir 2012) (affirming judgment as a matter of law following jury verdict partially in plaintiffsrsquo favor) In re Oracle Corp Sec Litig No C 01-00988-SI 2009 WL 1709050 (ND Cal June 19 2009) affrsquod 627 F3d 376 (9th Cir 2010) (court granted summary judgment for defendants after eight years of litigation after plaintiffsrsquo counsel incurred over $7 million in expenses and worked over 100000 hours representing a lodestar of approximately $40 million) In re JDS Uniphase

Corp Sec Litig No C-02-1486 CW (EDL) 2007 WL 4788556 at 1 (ND Cal Nov 27 2007) (jury verdict for defendants) Robbins v Koger Props 116 F3d 1441 1449 (11th Cir 1997) (jury verdict of $81 million for plaintiffs against an accounting firm reversed on appeal on loss causation grounds and judgment entered for defendant) Anixter v Home-Stake Prod Co 77 F3d 1215 1233 (10th Cir 1996) (Tenth Circuit overturned securities fraud class action jury verdict for plaintiffs in case filed in 1973 and tried in 1988 on basis of 1994 Supreme Court opinion)

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 25 of 34

- 17 - 1308528_1

Lead Plaintiffrsquos claims under the federal securities laws The Individual Defendants also challenged

this Courtrsquos personal jurisdiction over them Obtaining documents and testimony from witnesses in

Brazil would be expensive if possible at all Therefore there was a question whether Lead Plaintiff

would ultimately be able to prove that Defendants who could be sued in this Court acted knowingly

or recklessly made materially false or misleading statements or omissions as required

With respect to proving loss causation Defendants would continue to argue that the declines

in Gerdaursquos ADR price were caused by factors other than Lead Plaintiffrsquos alleged corrective

disclosures Id para369 Defendants would never concede their liability and if their motions to

dismiss were denied would continue to press their defenses at summary judgment and trial Lead

Plaintiff also faced the risk that the Court would deny its motion to certify the Class if the Litigation

reached that stage

c Risk as to Damages

Whether Lead Plaintiff could prove damages also was unsettled Defendants strenuously

disagreed with Lead Plaintiffrsquos damages theories and estimates In order for the Class to recover

damages at the level estimated by Lead Counselrsquos expert it would need to prevail on each and every

one of the claims alleged for the entirety of the Class Period The damage assessments of the

partiesrsquo respective trial experts would be sure to vary substantially and trial would become a ldquobattle

of expertsrdquo The outcome of such battles is never predictable and there existed the very real

possibility that a jury could be swayed by experts for Defendants to minimize the Classrsquo losses or to

show that the losses were attributable to factors other than the alleged misstatements and omissions

Thus even if Lead Plaintiff prevailed as to liability at trial the judgment obtained could well have

been only a fraction of the damages claimed

9 Another litigation risk for Lead Plaintiff was the proper length of the Class Period Id

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 26 of 34

- 18 - 1308528_1

3 The Magnitude and Complexity of the Litigation

The complexity of the litigation is another factor examined by courts evaluating the

reasonableness of attorneysrsquo fees requested by class counsel See Chatelain v Prudential-Bache

Sec 805 F Supp 209 216 (SDNY 1992) It is widely recognized that ldquoshareholder actions are

notoriously complex and difficult to proverdquo See In re Bayer AG Sec Litig No 03 Civ 1546

(WHP) 2008 WL 5336691 at 5 (SDNY Dec 15 2008) see also FLAG Telecom 2010 WL

4537550 at 27 ldquo[S]ecurities actions have become more difficult from a plaintiffrsquos perspective in

the wake of the PSLRArdquo Ikon 194 FRD at 194 see also In re AOL Time Warner Inc Sec amp

ldquoERISArdquo Litig No MDL 1500 2006 WL 903236 at 9 (SDNY Apr 6 2006) (ldquo[T]he legal

requirements for recovery under the securities laws present considerable challenges particularly

with respect to loss causation and the calculation of damages These challenges are exacerbated

where a number of controlling decisions have recently shed new light on the standard for loss

causationrdquo) This case was no exception As described in greater detail in the accompanying

Settlement Memorandum and the Rosen Declaration this Litigation involved a number of difficult

and complex questions concerning liability of foreign defendants and loss causation that would have

required extensive additional efforts by Lead Counsel and further consultation with Brazilian law

tax accounting and economic experts

The trial of liability issues alone would have involved substantial attorney and expert time

the introduction of voluminous documentary and deposition evidence which would require

translation vigorously contested motions and the considerable expenditures of judicial resources

Because this case revolved around ldquodifficult complex hotly disputed and expert-intensive issuesrdquo

this factor favors awarding a 25 fee City of Providence 2014 WL 1883494 at 16

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 27 of 34

- 19 - 1308528_1

4 The Quality of Representation Supports the Requested Fee

The quality of the representation by Lead Counsel is another important factor that supports

the reasonableness of the requested fee Lead Counsel submits that the quality of the representation

here is best evidenced by the quality of the result achieved See Settlement Memorandum at 18-19

see also FLAG Telecom 2010 WL 4537550 at 28 Bisys 2007 WL 2049726 at 3 It took a great

deal of skill to achieve a settlement at this level in this particular case Lead Counsel is a nationally

known leader in the fields of securities class actions and complex litigation This is attributable to

the diligence determination hard work and reputation of counsel who developed litigated and

successfully negotiated the Settlement of this Litigation and a substantial immediate cash recovery in

a very difficult case without the risk of further litigation See Teachersrsquo Ret Sys 2004 WL

1087261 at 6

Finally courts repeatedly recognize that the quality of the opposition faced by plaintiffsrsquo

counsel should also be taken into consideration in assessing the quality of counselrsquos performance

See eg BioScrip 2017 US Dist LEXIS 118881 at 73 (ldquo[O]pposing counsel in this case was

itself highly skilled a factor courts have considered in approving feesrdquo) Marsh ERISA 265 FRD

at 148 (ldquoThe high quality of defense counsel opposing Plaintiffsrsquo efforts further proves the caliber of

representation that was necessary to achieve the Settlementrdquo) Veeco 2007 WL 4115808 at 7

(among the factors supporting a 30 award of attorneysrsquo fees was that defendants were represented

by ldquoone of the countryrsquos largest law firmsrdquo) Here Defendants are represented by lawyers from

Skadden Arps Slate Meagher amp Flom LLP and Kramer Levin Naftalis amp Frankel LLP highly

respected law firms who presented very skilled defenses and spared no effort in representing their

clients Notwithstanding this formidable opposition Lead Counselrsquos ability to present a strong case

and to demonstrate its willingness to continue to vigorously prosecute the Litigation through trial

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 28 of 34

- 20 - 1308528_1

and then inevitable appeals enabled Lead Counsel to achieve a very favorable Settlement for the

benefit of the Class

5 Public Policy Considerations

A strong public policy concern exists for rewarding firms for bringing successful securities

litigation See FLAG Telecom 2010 WL 4537550 at 29 (if the ldquoimportant public policy [of

enforcing the securities laws] is to be carried out the courts should award fees which will adequately

compensate Lead Counsel for the value of their efforts taking into account the enormous risks they

undertookrdquo) Maley 186 F Supp 2d at 373 (ldquoIn considering an award of attorneyrsquos fees the public

policy of vigorously enforcing the federal securities laws must be consideredrdquo) Hicks 2005 WL

2757792 at 9 (ldquolsquoTo make certain that the public is represented by talented and experienced trial

counsel the remuneration should be both fair and rewardingrsquordquo) (citation omitted) Accordingly

public policy favors granting Lead Counselrsquos fee and expense application here

6 The Classrsquo Reaction to the Fee Request to Date Supports the

Requested Fee

To date the Claims Administrator has sent over 36900 copies of the Notice to potential

Class Members and nominees informing them inter alia that Lead Counsel intended to apply to the

Court for an award of attorneysrsquo fees in an amount not to exceed 25 of the total recovery plus

expenses not to exceed $200000 plus interest on both amounts10 The time to object to the fee

request expires on September 29 2017 To date just one week before the objection deadline not a

single objection to the fee and expense amounts set forth in the Notice has been received Such a

ldquolow level of objection is a lsquorare phenomenonrsquordquo In re Rite Aid Corp Sec Litig 396 F3d 294 305

(3d Cir 2005) (citation omitted) Moreover ldquoa significant number of investors in the class were

10 See Declaration of Carole K Sylvester Regarding Notice Dissemination Publication and Requests for Exclusion Received to Date para11 and Ex A (ldquoSylvester Declrdquo) submitted herewith

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 29 of 34

- 21 - 1308528_1

lsquosophisticatedrsquo institutional investors that had considerable financial incentive to object [to the

settlement] had they believed [the settlement was unfair or] the requested fees were excessiverdquo Id

Additionally the Lead Plaintiff supports the fee request See Chicago Police Decl para17 The fact

that no objections were received is compelling evidence of the fairness of the fee request

IV LEAD COUNSELrsquoS EXPENSES WERE REASONABLY INCURRED AND

NECESSARY TO THE PROSECUTION OF THIS LITIGATION

Lead Counsel also respectfully requests an award of $16273405 in expenses incurred while

prosecuting the Litigation Lead Counsel has submitted a declaration regarding these modest

expenses which are properly recovered by counsel See accompanying Robbins Geller Decl See

eg In re China Sunergy Sec Litig No 07 Civ 7895 (DAB) 2011 WL 1899715 at 6 (SDNY

May 13 2011) (in a class action attorneys should be compensated ldquofor reasonable out-of-pocket

expenses incurred and customarily charged to their clients as long as they were lsquoincidental and

necessary to the representationrsquordquo) (citation omitted) FLAG Telecom 2010 WL 4537550 at 30 (ldquoIt

is well accepted that counsel who create a common fund are entitled to the reimbursement of

expenses that they advanced to a classrdquo) In re Indep Energy Holdings PLC Sec Litig 302

F Supp 2d 180 183 n3 (SDNY 2003) (court may compensate class counsel for reasonable

expenses necessary to the representation of the class)

Counselrsquos expenses include the costs of hiring experts and consultants travel mediating the

Classrsquo claims and computerized research A complete breakdown by category of the expenses

incurred is set forth in the Robbins Geller Declaration These expenses were critical to Lead

Plaintiffrsquos success in achieving the Settlement See Global Crossing 225 FRD at 468 (ldquoThe

expenses incurred ndash which include investigative and expert witnesses filing fees service of process

travel legal research and document production and review ndash are the type for which lsquothe paying

armsrsquo length marketrsquo reimburses attorneys [f]or this reason they are properly chargeable to the

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 30 of 34

- 22 - 1308528_1

Settlement fundrdquo) Not a single objection to the expense amount set forth in the Notice has been

received Accordingly Lead Counsel respectfully requests payment for these expenses plus interest

earned on such amount at the same rate as that earned by the Settlement

V LEAD PLAINTIFF SHOULD BE AWARDED ITS REASONABLE TIME

AND EXPENSES UNDER 15 USC sect78u-4(a)(4)

Lead Plaintiff seeks approval for an award of $3765 for the time it spent directly relating to

its representation of the Class The PSLRA specifically provides that an ldquoaward of reasonable costs

and expenses (including lost wages) directly relating to the representation of the classrdquo may be made

to ldquoany representative party serving on behalf of a classrdquo 15 USC sect78u-4(a)(4)

The Lead Plaintiff dedicated time to the Litigation by reviewing significant pleadings and

briefs in the Litigation communicating regularly with Lead Counsel and monitoring the progress of

settlement negotiations See Chicago Police Decl para20 Numerous courts have approved reasonable

awards to compensate lead plaintiffs for the time and effort they spent on behalf of a class See

Kinross Gold 2015 US Dist LEXIS 181932 at 14 (awarding $1680011 to lead plaintiff and

additional named plaintiffs ldquoto compensate them for their reasonable costs and expenses directly

relating to their representation of the Classrdquo) In re Intercept Pharms Inc Sec Litig No 114-cv-

01123-NRB slip op at 1 (SDNY Oct 20 2016) (awarding $527500 and $740125 to lead

plaintiffs ldquodirectly relating to the representation of the Classrdquo) Hicks 2005 WL 2757792 at 10

(ldquoCourts in this Circuit routinely award such costs and expenses both to reimburse the named

plaintiffs for expenses incurred through their involvement with the action and lost wages as well as

to provide an incentive for such plaintiffs to remain involved in the litigation and to incur such

expenses in the first placerdquo)

Lead Plaintiff took an active role with the prosecution of the Litigation These are precisely

the types of activities that courts have found to support awards to class representatives See eg In

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 31 of 34

- 23 - 1308528_1

re Am Intrsquol Grp Inc No 04 Civ 8141 (DAB) 2010 WL 5060697 at 3 (SDNY Dec 2 2010)

(granting PSLRA award of $30000 to institutional lead plaintiffs ldquoto compensate them for the time

and effort they devoted on behalf of a classrdquo) FLAG Telecom 2010 WL 4537550 at 31 (approving

award of $100000 to lead plaintiff for time spent in the litigation) Veeco 2007 WL 4115808 at 12

(characterizing such awards as ldquolsquoroutine[]rsquordquo in this Circuit) (citation omitted)

The Notice sufficiently informed potential Class Members that such expenses would be

sought Sylvester Decl Ex A at 2 The modest request by Lead Plaintiff is supported by

declaration is reasonable and fully justified under the PSLRA and should be granted There have

been no objections to this request

VI CONCLUSION

Based on the foregoing and the entire record herein Lead Counsel respectfully requests that

the Court award attorneysrsquo fees of 25 of the $15 million recovery plus expenses in the amount of

$16273405 plus interest on both amounts and $3765 to Lead Plaintiff

DATED September 22 2017 Respectfully submitted

s Ellen Gusikoff Stewart

Henry Rosen Ellen Gusikoff Stewart Susannah R Conn ROBBINS GELLER RUDMAN amp DOWD LLP 655 West Broadway Suite 1900 San Diego CA 92101 Telephone 619231-1058 619231-7423 (fax) henryrrgrdlawcom ellengrgrdlawcom sconnrgrdlawcom

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 32 of 34

- 24 - 1308528_1

Samuel H Rudman David A Rosenfeld ROBBINS GELLER RUDMAN amp DOWD LLP 58 South Service Road Suite 200 Melville NY 11747 Telephone 631367-7100 631367-1173 (fax) srudmanrgrdlawcom drosenfeldrgrdlawcom

Christopher C Gold ROBBINS GELLER RUDMAN amp DOWD LLP 120 East Palmetto Park Road Suite 500 Boca Raton FL 33432 Telephone 561750-3000 561750-3364 (fax) cgoldrgrdlawcom

Lead Counsel for Plaintiff

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 33 of 34

CERTIFICATE OF SERVICE

I Ellen Gusikoff Stewart hereby certify that on September 22 2017 I caused a true and

correct copy of the attached

Memorandum of Law in Support of Lead Counselrsquos Motion for an Award of Attorneysrsquo Fees and Expenses and Award to Lead Plaintiff Pursuant to 15 USC sect78u-4(a)(4)

to be electronically filed with the Clerk of the Court using the CMECF system which will send

notification of such public filings to all counsel registered to receive such notice

s Ellen Gusikoff Stewart

ELLEN GUSIKOFF STEWART

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 34 of 34

EXHIBIT 1

Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 1 of 5

UNITED STATES DISTRICT COURTSOUTHERN DISTRICT OF NEW YORK

xZUBAIR PATEL Individually and on Behalf of All Others Similarly Situated

Plaintiff

vs

L-3 COMMUNICATIONS HOLDINGS INC et al

Defendants

x

Civil Action No 114-cv-06038-VEC(Consolidated)

CLASS ACTION

REVISED [PROPOSED] ORDER AWARDING ATTORNEYSrsquo FEES AND EXPENSES AND AWARDS TO LEAD PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 1 of 4

81717

USDC SDNY DOCUMENT ELECTRONICALLY FILED DOC DATE FILED

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 1 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 2 of 5

- 1 -

This matter having come before the Court on August 16 2017 on the motion of Lead

Counsel for an award of attorneysrsquo fees and expenses (the ldquoFee Motionrdquo) the Court having

considered all papers filed and proceedings conducted herein having found the Settlement of this

Litigation to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Stipulation of Settlement

dated February 22 2017 (the ldquoStipulationrdquo) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 Notice of Lead Counselrsquos Fee Motion was given to all Class Members who could be

located with reasonable effort The form and method of notifying the Class of the Fee Motion met

the requirements of Rule 23 of the Federal Rules of Civil Procedure and 15 USC sect78u-4(a)(7) the

Securities Exchange Act of 1934 as amended by the Private Securities Litigation Reform Act of

1995 due process and any other applicable law constituted the best notice practicable under the

circumstances and constituted due and sufficient notice to all persons and entities entitled thereto

4 The Court hereby awards Lead Counsel attorneysrsquo fees of 25 of the Settlement

Fund (or $8625000) plus expenses in the amount of $47598074 together with the interest earned

on both amounts for the same time period and at the same rate as that earned on the Settlement Fund

until paid The Court finds that the amount of fees awarded is appropriate and that the amount of

fees awarded is fair and reasonable under the ldquopercentage-of-recoveryrdquo method

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 2 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 2 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 3 of 5

- 2 -

5 The fees and expenses shall be allocated amongst Lead Plaintiffsrsquo Counsel in a

manner that Lead Counsel in good faith believes reflects the contributions of such counsel to the

prosecution and settlement of the Litigation

6 The awarded attorneysrsquo fees and expenses and interest earned thereon shall be paid to

Lead Counsel subject to the terms conditions and obligations of the Stipulation and in particular

para62 thereof which terms conditions and obligations are incorporated herein

7 In making this award of fees and expenses to Lead Counsel the Court has considered

and found that

(a) the Settlement has created a fund of $34500000 in cash that is already on

deposit and numerous Class Members who submit or have submitted valid Proof of Claim and

Release forms will benefit from the Settlement created by Lead Counsel

(b) over 47000 copies of the Notice were disseminated to Class Members

indicating that Lead Counsel would move for attorneysrsquo fees in the amount of 25 of the Settlement

Fund and for expenses in an amount not to exceed $600000 and no objections to the fees or

expenses were filed by Class Members

(c) Lead Counsel has pursued the Litigation and achieved the Settlement with

skill perseverance and diligent advocacy

(d) Lead Counsel has expended substantial time and effort pursuing the Litigation

on behalf of the Class

(e) Lead Counsel pursued the Litigation on a contingent basis having received no

compensation during the Litigation and any fee amount has been contingent on the result achieved

(f) the Litigation involves complex factual and legal issues and in the absence of

settlement would involve lengthy proceedings whose resolution would be uncertain

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 3 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 3 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 4 of 5

- 3 -

(g) had Lead Counsel not achieved the Settlement there would remain a

significant risk that the Class may have recovered less or nothing from Defendants

(h) Lead Counsel has devoted over 8500 hours with a lodestar value of

$439142350 to achieve the Settlement

(i) public policy concerns favor the award of reasonable attorneysrsquo fees and

expenses in securities class action litigation and

(j) the attorneysrsquo fees and expenses awarded are fair and reasonable and

consistent with awards in similar cases within the Second Circuit

8 Any appeal or any challenge affecting this Courtrsquos approval regarding the Fee Motion

shall in no way disturb or affect the finality of the Judgment entered with respect to the Settlement

9 Pursuant to 15 USC sect78u-4(a)(4) the Court awards the following amounts to Lead

Plaintiffs for the time they spent directly related to their representation of the Class $39000 to City

of Pontiac General Employeesrsquo Retirement System $86000 to Local 1205 Pension Plan and

$100000 to City of Taylor Police and Fire Retirement System

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this Order shall be

rendered null and void to the extent provided in the Stipulation and shall be vacated in accordance

with the Stipulation

IT IS SO ORDERED

DATED ______________________ ________________________________________THE HONORABLE VALERIE E CAPRONIUNITED STATES DISTRICT JUDGE

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 4 of 4

August 17 2017

___________________________________________ _________E HONORABLE VALEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEERIE E CA

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 4 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 5 of 5

EXHIBIT 2

Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 1 of 10

rus1$$i)Ny I DOCUMENT

ELECTRONICALLY FILED DOC

SOUTHERN DISTRICT OF NEW YORK

UNITED STATES DISTRICT COURT

d a t e b Z l セ e セ d M Z セ セ セ ャ M セ------------------___________ x セ セ セ セ セ セ セ ] ] セ セ セ セ

LAND MEN PARTNERS INC Individually Civil Action No 08-cv-03601-HBshy

and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff FINAL JUDGMENT AND ORDER OF

vs DISMISSAL WITH PREJUDICE

THE BLACKSTONE GROUP LP et aI

Defendants

---------------------------------x

This matter came before the Court for hearing pursuant to the Order Preliminarily Approving

Settlement and Providing for Notice to the Class (Notice Order) dated August 30 2013 on the

unopposed application ofLead Plaintiffs for approval of the Settlement set forth in the Settlement

Agreement dated August 28 2013 (Stipulation) and following a hearing on December 18 2013

Due and adequate notice having been given to the Class as required in said Order and the Court

having considered all papers filed and proceedings had herein and otherwise being fully informed in

the premises and good cause appearing therefor

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Final Judgment incorporates by reference the definitions in the Stipulation and

all terms used herein shall have the same meanings as set forth in the Stipulation unless otherwise

set forth herein

2 This Court has jurisdiction over the subject matter ofthe Action and over all Settling

Parties to the Action including all members of the Class

3 For purposes ofthis Judgment as certified by the Court s August 13 2013 Order the

Class is defined as all Persons who purchased the common units of The Blackstone Group LP

(Blackstone) in Blackstones initial public offering (IPO) or in the open market on the New

- 1 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 1 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 2 of 10

York Stock Exchange between June 21 2007 and March 12 2008 inclusive and who sustained

compensable damages in connection with any such purchase of Blackstone units pursuant to

Sections 11 and 15 of the Securities Act of 1933

Excluded from the Class are (i) the persons who submitted valid and timely requests for

exclusion from the Class who are listed on Exhibit A hereto (ii) Defendants (iii) members of the

immediate family ofeach ofthe Defendants (iv) any Person that acted as an underwriter ofthe IPO

(v) any natural Person who sold Blackstone common units to the public in the IPO or who serves or

served as an officer or director ofBlackstone or as a partner of any predecessor to Blackstone the

members of the immediate families ofany such persons and any entity in which any ofDefendants

have or had a controlling interest and (vi) the legal representatives agents affiliates heirs

successors-in-interest or assigns of any such excluded Person (collectively Excluded Persons)

For the avoidance of doubt the Excluded Persons are excluded from the Class only to the

extent they purchased Blackstone common units in the IPO for their own account and not for or on

behalf of a third-party customer or for resale to customers Further to the extent that any of the

Excluded Persons was a statutory seller who resold the Blackstone common units to a third-party

customer client account fund trust or employee benefit plan that otherwise falls within the Class

or purchased Blackstone common units in a fiduciary capacity or otherwise on behalf ofany thirdshy

party customer client account fund trust or employee benefit plan that falls within the Class the

Excluded Person is excluded from the Class but the third-party customer client account fund trust

or employee benefit plan is not excluded from the Class with respect to such purchases of

Blackstone common units

4 For purposes of this Judgment as certified by the Courts August 132013 Order

Lead Plaintiffs Martin Litwin and Francis Brady are Class Representatives and Lead Counsel

- 2 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 2 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 3 of 10

Robbins Geller Rudman amp Dowd LLP and Brower Piven A Professional Corporation are Class

Counsel

5 Pursuant to Federal Rule of Civil Procedure 23 this Court hereby approves the

Settlement set forth in the Stipulation and finds that the Settlement is in all respects fair reasonable

and adequate to the Class There are no objections to the proposed Settlement

6 Pursuant to Rule 23 of the Federal Rules ofCivil Procedure the Court finds that the

Stipulation and Settlement are fair reasonable and adequate as to each ofthe Settling Parties and

that the Stipulation and Settlement are hereby finally approved in all respects and the Settling

Parties are hereby directed to perform its terms

7 Accordingly the Court authorizes and directs implementation of all the terms and

provisions of the Stipulation as well as the terms and provisions hereof The Court hereby

dismisses as to Defendants the Action and all Released Claims ofthe Class with prejudice without

costs as to any Settling Party except as and to the extent provided in the Stipulation and herein

8 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

shall and each of the Class Members shall be deemed to have and by operation ofthis Judgment

shall have fully finally and forever released relinquished and discharged all Released Claims

against the Released Persons whether or not such Class Member executes and delivers the Proof of

Claim and Release

9 Upon the Effective Date hereof and as provided in the Stipulation each of the

Released Persons shall be deemed to have and by operation of this Judgment shall have fully

finally and forever released relinquished and discharged Lead Plaintiffs each and all of the Class

Members Lead Counsel and Abraham Fruchter amp Twersky LLP from all claims (including without

- 3 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 3 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 4 of 10

limitation Unknown Claims) arising out of relating to or in connection with the institution

prosecution assertion settlement or resolution of the Action

10 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

and each of the Class Members who have not validly opted out of the Class and their respective

predecessors successors agents representatives attorneys and affiliates and the respective heirs

executors administrators successors and assigns of each of them directly or indirectly

individually derivatively representatively or in any other capacity shall be deemed to have and by

operation of the Judgment shall have fully finally and forever released relinquished and

discharged against the Released Persons (whether or not such Class Members execute and deliver

the Proof of Claim and Release forms) any and all Released Claims (including without limitation

Unknown Claims) as well as any claims arising out of relating to or in connection with the

defense settlement or resolution of the Action or the Released Claims

11 Upon the Effective Date Lead Plaintiffs and each of the Class Members who have

not validly opted out of the Class and their respective predecessors successors agents

representatives attorneys and affiliates and the respective heirs executors administrators

successors and assigns of each of them directly or indirectly individually derivatively

representatively or in any other capacity shall be permanently barred and enjoined from the

assertion institution maintenance prosecution or enforcement against any Released Person in any

state or federal court or arbitral forum or in the court of any foreign jurisdiction of any and all

Released Claims (including without limitation Unknown Claims) as well as any claims arising out

of relating to or in connection with the defense settlement or resolution of the Action or the

Released Claims

- 4 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 4 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 5 of 10

12 The Notice ofProposed Settlement ofClass Action (Notice) given to the Class in

accordance with the Notice Order entered on August 30 2013 was the best notice practicable under

the circumstances including the individual notice to all members of the Class who could be

identified through reasonable effort ofthe proceedings and ofthe matters set forth therein including

the proposed Settlement set forth in the Stipulation the proposed Plan of Distribution of the

proceeds ofthe Settlement set forth in the Notice Lead Counsels application for attorneys fees and

reimbursement of expenses and Lead Plaintiffs request for an award of reasonable costs and

expenses relating to their representation of the Class and said Notice and notice procedures fully

satisfied the requirements of Federal Rule of Civil Procedure 23 the Private Securities Litigation

Reform Act of 1995 and the requirements of due process There are no objections to the Notice

andor notice procedures

13 The Court hereby approves the Plan ofDistribution as set forth in the Notice as fair

and equitable The Court directs Lead Counsel to proceed with processing Proofs ofClaim and the

administration of the Settlement pursuant to the terms of the Plan of Distribution and upon

completion ofthe claims processing procedure to present to this Court a proposed final distribution

order for the distribution of the Net Settlement Fund to eligible Class Members as provided in the

Stipulation and the Plan of Distribution There are no objections to the Plan of Distribution

14 The Court hereby awards Lead Counsel attorneys fees equal to 3333 percent of

the Settlement Fund (including interest accrued thereon) and litigation expenses in the amount of

$104700577 with interest to accrue thereon at the same rate and for the same periods as has

accrued by the Settlement Fund from the date ofthis Judgment to the date ofactual payment of said

attorneys fees and expenses to Lead Counsel as provided in the Stipulation The Court finds the

amount of attorneys fees awarded herein are fair and reasonable based on (a) the work performed

- 5 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 5 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 6 of 10

and costs incurred by Lead Counsel (b) the complexity ofthe case (c) the risks undertaken by Lead

Counsel and the contingent nature of their employment (d) the quality of the work performed by

Lead Counsel in this Action and their standing and experience in prosecuting similar class action

securities litigation (e) awards to successful plaintiffs counsel in other similar litigation (f) the

benefits achieved for Class Members through the Settlement and (g) the absence ofany objections

from any Class Members to either the application for an award ofattorneys fees or expenses to Lead

Counsel

15 The Court also fmds that the requested expenses are proper as the expenses incurred

by Lead Counsel including the costs ofexperts were reasonable and necessary in the prosecution of

this Action on behalf of Class Members There are no objections to Lead Counsels application for

reimbursement of their expenses

16 The Court approves payment of$1500000 to Lead Plaintiff Martin Litwin for his

reasonable time and expenses (including lost wages) relating to their representation of the Class

Such payment shall be paid out of the Settlement Fund There are no objections to Lead Plaintiff

Litwins application for reimbursement ofhis costs and expenses

17 All fees and expenses awarded or allowed in this Judgment shall except as otherwise

expressly provided in the Stipulation be paid from the Settlement Fund

18 Lead Counsel may apply from time to time for any fees andor expenses incurred by

them solely in connection with the administration of the Settlement and distribution of the Net

Settlement Fund to Class Members which except as expressly provided in the Stipulation shall be

paid from the Settlement Fund

19 Neither appellate review nor modification ofthe Plan ofDistribution set forth in the

Notice nor any action in regard to the motion by Lead Counsel for attorneys fees andor expenses

- 6 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 6 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 7 of 10

and the award ofcosts and expenses to Lead Plaintiffs shall affect the fmality ofany other portion of

this Judgment nor delay the Effective Date ofthe Stipulation and each shall be considered separate

for the purposes of appellate review of this Judgment

20 Neither the Stipulation nor the Settlement contained therein nor any act performed or

document executed pursuant to or in furtherance of the Stipulation or the Settlement (a) is or may be

deemed to be or may be used as an admission of or evidence of the validity ofany Released Claim

or ofany wrongdoing or liability of the Released Persons or (b) is or may be deemed to be or may

be used as an admission of or evidence of any fault or omission of any of the Defendants or the

Released Persons in any civil criminal or administrative proceeding in any court administrative

agency or other tribunal Defendants andor the Released Persons may file the Stipulation andor

this Judgment from this Action in any other action in which they are parties or that may be brought

against them in order to support a defense claim or counterclaim based on principles of res

judicata collateral estoppel release good faith settlement judgment bar or reduction or any theory

of claim preclusion or issue preclusion or similar defense or counterclaim

21 Without affecting the finality ofthis Judgment in any way this Court hereby retains

continuing exclusive jurisdiction over (a) implementation of this Settlement and any award or

distribution of the Settlement Fund including interest earned thereon (b) disposition of the

Settlement Fund (c) hearing and determining applications for attorneys fees interest and expenses

in the Action (d) payment of taxes by the Settlement Fund (e) all Settling Parties hereto for the

purpose ofconstruing enforcing and administering the Stipulation and (f) any other matters related

to finalizing the Settlement and distribution of proceeds of the Settlement

22 In the event that the Settlement does not become effective in accordance with the

terms of the Stipulation or the Effective Date does not occur or in the event that the Settlement

- 7 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 7 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 8 of 10

Fund or any portion thereof is returned to Defendants then this Judgment shall be rendered null and

void to the extent provided by and in accordance with the Stipulation and shall be vacated and in

such event all orders entered and releases delivered in connection herewith shall be null and void to

the extent provided by and in accordance with the StipUlation

23 Without further order of the Court the Settling Parties may agree to reasonable

extensions of time to carry out any of the provisions of the Stipulation

24 The Court finds that during the course of the Action the Settling Parties and their

respective counsel at all times complied with the requirements of Rule 11 of the Federal Rules of

Civil Procedure

25 The Court directs immediate entry of this Final Judgment by the Clerk ofthe Court

DATED Ok 10 2 TEO aRABLE HAROLD A R JR

UNITED STATES DISTRICT JUDGE

- 8 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 8 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 9 of 10

EXHIBIT A

BLACKSTONE LIST OF EXCLUSIONS

Name

1 lINA HU

2 ESTATE OF ANTHONY J FABEC

3 WILLIAM PATTERSON

4 MARY AN N SHOTWELL

5 RICHARD A LEWIS

6 JOHN MERCADENTE JR

7 DOUGLAS BARHORST

8 PATRICIA G NORMAN

9 ESTATE OF RICHARD A NORMAN

10 ROBERT W DUER

11 ANIBAL MARRERO

12 RUSS D SONNIER

13 MARCUS E ampJOANNE R NORTH

14 SUZANNE EMETAROM

15 WILLIAM W amp FRANCES E MAIN

16 ANTHONY BRIENZA

17 SHU HAO HUANG

18 KENNETH 0 PARRIS

19 DUFF S MCEVERS

20 SHERRIE L FRANTZ

21 DEBBIE CRINK

22 MARK A SUMMERS

23 PAULINE MEYEROWITZ

24 ANDREW WAHL

City

OSHAWA

WILLOUGHBY HILLS

KINGS MOUNTAIN

VIRGILINA

BULLARD

READING

SIDNEY

KEARNEY

KEARNEY

ALTA LOMA

CORAL GABLES

NEW YORK

VICTORIA

WALNUT CREEK

ROBERTS

COLD SPRING HARBOR

SNOHOMISH

ATHENS

LAGUNA NIGUEL

EUGENE

OMAHA

MINNETRISTA

FT LAUDERDALE

SAN FRANCISCO

St Country セ

ON CA lIJ7C6

OH US 44094

NC US 28086

VA US 24598

TX US 75757

PA US 19606

OH US 45365

NE US 68845

NE US 68845

CA US 91701

FL US 33134

NY US 10150

TX US 77905

CA US 94595

MT US 59070

NY US 11724

WA US 98296

GA US 30604

CA US 92677

OR US 97404

NE US 68138

MN US 55364

FL US 33308

CA US 94115

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 9 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 10 of 10

EXHIBIT 3

Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 1 of 4

UNITED STATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

--------_____________________ x

THE BOARD OF TRUSTEES OF THE Civil Action No 09-cv-09333-KBF

OPERA TING ENGINEERS PENSION

TRUST on Behalf of Itself and All Others CLASS ACTION

Similarly Situated [PROPOSES] ORDER A WARDING

Plaintiffs ATTORNEYS FEES EXPENSES AND

CASE CONTRIBUTION A WARD TO LEAD

vs PLAINTIFF

JPMORGAN CHASE BANK NATIONAL

ASSOCIATIOt USDCSDNY

DOCUMENTDefendant

ELECTRONICALLY FILED ---------------- x DOC

DATE f M i l M e M d セ ャ エ i o B B B v エ M R B B G エ M ョ M B G Q G Q Q R P セ Q M S

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 1 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 2 of 4

This matter having come before the Court on November 19 2013 on the motion of Lead

Counsel for an award ofattorneys fees and expenses in the litigation and a case contribution award

to Lead Plaintiff the Court having considered all papers filed and proceedings condueted herein

having found the settlement of this Action to be fair reasonable and adequate and otherwise being

fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by referenee the definitions in the Stipulation of Settlement

dated August 16 2013 and all capitalized terms used but not defined herein shall have the same

meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto ineluding all members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount ofS47702453 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-reeovery method

4 The fees and expenses shall be allocated among Plaintiffs Counsel in a manner

which in Lead Counsels good-faith judgment ret1ects each such counsels contribution to the

institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Lead Counsel subject to the terms conditions and obligations of the

- 1 shy

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 2 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 3 of 4

Stipulation and in particular セ Q R R thereof which terms conditions and obligations are incorporated

herein

6 The Court hereby awards Lead Plaintiff Board ofTrustees of the Operating Engineers

Pension Trust $25000 for its time and expense in representing the Class This case contribution

award shall be paid to Lead Plaintiff on or after the Effective Date subject to the terms conditions

and obligations of the Stipulation and in particular セ R S thereof which terms conditions and

obligations are incorporated herein

IT IS SO ORDERED

THE HONORABLE KATHERINE B FORREST

UNITED STATES DISTRICT JUDGE

- 2

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 3 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 4 of 4

EXHIBIT 4

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 1 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

CITILINE HOLDINGS INC Individually Civil Action No 108-cv-03612-RJS and On Behalf of All Others Similarly Situated (Consolidated)

Plaintiff CLASS ACTION

vs

ISTAR FINANCIAL INC et al

Defendants

x

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

E Albdquo

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 2 of 4

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This matter having come before the Court on April 5 2013 on the motion of Co-Lead

Counsel for an award of attorneys fees and expenses in the Litigation the Court having considered

all papers filed and proceedings conducted herein having found the settlement of this action to be

fair reasonable and adequate and otherwise being fully informed in the premises and good cause

appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 5 2012 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Co-Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount of $23490171 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among Lead Plaintiffs counsel in a manner

which in Co-Lead Counsels good-faith judgment reflects each such counsels contribution to the

institution prosecution and resolution of the Litigation

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5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Co-Lead Counsel subject to the terms conditions and obligations of the

Stipulation and in particular para62-63 thereof which terms conditions and obligations are

incorporated herein

SO ORDERED

-2-

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EXHIBIT 5

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Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 1 of 4

UNITED ST ATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

In re SANOFI-AVENTIS SECURITIES

LITIGATION

This Document Relates To

ALL ACTIONS

---middotmiddotmiddot-----middot--------x

i

11

middot middot FlLBD I l

JAN 2 2QJ4-~ Civil Action No 107tv-10279-GBD

CLASS ACTION f middot middot

ECFCASE

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND AN

AWARD TO PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

903068_ l

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 2 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 2 of 4

This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 3 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 3 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 10: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

- 1 - 1308528_1

I INTRODUCTION

Court-appointed Lead Counsel Robbins Geller Rudman amp Dowd LLP has secured a $150

million Settlement for the Class ndash a very good result under the circumstances achieved in spite of

serious obstacles to recovery in the Litigation1 In order to obtain this Settlement Lead Plaintiff and

Lead Counsel overcame a number of significant challenges to proving both liability and damages

that posed a serious risk of no recovery or a substantially lesser recovery than the Settlement for the

Class In recognition of these risks Lead Counsel now respectfully moves this Court for an award of

attorneysrsquo fees in the amount of 25 of the Settlement and $16273405 in expenses that were

reasonably and necessarily incurred in prosecuting and resolving the Litigation against Defendants

and obtaining this Settlement for the benefit of the Class In addition Lead Plaintiff Policemenrsquos

Annuity and Benefit Fund of Chicago (ldquoLead Plaintiffrdquo or ldquoChicago Policerdquo) seeks a modest award

of $3765 for the time it spent representing the Class As set forth below the relevant factors

articulated in the Second Circuitrsquos Goldberger decision strongly support the requested awards See

Goldberger v Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

This fee request has the full support of the Lead Plaintiff See Declaration of Brian Wright

Filed on Behalf of Chicago Police parapara15-19 (ldquoChicago Police Declrdquo) filed herewith The Second

Circuit has directed district courts to

give serious consideration to negotiated fees because PSLRA lead plaintiffs often have a significant financial stake in the settlement providing a powerful incentive to ensure that any fees resulting from that settlement are reasonable In many cases

1 Capitalized terms used herein are defined and have the meanings contained in the Stipulation of Settlement (Dkt No 50) (the ldquoStipulationrdquo) the accompanying Declaration of Henry Rosen in Support of Lead Plaintiffrsquos Motion for Final Approval of Settlement and Approval of Plan of Allocation and an Award of Attorneysrsquo Fees and Expenses and Award to Lead Plaintiff Pursuant to 15 USC sect78u-4(a)(4) (the ldquoRosen Declrdquo) and in the Memorandum of Law in Support of Lead Plaintiffrsquos Motion for Final Approval of Settlement and Approval of Plan of Allocation (ldquoSettlement Memorandumrdquo) submitted concurrently herewith

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 10 of 34

- 2 - 1308528_1

the agreed-upon fee will offer the best indication of a market rate thus providing a good starting position for a district courtrsquos fee analysis

In re Nortel Networks Corp Sec Litig 539 F3d 129 133-34 (2d Cir 2008) see also In re Cendant

Corp Litig 264 F3d 201 220 (3d Cir 2001) (ldquocourts should afford a presumption of

reasonableness to fee requests submitted pursuant to an agreement between a properly-selected lead

plaintiff and properly-selected lead counselrdquo) In addition following an extensive Court-ordered

notice program not a single Class Member has objected to the maximum amount of fees and

expenses set forth in the Notice2

As detailed here in the Rosen Declaration and in the Settlement Memorandum the

Settlement achieved here following extensive investigation represents a very good result for Lead

Plaintiff and the Class particularly when judged in the context of the significant litigation risks

attendant in this Litigation The $15 million Settlement that Lead Counsel obtained provides the

Class with an immediate and certain recovery in a case that faced substantial obstacles to

establishing liability loss causation and damages that could have prevented any recovery at all The

Settlement represents approximately 15 of the maximum recoverable damages estimated on a per

share basis by Lead Plaintiffrsquos damages consultant In achieving this result Lead Counsel worked

more than 2200 hours over the course of this complex litigation all on a contingency basis with no

guarantee of ever being paid

2 As of the date of this fee memorandum which is before the September 29 2017 deadline for filing objections Lead Counsel has not received any objections to the fee request Pursuant to the Courtrsquos Preliminary Approval Order over 36900 copies of the Notice were mailed to potential Members of the Class and nominees advising them that Lead Counsel intended to apply to the Court for an award of attorneysrsquo fees not to exceed 25 of the total recovery plus expenses of no greater than $200000 plus interest on both amounts If any timely objections are received from Class Members Lead Counsel will address them in a reply brief which will be filed with the Court no later than October 13 2017

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 11 of 34

- 3 - 1308528_1

Lead Counsel believes that an attorney fee award of 25 together with payment of its

litigation expenses properly reflects the many significant risks taken by Lead Counsel as well as the

excellent result achieved in difficult litigation When examined under either of this Circuitrsquos

methods of contingency fee determination (ie percentage of the fund or lodestar) it is abundantly

clear that an award of fees at 25 is reasonable and well within the range of attorneysrsquo fees awarded

in similar complex contingency cases In addition the costs and expenses requested by Lead

Counsel are reasonable in amount and were necessarily incurred Finally the Lead Plaintiff greatly

contributed to the prosecution and settlement of the Litigation It reviewed and approved papers

filed with the Court and mediator and participated in discussions regarding case strategy and

settlement Lead Plaintiff seeks approval for an award associated with the time it spent dedicated to

the Litigation Its time is documented in its accompanying declaration See Chicago Police Decl

parapara20-21 Accordingly the Court should grant the full amount requested by Lead Plaintiff

II HISTORY AND BACKGROUND OF THE LITIGATION

This securities fraud class action was brought under the Securities Exchange Act of 1934 (the

ldquoExchange Actrdquo) Lead Plaintiff alleges that Defendants violated the Exchange Act during the April

23 2012 through May 16 2016 Class Period by engaging in a fraudulent scheme and making

materially false and misleading statements regarding the Companyrsquos financial condition internal

controls and compliance policies More specifically Lead Plaintiff alleges that Defendants failed to

disclose that (a) Gerdau was engaged in a bribery scheme in collusion with Brazilrsquos Administrative

Council of Tax Appeals (ldquoCARFrdquo) (b) the Company had defrauded Brazilian tax authorities (c)

Gerdaursquos CEO and other directors and employees of the Company had engaged in bribery money

laundering and influence peddling and (d) the tax appeals themselves related to a series of self-

dealing transactions from 2005 designed to enable Gerdau to avoid taxes Rosen Decl para10

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 12 of 34

- 4 - 1308528_1

Lead Plaintiff further alleges that all of the Companyrsquos Class Period financial statements

were false because of the alleged material omissions and that Defendantsrsquo statements regarding the

Companyrsquos internal and financial controls and strict adherence to high ethical standards were also

false Id para11 Lead Plaintiff alleges that Defendantsrsquo misrepresentations and fraudulent scheme

had the effect of artificially inflating the price of Gerdau ADRs which inflation came out of the

ADR price when the truth was revealed at the end of the Class Period Id

A detailed description of Lead Counselrsquos prosecution of this case is set forth in the

accompanying Rosen Declaration For the sake of brevity the Court is respectfully referred to the

Rosen Declaration

III ARGUMENT

A Lead Counsel Is Entitled to an Award of Attorneysrsquo Fees and

Expenses from the Common Fund

The Supreme Court has long recognized that ldquoa litigant or a lawyer who recovers a common

fund for the benefit of persons other than himself or his client is entitled to a reasonable attorneyrsquos

fee from the fund as a wholerdquo Boeing Co v Van Gemert 444 US 472 478 (1980) see also

Goldberger 209 F3d at 47 Savoie v Merchs Bank 166 F3d 456 459-60 (2d Cir 1999) ldquoThe

courtrsquos authority to reimburse the representative parties stems from the fact that the class-action

device is a creature of equity and the allowance of attorney-related costs is considered part of the

historic equity power of the federal courtsrdquo 7B Charles Alan Wright Arthur R Miller amp Mary Kay

Kane Federal Practice and Procedure sect1803 at 325 (3d ed 2005) The purpose of the common

fund doctrine is to fairly and adequately compensate class counsel for services rendered and to

ensure that all class members contribute equally towards the costs associated with litigation pursued

on their behalf See also Goldberger 209 F3d at 47 In re Veeco Instruments Inc Sec Litig No 05

MDL 01695 (CM) 2007 WL 4115808 at 2 (SDNY Nov 7 2007)

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 13 of 34

- 5 - 1308528_1

Courts have recognized that in addition to providing just compensation awards of fair

attorneysrsquo fees from a common fund also serve to encourage skilled counsel to represent those who

seek redress for damages inflicted on entire classes of persons and to discourage future alleged

misconduct of a similar nature City of Providence v Aeropostale Inc No 11 Civ 7132 (CM)

(GWG) 2014 WL 1883494 at 10-11 (SDNY May 9 2014) affrsquod sub nom Arbuthnot v

Pierson 607 F Apprsquox 73 (2d Cir 2015) In re Telik Inc Sec Litig 576 F Supp 2d 570 585

(SDNY 2008) Veeco 2007 WL 4115808 at 2 Indeed the Supreme Court has emphasized that

private securities actions such as the instant action provide ldquolsquoa most effective weapon in the

enforcementrsquo of the securities laws and are lsquoa necessary supplement to [SEC] actionrsquordquo Bateman

Eichler Hill Richards Inc v Berner 472 US 299 310 (1985) (quoting J I Case Co v Borak

377 US 426 432 (1964)) accord Tellabs Inc v Makor Issues amp Rights Ltd 551 US 308 (2007)

Courts in this Circuit have consistently adhered to these teachings See In re Interpublic Sec

Litig No 02 Civ 6527 (DLC) 2004 WL 2397190 at 10 (SDNY Oct 26 2004) (ldquoIt is well

established that where an attorney creates a common fund from which members of a class are

compensated for a common injury the attorneys who created the fund are entitled to lsquoa reasonable

fee ndash set by the court ndash to be taken from the fundrsquordquo) (citation omitted) Fairly compensating Lead

Counsel for the risks it took in bringing this action is essential because ldquo[s]uch actions could not be

sustained if plaintiffsrsquo counsel were not to receive remuneration from the settlement fund for their

efforts on behalf of the classrdquo Hicks v Morgan Stanley No 01 Civ 10071 (RJH) 2005 WL

2757792 at 9 (SDNY Oct 24 2005)

B The Court Should Award a Reasonable Percentage of the Common

Fund

Lead Counsel respectfully submits that the Court should award a fee based on a percentage of

the common fund obtained Courts routinely find that the percentage-of-the-fund method under

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 14 of 34

- 6 - 1308528_1

which counsel is awarded a percentage of the fund that they created is the preferred means to

determine a fee because it ldquolsquodirectly aligns the interests of the class and its counsel and provides a

powerful incentive for the efficient prosecution and early resolution of litigationrsquordquo Wal-Mart Stores

Inc v Visa USA Inc 396 F3d 96 122 (2d Cir 2005) (citation omitted) see also Hayes v

Harmony Gold Mining Co 509 F Apprsquox 21 24 (2d Cir 2013) (ldquo[A]s the district court recognized

the prospect of a percentage fee award from a common settlement fund as here aligns the interests

of class counsel with those of the classrdquo) The percentage approach also recognizes that the quality

of counselrsquos services is measured best by the results achieved and is most consistent with the system

typically used in the marketplace to compensate attorneys in non-class contingency cases3

The Supreme Court has also indicated that attorneysrsquo fees in common-fund cases generally

should be based on a percentage of the fund See Blum v Stenson 465 US 886 900 n16 (1984)

(ldquo[U]nder the lsquocommon fund doctrinersquo a reasonable fee is based on a percentage of the fund

bestowed on the classrdquo) The Second Circuit has expressly approved the percentage method

recognizing that ldquothe lodestar method proved vexingrdquo and had resulted in ldquoan inevitable waste of

judicial resourcesrdquo Goldberger 209 F3d at 48-49 (holding that the percentage-of-the-fund method

may be used to determine appropriate attorneysrsquo fees although the lodestar method may also be

used) Savoie 166 F3d at 460 (stating that the ldquopercentage-of-the-fund method has been deemed a

3 See eg In re Payment Card Interchange Fee amp Merch Disc Antitrust Litig 991 F Supp 2d 437 440 (EDNY 2014) (ldquoThe percentage method better aligns the incentives of plaintiffsrsquo counsel with those of the class members because it bases the attorneysrsquo fees on the results they achieve for their clients rather than on the number of motions they file documents they review or hours they work The percentage method also accords with the overwhelming prevalence of contingency fees in the market for plaintiffsrsquo counselrdquo) Davis v JP Morgan Chase amp Co 827 F Supp 2d 172 184 (WDNY 2011) (the ldquoadvantages of the percentage method are that it provides an incentive to attorneys to resolve the case efficiently and to create the largest common fund out of which payments to the class can be made and that it is consistent with the system typically used by individual clients to compensate their attorneysrdquo)

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 15 of 34

- 7 - 1308528_1

solution to certain problems that may arise when the lodestar method is used in common fund

casesrdquo) More recently the Second Circuit has acknowledged that the ldquotrend in this Circuit is toward

the percentage methodrdquo Wal-Mart 396 F3d at 122 see also City of Providence 2014 WL

1883494 at 11-124

The determination of attorneysrsquo fees using the percentage-of-the-fund method is also

supported by the PSLRA which states that ldquo[t]otal attorneysrsquo fees and expenses awarded by the court

to counsel for the plaintiff class shall not exceed a reasonable percentage of the amountrdquo recovered

for the class 15 USC sect78u-4(a)(6) (emphasis added) Courts have concluded that by drafting the

PSLRA in such a manner Congress expressed a preference for the percentage as opposed to the

lodestar method of determining attorneysrsquo fees in securities class actions See Veeco 2007 WL

4115808 at 3 Maley v Del Global Techs Corp 186 F Supp 2d 358 370 (SDNY 2002) In re

Am Bank Note Holographics 127 F Supp 2d 418 430 (SDNY 2001) In re Global Crossing Sec

amp ERISA Litig 225 FRD 436 465-66 (SDNY 2004)

Given the language of the PSLRA the Supreme Courtrsquos indication that the percentage

method is proper in this type of case the Second Circuitrsquos explicit approval of the percentage

method in Goldberger and the trend among the district courts in this Circuit the Court should award

4 All federal Courts of Appeal to consider the matter have approved the percentage method with two circuits requiring its use in common fund cases See In re Thirteen Appeals Arising out of the

San Juan Dupont Plaza Hotel Fire Litig 56 F3d 295 305 (1st Cir 1995) In re GMC Pick-Up

Truck Fuel Tank Prods Liab Litig 55 F3d 768 821-22 (3d Cir 1995) Union Asset Mgmt

Holding AG v Dell Inc 669 F3d 632 644 (5th Cir 2012) Rawlings v Prudential-Bache Props 9 F3d 513 515-16 (6th Cir 1993) Harman v Lyphomed Inc 945 F2d 969 975 (7th Cir 1991) Johnston v Comerica Mortg Corp 83 F3d 241 246 (8th Cir 1996) Powers v Eichen 229 F3d 1249 1256 (9th Cir 2000) Brown v Phillips Petroleum Co 838 F2d 451 454-56 (10th Cir 1988) Faught v Am Home Shield Corp 668 F3d 1233 1242 (11th Cir 2011) Swedish Hosp Corp v

Shalala 1 F3d 1261 1269-71 (DC Cir 1993) The Eleventh and District of Columbia Circuits require the use of the percentage method in common fund cases See Faught 668 F3d at 1242 Swedish Hosp 1 F3d at 1271

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 16 of 34

- 8 - 1308528_1

Lead Counsel attorneysrsquo fees based on a percentage of the fund The percentage approach not only

directly aligns the interests of counsel and the class (Elliot v Leatherstocking Corp No 310-CV-

0934 (MADDEP) 2012 WL 6024572 at 5 (NDNY Dec 4 2012)) it also recognizes that the

quality of counselrsquos services is measured best by the results achieved and ldquocan serve as a proxy for

the market in setting counsel feesrdquo Am Bank Note 127 F Supp 2d at 432

C The Requested Attorneysrsquo Fees Are Reasonable Under the

Percentage-of-the-Fund Method

The Supreme Court has recognized that an appropriate Court-awarded fee is intended to

approximate what counsel would receive if they were bargaining for the services in the marketplace

See Missouri v Jenkins 491 US 274 285-86 (1989) If this were a non-class action the customary

fee arrangement would be contingent and in the range of 33 of the recovery See Blum 465 US at

904 (ldquoIn tort suits an attorney might receive one-third of whatever amount the plaintiff recovers In

those cases therefore the fee is directly proportional to the recoveryrdquo) (Brennan J concurring)

The requested 25 fee is well within the range of percentage fees awarded within the Second

Circuit in other comparable securities and antitrust cases See eg In re BioScrip Inc Sec Litig

No 13-cv-6922 (AJN) 2017 US Dist LEXIS 118881 at 58 (SDNY July 26 2017) (awarding

25 of $10900000 settlement fund finding that such an award ldquolsquofalls within the range of

percentages regularly awarded inrsquo analogous common fund casesrdquo) (citation omitted) Patel v L-3

Commcrsquons Holdings Inc No 114-cv-06038-VEC slip op at 1 (SDNY Aug 17 2017)

(awarding 25 of $345 million settlement) City of Austin Police Ret Sys v Kinross Gold Corp

No 112-cv-01203-VEC 2015 US Dist LEXIS 181932 at 12 (SDNY Oct 15 2015) (awarded

fees of 30 of $33 million recovery plus expenses) Landmen Partners Inc v Blackstone Grp LP

No 08-cv-03601-HB-FM slip op at 5 (SDNY Dec 18 2013) (awarded fees of 33-13 of $85

million recovery plus expenses) Bd of Trs of the Operating Engrsquors Pension Tr v JPMorgan

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 17 of 34

- 9 - 1308528_1

Chase Bank Natrsquol Assrsquon No 09-cv-09333-KBF slip op at 1 (SDNY Nov 20 2013) (awarded

fees of 30 of $23 million recovery plus expenses) Citiline Holdings Inc v iStar Fin Inc No

108-cv-03612-RJS slip op at 1 (SDNY Apr 5 2013) (awarded fees of 30 of $29 million

recovery plus expenses) In re Sanofi-Aventis Sec Litig No 107-cv-10279-GBD slip op at 1

(SDNY Jan 22 2014) (awarded fees of 275 of $40 million recovery plus expenses) Cornwell

v Credit Suisse Grp No 08-cv-03758(VM) slip op at 2 (SDNY July 20 2011) (awarded fees of

275 of $70 million recovery plus expenses) Mass Bricklayers amp Masons Tr Funds v Deutsche

Alt-A Sec Inc No 208-cv-03178-LDW-ARL slip op at 3 (EDNY July 11 2012) (awarded

265 of $325 million recovery plus expenses) In re CIT Grp Inc Sec Litig No 108-cv-06613-

BSJ-THK slip op at 1-2 (SDNY June 13 2012) (awarded 265 of $75 million recovery plus

expenses)5

Another factor favoring the reasonableness of Lead Counselrsquos 25 fee application under the

percentage-of-the-fund method is that this fee was negotiated with and approved by the Lead

Plaintiff an institutional investor charged by the Court and the PSLRA with responsibility for

monitoring Lead Counsel See Chicago Police Decl parapara15-18

The PSLRA was intended to encourage sophisticated and financially-interested investors like

Lead Plaintiff to assume control of securities class actions HR Conf Rep No 104-369 at 32

1995 WL 709276 at 731 (1995) Congress believed that these institutions would be in the best

position to monitor the prosecution of litigation to assess the quality of counselrsquos representation and

to determine a fair fee Here Lead Plaintiff a large institution played an active role in the

Litigation and closely supervised the work of Lead Counsel See Chicago Police Decl parapara7-9

Accordingly Lead Plaintiffrsquos endorsement of the fee request supports its approval See eg Veeco

5 All unreported authorities are attached hereto as Exhibits 1 through 9

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 18 of 34

- 10 - 1308528_1

2007 WL 4115808 at 8 (ldquopublic policy considerations support the award in this case because the

Lead Plaintiff a large public pension fund ndash conscientiously supervised the work of lead counsel

and has approved the fee requestrdquo)

D The Fee Request Is Reasonable Under the Lodestar Method

To ensure the reasonableness of a fee awarded under the percentage-of-the-fund method the

Second Circuit encourages district courts to cross-check the proposed award against counselrsquos

lodestar See Goldberger 209 F3d at 50 Applying the lodestar cross-check underscores and

affirms the reasonableness of the requested percentage ldquoUnder the lodestar method the court must

engage in a two-step analysis first to determine the lodestar the court multiplies the number of

hours each attorney spent on the case by each attorneyrsquos reasonable hourly rate and second the

court adjusts that lodestar figure (by applying a multiplier) to reflect such factors as the risk and

contingent nature of the litigation the result obtained and the quality of the attorneyrsquos workrdquo City

of Providence 2014 WL 1883494 at 13 ldquoCalculation of the lodestar however is simply the

beginning of the analysisrdquo In re Warner Commcrsquons Sec Litig 618 F Supp 735 747 (SDNY

1985) affrsquod 798 F2d 35 (2d Cir 1986) In re Ivan F Boesky Sec Litig 888 F Supp 551 562

(SDNY 1995) Performing the lodestar calculation here confirms that the fee requested by Lead

Counsel is reasonable and should be approved

Lead Counsel and its paraprofessionals have spent in the aggregate 222095 hours in the

prosecution of this case producing a total lodestar amount of $157125275 when multiplied by Lead

Counselrsquos billing rates See the accompanying Declaration of Henry Rosen Filed on Behalf of

Robbins Geller Rudman amp Dowd LLP (ldquoRobbins Geller Declrdquo)6 The amount of attorneysrsquo fees

6 In determining whether the rates are reasonable the Court should take into account the attorneysrsquo professional reputation experience and status Lead Counsel is among the most prominent experienced and well-regarded securities practitioners in the nation Therefore the hourly rates are

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 19 of 34

- 11 - 1308528_1

requested by Lead Counsel herein $3750000 plus interest represents a modest multiplier of 23 to

counselrsquos aggregate lodestar7

The requested 23 multiplier in this Litigation is within the range of multipliers commonly

awarded in securities class actions and other comparable litigation In cases of this nature fees

representing multiples above lodestar are regularly awarded to reflect the contingency-fee risk and

other relevant factors See In re FLAG Telecom Holdings Ltd Sec Litig No 02-CV-3400 (CM)

(PED) 2010 WL 4537550 at 26 (SDNY Nov 8 2010) (ldquolsquoa positive multiplier is typically

applied to the lodestar in recognition of the risk of the litigation the complexity of the issues the

contingent nature of the engagement the skill of the attorneys and other factorsrsquordquo) (citation

omitted) In re Comverse Tech Inc Sec Litig No 06-CV-1825 (NGG) (RER) 2010 WL 2653354

at 5 (EDNY June 24 2010) (ldquoWhere as here counsel has litigated a complex case under a

contingency fee arrangement they are entitled to a fee in excess of the lodestarrdquo)

Indeed in complex contingent litigation lodestar multipliers between 2 and 5 are commonly

awarded See Wal-Mart 396 F3d at 123 (upholding multiplier of 35 as reasonable on appeal)

NECA-IBEW Health amp Welfare Fund v Goldman Sachs amp Co No 108-cv-10783-LAP 2016 WL

3369534 at 1 (SDNY May 2 2016) (awarding fee representing a 39 multiplier) Davis 827 F

Supp 2d at 185 (awarding fee representing multiplier of 53 which was ldquonot atypicalrdquo in similar

cases) Credit Suisse slip op at 4 (awarding fee representing a multiplier of 47) Comverse 2010

WL 2653354 at 5 (awarding fee representing 278 multiplier) Telik 576 F Supp 2d at 590 (ldquoIn

contingent litigation lodestar multiples of over 4 are routinely awarded by courts including this

reasonable here See In re Merrill Lynch amp Co Inc Research Reports Sec Litig No 02 MDL 1484 (JFK) 2007 WL 313474 at 22 (SDNY Feb 1 2007) (approving counselrsquos hourly rates)

7 The Supreme Court and other courts have held that the use of current rates is proper since such rates compensate for inflation and the loss of use of funds See Jenkins 491 US at 283-84

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 20 of 34

- 12 - 1308528_1

Courtrdquo) In re Bisys Sec Litig No 04 Civ 3840 (JSR) 2007 WL 2049726 at 3 (SDNY July

16 2007) (awarding 30 fee representing a 299 multiplier and finding that the multiplier ldquofalls well

within the parameters set in this district and elsewhererdquo) In re AremisSoft Corp Sec Litig 210

FRD 109 135 (DNJ 2002) (43 multiplier was appropriate in light of the contingency risk and

the quality of the result achieved) Maley 186 F Supp 2d at 369 (awarding fee equal to a 465

multiplier which was ldquowell within the range awarded by courts in this Circuit and courts throughout

the countryrdquo)

The lodestarmultiplier is to be used merely as a cross-check on reasonableness To find

otherwise undermines the principles supporting the percentage approach and encourages needless

lodestar-building litigation See In re Ikon Office Sols Inc 194 FRD 166 196 (ED Pa 2000)

(ldquoThe court will not reduce the requested award simply for the sake of doing so when every other

factor ordinarily considered weighs in favor of approving class counselrsquos request of thirty percentrdquo)

Lead Counsel invested substantial time and effort prosecuting this Litigation against Defendants to a

successful completion The requested fee therefore is manifestly reasonable whether calculated as

a percentage of the fund or in relation to Lead Counselrsquos lodestar Moreover as discussed below

each of the factors cited by the Second Circuit in Goldberger also strongly supports a finding that the

requested fee is reasonable

E The Relevant Factors Confirm that the Requested Fee Is Reasonable

In Goldberger the Second Circuit explained that whether the court uses the percentage-of-

the-fund method or the lodestar approach it should continue to consider the traditional criteria that

reflect a reasonable fee in common fund cases including

bull the time and labor expended by counsel

bull the risks of the litigation

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 21 of 34

- 13 - 1308528_1

bull the magnitude and complexity of the litigation

bull the requested fee in relation to the settlement

bull the quality of representation and

bull public policy considerations

Goldberger 209 F3d at 50 Consideration of these factors demonstrates that the requested fee is fair

and reasonable

1 The Time and Labor Expended by Counsel

Lead Counsel has expended substantial time and effort pursuing the Litigation on behalf of

the Class Since the Litigation commenced Lead Counsel and its paraprofessionals devoted over

2200 hours to prosecuting the Classrsquo claims As detailed in the Rosen Declaration submitted

herewith Lead Counsel among other things

bull conducted an extensive factual investigation relating to Defendantsrsquo conduct and the tax avoidance scheme

bull researched the law relevant to the claims asserted including Brazilian tax laws and Defendantsrsquo potential defenses thereto and drafted detailed complaints

bull drafted an opposition to Defendantsrsquo motions to dismiss the Consolidated Complaint

bull consulted with Brazilian attorneys regarding the unique issues raised in the Litigation

bull consulted with experts and consultants in the areas of damages and market efficiency

bull participated in lengthy armrsquos-length settlement negotiations and mediation with Defendants and

bull negotiated and drafted the Stipulation and exhibits thereto as well as the motion for preliminary approval of the Settlement

Rosen Decl parapara3-31 Moreover Lead Counsel with the assistance of its damages expert and in-

house damages consultant prepared the proposed Plan of Allocation Throughout the Litigation

Lead Counsel staffed the matter efficiently and avoided any unnecessary duplication of effort Lead

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 22 of 34

- 14 - 1308528_1

Counselrsquos work in the Litigation will not end with the Courtrsquos approval of the Settlement

Additional hours and resources will necessarily be expended assisting Members of the Class with the

completion and submission of their Proof of Claim and Release forms shepherding the claims

process and responding to Class Member inquiries See Aponte v Comprehensive Health Mgmt

No 10 Civ 4825 (JLC) 2013 WL 1364147 at 6 (SDNY Apr 2 2013) The significant amount

of time and effort devoted to this case by Lead Counsel to obtain a $15 million recovery confirms

that the 25 fee request is reasonable

2 The Risks of the Litigation

a The Contingent Nature of Lead Counselrsquos

Representation Supports the Requested Fee

The risk undertaken in the litigation is often considered the most important Goldberger

factor Goldberger 209 F3d at 54 Comverse 2010 WL 2653354 at 5 Telik 576 F Supp 2d at

592 The Second Circuit has recognized that the risk associated with a case undertaken on a

contingent fee is an important factor in determining an appropriate fee award

No one expects a lawyer whose compensation is contingent upon his success to charge when successful as little as he would charge a client who in advance had agreed to pay for his services regardless of success Nor particularly in complicated cases producing large recoveries is it just to make a fee depend solely on the reasonable amount of time expended

Detroit v Grinnell Corp 495 F2d 448 470 (2d Cir 1974) ldquoLittle about litigation is risk-free and

class actions confront even more substantial risks than other forms of litigationrdquo Teachersrsquo Ret Sys

v ACLN Ltd No 01-CV-11814 (MP) 2004 WL 1087261 at 3 (SDNY May 14 2004) Am

Bank Note 127 F Supp 2d at 433 (concluding it is ldquoappropriate to take this [contingent fee] risk

into account in determining the appropriate fee to awardrdquo) In re Prudential Sec Ltd Prsquoships Litig

985 F Supp 410 417 (SDNY 1997) (ldquoNumerous courts have recognized that the attorneyrsquos

contingent fee risk is an important factor in determining the fee awardrdquo) This risk encompasses not

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 23 of 34

- 15 - 1308528_1

just the risk of no payment but also the risk of underpayment See In re Contrsquol Ill Sec Litig 962

F2d 566 569-70 (7th Cir 1992) (reversing district courtrsquos fee award where court failed to account

for among other things risk of underpayment to counsel) When considering the reasonableness of

attorneysrsquo fees in a contingency action the court should consider the risks of the litigation at the time

the suit was brought See Goldberger 209 F3d at 55 In re Sadia SA Sec Litig No 08 Civ 9528

(SAS) 2011 WL 6825235 at 3 (SDNY Dec 28 2011)

The reasonableness of the requested fee is also supported by an evaluation of the risks

undertaken by Lead Counsel in prosecuting this class action Lead Counsel undertook this Litigation

on a wholly-contingent fee basis investing a substantial amount of time and money to prosecute this

very risky action without a guarantee of compensation or even the recovery of expenses Unlike

Defendantsrsquo counsel who are paid substantial hourly rates and reimbursed for their expenses on a

regular basis Lead Counsel has not been compensated for any time or expenses since this case

began and would have received no compensation or even payment of its expenses had this case not

been successful

From the outset Lead Counsel understood that it was embarking on a complex expensive

and lengthy litigation with no guarantee of ever being compensated for investing the time and money

the case would require In undertaking that responsibility Lead Counsel was obligated to assure that

sufficient attorney and paraprofessional resources were dedicated to prosecuting the Litigation and

that funds were available to compensate staff and to pay for the considerable costs which a case such

as this entails Under these circumstances the financial burden on contingent-fee counsel is far

greater than on a firm that is paid on an ongoing basis

In addition to advancing litigation expenses Lead Counsel faced the possibility that it would

receive no attorneysrsquo fees It is wrong to presume that a law firm handling complex contingent

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 24 of 34

- 16 - 1308528_1

litigation always wins There are numerous instances where in contingent cases such as this one

plaintiffrsquos counsel have expended thousands of hours without receiving any compensation8

Losses in contingent-fee litigations especially those brought under the PSLRA are

exceedingly expensive Lead Counselrsquos assumption of the contingency fee risk strongly supports the

reasonableness of the requested fee See FLAG Telecom 2010 WL 4537550 at 27 (ldquoCourts in the

Second Circuit have recognized that the risk associated with a case undertaken on a contingent fee

basis is an important factor in determining an appropriate fee awardrdquo) In re Marsh ERISA Litig

265 FRD 128 148 (SDNY 2010) (ldquoThere was significant risk of non-payment in this case and

Plaintiffsrsquo Counsel should be rewarded for having borne and successfully overcome that riskrdquo)

b Litigation Risks

While Lead Plaintiff remains confident in its ability to prove its claims and that once the

truth was revealed Class Members suffered legally cognizable losses on their purchases of Gerdau

ADRs during the Class Period it recognizes that its ability to prove liability was far from certain

Rosen Decl parapara33-35 As detailed in the Rosen Declaration and in the Settlement Memorandum

Defendants raised numerous challenges to the materiality scienter and loss causation elements of

8 The risk of no recovery in complex cases of this type is real and is heightened when lead counsel press to achieve the very best result for those they represent There are numerous class actions in which lead counsel expended thousands of hours and yet received no remuneration despite their diligence and expertise See eg Hubbard v BankAtlantic Bancorp Inc 688 F3d 713 725 (11th Cir 2012) (affirming judgment as a matter of law following jury verdict partially in plaintiffsrsquo favor) In re Oracle Corp Sec Litig No C 01-00988-SI 2009 WL 1709050 (ND Cal June 19 2009) affrsquod 627 F3d 376 (9th Cir 2010) (court granted summary judgment for defendants after eight years of litigation after plaintiffsrsquo counsel incurred over $7 million in expenses and worked over 100000 hours representing a lodestar of approximately $40 million) In re JDS Uniphase

Corp Sec Litig No C-02-1486 CW (EDL) 2007 WL 4788556 at 1 (ND Cal Nov 27 2007) (jury verdict for defendants) Robbins v Koger Props 116 F3d 1441 1449 (11th Cir 1997) (jury verdict of $81 million for plaintiffs against an accounting firm reversed on appeal on loss causation grounds and judgment entered for defendant) Anixter v Home-Stake Prod Co 77 F3d 1215 1233 (10th Cir 1996) (Tenth Circuit overturned securities fraud class action jury verdict for plaintiffs in case filed in 1973 and tried in 1988 on basis of 1994 Supreme Court opinion)

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 25 of 34

- 17 - 1308528_1

Lead Plaintiffrsquos claims under the federal securities laws The Individual Defendants also challenged

this Courtrsquos personal jurisdiction over them Obtaining documents and testimony from witnesses in

Brazil would be expensive if possible at all Therefore there was a question whether Lead Plaintiff

would ultimately be able to prove that Defendants who could be sued in this Court acted knowingly

or recklessly made materially false or misleading statements or omissions as required

With respect to proving loss causation Defendants would continue to argue that the declines

in Gerdaursquos ADR price were caused by factors other than Lead Plaintiffrsquos alleged corrective

disclosures Id para369 Defendants would never concede their liability and if their motions to

dismiss were denied would continue to press their defenses at summary judgment and trial Lead

Plaintiff also faced the risk that the Court would deny its motion to certify the Class if the Litigation

reached that stage

c Risk as to Damages

Whether Lead Plaintiff could prove damages also was unsettled Defendants strenuously

disagreed with Lead Plaintiffrsquos damages theories and estimates In order for the Class to recover

damages at the level estimated by Lead Counselrsquos expert it would need to prevail on each and every

one of the claims alleged for the entirety of the Class Period The damage assessments of the

partiesrsquo respective trial experts would be sure to vary substantially and trial would become a ldquobattle

of expertsrdquo The outcome of such battles is never predictable and there existed the very real

possibility that a jury could be swayed by experts for Defendants to minimize the Classrsquo losses or to

show that the losses were attributable to factors other than the alleged misstatements and omissions

Thus even if Lead Plaintiff prevailed as to liability at trial the judgment obtained could well have

been only a fraction of the damages claimed

9 Another litigation risk for Lead Plaintiff was the proper length of the Class Period Id

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 26 of 34

- 18 - 1308528_1

3 The Magnitude and Complexity of the Litigation

The complexity of the litigation is another factor examined by courts evaluating the

reasonableness of attorneysrsquo fees requested by class counsel See Chatelain v Prudential-Bache

Sec 805 F Supp 209 216 (SDNY 1992) It is widely recognized that ldquoshareholder actions are

notoriously complex and difficult to proverdquo See In re Bayer AG Sec Litig No 03 Civ 1546

(WHP) 2008 WL 5336691 at 5 (SDNY Dec 15 2008) see also FLAG Telecom 2010 WL

4537550 at 27 ldquo[S]ecurities actions have become more difficult from a plaintiffrsquos perspective in

the wake of the PSLRArdquo Ikon 194 FRD at 194 see also In re AOL Time Warner Inc Sec amp

ldquoERISArdquo Litig No MDL 1500 2006 WL 903236 at 9 (SDNY Apr 6 2006) (ldquo[T]he legal

requirements for recovery under the securities laws present considerable challenges particularly

with respect to loss causation and the calculation of damages These challenges are exacerbated

where a number of controlling decisions have recently shed new light on the standard for loss

causationrdquo) This case was no exception As described in greater detail in the accompanying

Settlement Memorandum and the Rosen Declaration this Litigation involved a number of difficult

and complex questions concerning liability of foreign defendants and loss causation that would have

required extensive additional efforts by Lead Counsel and further consultation with Brazilian law

tax accounting and economic experts

The trial of liability issues alone would have involved substantial attorney and expert time

the introduction of voluminous documentary and deposition evidence which would require

translation vigorously contested motions and the considerable expenditures of judicial resources

Because this case revolved around ldquodifficult complex hotly disputed and expert-intensive issuesrdquo

this factor favors awarding a 25 fee City of Providence 2014 WL 1883494 at 16

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 27 of 34

- 19 - 1308528_1

4 The Quality of Representation Supports the Requested Fee

The quality of the representation by Lead Counsel is another important factor that supports

the reasonableness of the requested fee Lead Counsel submits that the quality of the representation

here is best evidenced by the quality of the result achieved See Settlement Memorandum at 18-19

see also FLAG Telecom 2010 WL 4537550 at 28 Bisys 2007 WL 2049726 at 3 It took a great

deal of skill to achieve a settlement at this level in this particular case Lead Counsel is a nationally

known leader in the fields of securities class actions and complex litigation This is attributable to

the diligence determination hard work and reputation of counsel who developed litigated and

successfully negotiated the Settlement of this Litigation and a substantial immediate cash recovery in

a very difficult case without the risk of further litigation See Teachersrsquo Ret Sys 2004 WL

1087261 at 6

Finally courts repeatedly recognize that the quality of the opposition faced by plaintiffsrsquo

counsel should also be taken into consideration in assessing the quality of counselrsquos performance

See eg BioScrip 2017 US Dist LEXIS 118881 at 73 (ldquo[O]pposing counsel in this case was

itself highly skilled a factor courts have considered in approving feesrdquo) Marsh ERISA 265 FRD

at 148 (ldquoThe high quality of defense counsel opposing Plaintiffsrsquo efforts further proves the caliber of

representation that was necessary to achieve the Settlementrdquo) Veeco 2007 WL 4115808 at 7

(among the factors supporting a 30 award of attorneysrsquo fees was that defendants were represented

by ldquoone of the countryrsquos largest law firmsrdquo) Here Defendants are represented by lawyers from

Skadden Arps Slate Meagher amp Flom LLP and Kramer Levin Naftalis amp Frankel LLP highly

respected law firms who presented very skilled defenses and spared no effort in representing their

clients Notwithstanding this formidable opposition Lead Counselrsquos ability to present a strong case

and to demonstrate its willingness to continue to vigorously prosecute the Litigation through trial

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 28 of 34

- 20 - 1308528_1

and then inevitable appeals enabled Lead Counsel to achieve a very favorable Settlement for the

benefit of the Class

5 Public Policy Considerations

A strong public policy concern exists for rewarding firms for bringing successful securities

litigation See FLAG Telecom 2010 WL 4537550 at 29 (if the ldquoimportant public policy [of

enforcing the securities laws] is to be carried out the courts should award fees which will adequately

compensate Lead Counsel for the value of their efforts taking into account the enormous risks they

undertookrdquo) Maley 186 F Supp 2d at 373 (ldquoIn considering an award of attorneyrsquos fees the public

policy of vigorously enforcing the federal securities laws must be consideredrdquo) Hicks 2005 WL

2757792 at 9 (ldquolsquoTo make certain that the public is represented by talented and experienced trial

counsel the remuneration should be both fair and rewardingrsquordquo) (citation omitted) Accordingly

public policy favors granting Lead Counselrsquos fee and expense application here

6 The Classrsquo Reaction to the Fee Request to Date Supports the

Requested Fee

To date the Claims Administrator has sent over 36900 copies of the Notice to potential

Class Members and nominees informing them inter alia that Lead Counsel intended to apply to the

Court for an award of attorneysrsquo fees in an amount not to exceed 25 of the total recovery plus

expenses not to exceed $200000 plus interest on both amounts10 The time to object to the fee

request expires on September 29 2017 To date just one week before the objection deadline not a

single objection to the fee and expense amounts set forth in the Notice has been received Such a

ldquolow level of objection is a lsquorare phenomenonrsquordquo In re Rite Aid Corp Sec Litig 396 F3d 294 305

(3d Cir 2005) (citation omitted) Moreover ldquoa significant number of investors in the class were

10 See Declaration of Carole K Sylvester Regarding Notice Dissemination Publication and Requests for Exclusion Received to Date para11 and Ex A (ldquoSylvester Declrdquo) submitted herewith

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 29 of 34

- 21 - 1308528_1

lsquosophisticatedrsquo institutional investors that had considerable financial incentive to object [to the

settlement] had they believed [the settlement was unfair or] the requested fees were excessiverdquo Id

Additionally the Lead Plaintiff supports the fee request See Chicago Police Decl para17 The fact

that no objections were received is compelling evidence of the fairness of the fee request

IV LEAD COUNSELrsquoS EXPENSES WERE REASONABLY INCURRED AND

NECESSARY TO THE PROSECUTION OF THIS LITIGATION

Lead Counsel also respectfully requests an award of $16273405 in expenses incurred while

prosecuting the Litigation Lead Counsel has submitted a declaration regarding these modest

expenses which are properly recovered by counsel See accompanying Robbins Geller Decl See

eg In re China Sunergy Sec Litig No 07 Civ 7895 (DAB) 2011 WL 1899715 at 6 (SDNY

May 13 2011) (in a class action attorneys should be compensated ldquofor reasonable out-of-pocket

expenses incurred and customarily charged to their clients as long as they were lsquoincidental and

necessary to the representationrsquordquo) (citation omitted) FLAG Telecom 2010 WL 4537550 at 30 (ldquoIt

is well accepted that counsel who create a common fund are entitled to the reimbursement of

expenses that they advanced to a classrdquo) In re Indep Energy Holdings PLC Sec Litig 302

F Supp 2d 180 183 n3 (SDNY 2003) (court may compensate class counsel for reasonable

expenses necessary to the representation of the class)

Counselrsquos expenses include the costs of hiring experts and consultants travel mediating the

Classrsquo claims and computerized research A complete breakdown by category of the expenses

incurred is set forth in the Robbins Geller Declaration These expenses were critical to Lead

Plaintiffrsquos success in achieving the Settlement See Global Crossing 225 FRD at 468 (ldquoThe

expenses incurred ndash which include investigative and expert witnesses filing fees service of process

travel legal research and document production and review ndash are the type for which lsquothe paying

armsrsquo length marketrsquo reimburses attorneys [f]or this reason they are properly chargeable to the

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 30 of 34

- 22 - 1308528_1

Settlement fundrdquo) Not a single objection to the expense amount set forth in the Notice has been

received Accordingly Lead Counsel respectfully requests payment for these expenses plus interest

earned on such amount at the same rate as that earned by the Settlement

V LEAD PLAINTIFF SHOULD BE AWARDED ITS REASONABLE TIME

AND EXPENSES UNDER 15 USC sect78u-4(a)(4)

Lead Plaintiff seeks approval for an award of $3765 for the time it spent directly relating to

its representation of the Class The PSLRA specifically provides that an ldquoaward of reasonable costs

and expenses (including lost wages) directly relating to the representation of the classrdquo may be made

to ldquoany representative party serving on behalf of a classrdquo 15 USC sect78u-4(a)(4)

The Lead Plaintiff dedicated time to the Litigation by reviewing significant pleadings and

briefs in the Litigation communicating regularly with Lead Counsel and monitoring the progress of

settlement negotiations See Chicago Police Decl para20 Numerous courts have approved reasonable

awards to compensate lead plaintiffs for the time and effort they spent on behalf of a class See

Kinross Gold 2015 US Dist LEXIS 181932 at 14 (awarding $1680011 to lead plaintiff and

additional named plaintiffs ldquoto compensate them for their reasonable costs and expenses directly

relating to their representation of the Classrdquo) In re Intercept Pharms Inc Sec Litig No 114-cv-

01123-NRB slip op at 1 (SDNY Oct 20 2016) (awarding $527500 and $740125 to lead

plaintiffs ldquodirectly relating to the representation of the Classrdquo) Hicks 2005 WL 2757792 at 10

(ldquoCourts in this Circuit routinely award such costs and expenses both to reimburse the named

plaintiffs for expenses incurred through their involvement with the action and lost wages as well as

to provide an incentive for such plaintiffs to remain involved in the litigation and to incur such

expenses in the first placerdquo)

Lead Plaintiff took an active role with the prosecution of the Litigation These are precisely

the types of activities that courts have found to support awards to class representatives See eg In

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 31 of 34

- 23 - 1308528_1

re Am Intrsquol Grp Inc No 04 Civ 8141 (DAB) 2010 WL 5060697 at 3 (SDNY Dec 2 2010)

(granting PSLRA award of $30000 to institutional lead plaintiffs ldquoto compensate them for the time

and effort they devoted on behalf of a classrdquo) FLAG Telecom 2010 WL 4537550 at 31 (approving

award of $100000 to lead plaintiff for time spent in the litigation) Veeco 2007 WL 4115808 at 12

(characterizing such awards as ldquolsquoroutine[]rsquordquo in this Circuit) (citation omitted)

The Notice sufficiently informed potential Class Members that such expenses would be

sought Sylvester Decl Ex A at 2 The modest request by Lead Plaintiff is supported by

declaration is reasonable and fully justified under the PSLRA and should be granted There have

been no objections to this request

VI CONCLUSION

Based on the foregoing and the entire record herein Lead Counsel respectfully requests that

the Court award attorneysrsquo fees of 25 of the $15 million recovery plus expenses in the amount of

$16273405 plus interest on both amounts and $3765 to Lead Plaintiff

DATED September 22 2017 Respectfully submitted

s Ellen Gusikoff Stewart

Henry Rosen Ellen Gusikoff Stewart Susannah R Conn ROBBINS GELLER RUDMAN amp DOWD LLP 655 West Broadway Suite 1900 San Diego CA 92101 Telephone 619231-1058 619231-7423 (fax) henryrrgrdlawcom ellengrgrdlawcom sconnrgrdlawcom

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 32 of 34

- 24 - 1308528_1

Samuel H Rudman David A Rosenfeld ROBBINS GELLER RUDMAN amp DOWD LLP 58 South Service Road Suite 200 Melville NY 11747 Telephone 631367-7100 631367-1173 (fax) srudmanrgrdlawcom drosenfeldrgrdlawcom

Christopher C Gold ROBBINS GELLER RUDMAN amp DOWD LLP 120 East Palmetto Park Road Suite 500 Boca Raton FL 33432 Telephone 561750-3000 561750-3364 (fax) cgoldrgrdlawcom

Lead Counsel for Plaintiff

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 33 of 34

CERTIFICATE OF SERVICE

I Ellen Gusikoff Stewart hereby certify that on September 22 2017 I caused a true and

correct copy of the attached

Memorandum of Law in Support of Lead Counselrsquos Motion for an Award of Attorneysrsquo Fees and Expenses and Award to Lead Plaintiff Pursuant to 15 USC sect78u-4(a)(4)

to be electronically filed with the Clerk of the Court using the CMECF system which will send

notification of such public filings to all counsel registered to receive such notice

s Ellen Gusikoff Stewart

ELLEN GUSIKOFF STEWART

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 34 of 34

EXHIBIT 1

Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 1 of 5

UNITED STATES DISTRICT COURTSOUTHERN DISTRICT OF NEW YORK

xZUBAIR PATEL Individually and on Behalf of All Others Similarly Situated

Plaintiff

vs

L-3 COMMUNICATIONS HOLDINGS INC et al

Defendants

x

Civil Action No 114-cv-06038-VEC(Consolidated)

CLASS ACTION

REVISED [PROPOSED] ORDER AWARDING ATTORNEYSrsquo FEES AND EXPENSES AND AWARDS TO LEAD PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 1 of 4

81717

USDC SDNY DOCUMENT ELECTRONICALLY FILED DOC DATE FILED

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 1 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 2 of 5

- 1 -

This matter having come before the Court on August 16 2017 on the motion of Lead

Counsel for an award of attorneysrsquo fees and expenses (the ldquoFee Motionrdquo) the Court having

considered all papers filed and proceedings conducted herein having found the Settlement of this

Litigation to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Stipulation of Settlement

dated February 22 2017 (the ldquoStipulationrdquo) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 Notice of Lead Counselrsquos Fee Motion was given to all Class Members who could be

located with reasonable effort The form and method of notifying the Class of the Fee Motion met

the requirements of Rule 23 of the Federal Rules of Civil Procedure and 15 USC sect78u-4(a)(7) the

Securities Exchange Act of 1934 as amended by the Private Securities Litigation Reform Act of

1995 due process and any other applicable law constituted the best notice practicable under the

circumstances and constituted due and sufficient notice to all persons and entities entitled thereto

4 The Court hereby awards Lead Counsel attorneysrsquo fees of 25 of the Settlement

Fund (or $8625000) plus expenses in the amount of $47598074 together with the interest earned

on both amounts for the same time period and at the same rate as that earned on the Settlement Fund

until paid The Court finds that the amount of fees awarded is appropriate and that the amount of

fees awarded is fair and reasonable under the ldquopercentage-of-recoveryrdquo method

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 2 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 2 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 3 of 5

- 2 -

5 The fees and expenses shall be allocated amongst Lead Plaintiffsrsquo Counsel in a

manner that Lead Counsel in good faith believes reflects the contributions of such counsel to the

prosecution and settlement of the Litigation

6 The awarded attorneysrsquo fees and expenses and interest earned thereon shall be paid to

Lead Counsel subject to the terms conditions and obligations of the Stipulation and in particular

para62 thereof which terms conditions and obligations are incorporated herein

7 In making this award of fees and expenses to Lead Counsel the Court has considered

and found that

(a) the Settlement has created a fund of $34500000 in cash that is already on

deposit and numerous Class Members who submit or have submitted valid Proof of Claim and

Release forms will benefit from the Settlement created by Lead Counsel

(b) over 47000 copies of the Notice were disseminated to Class Members

indicating that Lead Counsel would move for attorneysrsquo fees in the amount of 25 of the Settlement

Fund and for expenses in an amount not to exceed $600000 and no objections to the fees or

expenses were filed by Class Members

(c) Lead Counsel has pursued the Litigation and achieved the Settlement with

skill perseverance and diligent advocacy

(d) Lead Counsel has expended substantial time and effort pursuing the Litigation

on behalf of the Class

(e) Lead Counsel pursued the Litigation on a contingent basis having received no

compensation during the Litigation and any fee amount has been contingent on the result achieved

(f) the Litigation involves complex factual and legal issues and in the absence of

settlement would involve lengthy proceedings whose resolution would be uncertain

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 3 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 3 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 4 of 5

- 3 -

(g) had Lead Counsel not achieved the Settlement there would remain a

significant risk that the Class may have recovered less or nothing from Defendants

(h) Lead Counsel has devoted over 8500 hours with a lodestar value of

$439142350 to achieve the Settlement

(i) public policy concerns favor the award of reasonable attorneysrsquo fees and

expenses in securities class action litigation and

(j) the attorneysrsquo fees and expenses awarded are fair and reasonable and

consistent with awards in similar cases within the Second Circuit

8 Any appeal or any challenge affecting this Courtrsquos approval regarding the Fee Motion

shall in no way disturb or affect the finality of the Judgment entered with respect to the Settlement

9 Pursuant to 15 USC sect78u-4(a)(4) the Court awards the following amounts to Lead

Plaintiffs for the time they spent directly related to their representation of the Class $39000 to City

of Pontiac General Employeesrsquo Retirement System $86000 to Local 1205 Pension Plan and

$100000 to City of Taylor Police and Fire Retirement System

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this Order shall be

rendered null and void to the extent provided in the Stipulation and shall be vacated in accordance

with the Stipulation

IT IS SO ORDERED

DATED ______________________ ________________________________________THE HONORABLE VALERIE E CAPRONIUNITED STATES DISTRICT JUDGE

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 4 of 4

August 17 2017

___________________________________________ _________E HONORABLE VALEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEERIE E CA

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 4 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 5 of 5

EXHIBIT 2

Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 1 of 10

rus1$$i)Ny I DOCUMENT

ELECTRONICALLY FILED DOC

SOUTHERN DISTRICT OF NEW YORK

UNITED STATES DISTRICT COURT

d a t e b Z l セ e セ d M Z セ セ セ ャ M セ------------------___________ x セ セ セ セ セ セ セ ] ] セ セ セ セ

LAND MEN PARTNERS INC Individually Civil Action No 08-cv-03601-HBshy

and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff FINAL JUDGMENT AND ORDER OF

vs DISMISSAL WITH PREJUDICE

THE BLACKSTONE GROUP LP et aI

Defendants

---------------------------------x

This matter came before the Court for hearing pursuant to the Order Preliminarily Approving

Settlement and Providing for Notice to the Class (Notice Order) dated August 30 2013 on the

unopposed application ofLead Plaintiffs for approval of the Settlement set forth in the Settlement

Agreement dated August 28 2013 (Stipulation) and following a hearing on December 18 2013

Due and adequate notice having been given to the Class as required in said Order and the Court

having considered all papers filed and proceedings had herein and otherwise being fully informed in

the premises and good cause appearing therefor

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Final Judgment incorporates by reference the definitions in the Stipulation and

all terms used herein shall have the same meanings as set forth in the Stipulation unless otherwise

set forth herein

2 This Court has jurisdiction over the subject matter ofthe Action and over all Settling

Parties to the Action including all members of the Class

3 For purposes ofthis Judgment as certified by the Court s August 13 2013 Order the

Class is defined as all Persons who purchased the common units of The Blackstone Group LP

(Blackstone) in Blackstones initial public offering (IPO) or in the open market on the New

- 1 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 1 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 2 of 10

York Stock Exchange between June 21 2007 and March 12 2008 inclusive and who sustained

compensable damages in connection with any such purchase of Blackstone units pursuant to

Sections 11 and 15 of the Securities Act of 1933

Excluded from the Class are (i) the persons who submitted valid and timely requests for

exclusion from the Class who are listed on Exhibit A hereto (ii) Defendants (iii) members of the

immediate family ofeach ofthe Defendants (iv) any Person that acted as an underwriter ofthe IPO

(v) any natural Person who sold Blackstone common units to the public in the IPO or who serves or

served as an officer or director ofBlackstone or as a partner of any predecessor to Blackstone the

members of the immediate families ofany such persons and any entity in which any ofDefendants

have or had a controlling interest and (vi) the legal representatives agents affiliates heirs

successors-in-interest or assigns of any such excluded Person (collectively Excluded Persons)

For the avoidance of doubt the Excluded Persons are excluded from the Class only to the

extent they purchased Blackstone common units in the IPO for their own account and not for or on

behalf of a third-party customer or for resale to customers Further to the extent that any of the

Excluded Persons was a statutory seller who resold the Blackstone common units to a third-party

customer client account fund trust or employee benefit plan that otherwise falls within the Class

or purchased Blackstone common units in a fiduciary capacity or otherwise on behalf ofany thirdshy

party customer client account fund trust or employee benefit plan that falls within the Class the

Excluded Person is excluded from the Class but the third-party customer client account fund trust

or employee benefit plan is not excluded from the Class with respect to such purchases of

Blackstone common units

4 For purposes of this Judgment as certified by the Courts August 132013 Order

Lead Plaintiffs Martin Litwin and Francis Brady are Class Representatives and Lead Counsel

- 2 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 2 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 3 of 10

Robbins Geller Rudman amp Dowd LLP and Brower Piven A Professional Corporation are Class

Counsel

5 Pursuant to Federal Rule of Civil Procedure 23 this Court hereby approves the

Settlement set forth in the Stipulation and finds that the Settlement is in all respects fair reasonable

and adequate to the Class There are no objections to the proposed Settlement

6 Pursuant to Rule 23 of the Federal Rules ofCivil Procedure the Court finds that the

Stipulation and Settlement are fair reasonable and adequate as to each ofthe Settling Parties and

that the Stipulation and Settlement are hereby finally approved in all respects and the Settling

Parties are hereby directed to perform its terms

7 Accordingly the Court authorizes and directs implementation of all the terms and

provisions of the Stipulation as well as the terms and provisions hereof The Court hereby

dismisses as to Defendants the Action and all Released Claims ofthe Class with prejudice without

costs as to any Settling Party except as and to the extent provided in the Stipulation and herein

8 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

shall and each of the Class Members shall be deemed to have and by operation ofthis Judgment

shall have fully finally and forever released relinquished and discharged all Released Claims

against the Released Persons whether or not such Class Member executes and delivers the Proof of

Claim and Release

9 Upon the Effective Date hereof and as provided in the Stipulation each of the

Released Persons shall be deemed to have and by operation of this Judgment shall have fully

finally and forever released relinquished and discharged Lead Plaintiffs each and all of the Class

Members Lead Counsel and Abraham Fruchter amp Twersky LLP from all claims (including without

- 3 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 3 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 4 of 10

limitation Unknown Claims) arising out of relating to or in connection with the institution

prosecution assertion settlement or resolution of the Action

10 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

and each of the Class Members who have not validly opted out of the Class and their respective

predecessors successors agents representatives attorneys and affiliates and the respective heirs

executors administrators successors and assigns of each of them directly or indirectly

individually derivatively representatively or in any other capacity shall be deemed to have and by

operation of the Judgment shall have fully finally and forever released relinquished and

discharged against the Released Persons (whether or not such Class Members execute and deliver

the Proof of Claim and Release forms) any and all Released Claims (including without limitation

Unknown Claims) as well as any claims arising out of relating to or in connection with the

defense settlement or resolution of the Action or the Released Claims

11 Upon the Effective Date Lead Plaintiffs and each of the Class Members who have

not validly opted out of the Class and their respective predecessors successors agents

representatives attorneys and affiliates and the respective heirs executors administrators

successors and assigns of each of them directly or indirectly individually derivatively

representatively or in any other capacity shall be permanently barred and enjoined from the

assertion institution maintenance prosecution or enforcement against any Released Person in any

state or federal court or arbitral forum or in the court of any foreign jurisdiction of any and all

Released Claims (including without limitation Unknown Claims) as well as any claims arising out

of relating to or in connection with the defense settlement or resolution of the Action or the

Released Claims

- 4 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 4 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 5 of 10

12 The Notice ofProposed Settlement ofClass Action (Notice) given to the Class in

accordance with the Notice Order entered on August 30 2013 was the best notice practicable under

the circumstances including the individual notice to all members of the Class who could be

identified through reasonable effort ofthe proceedings and ofthe matters set forth therein including

the proposed Settlement set forth in the Stipulation the proposed Plan of Distribution of the

proceeds ofthe Settlement set forth in the Notice Lead Counsels application for attorneys fees and

reimbursement of expenses and Lead Plaintiffs request for an award of reasonable costs and

expenses relating to their representation of the Class and said Notice and notice procedures fully

satisfied the requirements of Federal Rule of Civil Procedure 23 the Private Securities Litigation

Reform Act of 1995 and the requirements of due process There are no objections to the Notice

andor notice procedures

13 The Court hereby approves the Plan ofDistribution as set forth in the Notice as fair

and equitable The Court directs Lead Counsel to proceed with processing Proofs ofClaim and the

administration of the Settlement pursuant to the terms of the Plan of Distribution and upon

completion ofthe claims processing procedure to present to this Court a proposed final distribution

order for the distribution of the Net Settlement Fund to eligible Class Members as provided in the

Stipulation and the Plan of Distribution There are no objections to the Plan of Distribution

14 The Court hereby awards Lead Counsel attorneys fees equal to 3333 percent of

the Settlement Fund (including interest accrued thereon) and litigation expenses in the amount of

$104700577 with interest to accrue thereon at the same rate and for the same periods as has

accrued by the Settlement Fund from the date ofthis Judgment to the date ofactual payment of said

attorneys fees and expenses to Lead Counsel as provided in the Stipulation The Court finds the

amount of attorneys fees awarded herein are fair and reasonable based on (a) the work performed

- 5 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 5 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 6 of 10

and costs incurred by Lead Counsel (b) the complexity ofthe case (c) the risks undertaken by Lead

Counsel and the contingent nature of their employment (d) the quality of the work performed by

Lead Counsel in this Action and their standing and experience in prosecuting similar class action

securities litigation (e) awards to successful plaintiffs counsel in other similar litigation (f) the

benefits achieved for Class Members through the Settlement and (g) the absence ofany objections

from any Class Members to either the application for an award ofattorneys fees or expenses to Lead

Counsel

15 The Court also fmds that the requested expenses are proper as the expenses incurred

by Lead Counsel including the costs ofexperts were reasonable and necessary in the prosecution of

this Action on behalf of Class Members There are no objections to Lead Counsels application for

reimbursement of their expenses

16 The Court approves payment of$1500000 to Lead Plaintiff Martin Litwin for his

reasonable time and expenses (including lost wages) relating to their representation of the Class

Such payment shall be paid out of the Settlement Fund There are no objections to Lead Plaintiff

Litwins application for reimbursement ofhis costs and expenses

17 All fees and expenses awarded or allowed in this Judgment shall except as otherwise

expressly provided in the Stipulation be paid from the Settlement Fund

18 Lead Counsel may apply from time to time for any fees andor expenses incurred by

them solely in connection with the administration of the Settlement and distribution of the Net

Settlement Fund to Class Members which except as expressly provided in the Stipulation shall be

paid from the Settlement Fund

19 Neither appellate review nor modification ofthe Plan ofDistribution set forth in the

Notice nor any action in regard to the motion by Lead Counsel for attorneys fees andor expenses

- 6 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 6 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 7 of 10

and the award ofcosts and expenses to Lead Plaintiffs shall affect the fmality ofany other portion of

this Judgment nor delay the Effective Date ofthe Stipulation and each shall be considered separate

for the purposes of appellate review of this Judgment

20 Neither the Stipulation nor the Settlement contained therein nor any act performed or

document executed pursuant to or in furtherance of the Stipulation or the Settlement (a) is or may be

deemed to be or may be used as an admission of or evidence of the validity ofany Released Claim

or ofany wrongdoing or liability of the Released Persons or (b) is or may be deemed to be or may

be used as an admission of or evidence of any fault or omission of any of the Defendants or the

Released Persons in any civil criminal or administrative proceeding in any court administrative

agency or other tribunal Defendants andor the Released Persons may file the Stipulation andor

this Judgment from this Action in any other action in which they are parties or that may be brought

against them in order to support a defense claim or counterclaim based on principles of res

judicata collateral estoppel release good faith settlement judgment bar or reduction or any theory

of claim preclusion or issue preclusion or similar defense or counterclaim

21 Without affecting the finality ofthis Judgment in any way this Court hereby retains

continuing exclusive jurisdiction over (a) implementation of this Settlement and any award or

distribution of the Settlement Fund including interest earned thereon (b) disposition of the

Settlement Fund (c) hearing and determining applications for attorneys fees interest and expenses

in the Action (d) payment of taxes by the Settlement Fund (e) all Settling Parties hereto for the

purpose ofconstruing enforcing and administering the Stipulation and (f) any other matters related

to finalizing the Settlement and distribution of proceeds of the Settlement

22 In the event that the Settlement does not become effective in accordance with the

terms of the Stipulation or the Effective Date does not occur or in the event that the Settlement

- 7 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 7 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 8 of 10

Fund or any portion thereof is returned to Defendants then this Judgment shall be rendered null and

void to the extent provided by and in accordance with the Stipulation and shall be vacated and in

such event all orders entered and releases delivered in connection herewith shall be null and void to

the extent provided by and in accordance with the StipUlation

23 Without further order of the Court the Settling Parties may agree to reasonable

extensions of time to carry out any of the provisions of the Stipulation

24 The Court finds that during the course of the Action the Settling Parties and their

respective counsel at all times complied with the requirements of Rule 11 of the Federal Rules of

Civil Procedure

25 The Court directs immediate entry of this Final Judgment by the Clerk ofthe Court

DATED Ok 10 2 TEO aRABLE HAROLD A R JR

UNITED STATES DISTRICT JUDGE

- 8 shy

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EXHIBIT A

BLACKSTONE LIST OF EXCLUSIONS

Name

1 lINA HU

2 ESTATE OF ANTHONY J FABEC

3 WILLIAM PATTERSON

4 MARY AN N SHOTWELL

5 RICHARD A LEWIS

6 JOHN MERCADENTE JR

7 DOUGLAS BARHORST

8 PATRICIA G NORMAN

9 ESTATE OF RICHARD A NORMAN

10 ROBERT W DUER

11 ANIBAL MARRERO

12 RUSS D SONNIER

13 MARCUS E ampJOANNE R NORTH

14 SUZANNE EMETAROM

15 WILLIAM W amp FRANCES E MAIN

16 ANTHONY BRIENZA

17 SHU HAO HUANG

18 KENNETH 0 PARRIS

19 DUFF S MCEVERS

20 SHERRIE L FRANTZ

21 DEBBIE CRINK

22 MARK A SUMMERS

23 PAULINE MEYEROWITZ

24 ANDREW WAHL

City

OSHAWA

WILLOUGHBY HILLS

KINGS MOUNTAIN

VIRGILINA

BULLARD

READING

SIDNEY

KEARNEY

KEARNEY

ALTA LOMA

CORAL GABLES

NEW YORK

VICTORIA

WALNUT CREEK

ROBERTS

COLD SPRING HARBOR

SNOHOMISH

ATHENS

LAGUNA NIGUEL

EUGENE

OMAHA

MINNETRISTA

FT LAUDERDALE

SAN FRANCISCO

St Country セ

ON CA lIJ7C6

OH US 44094

NC US 28086

VA US 24598

TX US 75757

PA US 19606

OH US 45365

NE US 68845

NE US 68845

CA US 91701

FL US 33134

NY US 10150

TX US 77905

CA US 94595

MT US 59070

NY US 11724

WA US 98296

GA US 30604

CA US 92677

OR US 97404

NE US 68138

MN US 55364

FL US 33308

CA US 94115

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 9 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 10 of 10

EXHIBIT 3

Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 1 of 4

UNITED STATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

--------_____________________ x

THE BOARD OF TRUSTEES OF THE Civil Action No 09-cv-09333-KBF

OPERA TING ENGINEERS PENSION

TRUST on Behalf of Itself and All Others CLASS ACTION

Similarly Situated [PROPOSES] ORDER A WARDING

Plaintiffs ATTORNEYS FEES EXPENSES AND

CASE CONTRIBUTION A WARD TO LEAD

vs PLAINTIFF

JPMORGAN CHASE BANK NATIONAL

ASSOCIATIOt USDCSDNY

DOCUMENTDefendant

ELECTRONICALLY FILED ---------------- x DOC

DATE f M i l M e M d セ ャ エ i o B B B v エ M R B B G エ M ョ M B G Q G Q Q R P セ Q M S

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 1 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 2 of 4

This matter having come before the Court on November 19 2013 on the motion of Lead

Counsel for an award ofattorneys fees and expenses in the litigation and a case contribution award

to Lead Plaintiff the Court having considered all papers filed and proceedings condueted herein

having found the settlement of this Action to be fair reasonable and adequate and otherwise being

fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by referenee the definitions in the Stipulation of Settlement

dated August 16 2013 and all capitalized terms used but not defined herein shall have the same

meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto ineluding all members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount ofS47702453 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-reeovery method

4 The fees and expenses shall be allocated among Plaintiffs Counsel in a manner

which in Lead Counsels good-faith judgment ret1ects each such counsels contribution to the

institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Lead Counsel subject to the terms conditions and obligations of the

- 1 shy

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 2 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 3 of 4

Stipulation and in particular セ Q R R thereof which terms conditions and obligations are incorporated

herein

6 The Court hereby awards Lead Plaintiff Board ofTrustees of the Operating Engineers

Pension Trust $25000 for its time and expense in representing the Class This case contribution

award shall be paid to Lead Plaintiff on or after the Effective Date subject to the terms conditions

and obligations of the Stipulation and in particular セ R S thereof which terms conditions and

obligations are incorporated herein

IT IS SO ORDERED

THE HONORABLE KATHERINE B FORREST

UNITED STATES DISTRICT JUDGE

- 2

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 3 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 4 of 4

EXHIBIT 4

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 1 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

CITILINE HOLDINGS INC Individually Civil Action No 108-cv-03612-RJS and On Behalf of All Others Similarly Situated (Consolidated)

Plaintiff CLASS ACTION

vs

ISTAR FINANCIAL INC et al

Defendants

x

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

E Albdquo

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 2 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 2 of 3

This matter having come before the Court on April 5 2013 on the motion of Co-Lead

Counsel for an award of attorneys fees and expenses in the Litigation the Court having considered

all papers filed and proceedings conducted herein having found the settlement of this action to be

fair reasonable and adequate and otherwise being fully informed in the premises and good cause

appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 5 2012 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Co-Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount of $23490171 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among Lead Plaintiffs counsel in a manner

which in Co-Lead Counsels good-faith judgment reflects each such counsels contribution to the

institution prosecution and resolution of the Litigation

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 3 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 3 of 3

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Co-Lead Counsel subject to the terms conditions and obligations of the

Stipulation and in particular para62-63 thereof which terms conditions and obligations are

incorporated herein

SO ORDERED

-2-

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 4 of 4

EXHIBIT 5

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 1 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 1 of 4

UNITED ST ATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

In re SANOFI-AVENTIS SECURITIES

LITIGATION

This Document Relates To

ALL ACTIONS

---middotmiddotmiddot-----middot--------x

i

11

middot middot FlLBD I l

JAN 2 2QJ4-~ Civil Action No 107tv-10279-GBD

CLASS ACTION f middot middot

ECFCASE

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND AN

AWARD TO PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

903068_ l

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 2 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 2 of 4

This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 3 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 3 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 11: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

- 2 - 1308528_1

the agreed-upon fee will offer the best indication of a market rate thus providing a good starting position for a district courtrsquos fee analysis

In re Nortel Networks Corp Sec Litig 539 F3d 129 133-34 (2d Cir 2008) see also In re Cendant

Corp Litig 264 F3d 201 220 (3d Cir 2001) (ldquocourts should afford a presumption of

reasonableness to fee requests submitted pursuant to an agreement between a properly-selected lead

plaintiff and properly-selected lead counselrdquo) In addition following an extensive Court-ordered

notice program not a single Class Member has objected to the maximum amount of fees and

expenses set forth in the Notice2

As detailed here in the Rosen Declaration and in the Settlement Memorandum the

Settlement achieved here following extensive investigation represents a very good result for Lead

Plaintiff and the Class particularly when judged in the context of the significant litigation risks

attendant in this Litigation The $15 million Settlement that Lead Counsel obtained provides the

Class with an immediate and certain recovery in a case that faced substantial obstacles to

establishing liability loss causation and damages that could have prevented any recovery at all The

Settlement represents approximately 15 of the maximum recoverable damages estimated on a per

share basis by Lead Plaintiffrsquos damages consultant In achieving this result Lead Counsel worked

more than 2200 hours over the course of this complex litigation all on a contingency basis with no

guarantee of ever being paid

2 As of the date of this fee memorandum which is before the September 29 2017 deadline for filing objections Lead Counsel has not received any objections to the fee request Pursuant to the Courtrsquos Preliminary Approval Order over 36900 copies of the Notice were mailed to potential Members of the Class and nominees advising them that Lead Counsel intended to apply to the Court for an award of attorneysrsquo fees not to exceed 25 of the total recovery plus expenses of no greater than $200000 plus interest on both amounts If any timely objections are received from Class Members Lead Counsel will address them in a reply brief which will be filed with the Court no later than October 13 2017

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 11 of 34

- 3 - 1308528_1

Lead Counsel believes that an attorney fee award of 25 together with payment of its

litigation expenses properly reflects the many significant risks taken by Lead Counsel as well as the

excellent result achieved in difficult litigation When examined under either of this Circuitrsquos

methods of contingency fee determination (ie percentage of the fund or lodestar) it is abundantly

clear that an award of fees at 25 is reasonable and well within the range of attorneysrsquo fees awarded

in similar complex contingency cases In addition the costs and expenses requested by Lead

Counsel are reasonable in amount and were necessarily incurred Finally the Lead Plaintiff greatly

contributed to the prosecution and settlement of the Litigation It reviewed and approved papers

filed with the Court and mediator and participated in discussions regarding case strategy and

settlement Lead Plaintiff seeks approval for an award associated with the time it spent dedicated to

the Litigation Its time is documented in its accompanying declaration See Chicago Police Decl

parapara20-21 Accordingly the Court should grant the full amount requested by Lead Plaintiff

II HISTORY AND BACKGROUND OF THE LITIGATION

This securities fraud class action was brought under the Securities Exchange Act of 1934 (the

ldquoExchange Actrdquo) Lead Plaintiff alleges that Defendants violated the Exchange Act during the April

23 2012 through May 16 2016 Class Period by engaging in a fraudulent scheme and making

materially false and misleading statements regarding the Companyrsquos financial condition internal

controls and compliance policies More specifically Lead Plaintiff alleges that Defendants failed to

disclose that (a) Gerdau was engaged in a bribery scheme in collusion with Brazilrsquos Administrative

Council of Tax Appeals (ldquoCARFrdquo) (b) the Company had defrauded Brazilian tax authorities (c)

Gerdaursquos CEO and other directors and employees of the Company had engaged in bribery money

laundering and influence peddling and (d) the tax appeals themselves related to a series of self-

dealing transactions from 2005 designed to enable Gerdau to avoid taxes Rosen Decl para10

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 12 of 34

- 4 - 1308528_1

Lead Plaintiff further alleges that all of the Companyrsquos Class Period financial statements

were false because of the alleged material omissions and that Defendantsrsquo statements regarding the

Companyrsquos internal and financial controls and strict adherence to high ethical standards were also

false Id para11 Lead Plaintiff alleges that Defendantsrsquo misrepresentations and fraudulent scheme

had the effect of artificially inflating the price of Gerdau ADRs which inflation came out of the

ADR price when the truth was revealed at the end of the Class Period Id

A detailed description of Lead Counselrsquos prosecution of this case is set forth in the

accompanying Rosen Declaration For the sake of brevity the Court is respectfully referred to the

Rosen Declaration

III ARGUMENT

A Lead Counsel Is Entitled to an Award of Attorneysrsquo Fees and

Expenses from the Common Fund

The Supreme Court has long recognized that ldquoa litigant or a lawyer who recovers a common

fund for the benefit of persons other than himself or his client is entitled to a reasonable attorneyrsquos

fee from the fund as a wholerdquo Boeing Co v Van Gemert 444 US 472 478 (1980) see also

Goldberger 209 F3d at 47 Savoie v Merchs Bank 166 F3d 456 459-60 (2d Cir 1999) ldquoThe

courtrsquos authority to reimburse the representative parties stems from the fact that the class-action

device is a creature of equity and the allowance of attorney-related costs is considered part of the

historic equity power of the federal courtsrdquo 7B Charles Alan Wright Arthur R Miller amp Mary Kay

Kane Federal Practice and Procedure sect1803 at 325 (3d ed 2005) The purpose of the common

fund doctrine is to fairly and adequately compensate class counsel for services rendered and to

ensure that all class members contribute equally towards the costs associated with litigation pursued

on their behalf See also Goldberger 209 F3d at 47 In re Veeco Instruments Inc Sec Litig No 05

MDL 01695 (CM) 2007 WL 4115808 at 2 (SDNY Nov 7 2007)

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 13 of 34

- 5 - 1308528_1

Courts have recognized that in addition to providing just compensation awards of fair

attorneysrsquo fees from a common fund also serve to encourage skilled counsel to represent those who

seek redress for damages inflicted on entire classes of persons and to discourage future alleged

misconduct of a similar nature City of Providence v Aeropostale Inc No 11 Civ 7132 (CM)

(GWG) 2014 WL 1883494 at 10-11 (SDNY May 9 2014) affrsquod sub nom Arbuthnot v

Pierson 607 F Apprsquox 73 (2d Cir 2015) In re Telik Inc Sec Litig 576 F Supp 2d 570 585

(SDNY 2008) Veeco 2007 WL 4115808 at 2 Indeed the Supreme Court has emphasized that

private securities actions such as the instant action provide ldquolsquoa most effective weapon in the

enforcementrsquo of the securities laws and are lsquoa necessary supplement to [SEC] actionrsquordquo Bateman

Eichler Hill Richards Inc v Berner 472 US 299 310 (1985) (quoting J I Case Co v Borak

377 US 426 432 (1964)) accord Tellabs Inc v Makor Issues amp Rights Ltd 551 US 308 (2007)

Courts in this Circuit have consistently adhered to these teachings See In re Interpublic Sec

Litig No 02 Civ 6527 (DLC) 2004 WL 2397190 at 10 (SDNY Oct 26 2004) (ldquoIt is well

established that where an attorney creates a common fund from which members of a class are

compensated for a common injury the attorneys who created the fund are entitled to lsquoa reasonable

fee ndash set by the court ndash to be taken from the fundrsquordquo) (citation omitted) Fairly compensating Lead

Counsel for the risks it took in bringing this action is essential because ldquo[s]uch actions could not be

sustained if plaintiffsrsquo counsel were not to receive remuneration from the settlement fund for their

efforts on behalf of the classrdquo Hicks v Morgan Stanley No 01 Civ 10071 (RJH) 2005 WL

2757792 at 9 (SDNY Oct 24 2005)

B The Court Should Award a Reasonable Percentage of the Common

Fund

Lead Counsel respectfully submits that the Court should award a fee based on a percentage of

the common fund obtained Courts routinely find that the percentage-of-the-fund method under

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 14 of 34

- 6 - 1308528_1

which counsel is awarded a percentage of the fund that they created is the preferred means to

determine a fee because it ldquolsquodirectly aligns the interests of the class and its counsel and provides a

powerful incentive for the efficient prosecution and early resolution of litigationrsquordquo Wal-Mart Stores

Inc v Visa USA Inc 396 F3d 96 122 (2d Cir 2005) (citation omitted) see also Hayes v

Harmony Gold Mining Co 509 F Apprsquox 21 24 (2d Cir 2013) (ldquo[A]s the district court recognized

the prospect of a percentage fee award from a common settlement fund as here aligns the interests

of class counsel with those of the classrdquo) The percentage approach also recognizes that the quality

of counselrsquos services is measured best by the results achieved and is most consistent with the system

typically used in the marketplace to compensate attorneys in non-class contingency cases3

The Supreme Court has also indicated that attorneysrsquo fees in common-fund cases generally

should be based on a percentage of the fund See Blum v Stenson 465 US 886 900 n16 (1984)

(ldquo[U]nder the lsquocommon fund doctrinersquo a reasonable fee is based on a percentage of the fund

bestowed on the classrdquo) The Second Circuit has expressly approved the percentage method

recognizing that ldquothe lodestar method proved vexingrdquo and had resulted in ldquoan inevitable waste of

judicial resourcesrdquo Goldberger 209 F3d at 48-49 (holding that the percentage-of-the-fund method

may be used to determine appropriate attorneysrsquo fees although the lodestar method may also be

used) Savoie 166 F3d at 460 (stating that the ldquopercentage-of-the-fund method has been deemed a

3 See eg In re Payment Card Interchange Fee amp Merch Disc Antitrust Litig 991 F Supp 2d 437 440 (EDNY 2014) (ldquoThe percentage method better aligns the incentives of plaintiffsrsquo counsel with those of the class members because it bases the attorneysrsquo fees on the results they achieve for their clients rather than on the number of motions they file documents they review or hours they work The percentage method also accords with the overwhelming prevalence of contingency fees in the market for plaintiffsrsquo counselrdquo) Davis v JP Morgan Chase amp Co 827 F Supp 2d 172 184 (WDNY 2011) (the ldquoadvantages of the percentage method are that it provides an incentive to attorneys to resolve the case efficiently and to create the largest common fund out of which payments to the class can be made and that it is consistent with the system typically used by individual clients to compensate their attorneysrdquo)

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 15 of 34

- 7 - 1308528_1

solution to certain problems that may arise when the lodestar method is used in common fund

casesrdquo) More recently the Second Circuit has acknowledged that the ldquotrend in this Circuit is toward

the percentage methodrdquo Wal-Mart 396 F3d at 122 see also City of Providence 2014 WL

1883494 at 11-124

The determination of attorneysrsquo fees using the percentage-of-the-fund method is also

supported by the PSLRA which states that ldquo[t]otal attorneysrsquo fees and expenses awarded by the court

to counsel for the plaintiff class shall not exceed a reasonable percentage of the amountrdquo recovered

for the class 15 USC sect78u-4(a)(6) (emphasis added) Courts have concluded that by drafting the

PSLRA in such a manner Congress expressed a preference for the percentage as opposed to the

lodestar method of determining attorneysrsquo fees in securities class actions See Veeco 2007 WL

4115808 at 3 Maley v Del Global Techs Corp 186 F Supp 2d 358 370 (SDNY 2002) In re

Am Bank Note Holographics 127 F Supp 2d 418 430 (SDNY 2001) In re Global Crossing Sec

amp ERISA Litig 225 FRD 436 465-66 (SDNY 2004)

Given the language of the PSLRA the Supreme Courtrsquos indication that the percentage

method is proper in this type of case the Second Circuitrsquos explicit approval of the percentage

method in Goldberger and the trend among the district courts in this Circuit the Court should award

4 All federal Courts of Appeal to consider the matter have approved the percentage method with two circuits requiring its use in common fund cases See In re Thirteen Appeals Arising out of the

San Juan Dupont Plaza Hotel Fire Litig 56 F3d 295 305 (1st Cir 1995) In re GMC Pick-Up

Truck Fuel Tank Prods Liab Litig 55 F3d 768 821-22 (3d Cir 1995) Union Asset Mgmt

Holding AG v Dell Inc 669 F3d 632 644 (5th Cir 2012) Rawlings v Prudential-Bache Props 9 F3d 513 515-16 (6th Cir 1993) Harman v Lyphomed Inc 945 F2d 969 975 (7th Cir 1991) Johnston v Comerica Mortg Corp 83 F3d 241 246 (8th Cir 1996) Powers v Eichen 229 F3d 1249 1256 (9th Cir 2000) Brown v Phillips Petroleum Co 838 F2d 451 454-56 (10th Cir 1988) Faught v Am Home Shield Corp 668 F3d 1233 1242 (11th Cir 2011) Swedish Hosp Corp v

Shalala 1 F3d 1261 1269-71 (DC Cir 1993) The Eleventh and District of Columbia Circuits require the use of the percentage method in common fund cases See Faught 668 F3d at 1242 Swedish Hosp 1 F3d at 1271

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 16 of 34

- 8 - 1308528_1

Lead Counsel attorneysrsquo fees based on a percentage of the fund The percentage approach not only

directly aligns the interests of counsel and the class (Elliot v Leatherstocking Corp No 310-CV-

0934 (MADDEP) 2012 WL 6024572 at 5 (NDNY Dec 4 2012)) it also recognizes that the

quality of counselrsquos services is measured best by the results achieved and ldquocan serve as a proxy for

the market in setting counsel feesrdquo Am Bank Note 127 F Supp 2d at 432

C The Requested Attorneysrsquo Fees Are Reasonable Under the

Percentage-of-the-Fund Method

The Supreme Court has recognized that an appropriate Court-awarded fee is intended to

approximate what counsel would receive if they were bargaining for the services in the marketplace

See Missouri v Jenkins 491 US 274 285-86 (1989) If this were a non-class action the customary

fee arrangement would be contingent and in the range of 33 of the recovery See Blum 465 US at

904 (ldquoIn tort suits an attorney might receive one-third of whatever amount the plaintiff recovers In

those cases therefore the fee is directly proportional to the recoveryrdquo) (Brennan J concurring)

The requested 25 fee is well within the range of percentage fees awarded within the Second

Circuit in other comparable securities and antitrust cases See eg In re BioScrip Inc Sec Litig

No 13-cv-6922 (AJN) 2017 US Dist LEXIS 118881 at 58 (SDNY July 26 2017) (awarding

25 of $10900000 settlement fund finding that such an award ldquolsquofalls within the range of

percentages regularly awarded inrsquo analogous common fund casesrdquo) (citation omitted) Patel v L-3

Commcrsquons Holdings Inc No 114-cv-06038-VEC slip op at 1 (SDNY Aug 17 2017)

(awarding 25 of $345 million settlement) City of Austin Police Ret Sys v Kinross Gold Corp

No 112-cv-01203-VEC 2015 US Dist LEXIS 181932 at 12 (SDNY Oct 15 2015) (awarded

fees of 30 of $33 million recovery plus expenses) Landmen Partners Inc v Blackstone Grp LP

No 08-cv-03601-HB-FM slip op at 5 (SDNY Dec 18 2013) (awarded fees of 33-13 of $85

million recovery plus expenses) Bd of Trs of the Operating Engrsquors Pension Tr v JPMorgan

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 17 of 34

- 9 - 1308528_1

Chase Bank Natrsquol Assrsquon No 09-cv-09333-KBF slip op at 1 (SDNY Nov 20 2013) (awarded

fees of 30 of $23 million recovery plus expenses) Citiline Holdings Inc v iStar Fin Inc No

108-cv-03612-RJS slip op at 1 (SDNY Apr 5 2013) (awarded fees of 30 of $29 million

recovery plus expenses) In re Sanofi-Aventis Sec Litig No 107-cv-10279-GBD slip op at 1

(SDNY Jan 22 2014) (awarded fees of 275 of $40 million recovery plus expenses) Cornwell

v Credit Suisse Grp No 08-cv-03758(VM) slip op at 2 (SDNY July 20 2011) (awarded fees of

275 of $70 million recovery plus expenses) Mass Bricklayers amp Masons Tr Funds v Deutsche

Alt-A Sec Inc No 208-cv-03178-LDW-ARL slip op at 3 (EDNY July 11 2012) (awarded

265 of $325 million recovery plus expenses) In re CIT Grp Inc Sec Litig No 108-cv-06613-

BSJ-THK slip op at 1-2 (SDNY June 13 2012) (awarded 265 of $75 million recovery plus

expenses)5

Another factor favoring the reasonableness of Lead Counselrsquos 25 fee application under the

percentage-of-the-fund method is that this fee was negotiated with and approved by the Lead

Plaintiff an institutional investor charged by the Court and the PSLRA with responsibility for

monitoring Lead Counsel See Chicago Police Decl parapara15-18

The PSLRA was intended to encourage sophisticated and financially-interested investors like

Lead Plaintiff to assume control of securities class actions HR Conf Rep No 104-369 at 32

1995 WL 709276 at 731 (1995) Congress believed that these institutions would be in the best

position to monitor the prosecution of litigation to assess the quality of counselrsquos representation and

to determine a fair fee Here Lead Plaintiff a large institution played an active role in the

Litigation and closely supervised the work of Lead Counsel See Chicago Police Decl parapara7-9

Accordingly Lead Plaintiffrsquos endorsement of the fee request supports its approval See eg Veeco

5 All unreported authorities are attached hereto as Exhibits 1 through 9

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 18 of 34

- 10 - 1308528_1

2007 WL 4115808 at 8 (ldquopublic policy considerations support the award in this case because the

Lead Plaintiff a large public pension fund ndash conscientiously supervised the work of lead counsel

and has approved the fee requestrdquo)

D The Fee Request Is Reasonable Under the Lodestar Method

To ensure the reasonableness of a fee awarded under the percentage-of-the-fund method the

Second Circuit encourages district courts to cross-check the proposed award against counselrsquos

lodestar See Goldberger 209 F3d at 50 Applying the lodestar cross-check underscores and

affirms the reasonableness of the requested percentage ldquoUnder the lodestar method the court must

engage in a two-step analysis first to determine the lodestar the court multiplies the number of

hours each attorney spent on the case by each attorneyrsquos reasonable hourly rate and second the

court adjusts that lodestar figure (by applying a multiplier) to reflect such factors as the risk and

contingent nature of the litigation the result obtained and the quality of the attorneyrsquos workrdquo City

of Providence 2014 WL 1883494 at 13 ldquoCalculation of the lodestar however is simply the

beginning of the analysisrdquo In re Warner Commcrsquons Sec Litig 618 F Supp 735 747 (SDNY

1985) affrsquod 798 F2d 35 (2d Cir 1986) In re Ivan F Boesky Sec Litig 888 F Supp 551 562

(SDNY 1995) Performing the lodestar calculation here confirms that the fee requested by Lead

Counsel is reasonable and should be approved

Lead Counsel and its paraprofessionals have spent in the aggregate 222095 hours in the

prosecution of this case producing a total lodestar amount of $157125275 when multiplied by Lead

Counselrsquos billing rates See the accompanying Declaration of Henry Rosen Filed on Behalf of

Robbins Geller Rudman amp Dowd LLP (ldquoRobbins Geller Declrdquo)6 The amount of attorneysrsquo fees

6 In determining whether the rates are reasonable the Court should take into account the attorneysrsquo professional reputation experience and status Lead Counsel is among the most prominent experienced and well-regarded securities practitioners in the nation Therefore the hourly rates are

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 19 of 34

- 11 - 1308528_1

requested by Lead Counsel herein $3750000 plus interest represents a modest multiplier of 23 to

counselrsquos aggregate lodestar7

The requested 23 multiplier in this Litigation is within the range of multipliers commonly

awarded in securities class actions and other comparable litigation In cases of this nature fees

representing multiples above lodestar are regularly awarded to reflect the contingency-fee risk and

other relevant factors See In re FLAG Telecom Holdings Ltd Sec Litig No 02-CV-3400 (CM)

(PED) 2010 WL 4537550 at 26 (SDNY Nov 8 2010) (ldquolsquoa positive multiplier is typically

applied to the lodestar in recognition of the risk of the litigation the complexity of the issues the

contingent nature of the engagement the skill of the attorneys and other factorsrsquordquo) (citation

omitted) In re Comverse Tech Inc Sec Litig No 06-CV-1825 (NGG) (RER) 2010 WL 2653354

at 5 (EDNY June 24 2010) (ldquoWhere as here counsel has litigated a complex case under a

contingency fee arrangement they are entitled to a fee in excess of the lodestarrdquo)

Indeed in complex contingent litigation lodestar multipliers between 2 and 5 are commonly

awarded See Wal-Mart 396 F3d at 123 (upholding multiplier of 35 as reasonable on appeal)

NECA-IBEW Health amp Welfare Fund v Goldman Sachs amp Co No 108-cv-10783-LAP 2016 WL

3369534 at 1 (SDNY May 2 2016) (awarding fee representing a 39 multiplier) Davis 827 F

Supp 2d at 185 (awarding fee representing multiplier of 53 which was ldquonot atypicalrdquo in similar

cases) Credit Suisse slip op at 4 (awarding fee representing a multiplier of 47) Comverse 2010

WL 2653354 at 5 (awarding fee representing 278 multiplier) Telik 576 F Supp 2d at 590 (ldquoIn

contingent litigation lodestar multiples of over 4 are routinely awarded by courts including this

reasonable here See In re Merrill Lynch amp Co Inc Research Reports Sec Litig No 02 MDL 1484 (JFK) 2007 WL 313474 at 22 (SDNY Feb 1 2007) (approving counselrsquos hourly rates)

7 The Supreme Court and other courts have held that the use of current rates is proper since such rates compensate for inflation and the loss of use of funds See Jenkins 491 US at 283-84

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 20 of 34

- 12 - 1308528_1

Courtrdquo) In re Bisys Sec Litig No 04 Civ 3840 (JSR) 2007 WL 2049726 at 3 (SDNY July

16 2007) (awarding 30 fee representing a 299 multiplier and finding that the multiplier ldquofalls well

within the parameters set in this district and elsewhererdquo) In re AremisSoft Corp Sec Litig 210

FRD 109 135 (DNJ 2002) (43 multiplier was appropriate in light of the contingency risk and

the quality of the result achieved) Maley 186 F Supp 2d at 369 (awarding fee equal to a 465

multiplier which was ldquowell within the range awarded by courts in this Circuit and courts throughout

the countryrdquo)

The lodestarmultiplier is to be used merely as a cross-check on reasonableness To find

otherwise undermines the principles supporting the percentage approach and encourages needless

lodestar-building litigation See In re Ikon Office Sols Inc 194 FRD 166 196 (ED Pa 2000)

(ldquoThe court will not reduce the requested award simply for the sake of doing so when every other

factor ordinarily considered weighs in favor of approving class counselrsquos request of thirty percentrdquo)

Lead Counsel invested substantial time and effort prosecuting this Litigation against Defendants to a

successful completion The requested fee therefore is manifestly reasonable whether calculated as

a percentage of the fund or in relation to Lead Counselrsquos lodestar Moreover as discussed below

each of the factors cited by the Second Circuit in Goldberger also strongly supports a finding that the

requested fee is reasonable

E The Relevant Factors Confirm that the Requested Fee Is Reasonable

In Goldberger the Second Circuit explained that whether the court uses the percentage-of-

the-fund method or the lodestar approach it should continue to consider the traditional criteria that

reflect a reasonable fee in common fund cases including

bull the time and labor expended by counsel

bull the risks of the litigation

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 21 of 34

- 13 - 1308528_1

bull the magnitude and complexity of the litigation

bull the requested fee in relation to the settlement

bull the quality of representation and

bull public policy considerations

Goldberger 209 F3d at 50 Consideration of these factors demonstrates that the requested fee is fair

and reasonable

1 The Time and Labor Expended by Counsel

Lead Counsel has expended substantial time and effort pursuing the Litigation on behalf of

the Class Since the Litigation commenced Lead Counsel and its paraprofessionals devoted over

2200 hours to prosecuting the Classrsquo claims As detailed in the Rosen Declaration submitted

herewith Lead Counsel among other things

bull conducted an extensive factual investigation relating to Defendantsrsquo conduct and the tax avoidance scheme

bull researched the law relevant to the claims asserted including Brazilian tax laws and Defendantsrsquo potential defenses thereto and drafted detailed complaints

bull drafted an opposition to Defendantsrsquo motions to dismiss the Consolidated Complaint

bull consulted with Brazilian attorneys regarding the unique issues raised in the Litigation

bull consulted with experts and consultants in the areas of damages and market efficiency

bull participated in lengthy armrsquos-length settlement negotiations and mediation with Defendants and

bull negotiated and drafted the Stipulation and exhibits thereto as well as the motion for preliminary approval of the Settlement

Rosen Decl parapara3-31 Moreover Lead Counsel with the assistance of its damages expert and in-

house damages consultant prepared the proposed Plan of Allocation Throughout the Litigation

Lead Counsel staffed the matter efficiently and avoided any unnecessary duplication of effort Lead

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 22 of 34

- 14 - 1308528_1

Counselrsquos work in the Litigation will not end with the Courtrsquos approval of the Settlement

Additional hours and resources will necessarily be expended assisting Members of the Class with the

completion and submission of their Proof of Claim and Release forms shepherding the claims

process and responding to Class Member inquiries See Aponte v Comprehensive Health Mgmt

No 10 Civ 4825 (JLC) 2013 WL 1364147 at 6 (SDNY Apr 2 2013) The significant amount

of time and effort devoted to this case by Lead Counsel to obtain a $15 million recovery confirms

that the 25 fee request is reasonable

2 The Risks of the Litigation

a The Contingent Nature of Lead Counselrsquos

Representation Supports the Requested Fee

The risk undertaken in the litigation is often considered the most important Goldberger

factor Goldberger 209 F3d at 54 Comverse 2010 WL 2653354 at 5 Telik 576 F Supp 2d at

592 The Second Circuit has recognized that the risk associated with a case undertaken on a

contingent fee is an important factor in determining an appropriate fee award

No one expects a lawyer whose compensation is contingent upon his success to charge when successful as little as he would charge a client who in advance had agreed to pay for his services regardless of success Nor particularly in complicated cases producing large recoveries is it just to make a fee depend solely on the reasonable amount of time expended

Detroit v Grinnell Corp 495 F2d 448 470 (2d Cir 1974) ldquoLittle about litigation is risk-free and

class actions confront even more substantial risks than other forms of litigationrdquo Teachersrsquo Ret Sys

v ACLN Ltd No 01-CV-11814 (MP) 2004 WL 1087261 at 3 (SDNY May 14 2004) Am

Bank Note 127 F Supp 2d at 433 (concluding it is ldquoappropriate to take this [contingent fee] risk

into account in determining the appropriate fee to awardrdquo) In re Prudential Sec Ltd Prsquoships Litig

985 F Supp 410 417 (SDNY 1997) (ldquoNumerous courts have recognized that the attorneyrsquos

contingent fee risk is an important factor in determining the fee awardrdquo) This risk encompasses not

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 23 of 34

- 15 - 1308528_1

just the risk of no payment but also the risk of underpayment See In re Contrsquol Ill Sec Litig 962

F2d 566 569-70 (7th Cir 1992) (reversing district courtrsquos fee award where court failed to account

for among other things risk of underpayment to counsel) When considering the reasonableness of

attorneysrsquo fees in a contingency action the court should consider the risks of the litigation at the time

the suit was brought See Goldberger 209 F3d at 55 In re Sadia SA Sec Litig No 08 Civ 9528

(SAS) 2011 WL 6825235 at 3 (SDNY Dec 28 2011)

The reasonableness of the requested fee is also supported by an evaluation of the risks

undertaken by Lead Counsel in prosecuting this class action Lead Counsel undertook this Litigation

on a wholly-contingent fee basis investing a substantial amount of time and money to prosecute this

very risky action without a guarantee of compensation or even the recovery of expenses Unlike

Defendantsrsquo counsel who are paid substantial hourly rates and reimbursed for their expenses on a

regular basis Lead Counsel has not been compensated for any time or expenses since this case

began and would have received no compensation or even payment of its expenses had this case not

been successful

From the outset Lead Counsel understood that it was embarking on a complex expensive

and lengthy litigation with no guarantee of ever being compensated for investing the time and money

the case would require In undertaking that responsibility Lead Counsel was obligated to assure that

sufficient attorney and paraprofessional resources were dedicated to prosecuting the Litigation and

that funds were available to compensate staff and to pay for the considerable costs which a case such

as this entails Under these circumstances the financial burden on contingent-fee counsel is far

greater than on a firm that is paid on an ongoing basis

In addition to advancing litigation expenses Lead Counsel faced the possibility that it would

receive no attorneysrsquo fees It is wrong to presume that a law firm handling complex contingent

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 24 of 34

- 16 - 1308528_1

litigation always wins There are numerous instances where in contingent cases such as this one

plaintiffrsquos counsel have expended thousands of hours without receiving any compensation8

Losses in contingent-fee litigations especially those brought under the PSLRA are

exceedingly expensive Lead Counselrsquos assumption of the contingency fee risk strongly supports the

reasonableness of the requested fee See FLAG Telecom 2010 WL 4537550 at 27 (ldquoCourts in the

Second Circuit have recognized that the risk associated with a case undertaken on a contingent fee

basis is an important factor in determining an appropriate fee awardrdquo) In re Marsh ERISA Litig

265 FRD 128 148 (SDNY 2010) (ldquoThere was significant risk of non-payment in this case and

Plaintiffsrsquo Counsel should be rewarded for having borne and successfully overcome that riskrdquo)

b Litigation Risks

While Lead Plaintiff remains confident in its ability to prove its claims and that once the

truth was revealed Class Members suffered legally cognizable losses on their purchases of Gerdau

ADRs during the Class Period it recognizes that its ability to prove liability was far from certain

Rosen Decl parapara33-35 As detailed in the Rosen Declaration and in the Settlement Memorandum

Defendants raised numerous challenges to the materiality scienter and loss causation elements of

8 The risk of no recovery in complex cases of this type is real and is heightened when lead counsel press to achieve the very best result for those they represent There are numerous class actions in which lead counsel expended thousands of hours and yet received no remuneration despite their diligence and expertise See eg Hubbard v BankAtlantic Bancorp Inc 688 F3d 713 725 (11th Cir 2012) (affirming judgment as a matter of law following jury verdict partially in plaintiffsrsquo favor) In re Oracle Corp Sec Litig No C 01-00988-SI 2009 WL 1709050 (ND Cal June 19 2009) affrsquod 627 F3d 376 (9th Cir 2010) (court granted summary judgment for defendants after eight years of litigation after plaintiffsrsquo counsel incurred over $7 million in expenses and worked over 100000 hours representing a lodestar of approximately $40 million) In re JDS Uniphase

Corp Sec Litig No C-02-1486 CW (EDL) 2007 WL 4788556 at 1 (ND Cal Nov 27 2007) (jury verdict for defendants) Robbins v Koger Props 116 F3d 1441 1449 (11th Cir 1997) (jury verdict of $81 million for plaintiffs against an accounting firm reversed on appeal on loss causation grounds and judgment entered for defendant) Anixter v Home-Stake Prod Co 77 F3d 1215 1233 (10th Cir 1996) (Tenth Circuit overturned securities fraud class action jury verdict for plaintiffs in case filed in 1973 and tried in 1988 on basis of 1994 Supreme Court opinion)

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 25 of 34

- 17 - 1308528_1

Lead Plaintiffrsquos claims under the federal securities laws The Individual Defendants also challenged

this Courtrsquos personal jurisdiction over them Obtaining documents and testimony from witnesses in

Brazil would be expensive if possible at all Therefore there was a question whether Lead Plaintiff

would ultimately be able to prove that Defendants who could be sued in this Court acted knowingly

or recklessly made materially false or misleading statements or omissions as required

With respect to proving loss causation Defendants would continue to argue that the declines

in Gerdaursquos ADR price were caused by factors other than Lead Plaintiffrsquos alleged corrective

disclosures Id para369 Defendants would never concede their liability and if their motions to

dismiss were denied would continue to press their defenses at summary judgment and trial Lead

Plaintiff also faced the risk that the Court would deny its motion to certify the Class if the Litigation

reached that stage

c Risk as to Damages

Whether Lead Plaintiff could prove damages also was unsettled Defendants strenuously

disagreed with Lead Plaintiffrsquos damages theories and estimates In order for the Class to recover

damages at the level estimated by Lead Counselrsquos expert it would need to prevail on each and every

one of the claims alleged for the entirety of the Class Period The damage assessments of the

partiesrsquo respective trial experts would be sure to vary substantially and trial would become a ldquobattle

of expertsrdquo The outcome of such battles is never predictable and there existed the very real

possibility that a jury could be swayed by experts for Defendants to minimize the Classrsquo losses or to

show that the losses were attributable to factors other than the alleged misstatements and omissions

Thus even if Lead Plaintiff prevailed as to liability at trial the judgment obtained could well have

been only a fraction of the damages claimed

9 Another litigation risk for Lead Plaintiff was the proper length of the Class Period Id

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 26 of 34

- 18 - 1308528_1

3 The Magnitude and Complexity of the Litigation

The complexity of the litigation is another factor examined by courts evaluating the

reasonableness of attorneysrsquo fees requested by class counsel See Chatelain v Prudential-Bache

Sec 805 F Supp 209 216 (SDNY 1992) It is widely recognized that ldquoshareholder actions are

notoriously complex and difficult to proverdquo See In re Bayer AG Sec Litig No 03 Civ 1546

(WHP) 2008 WL 5336691 at 5 (SDNY Dec 15 2008) see also FLAG Telecom 2010 WL

4537550 at 27 ldquo[S]ecurities actions have become more difficult from a plaintiffrsquos perspective in

the wake of the PSLRArdquo Ikon 194 FRD at 194 see also In re AOL Time Warner Inc Sec amp

ldquoERISArdquo Litig No MDL 1500 2006 WL 903236 at 9 (SDNY Apr 6 2006) (ldquo[T]he legal

requirements for recovery under the securities laws present considerable challenges particularly

with respect to loss causation and the calculation of damages These challenges are exacerbated

where a number of controlling decisions have recently shed new light on the standard for loss

causationrdquo) This case was no exception As described in greater detail in the accompanying

Settlement Memorandum and the Rosen Declaration this Litigation involved a number of difficult

and complex questions concerning liability of foreign defendants and loss causation that would have

required extensive additional efforts by Lead Counsel and further consultation with Brazilian law

tax accounting and economic experts

The trial of liability issues alone would have involved substantial attorney and expert time

the introduction of voluminous documentary and deposition evidence which would require

translation vigorously contested motions and the considerable expenditures of judicial resources

Because this case revolved around ldquodifficult complex hotly disputed and expert-intensive issuesrdquo

this factor favors awarding a 25 fee City of Providence 2014 WL 1883494 at 16

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 27 of 34

- 19 - 1308528_1

4 The Quality of Representation Supports the Requested Fee

The quality of the representation by Lead Counsel is another important factor that supports

the reasonableness of the requested fee Lead Counsel submits that the quality of the representation

here is best evidenced by the quality of the result achieved See Settlement Memorandum at 18-19

see also FLAG Telecom 2010 WL 4537550 at 28 Bisys 2007 WL 2049726 at 3 It took a great

deal of skill to achieve a settlement at this level in this particular case Lead Counsel is a nationally

known leader in the fields of securities class actions and complex litigation This is attributable to

the diligence determination hard work and reputation of counsel who developed litigated and

successfully negotiated the Settlement of this Litigation and a substantial immediate cash recovery in

a very difficult case without the risk of further litigation See Teachersrsquo Ret Sys 2004 WL

1087261 at 6

Finally courts repeatedly recognize that the quality of the opposition faced by plaintiffsrsquo

counsel should also be taken into consideration in assessing the quality of counselrsquos performance

See eg BioScrip 2017 US Dist LEXIS 118881 at 73 (ldquo[O]pposing counsel in this case was

itself highly skilled a factor courts have considered in approving feesrdquo) Marsh ERISA 265 FRD

at 148 (ldquoThe high quality of defense counsel opposing Plaintiffsrsquo efforts further proves the caliber of

representation that was necessary to achieve the Settlementrdquo) Veeco 2007 WL 4115808 at 7

(among the factors supporting a 30 award of attorneysrsquo fees was that defendants were represented

by ldquoone of the countryrsquos largest law firmsrdquo) Here Defendants are represented by lawyers from

Skadden Arps Slate Meagher amp Flom LLP and Kramer Levin Naftalis amp Frankel LLP highly

respected law firms who presented very skilled defenses and spared no effort in representing their

clients Notwithstanding this formidable opposition Lead Counselrsquos ability to present a strong case

and to demonstrate its willingness to continue to vigorously prosecute the Litigation through trial

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 28 of 34

- 20 - 1308528_1

and then inevitable appeals enabled Lead Counsel to achieve a very favorable Settlement for the

benefit of the Class

5 Public Policy Considerations

A strong public policy concern exists for rewarding firms for bringing successful securities

litigation See FLAG Telecom 2010 WL 4537550 at 29 (if the ldquoimportant public policy [of

enforcing the securities laws] is to be carried out the courts should award fees which will adequately

compensate Lead Counsel for the value of their efforts taking into account the enormous risks they

undertookrdquo) Maley 186 F Supp 2d at 373 (ldquoIn considering an award of attorneyrsquos fees the public

policy of vigorously enforcing the federal securities laws must be consideredrdquo) Hicks 2005 WL

2757792 at 9 (ldquolsquoTo make certain that the public is represented by talented and experienced trial

counsel the remuneration should be both fair and rewardingrsquordquo) (citation omitted) Accordingly

public policy favors granting Lead Counselrsquos fee and expense application here

6 The Classrsquo Reaction to the Fee Request to Date Supports the

Requested Fee

To date the Claims Administrator has sent over 36900 copies of the Notice to potential

Class Members and nominees informing them inter alia that Lead Counsel intended to apply to the

Court for an award of attorneysrsquo fees in an amount not to exceed 25 of the total recovery plus

expenses not to exceed $200000 plus interest on both amounts10 The time to object to the fee

request expires on September 29 2017 To date just one week before the objection deadline not a

single objection to the fee and expense amounts set forth in the Notice has been received Such a

ldquolow level of objection is a lsquorare phenomenonrsquordquo In re Rite Aid Corp Sec Litig 396 F3d 294 305

(3d Cir 2005) (citation omitted) Moreover ldquoa significant number of investors in the class were

10 See Declaration of Carole K Sylvester Regarding Notice Dissemination Publication and Requests for Exclusion Received to Date para11 and Ex A (ldquoSylvester Declrdquo) submitted herewith

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 29 of 34

- 21 - 1308528_1

lsquosophisticatedrsquo institutional investors that had considerable financial incentive to object [to the

settlement] had they believed [the settlement was unfair or] the requested fees were excessiverdquo Id

Additionally the Lead Plaintiff supports the fee request See Chicago Police Decl para17 The fact

that no objections were received is compelling evidence of the fairness of the fee request

IV LEAD COUNSELrsquoS EXPENSES WERE REASONABLY INCURRED AND

NECESSARY TO THE PROSECUTION OF THIS LITIGATION

Lead Counsel also respectfully requests an award of $16273405 in expenses incurred while

prosecuting the Litigation Lead Counsel has submitted a declaration regarding these modest

expenses which are properly recovered by counsel See accompanying Robbins Geller Decl See

eg In re China Sunergy Sec Litig No 07 Civ 7895 (DAB) 2011 WL 1899715 at 6 (SDNY

May 13 2011) (in a class action attorneys should be compensated ldquofor reasonable out-of-pocket

expenses incurred and customarily charged to their clients as long as they were lsquoincidental and

necessary to the representationrsquordquo) (citation omitted) FLAG Telecom 2010 WL 4537550 at 30 (ldquoIt

is well accepted that counsel who create a common fund are entitled to the reimbursement of

expenses that they advanced to a classrdquo) In re Indep Energy Holdings PLC Sec Litig 302

F Supp 2d 180 183 n3 (SDNY 2003) (court may compensate class counsel for reasonable

expenses necessary to the representation of the class)

Counselrsquos expenses include the costs of hiring experts and consultants travel mediating the

Classrsquo claims and computerized research A complete breakdown by category of the expenses

incurred is set forth in the Robbins Geller Declaration These expenses were critical to Lead

Plaintiffrsquos success in achieving the Settlement See Global Crossing 225 FRD at 468 (ldquoThe

expenses incurred ndash which include investigative and expert witnesses filing fees service of process

travel legal research and document production and review ndash are the type for which lsquothe paying

armsrsquo length marketrsquo reimburses attorneys [f]or this reason they are properly chargeable to the

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 30 of 34

- 22 - 1308528_1

Settlement fundrdquo) Not a single objection to the expense amount set forth in the Notice has been

received Accordingly Lead Counsel respectfully requests payment for these expenses plus interest

earned on such amount at the same rate as that earned by the Settlement

V LEAD PLAINTIFF SHOULD BE AWARDED ITS REASONABLE TIME

AND EXPENSES UNDER 15 USC sect78u-4(a)(4)

Lead Plaintiff seeks approval for an award of $3765 for the time it spent directly relating to

its representation of the Class The PSLRA specifically provides that an ldquoaward of reasonable costs

and expenses (including lost wages) directly relating to the representation of the classrdquo may be made

to ldquoany representative party serving on behalf of a classrdquo 15 USC sect78u-4(a)(4)

The Lead Plaintiff dedicated time to the Litigation by reviewing significant pleadings and

briefs in the Litigation communicating regularly with Lead Counsel and monitoring the progress of

settlement negotiations See Chicago Police Decl para20 Numerous courts have approved reasonable

awards to compensate lead plaintiffs for the time and effort they spent on behalf of a class See

Kinross Gold 2015 US Dist LEXIS 181932 at 14 (awarding $1680011 to lead plaintiff and

additional named plaintiffs ldquoto compensate them for their reasonable costs and expenses directly

relating to their representation of the Classrdquo) In re Intercept Pharms Inc Sec Litig No 114-cv-

01123-NRB slip op at 1 (SDNY Oct 20 2016) (awarding $527500 and $740125 to lead

plaintiffs ldquodirectly relating to the representation of the Classrdquo) Hicks 2005 WL 2757792 at 10

(ldquoCourts in this Circuit routinely award such costs and expenses both to reimburse the named

plaintiffs for expenses incurred through their involvement with the action and lost wages as well as

to provide an incentive for such plaintiffs to remain involved in the litigation and to incur such

expenses in the first placerdquo)

Lead Plaintiff took an active role with the prosecution of the Litigation These are precisely

the types of activities that courts have found to support awards to class representatives See eg In

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 31 of 34

- 23 - 1308528_1

re Am Intrsquol Grp Inc No 04 Civ 8141 (DAB) 2010 WL 5060697 at 3 (SDNY Dec 2 2010)

(granting PSLRA award of $30000 to institutional lead plaintiffs ldquoto compensate them for the time

and effort they devoted on behalf of a classrdquo) FLAG Telecom 2010 WL 4537550 at 31 (approving

award of $100000 to lead plaintiff for time spent in the litigation) Veeco 2007 WL 4115808 at 12

(characterizing such awards as ldquolsquoroutine[]rsquordquo in this Circuit) (citation omitted)

The Notice sufficiently informed potential Class Members that such expenses would be

sought Sylvester Decl Ex A at 2 The modest request by Lead Plaintiff is supported by

declaration is reasonable and fully justified under the PSLRA and should be granted There have

been no objections to this request

VI CONCLUSION

Based on the foregoing and the entire record herein Lead Counsel respectfully requests that

the Court award attorneysrsquo fees of 25 of the $15 million recovery plus expenses in the amount of

$16273405 plus interest on both amounts and $3765 to Lead Plaintiff

DATED September 22 2017 Respectfully submitted

s Ellen Gusikoff Stewart

Henry Rosen Ellen Gusikoff Stewart Susannah R Conn ROBBINS GELLER RUDMAN amp DOWD LLP 655 West Broadway Suite 1900 San Diego CA 92101 Telephone 619231-1058 619231-7423 (fax) henryrrgrdlawcom ellengrgrdlawcom sconnrgrdlawcom

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 32 of 34

- 24 - 1308528_1

Samuel H Rudman David A Rosenfeld ROBBINS GELLER RUDMAN amp DOWD LLP 58 South Service Road Suite 200 Melville NY 11747 Telephone 631367-7100 631367-1173 (fax) srudmanrgrdlawcom drosenfeldrgrdlawcom

Christopher C Gold ROBBINS GELLER RUDMAN amp DOWD LLP 120 East Palmetto Park Road Suite 500 Boca Raton FL 33432 Telephone 561750-3000 561750-3364 (fax) cgoldrgrdlawcom

Lead Counsel for Plaintiff

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 33 of 34

CERTIFICATE OF SERVICE

I Ellen Gusikoff Stewart hereby certify that on September 22 2017 I caused a true and

correct copy of the attached

Memorandum of Law in Support of Lead Counselrsquos Motion for an Award of Attorneysrsquo Fees and Expenses and Award to Lead Plaintiff Pursuant to 15 USC sect78u-4(a)(4)

to be electronically filed with the Clerk of the Court using the CMECF system which will send

notification of such public filings to all counsel registered to receive such notice

s Ellen Gusikoff Stewart

ELLEN GUSIKOFF STEWART

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 34 of 34

EXHIBIT 1

Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 1 of 5

UNITED STATES DISTRICT COURTSOUTHERN DISTRICT OF NEW YORK

xZUBAIR PATEL Individually and on Behalf of All Others Similarly Situated

Plaintiff

vs

L-3 COMMUNICATIONS HOLDINGS INC et al

Defendants

x

Civil Action No 114-cv-06038-VEC(Consolidated)

CLASS ACTION

REVISED [PROPOSED] ORDER AWARDING ATTORNEYSrsquo FEES AND EXPENSES AND AWARDS TO LEAD PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 1 of 4

81717

USDC SDNY DOCUMENT ELECTRONICALLY FILED DOC DATE FILED

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 1 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 2 of 5

- 1 -

This matter having come before the Court on August 16 2017 on the motion of Lead

Counsel for an award of attorneysrsquo fees and expenses (the ldquoFee Motionrdquo) the Court having

considered all papers filed and proceedings conducted herein having found the Settlement of this

Litigation to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Stipulation of Settlement

dated February 22 2017 (the ldquoStipulationrdquo) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 Notice of Lead Counselrsquos Fee Motion was given to all Class Members who could be

located with reasonable effort The form and method of notifying the Class of the Fee Motion met

the requirements of Rule 23 of the Federal Rules of Civil Procedure and 15 USC sect78u-4(a)(7) the

Securities Exchange Act of 1934 as amended by the Private Securities Litigation Reform Act of

1995 due process and any other applicable law constituted the best notice practicable under the

circumstances and constituted due and sufficient notice to all persons and entities entitled thereto

4 The Court hereby awards Lead Counsel attorneysrsquo fees of 25 of the Settlement

Fund (or $8625000) plus expenses in the amount of $47598074 together with the interest earned

on both amounts for the same time period and at the same rate as that earned on the Settlement Fund

until paid The Court finds that the amount of fees awarded is appropriate and that the amount of

fees awarded is fair and reasonable under the ldquopercentage-of-recoveryrdquo method

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 2 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 2 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 3 of 5

- 2 -

5 The fees and expenses shall be allocated amongst Lead Plaintiffsrsquo Counsel in a

manner that Lead Counsel in good faith believes reflects the contributions of such counsel to the

prosecution and settlement of the Litigation

6 The awarded attorneysrsquo fees and expenses and interest earned thereon shall be paid to

Lead Counsel subject to the terms conditions and obligations of the Stipulation and in particular

para62 thereof which terms conditions and obligations are incorporated herein

7 In making this award of fees and expenses to Lead Counsel the Court has considered

and found that

(a) the Settlement has created a fund of $34500000 in cash that is already on

deposit and numerous Class Members who submit or have submitted valid Proof of Claim and

Release forms will benefit from the Settlement created by Lead Counsel

(b) over 47000 copies of the Notice were disseminated to Class Members

indicating that Lead Counsel would move for attorneysrsquo fees in the amount of 25 of the Settlement

Fund and for expenses in an amount not to exceed $600000 and no objections to the fees or

expenses were filed by Class Members

(c) Lead Counsel has pursued the Litigation and achieved the Settlement with

skill perseverance and diligent advocacy

(d) Lead Counsel has expended substantial time and effort pursuing the Litigation

on behalf of the Class

(e) Lead Counsel pursued the Litigation on a contingent basis having received no

compensation during the Litigation and any fee amount has been contingent on the result achieved

(f) the Litigation involves complex factual and legal issues and in the absence of

settlement would involve lengthy proceedings whose resolution would be uncertain

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 3 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 3 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 4 of 5

- 3 -

(g) had Lead Counsel not achieved the Settlement there would remain a

significant risk that the Class may have recovered less or nothing from Defendants

(h) Lead Counsel has devoted over 8500 hours with a lodestar value of

$439142350 to achieve the Settlement

(i) public policy concerns favor the award of reasonable attorneysrsquo fees and

expenses in securities class action litigation and

(j) the attorneysrsquo fees and expenses awarded are fair and reasonable and

consistent with awards in similar cases within the Second Circuit

8 Any appeal or any challenge affecting this Courtrsquos approval regarding the Fee Motion

shall in no way disturb or affect the finality of the Judgment entered with respect to the Settlement

9 Pursuant to 15 USC sect78u-4(a)(4) the Court awards the following amounts to Lead

Plaintiffs for the time they spent directly related to their representation of the Class $39000 to City

of Pontiac General Employeesrsquo Retirement System $86000 to Local 1205 Pension Plan and

$100000 to City of Taylor Police and Fire Retirement System

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this Order shall be

rendered null and void to the extent provided in the Stipulation and shall be vacated in accordance

with the Stipulation

IT IS SO ORDERED

DATED ______________________ ________________________________________THE HONORABLE VALERIE E CAPRONIUNITED STATES DISTRICT JUDGE

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 4 of 4

August 17 2017

___________________________________________ _________E HONORABLE VALEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEERIE E CA

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 4 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 5 of 5

EXHIBIT 2

Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 1 of 10

rus1$$i)Ny I DOCUMENT

ELECTRONICALLY FILED DOC

SOUTHERN DISTRICT OF NEW YORK

UNITED STATES DISTRICT COURT

d a t e b Z l セ e セ d M Z セ セ セ ャ M セ------------------___________ x セ セ セ セ セ セ セ ] ] セ セ セ セ

LAND MEN PARTNERS INC Individually Civil Action No 08-cv-03601-HBshy

and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff FINAL JUDGMENT AND ORDER OF

vs DISMISSAL WITH PREJUDICE

THE BLACKSTONE GROUP LP et aI

Defendants

---------------------------------x

This matter came before the Court for hearing pursuant to the Order Preliminarily Approving

Settlement and Providing for Notice to the Class (Notice Order) dated August 30 2013 on the

unopposed application ofLead Plaintiffs for approval of the Settlement set forth in the Settlement

Agreement dated August 28 2013 (Stipulation) and following a hearing on December 18 2013

Due and adequate notice having been given to the Class as required in said Order and the Court

having considered all papers filed and proceedings had herein and otherwise being fully informed in

the premises and good cause appearing therefor

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Final Judgment incorporates by reference the definitions in the Stipulation and

all terms used herein shall have the same meanings as set forth in the Stipulation unless otherwise

set forth herein

2 This Court has jurisdiction over the subject matter ofthe Action and over all Settling

Parties to the Action including all members of the Class

3 For purposes ofthis Judgment as certified by the Court s August 13 2013 Order the

Class is defined as all Persons who purchased the common units of The Blackstone Group LP

(Blackstone) in Blackstones initial public offering (IPO) or in the open market on the New

- 1 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 1 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 2 of 10

York Stock Exchange between June 21 2007 and March 12 2008 inclusive and who sustained

compensable damages in connection with any such purchase of Blackstone units pursuant to

Sections 11 and 15 of the Securities Act of 1933

Excluded from the Class are (i) the persons who submitted valid and timely requests for

exclusion from the Class who are listed on Exhibit A hereto (ii) Defendants (iii) members of the

immediate family ofeach ofthe Defendants (iv) any Person that acted as an underwriter ofthe IPO

(v) any natural Person who sold Blackstone common units to the public in the IPO or who serves or

served as an officer or director ofBlackstone or as a partner of any predecessor to Blackstone the

members of the immediate families ofany such persons and any entity in which any ofDefendants

have or had a controlling interest and (vi) the legal representatives agents affiliates heirs

successors-in-interest or assigns of any such excluded Person (collectively Excluded Persons)

For the avoidance of doubt the Excluded Persons are excluded from the Class only to the

extent they purchased Blackstone common units in the IPO for their own account and not for or on

behalf of a third-party customer or for resale to customers Further to the extent that any of the

Excluded Persons was a statutory seller who resold the Blackstone common units to a third-party

customer client account fund trust or employee benefit plan that otherwise falls within the Class

or purchased Blackstone common units in a fiduciary capacity or otherwise on behalf ofany thirdshy

party customer client account fund trust or employee benefit plan that falls within the Class the

Excluded Person is excluded from the Class but the third-party customer client account fund trust

or employee benefit plan is not excluded from the Class with respect to such purchases of

Blackstone common units

4 For purposes of this Judgment as certified by the Courts August 132013 Order

Lead Plaintiffs Martin Litwin and Francis Brady are Class Representatives and Lead Counsel

- 2 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 2 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 3 of 10

Robbins Geller Rudman amp Dowd LLP and Brower Piven A Professional Corporation are Class

Counsel

5 Pursuant to Federal Rule of Civil Procedure 23 this Court hereby approves the

Settlement set forth in the Stipulation and finds that the Settlement is in all respects fair reasonable

and adequate to the Class There are no objections to the proposed Settlement

6 Pursuant to Rule 23 of the Federal Rules ofCivil Procedure the Court finds that the

Stipulation and Settlement are fair reasonable and adequate as to each ofthe Settling Parties and

that the Stipulation and Settlement are hereby finally approved in all respects and the Settling

Parties are hereby directed to perform its terms

7 Accordingly the Court authorizes and directs implementation of all the terms and

provisions of the Stipulation as well as the terms and provisions hereof The Court hereby

dismisses as to Defendants the Action and all Released Claims ofthe Class with prejudice without

costs as to any Settling Party except as and to the extent provided in the Stipulation and herein

8 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

shall and each of the Class Members shall be deemed to have and by operation ofthis Judgment

shall have fully finally and forever released relinquished and discharged all Released Claims

against the Released Persons whether or not such Class Member executes and delivers the Proof of

Claim and Release

9 Upon the Effective Date hereof and as provided in the Stipulation each of the

Released Persons shall be deemed to have and by operation of this Judgment shall have fully

finally and forever released relinquished and discharged Lead Plaintiffs each and all of the Class

Members Lead Counsel and Abraham Fruchter amp Twersky LLP from all claims (including without

- 3 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 3 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 4 of 10

limitation Unknown Claims) arising out of relating to or in connection with the institution

prosecution assertion settlement or resolution of the Action

10 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

and each of the Class Members who have not validly opted out of the Class and their respective

predecessors successors agents representatives attorneys and affiliates and the respective heirs

executors administrators successors and assigns of each of them directly or indirectly

individually derivatively representatively or in any other capacity shall be deemed to have and by

operation of the Judgment shall have fully finally and forever released relinquished and

discharged against the Released Persons (whether or not such Class Members execute and deliver

the Proof of Claim and Release forms) any and all Released Claims (including without limitation

Unknown Claims) as well as any claims arising out of relating to or in connection with the

defense settlement or resolution of the Action or the Released Claims

11 Upon the Effective Date Lead Plaintiffs and each of the Class Members who have

not validly opted out of the Class and their respective predecessors successors agents

representatives attorneys and affiliates and the respective heirs executors administrators

successors and assigns of each of them directly or indirectly individually derivatively

representatively or in any other capacity shall be permanently barred and enjoined from the

assertion institution maintenance prosecution or enforcement against any Released Person in any

state or federal court or arbitral forum or in the court of any foreign jurisdiction of any and all

Released Claims (including without limitation Unknown Claims) as well as any claims arising out

of relating to or in connection with the defense settlement or resolution of the Action or the

Released Claims

- 4 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 4 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 5 of 10

12 The Notice ofProposed Settlement ofClass Action (Notice) given to the Class in

accordance with the Notice Order entered on August 30 2013 was the best notice practicable under

the circumstances including the individual notice to all members of the Class who could be

identified through reasonable effort ofthe proceedings and ofthe matters set forth therein including

the proposed Settlement set forth in the Stipulation the proposed Plan of Distribution of the

proceeds ofthe Settlement set forth in the Notice Lead Counsels application for attorneys fees and

reimbursement of expenses and Lead Plaintiffs request for an award of reasonable costs and

expenses relating to their representation of the Class and said Notice and notice procedures fully

satisfied the requirements of Federal Rule of Civil Procedure 23 the Private Securities Litigation

Reform Act of 1995 and the requirements of due process There are no objections to the Notice

andor notice procedures

13 The Court hereby approves the Plan ofDistribution as set forth in the Notice as fair

and equitable The Court directs Lead Counsel to proceed with processing Proofs ofClaim and the

administration of the Settlement pursuant to the terms of the Plan of Distribution and upon

completion ofthe claims processing procedure to present to this Court a proposed final distribution

order for the distribution of the Net Settlement Fund to eligible Class Members as provided in the

Stipulation and the Plan of Distribution There are no objections to the Plan of Distribution

14 The Court hereby awards Lead Counsel attorneys fees equal to 3333 percent of

the Settlement Fund (including interest accrued thereon) and litigation expenses in the amount of

$104700577 with interest to accrue thereon at the same rate and for the same periods as has

accrued by the Settlement Fund from the date ofthis Judgment to the date ofactual payment of said

attorneys fees and expenses to Lead Counsel as provided in the Stipulation The Court finds the

amount of attorneys fees awarded herein are fair and reasonable based on (a) the work performed

- 5 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 5 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 6 of 10

and costs incurred by Lead Counsel (b) the complexity ofthe case (c) the risks undertaken by Lead

Counsel and the contingent nature of their employment (d) the quality of the work performed by

Lead Counsel in this Action and their standing and experience in prosecuting similar class action

securities litigation (e) awards to successful plaintiffs counsel in other similar litigation (f) the

benefits achieved for Class Members through the Settlement and (g) the absence ofany objections

from any Class Members to either the application for an award ofattorneys fees or expenses to Lead

Counsel

15 The Court also fmds that the requested expenses are proper as the expenses incurred

by Lead Counsel including the costs ofexperts were reasonable and necessary in the prosecution of

this Action on behalf of Class Members There are no objections to Lead Counsels application for

reimbursement of their expenses

16 The Court approves payment of$1500000 to Lead Plaintiff Martin Litwin for his

reasonable time and expenses (including lost wages) relating to their representation of the Class

Such payment shall be paid out of the Settlement Fund There are no objections to Lead Plaintiff

Litwins application for reimbursement ofhis costs and expenses

17 All fees and expenses awarded or allowed in this Judgment shall except as otherwise

expressly provided in the Stipulation be paid from the Settlement Fund

18 Lead Counsel may apply from time to time for any fees andor expenses incurred by

them solely in connection with the administration of the Settlement and distribution of the Net

Settlement Fund to Class Members which except as expressly provided in the Stipulation shall be

paid from the Settlement Fund

19 Neither appellate review nor modification ofthe Plan ofDistribution set forth in the

Notice nor any action in regard to the motion by Lead Counsel for attorneys fees andor expenses

- 6 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 6 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 7 of 10

and the award ofcosts and expenses to Lead Plaintiffs shall affect the fmality ofany other portion of

this Judgment nor delay the Effective Date ofthe Stipulation and each shall be considered separate

for the purposes of appellate review of this Judgment

20 Neither the Stipulation nor the Settlement contained therein nor any act performed or

document executed pursuant to or in furtherance of the Stipulation or the Settlement (a) is or may be

deemed to be or may be used as an admission of or evidence of the validity ofany Released Claim

or ofany wrongdoing or liability of the Released Persons or (b) is or may be deemed to be or may

be used as an admission of or evidence of any fault or omission of any of the Defendants or the

Released Persons in any civil criminal or administrative proceeding in any court administrative

agency or other tribunal Defendants andor the Released Persons may file the Stipulation andor

this Judgment from this Action in any other action in which they are parties or that may be brought

against them in order to support a defense claim or counterclaim based on principles of res

judicata collateral estoppel release good faith settlement judgment bar or reduction or any theory

of claim preclusion or issue preclusion or similar defense or counterclaim

21 Without affecting the finality ofthis Judgment in any way this Court hereby retains

continuing exclusive jurisdiction over (a) implementation of this Settlement and any award or

distribution of the Settlement Fund including interest earned thereon (b) disposition of the

Settlement Fund (c) hearing and determining applications for attorneys fees interest and expenses

in the Action (d) payment of taxes by the Settlement Fund (e) all Settling Parties hereto for the

purpose ofconstruing enforcing and administering the Stipulation and (f) any other matters related

to finalizing the Settlement and distribution of proceeds of the Settlement

22 In the event that the Settlement does not become effective in accordance with the

terms of the Stipulation or the Effective Date does not occur or in the event that the Settlement

- 7 shy

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Fund or any portion thereof is returned to Defendants then this Judgment shall be rendered null and

void to the extent provided by and in accordance with the Stipulation and shall be vacated and in

such event all orders entered and releases delivered in connection herewith shall be null and void to

the extent provided by and in accordance with the StipUlation

23 Without further order of the Court the Settling Parties may agree to reasonable

extensions of time to carry out any of the provisions of the Stipulation

24 The Court finds that during the course of the Action the Settling Parties and their

respective counsel at all times complied with the requirements of Rule 11 of the Federal Rules of

Civil Procedure

25 The Court directs immediate entry of this Final Judgment by the Clerk ofthe Court

DATED Ok 10 2 TEO aRABLE HAROLD A R JR

UNITED STATES DISTRICT JUDGE

- 8 shy

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EXHIBIT A

BLACKSTONE LIST OF EXCLUSIONS

Name

1 lINA HU

2 ESTATE OF ANTHONY J FABEC

3 WILLIAM PATTERSON

4 MARY AN N SHOTWELL

5 RICHARD A LEWIS

6 JOHN MERCADENTE JR

7 DOUGLAS BARHORST

8 PATRICIA G NORMAN

9 ESTATE OF RICHARD A NORMAN

10 ROBERT W DUER

11 ANIBAL MARRERO

12 RUSS D SONNIER

13 MARCUS E ampJOANNE R NORTH

14 SUZANNE EMETAROM

15 WILLIAM W amp FRANCES E MAIN

16 ANTHONY BRIENZA

17 SHU HAO HUANG

18 KENNETH 0 PARRIS

19 DUFF S MCEVERS

20 SHERRIE L FRANTZ

21 DEBBIE CRINK

22 MARK A SUMMERS

23 PAULINE MEYEROWITZ

24 ANDREW WAHL

City

OSHAWA

WILLOUGHBY HILLS

KINGS MOUNTAIN

VIRGILINA

BULLARD

READING

SIDNEY

KEARNEY

KEARNEY

ALTA LOMA

CORAL GABLES

NEW YORK

VICTORIA

WALNUT CREEK

ROBERTS

COLD SPRING HARBOR

SNOHOMISH

ATHENS

LAGUNA NIGUEL

EUGENE

OMAHA

MINNETRISTA

FT LAUDERDALE

SAN FRANCISCO

St Country セ

ON CA lIJ7C6

OH US 44094

NC US 28086

VA US 24598

TX US 75757

PA US 19606

OH US 45365

NE US 68845

NE US 68845

CA US 91701

FL US 33134

NY US 10150

TX US 77905

CA US 94595

MT US 59070

NY US 11724

WA US 98296

GA US 30604

CA US 92677

OR US 97404

NE US 68138

MN US 55364

FL US 33308

CA US 94115

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 9 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 10 of 10

EXHIBIT 3

Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 1 of 4

UNITED STATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

--------_____________________ x

THE BOARD OF TRUSTEES OF THE Civil Action No 09-cv-09333-KBF

OPERA TING ENGINEERS PENSION

TRUST on Behalf of Itself and All Others CLASS ACTION

Similarly Situated [PROPOSES] ORDER A WARDING

Plaintiffs ATTORNEYS FEES EXPENSES AND

CASE CONTRIBUTION A WARD TO LEAD

vs PLAINTIFF

JPMORGAN CHASE BANK NATIONAL

ASSOCIATIOt USDCSDNY

DOCUMENTDefendant

ELECTRONICALLY FILED ---------------- x DOC

DATE f M i l M e M d セ ャ エ i o B B B v エ M R B B G エ M ョ M B G Q G Q Q R P セ Q M S

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 1 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 2 of 4

This matter having come before the Court on November 19 2013 on the motion of Lead

Counsel for an award ofattorneys fees and expenses in the litigation and a case contribution award

to Lead Plaintiff the Court having considered all papers filed and proceedings condueted herein

having found the settlement of this Action to be fair reasonable and adequate and otherwise being

fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by referenee the definitions in the Stipulation of Settlement

dated August 16 2013 and all capitalized terms used but not defined herein shall have the same

meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto ineluding all members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount ofS47702453 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-reeovery method

4 The fees and expenses shall be allocated among Plaintiffs Counsel in a manner

which in Lead Counsels good-faith judgment ret1ects each such counsels contribution to the

institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Lead Counsel subject to the terms conditions and obligations of the

- 1 shy

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Stipulation and in particular セ Q R R thereof which terms conditions and obligations are incorporated

herein

6 The Court hereby awards Lead Plaintiff Board ofTrustees of the Operating Engineers

Pension Trust $25000 for its time and expense in representing the Class This case contribution

award shall be paid to Lead Plaintiff on or after the Effective Date subject to the terms conditions

and obligations of the Stipulation and in particular セ R S thereof which terms conditions and

obligations are incorporated herein

IT IS SO ORDERED

THE HONORABLE KATHERINE B FORREST

UNITED STATES DISTRICT JUDGE

- 2

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EXHIBIT 4

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 1 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

CITILINE HOLDINGS INC Individually Civil Action No 108-cv-03612-RJS and On Behalf of All Others Similarly Situated (Consolidated)

Plaintiff CLASS ACTION

vs

ISTAR FINANCIAL INC et al

Defendants

x

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

E Albdquo

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 2 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 2 of 3

This matter having come before the Court on April 5 2013 on the motion of Co-Lead

Counsel for an award of attorneys fees and expenses in the Litigation the Court having considered

all papers filed and proceedings conducted herein having found the settlement of this action to be

fair reasonable and adequate and otherwise being fully informed in the premises and good cause

appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 5 2012 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Co-Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount of $23490171 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among Lead Plaintiffs counsel in a manner

which in Co-Lead Counsels good-faith judgment reflects each such counsels contribution to the

institution prosecution and resolution of the Litigation

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 3 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 3 of 3

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Co-Lead Counsel subject to the terms conditions and obligations of the

Stipulation and in particular para62-63 thereof which terms conditions and obligations are

incorporated herein

SO ORDERED

-2-

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 4 of 4

EXHIBIT 5

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 1 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 1 of 4

UNITED ST ATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

In re SANOFI-AVENTIS SECURITIES

LITIGATION

This Document Relates To

ALL ACTIONS

---middotmiddotmiddot-----middot--------x

i

11

middot middot FlLBD I l

JAN 2 2QJ4-~ Civil Action No 107tv-10279-GBD

CLASS ACTION f middot middot

ECFCASE

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND AN

AWARD TO PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

903068_ l

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 2 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 2 of 4

This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 3 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 3 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 12: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

- 3 - 1308528_1

Lead Counsel believes that an attorney fee award of 25 together with payment of its

litigation expenses properly reflects the many significant risks taken by Lead Counsel as well as the

excellent result achieved in difficult litigation When examined under either of this Circuitrsquos

methods of contingency fee determination (ie percentage of the fund or lodestar) it is abundantly

clear that an award of fees at 25 is reasonable and well within the range of attorneysrsquo fees awarded

in similar complex contingency cases In addition the costs and expenses requested by Lead

Counsel are reasonable in amount and were necessarily incurred Finally the Lead Plaintiff greatly

contributed to the prosecution and settlement of the Litigation It reviewed and approved papers

filed with the Court and mediator and participated in discussions regarding case strategy and

settlement Lead Plaintiff seeks approval for an award associated with the time it spent dedicated to

the Litigation Its time is documented in its accompanying declaration See Chicago Police Decl

parapara20-21 Accordingly the Court should grant the full amount requested by Lead Plaintiff

II HISTORY AND BACKGROUND OF THE LITIGATION

This securities fraud class action was brought under the Securities Exchange Act of 1934 (the

ldquoExchange Actrdquo) Lead Plaintiff alleges that Defendants violated the Exchange Act during the April

23 2012 through May 16 2016 Class Period by engaging in a fraudulent scheme and making

materially false and misleading statements regarding the Companyrsquos financial condition internal

controls and compliance policies More specifically Lead Plaintiff alleges that Defendants failed to

disclose that (a) Gerdau was engaged in a bribery scheme in collusion with Brazilrsquos Administrative

Council of Tax Appeals (ldquoCARFrdquo) (b) the Company had defrauded Brazilian tax authorities (c)

Gerdaursquos CEO and other directors and employees of the Company had engaged in bribery money

laundering and influence peddling and (d) the tax appeals themselves related to a series of self-

dealing transactions from 2005 designed to enable Gerdau to avoid taxes Rosen Decl para10

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 12 of 34

- 4 - 1308528_1

Lead Plaintiff further alleges that all of the Companyrsquos Class Period financial statements

were false because of the alleged material omissions and that Defendantsrsquo statements regarding the

Companyrsquos internal and financial controls and strict adherence to high ethical standards were also

false Id para11 Lead Plaintiff alleges that Defendantsrsquo misrepresentations and fraudulent scheme

had the effect of artificially inflating the price of Gerdau ADRs which inflation came out of the

ADR price when the truth was revealed at the end of the Class Period Id

A detailed description of Lead Counselrsquos prosecution of this case is set forth in the

accompanying Rosen Declaration For the sake of brevity the Court is respectfully referred to the

Rosen Declaration

III ARGUMENT

A Lead Counsel Is Entitled to an Award of Attorneysrsquo Fees and

Expenses from the Common Fund

The Supreme Court has long recognized that ldquoa litigant or a lawyer who recovers a common

fund for the benefit of persons other than himself or his client is entitled to a reasonable attorneyrsquos

fee from the fund as a wholerdquo Boeing Co v Van Gemert 444 US 472 478 (1980) see also

Goldberger 209 F3d at 47 Savoie v Merchs Bank 166 F3d 456 459-60 (2d Cir 1999) ldquoThe

courtrsquos authority to reimburse the representative parties stems from the fact that the class-action

device is a creature of equity and the allowance of attorney-related costs is considered part of the

historic equity power of the federal courtsrdquo 7B Charles Alan Wright Arthur R Miller amp Mary Kay

Kane Federal Practice and Procedure sect1803 at 325 (3d ed 2005) The purpose of the common

fund doctrine is to fairly and adequately compensate class counsel for services rendered and to

ensure that all class members contribute equally towards the costs associated with litigation pursued

on their behalf See also Goldberger 209 F3d at 47 In re Veeco Instruments Inc Sec Litig No 05

MDL 01695 (CM) 2007 WL 4115808 at 2 (SDNY Nov 7 2007)

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 13 of 34

- 5 - 1308528_1

Courts have recognized that in addition to providing just compensation awards of fair

attorneysrsquo fees from a common fund also serve to encourage skilled counsel to represent those who

seek redress for damages inflicted on entire classes of persons and to discourage future alleged

misconduct of a similar nature City of Providence v Aeropostale Inc No 11 Civ 7132 (CM)

(GWG) 2014 WL 1883494 at 10-11 (SDNY May 9 2014) affrsquod sub nom Arbuthnot v

Pierson 607 F Apprsquox 73 (2d Cir 2015) In re Telik Inc Sec Litig 576 F Supp 2d 570 585

(SDNY 2008) Veeco 2007 WL 4115808 at 2 Indeed the Supreme Court has emphasized that

private securities actions such as the instant action provide ldquolsquoa most effective weapon in the

enforcementrsquo of the securities laws and are lsquoa necessary supplement to [SEC] actionrsquordquo Bateman

Eichler Hill Richards Inc v Berner 472 US 299 310 (1985) (quoting J I Case Co v Borak

377 US 426 432 (1964)) accord Tellabs Inc v Makor Issues amp Rights Ltd 551 US 308 (2007)

Courts in this Circuit have consistently adhered to these teachings See In re Interpublic Sec

Litig No 02 Civ 6527 (DLC) 2004 WL 2397190 at 10 (SDNY Oct 26 2004) (ldquoIt is well

established that where an attorney creates a common fund from which members of a class are

compensated for a common injury the attorneys who created the fund are entitled to lsquoa reasonable

fee ndash set by the court ndash to be taken from the fundrsquordquo) (citation omitted) Fairly compensating Lead

Counsel for the risks it took in bringing this action is essential because ldquo[s]uch actions could not be

sustained if plaintiffsrsquo counsel were not to receive remuneration from the settlement fund for their

efforts on behalf of the classrdquo Hicks v Morgan Stanley No 01 Civ 10071 (RJH) 2005 WL

2757792 at 9 (SDNY Oct 24 2005)

B The Court Should Award a Reasonable Percentage of the Common

Fund

Lead Counsel respectfully submits that the Court should award a fee based on a percentage of

the common fund obtained Courts routinely find that the percentage-of-the-fund method under

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 14 of 34

- 6 - 1308528_1

which counsel is awarded a percentage of the fund that they created is the preferred means to

determine a fee because it ldquolsquodirectly aligns the interests of the class and its counsel and provides a

powerful incentive for the efficient prosecution and early resolution of litigationrsquordquo Wal-Mart Stores

Inc v Visa USA Inc 396 F3d 96 122 (2d Cir 2005) (citation omitted) see also Hayes v

Harmony Gold Mining Co 509 F Apprsquox 21 24 (2d Cir 2013) (ldquo[A]s the district court recognized

the prospect of a percentage fee award from a common settlement fund as here aligns the interests

of class counsel with those of the classrdquo) The percentage approach also recognizes that the quality

of counselrsquos services is measured best by the results achieved and is most consistent with the system

typically used in the marketplace to compensate attorneys in non-class contingency cases3

The Supreme Court has also indicated that attorneysrsquo fees in common-fund cases generally

should be based on a percentage of the fund See Blum v Stenson 465 US 886 900 n16 (1984)

(ldquo[U]nder the lsquocommon fund doctrinersquo a reasonable fee is based on a percentage of the fund

bestowed on the classrdquo) The Second Circuit has expressly approved the percentage method

recognizing that ldquothe lodestar method proved vexingrdquo and had resulted in ldquoan inevitable waste of

judicial resourcesrdquo Goldberger 209 F3d at 48-49 (holding that the percentage-of-the-fund method

may be used to determine appropriate attorneysrsquo fees although the lodestar method may also be

used) Savoie 166 F3d at 460 (stating that the ldquopercentage-of-the-fund method has been deemed a

3 See eg In re Payment Card Interchange Fee amp Merch Disc Antitrust Litig 991 F Supp 2d 437 440 (EDNY 2014) (ldquoThe percentage method better aligns the incentives of plaintiffsrsquo counsel with those of the class members because it bases the attorneysrsquo fees on the results they achieve for their clients rather than on the number of motions they file documents they review or hours they work The percentage method also accords with the overwhelming prevalence of contingency fees in the market for plaintiffsrsquo counselrdquo) Davis v JP Morgan Chase amp Co 827 F Supp 2d 172 184 (WDNY 2011) (the ldquoadvantages of the percentage method are that it provides an incentive to attorneys to resolve the case efficiently and to create the largest common fund out of which payments to the class can be made and that it is consistent with the system typically used by individual clients to compensate their attorneysrdquo)

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 15 of 34

- 7 - 1308528_1

solution to certain problems that may arise when the lodestar method is used in common fund

casesrdquo) More recently the Second Circuit has acknowledged that the ldquotrend in this Circuit is toward

the percentage methodrdquo Wal-Mart 396 F3d at 122 see also City of Providence 2014 WL

1883494 at 11-124

The determination of attorneysrsquo fees using the percentage-of-the-fund method is also

supported by the PSLRA which states that ldquo[t]otal attorneysrsquo fees and expenses awarded by the court

to counsel for the plaintiff class shall not exceed a reasonable percentage of the amountrdquo recovered

for the class 15 USC sect78u-4(a)(6) (emphasis added) Courts have concluded that by drafting the

PSLRA in such a manner Congress expressed a preference for the percentage as opposed to the

lodestar method of determining attorneysrsquo fees in securities class actions See Veeco 2007 WL

4115808 at 3 Maley v Del Global Techs Corp 186 F Supp 2d 358 370 (SDNY 2002) In re

Am Bank Note Holographics 127 F Supp 2d 418 430 (SDNY 2001) In re Global Crossing Sec

amp ERISA Litig 225 FRD 436 465-66 (SDNY 2004)

Given the language of the PSLRA the Supreme Courtrsquos indication that the percentage

method is proper in this type of case the Second Circuitrsquos explicit approval of the percentage

method in Goldberger and the trend among the district courts in this Circuit the Court should award

4 All federal Courts of Appeal to consider the matter have approved the percentage method with two circuits requiring its use in common fund cases See In re Thirteen Appeals Arising out of the

San Juan Dupont Plaza Hotel Fire Litig 56 F3d 295 305 (1st Cir 1995) In re GMC Pick-Up

Truck Fuel Tank Prods Liab Litig 55 F3d 768 821-22 (3d Cir 1995) Union Asset Mgmt

Holding AG v Dell Inc 669 F3d 632 644 (5th Cir 2012) Rawlings v Prudential-Bache Props 9 F3d 513 515-16 (6th Cir 1993) Harman v Lyphomed Inc 945 F2d 969 975 (7th Cir 1991) Johnston v Comerica Mortg Corp 83 F3d 241 246 (8th Cir 1996) Powers v Eichen 229 F3d 1249 1256 (9th Cir 2000) Brown v Phillips Petroleum Co 838 F2d 451 454-56 (10th Cir 1988) Faught v Am Home Shield Corp 668 F3d 1233 1242 (11th Cir 2011) Swedish Hosp Corp v

Shalala 1 F3d 1261 1269-71 (DC Cir 1993) The Eleventh and District of Columbia Circuits require the use of the percentage method in common fund cases See Faught 668 F3d at 1242 Swedish Hosp 1 F3d at 1271

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 16 of 34

- 8 - 1308528_1

Lead Counsel attorneysrsquo fees based on a percentage of the fund The percentage approach not only

directly aligns the interests of counsel and the class (Elliot v Leatherstocking Corp No 310-CV-

0934 (MADDEP) 2012 WL 6024572 at 5 (NDNY Dec 4 2012)) it also recognizes that the

quality of counselrsquos services is measured best by the results achieved and ldquocan serve as a proxy for

the market in setting counsel feesrdquo Am Bank Note 127 F Supp 2d at 432

C The Requested Attorneysrsquo Fees Are Reasonable Under the

Percentage-of-the-Fund Method

The Supreme Court has recognized that an appropriate Court-awarded fee is intended to

approximate what counsel would receive if they were bargaining for the services in the marketplace

See Missouri v Jenkins 491 US 274 285-86 (1989) If this were a non-class action the customary

fee arrangement would be contingent and in the range of 33 of the recovery See Blum 465 US at

904 (ldquoIn tort suits an attorney might receive one-third of whatever amount the plaintiff recovers In

those cases therefore the fee is directly proportional to the recoveryrdquo) (Brennan J concurring)

The requested 25 fee is well within the range of percentage fees awarded within the Second

Circuit in other comparable securities and antitrust cases See eg In re BioScrip Inc Sec Litig

No 13-cv-6922 (AJN) 2017 US Dist LEXIS 118881 at 58 (SDNY July 26 2017) (awarding

25 of $10900000 settlement fund finding that such an award ldquolsquofalls within the range of

percentages regularly awarded inrsquo analogous common fund casesrdquo) (citation omitted) Patel v L-3

Commcrsquons Holdings Inc No 114-cv-06038-VEC slip op at 1 (SDNY Aug 17 2017)

(awarding 25 of $345 million settlement) City of Austin Police Ret Sys v Kinross Gold Corp

No 112-cv-01203-VEC 2015 US Dist LEXIS 181932 at 12 (SDNY Oct 15 2015) (awarded

fees of 30 of $33 million recovery plus expenses) Landmen Partners Inc v Blackstone Grp LP

No 08-cv-03601-HB-FM slip op at 5 (SDNY Dec 18 2013) (awarded fees of 33-13 of $85

million recovery plus expenses) Bd of Trs of the Operating Engrsquors Pension Tr v JPMorgan

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 17 of 34

- 9 - 1308528_1

Chase Bank Natrsquol Assrsquon No 09-cv-09333-KBF slip op at 1 (SDNY Nov 20 2013) (awarded

fees of 30 of $23 million recovery plus expenses) Citiline Holdings Inc v iStar Fin Inc No

108-cv-03612-RJS slip op at 1 (SDNY Apr 5 2013) (awarded fees of 30 of $29 million

recovery plus expenses) In re Sanofi-Aventis Sec Litig No 107-cv-10279-GBD slip op at 1

(SDNY Jan 22 2014) (awarded fees of 275 of $40 million recovery plus expenses) Cornwell

v Credit Suisse Grp No 08-cv-03758(VM) slip op at 2 (SDNY July 20 2011) (awarded fees of

275 of $70 million recovery plus expenses) Mass Bricklayers amp Masons Tr Funds v Deutsche

Alt-A Sec Inc No 208-cv-03178-LDW-ARL slip op at 3 (EDNY July 11 2012) (awarded

265 of $325 million recovery plus expenses) In re CIT Grp Inc Sec Litig No 108-cv-06613-

BSJ-THK slip op at 1-2 (SDNY June 13 2012) (awarded 265 of $75 million recovery plus

expenses)5

Another factor favoring the reasonableness of Lead Counselrsquos 25 fee application under the

percentage-of-the-fund method is that this fee was negotiated with and approved by the Lead

Plaintiff an institutional investor charged by the Court and the PSLRA with responsibility for

monitoring Lead Counsel See Chicago Police Decl parapara15-18

The PSLRA was intended to encourage sophisticated and financially-interested investors like

Lead Plaintiff to assume control of securities class actions HR Conf Rep No 104-369 at 32

1995 WL 709276 at 731 (1995) Congress believed that these institutions would be in the best

position to monitor the prosecution of litigation to assess the quality of counselrsquos representation and

to determine a fair fee Here Lead Plaintiff a large institution played an active role in the

Litigation and closely supervised the work of Lead Counsel See Chicago Police Decl parapara7-9

Accordingly Lead Plaintiffrsquos endorsement of the fee request supports its approval See eg Veeco

5 All unreported authorities are attached hereto as Exhibits 1 through 9

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 18 of 34

- 10 - 1308528_1

2007 WL 4115808 at 8 (ldquopublic policy considerations support the award in this case because the

Lead Plaintiff a large public pension fund ndash conscientiously supervised the work of lead counsel

and has approved the fee requestrdquo)

D The Fee Request Is Reasonable Under the Lodestar Method

To ensure the reasonableness of a fee awarded under the percentage-of-the-fund method the

Second Circuit encourages district courts to cross-check the proposed award against counselrsquos

lodestar See Goldberger 209 F3d at 50 Applying the lodestar cross-check underscores and

affirms the reasonableness of the requested percentage ldquoUnder the lodestar method the court must

engage in a two-step analysis first to determine the lodestar the court multiplies the number of

hours each attorney spent on the case by each attorneyrsquos reasonable hourly rate and second the

court adjusts that lodestar figure (by applying a multiplier) to reflect such factors as the risk and

contingent nature of the litigation the result obtained and the quality of the attorneyrsquos workrdquo City

of Providence 2014 WL 1883494 at 13 ldquoCalculation of the lodestar however is simply the

beginning of the analysisrdquo In re Warner Commcrsquons Sec Litig 618 F Supp 735 747 (SDNY

1985) affrsquod 798 F2d 35 (2d Cir 1986) In re Ivan F Boesky Sec Litig 888 F Supp 551 562

(SDNY 1995) Performing the lodestar calculation here confirms that the fee requested by Lead

Counsel is reasonable and should be approved

Lead Counsel and its paraprofessionals have spent in the aggregate 222095 hours in the

prosecution of this case producing a total lodestar amount of $157125275 when multiplied by Lead

Counselrsquos billing rates See the accompanying Declaration of Henry Rosen Filed on Behalf of

Robbins Geller Rudman amp Dowd LLP (ldquoRobbins Geller Declrdquo)6 The amount of attorneysrsquo fees

6 In determining whether the rates are reasonable the Court should take into account the attorneysrsquo professional reputation experience and status Lead Counsel is among the most prominent experienced and well-regarded securities practitioners in the nation Therefore the hourly rates are

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 19 of 34

- 11 - 1308528_1

requested by Lead Counsel herein $3750000 plus interest represents a modest multiplier of 23 to

counselrsquos aggregate lodestar7

The requested 23 multiplier in this Litigation is within the range of multipliers commonly

awarded in securities class actions and other comparable litigation In cases of this nature fees

representing multiples above lodestar are regularly awarded to reflect the contingency-fee risk and

other relevant factors See In re FLAG Telecom Holdings Ltd Sec Litig No 02-CV-3400 (CM)

(PED) 2010 WL 4537550 at 26 (SDNY Nov 8 2010) (ldquolsquoa positive multiplier is typically

applied to the lodestar in recognition of the risk of the litigation the complexity of the issues the

contingent nature of the engagement the skill of the attorneys and other factorsrsquordquo) (citation

omitted) In re Comverse Tech Inc Sec Litig No 06-CV-1825 (NGG) (RER) 2010 WL 2653354

at 5 (EDNY June 24 2010) (ldquoWhere as here counsel has litigated a complex case under a

contingency fee arrangement they are entitled to a fee in excess of the lodestarrdquo)

Indeed in complex contingent litigation lodestar multipliers between 2 and 5 are commonly

awarded See Wal-Mart 396 F3d at 123 (upholding multiplier of 35 as reasonable on appeal)

NECA-IBEW Health amp Welfare Fund v Goldman Sachs amp Co No 108-cv-10783-LAP 2016 WL

3369534 at 1 (SDNY May 2 2016) (awarding fee representing a 39 multiplier) Davis 827 F

Supp 2d at 185 (awarding fee representing multiplier of 53 which was ldquonot atypicalrdquo in similar

cases) Credit Suisse slip op at 4 (awarding fee representing a multiplier of 47) Comverse 2010

WL 2653354 at 5 (awarding fee representing 278 multiplier) Telik 576 F Supp 2d at 590 (ldquoIn

contingent litigation lodestar multiples of over 4 are routinely awarded by courts including this

reasonable here See In re Merrill Lynch amp Co Inc Research Reports Sec Litig No 02 MDL 1484 (JFK) 2007 WL 313474 at 22 (SDNY Feb 1 2007) (approving counselrsquos hourly rates)

7 The Supreme Court and other courts have held that the use of current rates is proper since such rates compensate for inflation and the loss of use of funds See Jenkins 491 US at 283-84

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 20 of 34

- 12 - 1308528_1

Courtrdquo) In re Bisys Sec Litig No 04 Civ 3840 (JSR) 2007 WL 2049726 at 3 (SDNY July

16 2007) (awarding 30 fee representing a 299 multiplier and finding that the multiplier ldquofalls well

within the parameters set in this district and elsewhererdquo) In re AremisSoft Corp Sec Litig 210

FRD 109 135 (DNJ 2002) (43 multiplier was appropriate in light of the contingency risk and

the quality of the result achieved) Maley 186 F Supp 2d at 369 (awarding fee equal to a 465

multiplier which was ldquowell within the range awarded by courts in this Circuit and courts throughout

the countryrdquo)

The lodestarmultiplier is to be used merely as a cross-check on reasonableness To find

otherwise undermines the principles supporting the percentage approach and encourages needless

lodestar-building litigation See In re Ikon Office Sols Inc 194 FRD 166 196 (ED Pa 2000)

(ldquoThe court will not reduce the requested award simply for the sake of doing so when every other

factor ordinarily considered weighs in favor of approving class counselrsquos request of thirty percentrdquo)

Lead Counsel invested substantial time and effort prosecuting this Litigation against Defendants to a

successful completion The requested fee therefore is manifestly reasonable whether calculated as

a percentage of the fund or in relation to Lead Counselrsquos lodestar Moreover as discussed below

each of the factors cited by the Second Circuit in Goldberger also strongly supports a finding that the

requested fee is reasonable

E The Relevant Factors Confirm that the Requested Fee Is Reasonable

In Goldberger the Second Circuit explained that whether the court uses the percentage-of-

the-fund method or the lodestar approach it should continue to consider the traditional criteria that

reflect a reasonable fee in common fund cases including

bull the time and labor expended by counsel

bull the risks of the litigation

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 21 of 34

- 13 - 1308528_1

bull the magnitude and complexity of the litigation

bull the requested fee in relation to the settlement

bull the quality of representation and

bull public policy considerations

Goldberger 209 F3d at 50 Consideration of these factors demonstrates that the requested fee is fair

and reasonable

1 The Time and Labor Expended by Counsel

Lead Counsel has expended substantial time and effort pursuing the Litigation on behalf of

the Class Since the Litigation commenced Lead Counsel and its paraprofessionals devoted over

2200 hours to prosecuting the Classrsquo claims As detailed in the Rosen Declaration submitted

herewith Lead Counsel among other things

bull conducted an extensive factual investigation relating to Defendantsrsquo conduct and the tax avoidance scheme

bull researched the law relevant to the claims asserted including Brazilian tax laws and Defendantsrsquo potential defenses thereto and drafted detailed complaints

bull drafted an opposition to Defendantsrsquo motions to dismiss the Consolidated Complaint

bull consulted with Brazilian attorneys regarding the unique issues raised in the Litigation

bull consulted with experts and consultants in the areas of damages and market efficiency

bull participated in lengthy armrsquos-length settlement negotiations and mediation with Defendants and

bull negotiated and drafted the Stipulation and exhibits thereto as well as the motion for preliminary approval of the Settlement

Rosen Decl parapara3-31 Moreover Lead Counsel with the assistance of its damages expert and in-

house damages consultant prepared the proposed Plan of Allocation Throughout the Litigation

Lead Counsel staffed the matter efficiently and avoided any unnecessary duplication of effort Lead

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 22 of 34

- 14 - 1308528_1

Counselrsquos work in the Litigation will not end with the Courtrsquos approval of the Settlement

Additional hours and resources will necessarily be expended assisting Members of the Class with the

completion and submission of their Proof of Claim and Release forms shepherding the claims

process and responding to Class Member inquiries See Aponte v Comprehensive Health Mgmt

No 10 Civ 4825 (JLC) 2013 WL 1364147 at 6 (SDNY Apr 2 2013) The significant amount

of time and effort devoted to this case by Lead Counsel to obtain a $15 million recovery confirms

that the 25 fee request is reasonable

2 The Risks of the Litigation

a The Contingent Nature of Lead Counselrsquos

Representation Supports the Requested Fee

The risk undertaken in the litigation is often considered the most important Goldberger

factor Goldberger 209 F3d at 54 Comverse 2010 WL 2653354 at 5 Telik 576 F Supp 2d at

592 The Second Circuit has recognized that the risk associated with a case undertaken on a

contingent fee is an important factor in determining an appropriate fee award

No one expects a lawyer whose compensation is contingent upon his success to charge when successful as little as he would charge a client who in advance had agreed to pay for his services regardless of success Nor particularly in complicated cases producing large recoveries is it just to make a fee depend solely on the reasonable amount of time expended

Detroit v Grinnell Corp 495 F2d 448 470 (2d Cir 1974) ldquoLittle about litigation is risk-free and

class actions confront even more substantial risks than other forms of litigationrdquo Teachersrsquo Ret Sys

v ACLN Ltd No 01-CV-11814 (MP) 2004 WL 1087261 at 3 (SDNY May 14 2004) Am

Bank Note 127 F Supp 2d at 433 (concluding it is ldquoappropriate to take this [contingent fee] risk

into account in determining the appropriate fee to awardrdquo) In re Prudential Sec Ltd Prsquoships Litig

985 F Supp 410 417 (SDNY 1997) (ldquoNumerous courts have recognized that the attorneyrsquos

contingent fee risk is an important factor in determining the fee awardrdquo) This risk encompasses not

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 23 of 34

- 15 - 1308528_1

just the risk of no payment but also the risk of underpayment See In re Contrsquol Ill Sec Litig 962

F2d 566 569-70 (7th Cir 1992) (reversing district courtrsquos fee award where court failed to account

for among other things risk of underpayment to counsel) When considering the reasonableness of

attorneysrsquo fees in a contingency action the court should consider the risks of the litigation at the time

the suit was brought See Goldberger 209 F3d at 55 In re Sadia SA Sec Litig No 08 Civ 9528

(SAS) 2011 WL 6825235 at 3 (SDNY Dec 28 2011)

The reasonableness of the requested fee is also supported by an evaluation of the risks

undertaken by Lead Counsel in prosecuting this class action Lead Counsel undertook this Litigation

on a wholly-contingent fee basis investing a substantial amount of time and money to prosecute this

very risky action without a guarantee of compensation or even the recovery of expenses Unlike

Defendantsrsquo counsel who are paid substantial hourly rates and reimbursed for their expenses on a

regular basis Lead Counsel has not been compensated for any time or expenses since this case

began and would have received no compensation or even payment of its expenses had this case not

been successful

From the outset Lead Counsel understood that it was embarking on a complex expensive

and lengthy litigation with no guarantee of ever being compensated for investing the time and money

the case would require In undertaking that responsibility Lead Counsel was obligated to assure that

sufficient attorney and paraprofessional resources were dedicated to prosecuting the Litigation and

that funds were available to compensate staff and to pay for the considerable costs which a case such

as this entails Under these circumstances the financial burden on contingent-fee counsel is far

greater than on a firm that is paid on an ongoing basis

In addition to advancing litigation expenses Lead Counsel faced the possibility that it would

receive no attorneysrsquo fees It is wrong to presume that a law firm handling complex contingent

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 24 of 34

- 16 - 1308528_1

litigation always wins There are numerous instances where in contingent cases such as this one

plaintiffrsquos counsel have expended thousands of hours without receiving any compensation8

Losses in contingent-fee litigations especially those brought under the PSLRA are

exceedingly expensive Lead Counselrsquos assumption of the contingency fee risk strongly supports the

reasonableness of the requested fee See FLAG Telecom 2010 WL 4537550 at 27 (ldquoCourts in the

Second Circuit have recognized that the risk associated with a case undertaken on a contingent fee

basis is an important factor in determining an appropriate fee awardrdquo) In re Marsh ERISA Litig

265 FRD 128 148 (SDNY 2010) (ldquoThere was significant risk of non-payment in this case and

Plaintiffsrsquo Counsel should be rewarded for having borne and successfully overcome that riskrdquo)

b Litigation Risks

While Lead Plaintiff remains confident in its ability to prove its claims and that once the

truth was revealed Class Members suffered legally cognizable losses on their purchases of Gerdau

ADRs during the Class Period it recognizes that its ability to prove liability was far from certain

Rosen Decl parapara33-35 As detailed in the Rosen Declaration and in the Settlement Memorandum

Defendants raised numerous challenges to the materiality scienter and loss causation elements of

8 The risk of no recovery in complex cases of this type is real and is heightened when lead counsel press to achieve the very best result for those they represent There are numerous class actions in which lead counsel expended thousands of hours and yet received no remuneration despite their diligence and expertise See eg Hubbard v BankAtlantic Bancorp Inc 688 F3d 713 725 (11th Cir 2012) (affirming judgment as a matter of law following jury verdict partially in plaintiffsrsquo favor) In re Oracle Corp Sec Litig No C 01-00988-SI 2009 WL 1709050 (ND Cal June 19 2009) affrsquod 627 F3d 376 (9th Cir 2010) (court granted summary judgment for defendants after eight years of litigation after plaintiffsrsquo counsel incurred over $7 million in expenses and worked over 100000 hours representing a lodestar of approximately $40 million) In re JDS Uniphase

Corp Sec Litig No C-02-1486 CW (EDL) 2007 WL 4788556 at 1 (ND Cal Nov 27 2007) (jury verdict for defendants) Robbins v Koger Props 116 F3d 1441 1449 (11th Cir 1997) (jury verdict of $81 million for plaintiffs against an accounting firm reversed on appeal on loss causation grounds and judgment entered for defendant) Anixter v Home-Stake Prod Co 77 F3d 1215 1233 (10th Cir 1996) (Tenth Circuit overturned securities fraud class action jury verdict for plaintiffs in case filed in 1973 and tried in 1988 on basis of 1994 Supreme Court opinion)

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 25 of 34

- 17 - 1308528_1

Lead Plaintiffrsquos claims under the federal securities laws The Individual Defendants also challenged

this Courtrsquos personal jurisdiction over them Obtaining documents and testimony from witnesses in

Brazil would be expensive if possible at all Therefore there was a question whether Lead Plaintiff

would ultimately be able to prove that Defendants who could be sued in this Court acted knowingly

or recklessly made materially false or misleading statements or omissions as required

With respect to proving loss causation Defendants would continue to argue that the declines

in Gerdaursquos ADR price were caused by factors other than Lead Plaintiffrsquos alleged corrective

disclosures Id para369 Defendants would never concede their liability and if their motions to

dismiss were denied would continue to press their defenses at summary judgment and trial Lead

Plaintiff also faced the risk that the Court would deny its motion to certify the Class if the Litigation

reached that stage

c Risk as to Damages

Whether Lead Plaintiff could prove damages also was unsettled Defendants strenuously

disagreed with Lead Plaintiffrsquos damages theories and estimates In order for the Class to recover

damages at the level estimated by Lead Counselrsquos expert it would need to prevail on each and every

one of the claims alleged for the entirety of the Class Period The damage assessments of the

partiesrsquo respective trial experts would be sure to vary substantially and trial would become a ldquobattle

of expertsrdquo The outcome of such battles is never predictable and there existed the very real

possibility that a jury could be swayed by experts for Defendants to minimize the Classrsquo losses or to

show that the losses were attributable to factors other than the alleged misstatements and omissions

Thus even if Lead Plaintiff prevailed as to liability at trial the judgment obtained could well have

been only a fraction of the damages claimed

9 Another litigation risk for Lead Plaintiff was the proper length of the Class Period Id

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 26 of 34

- 18 - 1308528_1

3 The Magnitude and Complexity of the Litigation

The complexity of the litigation is another factor examined by courts evaluating the

reasonableness of attorneysrsquo fees requested by class counsel See Chatelain v Prudential-Bache

Sec 805 F Supp 209 216 (SDNY 1992) It is widely recognized that ldquoshareholder actions are

notoriously complex and difficult to proverdquo See In re Bayer AG Sec Litig No 03 Civ 1546

(WHP) 2008 WL 5336691 at 5 (SDNY Dec 15 2008) see also FLAG Telecom 2010 WL

4537550 at 27 ldquo[S]ecurities actions have become more difficult from a plaintiffrsquos perspective in

the wake of the PSLRArdquo Ikon 194 FRD at 194 see also In re AOL Time Warner Inc Sec amp

ldquoERISArdquo Litig No MDL 1500 2006 WL 903236 at 9 (SDNY Apr 6 2006) (ldquo[T]he legal

requirements for recovery under the securities laws present considerable challenges particularly

with respect to loss causation and the calculation of damages These challenges are exacerbated

where a number of controlling decisions have recently shed new light on the standard for loss

causationrdquo) This case was no exception As described in greater detail in the accompanying

Settlement Memorandum and the Rosen Declaration this Litigation involved a number of difficult

and complex questions concerning liability of foreign defendants and loss causation that would have

required extensive additional efforts by Lead Counsel and further consultation with Brazilian law

tax accounting and economic experts

The trial of liability issues alone would have involved substantial attorney and expert time

the introduction of voluminous documentary and deposition evidence which would require

translation vigorously contested motions and the considerable expenditures of judicial resources

Because this case revolved around ldquodifficult complex hotly disputed and expert-intensive issuesrdquo

this factor favors awarding a 25 fee City of Providence 2014 WL 1883494 at 16

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 27 of 34

- 19 - 1308528_1

4 The Quality of Representation Supports the Requested Fee

The quality of the representation by Lead Counsel is another important factor that supports

the reasonableness of the requested fee Lead Counsel submits that the quality of the representation

here is best evidenced by the quality of the result achieved See Settlement Memorandum at 18-19

see also FLAG Telecom 2010 WL 4537550 at 28 Bisys 2007 WL 2049726 at 3 It took a great

deal of skill to achieve a settlement at this level in this particular case Lead Counsel is a nationally

known leader in the fields of securities class actions and complex litigation This is attributable to

the diligence determination hard work and reputation of counsel who developed litigated and

successfully negotiated the Settlement of this Litigation and a substantial immediate cash recovery in

a very difficult case without the risk of further litigation See Teachersrsquo Ret Sys 2004 WL

1087261 at 6

Finally courts repeatedly recognize that the quality of the opposition faced by plaintiffsrsquo

counsel should also be taken into consideration in assessing the quality of counselrsquos performance

See eg BioScrip 2017 US Dist LEXIS 118881 at 73 (ldquo[O]pposing counsel in this case was

itself highly skilled a factor courts have considered in approving feesrdquo) Marsh ERISA 265 FRD

at 148 (ldquoThe high quality of defense counsel opposing Plaintiffsrsquo efforts further proves the caliber of

representation that was necessary to achieve the Settlementrdquo) Veeco 2007 WL 4115808 at 7

(among the factors supporting a 30 award of attorneysrsquo fees was that defendants were represented

by ldquoone of the countryrsquos largest law firmsrdquo) Here Defendants are represented by lawyers from

Skadden Arps Slate Meagher amp Flom LLP and Kramer Levin Naftalis amp Frankel LLP highly

respected law firms who presented very skilled defenses and spared no effort in representing their

clients Notwithstanding this formidable opposition Lead Counselrsquos ability to present a strong case

and to demonstrate its willingness to continue to vigorously prosecute the Litigation through trial

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 28 of 34

- 20 - 1308528_1

and then inevitable appeals enabled Lead Counsel to achieve a very favorable Settlement for the

benefit of the Class

5 Public Policy Considerations

A strong public policy concern exists for rewarding firms for bringing successful securities

litigation See FLAG Telecom 2010 WL 4537550 at 29 (if the ldquoimportant public policy [of

enforcing the securities laws] is to be carried out the courts should award fees which will adequately

compensate Lead Counsel for the value of their efforts taking into account the enormous risks they

undertookrdquo) Maley 186 F Supp 2d at 373 (ldquoIn considering an award of attorneyrsquos fees the public

policy of vigorously enforcing the federal securities laws must be consideredrdquo) Hicks 2005 WL

2757792 at 9 (ldquolsquoTo make certain that the public is represented by talented and experienced trial

counsel the remuneration should be both fair and rewardingrsquordquo) (citation omitted) Accordingly

public policy favors granting Lead Counselrsquos fee and expense application here

6 The Classrsquo Reaction to the Fee Request to Date Supports the

Requested Fee

To date the Claims Administrator has sent over 36900 copies of the Notice to potential

Class Members and nominees informing them inter alia that Lead Counsel intended to apply to the

Court for an award of attorneysrsquo fees in an amount not to exceed 25 of the total recovery plus

expenses not to exceed $200000 plus interest on both amounts10 The time to object to the fee

request expires on September 29 2017 To date just one week before the objection deadline not a

single objection to the fee and expense amounts set forth in the Notice has been received Such a

ldquolow level of objection is a lsquorare phenomenonrsquordquo In re Rite Aid Corp Sec Litig 396 F3d 294 305

(3d Cir 2005) (citation omitted) Moreover ldquoa significant number of investors in the class were

10 See Declaration of Carole K Sylvester Regarding Notice Dissemination Publication and Requests for Exclusion Received to Date para11 and Ex A (ldquoSylvester Declrdquo) submitted herewith

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 29 of 34

- 21 - 1308528_1

lsquosophisticatedrsquo institutional investors that had considerable financial incentive to object [to the

settlement] had they believed [the settlement was unfair or] the requested fees were excessiverdquo Id

Additionally the Lead Plaintiff supports the fee request See Chicago Police Decl para17 The fact

that no objections were received is compelling evidence of the fairness of the fee request

IV LEAD COUNSELrsquoS EXPENSES WERE REASONABLY INCURRED AND

NECESSARY TO THE PROSECUTION OF THIS LITIGATION

Lead Counsel also respectfully requests an award of $16273405 in expenses incurred while

prosecuting the Litigation Lead Counsel has submitted a declaration regarding these modest

expenses which are properly recovered by counsel See accompanying Robbins Geller Decl See

eg In re China Sunergy Sec Litig No 07 Civ 7895 (DAB) 2011 WL 1899715 at 6 (SDNY

May 13 2011) (in a class action attorneys should be compensated ldquofor reasonable out-of-pocket

expenses incurred and customarily charged to their clients as long as they were lsquoincidental and

necessary to the representationrsquordquo) (citation omitted) FLAG Telecom 2010 WL 4537550 at 30 (ldquoIt

is well accepted that counsel who create a common fund are entitled to the reimbursement of

expenses that they advanced to a classrdquo) In re Indep Energy Holdings PLC Sec Litig 302

F Supp 2d 180 183 n3 (SDNY 2003) (court may compensate class counsel for reasonable

expenses necessary to the representation of the class)

Counselrsquos expenses include the costs of hiring experts and consultants travel mediating the

Classrsquo claims and computerized research A complete breakdown by category of the expenses

incurred is set forth in the Robbins Geller Declaration These expenses were critical to Lead

Plaintiffrsquos success in achieving the Settlement See Global Crossing 225 FRD at 468 (ldquoThe

expenses incurred ndash which include investigative and expert witnesses filing fees service of process

travel legal research and document production and review ndash are the type for which lsquothe paying

armsrsquo length marketrsquo reimburses attorneys [f]or this reason they are properly chargeable to the

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 30 of 34

- 22 - 1308528_1

Settlement fundrdquo) Not a single objection to the expense amount set forth in the Notice has been

received Accordingly Lead Counsel respectfully requests payment for these expenses plus interest

earned on such amount at the same rate as that earned by the Settlement

V LEAD PLAINTIFF SHOULD BE AWARDED ITS REASONABLE TIME

AND EXPENSES UNDER 15 USC sect78u-4(a)(4)

Lead Plaintiff seeks approval for an award of $3765 for the time it spent directly relating to

its representation of the Class The PSLRA specifically provides that an ldquoaward of reasonable costs

and expenses (including lost wages) directly relating to the representation of the classrdquo may be made

to ldquoany representative party serving on behalf of a classrdquo 15 USC sect78u-4(a)(4)

The Lead Plaintiff dedicated time to the Litigation by reviewing significant pleadings and

briefs in the Litigation communicating regularly with Lead Counsel and monitoring the progress of

settlement negotiations See Chicago Police Decl para20 Numerous courts have approved reasonable

awards to compensate lead plaintiffs for the time and effort they spent on behalf of a class See

Kinross Gold 2015 US Dist LEXIS 181932 at 14 (awarding $1680011 to lead plaintiff and

additional named plaintiffs ldquoto compensate them for their reasonable costs and expenses directly

relating to their representation of the Classrdquo) In re Intercept Pharms Inc Sec Litig No 114-cv-

01123-NRB slip op at 1 (SDNY Oct 20 2016) (awarding $527500 and $740125 to lead

plaintiffs ldquodirectly relating to the representation of the Classrdquo) Hicks 2005 WL 2757792 at 10

(ldquoCourts in this Circuit routinely award such costs and expenses both to reimburse the named

plaintiffs for expenses incurred through their involvement with the action and lost wages as well as

to provide an incentive for such plaintiffs to remain involved in the litigation and to incur such

expenses in the first placerdquo)

Lead Plaintiff took an active role with the prosecution of the Litigation These are precisely

the types of activities that courts have found to support awards to class representatives See eg In

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 31 of 34

- 23 - 1308528_1

re Am Intrsquol Grp Inc No 04 Civ 8141 (DAB) 2010 WL 5060697 at 3 (SDNY Dec 2 2010)

(granting PSLRA award of $30000 to institutional lead plaintiffs ldquoto compensate them for the time

and effort they devoted on behalf of a classrdquo) FLAG Telecom 2010 WL 4537550 at 31 (approving

award of $100000 to lead plaintiff for time spent in the litigation) Veeco 2007 WL 4115808 at 12

(characterizing such awards as ldquolsquoroutine[]rsquordquo in this Circuit) (citation omitted)

The Notice sufficiently informed potential Class Members that such expenses would be

sought Sylvester Decl Ex A at 2 The modest request by Lead Plaintiff is supported by

declaration is reasonable and fully justified under the PSLRA and should be granted There have

been no objections to this request

VI CONCLUSION

Based on the foregoing and the entire record herein Lead Counsel respectfully requests that

the Court award attorneysrsquo fees of 25 of the $15 million recovery plus expenses in the amount of

$16273405 plus interest on both amounts and $3765 to Lead Plaintiff

DATED September 22 2017 Respectfully submitted

s Ellen Gusikoff Stewart

Henry Rosen Ellen Gusikoff Stewart Susannah R Conn ROBBINS GELLER RUDMAN amp DOWD LLP 655 West Broadway Suite 1900 San Diego CA 92101 Telephone 619231-1058 619231-7423 (fax) henryrrgrdlawcom ellengrgrdlawcom sconnrgrdlawcom

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 32 of 34

- 24 - 1308528_1

Samuel H Rudman David A Rosenfeld ROBBINS GELLER RUDMAN amp DOWD LLP 58 South Service Road Suite 200 Melville NY 11747 Telephone 631367-7100 631367-1173 (fax) srudmanrgrdlawcom drosenfeldrgrdlawcom

Christopher C Gold ROBBINS GELLER RUDMAN amp DOWD LLP 120 East Palmetto Park Road Suite 500 Boca Raton FL 33432 Telephone 561750-3000 561750-3364 (fax) cgoldrgrdlawcom

Lead Counsel for Plaintiff

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 33 of 34

CERTIFICATE OF SERVICE

I Ellen Gusikoff Stewart hereby certify that on September 22 2017 I caused a true and

correct copy of the attached

Memorandum of Law in Support of Lead Counselrsquos Motion for an Award of Attorneysrsquo Fees and Expenses and Award to Lead Plaintiff Pursuant to 15 USC sect78u-4(a)(4)

to be electronically filed with the Clerk of the Court using the CMECF system which will send

notification of such public filings to all counsel registered to receive such notice

s Ellen Gusikoff Stewart

ELLEN GUSIKOFF STEWART

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 34 of 34

EXHIBIT 1

Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 1 of 5

UNITED STATES DISTRICT COURTSOUTHERN DISTRICT OF NEW YORK

xZUBAIR PATEL Individually and on Behalf of All Others Similarly Situated

Plaintiff

vs

L-3 COMMUNICATIONS HOLDINGS INC et al

Defendants

x

Civil Action No 114-cv-06038-VEC(Consolidated)

CLASS ACTION

REVISED [PROPOSED] ORDER AWARDING ATTORNEYSrsquo FEES AND EXPENSES AND AWARDS TO LEAD PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 1 of 4

81717

USDC SDNY DOCUMENT ELECTRONICALLY FILED DOC DATE FILED

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 1 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 2 of 5

- 1 -

This matter having come before the Court on August 16 2017 on the motion of Lead

Counsel for an award of attorneysrsquo fees and expenses (the ldquoFee Motionrdquo) the Court having

considered all papers filed and proceedings conducted herein having found the Settlement of this

Litigation to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Stipulation of Settlement

dated February 22 2017 (the ldquoStipulationrdquo) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 Notice of Lead Counselrsquos Fee Motion was given to all Class Members who could be

located with reasonable effort The form and method of notifying the Class of the Fee Motion met

the requirements of Rule 23 of the Federal Rules of Civil Procedure and 15 USC sect78u-4(a)(7) the

Securities Exchange Act of 1934 as amended by the Private Securities Litigation Reform Act of

1995 due process and any other applicable law constituted the best notice practicable under the

circumstances and constituted due and sufficient notice to all persons and entities entitled thereto

4 The Court hereby awards Lead Counsel attorneysrsquo fees of 25 of the Settlement

Fund (or $8625000) plus expenses in the amount of $47598074 together with the interest earned

on both amounts for the same time period and at the same rate as that earned on the Settlement Fund

until paid The Court finds that the amount of fees awarded is appropriate and that the amount of

fees awarded is fair and reasonable under the ldquopercentage-of-recoveryrdquo method

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 2 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 2 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 3 of 5

- 2 -

5 The fees and expenses shall be allocated amongst Lead Plaintiffsrsquo Counsel in a

manner that Lead Counsel in good faith believes reflects the contributions of such counsel to the

prosecution and settlement of the Litigation

6 The awarded attorneysrsquo fees and expenses and interest earned thereon shall be paid to

Lead Counsel subject to the terms conditions and obligations of the Stipulation and in particular

para62 thereof which terms conditions and obligations are incorporated herein

7 In making this award of fees and expenses to Lead Counsel the Court has considered

and found that

(a) the Settlement has created a fund of $34500000 in cash that is already on

deposit and numerous Class Members who submit or have submitted valid Proof of Claim and

Release forms will benefit from the Settlement created by Lead Counsel

(b) over 47000 copies of the Notice were disseminated to Class Members

indicating that Lead Counsel would move for attorneysrsquo fees in the amount of 25 of the Settlement

Fund and for expenses in an amount not to exceed $600000 and no objections to the fees or

expenses were filed by Class Members

(c) Lead Counsel has pursued the Litigation and achieved the Settlement with

skill perseverance and diligent advocacy

(d) Lead Counsel has expended substantial time and effort pursuing the Litigation

on behalf of the Class

(e) Lead Counsel pursued the Litigation on a contingent basis having received no

compensation during the Litigation and any fee amount has been contingent on the result achieved

(f) the Litigation involves complex factual and legal issues and in the absence of

settlement would involve lengthy proceedings whose resolution would be uncertain

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 3 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 3 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 4 of 5

- 3 -

(g) had Lead Counsel not achieved the Settlement there would remain a

significant risk that the Class may have recovered less or nothing from Defendants

(h) Lead Counsel has devoted over 8500 hours with a lodestar value of

$439142350 to achieve the Settlement

(i) public policy concerns favor the award of reasonable attorneysrsquo fees and

expenses in securities class action litigation and

(j) the attorneysrsquo fees and expenses awarded are fair and reasonable and

consistent with awards in similar cases within the Second Circuit

8 Any appeal or any challenge affecting this Courtrsquos approval regarding the Fee Motion

shall in no way disturb or affect the finality of the Judgment entered with respect to the Settlement

9 Pursuant to 15 USC sect78u-4(a)(4) the Court awards the following amounts to Lead

Plaintiffs for the time they spent directly related to their representation of the Class $39000 to City

of Pontiac General Employeesrsquo Retirement System $86000 to Local 1205 Pension Plan and

$100000 to City of Taylor Police and Fire Retirement System

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this Order shall be

rendered null and void to the extent provided in the Stipulation and shall be vacated in accordance

with the Stipulation

IT IS SO ORDERED

DATED ______________________ ________________________________________THE HONORABLE VALERIE E CAPRONIUNITED STATES DISTRICT JUDGE

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 4 of 4

August 17 2017

___________________________________________ _________E HONORABLE VALEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEERIE E CA

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 4 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 5 of 5

EXHIBIT 2

Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 1 of 10

rus1$$i)Ny I DOCUMENT

ELECTRONICALLY FILED DOC

SOUTHERN DISTRICT OF NEW YORK

UNITED STATES DISTRICT COURT

d a t e b Z l セ e セ d M Z セ セ セ ャ M セ------------------___________ x セ セ セ セ セ セ セ ] ] セ セ セ セ

LAND MEN PARTNERS INC Individually Civil Action No 08-cv-03601-HBshy

and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff FINAL JUDGMENT AND ORDER OF

vs DISMISSAL WITH PREJUDICE

THE BLACKSTONE GROUP LP et aI

Defendants

---------------------------------x

This matter came before the Court for hearing pursuant to the Order Preliminarily Approving

Settlement and Providing for Notice to the Class (Notice Order) dated August 30 2013 on the

unopposed application ofLead Plaintiffs for approval of the Settlement set forth in the Settlement

Agreement dated August 28 2013 (Stipulation) and following a hearing on December 18 2013

Due and adequate notice having been given to the Class as required in said Order and the Court

having considered all papers filed and proceedings had herein and otherwise being fully informed in

the premises and good cause appearing therefor

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Final Judgment incorporates by reference the definitions in the Stipulation and

all terms used herein shall have the same meanings as set forth in the Stipulation unless otherwise

set forth herein

2 This Court has jurisdiction over the subject matter ofthe Action and over all Settling

Parties to the Action including all members of the Class

3 For purposes ofthis Judgment as certified by the Court s August 13 2013 Order the

Class is defined as all Persons who purchased the common units of The Blackstone Group LP

(Blackstone) in Blackstones initial public offering (IPO) or in the open market on the New

- 1 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 1 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 2 of 10

York Stock Exchange between June 21 2007 and March 12 2008 inclusive and who sustained

compensable damages in connection with any such purchase of Blackstone units pursuant to

Sections 11 and 15 of the Securities Act of 1933

Excluded from the Class are (i) the persons who submitted valid and timely requests for

exclusion from the Class who are listed on Exhibit A hereto (ii) Defendants (iii) members of the

immediate family ofeach ofthe Defendants (iv) any Person that acted as an underwriter ofthe IPO

(v) any natural Person who sold Blackstone common units to the public in the IPO or who serves or

served as an officer or director ofBlackstone or as a partner of any predecessor to Blackstone the

members of the immediate families ofany such persons and any entity in which any ofDefendants

have or had a controlling interest and (vi) the legal representatives agents affiliates heirs

successors-in-interest or assigns of any such excluded Person (collectively Excluded Persons)

For the avoidance of doubt the Excluded Persons are excluded from the Class only to the

extent they purchased Blackstone common units in the IPO for their own account and not for or on

behalf of a third-party customer or for resale to customers Further to the extent that any of the

Excluded Persons was a statutory seller who resold the Blackstone common units to a third-party

customer client account fund trust or employee benefit plan that otherwise falls within the Class

or purchased Blackstone common units in a fiduciary capacity or otherwise on behalf ofany thirdshy

party customer client account fund trust or employee benefit plan that falls within the Class the

Excluded Person is excluded from the Class but the third-party customer client account fund trust

or employee benefit plan is not excluded from the Class with respect to such purchases of

Blackstone common units

4 For purposes of this Judgment as certified by the Courts August 132013 Order

Lead Plaintiffs Martin Litwin and Francis Brady are Class Representatives and Lead Counsel

- 2 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 2 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 3 of 10

Robbins Geller Rudman amp Dowd LLP and Brower Piven A Professional Corporation are Class

Counsel

5 Pursuant to Federal Rule of Civil Procedure 23 this Court hereby approves the

Settlement set forth in the Stipulation and finds that the Settlement is in all respects fair reasonable

and adequate to the Class There are no objections to the proposed Settlement

6 Pursuant to Rule 23 of the Federal Rules ofCivil Procedure the Court finds that the

Stipulation and Settlement are fair reasonable and adequate as to each ofthe Settling Parties and

that the Stipulation and Settlement are hereby finally approved in all respects and the Settling

Parties are hereby directed to perform its terms

7 Accordingly the Court authorizes and directs implementation of all the terms and

provisions of the Stipulation as well as the terms and provisions hereof The Court hereby

dismisses as to Defendants the Action and all Released Claims ofthe Class with prejudice without

costs as to any Settling Party except as and to the extent provided in the Stipulation and herein

8 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

shall and each of the Class Members shall be deemed to have and by operation ofthis Judgment

shall have fully finally and forever released relinquished and discharged all Released Claims

against the Released Persons whether or not such Class Member executes and delivers the Proof of

Claim and Release

9 Upon the Effective Date hereof and as provided in the Stipulation each of the

Released Persons shall be deemed to have and by operation of this Judgment shall have fully

finally and forever released relinquished and discharged Lead Plaintiffs each and all of the Class

Members Lead Counsel and Abraham Fruchter amp Twersky LLP from all claims (including without

- 3 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 3 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 4 of 10

limitation Unknown Claims) arising out of relating to or in connection with the institution

prosecution assertion settlement or resolution of the Action

10 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

and each of the Class Members who have not validly opted out of the Class and their respective

predecessors successors agents representatives attorneys and affiliates and the respective heirs

executors administrators successors and assigns of each of them directly or indirectly

individually derivatively representatively or in any other capacity shall be deemed to have and by

operation of the Judgment shall have fully finally and forever released relinquished and

discharged against the Released Persons (whether or not such Class Members execute and deliver

the Proof of Claim and Release forms) any and all Released Claims (including without limitation

Unknown Claims) as well as any claims arising out of relating to or in connection with the

defense settlement or resolution of the Action or the Released Claims

11 Upon the Effective Date Lead Plaintiffs and each of the Class Members who have

not validly opted out of the Class and their respective predecessors successors agents

representatives attorneys and affiliates and the respective heirs executors administrators

successors and assigns of each of them directly or indirectly individually derivatively

representatively or in any other capacity shall be permanently barred and enjoined from the

assertion institution maintenance prosecution or enforcement against any Released Person in any

state or federal court or arbitral forum or in the court of any foreign jurisdiction of any and all

Released Claims (including without limitation Unknown Claims) as well as any claims arising out

of relating to or in connection with the defense settlement or resolution of the Action or the

Released Claims

- 4 shy

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12 The Notice ofProposed Settlement ofClass Action (Notice) given to the Class in

accordance with the Notice Order entered on August 30 2013 was the best notice practicable under

the circumstances including the individual notice to all members of the Class who could be

identified through reasonable effort ofthe proceedings and ofthe matters set forth therein including

the proposed Settlement set forth in the Stipulation the proposed Plan of Distribution of the

proceeds ofthe Settlement set forth in the Notice Lead Counsels application for attorneys fees and

reimbursement of expenses and Lead Plaintiffs request for an award of reasonable costs and

expenses relating to their representation of the Class and said Notice and notice procedures fully

satisfied the requirements of Federal Rule of Civil Procedure 23 the Private Securities Litigation

Reform Act of 1995 and the requirements of due process There are no objections to the Notice

andor notice procedures

13 The Court hereby approves the Plan ofDistribution as set forth in the Notice as fair

and equitable The Court directs Lead Counsel to proceed with processing Proofs ofClaim and the

administration of the Settlement pursuant to the terms of the Plan of Distribution and upon

completion ofthe claims processing procedure to present to this Court a proposed final distribution

order for the distribution of the Net Settlement Fund to eligible Class Members as provided in the

Stipulation and the Plan of Distribution There are no objections to the Plan of Distribution

14 The Court hereby awards Lead Counsel attorneys fees equal to 3333 percent of

the Settlement Fund (including interest accrued thereon) and litigation expenses in the amount of

$104700577 with interest to accrue thereon at the same rate and for the same periods as has

accrued by the Settlement Fund from the date ofthis Judgment to the date ofactual payment of said

attorneys fees and expenses to Lead Counsel as provided in the Stipulation The Court finds the

amount of attorneys fees awarded herein are fair and reasonable based on (a) the work performed

- 5 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 5 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 6 of 10

and costs incurred by Lead Counsel (b) the complexity ofthe case (c) the risks undertaken by Lead

Counsel and the contingent nature of their employment (d) the quality of the work performed by

Lead Counsel in this Action and their standing and experience in prosecuting similar class action

securities litigation (e) awards to successful plaintiffs counsel in other similar litigation (f) the

benefits achieved for Class Members through the Settlement and (g) the absence ofany objections

from any Class Members to either the application for an award ofattorneys fees or expenses to Lead

Counsel

15 The Court also fmds that the requested expenses are proper as the expenses incurred

by Lead Counsel including the costs ofexperts were reasonable and necessary in the prosecution of

this Action on behalf of Class Members There are no objections to Lead Counsels application for

reimbursement of their expenses

16 The Court approves payment of$1500000 to Lead Plaintiff Martin Litwin for his

reasonable time and expenses (including lost wages) relating to their representation of the Class

Such payment shall be paid out of the Settlement Fund There are no objections to Lead Plaintiff

Litwins application for reimbursement ofhis costs and expenses

17 All fees and expenses awarded or allowed in this Judgment shall except as otherwise

expressly provided in the Stipulation be paid from the Settlement Fund

18 Lead Counsel may apply from time to time for any fees andor expenses incurred by

them solely in connection with the administration of the Settlement and distribution of the Net

Settlement Fund to Class Members which except as expressly provided in the Stipulation shall be

paid from the Settlement Fund

19 Neither appellate review nor modification ofthe Plan ofDistribution set forth in the

Notice nor any action in regard to the motion by Lead Counsel for attorneys fees andor expenses

- 6 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 6 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 7 of 10

and the award ofcosts and expenses to Lead Plaintiffs shall affect the fmality ofany other portion of

this Judgment nor delay the Effective Date ofthe Stipulation and each shall be considered separate

for the purposes of appellate review of this Judgment

20 Neither the Stipulation nor the Settlement contained therein nor any act performed or

document executed pursuant to or in furtherance of the Stipulation or the Settlement (a) is or may be

deemed to be or may be used as an admission of or evidence of the validity ofany Released Claim

or ofany wrongdoing or liability of the Released Persons or (b) is or may be deemed to be or may

be used as an admission of or evidence of any fault or omission of any of the Defendants or the

Released Persons in any civil criminal or administrative proceeding in any court administrative

agency or other tribunal Defendants andor the Released Persons may file the Stipulation andor

this Judgment from this Action in any other action in which they are parties or that may be brought

against them in order to support a defense claim or counterclaim based on principles of res

judicata collateral estoppel release good faith settlement judgment bar or reduction or any theory

of claim preclusion or issue preclusion or similar defense or counterclaim

21 Without affecting the finality ofthis Judgment in any way this Court hereby retains

continuing exclusive jurisdiction over (a) implementation of this Settlement and any award or

distribution of the Settlement Fund including interest earned thereon (b) disposition of the

Settlement Fund (c) hearing and determining applications for attorneys fees interest and expenses

in the Action (d) payment of taxes by the Settlement Fund (e) all Settling Parties hereto for the

purpose ofconstruing enforcing and administering the Stipulation and (f) any other matters related

to finalizing the Settlement and distribution of proceeds of the Settlement

22 In the event that the Settlement does not become effective in accordance with the

terms of the Stipulation or the Effective Date does not occur or in the event that the Settlement

- 7 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 7 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 8 of 10

Fund or any portion thereof is returned to Defendants then this Judgment shall be rendered null and

void to the extent provided by and in accordance with the Stipulation and shall be vacated and in

such event all orders entered and releases delivered in connection herewith shall be null and void to

the extent provided by and in accordance with the StipUlation

23 Without further order of the Court the Settling Parties may agree to reasonable

extensions of time to carry out any of the provisions of the Stipulation

24 The Court finds that during the course of the Action the Settling Parties and their

respective counsel at all times complied with the requirements of Rule 11 of the Federal Rules of

Civil Procedure

25 The Court directs immediate entry of this Final Judgment by the Clerk ofthe Court

DATED Ok 10 2 TEO aRABLE HAROLD A R JR

UNITED STATES DISTRICT JUDGE

- 8 shy

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EXHIBIT A

BLACKSTONE LIST OF EXCLUSIONS

Name

1 lINA HU

2 ESTATE OF ANTHONY J FABEC

3 WILLIAM PATTERSON

4 MARY AN N SHOTWELL

5 RICHARD A LEWIS

6 JOHN MERCADENTE JR

7 DOUGLAS BARHORST

8 PATRICIA G NORMAN

9 ESTATE OF RICHARD A NORMAN

10 ROBERT W DUER

11 ANIBAL MARRERO

12 RUSS D SONNIER

13 MARCUS E ampJOANNE R NORTH

14 SUZANNE EMETAROM

15 WILLIAM W amp FRANCES E MAIN

16 ANTHONY BRIENZA

17 SHU HAO HUANG

18 KENNETH 0 PARRIS

19 DUFF S MCEVERS

20 SHERRIE L FRANTZ

21 DEBBIE CRINK

22 MARK A SUMMERS

23 PAULINE MEYEROWITZ

24 ANDREW WAHL

City

OSHAWA

WILLOUGHBY HILLS

KINGS MOUNTAIN

VIRGILINA

BULLARD

READING

SIDNEY

KEARNEY

KEARNEY

ALTA LOMA

CORAL GABLES

NEW YORK

VICTORIA

WALNUT CREEK

ROBERTS

COLD SPRING HARBOR

SNOHOMISH

ATHENS

LAGUNA NIGUEL

EUGENE

OMAHA

MINNETRISTA

FT LAUDERDALE

SAN FRANCISCO

St Country セ

ON CA lIJ7C6

OH US 44094

NC US 28086

VA US 24598

TX US 75757

PA US 19606

OH US 45365

NE US 68845

NE US 68845

CA US 91701

FL US 33134

NY US 10150

TX US 77905

CA US 94595

MT US 59070

NY US 11724

WA US 98296

GA US 30604

CA US 92677

OR US 97404

NE US 68138

MN US 55364

FL US 33308

CA US 94115

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 9 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 10 of 10

EXHIBIT 3

Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 1 of 4

UNITED STATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

--------_____________________ x

THE BOARD OF TRUSTEES OF THE Civil Action No 09-cv-09333-KBF

OPERA TING ENGINEERS PENSION

TRUST on Behalf of Itself and All Others CLASS ACTION

Similarly Situated [PROPOSES] ORDER A WARDING

Plaintiffs ATTORNEYS FEES EXPENSES AND

CASE CONTRIBUTION A WARD TO LEAD

vs PLAINTIFF

JPMORGAN CHASE BANK NATIONAL

ASSOCIATIOt USDCSDNY

DOCUMENTDefendant

ELECTRONICALLY FILED ---------------- x DOC

DATE f M i l M e M d セ ャ エ i o B B B v エ M R B B G エ M ョ M B G Q G Q Q R P セ Q M S

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 1 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 2 of 4

This matter having come before the Court on November 19 2013 on the motion of Lead

Counsel for an award ofattorneys fees and expenses in the litigation and a case contribution award

to Lead Plaintiff the Court having considered all papers filed and proceedings condueted herein

having found the settlement of this Action to be fair reasonable and adequate and otherwise being

fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by referenee the definitions in the Stipulation of Settlement

dated August 16 2013 and all capitalized terms used but not defined herein shall have the same

meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto ineluding all members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount ofS47702453 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-reeovery method

4 The fees and expenses shall be allocated among Plaintiffs Counsel in a manner

which in Lead Counsels good-faith judgment ret1ects each such counsels contribution to the

institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Lead Counsel subject to the terms conditions and obligations of the

- 1 shy

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 2 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 3 of 4

Stipulation and in particular セ Q R R thereof which terms conditions and obligations are incorporated

herein

6 The Court hereby awards Lead Plaintiff Board ofTrustees of the Operating Engineers

Pension Trust $25000 for its time and expense in representing the Class This case contribution

award shall be paid to Lead Plaintiff on or after the Effective Date subject to the terms conditions

and obligations of the Stipulation and in particular セ R S thereof which terms conditions and

obligations are incorporated herein

IT IS SO ORDERED

THE HONORABLE KATHERINE B FORREST

UNITED STATES DISTRICT JUDGE

- 2

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 3 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 4 of 4

EXHIBIT 4

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 1 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

CITILINE HOLDINGS INC Individually Civil Action No 108-cv-03612-RJS and On Behalf of All Others Similarly Situated (Consolidated)

Plaintiff CLASS ACTION

vs

ISTAR FINANCIAL INC et al

Defendants

x

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

E Albdquo

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 2 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 2 of 3

This matter having come before the Court on April 5 2013 on the motion of Co-Lead

Counsel for an award of attorneys fees and expenses in the Litigation the Court having considered

all papers filed and proceedings conducted herein having found the settlement of this action to be

fair reasonable and adequate and otherwise being fully informed in the premises and good cause

appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 5 2012 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Co-Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount of $23490171 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among Lead Plaintiffs counsel in a manner

which in Co-Lead Counsels good-faith judgment reflects each such counsels contribution to the

institution prosecution and resolution of the Litigation

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 3 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 3 of 3

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Co-Lead Counsel subject to the terms conditions and obligations of the

Stipulation and in particular para62-63 thereof which terms conditions and obligations are

incorporated herein

SO ORDERED

-2-

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 4 of 4

EXHIBIT 5

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 1 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 1 of 4

UNITED ST ATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

In re SANOFI-AVENTIS SECURITIES

LITIGATION

This Document Relates To

ALL ACTIONS

---middotmiddotmiddot-----middot--------x

i

11

middot middot FlLBD I l

JAN 2 2QJ4-~ Civil Action No 107tv-10279-GBD

CLASS ACTION f middot middot

ECFCASE

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND AN

AWARD TO PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

903068_ l

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 2 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 2 of 4

This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 3 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 3 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 13: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

- 4 - 1308528_1

Lead Plaintiff further alleges that all of the Companyrsquos Class Period financial statements

were false because of the alleged material omissions and that Defendantsrsquo statements regarding the

Companyrsquos internal and financial controls and strict adherence to high ethical standards were also

false Id para11 Lead Plaintiff alleges that Defendantsrsquo misrepresentations and fraudulent scheme

had the effect of artificially inflating the price of Gerdau ADRs which inflation came out of the

ADR price when the truth was revealed at the end of the Class Period Id

A detailed description of Lead Counselrsquos prosecution of this case is set forth in the

accompanying Rosen Declaration For the sake of brevity the Court is respectfully referred to the

Rosen Declaration

III ARGUMENT

A Lead Counsel Is Entitled to an Award of Attorneysrsquo Fees and

Expenses from the Common Fund

The Supreme Court has long recognized that ldquoa litigant or a lawyer who recovers a common

fund for the benefit of persons other than himself or his client is entitled to a reasonable attorneyrsquos

fee from the fund as a wholerdquo Boeing Co v Van Gemert 444 US 472 478 (1980) see also

Goldberger 209 F3d at 47 Savoie v Merchs Bank 166 F3d 456 459-60 (2d Cir 1999) ldquoThe

courtrsquos authority to reimburse the representative parties stems from the fact that the class-action

device is a creature of equity and the allowance of attorney-related costs is considered part of the

historic equity power of the federal courtsrdquo 7B Charles Alan Wright Arthur R Miller amp Mary Kay

Kane Federal Practice and Procedure sect1803 at 325 (3d ed 2005) The purpose of the common

fund doctrine is to fairly and adequately compensate class counsel for services rendered and to

ensure that all class members contribute equally towards the costs associated with litigation pursued

on their behalf See also Goldberger 209 F3d at 47 In re Veeco Instruments Inc Sec Litig No 05

MDL 01695 (CM) 2007 WL 4115808 at 2 (SDNY Nov 7 2007)

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 13 of 34

- 5 - 1308528_1

Courts have recognized that in addition to providing just compensation awards of fair

attorneysrsquo fees from a common fund also serve to encourage skilled counsel to represent those who

seek redress for damages inflicted on entire classes of persons and to discourage future alleged

misconduct of a similar nature City of Providence v Aeropostale Inc No 11 Civ 7132 (CM)

(GWG) 2014 WL 1883494 at 10-11 (SDNY May 9 2014) affrsquod sub nom Arbuthnot v

Pierson 607 F Apprsquox 73 (2d Cir 2015) In re Telik Inc Sec Litig 576 F Supp 2d 570 585

(SDNY 2008) Veeco 2007 WL 4115808 at 2 Indeed the Supreme Court has emphasized that

private securities actions such as the instant action provide ldquolsquoa most effective weapon in the

enforcementrsquo of the securities laws and are lsquoa necessary supplement to [SEC] actionrsquordquo Bateman

Eichler Hill Richards Inc v Berner 472 US 299 310 (1985) (quoting J I Case Co v Borak

377 US 426 432 (1964)) accord Tellabs Inc v Makor Issues amp Rights Ltd 551 US 308 (2007)

Courts in this Circuit have consistently adhered to these teachings See In re Interpublic Sec

Litig No 02 Civ 6527 (DLC) 2004 WL 2397190 at 10 (SDNY Oct 26 2004) (ldquoIt is well

established that where an attorney creates a common fund from which members of a class are

compensated for a common injury the attorneys who created the fund are entitled to lsquoa reasonable

fee ndash set by the court ndash to be taken from the fundrsquordquo) (citation omitted) Fairly compensating Lead

Counsel for the risks it took in bringing this action is essential because ldquo[s]uch actions could not be

sustained if plaintiffsrsquo counsel were not to receive remuneration from the settlement fund for their

efforts on behalf of the classrdquo Hicks v Morgan Stanley No 01 Civ 10071 (RJH) 2005 WL

2757792 at 9 (SDNY Oct 24 2005)

B The Court Should Award a Reasonable Percentage of the Common

Fund

Lead Counsel respectfully submits that the Court should award a fee based on a percentage of

the common fund obtained Courts routinely find that the percentage-of-the-fund method under

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 14 of 34

- 6 - 1308528_1

which counsel is awarded a percentage of the fund that they created is the preferred means to

determine a fee because it ldquolsquodirectly aligns the interests of the class and its counsel and provides a

powerful incentive for the efficient prosecution and early resolution of litigationrsquordquo Wal-Mart Stores

Inc v Visa USA Inc 396 F3d 96 122 (2d Cir 2005) (citation omitted) see also Hayes v

Harmony Gold Mining Co 509 F Apprsquox 21 24 (2d Cir 2013) (ldquo[A]s the district court recognized

the prospect of a percentage fee award from a common settlement fund as here aligns the interests

of class counsel with those of the classrdquo) The percentage approach also recognizes that the quality

of counselrsquos services is measured best by the results achieved and is most consistent with the system

typically used in the marketplace to compensate attorneys in non-class contingency cases3

The Supreme Court has also indicated that attorneysrsquo fees in common-fund cases generally

should be based on a percentage of the fund See Blum v Stenson 465 US 886 900 n16 (1984)

(ldquo[U]nder the lsquocommon fund doctrinersquo a reasonable fee is based on a percentage of the fund

bestowed on the classrdquo) The Second Circuit has expressly approved the percentage method

recognizing that ldquothe lodestar method proved vexingrdquo and had resulted in ldquoan inevitable waste of

judicial resourcesrdquo Goldberger 209 F3d at 48-49 (holding that the percentage-of-the-fund method

may be used to determine appropriate attorneysrsquo fees although the lodestar method may also be

used) Savoie 166 F3d at 460 (stating that the ldquopercentage-of-the-fund method has been deemed a

3 See eg In re Payment Card Interchange Fee amp Merch Disc Antitrust Litig 991 F Supp 2d 437 440 (EDNY 2014) (ldquoThe percentage method better aligns the incentives of plaintiffsrsquo counsel with those of the class members because it bases the attorneysrsquo fees on the results they achieve for their clients rather than on the number of motions they file documents they review or hours they work The percentage method also accords with the overwhelming prevalence of contingency fees in the market for plaintiffsrsquo counselrdquo) Davis v JP Morgan Chase amp Co 827 F Supp 2d 172 184 (WDNY 2011) (the ldquoadvantages of the percentage method are that it provides an incentive to attorneys to resolve the case efficiently and to create the largest common fund out of which payments to the class can be made and that it is consistent with the system typically used by individual clients to compensate their attorneysrdquo)

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 15 of 34

- 7 - 1308528_1

solution to certain problems that may arise when the lodestar method is used in common fund

casesrdquo) More recently the Second Circuit has acknowledged that the ldquotrend in this Circuit is toward

the percentage methodrdquo Wal-Mart 396 F3d at 122 see also City of Providence 2014 WL

1883494 at 11-124

The determination of attorneysrsquo fees using the percentage-of-the-fund method is also

supported by the PSLRA which states that ldquo[t]otal attorneysrsquo fees and expenses awarded by the court

to counsel for the plaintiff class shall not exceed a reasonable percentage of the amountrdquo recovered

for the class 15 USC sect78u-4(a)(6) (emphasis added) Courts have concluded that by drafting the

PSLRA in such a manner Congress expressed a preference for the percentage as opposed to the

lodestar method of determining attorneysrsquo fees in securities class actions See Veeco 2007 WL

4115808 at 3 Maley v Del Global Techs Corp 186 F Supp 2d 358 370 (SDNY 2002) In re

Am Bank Note Holographics 127 F Supp 2d 418 430 (SDNY 2001) In re Global Crossing Sec

amp ERISA Litig 225 FRD 436 465-66 (SDNY 2004)

Given the language of the PSLRA the Supreme Courtrsquos indication that the percentage

method is proper in this type of case the Second Circuitrsquos explicit approval of the percentage

method in Goldberger and the trend among the district courts in this Circuit the Court should award

4 All federal Courts of Appeal to consider the matter have approved the percentage method with two circuits requiring its use in common fund cases See In re Thirteen Appeals Arising out of the

San Juan Dupont Plaza Hotel Fire Litig 56 F3d 295 305 (1st Cir 1995) In re GMC Pick-Up

Truck Fuel Tank Prods Liab Litig 55 F3d 768 821-22 (3d Cir 1995) Union Asset Mgmt

Holding AG v Dell Inc 669 F3d 632 644 (5th Cir 2012) Rawlings v Prudential-Bache Props 9 F3d 513 515-16 (6th Cir 1993) Harman v Lyphomed Inc 945 F2d 969 975 (7th Cir 1991) Johnston v Comerica Mortg Corp 83 F3d 241 246 (8th Cir 1996) Powers v Eichen 229 F3d 1249 1256 (9th Cir 2000) Brown v Phillips Petroleum Co 838 F2d 451 454-56 (10th Cir 1988) Faught v Am Home Shield Corp 668 F3d 1233 1242 (11th Cir 2011) Swedish Hosp Corp v

Shalala 1 F3d 1261 1269-71 (DC Cir 1993) The Eleventh and District of Columbia Circuits require the use of the percentage method in common fund cases See Faught 668 F3d at 1242 Swedish Hosp 1 F3d at 1271

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 16 of 34

- 8 - 1308528_1

Lead Counsel attorneysrsquo fees based on a percentage of the fund The percentage approach not only

directly aligns the interests of counsel and the class (Elliot v Leatherstocking Corp No 310-CV-

0934 (MADDEP) 2012 WL 6024572 at 5 (NDNY Dec 4 2012)) it also recognizes that the

quality of counselrsquos services is measured best by the results achieved and ldquocan serve as a proxy for

the market in setting counsel feesrdquo Am Bank Note 127 F Supp 2d at 432

C The Requested Attorneysrsquo Fees Are Reasonable Under the

Percentage-of-the-Fund Method

The Supreme Court has recognized that an appropriate Court-awarded fee is intended to

approximate what counsel would receive if they were bargaining for the services in the marketplace

See Missouri v Jenkins 491 US 274 285-86 (1989) If this were a non-class action the customary

fee arrangement would be contingent and in the range of 33 of the recovery See Blum 465 US at

904 (ldquoIn tort suits an attorney might receive one-third of whatever amount the plaintiff recovers In

those cases therefore the fee is directly proportional to the recoveryrdquo) (Brennan J concurring)

The requested 25 fee is well within the range of percentage fees awarded within the Second

Circuit in other comparable securities and antitrust cases See eg In re BioScrip Inc Sec Litig

No 13-cv-6922 (AJN) 2017 US Dist LEXIS 118881 at 58 (SDNY July 26 2017) (awarding

25 of $10900000 settlement fund finding that such an award ldquolsquofalls within the range of

percentages regularly awarded inrsquo analogous common fund casesrdquo) (citation omitted) Patel v L-3

Commcrsquons Holdings Inc No 114-cv-06038-VEC slip op at 1 (SDNY Aug 17 2017)

(awarding 25 of $345 million settlement) City of Austin Police Ret Sys v Kinross Gold Corp

No 112-cv-01203-VEC 2015 US Dist LEXIS 181932 at 12 (SDNY Oct 15 2015) (awarded

fees of 30 of $33 million recovery plus expenses) Landmen Partners Inc v Blackstone Grp LP

No 08-cv-03601-HB-FM slip op at 5 (SDNY Dec 18 2013) (awarded fees of 33-13 of $85

million recovery plus expenses) Bd of Trs of the Operating Engrsquors Pension Tr v JPMorgan

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 17 of 34

- 9 - 1308528_1

Chase Bank Natrsquol Assrsquon No 09-cv-09333-KBF slip op at 1 (SDNY Nov 20 2013) (awarded

fees of 30 of $23 million recovery plus expenses) Citiline Holdings Inc v iStar Fin Inc No

108-cv-03612-RJS slip op at 1 (SDNY Apr 5 2013) (awarded fees of 30 of $29 million

recovery plus expenses) In re Sanofi-Aventis Sec Litig No 107-cv-10279-GBD slip op at 1

(SDNY Jan 22 2014) (awarded fees of 275 of $40 million recovery plus expenses) Cornwell

v Credit Suisse Grp No 08-cv-03758(VM) slip op at 2 (SDNY July 20 2011) (awarded fees of

275 of $70 million recovery plus expenses) Mass Bricklayers amp Masons Tr Funds v Deutsche

Alt-A Sec Inc No 208-cv-03178-LDW-ARL slip op at 3 (EDNY July 11 2012) (awarded

265 of $325 million recovery plus expenses) In re CIT Grp Inc Sec Litig No 108-cv-06613-

BSJ-THK slip op at 1-2 (SDNY June 13 2012) (awarded 265 of $75 million recovery plus

expenses)5

Another factor favoring the reasonableness of Lead Counselrsquos 25 fee application under the

percentage-of-the-fund method is that this fee was negotiated with and approved by the Lead

Plaintiff an institutional investor charged by the Court and the PSLRA with responsibility for

monitoring Lead Counsel See Chicago Police Decl parapara15-18

The PSLRA was intended to encourage sophisticated and financially-interested investors like

Lead Plaintiff to assume control of securities class actions HR Conf Rep No 104-369 at 32

1995 WL 709276 at 731 (1995) Congress believed that these institutions would be in the best

position to monitor the prosecution of litigation to assess the quality of counselrsquos representation and

to determine a fair fee Here Lead Plaintiff a large institution played an active role in the

Litigation and closely supervised the work of Lead Counsel See Chicago Police Decl parapara7-9

Accordingly Lead Plaintiffrsquos endorsement of the fee request supports its approval See eg Veeco

5 All unreported authorities are attached hereto as Exhibits 1 through 9

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 18 of 34

- 10 - 1308528_1

2007 WL 4115808 at 8 (ldquopublic policy considerations support the award in this case because the

Lead Plaintiff a large public pension fund ndash conscientiously supervised the work of lead counsel

and has approved the fee requestrdquo)

D The Fee Request Is Reasonable Under the Lodestar Method

To ensure the reasonableness of a fee awarded under the percentage-of-the-fund method the

Second Circuit encourages district courts to cross-check the proposed award against counselrsquos

lodestar See Goldberger 209 F3d at 50 Applying the lodestar cross-check underscores and

affirms the reasonableness of the requested percentage ldquoUnder the lodestar method the court must

engage in a two-step analysis first to determine the lodestar the court multiplies the number of

hours each attorney spent on the case by each attorneyrsquos reasonable hourly rate and second the

court adjusts that lodestar figure (by applying a multiplier) to reflect such factors as the risk and

contingent nature of the litigation the result obtained and the quality of the attorneyrsquos workrdquo City

of Providence 2014 WL 1883494 at 13 ldquoCalculation of the lodestar however is simply the

beginning of the analysisrdquo In re Warner Commcrsquons Sec Litig 618 F Supp 735 747 (SDNY

1985) affrsquod 798 F2d 35 (2d Cir 1986) In re Ivan F Boesky Sec Litig 888 F Supp 551 562

(SDNY 1995) Performing the lodestar calculation here confirms that the fee requested by Lead

Counsel is reasonable and should be approved

Lead Counsel and its paraprofessionals have spent in the aggregate 222095 hours in the

prosecution of this case producing a total lodestar amount of $157125275 when multiplied by Lead

Counselrsquos billing rates See the accompanying Declaration of Henry Rosen Filed on Behalf of

Robbins Geller Rudman amp Dowd LLP (ldquoRobbins Geller Declrdquo)6 The amount of attorneysrsquo fees

6 In determining whether the rates are reasonable the Court should take into account the attorneysrsquo professional reputation experience and status Lead Counsel is among the most prominent experienced and well-regarded securities practitioners in the nation Therefore the hourly rates are

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 19 of 34

- 11 - 1308528_1

requested by Lead Counsel herein $3750000 plus interest represents a modest multiplier of 23 to

counselrsquos aggregate lodestar7

The requested 23 multiplier in this Litigation is within the range of multipliers commonly

awarded in securities class actions and other comparable litigation In cases of this nature fees

representing multiples above lodestar are regularly awarded to reflect the contingency-fee risk and

other relevant factors See In re FLAG Telecom Holdings Ltd Sec Litig No 02-CV-3400 (CM)

(PED) 2010 WL 4537550 at 26 (SDNY Nov 8 2010) (ldquolsquoa positive multiplier is typically

applied to the lodestar in recognition of the risk of the litigation the complexity of the issues the

contingent nature of the engagement the skill of the attorneys and other factorsrsquordquo) (citation

omitted) In re Comverse Tech Inc Sec Litig No 06-CV-1825 (NGG) (RER) 2010 WL 2653354

at 5 (EDNY June 24 2010) (ldquoWhere as here counsel has litigated a complex case under a

contingency fee arrangement they are entitled to a fee in excess of the lodestarrdquo)

Indeed in complex contingent litigation lodestar multipliers between 2 and 5 are commonly

awarded See Wal-Mart 396 F3d at 123 (upholding multiplier of 35 as reasonable on appeal)

NECA-IBEW Health amp Welfare Fund v Goldman Sachs amp Co No 108-cv-10783-LAP 2016 WL

3369534 at 1 (SDNY May 2 2016) (awarding fee representing a 39 multiplier) Davis 827 F

Supp 2d at 185 (awarding fee representing multiplier of 53 which was ldquonot atypicalrdquo in similar

cases) Credit Suisse slip op at 4 (awarding fee representing a multiplier of 47) Comverse 2010

WL 2653354 at 5 (awarding fee representing 278 multiplier) Telik 576 F Supp 2d at 590 (ldquoIn

contingent litigation lodestar multiples of over 4 are routinely awarded by courts including this

reasonable here See In re Merrill Lynch amp Co Inc Research Reports Sec Litig No 02 MDL 1484 (JFK) 2007 WL 313474 at 22 (SDNY Feb 1 2007) (approving counselrsquos hourly rates)

7 The Supreme Court and other courts have held that the use of current rates is proper since such rates compensate for inflation and the loss of use of funds See Jenkins 491 US at 283-84

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 20 of 34

- 12 - 1308528_1

Courtrdquo) In re Bisys Sec Litig No 04 Civ 3840 (JSR) 2007 WL 2049726 at 3 (SDNY July

16 2007) (awarding 30 fee representing a 299 multiplier and finding that the multiplier ldquofalls well

within the parameters set in this district and elsewhererdquo) In re AremisSoft Corp Sec Litig 210

FRD 109 135 (DNJ 2002) (43 multiplier was appropriate in light of the contingency risk and

the quality of the result achieved) Maley 186 F Supp 2d at 369 (awarding fee equal to a 465

multiplier which was ldquowell within the range awarded by courts in this Circuit and courts throughout

the countryrdquo)

The lodestarmultiplier is to be used merely as a cross-check on reasonableness To find

otherwise undermines the principles supporting the percentage approach and encourages needless

lodestar-building litigation See In re Ikon Office Sols Inc 194 FRD 166 196 (ED Pa 2000)

(ldquoThe court will not reduce the requested award simply for the sake of doing so when every other

factor ordinarily considered weighs in favor of approving class counselrsquos request of thirty percentrdquo)

Lead Counsel invested substantial time and effort prosecuting this Litigation against Defendants to a

successful completion The requested fee therefore is manifestly reasonable whether calculated as

a percentage of the fund or in relation to Lead Counselrsquos lodestar Moreover as discussed below

each of the factors cited by the Second Circuit in Goldberger also strongly supports a finding that the

requested fee is reasonable

E The Relevant Factors Confirm that the Requested Fee Is Reasonable

In Goldberger the Second Circuit explained that whether the court uses the percentage-of-

the-fund method or the lodestar approach it should continue to consider the traditional criteria that

reflect a reasonable fee in common fund cases including

bull the time and labor expended by counsel

bull the risks of the litigation

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 21 of 34

- 13 - 1308528_1

bull the magnitude and complexity of the litigation

bull the requested fee in relation to the settlement

bull the quality of representation and

bull public policy considerations

Goldberger 209 F3d at 50 Consideration of these factors demonstrates that the requested fee is fair

and reasonable

1 The Time and Labor Expended by Counsel

Lead Counsel has expended substantial time and effort pursuing the Litigation on behalf of

the Class Since the Litigation commenced Lead Counsel and its paraprofessionals devoted over

2200 hours to prosecuting the Classrsquo claims As detailed in the Rosen Declaration submitted

herewith Lead Counsel among other things

bull conducted an extensive factual investigation relating to Defendantsrsquo conduct and the tax avoidance scheme

bull researched the law relevant to the claims asserted including Brazilian tax laws and Defendantsrsquo potential defenses thereto and drafted detailed complaints

bull drafted an opposition to Defendantsrsquo motions to dismiss the Consolidated Complaint

bull consulted with Brazilian attorneys regarding the unique issues raised in the Litigation

bull consulted with experts and consultants in the areas of damages and market efficiency

bull participated in lengthy armrsquos-length settlement negotiations and mediation with Defendants and

bull negotiated and drafted the Stipulation and exhibits thereto as well as the motion for preliminary approval of the Settlement

Rosen Decl parapara3-31 Moreover Lead Counsel with the assistance of its damages expert and in-

house damages consultant prepared the proposed Plan of Allocation Throughout the Litigation

Lead Counsel staffed the matter efficiently and avoided any unnecessary duplication of effort Lead

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 22 of 34

- 14 - 1308528_1

Counselrsquos work in the Litigation will not end with the Courtrsquos approval of the Settlement

Additional hours and resources will necessarily be expended assisting Members of the Class with the

completion and submission of their Proof of Claim and Release forms shepherding the claims

process and responding to Class Member inquiries See Aponte v Comprehensive Health Mgmt

No 10 Civ 4825 (JLC) 2013 WL 1364147 at 6 (SDNY Apr 2 2013) The significant amount

of time and effort devoted to this case by Lead Counsel to obtain a $15 million recovery confirms

that the 25 fee request is reasonable

2 The Risks of the Litigation

a The Contingent Nature of Lead Counselrsquos

Representation Supports the Requested Fee

The risk undertaken in the litigation is often considered the most important Goldberger

factor Goldberger 209 F3d at 54 Comverse 2010 WL 2653354 at 5 Telik 576 F Supp 2d at

592 The Second Circuit has recognized that the risk associated with a case undertaken on a

contingent fee is an important factor in determining an appropriate fee award

No one expects a lawyer whose compensation is contingent upon his success to charge when successful as little as he would charge a client who in advance had agreed to pay for his services regardless of success Nor particularly in complicated cases producing large recoveries is it just to make a fee depend solely on the reasonable amount of time expended

Detroit v Grinnell Corp 495 F2d 448 470 (2d Cir 1974) ldquoLittle about litigation is risk-free and

class actions confront even more substantial risks than other forms of litigationrdquo Teachersrsquo Ret Sys

v ACLN Ltd No 01-CV-11814 (MP) 2004 WL 1087261 at 3 (SDNY May 14 2004) Am

Bank Note 127 F Supp 2d at 433 (concluding it is ldquoappropriate to take this [contingent fee] risk

into account in determining the appropriate fee to awardrdquo) In re Prudential Sec Ltd Prsquoships Litig

985 F Supp 410 417 (SDNY 1997) (ldquoNumerous courts have recognized that the attorneyrsquos

contingent fee risk is an important factor in determining the fee awardrdquo) This risk encompasses not

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 23 of 34

- 15 - 1308528_1

just the risk of no payment but also the risk of underpayment See In re Contrsquol Ill Sec Litig 962

F2d 566 569-70 (7th Cir 1992) (reversing district courtrsquos fee award where court failed to account

for among other things risk of underpayment to counsel) When considering the reasonableness of

attorneysrsquo fees in a contingency action the court should consider the risks of the litigation at the time

the suit was brought See Goldberger 209 F3d at 55 In re Sadia SA Sec Litig No 08 Civ 9528

(SAS) 2011 WL 6825235 at 3 (SDNY Dec 28 2011)

The reasonableness of the requested fee is also supported by an evaluation of the risks

undertaken by Lead Counsel in prosecuting this class action Lead Counsel undertook this Litigation

on a wholly-contingent fee basis investing a substantial amount of time and money to prosecute this

very risky action without a guarantee of compensation or even the recovery of expenses Unlike

Defendantsrsquo counsel who are paid substantial hourly rates and reimbursed for their expenses on a

regular basis Lead Counsel has not been compensated for any time or expenses since this case

began and would have received no compensation or even payment of its expenses had this case not

been successful

From the outset Lead Counsel understood that it was embarking on a complex expensive

and lengthy litigation with no guarantee of ever being compensated for investing the time and money

the case would require In undertaking that responsibility Lead Counsel was obligated to assure that

sufficient attorney and paraprofessional resources were dedicated to prosecuting the Litigation and

that funds were available to compensate staff and to pay for the considerable costs which a case such

as this entails Under these circumstances the financial burden on contingent-fee counsel is far

greater than on a firm that is paid on an ongoing basis

In addition to advancing litigation expenses Lead Counsel faced the possibility that it would

receive no attorneysrsquo fees It is wrong to presume that a law firm handling complex contingent

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 24 of 34

- 16 - 1308528_1

litigation always wins There are numerous instances where in contingent cases such as this one

plaintiffrsquos counsel have expended thousands of hours without receiving any compensation8

Losses in contingent-fee litigations especially those brought under the PSLRA are

exceedingly expensive Lead Counselrsquos assumption of the contingency fee risk strongly supports the

reasonableness of the requested fee See FLAG Telecom 2010 WL 4537550 at 27 (ldquoCourts in the

Second Circuit have recognized that the risk associated with a case undertaken on a contingent fee

basis is an important factor in determining an appropriate fee awardrdquo) In re Marsh ERISA Litig

265 FRD 128 148 (SDNY 2010) (ldquoThere was significant risk of non-payment in this case and

Plaintiffsrsquo Counsel should be rewarded for having borne and successfully overcome that riskrdquo)

b Litigation Risks

While Lead Plaintiff remains confident in its ability to prove its claims and that once the

truth was revealed Class Members suffered legally cognizable losses on their purchases of Gerdau

ADRs during the Class Period it recognizes that its ability to prove liability was far from certain

Rosen Decl parapara33-35 As detailed in the Rosen Declaration and in the Settlement Memorandum

Defendants raised numerous challenges to the materiality scienter and loss causation elements of

8 The risk of no recovery in complex cases of this type is real and is heightened when lead counsel press to achieve the very best result for those they represent There are numerous class actions in which lead counsel expended thousands of hours and yet received no remuneration despite their diligence and expertise See eg Hubbard v BankAtlantic Bancorp Inc 688 F3d 713 725 (11th Cir 2012) (affirming judgment as a matter of law following jury verdict partially in plaintiffsrsquo favor) In re Oracle Corp Sec Litig No C 01-00988-SI 2009 WL 1709050 (ND Cal June 19 2009) affrsquod 627 F3d 376 (9th Cir 2010) (court granted summary judgment for defendants after eight years of litigation after plaintiffsrsquo counsel incurred over $7 million in expenses and worked over 100000 hours representing a lodestar of approximately $40 million) In re JDS Uniphase

Corp Sec Litig No C-02-1486 CW (EDL) 2007 WL 4788556 at 1 (ND Cal Nov 27 2007) (jury verdict for defendants) Robbins v Koger Props 116 F3d 1441 1449 (11th Cir 1997) (jury verdict of $81 million for plaintiffs against an accounting firm reversed on appeal on loss causation grounds and judgment entered for defendant) Anixter v Home-Stake Prod Co 77 F3d 1215 1233 (10th Cir 1996) (Tenth Circuit overturned securities fraud class action jury verdict for plaintiffs in case filed in 1973 and tried in 1988 on basis of 1994 Supreme Court opinion)

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 25 of 34

- 17 - 1308528_1

Lead Plaintiffrsquos claims under the federal securities laws The Individual Defendants also challenged

this Courtrsquos personal jurisdiction over them Obtaining documents and testimony from witnesses in

Brazil would be expensive if possible at all Therefore there was a question whether Lead Plaintiff

would ultimately be able to prove that Defendants who could be sued in this Court acted knowingly

or recklessly made materially false or misleading statements or omissions as required

With respect to proving loss causation Defendants would continue to argue that the declines

in Gerdaursquos ADR price were caused by factors other than Lead Plaintiffrsquos alleged corrective

disclosures Id para369 Defendants would never concede their liability and if their motions to

dismiss were denied would continue to press their defenses at summary judgment and trial Lead

Plaintiff also faced the risk that the Court would deny its motion to certify the Class if the Litigation

reached that stage

c Risk as to Damages

Whether Lead Plaintiff could prove damages also was unsettled Defendants strenuously

disagreed with Lead Plaintiffrsquos damages theories and estimates In order for the Class to recover

damages at the level estimated by Lead Counselrsquos expert it would need to prevail on each and every

one of the claims alleged for the entirety of the Class Period The damage assessments of the

partiesrsquo respective trial experts would be sure to vary substantially and trial would become a ldquobattle

of expertsrdquo The outcome of such battles is never predictable and there existed the very real

possibility that a jury could be swayed by experts for Defendants to minimize the Classrsquo losses or to

show that the losses were attributable to factors other than the alleged misstatements and omissions

Thus even if Lead Plaintiff prevailed as to liability at trial the judgment obtained could well have

been only a fraction of the damages claimed

9 Another litigation risk for Lead Plaintiff was the proper length of the Class Period Id

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 26 of 34

- 18 - 1308528_1

3 The Magnitude and Complexity of the Litigation

The complexity of the litigation is another factor examined by courts evaluating the

reasonableness of attorneysrsquo fees requested by class counsel See Chatelain v Prudential-Bache

Sec 805 F Supp 209 216 (SDNY 1992) It is widely recognized that ldquoshareholder actions are

notoriously complex and difficult to proverdquo See In re Bayer AG Sec Litig No 03 Civ 1546

(WHP) 2008 WL 5336691 at 5 (SDNY Dec 15 2008) see also FLAG Telecom 2010 WL

4537550 at 27 ldquo[S]ecurities actions have become more difficult from a plaintiffrsquos perspective in

the wake of the PSLRArdquo Ikon 194 FRD at 194 see also In re AOL Time Warner Inc Sec amp

ldquoERISArdquo Litig No MDL 1500 2006 WL 903236 at 9 (SDNY Apr 6 2006) (ldquo[T]he legal

requirements for recovery under the securities laws present considerable challenges particularly

with respect to loss causation and the calculation of damages These challenges are exacerbated

where a number of controlling decisions have recently shed new light on the standard for loss

causationrdquo) This case was no exception As described in greater detail in the accompanying

Settlement Memorandum and the Rosen Declaration this Litigation involved a number of difficult

and complex questions concerning liability of foreign defendants and loss causation that would have

required extensive additional efforts by Lead Counsel and further consultation with Brazilian law

tax accounting and economic experts

The trial of liability issues alone would have involved substantial attorney and expert time

the introduction of voluminous documentary and deposition evidence which would require

translation vigorously contested motions and the considerable expenditures of judicial resources

Because this case revolved around ldquodifficult complex hotly disputed and expert-intensive issuesrdquo

this factor favors awarding a 25 fee City of Providence 2014 WL 1883494 at 16

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 27 of 34

- 19 - 1308528_1

4 The Quality of Representation Supports the Requested Fee

The quality of the representation by Lead Counsel is another important factor that supports

the reasonableness of the requested fee Lead Counsel submits that the quality of the representation

here is best evidenced by the quality of the result achieved See Settlement Memorandum at 18-19

see also FLAG Telecom 2010 WL 4537550 at 28 Bisys 2007 WL 2049726 at 3 It took a great

deal of skill to achieve a settlement at this level in this particular case Lead Counsel is a nationally

known leader in the fields of securities class actions and complex litigation This is attributable to

the diligence determination hard work and reputation of counsel who developed litigated and

successfully negotiated the Settlement of this Litigation and a substantial immediate cash recovery in

a very difficult case without the risk of further litigation See Teachersrsquo Ret Sys 2004 WL

1087261 at 6

Finally courts repeatedly recognize that the quality of the opposition faced by plaintiffsrsquo

counsel should also be taken into consideration in assessing the quality of counselrsquos performance

See eg BioScrip 2017 US Dist LEXIS 118881 at 73 (ldquo[O]pposing counsel in this case was

itself highly skilled a factor courts have considered in approving feesrdquo) Marsh ERISA 265 FRD

at 148 (ldquoThe high quality of defense counsel opposing Plaintiffsrsquo efforts further proves the caliber of

representation that was necessary to achieve the Settlementrdquo) Veeco 2007 WL 4115808 at 7

(among the factors supporting a 30 award of attorneysrsquo fees was that defendants were represented

by ldquoone of the countryrsquos largest law firmsrdquo) Here Defendants are represented by lawyers from

Skadden Arps Slate Meagher amp Flom LLP and Kramer Levin Naftalis amp Frankel LLP highly

respected law firms who presented very skilled defenses and spared no effort in representing their

clients Notwithstanding this formidable opposition Lead Counselrsquos ability to present a strong case

and to demonstrate its willingness to continue to vigorously prosecute the Litigation through trial

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 28 of 34

- 20 - 1308528_1

and then inevitable appeals enabled Lead Counsel to achieve a very favorable Settlement for the

benefit of the Class

5 Public Policy Considerations

A strong public policy concern exists for rewarding firms for bringing successful securities

litigation See FLAG Telecom 2010 WL 4537550 at 29 (if the ldquoimportant public policy [of

enforcing the securities laws] is to be carried out the courts should award fees which will adequately

compensate Lead Counsel for the value of their efforts taking into account the enormous risks they

undertookrdquo) Maley 186 F Supp 2d at 373 (ldquoIn considering an award of attorneyrsquos fees the public

policy of vigorously enforcing the federal securities laws must be consideredrdquo) Hicks 2005 WL

2757792 at 9 (ldquolsquoTo make certain that the public is represented by talented and experienced trial

counsel the remuneration should be both fair and rewardingrsquordquo) (citation omitted) Accordingly

public policy favors granting Lead Counselrsquos fee and expense application here

6 The Classrsquo Reaction to the Fee Request to Date Supports the

Requested Fee

To date the Claims Administrator has sent over 36900 copies of the Notice to potential

Class Members and nominees informing them inter alia that Lead Counsel intended to apply to the

Court for an award of attorneysrsquo fees in an amount not to exceed 25 of the total recovery plus

expenses not to exceed $200000 plus interest on both amounts10 The time to object to the fee

request expires on September 29 2017 To date just one week before the objection deadline not a

single objection to the fee and expense amounts set forth in the Notice has been received Such a

ldquolow level of objection is a lsquorare phenomenonrsquordquo In re Rite Aid Corp Sec Litig 396 F3d 294 305

(3d Cir 2005) (citation omitted) Moreover ldquoa significant number of investors in the class were

10 See Declaration of Carole K Sylvester Regarding Notice Dissemination Publication and Requests for Exclusion Received to Date para11 and Ex A (ldquoSylvester Declrdquo) submitted herewith

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 29 of 34

- 21 - 1308528_1

lsquosophisticatedrsquo institutional investors that had considerable financial incentive to object [to the

settlement] had they believed [the settlement was unfair or] the requested fees were excessiverdquo Id

Additionally the Lead Plaintiff supports the fee request See Chicago Police Decl para17 The fact

that no objections were received is compelling evidence of the fairness of the fee request

IV LEAD COUNSELrsquoS EXPENSES WERE REASONABLY INCURRED AND

NECESSARY TO THE PROSECUTION OF THIS LITIGATION

Lead Counsel also respectfully requests an award of $16273405 in expenses incurred while

prosecuting the Litigation Lead Counsel has submitted a declaration regarding these modest

expenses which are properly recovered by counsel See accompanying Robbins Geller Decl See

eg In re China Sunergy Sec Litig No 07 Civ 7895 (DAB) 2011 WL 1899715 at 6 (SDNY

May 13 2011) (in a class action attorneys should be compensated ldquofor reasonable out-of-pocket

expenses incurred and customarily charged to their clients as long as they were lsquoincidental and

necessary to the representationrsquordquo) (citation omitted) FLAG Telecom 2010 WL 4537550 at 30 (ldquoIt

is well accepted that counsel who create a common fund are entitled to the reimbursement of

expenses that they advanced to a classrdquo) In re Indep Energy Holdings PLC Sec Litig 302

F Supp 2d 180 183 n3 (SDNY 2003) (court may compensate class counsel for reasonable

expenses necessary to the representation of the class)

Counselrsquos expenses include the costs of hiring experts and consultants travel mediating the

Classrsquo claims and computerized research A complete breakdown by category of the expenses

incurred is set forth in the Robbins Geller Declaration These expenses were critical to Lead

Plaintiffrsquos success in achieving the Settlement See Global Crossing 225 FRD at 468 (ldquoThe

expenses incurred ndash which include investigative and expert witnesses filing fees service of process

travel legal research and document production and review ndash are the type for which lsquothe paying

armsrsquo length marketrsquo reimburses attorneys [f]or this reason they are properly chargeable to the

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 30 of 34

- 22 - 1308528_1

Settlement fundrdquo) Not a single objection to the expense amount set forth in the Notice has been

received Accordingly Lead Counsel respectfully requests payment for these expenses plus interest

earned on such amount at the same rate as that earned by the Settlement

V LEAD PLAINTIFF SHOULD BE AWARDED ITS REASONABLE TIME

AND EXPENSES UNDER 15 USC sect78u-4(a)(4)

Lead Plaintiff seeks approval for an award of $3765 for the time it spent directly relating to

its representation of the Class The PSLRA specifically provides that an ldquoaward of reasonable costs

and expenses (including lost wages) directly relating to the representation of the classrdquo may be made

to ldquoany representative party serving on behalf of a classrdquo 15 USC sect78u-4(a)(4)

The Lead Plaintiff dedicated time to the Litigation by reviewing significant pleadings and

briefs in the Litigation communicating regularly with Lead Counsel and monitoring the progress of

settlement negotiations See Chicago Police Decl para20 Numerous courts have approved reasonable

awards to compensate lead plaintiffs for the time and effort they spent on behalf of a class See

Kinross Gold 2015 US Dist LEXIS 181932 at 14 (awarding $1680011 to lead plaintiff and

additional named plaintiffs ldquoto compensate them for their reasonable costs and expenses directly

relating to their representation of the Classrdquo) In re Intercept Pharms Inc Sec Litig No 114-cv-

01123-NRB slip op at 1 (SDNY Oct 20 2016) (awarding $527500 and $740125 to lead

plaintiffs ldquodirectly relating to the representation of the Classrdquo) Hicks 2005 WL 2757792 at 10

(ldquoCourts in this Circuit routinely award such costs and expenses both to reimburse the named

plaintiffs for expenses incurred through their involvement with the action and lost wages as well as

to provide an incentive for such plaintiffs to remain involved in the litigation and to incur such

expenses in the first placerdquo)

Lead Plaintiff took an active role with the prosecution of the Litigation These are precisely

the types of activities that courts have found to support awards to class representatives See eg In

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 31 of 34

- 23 - 1308528_1

re Am Intrsquol Grp Inc No 04 Civ 8141 (DAB) 2010 WL 5060697 at 3 (SDNY Dec 2 2010)

(granting PSLRA award of $30000 to institutional lead plaintiffs ldquoto compensate them for the time

and effort they devoted on behalf of a classrdquo) FLAG Telecom 2010 WL 4537550 at 31 (approving

award of $100000 to lead plaintiff for time spent in the litigation) Veeco 2007 WL 4115808 at 12

(characterizing such awards as ldquolsquoroutine[]rsquordquo in this Circuit) (citation omitted)

The Notice sufficiently informed potential Class Members that such expenses would be

sought Sylvester Decl Ex A at 2 The modest request by Lead Plaintiff is supported by

declaration is reasonable and fully justified under the PSLRA and should be granted There have

been no objections to this request

VI CONCLUSION

Based on the foregoing and the entire record herein Lead Counsel respectfully requests that

the Court award attorneysrsquo fees of 25 of the $15 million recovery plus expenses in the amount of

$16273405 plus interest on both amounts and $3765 to Lead Plaintiff

DATED September 22 2017 Respectfully submitted

s Ellen Gusikoff Stewart

Henry Rosen Ellen Gusikoff Stewart Susannah R Conn ROBBINS GELLER RUDMAN amp DOWD LLP 655 West Broadway Suite 1900 San Diego CA 92101 Telephone 619231-1058 619231-7423 (fax) henryrrgrdlawcom ellengrgrdlawcom sconnrgrdlawcom

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 32 of 34

- 24 - 1308528_1

Samuel H Rudman David A Rosenfeld ROBBINS GELLER RUDMAN amp DOWD LLP 58 South Service Road Suite 200 Melville NY 11747 Telephone 631367-7100 631367-1173 (fax) srudmanrgrdlawcom drosenfeldrgrdlawcom

Christopher C Gold ROBBINS GELLER RUDMAN amp DOWD LLP 120 East Palmetto Park Road Suite 500 Boca Raton FL 33432 Telephone 561750-3000 561750-3364 (fax) cgoldrgrdlawcom

Lead Counsel for Plaintiff

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 33 of 34

CERTIFICATE OF SERVICE

I Ellen Gusikoff Stewart hereby certify that on September 22 2017 I caused a true and

correct copy of the attached

Memorandum of Law in Support of Lead Counselrsquos Motion for an Award of Attorneysrsquo Fees and Expenses and Award to Lead Plaintiff Pursuant to 15 USC sect78u-4(a)(4)

to be electronically filed with the Clerk of the Court using the CMECF system which will send

notification of such public filings to all counsel registered to receive such notice

s Ellen Gusikoff Stewart

ELLEN GUSIKOFF STEWART

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 34 of 34

EXHIBIT 1

Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 1 of 5

UNITED STATES DISTRICT COURTSOUTHERN DISTRICT OF NEW YORK

xZUBAIR PATEL Individually and on Behalf of All Others Similarly Situated

Plaintiff

vs

L-3 COMMUNICATIONS HOLDINGS INC et al

Defendants

x

Civil Action No 114-cv-06038-VEC(Consolidated)

CLASS ACTION

REVISED [PROPOSED] ORDER AWARDING ATTORNEYSrsquo FEES AND EXPENSES AND AWARDS TO LEAD PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 1 of 4

81717

USDC SDNY DOCUMENT ELECTRONICALLY FILED DOC DATE FILED

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 1 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 2 of 5

- 1 -

This matter having come before the Court on August 16 2017 on the motion of Lead

Counsel for an award of attorneysrsquo fees and expenses (the ldquoFee Motionrdquo) the Court having

considered all papers filed and proceedings conducted herein having found the Settlement of this

Litigation to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Stipulation of Settlement

dated February 22 2017 (the ldquoStipulationrdquo) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 Notice of Lead Counselrsquos Fee Motion was given to all Class Members who could be

located with reasonable effort The form and method of notifying the Class of the Fee Motion met

the requirements of Rule 23 of the Federal Rules of Civil Procedure and 15 USC sect78u-4(a)(7) the

Securities Exchange Act of 1934 as amended by the Private Securities Litigation Reform Act of

1995 due process and any other applicable law constituted the best notice practicable under the

circumstances and constituted due and sufficient notice to all persons and entities entitled thereto

4 The Court hereby awards Lead Counsel attorneysrsquo fees of 25 of the Settlement

Fund (or $8625000) plus expenses in the amount of $47598074 together with the interest earned

on both amounts for the same time period and at the same rate as that earned on the Settlement Fund

until paid The Court finds that the amount of fees awarded is appropriate and that the amount of

fees awarded is fair and reasonable under the ldquopercentage-of-recoveryrdquo method

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 2 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 2 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 3 of 5

- 2 -

5 The fees and expenses shall be allocated amongst Lead Plaintiffsrsquo Counsel in a

manner that Lead Counsel in good faith believes reflects the contributions of such counsel to the

prosecution and settlement of the Litigation

6 The awarded attorneysrsquo fees and expenses and interest earned thereon shall be paid to

Lead Counsel subject to the terms conditions and obligations of the Stipulation and in particular

para62 thereof which terms conditions and obligations are incorporated herein

7 In making this award of fees and expenses to Lead Counsel the Court has considered

and found that

(a) the Settlement has created a fund of $34500000 in cash that is already on

deposit and numerous Class Members who submit or have submitted valid Proof of Claim and

Release forms will benefit from the Settlement created by Lead Counsel

(b) over 47000 copies of the Notice were disseminated to Class Members

indicating that Lead Counsel would move for attorneysrsquo fees in the amount of 25 of the Settlement

Fund and for expenses in an amount not to exceed $600000 and no objections to the fees or

expenses were filed by Class Members

(c) Lead Counsel has pursued the Litigation and achieved the Settlement with

skill perseverance and diligent advocacy

(d) Lead Counsel has expended substantial time and effort pursuing the Litigation

on behalf of the Class

(e) Lead Counsel pursued the Litigation on a contingent basis having received no

compensation during the Litigation and any fee amount has been contingent on the result achieved

(f) the Litigation involves complex factual and legal issues and in the absence of

settlement would involve lengthy proceedings whose resolution would be uncertain

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 3 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 3 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 4 of 5

- 3 -

(g) had Lead Counsel not achieved the Settlement there would remain a

significant risk that the Class may have recovered less or nothing from Defendants

(h) Lead Counsel has devoted over 8500 hours with a lodestar value of

$439142350 to achieve the Settlement

(i) public policy concerns favor the award of reasonable attorneysrsquo fees and

expenses in securities class action litigation and

(j) the attorneysrsquo fees and expenses awarded are fair and reasonable and

consistent with awards in similar cases within the Second Circuit

8 Any appeal or any challenge affecting this Courtrsquos approval regarding the Fee Motion

shall in no way disturb or affect the finality of the Judgment entered with respect to the Settlement

9 Pursuant to 15 USC sect78u-4(a)(4) the Court awards the following amounts to Lead

Plaintiffs for the time they spent directly related to their representation of the Class $39000 to City

of Pontiac General Employeesrsquo Retirement System $86000 to Local 1205 Pension Plan and

$100000 to City of Taylor Police and Fire Retirement System

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this Order shall be

rendered null and void to the extent provided in the Stipulation and shall be vacated in accordance

with the Stipulation

IT IS SO ORDERED

DATED ______________________ ________________________________________THE HONORABLE VALERIE E CAPRONIUNITED STATES DISTRICT JUDGE

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 4 of 4

August 17 2017

___________________________________________ _________E HONORABLE VALEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEERIE E CA

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 4 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 5 of 5

EXHIBIT 2

Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 1 of 10

rus1$$i)Ny I DOCUMENT

ELECTRONICALLY FILED DOC

SOUTHERN DISTRICT OF NEW YORK

UNITED STATES DISTRICT COURT

d a t e b Z l セ e セ d M Z セ セ セ ャ M セ------------------___________ x セ セ セ セ セ セ セ ] ] セ セ セ セ

LAND MEN PARTNERS INC Individually Civil Action No 08-cv-03601-HBshy

and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff FINAL JUDGMENT AND ORDER OF

vs DISMISSAL WITH PREJUDICE

THE BLACKSTONE GROUP LP et aI

Defendants

---------------------------------x

This matter came before the Court for hearing pursuant to the Order Preliminarily Approving

Settlement and Providing for Notice to the Class (Notice Order) dated August 30 2013 on the

unopposed application ofLead Plaintiffs for approval of the Settlement set forth in the Settlement

Agreement dated August 28 2013 (Stipulation) and following a hearing on December 18 2013

Due and adequate notice having been given to the Class as required in said Order and the Court

having considered all papers filed and proceedings had herein and otherwise being fully informed in

the premises and good cause appearing therefor

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Final Judgment incorporates by reference the definitions in the Stipulation and

all terms used herein shall have the same meanings as set forth in the Stipulation unless otherwise

set forth herein

2 This Court has jurisdiction over the subject matter ofthe Action and over all Settling

Parties to the Action including all members of the Class

3 For purposes ofthis Judgment as certified by the Court s August 13 2013 Order the

Class is defined as all Persons who purchased the common units of The Blackstone Group LP

(Blackstone) in Blackstones initial public offering (IPO) or in the open market on the New

- 1 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 1 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 2 of 10

York Stock Exchange between June 21 2007 and March 12 2008 inclusive and who sustained

compensable damages in connection with any such purchase of Blackstone units pursuant to

Sections 11 and 15 of the Securities Act of 1933

Excluded from the Class are (i) the persons who submitted valid and timely requests for

exclusion from the Class who are listed on Exhibit A hereto (ii) Defendants (iii) members of the

immediate family ofeach ofthe Defendants (iv) any Person that acted as an underwriter ofthe IPO

(v) any natural Person who sold Blackstone common units to the public in the IPO or who serves or

served as an officer or director ofBlackstone or as a partner of any predecessor to Blackstone the

members of the immediate families ofany such persons and any entity in which any ofDefendants

have or had a controlling interest and (vi) the legal representatives agents affiliates heirs

successors-in-interest or assigns of any such excluded Person (collectively Excluded Persons)

For the avoidance of doubt the Excluded Persons are excluded from the Class only to the

extent they purchased Blackstone common units in the IPO for their own account and not for or on

behalf of a third-party customer or for resale to customers Further to the extent that any of the

Excluded Persons was a statutory seller who resold the Blackstone common units to a third-party

customer client account fund trust or employee benefit plan that otherwise falls within the Class

or purchased Blackstone common units in a fiduciary capacity or otherwise on behalf ofany thirdshy

party customer client account fund trust or employee benefit plan that falls within the Class the

Excluded Person is excluded from the Class but the third-party customer client account fund trust

or employee benefit plan is not excluded from the Class with respect to such purchases of

Blackstone common units

4 For purposes of this Judgment as certified by the Courts August 132013 Order

Lead Plaintiffs Martin Litwin and Francis Brady are Class Representatives and Lead Counsel

- 2 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 2 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 3 of 10

Robbins Geller Rudman amp Dowd LLP and Brower Piven A Professional Corporation are Class

Counsel

5 Pursuant to Federal Rule of Civil Procedure 23 this Court hereby approves the

Settlement set forth in the Stipulation and finds that the Settlement is in all respects fair reasonable

and adequate to the Class There are no objections to the proposed Settlement

6 Pursuant to Rule 23 of the Federal Rules ofCivil Procedure the Court finds that the

Stipulation and Settlement are fair reasonable and adequate as to each ofthe Settling Parties and

that the Stipulation and Settlement are hereby finally approved in all respects and the Settling

Parties are hereby directed to perform its terms

7 Accordingly the Court authorizes and directs implementation of all the terms and

provisions of the Stipulation as well as the terms and provisions hereof The Court hereby

dismisses as to Defendants the Action and all Released Claims ofthe Class with prejudice without

costs as to any Settling Party except as and to the extent provided in the Stipulation and herein

8 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

shall and each of the Class Members shall be deemed to have and by operation ofthis Judgment

shall have fully finally and forever released relinquished and discharged all Released Claims

against the Released Persons whether or not such Class Member executes and delivers the Proof of

Claim and Release

9 Upon the Effective Date hereof and as provided in the Stipulation each of the

Released Persons shall be deemed to have and by operation of this Judgment shall have fully

finally and forever released relinquished and discharged Lead Plaintiffs each and all of the Class

Members Lead Counsel and Abraham Fruchter amp Twersky LLP from all claims (including without

- 3 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 3 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 4 of 10

limitation Unknown Claims) arising out of relating to or in connection with the institution

prosecution assertion settlement or resolution of the Action

10 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

and each of the Class Members who have not validly opted out of the Class and their respective

predecessors successors agents representatives attorneys and affiliates and the respective heirs

executors administrators successors and assigns of each of them directly or indirectly

individually derivatively representatively or in any other capacity shall be deemed to have and by

operation of the Judgment shall have fully finally and forever released relinquished and

discharged against the Released Persons (whether or not such Class Members execute and deliver

the Proof of Claim and Release forms) any and all Released Claims (including without limitation

Unknown Claims) as well as any claims arising out of relating to or in connection with the

defense settlement or resolution of the Action or the Released Claims

11 Upon the Effective Date Lead Plaintiffs and each of the Class Members who have

not validly opted out of the Class and their respective predecessors successors agents

representatives attorneys and affiliates and the respective heirs executors administrators

successors and assigns of each of them directly or indirectly individually derivatively

representatively or in any other capacity shall be permanently barred and enjoined from the

assertion institution maintenance prosecution or enforcement against any Released Person in any

state or federal court or arbitral forum or in the court of any foreign jurisdiction of any and all

Released Claims (including without limitation Unknown Claims) as well as any claims arising out

of relating to or in connection with the defense settlement or resolution of the Action or the

Released Claims

- 4 shy

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12 The Notice ofProposed Settlement ofClass Action (Notice) given to the Class in

accordance with the Notice Order entered on August 30 2013 was the best notice practicable under

the circumstances including the individual notice to all members of the Class who could be

identified through reasonable effort ofthe proceedings and ofthe matters set forth therein including

the proposed Settlement set forth in the Stipulation the proposed Plan of Distribution of the

proceeds ofthe Settlement set forth in the Notice Lead Counsels application for attorneys fees and

reimbursement of expenses and Lead Plaintiffs request for an award of reasonable costs and

expenses relating to their representation of the Class and said Notice and notice procedures fully

satisfied the requirements of Federal Rule of Civil Procedure 23 the Private Securities Litigation

Reform Act of 1995 and the requirements of due process There are no objections to the Notice

andor notice procedures

13 The Court hereby approves the Plan ofDistribution as set forth in the Notice as fair

and equitable The Court directs Lead Counsel to proceed with processing Proofs ofClaim and the

administration of the Settlement pursuant to the terms of the Plan of Distribution and upon

completion ofthe claims processing procedure to present to this Court a proposed final distribution

order for the distribution of the Net Settlement Fund to eligible Class Members as provided in the

Stipulation and the Plan of Distribution There are no objections to the Plan of Distribution

14 The Court hereby awards Lead Counsel attorneys fees equal to 3333 percent of

the Settlement Fund (including interest accrued thereon) and litigation expenses in the amount of

$104700577 with interest to accrue thereon at the same rate and for the same periods as has

accrued by the Settlement Fund from the date ofthis Judgment to the date ofactual payment of said

attorneys fees and expenses to Lead Counsel as provided in the Stipulation The Court finds the

amount of attorneys fees awarded herein are fair and reasonable based on (a) the work performed

- 5 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 5 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 6 of 10

and costs incurred by Lead Counsel (b) the complexity ofthe case (c) the risks undertaken by Lead

Counsel and the contingent nature of their employment (d) the quality of the work performed by

Lead Counsel in this Action and their standing and experience in prosecuting similar class action

securities litigation (e) awards to successful plaintiffs counsel in other similar litigation (f) the

benefits achieved for Class Members through the Settlement and (g) the absence ofany objections

from any Class Members to either the application for an award ofattorneys fees or expenses to Lead

Counsel

15 The Court also fmds that the requested expenses are proper as the expenses incurred

by Lead Counsel including the costs ofexperts were reasonable and necessary in the prosecution of

this Action on behalf of Class Members There are no objections to Lead Counsels application for

reimbursement of their expenses

16 The Court approves payment of$1500000 to Lead Plaintiff Martin Litwin for his

reasonable time and expenses (including lost wages) relating to their representation of the Class

Such payment shall be paid out of the Settlement Fund There are no objections to Lead Plaintiff

Litwins application for reimbursement ofhis costs and expenses

17 All fees and expenses awarded or allowed in this Judgment shall except as otherwise

expressly provided in the Stipulation be paid from the Settlement Fund

18 Lead Counsel may apply from time to time for any fees andor expenses incurred by

them solely in connection with the administration of the Settlement and distribution of the Net

Settlement Fund to Class Members which except as expressly provided in the Stipulation shall be

paid from the Settlement Fund

19 Neither appellate review nor modification ofthe Plan ofDistribution set forth in the

Notice nor any action in regard to the motion by Lead Counsel for attorneys fees andor expenses

- 6 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 6 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 7 of 10

and the award ofcosts and expenses to Lead Plaintiffs shall affect the fmality ofany other portion of

this Judgment nor delay the Effective Date ofthe Stipulation and each shall be considered separate

for the purposes of appellate review of this Judgment

20 Neither the Stipulation nor the Settlement contained therein nor any act performed or

document executed pursuant to or in furtherance of the Stipulation or the Settlement (a) is or may be

deemed to be or may be used as an admission of or evidence of the validity ofany Released Claim

or ofany wrongdoing or liability of the Released Persons or (b) is or may be deemed to be or may

be used as an admission of or evidence of any fault or omission of any of the Defendants or the

Released Persons in any civil criminal or administrative proceeding in any court administrative

agency or other tribunal Defendants andor the Released Persons may file the Stipulation andor

this Judgment from this Action in any other action in which they are parties or that may be brought

against them in order to support a defense claim or counterclaim based on principles of res

judicata collateral estoppel release good faith settlement judgment bar or reduction or any theory

of claim preclusion or issue preclusion or similar defense or counterclaim

21 Without affecting the finality ofthis Judgment in any way this Court hereby retains

continuing exclusive jurisdiction over (a) implementation of this Settlement and any award or

distribution of the Settlement Fund including interest earned thereon (b) disposition of the

Settlement Fund (c) hearing and determining applications for attorneys fees interest and expenses

in the Action (d) payment of taxes by the Settlement Fund (e) all Settling Parties hereto for the

purpose ofconstruing enforcing and administering the Stipulation and (f) any other matters related

to finalizing the Settlement and distribution of proceeds of the Settlement

22 In the event that the Settlement does not become effective in accordance with the

terms of the Stipulation or the Effective Date does not occur or in the event that the Settlement

- 7 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 7 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 8 of 10

Fund or any portion thereof is returned to Defendants then this Judgment shall be rendered null and

void to the extent provided by and in accordance with the Stipulation and shall be vacated and in

such event all orders entered and releases delivered in connection herewith shall be null and void to

the extent provided by and in accordance with the StipUlation

23 Without further order of the Court the Settling Parties may agree to reasonable

extensions of time to carry out any of the provisions of the Stipulation

24 The Court finds that during the course of the Action the Settling Parties and their

respective counsel at all times complied with the requirements of Rule 11 of the Federal Rules of

Civil Procedure

25 The Court directs immediate entry of this Final Judgment by the Clerk ofthe Court

DATED Ok 10 2 TEO aRABLE HAROLD A R JR

UNITED STATES DISTRICT JUDGE

- 8 shy

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EXHIBIT A

BLACKSTONE LIST OF EXCLUSIONS

Name

1 lINA HU

2 ESTATE OF ANTHONY J FABEC

3 WILLIAM PATTERSON

4 MARY AN N SHOTWELL

5 RICHARD A LEWIS

6 JOHN MERCADENTE JR

7 DOUGLAS BARHORST

8 PATRICIA G NORMAN

9 ESTATE OF RICHARD A NORMAN

10 ROBERT W DUER

11 ANIBAL MARRERO

12 RUSS D SONNIER

13 MARCUS E ampJOANNE R NORTH

14 SUZANNE EMETAROM

15 WILLIAM W amp FRANCES E MAIN

16 ANTHONY BRIENZA

17 SHU HAO HUANG

18 KENNETH 0 PARRIS

19 DUFF S MCEVERS

20 SHERRIE L FRANTZ

21 DEBBIE CRINK

22 MARK A SUMMERS

23 PAULINE MEYEROWITZ

24 ANDREW WAHL

City

OSHAWA

WILLOUGHBY HILLS

KINGS MOUNTAIN

VIRGILINA

BULLARD

READING

SIDNEY

KEARNEY

KEARNEY

ALTA LOMA

CORAL GABLES

NEW YORK

VICTORIA

WALNUT CREEK

ROBERTS

COLD SPRING HARBOR

SNOHOMISH

ATHENS

LAGUNA NIGUEL

EUGENE

OMAHA

MINNETRISTA

FT LAUDERDALE

SAN FRANCISCO

St Country セ

ON CA lIJ7C6

OH US 44094

NC US 28086

VA US 24598

TX US 75757

PA US 19606

OH US 45365

NE US 68845

NE US 68845

CA US 91701

FL US 33134

NY US 10150

TX US 77905

CA US 94595

MT US 59070

NY US 11724

WA US 98296

GA US 30604

CA US 92677

OR US 97404

NE US 68138

MN US 55364

FL US 33308

CA US 94115

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 9 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 10 of 10

EXHIBIT 3

Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 1 of 4

UNITED STATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

--------_____________________ x

THE BOARD OF TRUSTEES OF THE Civil Action No 09-cv-09333-KBF

OPERA TING ENGINEERS PENSION

TRUST on Behalf of Itself and All Others CLASS ACTION

Similarly Situated [PROPOSES] ORDER A WARDING

Plaintiffs ATTORNEYS FEES EXPENSES AND

CASE CONTRIBUTION A WARD TO LEAD

vs PLAINTIFF

JPMORGAN CHASE BANK NATIONAL

ASSOCIATIOt USDCSDNY

DOCUMENTDefendant

ELECTRONICALLY FILED ---------------- x DOC

DATE f M i l M e M d セ ャ エ i o B B B v エ M R B B G エ M ョ M B G Q G Q Q R P セ Q M S

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 1 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 2 of 4

This matter having come before the Court on November 19 2013 on the motion of Lead

Counsel for an award ofattorneys fees and expenses in the litigation and a case contribution award

to Lead Plaintiff the Court having considered all papers filed and proceedings condueted herein

having found the settlement of this Action to be fair reasonable and adequate and otherwise being

fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by referenee the definitions in the Stipulation of Settlement

dated August 16 2013 and all capitalized terms used but not defined herein shall have the same

meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto ineluding all members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount ofS47702453 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-reeovery method

4 The fees and expenses shall be allocated among Plaintiffs Counsel in a manner

which in Lead Counsels good-faith judgment ret1ects each such counsels contribution to the

institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Lead Counsel subject to the terms conditions and obligations of the

- 1 shy

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 2 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 3 of 4

Stipulation and in particular セ Q R R thereof which terms conditions and obligations are incorporated

herein

6 The Court hereby awards Lead Plaintiff Board ofTrustees of the Operating Engineers

Pension Trust $25000 for its time and expense in representing the Class This case contribution

award shall be paid to Lead Plaintiff on or after the Effective Date subject to the terms conditions

and obligations of the Stipulation and in particular セ R S thereof which terms conditions and

obligations are incorporated herein

IT IS SO ORDERED

THE HONORABLE KATHERINE B FORREST

UNITED STATES DISTRICT JUDGE

- 2

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 3 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 4 of 4

EXHIBIT 4

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 1 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

CITILINE HOLDINGS INC Individually Civil Action No 108-cv-03612-RJS and On Behalf of All Others Similarly Situated (Consolidated)

Plaintiff CLASS ACTION

vs

ISTAR FINANCIAL INC et al

Defendants

x

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

E Albdquo

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 2 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 2 of 3

This matter having come before the Court on April 5 2013 on the motion of Co-Lead

Counsel for an award of attorneys fees and expenses in the Litigation the Court having considered

all papers filed and proceedings conducted herein having found the settlement of this action to be

fair reasonable and adequate and otherwise being fully informed in the premises and good cause

appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 5 2012 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Co-Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount of $23490171 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among Lead Plaintiffs counsel in a manner

which in Co-Lead Counsels good-faith judgment reflects each such counsels contribution to the

institution prosecution and resolution of the Litigation

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 3 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 3 of 3

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Co-Lead Counsel subject to the terms conditions and obligations of the

Stipulation and in particular para62-63 thereof which terms conditions and obligations are

incorporated herein

SO ORDERED

-2-

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 4 of 4

EXHIBIT 5

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 1 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 1 of 4

UNITED ST ATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

In re SANOFI-AVENTIS SECURITIES

LITIGATION

This Document Relates To

ALL ACTIONS

---middotmiddotmiddot-----middot--------x

i

11

middot middot FlLBD I l

JAN 2 2QJ4-~ Civil Action No 107tv-10279-GBD

CLASS ACTION f middot middot

ECFCASE

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND AN

AWARD TO PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

903068_ l

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 2 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 2 of 4

This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 3 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 3 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 14: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

- 5 - 1308528_1

Courts have recognized that in addition to providing just compensation awards of fair

attorneysrsquo fees from a common fund also serve to encourage skilled counsel to represent those who

seek redress for damages inflicted on entire classes of persons and to discourage future alleged

misconduct of a similar nature City of Providence v Aeropostale Inc No 11 Civ 7132 (CM)

(GWG) 2014 WL 1883494 at 10-11 (SDNY May 9 2014) affrsquod sub nom Arbuthnot v

Pierson 607 F Apprsquox 73 (2d Cir 2015) In re Telik Inc Sec Litig 576 F Supp 2d 570 585

(SDNY 2008) Veeco 2007 WL 4115808 at 2 Indeed the Supreme Court has emphasized that

private securities actions such as the instant action provide ldquolsquoa most effective weapon in the

enforcementrsquo of the securities laws and are lsquoa necessary supplement to [SEC] actionrsquordquo Bateman

Eichler Hill Richards Inc v Berner 472 US 299 310 (1985) (quoting J I Case Co v Borak

377 US 426 432 (1964)) accord Tellabs Inc v Makor Issues amp Rights Ltd 551 US 308 (2007)

Courts in this Circuit have consistently adhered to these teachings See In re Interpublic Sec

Litig No 02 Civ 6527 (DLC) 2004 WL 2397190 at 10 (SDNY Oct 26 2004) (ldquoIt is well

established that where an attorney creates a common fund from which members of a class are

compensated for a common injury the attorneys who created the fund are entitled to lsquoa reasonable

fee ndash set by the court ndash to be taken from the fundrsquordquo) (citation omitted) Fairly compensating Lead

Counsel for the risks it took in bringing this action is essential because ldquo[s]uch actions could not be

sustained if plaintiffsrsquo counsel were not to receive remuneration from the settlement fund for their

efforts on behalf of the classrdquo Hicks v Morgan Stanley No 01 Civ 10071 (RJH) 2005 WL

2757792 at 9 (SDNY Oct 24 2005)

B The Court Should Award a Reasonable Percentage of the Common

Fund

Lead Counsel respectfully submits that the Court should award a fee based on a percentage of

the common fund obtained Courts routinely find that the percentage-of-the-fund method under

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 14 of 34

- 6 - 1308528_1

which counsel is awarded a percentage of the fund that they created is the preferred means to

determine a fee because it ldquolsquodirectly aligns the interests of the class and its counsel and provides a

powerful incentive for the efficient prosecution and early resolution of litigationrsquordquo Wal-Mart Stores

Inc v Visa USA Inc 396 F3d 96 122 (2d Cir 2005) (citation omitted) see also Hayes v

Harmony Gold Mining Co 509 F Apprsquox 21 24 (2d Cir 2013) (ldquo[A]s the district court recognized

the prospect of a percentage fee award from a common settlement fund as here aligns the interests

of class counsel with those of the classrdquo) The percentage approach also recognizes that the quality

of counselrsquos services is measured best by the results achieved and is most consistent with the system

typically used in the marketplace to compensate attorneys in non-class contingency cases3

The Supreme Court has also indicated that attorneysrsquo fees in common-fund cases generally

should be based on a percentage of the fund See Blum v Stenson 465 US 886 900 n16 (1984)

(ldquo[U]nder the lsquocommon fund doctrinersquo a reasonable fee is based on a percentage of the fund

bestowed on the classrdquo) The Second Circuit has expressly approved the percentage method

recognizing that ldquothe lodestar method proved vexingrdquo and had resulted in ldquoan inevitable waste of

judicial resourcesrdquo Goldberger 209 F3d at 48-49 (holding that the percentage-of-the-fund method

may be used to determine appropriate attorneysrsquo fees although the lodestar method may also be

used) Savoie 166 F3d at 460 (stating that the ldquopercentage-of-the-fund method has been deemed a

3 See eg In re Payment Card Interchange Fee amp Merch Disc Antitrust Litig 991 F Supp 2d 437 440 (EDNY 2014) (ldquoThe percentage method better aligns the incentives of plaintiffsrsquo counsel with those of the class members because it bases the attorneysrsquo fees on the results they achieve for their clients rather than on the number of motions they file documents they review or hours they work The percentage method also accords with the overwhelming prevalence of contingency fees in the market for plaintiffsrsquo counselrdquo) Davis v JP Morgan Chase amp Co 827 F Supp 2d 172 184 (WDNY 2011) (the ldquoadvantages of the percentage method are that it provides an incentive to attorneys to resolve the case efficiently and to create the largest common fund out of which payments to the class can be made and that it is consistent with the system typically used by individual clients to compensate their attorneysrdquo)

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 15 of 34

- 7 - 1308528_1

solution to certain problems that may arise when the lodestar method is used in common fund

casesrdquo) More recently the Second Circuit has acknowledged that the ldquotrend in this Circuit is toward

the percentage methodrdquo Wal-Mart 396 F3d at 122 see also City of Providence 2014 WL

1883494 at 11-124

The determination of attorneysrsquo fees using the percentage-of-the-fund method is also

supported by the PSLRA which states that ldquo[t]otal attorneysrsquo fees and expenses awarded by the court

to counsel for the plaintiff class shall not exceed a reasonable percentage of the amountrdquo recovered

for the class 15 USC sect78u-4(a)(6) (emphasis added) Courts have concluded that by drafting the

PSLRA in such a manner Congress expressed a preference for the percentage as opposed to the

lodestar method of determining attorneysrsquo fees in securities class actions See Veeco 2007 WL

4115808 at 3 Maley v Del Global Techs Corp 186 F Supp 2d 358 370 (SDNY 2002) In re

Am Bank Note Holographics 127 F Supp 2d 418 430 (SDNY 2001) In re Global Crossing Sec

amp ERISA Litig 225 FRD 436 465-66 (SDNY 2004)

Given the language of the PSLRA the Supreme Courtrsquos indication that the percentage

method is proper in this type of case the Second Circuitrsquos explicit approval of the percentage

method in Goldberger and the trend among the district courts in this Circuit the Court should award

4 All federal Courts of Appeal to consider the matter have approved the percentage method with two circuits requiring its use in common fund cases See In re Thirteen Appeals Arising out of the

San Juan Dupont Plaza Hotel Fire Litig 56 F3d 295 305 (1st Cir 1995) In re GMC Pick-Up

Truck Fuel Tank Prods Liab Litig 55 F3d 768 821-22 (3d Cir 1995) Union Asset Mgmt

Holding AG v Dell Inc 669 F3d 632 644 (5th Cir 2012) Rawlings v Prudential-Bache Props 9 F3d 513 515-16 (6th Cir 1993) Harman v Lyphomed Inc 945 F2d 969 975 (7th Cir 1991) Johnston v Comerica Mortg Corp 83 F3d 241 246 (8th Cir 1996) Powers v Eichen 229 F3d 1249 1256 (9th Cir 2000) Brown v Phillips Petroleum Co 838 F2d 451 454-56 (10th Cir 1988) Faught v Am Home Shield Corp 668 F3d 1233 1242 (11th Cir 2011) Swedish Hosp Corp v

Shalala 1 F3d 1261 1269-71 (DC Cir 1993) The Eleventh and District of Columbia Circuits require the use of the percentage method in common fund cases See Faught 668 F3d at 1242 Swedish Hosp 1 F3d at 1271

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 16 of 34

- 8 - 1308528_1

Lead Counsel attorneysrsquo fees based on a percentage of the fund The percentage approach not only

directly aligns the interests of counsel and the class (Elliot v Leatherstocking Corp No 310-CV-

0934 (MADDEP) 2012 WL 6024572 at 5 (NDNY Dec 4 2012)) it also recognizes that the

quality of counselrsquos services is measured best by the results achieved and ldquocan serve as a proxy for

the market in setting counsel feesrdquo Am Bank Note 127 F Supp 2d at 432

C The Requested Attorneysrsquo Fees Are Reasonable Under the

Percentage-of-the-Fund Method

The Supreme Court has recognized that an appropriate Court-awarded fee is intended to

approximate what counsel would receive if they were bargaining for the services in the marketplace

See Missouri v Jenkins 491 US 274 285-86 (1989) If this were a non-class action the customary

fee arrangement would be contingent and in the range of 33 of the recovery See Blum 465 US at

904 (ldquoIn tort suits an attorney might receive one-third of whatever amount the plaintiff recovers In

those cases therefore the fee is directly proportional to the recoveryrdquo) (Brennan J concurring)

The requested 25 fee is well within the range of percentage fees awarded within the Second

Circuit in other comparable securities and antitrust cases See eg In re BioScrip Inc Sec Litig

No 13-cv-6922 (AJN) 2017 US Dist LEXIS 118881 at 58 (SDNY July 26 2017) (awarding

25 of $10900000 settlement fund finding that such an award ldquolsquofalls within the range of

percentages regularly awarded inrsquo analogous common fund casesrdquo) (citation omitted) Patel v L-3

Commcrsquons Holdings Inc No 114-cv-06038-VEC slip op at 1 (SDNY Aug 17 2017)

(awarding 25 of $345 million settlement) City of Austin Police Ret Sys v Kinross Gold Corp

No 112-cv-01203-VEC 2015 US Dist LEXIS 181932 at 12 (SDNY Oct 15 2015) (awarded

fees of 30 of $33 million recovery plus expenses) Landmen Partners Inc v Blackstone Grp LP

No 08-cv-03601-HB-FM slip op at 5 (SDNY Dec 18 2013) (awarded fees of 33-13 of $85

million recovery plus expenses) Bd of Trs of the Operating Engrsquors Pension Tr v JPMorgan

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 17 of 34

- 9 - 1308528_1

Chase Bank Natrsquol Assrsquon No 09-cv-09333-KBF slip op at 1 (SDNY Nov 20 2013) (awarded

fees of 30 of $23 million recovery plus expenses) Citiline Holdings Inc v iStar Fin Inc No

108-cv-03612-RJS slip op at 1 (SDNY Apr 5 2013) (awarded fees of 30 of $29 million

recovery plus expenses) In re Sanofi-Aventis Sec Litig No 107-cv-10279-GBD slip op at 1

(SDNY Jan 22 2014) (awarded fees of 275 of $40 million recovery plus expenses) Cornwell

v Credit Suisse Grp No 08-cv-03758(VM) slip op at 2 (SDNY July 20 2011) (awarded fees of

275 of $70 million recovery plus expenses) Mass Bricklayers amp Masons Tr Funds v Deutsche

Alt-A Sec Inc No 208-cv-03178-LDW-ARL slip op at 3 (EDNY July 11 2012) (awarded

265 of $325 million recovery plus expenses) In re CIT Grp Inc Sec Litig No 108-cv-06613-

BSJ-THK slip op at 1-2 (SDNY June 13 2012) (awarded 265 of $75 million recovery plus

expenses)5

Another factor favoring the reasonableness of Lead Counselrsquos 25 fee application under the

percentage-of-the-fund method is that this fee was negotiated with and approved by the Lead

Plaintiff an institutional investor charged by the Court and the PSLRA with responsibility for

monitoring Lead Counsel See Chicago Police Decl parapara15-18

The PSLRA was intended to encourage sophisticated and financially-interested investors like

Lead Plaintiff to assume control of securities class actions HR Conf Rep No 104-369 at 32

1995 WL 709276 at 731 (1995) Congress believed that these institutions would be in the best

position to monitor the prosecution of litigation to assess the quality of counselrsquos representation and

to determine a fair fee Here Lead Plaintiff a large institution played an active role in the

Litigation and closely supervised the work of Lead Counsel See Chicago Police Decl parapara7-9

Accordingly Lead Plaintiffrsquos endorsement of the fee request supports its approval See eg Veeco

5 All unreported authorities are attached hereto as Exhibits 1 through 9

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 18 of 34

- 10 - 1308528_1

2007 WL 4115808 at 8 (ldquopublic policy considerations support the award in this case because the

Lead Plaintiff a large public pension fund ndash conscientiously supervised the work of lead counsel

and has approved the fee requestrdquo)

D The Fee Request Is Reasonable Under the Lodestar Method

To ensure the reasonableness of a fee awarded under the percentage-of-the-fund method the

Second Circuit encourages district courts to cross-check the proposed award against counselrsquos

lodestar See Goldberger 209 F3d at 50 Applying the lodestar cross-check underscores and

affirms the reasonableness of the requested percentage ldquoUnder the lodestar method the court must

engage in a two-step analysis first to determine the lodestar the court multiplies the number of

hours each attorney spent on the case by each attorneyrsquos reasonable hourly rate and second the

court adjusts that lodestar figure (by applying a multiplier) to reflect such factors as the risk and

contingent nature of the litigation the result obtained and the quality of the attorneyrsquos workrdquo City

of Providence 2014 WL 1883494 at 13 ldquoCalculation of the lodestar however is simply the

beginning of the analysisrdquo In re Warner Commcrsquons Sec Litig 618 F Supp 735 747 (SDNY

1985) affrsquod 798 F2d 35 (2d Cir 1986) In re Ivan F Boesky Sec Litig 888 F Supp 551 562

(SDNY 1995) Performing the lodestar calculation here confirms that the fee requested by Lead

Counsel is reasonable and should be approved

Lead Counsel and its paraprofessionals have spent in the aggregate 222095 hours in the

prosecution of this case producing a total lodestar amount of $157125275 when multiplied by Lead

Counselrsquos billing rates See the accompanying Declaration of Henry Rosen Filed on Behalf of

Robbins Geller Rudman amp Dowd LLP (ldquoRobbins Geller Declrdquo)6 The amount of attorneysrsquo fees

6 In determining whether the rates are reasonable the Court should take into account the attorneysrsquo professional reputation experience and status Lead Counsel is among the most prominent experienced and well-regarded securities practitioners in the nation Therefore the hourly rates are

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 19 of 34

- 11 - 1308528_1

requested by Lead Counsel herein $3750000 plus interest represents a modest multiplier of 23 to

counselrsquos aggregate lodestar7

The requested 23 multiplier in this Litigation is within the range of multipliers commonly

awarded in securities class actions and other comparable litigation In cases of this nature fees

representing multiples above lodestar are regularly awarded to reflect the contingency-fee risk and

other relevant factors See In re FLAG Telecom Holdings Ltd Sec Litig No 02-CV-3400 (CM)

(PED) 2010 WL 4537550 at 26 (SDNY Nov 8 2010) (ldquolsquoa positive multiplier is typically

applied to the lodestar in recognition of the risk of the litigation the complexity of the issues the

contingent nature of the engagement the skill of the attorneys and other factorsrsquordquo) (citation

omitted) In re Comverse Tech Inc Sec Litig No 06-CV-1825 (NGG) (RER) 2010 WL 2653354

at 5 (EDNY June 24 2010) (ldquoWhere as here counsel has litigated a complex case under a

contingency fee arrangement they are entitled to a fee in excess of the lodestarrdquo)

Indeed in complex contingent litigation lodestar multipliers between 2 and 5 are commonly

awarded See Wal-Mart 396 F3d at 123 (upholding multiplier of 35 as reasonable on appeal)

NECA-IBEW Health amp Welfare Fund v Goldman Sachs amp Co No 108-cv-10783-LAP 2016 WL

3369534 at 1 (SDNY May 2 2016) (awarding fee representing a 39 multiplier) Davis 827 F

Supp 2d at 185 (awarding fee representing multiplier of 53 which was ldquonot atypicalrdquo in similar

cases) Credit Suisse slip op at 4 (awarding fee representing a multiplier of 47) Comverse 2010

WL 2653354 at 5 (awarding fee representing 278 multiplier) Telik 576 F Supp 2d at 590 (ldquoIn

contingent litigation lodestar multiples of over 4 are routinely awarded by courts including this

reasonable here See In re Merrill Lynch amp Co Inc Research Reports Sec Litig No 02 MDL 1484 (JFK) 2007 WL 313474 at 22 (SDNY Feb 1 2007) (approving counselrsquos hourly rates)

7 The Supreme Court and other courts have held that the use of current rates is proper since such rates compensate for inflation and the loss of use of funds See Jenkins 491 US at 283-84

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 20 of 34

- 12 - 1308528_1

Courtrdquo) In re Bisys Sec Litig No 04 Civ 3840 (JSR) 2007 WL 2049726 at 3 (SDNY July

16 2007) (awarding 30 fee representing a 299 multiplier and finding that the multiplier ldquofalls well

within the parameters set in this district and elsewhererdquo) In re AremisSoft Corp Sec Litig 210

FRD 109 135 (DNJ 2002) (43 multiplier was appropriate in light of the contingency risk and

the quality of the result achieved) Maley 186 F Supp 2d at 369 (awarding fee equal to a 465

multiplier which was ldquowell within the range awarded by courts in this Circuit and courts throughout

the countryrdquo)

The lodestarmultiplier is to be used merely as a cross-check on reasonableness To find

otherwise undermines the principles supporting the percentage approach and encourages needless

lodestar-building litigation See In re Ikon Office Sols Inc 194 FRD 166 196 (ED Pa 2000)

(ldquoThe court will not reduce the requested award simply for the sake of doing so when every other

factor ordinarily considered weighs in favor of approving class counselrsquos request of thirty percentrdquo)

Lead Counsel invested substantial time and effort prosecuting this Litigation against Defendants to a

successful completion The requested fee therefore is manifestly reasonable whether calculated as

a percentage of the fund or in relation to Lead Counselrsquos lodestar Moreover as discussed below

each of the factors cited by the Second Circuit in Goldberger also strongly supports a finding that the

requested fee is reasonable

E The Relevant Factors Confirm that the Requested Fee Is Reasonable

In Goldberger the Second Circuit explained that whether the court uses the percentage-of-

the-fund method or the lodestar approach it should continue to consider the traditional criteria that

reflect a reasonable fee in common fund cases including

bull the time and labor expended by counsel

bull the risks of the litigation

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 21 of 34

- 13 - 1308528_1

bull the magnitude and complexity of the litigation

bull the requested fee in relation to the settlement

bull the quality of representation and

bull public policy considerations

Goldberger 209 F3d at 50 Consideration of these factors demonstrates that the requested fee is fair

and reasonable

1 The Time and Labor Expended by Counsel

Lead Counsel has expended substantial time and effort pursuing the Litigation on behalf of

the Class Since the Litigation commenced Lead Counsel and its paraprofessionals devoted over

2200 hours to prosecuting the Classrsquo claims As detailed in the Rosen Declaration submitted

herewith Lead Counsel among other things

bull conducted an extensive factual investigation relating to Defendantsrsquo conduct and the tax avoidance scheme

bull researched the law relevant to the claims asserted including Brazilian tax laws and Defendantsrsquo potential defenses thereto and drafted detailed complaints

bull drafted an opposition to Defendantsrsquo motions to dismiss the Consolidated Complaint

bull consulted with Brazilian attorneys regarding the unique issues raised in the Litigation

bull consulted with experts and consultants in the areas of damages and market efficiency

bull participated in lengthy armrsquos-length settlement negotiations and mediation with Defendants and

bull negotiated and drafted the Stipulation and exhibits thereto as well as the motion for preliminary approval of the Settlement

Rosen Decl parapara3-31 Moreover Lead Counsel with the assistance of its damages expert and in-

house damages consultant prepared the proposed Plan of Allocation Throughout the Litigation

Lead Counsel staffed the matter efficiently and avoided any unnecessary duplication of effort Lead

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 22 of 34

- 14 - 1308528_1

Counselrsquos work in the Litigation will not end with the Courtrsquos approval of the Settlement

Additional hours and resources will necessarily be expended assisting Members of the Class with the

completion and submission of their Proof of Claim and Release forms shepherding the claims

process and responding to Class Member inquiries See Aponte v Comprehensive Health Mgmt

No 10 Civ 4825 (JLC) 2013 WL 1364147 at 6 (SDNY Apr 2 2013) The significant amount

of time and effort devoted to this case by Lead Counsel to obtain a $15 million recovery confirms

that the 25 fee request is reasonable

2 The Risks of the Litigation

a The Contingent Nature of Lead Counselrsquos

Representation Supports the Requested Fee

The risk undertaken in the litigation is often considered the most important Goldberger

factor Goldberger 209 F3d at 54 Comverse 2010 WL 2653354 at 5 Telik 576 F Supp 2d at

592 The Second Circuit has recognized that the risk associated with a case undertaken on a

contingent fee is an important factor in determining an appropriate fee award

No one expects a lawyer whose compensation is contingent upon his success to charge when successful as little as he would charge a client who in advance had agreed to pay for his services regardless of success Nor particularly in complicated cases producing large recoveries is it just to make a fee depend solely on the reasonable amount of time expended

Detroit v Grinnell Corp 495 F2d 448 470 (2d Cir 1974) ldquoLittle about litigation is risk-free and

class actions confront even more substantial risks than other forms of litigationrdquo Teachersrsquo Ret Sys

v ACLN Ltd No 01-CV-11814 (MP) 2004 WL 1087261 at 3 (SDNY May 14 2004) Am

Bank Note 127 F Supp 2d at 433 (concluding it is ldquoappropriate to take this [contingent fee] risk

into account in determining the appropriate fee to awardrdquo) In re Prudential Sec Ltd Prsquoships Litig

985 F Supp 410 417 (SDNY 1997) (ldquoNumerous courts have recognized that the attorneyrsquos

contingent fee risk is an important factor in determining the fee awardrdquo) This risk encompasses not

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 23 of 34

- 15 - 1308528_1

just the risk of no payment but also the risk of underpayment See In re Contrsquol Ill Sec Litig 962

F2d 566 569-70 (7th Cir 1992) (reversing district courtrsquos fee award where court failed to account

for among other things risk of underpayment to counsel) When considering the reasonableness of

attorneysrsquo fees in a contingency action the court should consider the risks of the litigation at the time

the suit was brought See Goldberger 209 F3d at 55 In re Sadia SA Sec Litig No 08 Civ 9528

(SAS) 2011 WL 6825235 at 3 (SDNY Dec 28 2011)

The reasonableness of the requested fee is also supported by an evaluation of the risks

undertaken by Lead Counsel in prosecuting this class action Lead Counsel undertook this Litigation

on a wholly-contingent fee basis investing a substantial amount of time and money to prosecute this

very risky action without a guarantee of compensation or even the recovery of expenses Unlike

Defendantsrsquo counsel who are paid substantial hourly rates and reimbursed for their expenses on a

regular basis Lead Counsel has not been compensated for any time or expenses since this case

began and would have received no compensation or even payment of its expenses had this case not

been successful

From the outset Lead Counsel understood that it was embarking on a complex expensive

and lengthy litigation with no guarantee of ever being compensated for investing the time and money

the case would require In undertaking that responsibility Lead Counsel was obligated to assure that

sufficient attorney and paraprofessional resources were dedicated to prosecuting the Litigation and

that funds were available to compensate staff and to pay for the considerable costs which a case such

as this entails Under these circumstances the financial burden on contingent-fee counsel is far

greater than on a firm that is paid on an ongoing basis

In addition to advancing litigation expenses Lead Counsel faced the possibility that it would

receive no attorneysrsquo fees It is wrong to presume that a law firm handling complex contingent

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 24 of 34

- 16 - 1308528_1

litigation always wins There are numerous instances where in contingent cases such as this one

plaintiffrsquos counsel have expended thousands of hours without receiving any compensation8

Losses in contingent-fee litigations especially those brought under the PSLRA are

exceedingly expensive Lead Counselrsquos assumption of the contingency fee risk strongly supports the

reasonableness of the requested fee See FLAG Telecom 2010 WL 4537550 at 27 (ldquoCourts in the

Second Circuit have recognized that the risk associated with a case undertaken on a contingent fee

basis is an important factor in determining an appropriate fee awardrdquo) In re Marsh ERISA Litig

265 FRD 128 148 (SDNY 2010) (ldquoThere was significant risk of non-payment in this case and

Plaintiffsrsquo Counsel should be rewarded for having borne and successfully overcome that riskrdquo)

b Litigation Risks

While Lead Plaintiff remains confident in its ability to prove its claims and that once the

truth was revealed Class Members suffered legally cognizable losses on their purchases of Gerdau

ADRs during the Class Period it recognizes that its ability to prove liability was far from certain

Rosen Decl parapara33-35 As detailed in the Rosen Declaration and in the Settlement Memorandum

Defendants raised numerous challenges to the materiality scienter and loss causation elements of

8 The risk of no recovery in complex cases of this type is real and is heightened when lead counsel press to achieve the very best result for those they represent There are numerous class actions in which lead counsel expended thousands of hours and yet received no remuneration despite their diligence and expertise See eg Hubbard v BankAtlantic Bancorp Inc 688 F3d 713 725 (11th Cir 2012) (affirming judgment as a matter of law following jury verdict partially in plaintiffsrsquo favor) In re Oracle Corp Sec Litig No C 01-00988-SI 2009 WL 1709050 (ND Cal June 19 2009) affrsquod 627 F3d 376 (9th Cir 2010) (court granted summary judgment for defendants after eight years of litigation after plaintiffsrsquo counsel incurred over $7 million in expenses and worked over 100000 hours representing a lodestar of approximately $40 million) In re JDS Uniphase

Corp Sec Litig No C-02-1486 CW (EDL) 2007 WL 4788556 at 1 (ND Cal Nov 27 2007) (jury verdict for defendants) Robbins v Koger Props 116 F3d 1441 1449 (11th Cir 1997) (jury verdict of $81 million for plaintiffs against an accounting firm reversed on appeal on loss causation grounds and judgment entered for defendant) Anixter v Home-Stake Prod Co 77 F3d 1215 1233 (10th Cir 1996) (Tenth Circuit overturned securities fraud class action jury verdict for plaintiffs in case filed in 1973 and tried in 1988 on basis of 1994 Supreme Court opinion)

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 25 of 34

- 17 - 1308528_1

Lead Plaintiffrsquos claims under the federal securities laws The Individual Defendants also challenged

this Courtrsquos personal jurisdiction over them Obtaining documents and testimony from witnesses in

Brazil would be expensive if possible at all Therefore there was a question whether Lead Plaintiff

would ultimately be able to prove that Defendants who could be sued in this Court acted knowingly

or recklessly made materially false or misleading statements or omissions as required

With respect to proving loss causation Defendants would continue to argue that the declines

in Gerdaursquos ADR price were caused by factors other than Lead Plaintiffrsquos alleged corrective

disclosures Id para369 Defendants would never concede their liability and if their motions to

dismiss were denied would continue to press their defenses at summary judgment and trial Lead

Plaintiff also faced the risk that the Court would deny its motion to certify the Class if the Litigation

reached that stage

c Risk as to Damages

Whether Lead Plaintiff could prove damages also was unsettled Defendants strenuously

disagreed with Lead Plaintiffrsquos damages theories and estimates In order for the Class to recover

damages at the level estimated by Lead Counselrsquos expert it would need to prevail on each and every

one of the claims alleged for the entirety of the Class Period The damage assessments of the

partiesrsquo respective trial experts would be sure to vary substantially and trial would become a ldquobattle

of expertsrdquo The outcome of such battles is never predictable and there existed the very real

possibility that a jury could be swayed by experts for Defendants to minimize the Classrsquo losses or to

show that the losses were attributable to factors other than the alleged misstatements and omissions

Thus even if Lead Plaintiff prevailed as to liability at trial the judgment obtained could well have

been only a fraction of the damages claimed

9 Another litigation risk for Lead Plaintiff was the proper length of the Class Period Id

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 26 of 34

- 18 - 1308528_1

3 The Magnitude and Complexity of the Litigation

The complexity of the litigation is another factor examined by courts evaluating the

reasonableness of attorneysrsquo fees requested by class counsel See Chatelain v Prudential-Bache

Sec 805 F Supp 209 216 (SDNY 1992) It is widely recognized that ldquoshareholder actions are

notoriously complex and difficult to proverdquo See In re Bayer AG Sec Litig No 03 Civ 1546

(WHP) 2008 WL 5336691 at 5 (SDNY Dec 15 2008) see also FLAG Telecom 2010 WL

4537550 at 27 ldquo[S]ecurities actions have become more difficult from a plaintiffrsquos perspective in

the wake of the PSLRArdquo Ikon 194 FRD at 194 see also In re AOL Time Warner Inc Sec amp

ldquoERISArdquo Litig No MDL 1500 2006 WL 903236 at 9 (SDNY Apr 6 2006) (ldquo[T]he legal

requirements for recovery under the securities laws present considerable challenges particularly

with respect to loss causation and the calculation of damages These challenges are exacerbated

where a number of controlling decisions have recently shed new light on the standard for loss

causationrdquo) This case was no exception As described in greater detail in the accompanying

Settlement Memorandum and the Rosen Declaration this Litigation involved a number of difficult

and complex questions concerning liability of foreign defendants and loss causation that would have

required extensive additional efforts by Lead Counsel and further consultation with Brazilian law

tax accounting and economic experts

The trial of liability issues alone would have involved substantial attorney and expert time

the introduction of voluminous documentary and deposition evidence which would require

translation vigorously contested motions and the considerable expenditures of judicial resources

Because this case revolved around ldquodifficult complex hotly disputed and expert-intensive issuesrdquo

this factor favors awarding a 25 fee City of Providence 2014 WL 1883494 at 16

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 27 of 34

- 19 - 1308528_1

4 The Quality of Representation Supports the Requested Fee

The quality of the representation by Lead Counsel is another important factor that supports

the reasonableness of the requested fee Lead Counsel submits that the quality of the representation

here is best evidenced by the quality of the result achieved See Settlement Memorandum at 18-19

see also FLAG Telecom 2010 WL 4537550 at 28 Bisys 2007 WL 2049726 at 3 It took a great

deal of skill to achieve a settlement at this level in this particular case Lead Counsel is a nationally

known leader in the fields of securities class actions and complex litigation This is attributable to

the diligence determination hard work and reputation of counsel who developed litigated and

successfully negotiated the Settlement of this Litigation and a substantial immediate cash recovery in

a very difficult case without the risk of further litigation See Teachersrsquo Ret Sys 2004 WL

1087261 at 6

Finally courts repeatedly recognize that the quality of the opposition faced by plaintiffsrsquo

counsel should also be taken into consideration in assessing the quality of counselrsquos performance

See eg BioScrip 2017 US Dist LEXIS 118881 at 73 (ldquo[O]pposing counsel in this case was

itself highly skilled a factor courts have considered in approving feesrdquo) Marsh ERISA 265 FRD

at 148 (ldquoThe high quality of defense counsel opposing Plaintiffsrsquo efforts further proves the caliber of

representation that was necessary to achieve the Settlementrdquo) Veeco 2007 WL 4115808 at 7

(among the factors supporting a 30 award of attorneysrsquo fees was that defendants were represented

by ldquoone of the countryrsquos largest law firmsrdquo) Here Defendants are represented by lawyers from

Skadden Arps Slate Meagher amp Flom LLP and Kramer Levin Naftalis amp Frankel LLP highly

respected law firms who presented very skilled defenses and spared no effort in representing their

clients Notwithstanding this formidable opposition Lead Counselrsquos ability to present a strong case

and to demonstrate its willingness to continue to vigorously prosecute the Litigation through trial

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 28 of 34

- 20 - 1308528_1

and then inevitable appeals enabled Lead Counsel to achieve a very favorable Settlement for the

benefit of the Class

5 Public Policy Considerations

A strong public policy concern exists for rewarding firms for bringing successful securities

litigation See FLAG Telecom 2010 WL 4537550 at 29 (if the ldquoimportant public policy [of

enforcing the securities laws] is to be carried out the courts should award fees which will adequately

compensate Lead Counsel for the value of their efforts taking into account the enormous risks they

undertookrdquo) Maley 186 F Supp 2d at 373 (ldquoIn considering an award of attorneyrsquos fees the public

policy of vigorously enforcing the federal securities laws must be consideredrdquo) Hicks 2005 WL

2757792 at 9 (ldquolsquoTo make certain that the public is represented by talented and experienced trial

counsel the remuneration should be both fair and rewardingrsquordquo) (citation omitted) Accordingly

public policy favors granting Lead Counselrsquos fee and expense application here

6 The Classrsquo Reaction to the Fee Request to Date Supports the

Requested Fee

To date the Claims Administrator has sent over 36900 copies of the Notice to potential

Class Members and nominees informing them inter alia that Lead Counsel intended to apply to the

Court for an award of attorneysrsquo fees in an amount not to exceed 25 of the total recovery plus

expenses not to exceed $200000 plus interest on both amounts10 The time to object to the fee

request expires on September 29 2017 To date just one week before the objection deadline not a

single objection to the fee and expense amounts set forth in the Notice has been received Such a

ldquolow level of objection is a lsquorare phenomenonrsquordquo In re Rite Aid Corp Sec Litig 396 F3d 294 305

(3d Cir 2005) (citation omitted) Moreover ldquoa significant number of investors in the class were

10 See Declaration of Carole K Sylvester Regarding Notice Dissemination Publication and Requests for Exclusion Received to Date para11 and Ex A (ldquoSylvester Declrdquo) submitted herewith

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 29 of 34

- 21 - 1308528_1

lsquosophisticatedrsquo institutional investors that had considerable financial incentive to object [to the

settlement] had they believed [the settlement was unfair or] the requested fees were excessiverdquo Id

Additionally the Lead Plaintiff supports the fee request See Chicago Police Decl para17 The fact

that no objections were received is compelling evidence of the fairness of the fee request

IV LEAD COUNSELrsquoS EXPENSES WERE REASONABLY INCURRED AND

NECESSARY TO THE PROSECUTION OF THIS LITIGATION

Lead Counsel also respectfully requests an award of $16273405 in expenses incurred while

prosecuting the Litigation Lead Counsel has submitted a declaration regarding these modest

expenses which are properly recovered by counsel See accompanying Robbins Geller Decl See

eg In re China Sunergy Sec Litig No 07 Civ 7895 (DAB) 2011 WL 1899715 at 6 (SDNY

May 13 2011) (in a class action attorneys should be compensated ldquofor reasonable out-of-pocket

expenses incurred and customarily charged to their clients as long as they were lsquoincidental and

necessary to the representationrsquordquo) (citation omitted) FLAG Telecom 2010 WL 4537550 at 30 (ldquoIt

is well accepted that counsel who create a common fund are entitled to the reimbursement of

expenses that they advanced to a classrdquo) In re Indep Energy Holdings PLC Sec Litig 302

F Supp 2d 180 183 n3 (SDNY 2003) (court may compensate class counsel for reasonable

expenses necessary to the representation of the class)

Counselrsquos expenses include the costs of hiring experts and consultants travel mediating the

Classrsquo claims and computerized research A complete breakdown by category of the expenses

incurred is set forth in the Robbins Geller Declaration These expenses were critical to Lead

Plaintiffrsquos success in achieving the Settlement See Global Crossing 225 FRD at 468 (ldquoThe

expenses incurred ndash which include investigative and expert witnesses filing fees service of process

travel legal research and document production and review ndash are the type for which lsquothe paying

armsrsquo length marketrsquo reimburses attorneys [f]or this reason they are properly chargeable to the

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 30 of 34

- 22 - 1308528_1

Settlement fundrdquo) Not a single objection to the expense amount set forth in the Notice has been

received Accordingly Lead Counsel respectfully requests payment for these expenses plus interest

earned on such amount at the same rate as that earned by the Settlement

V LEAD PLAINTIFF SHOULD BE AWARDED ITS REASONABLE TIME

AND EXPENSES UNDER 15 USC sect78u-4(a)(4)

Lead Plaintiff seeks approval for an award of $3765 for the time it spent directly relating to

its representation of the Class The PSLRA specifically provides that an ldquoaward of reasonable costs

and expenses (including lost wages) directly relating to the representation of the classrdquo may be made

to ldquoany representative party serving on behalf of a classrdquo 15 USC sect78u-4(a)(4)

The Lead Plaintiff dedicated time to the Litigation by reviewing significant pleadings and

briefs in the Litigation communicating regularly with Lead Counsel and monitoring the progress of

settlement negotiations See Chicago Police Decl para20 Numerous courts have approved reasonable

awards to compensate lead plaintiffs for the time and effort they spent on behalf of a class See

Kinross Gold 2015 US Dist LEXIS 181932 at 14 (awarding $1680011 to lead plaintiff and

additional named plaintiffs ldquoto compensate them for their reasonable costs and expenses directly

relating to their representation of the Classrdquo) In re Intercept Pharms Inc Sec Litig No 114-cv-

01123-NRB slip op at 1 (SDNY Oct 20 2016) (awarding $527500 and $740125 to lead

plaintiffs ldquodirectly relating to the representation of the Classrdquo) Hicks 2005 WL 2757792 at 10

(ldquoCourts in this Circuit routinely award such costs and expenses both to reimburse the named

plaintiffs for expenses incurred through their involvement with the action and lost wages as well as

to provide an incentive for such plaintiffs to remain involved in the litigation and to incur such

expenses in the first placerdquo)

Lead Plaintiff took an active role with the prosecution of the Litigation These are precisely

the types of activities that courts have found to support awards to class representatives See eg In

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 31 of 34

- 23 - 1308528_1

re Am Intrsquol Grp Inc No 04 Civ 8141 (DAB) 2010 WL 5060697 at 3 (SDNY Dec 2 2010)

(granting PSLRA award of $30000 to institutional lead plaintiffs ldquoto compensate them for the time

and effort they devoted on behalf of a classrdquo) FLAG Telecom 2010 WL 4537550 at 31 (approving

award of $100000 to lead plaintiff for time spent in the litigation) Veeco 2007 WL 4115808 at 12

(characterizing such awards as ldquolsquoroutine[]rsquordquo in this Circuit) (citation omitted)

The Notice sufficiently informed potential Class Members that such expenses would be

sought Sylvester Decl Ex A at 2 The modest request by Lead Plaintiff is supported by

declaration is reasonable and fully justified under the PSLRA and should be granted There have

been no objections to this request

VI CONCLUSION

Based on the foregoing and the entire record herein Lead Counsel respectfully requests that

the Court award attorneysrsquo fees of 25 of the $15 million recovery plus expenses in the amount of

$16273405 plus interest on both amounts and $3765 to Lead Plaintiff

DATED September 22 2017 Respectfully submitted

s Ellen Gusikoff Stewart

Henry Rosen Ellen Gusikoff Stewart Susannah R Conn ROBBINS GELLER RUDMAN amp DOWD LLP 655 West Broadway Suite 1900 San Diego CA 92101 Telephone 619231-1058 619231-7423 (fax) henryrrgrdlawcom ellengrgrdlawcom sconnrgrdlawcom

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 32 of 34

- 24 - 1308528_1

Samuel H Rudman David A Rosenfeld ROBBINS GELLER RUDMAN amp DOWD LLP 58 South Service Road Suite 200 Melville NY 11747 Telephone 631367-7100 631367-1173 (fax) srudmanrgrdlawcom drosenfeldrgrdlawcom

Christopher C Gold ROBBINS GELLER RUDMAN amp DOWD LLP 120 East Palmetto Park Road Suite 500 Boca Raton FL 33432 Telephone 561750-3000 561750-3364 (fax) cgoldrgrdlawcom

Lead Counsel for Plaintiff

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 33 of 34

CERTIFICATE OF SERVICE

I Ellen Gusikoff Stewart hereby certify that on September 22 2017 I caused a true and

correct copy of the attached

Memorandum of Law in Support of Lead Counselrsquos Motion for an Award of Attorneysrsquo Fees and Expenses and Award to Lead Plaintiff Pursuant to 15 USC sect78u-4(a)(4)

to be electronically filed with the Clerk of the Court using the CMECF system which will send

notification of such public filings to all counsel registered to receive such notice

s Ellen Gusikoff Stewart

ELLEN GUSIKOFF STEWART

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 34 of 34

EXHIBIT 1

Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 1 of 5

UNITED STATES DISTRICT COURTSOUTHERN DISTRICT OF NEW YORK

xZUBAIR PATEL Individually and on Behalf of All Others Similarly Situated

Plaintiff

vs

L-3 COMMUNICATIONS HOLDINGS INC et al

Defendants

x

Civil Action No 114-cv-06038-VEC(Consolidated)

CLASS ACTION

REVISED [PROPOSED] ORDER AWARDING ATTORNEYSrsquo FEES AND EXPENSES AND AWARDS TO LEAD PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 1 of 4

81717

USDC SDNY DOCUMENT ELECTRONICALLY FILED DOC DATE FILED

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 1 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 2 of 5

- 1 -

This matter having come before the Court on August 16 2017 on the motion of Lead

Counsel for an award of attorneysrsquo fees and expenses (the ldquoFee Motionrdquo) the Court having

considered all papers filed and proceedings conducted herein having found the Settlement of this

Litigation to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Stipulation of Settlement

dated February 22 2017 (the ldquoStipulationrdquo) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 Notice of Lead Counselrsquos Fee Motion was given to all Class Members who could be

located with reasonable effort The form and method of notifying the Class of the Fee Motion met

the requirements of Rule 23 of the Federal Rules of Civil Procedure and 15 USC sect78u-4(a)(7) the

Securities Exchange Act of 1934 as amended by the Private Securities Litigation Reform Act of

1995 due process and any other applicable law constituted the best notice practicable under the

circumstances and constituted due and sufficient notice to all persons and entities entitled thereto

4 The Court hereby awards Lead Counsel attorneysrsquo fees of 25 of the Settlement

Fund (or $8625000) plus expenses in the amount of $47598074 together with the interest earned

on both amounts for the same time period and at the same rate as that earned on the Settlement Fund

until paid The Court finds that the amount of fees awarded is appropriate and that the amount of

fees awarded is fair and reasonable under the ldquopercentage-of-recoveryrdquo method

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 2 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 2 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 3 of 5

- 2 -

5 The fees and expenses shall be allocated amongst Lead Plaintiffsrsquo Counsel in a

manner that Lead Counsel in good faith believes reflects the contributions of such counsel to the

prosecution and settlement of the Litigation

6 The awarded attorneysrsquo fees and expenses and interest earned thereon shall be paid to

Lead Counsel subject to the terms conditions and obligations of the Stipulation and in particular

para62 thereof which terms conditions and obligations are incorporated herein

7 In making this award of fees and expenses to Lead Counsel the Court has considered

and found that

(a) the Settlement has created a fund of $34500000 in cash that is already on

deposit and numerous Class Members who submit or have submitted valid Proof of Claim and

Release forms will benefit from the Settlement created by Lead Counsel

(b) over 47000 copies of the Notice were disseminated to Class Members

indicating that Lead Counsel would move for attorneysrsquo fees in the amount of 25 of the Settlement

Fund and for expenses in an amount not to exceed $600000 and no objections to the fees or

expenses were filed by Class Members

(c) Lead Counsel has pursued the Litigation and achieved the Settlement with

skill perseverance and diligent advocacy

(d) Lead Counsel has expended substantial time and effort pursuing the Litigation

on behalf of the Class

(e) Lead Counsel pursued the Litigation on a contingent basis having received no

compensation during the Litigation and any fee amount has been contingent on the result achieved

(f) the Litigation involves complex factual and legal issues and in the absence of

settlement would involve lengthy proceedings whose resolution would be uncertain

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 3 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 3 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 4 of 5

- 3 -

(g) had Lead Counsel not achieved the Settlement there would remain a

significant risk that the Class may have recovered less or nothing from Defendants

(h) Lead Counsel has devoted over 8500 hours with a lodestar value of

$439142350 to achieve the Settlement

(i) public policy concerns favor the award of reasonable attorneysrsquo fees and

expenses in securities class action litigation and

(j) the attorneysrsquo fees and expenses awarded are fair and reasonable and

consistent with awards in similar cases within the Second Circuit

8 Any appeal or any challenge affecting this Courtrsquos approval regarding the Fee Motion

shall in no way disturb or affect the finality of the Judgment entered with respect to the Settlement

9 Pursuant to 15 USC sect78u-4(a)(4) the Court awards the following amounts to Lead

Plaintiffs for the time they spent directly related to their representation of the Class $39000 to City

of Pontiac General Employeesrsquo Retirement System $86000 to Local 1205 Pension Plan and

$100000 to City of Taylor Police and Fire Retirement System

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this Order shall be

rendered null and void to the extent provided in the Stipulation and shall be vacated in accordance

with the Stipulation

IT IS SO ORDERED

DATED ______________________ ________________________________________THE HONORABLE VALERIE E CAPRONIUNITED STATES DISTRICT JUDGE

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 4 of 4

August 17 2017

___________________________________________ _________E HONORABLE VALEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEERIE E CA

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 4 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 5 of 5

EXHIBIT 2

Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 1 of 10

rus1$$i)Ny I DOCUMENT

ELECTRONICALLY FILED DOC

SOUTHERN DISTRICT OF NEW YORK

UNITED STATES DISTRICT COURT

d a t e b Z l セ e セ d M Z セ セ セ ャ M セ------------------___________ x セ セ セ セ セ セ セ ] ] セ セ セ セ

LAND MEN PARTNERS INC Individually Civil Action No 08-cv-03601-HBshy

and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff FINAL JUDGMENT AND ORDER OF

vs DISMISSAL WITH PREJUDICE

THE BLACKSTONE GROUP LP et aI

Defendants

---------------------------------x

This matter came before the Court for hearing pursuant to the Order Preliminarily Approving

Settlement and Providing for Notice to the Class (Notice Order) dated August 30 2013 on the

unopposed application ofLead Plaintiffs for approval of the Settlement set forth in the Settlement

Agreement dated August 28 2013 (Stipulation) and following a hearing on December 18 2013

Due and adequate notice having been given to the Class as required in said Order and the Court

having considered all papers filed and proceedings had herein and otherwise being fully informed in

the premises and good cause appearing therefor

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Final Judgment incorporates by reference the definitions in the Stipulation and

all terms used herein shall have the same meanings as set forth in the Stipulation unless otherwise

set forth herein

2 This Court has jurisdiction over the subject matter ofthe Action and over all Settling

Parties to the Action including all members of the Class

3 For purposes ofthis Judgment as certified by the Court s August 13 2013 Order the

Class is defined as all Persons who purchased the common units of The Blackstone Group LP

(Blackstone) in Blackstones initial public offering (IPO) or in the open market on the New

- 1 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 1 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 2 of 10

York Stock Exchange between June 21 2007 and March 12 2008 inclusive and who sustained

compensable damages in connection with any such purchase of Blackstone units pursuant to

Sections 11 and 15 of the Securities Act of 1933

Excluded from the Class are (i) the persons who submitted valid and timely requests for

exclusion from the Class who are listed on Exhibit A hereto (ii) Defendants (iii) members of the

immediate family ofeach ofthe Defendants (iv) any Person that acted as an underwriter ofthe IPO

(v) any natural Person who sold Blackstone common units to the public in the IPO or who serves or

served as an officer or director ofBlackstone or as a partner of any predecessor to Blackstone the

members of the immediate families ofany such persons and any entity in which any ofDefendants

have or had a controlling interest and (vi) the legal representatives agents affiliates heirs

successors-in-interest or assigns of any such excluded Person (collectively Excluded Persons)

For the avoidance of doubt the Excluded Persons are excluded from the Class only to the

extent they purchased Blackstone common units in the IPO for their own account and not for or on

behalf of a third-party customer or for resale to customers Further to the extent that any of the

Excluded Persons was a statutory seller who resold the Blackstone common units to a third-party

customer client account fund trust or employee benefit plan that otherwise falls within the Class

or purchased Blackstone common units in a fiduciary capacity or otherwise on behalf ofany thirdshy

party customer client account fund trust or employee benefit plan that falls within the Class the

Excluded Person is excluded from the Class but the third-party customer client account fund trust

or employee benefit plan is not excluded from the Class with respect to such purchases of

Blackstone common units

4 For purposes of this Judgment as certified by the Courts August 132013 Order

Lead Plaintiffs Martin Litwin and Francis Brady are Class Representatives and Lead Counsel

- 2 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 2 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 3 of 10

Robbins Geller Rudman amp Dowd LLP and Brower Piven A Professional Corporation are Class

Counsel

5 Pursuant to Federal Rule of Civil Procedure 23 this Court hereby approves the

Settlement set forth in the Stipulation and finds that the Settlement is in all respects fair reasonable

and adequate to the Class There are no objections to the proposed Settlement

6 Pursuant to Rule 23 of the Federal Rules ofCivil Procedure the Court finds that the

Stipulation and Settlement are fair reasonable and adequate as to each ofthe Settling Parties and

that the Stipulation and Settlement are hereby finally approved in all respects and the Settling

Parties are hereby directed to perform its terms

7 Accordingly the Court authorizes and directs implementation of all the terms and

provisions of the Stipulation as well as the terms and provisions hereof The Court hereby

dismisses as to Defendants the Action and all Released Claims ofthe Class with prejudice without

costs as to any Settling Party except as and to the extent provided in the Stipulation and herein

8 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

shall and each of the Class Members shall be deemed to have and by operation ofthis Judgment

shall have fully finally and forever released relinquished and discharged all Released Claims

against the Released Persons whether or not such Class Member executes and delivers the Proof of

Claim and Release

9 Upon the Effective Date hereof and as provided in the Stipulation each of the

Released Persons shall be deemed to have and by operation of this Judgment shall have fully

finally and forever released relinquished and discharged Lead Plaintiffs each and all of the Class

Members Lead Counsel and Abraham Fruchter amp Twersky LLP from all claims (including without

- 3 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 3 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 4 of 10

limitation Unknown Claims) arising out of relating to or in connection with the institution

prosecution assertion settlement or resolution of the Action

10 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

and each of the Class Members who have not validly opted out of the Class and their respective

predecessors successors agents representatives attorneys and affiliates and the respective heirs

executors administrators successors and assigns of each of them directly or indirectly

individually derivatively representatively or in any other capacity shall be deemed to have and by

operation of the Judgment shall have fully finally and forever released relinquished and

discharged against the Released Persons (whether or not such Class Members execute and deliver

the Proof of Claim and Release forms) any and all Released Claims (including without limitation

Unknown Claims) as well as any claims arising out of relating to or in connection with the

defense settlement or resolution of the Action or the Released Claims

11 Upon the Effective Date Lead Plaintiffs and each of the Class Members who have

not validly opted out of the Class and their respective predecessors successors agents

representatives attorneys and affiliates and the respective heirs executors administrators

successors and assigns of each of them directly or indirectly individually derivatively

representatively or in any other capacity shall be permanently barred and enjoined from the

assertion institution maintenance prosecution or enforcement against any Released Person in any

state or federal court or arbitral forum or in the court of any foreign jurisdiction of any and all

Released Claims (including without limitation Unknown Claims) as well as any claims arising out

of relating to or in connection with the defense settlement or resolution of the Action or the

Released Claims

- 4 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 4 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 5 of 10

12 The Notice ofProposed Settlement ofClass Action (Notice) given to the Class in

accordance with the Notice Order entered on August 30 2013 was the best notice practicable under

the circumstances including the individual notice to all members of the Class who could be

identified through reasonable effort ofthe proceedings and ofthe matters set forth therein including

the proposed Settlement set forth in the Stipulation the proposed Plan of Distribution of the

proceeds ofthe Settlement set forth in the Notice Lead Counsels application for attorneys fees and

reimbursement of expenses and Lead Plaintiffs request for an award of reasonable costs and

expenses relating to their representation of the Class and said Notice and notice procedures fully

satisfied the requirements of Federal Rule of Civil Procedure 23 the Private Securities Litigation

Reform Act of 1995 and the requirements of due process There are no objections to the Notice

andor notice procedures

13 The Court hereby approves the Plan ofDistribution as set forth in the Notice as fair

and equitable The Court directs Lead Counsel to proceed with processing Proofs ofClaim and the

administration of the Settlement pursuant to the terms of the Plan of Distribution and upon

completion ofthe claims processing procedure to present to this Court a proposed final distribution

order for the distribution of the Net Settlement Fund to eligible Class Members as provided in the

Stipulation and the Plan of Distribution There are no objections to the Plan of Distribution

14 The Court hereby awards Lead Counsel attorneys fees equal to 3333 percent of

the Settlement Fund (including interest accrued thereon) and litigation expenses in the amount of

$104700577 with interest to accrue thereon at the same rate and for the same periods as has

accrued by the Settlement Fund from the date ofthis Judgment to the date ofactual payment of said

attorneys fees and expenses to Lead Counsel as provided in the Stipulation The Court finds the

amount of attorneys fees awarded herein are fair and reasonable based on (a) the work performed

- 5 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 5 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 6 of 10

and costs incurred by Lead Counsel (b) the complexity ofthe case (c) the risks undertaken by Lead

Counsel and the contingent nature of their employment (d) the quality of the work performed by

Lead Counsel in this Action and their standing and experience in prosecuting similar class action

securities litigation (e) awards to successful plaintiffs counsel in other similar litigation (f) the

benefits achieved for Class Members through the Settlement and (g) the absence ofany objections

from any Class Members to either the application for an award ofattorneys fees or expenses to Lead

Counsel

15 The Court also fmds that the requested expenses are proper as the expenses incurred

by Lead Counsel including the costs ofexperts were reasonable and necessary in the prosecution of

this Action on behalf of Class Members There are no objections to Lead Counsels application for

reimbursement of their expenses

16 The Court approves payment of$1500000 to Lead Plaintiff Martin Litwin for his

reasonable time and expenses (including lost wages) relating to their representation of the Class

Such payment shall be paid out of the Settlement Fund There are no objections to Lead Plaintiff

Litwins application for reimbursement ofhis costs and expenses

17 All fees and expenses awarded or allowed in this Judgment shall except as otherwise

expressly provided in the Stipulation be paid from the Settlement Fund

18 Lead Counsel may apply from time to time for any fees andor expenses incurred by

them solely in connection with the administration of the Settlement and distribution of the Net

Settlement Fund to Class Members which except as expressly provided in the Stipulation shall be

paid from the Settlement Fund

19 Neither appellate review nor modification ofthe Plan ofDistribution set forth in the

Notice nor any action in regard to the motion by Lead Counsel for attorneys fees andor expenses

- 6 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 6 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 7 of 10

and the award ofcosts and expenses to Lead Plaintiffs shall affect the fmality ofany other portion of

this Judgment nor delay the Effective Date ofthe Stipulation and each shall be considered separate

for the purposes of appellate review of this Judgment

20 Neither the Stipulation nor the Settlement contained therein nor any act performed or

document executed pursuant to or in furtherance of the Stipulation or the Settlement (a) is or may be

deemed to be or may be used as an admission of or evidence of the validity ofany Released Claim

or ofany wrongdoing or liability of the Released Persons or (b) is or may be deemed to be or may

be used as an admission of or evidence of any fault or omission of any of the Defendants or the

Released Persons in any civil criminal or administrative proceeding in any court administrative

agency or other tribunal Defendants andor the Released Persons may file the Stipulation andor

this Judgment from this Action in any other action in which they are parties or that may be brought

against them in order to support a defense claim or counterclaim based on principles of res

judicata collateral estoppel release good faith settlement judgment bar or reduction or any theory

of claim preclusion or issue preclusion or similar defense or counterclaim

21 Without affecting the finality ofthis Judgment in any way this Court hereby retains

continuing exclusive jurisdiction over (a) implementation of this Settlement and any award or

distribution of the Settlement Fund including interest earned thereon (b) disposition of the

Settlement Fund (c) hearing and determining applications for attorneys fees interest and expenses

in the Action (d) payment of taxes by the Settlement Fund (e) all Settling Parties hereto for the

purpose ofconstruing enforcing and administering the Stipulation and (f) any other matters related

to finalizing the Settlement and distribution of proceeds of the Settlement

22 In the event that the Settlement does not become effective in accordance with the

terms of the Stipulation or the Effective Date does not occur or in the event that the Settlement

- 7 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 7 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 8 of 10

Fund or any portion thereof is returned to Defendants then this Judgment shall be rendered null and

void to the extent provided by and in accordance with the Stipulation and shall be vacated and in

such event all orders entered and releases delivered in connection herewith shall be null and void to

the extent provided by and in accordance with the StipUlation

23 Without further order of the Court the Settling Parties may agree to reasonable

extensions of time to carry out any of the provisions of the Stipulation

24 The Court finds that during the course of the Action the Settling Parties and their

respective counsel at all times complied with the requirements of Rule 11 of the Federal Rules of

Civil Procedure

25 The Court directs immediate entry of this Final Judgment by the Clerk ofthe Court

DATED Ok 10 2 TEO aRABLE HAROLD A R JR

UNITED STATES DISTRICT JUDGE

- 8 shy

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EXHIBIT A

BLACKSTONE LIST OF EXCLUSIONS

Name

1 lINA HU

2 ESTATE OF ANTHONY J FABEC

3 WILLIAM PATTERSON

4 MARY AN N SHOTWELL

5 RICHARD A LEWIS

6 JOHN MERCADENTE JR

7 DOUGLAS BARHORST

8 PATRICIA G NORMAN

9 ESTATE OF RICHARD A NORMAN

10 ROBERT W DUER

11 ANIBAL MARRERO

12 RUSS D SONNIER

13 MARCUS E ampJOANNE R NORTH

14 SUZANNE EMETAROM

15 WILLIAM W amp FRANCES E MAIN

16 ANTHONY BRIENZA

17 SHU HAO HUANG

18 KENNETH 0 PARRIS

19 DUFF S MCEVERS

20 SHERRIE L FRANTZ

21 DEBBIE CRINK

22 MARK A SUMMERS

23 PAULINE MEYEROWITZ

24 ANDREW WAHL

City

OSHAWA

WILLOUGHBY HILLS

KINGS MOUNTAIN

VIRGILINA

BULLARD

READING

SIDNEY

KEARNEY

KEARNEY

ALTA LOMA

CORAL GABLES

NEW YORK

VICTORIA

WALNUT CREEK

ROBERTS

COLD SPRING HARBOR

SNOHOMISH

ATHENS

LAGUNA NIGUEL

EUGENE

OMAHA

MINNETRISTA

FT LAUDERDALE

SAN FRANCISCO

St Country セ

ON CA lIJ7C6

OH US 44094

NC US 28086

VA US 24598

TX US 75757

PA US 19606

OH US 45365

NE US 68845

NE US 68845

CA US 91701

FL US 33134

NY US 10150

TX US 77905

CA US 94595

MT US 59070

NY US 11724

WA US 98296

GA US 30604

CA US 92677

OR US 97404

NE US 68138

MN US 55364

FL US 33308

CA US 94115

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 9 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 10 of 10

EXHIBIT 3

Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 1 of 4

UNITED STATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

--------_____________________ x

THE BOARD OF TRUSTEES OF THE Civil Action No 09-cv-09333-KBF

OPERA TING ENGINEERS PENSION

TRUST on Behalf of Itself and All Others CLASS ACTION

Similarly Situated [PROPOSES] ORDER A WARDING

Plaintiffs ATTORNEYS FEES EXPENSES AND

CASE CONTRIBUTION A WARD TO LEAD

vs PLAINTIFF

JPMORGAN CHASE BANK NATIONAL

ASSOCIATIOt USDCSDNY

DOCUMENTDefendant

ELECTRONICALLY FILED ---------------- x DOC

DATE f M i l M e M d セ ャ エ i o B B B v エ M R B B G エ M ョ M B G Q G Q Q R P セ Q M S

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 1 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 2 of 4

This matter having come before the Court on November 19 2013 on the motion of Lead

Counsel for an award ofattorneys fees and expenses in the litigation and a case contribution award

to Lead Plaintiff the Court having considered all papers filed and proceedings condueted herein

having found the settlement of this Action to be fair reasonable and adequate and otherwise being

fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by referenee the definitions in the Stipulation of Settlement

dated August 16 2013 and all capitalized terms used but not defined herein shall have the same

meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto ineluding all members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount ofS47702453 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-reeovery method

4 The fees and expenses shall be allocated among Plaintiffs Counsel in a manner

which in Lead Counsels good-faith judgment ret1ects each such counsels contribution to the

institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Lead Counsel subject to the terms conditions and obligations of the

- 1 shy

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 2 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 3 of 4

Stipulation and in particular セ Q R R thereof which terms conditions and obligations are incorporated

herein

6 The Court hereby awards Lead Plaintiff Board ofTrustees of the Operating Engineers

Pension Trust $25000 for its time and expense in representing the Class This case contribution

award shall be paid to Lead Plaintiff on or after the Effective Date subject to the terms conditions

and obligations of the Stipulation and in particular セ R S thereof which terms conditions and

obligations are incorporated herein

IT IS SO ORDERED

THE HONORABLE KATHERINE B FORREST

UNITED STATES DISTRICT JUDGE

- 2

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 3 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 4 of 4

EXHIBIT 4

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 1 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

CITILINE HOLDINGS INC Individually Civil Action No 108-cv-03612-RJS and On Behalf of All Others Similarly Situated (Consolidated)

Plaintiff CLASS ACTION

vs

ISTAR FINANCIAL INC et al

Defendants

x

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

E Albdquo

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 2 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 2 of 3

This matter having come before the Court on April 5 2013 on the motion of Co-Lead

Counsel for an award of attorneys fees and expenses in the Litigation the Court having considered

all papers filed and proceedings conducted herein having found the settlement of this action to be

fair reasonable and adequate and otherwise being fully informed in the premises and good cause

appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 5 2012 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Co-Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount of $23490171 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among Lead Plaintiffs counsel in a manner

which in Co-Lead Counsels good-faith judgment reflects each such counsels contribution to the

institution prosecution and resolution of the Litigation

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 3 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 3 of 3

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Co-Lead Counsel subject to the terms conditions and obligations of the

Stipulation and in particular para62-63 thereof which terms conditions and obligations are

incorporated herein

SO ORDERED

-2-

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 4 of 4

EXHIBIT 5

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 1 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 1 of 4

UNITED ST ATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

In re SANOFI-AVENTIS SECURITIES

LITIGATION

This Document Relates To

ALL ACTIONS

---middotmiddotmiddot-----middot--------x

i

11

middot middot FlLBD I l

JAN 2 2QJ4-~ Civil Action No 107tv-10279-GBD

CLASS ACTION f middot middot

ECFCASE

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND AN

AWARD TO PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

903068_ l

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 2 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 2 of 4

This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 3 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 3 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 15: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

- 6 - 1308528_1

which counsel is awarded a percentage of the fund that they created is the preferred means to

determine a fee because it ldquolsquodirectly aligns the interests of the class and its counsel and provides a

powerful incentive for the efficient prosecution and early resolution of litigationrsquordquo Wal-Mart Stores

Inc v Visa USA Inc 396 F3d 96 122 (2d Cir 2005) (citation omitted) see also Hayes v

Harmony Gold Mining Co 509 F Apprsquox 21 24 (2d Cir 2013) (ldquo[A]s the district court recognized

the prospect of a percentage fee award from a common settlement fund as here aligns the interests

of class counsel with those of the classrdquo) The percentage approach also recognizes that the quality

of counselrsquos services is measured best by the results achieved and is most consistent with the system

typically used in the marketplace to compensate attorneys in non-class contingency cases3

The Supreme Court has also indicated that attorneysrsquo fees in common-fund cases generally

should be based on a percentage of the fund See Blum v Stenson 465 US 886 900 n16 (1984)

(ldquo[U]nder the lsquocommon fund doctrinersquo a reasonable fee is based on a percentage of the fund

bestowed on the classrdquo) The Second Circuit has expressly approved the percentage method

recognizing that ldquothe lodestar method proved vexingrdquo and had resulted in ldquoan inevitable waste of

judicial resourcesrdquo Goldberger 209 F3d at 48-49 (holding that the percentage-of-the-fund method

may be used to determine appropriate attorneysrsquo fees although the lodestar method may also be

used) Savoie 166 F3d at 460 (stating that the ldquopercentage-of-the-fund method has been deemed a

3 See eg In re Payment Card Interchange Fee amp Merch Disc Antitrust Litig 991 F Supp 2d 437 440 (EDNY 2014) (ldquoThe percentage method better aligns the incentives of plaintiffsrsquo counsel with those of the class members because it bases the attorneysrsquo fees on the results they achieve for their clients rather than on the number of motions they file documents they review or hours they work The percentage method also accords with the overwhelming prevalence of contingency fees in the market for plaintiffsrsquo counselrdquo) Davis v JP Morgan Chase amp Co 827 F Supp 2d 172 184 (WDNY 2011) (the ldquoadvantages of the percentage method are that it provides an incentive to attorneys to resolve the case efficiently and to create the largest common fund out of which payments to the class can be made and that it is consistent with the system typically used by individual clients to compensate their attorneysrdquo)

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 15 of 34

- 7 - 1308528_1

solution to certain problems that may arise when the lodestar method is used in common fund

casesrdquo) More recently the Second Circuit has acknowledged that the ldquotrend in this Circuit is toward

the percentage methodrdquo Wal-Mart 396 F3d at 122 see also City of Providence 2014 WL

1883494 at 11-124

The determination of attorneysrsquo fees using the percentage-of-the-fund method is also

supported by the PSLRA which states that ldquo[t]otal attorneysrsquo fees and expenses awarded by the court

to counsel for the plaintiff class shall not exceed a reasonable percentage of the amountrdquo recovered

for the class 15 USC sect78u-4(a)(6) (emphasis added) Courts have concluded that by drafting the

PSLRA in such a manner Congress expressed a preference for the percentage as opposed to the

lodestar method of determining attorneysrsquo fees in securities class actions See Veeco 2007 WL

4115808 at 3 Maley v Del Global Techs Corp 186 F Supp 2d 358 370 (SDNY 2002) In re

Am Bank Note Holographics 127 F Supp 2d 418 430 (SDNY 2001) In re Global Crossing Sec

amp ERISA Litig 225 FRD 436 465-66 (SDNY 2004)

Given the language of the PSLRA the Supreme Courtrsquos indication that the percentage

method is proper in this type of case the Second Circuitrsquos explicit approval of the percentage

method in Goldberger and the trend among the district courts in this Circuit the Court should award

4 All federal Courts of Appeal to consider the matter have approved the percentage method with two circuits requiring its use in common fund cases See In re Thirteen Appeals Arising out of the

San Juan Dupont Plaza Hotel Fire Litig 56 F3d 295 305 (1st Cir 1995) In re GMC Pick-Up

Truck Fuel Tank Prods Liab Litig 55 F3d 768 821-22 (3d Cir 1995) Union Asset Mgmt

Holding AG v Dell Inc 669 F3d 632 644 (5th Cir 2012) Rawlings v Prudential-Bache Props 9 F3d 513 515-16 (6th Cir 1993) Harman v Lyphomed Inc 945 F2d 969 975 (7th Cir 1991) Johnston v Comerica Mortg Corp 83 F3d 241 246 (8th Cir 1996) Powers v Eichen 229 F3d 1249 1256 (9th Cir 2000) Brown v Phillips Petroleum Co 838 F2d 451 454-56 (10th Cir 1988) Faught v Am Home Shield Corp 668 F3d 1233 1242 (11th Cir 2011) Swedish Hosp Corp v

Shalala 1 F3d 1261 1269-71 (DC Cir 1993) The Eleventh and District of Columbia Circuits require the use of the percentage method in common fund cases See Faught 668 F3d at 1242 Swedish Hosp 1 F3d at 1271

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 16 of 34

- 8 - 1308528_1

Lead Counsel attorneysrsquo fees based on a percentage of the fund The percentage approach not only

directly aligns the interests of counsel and the class (Elliot v Leatherstocking Corp No 310-CV-

0934 (MADDEP) 2012 WL 6024572 at 5 (NDNY Dec 4 2012)) it also recognizes that the

quality of counselrsquos services is measured best by the results achieved and ldquocan serve as a proxy for

the market in setting counsel feesrdquo Am Bank Note 127 F Supp 2d at 432

C The Requested Attorneysrsquo Fees Are Reasonable Under the

Percentage-of-the-Fund Method

The Supreme Court has recognized that an appropriate Court-awarded fee is intended to

approximate what counsel would receive if they were bargaining for the services in the marketplace

See Missouri v Jenkins 491 US 274 285-86 (1989) If this were a non-class action the customary

fee arrangement would be contingent and in the range of 33 of the recovery See Blum 465 US at

904 (ldquoIn tort suits an attorney might receive one-third of whatever amount the plaintiff recovers In

those cases therefore the fee is directly proportional to the recoveryrdquo) (Brennan J concurring)

The requested 25 fee is well within the range of percentage fees awarded within the Second

Circuit in other comparable securities and antitrust cases See eg In re BioScrip Inc Sec Litig

No 13-cv-6922 (AJN) 2017 US Dist LEXIS 118881 at 58 (SDNY July 26 2017) (awarding

25 of $10900000 settlement fund finding that such an award ldquolsquofalls within the range of

percentages regularly awarded inrsquo analogous common fund casesrdquo) (citation omitted) Patel v L-3

Commcrsquons Holdings Inc No 114-cv-06038-VEC slip op at 1 (SDNY Aug 17 2017)

(awarding 25 of $345 million settlement) City of Austin Police Ret Sys v Kinross Gold Corp

No 112-cv-01203-VEC 2015 US Dist LEXIS 181932 at 12 (SDNY Oct 15 2015) (awarded

fees of 30 of $33 million recovery plus expenses) Landmen Partners Inc v Blackstone Grp LP

No 08-cv-03601-HB-FM slip op at 5 (SDNY Dec 18 2013) (awarded fees of 33-13 of $85

million recovery plus expenses) Bd of Trs of the Operating Engrsquors Pension Tr v JPMorgan

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 17 of 34

- 9 - 1308528_1

Chase Bank Natrsquol Assrsquon No 09-cv-09333-KBF slip op at 1 (SDNY Nov 20 2013) (awarded

fees of 30 of $23 million recovery plus expenses) Citiline Holdings Inc v iStar Fin Inc No

108-cv-03612-RJS slip op at 1 (SDNY Apr 5 2013) (awarded fees of 30 of $29 million

recovery plus expenses) In re Sanofi-Aventis Sec Litig No 107-cv-10279-GBD slip op at 1

(SDNY Jan 22 2014) (awarded fees of 275 of $40 million recovery plus expenses) Cornwell

v Credit Suisse Grp No 08-cv-03758(VM) slip op at 2 (SDNY July 20 2011) (awarded fees of

275 of $70 million recovery plus expenses) Mass Bricklayers amp Masons Tr Funds v Deutsche

Alt-A Sec Inc No 208-cv-03178-LDW-ARL slip op at 3 (EDNY July 11 2012) (awarded

265 of $325 million recovery plus expenses) In re CIT Grp Inc Sec Litig No 108-cv-06613-

BSJ-THK slip op at 1-2 (SDNY June 13 2012) (awarded 265 of $75 million recovery plus

expenses)5

Another factor favoring the reasonableness of Lead Counselrsquos 25 fee application under the

percentage-of-the-fund method is that this fee was negotiated with and approved by the Lead

Plaintiff an institutional investor charged by the Court and the PSLRA with responsibility for

monitoring Lead Counsel See Chicago Police Decl parapara15-18

The PSLRA was intended to encourage sophisticated and financially-interested investors like

Lead Plaintiff to assume control of securities class actions HR Conf Rep No 104-369 at 32

1995 WL 709276 at 731 (1995) Congress believed that these institutions would be in the best

position to monitor the prosecution of litigation to assess the quality of counselrsquos representation and

to determine a fair fee Here Lead Plaintiff a large institution played an active role in the

Litigation and closely supervised the work of Lead Counsel See Chicago Police Decl parapara7-9

Accordingly Lead Plaintiffrsquos endorsement of the fee request supports its approval See eg Veeco

5 All unreported authorities are attached hereto as Exhibits 1 through 9

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 18 of 34

- 10 - 1308528_1

2007 WL 4115808 at 8 (ldquopublic policy considerations support the award in this case because the

Lead Plaintiff a large public pension fund ndash conscientiously supervised the work of lead counsel

and has approved the fee requestrdquo)

D The Fee Request Is Reasonable Under the Lodestar Method

To ensure the reasonableness of a fee awarded under the percentage-of-the-fund method the

Second Circuit encourages district courts to cross-check the proposed award against counselrsquos

lodestar See Goldberger 209 F3d at 50 Applying the lodestar cross-check underscores and

affirms the reasonableness of the requested percentage ldquoUnder the lodestar method the court must

engage in a two-step analysis first to determine the lodestar the court multiplies the number of

hours each attorney spent on the case by each attorneyrsquos reasonable hourly rate and second the

court adjusts that lodestar figure (by applying a multiplier) to reflect such factors as the risk and

contingent nature of the litigation the result obtained and the quality of the attorneyrsquos workrdquo City

of Providence 2014 WL 1883494 at 13 ldquoCalculation of the lodestar however is simply the

beginning of the analysisrdquo In re Warner Commcrsquons Sec Litig 618 F Supp 735 747 (SDNY

1985) affrsquod 798 F2d 35 (2d Cir 1986) In re Ivan F Boesky Sec Litig 888 F Supp 551 562

(SDNY 1995) Performing the lodestar calculation here confirms that the fee requested by Lead

Counsel is reasonable and should be approved

Lead Counsel and its paraprofessionals have spent in the aggregate 222095 hours in the

prosecution of this case producing a total lodestar amount of $157125275 when multiplied by Lead

Counselrsquos billing rates See the accompanying Declaration of Henry Rosen Filed on Behalf of

Robbins Geller Rudman amp Dowd LLP (ldquoRobbins Geller Declrdquo)6 The amount of attorneysrsquo fees

6 In determining whether the rates are reasonable the Court should take into account the attorneysrsquo professional reputation experience and status Lead Counsel is among the most prominent experienced and well-regarded securities practitioners in the nation Therefore the hourly rates are

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 19 of 34

- 11 - 1308528_1

requested by Lead Counsel herein $3750000 plus interest represents a modest multiplier of 23 to

counselrsquos aggregate lodestar7

The requested 23 multiplier in this Litigation is within the range of multipliers commonly

awarded in securities class actions and other comparable litigation In cases of this nature fees

representing multiples above lodestar are regularly awarded to reflect the contingency-fee risk and

other relevant factors See In re FLAG Telecom Holdings Ltd Sec Litig No 02-CV-3400 (CM)

(PED) 2010 WL 4537550 at 26 (SDNY Nov 8 2010) (ldquolsquoa positive multiplier is typically

applied to the lodestar in recognition of the risk of the litigation the complexity of the issues the

contingent nature of the engagement the skill of the attorneys and other factorsrsquordquo) (citation

omitted) In re Comverse Tech Inc Sec Litig No 06-CV-1825 (NGG) (RER) 2010 WL 2653354

at 5 (EDNY June 24 2010) (ldquoWhere as here counsel has litigated a complex case under a

contingency fee arrangement they are entitled to a fee in excess of the lodestarrdquo)

Indeed in complex contingent litigation lodestar multipliers between 2 and 5 are commonly

awarded See Wal-Mart 396 F3d at 123 (upholding multiplier of 35 as reasonable on appeal)

NECA-IBEW Health amp Welfare Fund v Goldman Sachs amp Co No 108-cv-10783-LAP 2016 WL

3369534 at 1 (SDNY May 2 2016) (awarding fee representing a 39 multiplier) Davis 827 F

Supp 2d at 185 (awarding fee representing multiplier of 53 which was ldquonot atypicalrdquo in similar

cases) Credit Suisse slip op at 4 (awarding fee representing a multiplier of 47) Comverse 2010

WL 2653354 at 5 (awarding fee representing 278 multiplier) Telik 576 F Supp 2d at 590 (ldquoIn

contingent litigation lodestar multiples of over 4 are routinely awarded by courts including this

reasonable here See In re Merrill Lynch amp Co Inc Research Reports Sec Litig No 02 MDL 1484 (JFK) 2007 WL 313474 at 22 (SDNY Feb 1 2007) (approving counselrsquos hourly rates)

7 The Supreme Court and other courts have held that the use of current rates is proper since such rates compensate for inflation and the loss of use of funds See Jenkins 491 US at 283-84

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 20 of 34

- 12 - 1308528_1

Courtrdquo) In re Bisys Sec Litig No 04 Civ 3840 (JSR) 2007 WL 2049726 at 3 (SDNY July

16 2007) (awarding 30 fee representing a 299 multiplier and finding that the multiplier ldquofalls well

within the parameters set in this district and elsewhererdquo) In re AremisSoft Corp Sec Litig 210

FRD 109 135 (DNJ 2002) (43 multiplier was appropriate in light of the contingency risk and

the quality of the result achieved) Maley 186 F Supp 2d at 369 (awarding fee equal to a 465

multiplier which was ldquowell within the range awarded by courts in this Circuit and courts throughout

the countryrdquo)

The lodestarmultiplier is to be used merely as a cross-check on reasonableness To find

otherwise undermines the principles supporting the percentage approach and encourages needless

lodestar-building litigation See In re Ikon Office Sols Inc 194 FRD 166 196 (ED Pa 2000)

(ldquoThe court will not reduce the requested award simply for the sake of doing so when every other

factor ordinarily considered weighs in favor of approving class counselrsquos request of thirty percentrdquo)

Lead Counsel invested substantial time and effort prosecuting this Litigation against Defendants to a

successful completion The requested fee therefore is manifestly reasonable whether calculated as

a percentage of the fund or in relation to Lead Counselrsquos lodestar Moreover as discussed below

each of the factors cited by the Second Circuit in Goldberger also strongly supports a finding that the

requested fee is reasonable

E The Relevant Factors Confirm that the Requested Fee Is Reasonable

In Goldberger the Second Circuit explained that whether the court uses the percentage-of-

the-fund method or the lodestar approach it should continue to consider the traditional criteria that

reflect a reasonable fee in common fund cases including

bull the time and labor expended by counsel

bull the risks of the litigation

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 21 of 34

- 13 - 1308528_1

bull the magnitude and complexity of the litigation

bull the requested fee in relation to the settlement

bull the quality of representation and

bull public policy considerations

Goldberger 209 F3d at 50 Consideration of these factors demonstrates that the requested fee is fair

and reasonable

1 The Time and Labor Expended by Counsel

Lead Counsel has expended substantial time and effort pursuing the Litigation on behalf of

the Class Since the Litigation commenced Lead Counsel and its paraprofessionals devoted over

2200 hours to prosecuting the Classrsquo claims As detailed in the Rosen Declaration submitted

herewith Lead Counsel among other things

bull conducted an extensive factual investigation relating to Defendantsrsquo conduct and the tax avoidance scheme

bull researched the law relevant to the claims asserted including Brazilian tax laws and Defendantsrsquo potential defenses thereto and drafted detailed complaints

bull drafted an opposition to Defendantsrsquo motions to dismiss the Consolidated Complaint

bull consulted with Brazilian attorneys regarding the unique issues raised in the Litigation

bull consulted with experts and consultants in the areas of damages and market efficiency

bull participated in lengthy armrsquos-length settlement negotiations and mediation with Defendants and

bull negotiated and drafted the Stipulation and exhibits thereto as well as the motion for preliminary approval of the Settlement

Rosen Decl parapara3-31 Moreover Lead Counsel with the assistance of its damages expert and in-

house damages consultant prepared the proposed Plan of Allocation Throughout the Litigation

Lead Counsel staffed the matter efficiently and avoided any unnecessary duplication of effort Lead

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 22 of 34

- 14 - 1308528_1

Counselrsquos work in the Litigation will not end with the Courtrsquos approval of the Settlement

Additional hours and resources will necessarily be expended assisting Members of the Class with the

completion and submission of their Proof of Claim and Release forms shepherding the claims

process and responding to Class Member inquiries See Aponte v Comprehensive Health Mgmt

No 10 Civ 4825 (JLC) 2013 WL 1364147 at 6 (SDNY Apr 2 2013) The significant amount

of time and effort devoted to this case by Lead Counsel to obtain a $15 million recovery confirms

that the 25 fee request is reasonable

2 The Risks of the Litigation

a The Contingent Nature of Lead Counselrsquos

Representation Supports the Requested Fee

The risk undertaken in the litigation is often considered the most important Goldberger

factor Goldberger 209 F3d at 54 Comverse 2010 WL 2653354 at 5 Telik 576 F Supp 2d at

592 The Second Circuit has recognized that the risk associated with a case undertaken on a

contingent fee is an important factor in determining an appropriate fee award

No one expects a lawyer whose compensation is contingent upon his success to charge when successful as little as he would charge a client who in advance had agreed to pay for his services regardless of success Nor particularly in complicated cases producing large recoveries is it just to make a fee depend solely on the reasonable amount of time expended

Detroit v Grinnell Corp 495 F2d 448 470 (2d Cir 1974) ldquoLittle about litigation is risk-free and

class actions confront even more substantial risks than other forms of litigationrdquo Teachersrsquo Ret Sys

v ACLN Ltd No 01-CV-11814 (MP) 2004 WL 1087261 at 3 (SDNY May 14 2004) Am

Bank Note 127 F Supp 2d at 433 (concluding it is ldquoappropriate to take this [contingent fee] risk

into account in determining the appropriate fee to awardrdquo) In re Prudential Sec Ltd Prsquoships Litig

985 F Supp 410 417 (SDNY 1997) (ldquoNumerous courts have recognized that the attorneyrsquos

contingent fee risk is an important factor in determining the fee awardrdquo) This risk encompasses not

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 23 of 34

- 15 - 1308528_1

just the risk of no payment but also the risk of underpayment See In re Contrsquol Ill Sec Litig 962

F2d 566 569-70 (7th Cir 1992) (reversing district courtrsquos fee award where court failed to account

for among other things risk of underpayment to counsel) When considering the reasonableness of

attorneysrsquo fees in a contingency action the court should consider the risks of the litigation at the time

the suit was brought See Goldberger 209 F3d at 55 In re Sadia SA Sec Litig No 08 Civ 9528

(SAS) 2011 WL 6825235 at 3 (SDNY Dec 28 2011)

The reasonableness of the requested fee is also supported by an evaluation of the risks

undertaken by Lead Counsel in prosecuting this class action Lead Counsel undertook this Litigation

on a wholly-contingent fee basis investing a substantial amount of time and money to prosecute this

very risky action without a guarantee of compensation or even the recovery of expenses Unlike

Defendantsrsquo counsel who are paid substantial hourly rates and reimbursed for their expenses on a

regular basis Lead Counsel has not been compensated for any time or expenses since this case

began and would have received no compensation or even payment of its expenses had this case not

been successful

From the outset Lead Counsel understood that it was embarking on a complex expensive

and lengthy litigation with no guarantee of ever being compensated for investing the time and money

the case would require In undertaking that responsibility Lead Counsel was obligated to assure that

sufficient attorney and paraprofessional resources were dedicated to prosecuting the Litigation and

that funds were available to compensate staff and to pay for the considerable costs which a case such

as this entails Under these circumstances the financial burden on contingent-fee counsel is far

greater than on a firm that is paid on an ongoing basis

In addition to advancing litigation expenses Lead Counsel faced the possibility that it would

receive no attorneysrsquo fees It is wrong to presume that a law firm handling complex contingent

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 24 of 34

- 16 - 1308528_1

litigation always wins There are numerous instances where in contingent cases such as this one

plaintiffrsquos counsel have expended thousands of hours without receiving any compensation8

Losses in contingent-fee litigations especially those brought under the PSLRA are

exceedingly expensive Lead Counselrsquos assumption of the contingency fee risk strongly supports the

reasonableness of the requested fee See FLAG Telecom 2010 WL 4537550 at 27 (ldquoCourts in the

Second Circuit have recognized that the risk associated with a case undertaken on a contingent fee

basis is an important factor in determining an appropriate fee awardrdquo) In re Marsh ERISA Litig

265 FRD 128 148 (SDNY 2010) (ldquoThere was significant risk of non-payment in this case and

Plaintiffsrsquo Counsel should be rewarded for having borne and successfully overcome that riskrdquo)

b Litigation Risks

While Lead Plaintiff remains confident in its ability to prove its claims and that once the

truth was revealed Class Members suffered legally cognizable losses on their purchases of Gerdau

ADRs during the Class Period it recognizes that its ability to prove liability was far from certain

Rosen Decl parapara33-35 As detailed in the Rosen Declaration and in the Settlement Memorandum

Defendants raised numerous challenges to the materiality scienter and loss causation elements of

8 The risk of no recovery in complex cases of this type is real and is heightened when lead counsel press to achieve the very best result for those they represent There are numerous class actions in which lead counsel expended thousands of hours and yet received no remuneration despite their diligence and expertise See eg Hubbard v BankAtlantic Bancorp Inc 688 F3d 713 725 (11th Cir 2012) (affirming judgment as a matter of law following jury verdict partially in plaintiffsrsquo favor) In re Oracle Corp Sec Litig No C 01-00988-SI 2009 WL 1709050 (ND Cal June 19 2009) affrsquod 627 F3d 376 (9th Cir 2010) (court granted summary judgment for defendants after eight years of litigation after plaintiffsrsquo counsel incurred over $7 million in expenses and worked over 100000 hours representing a lodestar of approximately $40 million) In re JDS Uniphase

Corp Sec Litig No C-02-1486 CW (EDL) 2007 WL 4788556 at 1 (ND Cal Nov 27 2007) (jury verdict for defendants) Robbins v Koger Props 116 F3d 1441 1449 (11th Cir 1997) (jury verdict of $81 million for plaintiffs against an accounting firm reversed on appeal on loss causation grounds and judgment entered for defendant) Anixter v Home-Stake Prod Co 77 F3d 1215 1233 (10th Cir 1996) (Tenth Circuit overturned securities fraud class action jury verdict for plaintiffs in case filed in 1973 and tried in 1988 on basis of 1994 Supreme Court opinion)

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 25 of 34

- 17 - 1308528_1

Lead Plaintiffrsquos claims under the federal securities laws The Individual Defendants also challenged

this Courtrsquos personal jurisdiction over them Obtaining documents and testimony from witnesses in

Brazil would be expensive if possible at all Therefore there was a question whether Lead Plaintiff

would ultimately be able to prove that Defendants who could be sued in this Court acted knowingly

or recklessly made materially false or misleading statements or omissions as required

With respect to proving loss causation Defendants would continue to argue that the declines

in Gerdaursquos ADR price were caused by factors other than Lead Plaintiffrsquos alleged corrective

disclosures Id para369 Defendants would never concede their liability and if their motions to

dismiss were denied would continue to press their defenses at summary judgment and trial Lead

Plaintiff also faced the risk that the Court would deny its motion to certify the Class if the Litigation

reached that stage

c Risk as to Damages

Whether Lead Plaintiff could prove damages also was unsettled Defendants strenuously

disagreed with Lead Plaintiffrsquos damages theories and estimates In order for the Class to recover

damages at the level estimated by Lead Counselrsquos expert it would need to prevail on each and every

one of the claims alleged for the entirety of the Class Period The damage assessments of the

partiesrsquo respective trial experts would be sure to vary substantially and trial would become a ldquobattle

of expertsrdquo The outcome of such battles is never predictable and there existed the very real

possibility that a jury could be swayed by experts for Defendants to minimize the Classrsquo losses or to

show that the losses were attributable to factors other than the alleged misstatements and omissions

Thus even if Lead Plaintiff prevailed as to liability at trial the judgment obtained could well have

been only a fraction of the damages claimed

9 Another litigation risk for Lead Plaintiff was the proper length of the Class Period Id

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 26 of 34

- 18 - 1308528_1

3 The Magnitude and Complexity of the Litigation

The complexity of the litigation is another factor examined by courts evaluating the

reasonableness of attorneysrsquo fees requested by class counsel See Chatelain v Prudential-Bache

Sec 805 F Supp 209 216 (SDNY 1992) It is widely recognized that ldquoshareholder actions are

notoriously complex and difficult to proverdquo See In re Bayer AG Sec Litig No 03 Civ 1546

(WHP) 2008 WL 5336691 at 5 (SDNY Dec 15 2008) see also FLAG Telecom 2010 WL

4537550 at 27 ldquo[S]ecurities actions have become more difficult from a plaintiffrsquos perspective in

the wake of the PSLRArdquo Ikon 194 FRD at 194 see also In re AOL Time Warner Inc Sec amp

ldquoERISArdquo Litig No MDL 1500 2006 WL 903236 at 9 (SDNY Apr 6 2006) (ldquo[T]he legal

requirements for recovery under the securities laws present considerable challenges particularly

with respect to loss causation and the calculation of damages These challenges are exacerbated

where a number of controlling decisions have recently shed new light on the standard for loss

causationrdquo) This case was no exception As described in greater detail in the accompanying

Settlement Memorandum and the Rosen Declaration this Litigation involved a number of difficult

and complex questions concerning liability of foreign defendants and loss causation that would have

required extensive additional efforts by Lead Counsel and further consultation with Brazilian law

tax accounting and economic experts

The trial of liability issues alone would have involved substantial attorney and expert time

the introduction of voluminous documentary and deposition evidence which would require

translation vigorously contested motions and the considerable expenditures of judicial resources

Because this case revolved around ldquodifficult complex hotly disputed and expert-intensive issuesrdquo

this factor favors awarding a 25 fee City of Providence 2014 WL 1883494 at 16

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 27 of 34

- 19 - 1308528_1

4 The Quality of Representation Supports the Requested Fee

The quality of the representation by Lead Counsel is another important factor that supports

the reasonableness of the requested fee Lead Counsel submits that the quality of the representation

here is best evidenced by the quality of the result achieved See Settlement Memorandum at 18-19

see also FLAG Telecom 2010 WL 4537550 at 28 Bisys 2007 WL 2049726 at 3 It took a great

deal of skill to achieve a settlement at this level in this particular case Lead Counsel is a nationally

known leader in the fields of securities class actions and complex litigation This is attributable to

the diligence determination hard work and reputation of counsel who developed litigated and

successfully negotiated the Settlement of this Litigation and a substantial immediate cash recovery in

a very difficult case without the risk of further litigation See Teachersrsquo Ret Sys 2004 WL

1087261 at 6

Finally courts repeatedly recognize that the quality of the opposition faced by plaintiffsrsquo

counsel should also be taken into consideration in assessing the quality of counselrsquos performance

See eg BioScrip 2017 US Dist LEXIS 118881 at 73 (ldquo[O]pposing counsel in this case was

itself highly skilled a factor courts have considered in approving feesrdquo) Marsh ERISA 265 FRD

at 148 (ldquoThe high quality of defense counsel opposing Plaintiffsrsquo efforts further proves the caliber of

representation that was necessary to achieve the Settlementrdquo) Veeco 2007 WL 4115808 at 7

(among the factors supporting a 30 award of attorneysrsquo fees was that defendants were represented

by ldquoone of the countryrsquos largest law firmsrdquo) Here Defendants are represented by lawyers from

Skadden Arps Slate Meagher amp Flom LLP and Kramer Levin Naftalis amp Frankel LLP highly

respected law firms who presented very skilled defenses and spared no effort in representing their

clients Notwithstanding this formidable opposition Lead Counselrsquos ability to present a strong case

and to demonstrate its willingness to continue to vigorously prosecute the Litigation through trial

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 28 of 34

- 20 - 1308528_1

and then inevitable appeals enabled Lead Counsel to achieve a very favorable Settlement for the

benefit of the Class

5 Public Policy Considerations

A strong public policy concern exists for rewarding firms for bringing successful securities

litigation See FLAG Telecom 2010 WL 4537550 at 29 (if the ldquoimportant public policy [of

enforcing the securities laws] is to be carried out the courts should award fees which will adequately

compensate Lead Counsel for the value of their efforts taking into account the enormous risks they

undertookrdquo) Maley 186 F Supp 2d at 373 (ldquoIn considering an award of attorneyrsquos fees the public

policy of vigorously enforcing the federal securities laws must be consideredrdquo) Hicks 2005 WL

2757792 at 9 (ldquolsquoTo make certain that the public is represented by talented and experienced trial

counsel the remuneration should be both fair and rewardingrsquordquo) (citation omitted) Accordingly

public policy favors granting Lead Counselrsquos fee and expense application here

6 The Classrsquo Reaction to the Fee Request to Date Supports the

Requested Fee

To date the Claims Administrator has sent over 36900 copies of the Notice to potential

Class Members and nominees informing them inter alia that Lead Counsel intended to apply to the

Court for an award of attorneysrsquo fees in an amount not to exceed 25 of the total recovery plus

expenses not to exceed $200000 plus interest on both amounts10 The time to object to the fee

request expires on September 29 2017 To date just one week before the objection deadline not a

single objection to the fee and expense amounts set forth in the Notice has been received Such a

ldquolow level of objection is a lsquorare phenomenonrsquordquo In re Rite Aid Corp Sec Litig 396 F3d 294 305

(3d Cir 2005) (citation omitted) Moreover ldquoa significant number of investors in the class were

10 See Declaration of Carole K Sylvester Regarding Notice Dissemination Publication and Requests for Exclusion Received to Date para11 and Ex A (ldquoSylvester Declrdquo) submitted herewith

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 29 of 34

- 21 - 1308528_1

lsquosophisticatedrsquo institutional investors that had considerable financial incentive to object [to the

settlement] had they believed [the settlement was unfair or] the requested fees were excessiverdquo Id

Additionally the Lead Plaintiff supports the fee request See Chicago Police Decl para17 The fact

that no objections were received is compelling evidence of the fairness of the fee request

IV LEAD COUNSELrsquoS EXPENSES WERE REASONABLY INCURRED AND

NECESSARY TO THE PROSECUTION OF THIS LITIGATION

Lead Counsel also respectfully requests an award of $16273405 in expenses incurred while

prosecuting the Litigation Lead Counsel has submitted a declaration regarding these modest

expenses which are properly recovered by counsel See accompanying Robbins Geller Decl See

eg In re China Sunergy Sec Litig No 07 Civ 7895 (DAB) 2011 WL 1899715 at 6 (SDNY

May 13 2011) (in a class action attorneys should be compensated ldquofor reasonable out-of-pocket

expenses incurred and customarily charged to their clients as long as they were lsquoincidental and

necessary to the representationrsquordquo) (citation omitted) FLAG Telecom 2010 WL 4537550 at 30 (ldquoIt

is well accepted that counsel who create a common fund are entitled to the reimbursement of

expenses that they advanced to a classrdquo) In re Indep Energy Holdings PLC Sec Litig 302

F Supp 2d 180 183 n3 (SDNY 2003) (court may compensate class counsel for reasonable

expenses necessary to the representation of the class)

Counselrsquos expenses include the costs of hiring experts and consultants travel mediating the

Classrsquo claims and computerized research A complete breakdown by category of the expenses

incurred is set forth in the Robbins Geller Declaration These expenses were critical to Lead

Plaintiffrsquos success in achieving the Settlement See Global Crossing 225 FRD at 468 (ldquoThe

expenses incurred ndash which include investigative and expert witnesses filing fees service of process

travel legal research and document production and review ndash are the type for which lsquothe paying

armsrsquo length marketrsquo reimburses attorneys [f]or this reason they are properly chargeable to the

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 30 of 34

- 22 - 1308528_1

Settlement fundrdquo) Not a single objection to the expense amount set forth in the Notice has been

received Accordingly Lead Counsel respectfully requests payment for these expenses plus interest

earned on such amount at the same rate as that earned by the Settlement

V LEAD PLAINTIFF SHOULD BE AWARDED ITS REASONABLE TIME

AND EXPENSES UNDER 15 USC sect78u-4(a)(4)

Lead Plaintiff seeks approval for an award of $3765 for the time it spent directly relating to

its representation of the Class The PSLRA specifically provides that an ldquoaward of reasonable costs

and expenses (including lost wages) directly relating to the representation of the classrdquo may be made

to ldquoany representative party serving on behalf of a classrdquo 15 USC sect78u-4(a)(4)

The Lead Plaintiff dedicated time to the Litigation by reviewing significant pleadings and

briefs in the Litigation communicating regularly with Lead Counsel and monitoring the progress of

settlement negotiations See Chicago Police Decl para20 Numerous courts have approved reasonable

awards to compensate lead plaintiffs for the time and effort they spent on behalf of a class See

Kinross Gold 2015 US Dist LEXIS 181932 at 14 (awarding $1680011 to lead plaintiff and

additional named plaintiffs ldquoto compensate them for their reasonable costs and expenses directly

relating to their representation of the Classrdquo) In re Intercept Pharms Inc Sec Litig No 114-cv-

01123-NRB slip op at 1 (SDNY Oct 20 2016) (awarding $527500 and $740125 to lead

plaintiffs ldquodirectly relating to the representation of the Classrdquo) Hicks 2005 WL 2757792 at 10

(ldquoCourts in this Circuit routinely award such costs and expenses both to reimburse the named

plaintiffs for expenses incurred through their involvement with the action and lost wages as well as

to provide an incentive for such plaintiffs to remain involved in the litigation and to incur such

expenses in the first placerdquo)

Lead Plaintiff took an active role with the prosecution of the Litigation These are precisely

the types of activities that courts have found to support awards to class representatives See eg In

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 31 of 34

- 23 - 1308528_1

re Am Intrsquol Grp Inc No 04 Civ 8141 (DAB) 2010 WL 5060697 at 3 (SDNY Dec 2 2010)

(granting PSLRA award of $30000 to institutional lead plaintiffs ldquoto compensate them for the time

and effort they devoted on behalf of a classrdquo) FLAG Telecom 2010 WL 4537550 at 31 (approving

award of $100000 to lead plaintiff for time spent in the litigation) Veeco 2007 WL 4115808 at 12

(characterizing such awards as ldquolsquoroutine[]rsquordquo in this Circuit) (citation omitted)

The Notice sufficiently informed potential Class Members that such expenses would be

sought Sylvester Decl Ex A at 2 The modest request by Lead Plaintiff is supported by

declaration is reasonable and fully justified under the PSLRA and should be granted There have

been no objections to this request

VI CONCLUSION

Based on the foregoing and the entire record herein Lead Counsel respectfully requests that

the Court award attorneysrsquo fees of 25 of the $15 million recovery plus expenses in the amount of

$16273405 plus interest on both amounts and $3765 to Lead Plaintiff

DATED September 22 2017 Respectfully submitted

s Ellen Gusikoff Stewart

Henry Rosen Ellen Gusikoff Stewart Susannah R Conn ROBBINS GELLER RUDMAN amp DOWD LLP 655 West Broadway Suite 1900 San Diego CA 92101 Telephone 619231-1058 619231-7423 (fax) henryrrgrdlawcom ellengrgrdlawcom sconnrgrdlawcom

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 32 of 34

- 24 - 1308528_1

Samuel H Rudman David A Rosenfeld ROBBINS GELLER RUDMAN amp DOWD LLP 58 South Service Road Suite 200 Melville NY 11747 Telephone 631367-7100 631367-1173 (fax) srudmanrgrdlawcom drosenfeldrgrdlawcom

Christopher C Gold ROBBINS GELLER RUDMAN amp DOWD LLP 120 East Palmetto Park Road Suite 500 Boca Raton FL 33432 Telephone 561750-3000 561750-3364 (fax) cgoldrgrdlawcom

Lead Counsel for Plaintiff

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 33 of 34

CERTIFICATE OF SERVICE

I Ellen Gusikoff Stewart hereby certify that on September 22 2017 I caused a true and

correct copy of the attached

Memorandum of Law in Support of Lead Counselrsquos Motion for an Award of Attorneysrsquo Fees and Expenses and Award to Lead Plaintiff Pursuant to 15 USC sect78u-4(a)(4)

to be electronically filed with the Clerk of the Court using the CMECF system which will send

notification of such public filings to all counsel registered to receive such notice

s Ellen Gusikoff Stewart

ELLEN GUSIKOFF STEWART

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 34 of 34

EXHIBIT 1

Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 1 of 5

UNITED STATES DISTRICT COURTSOUTHERN DISTRICT OF NEW YORK

xZUBAIR PATEL Individually and on Behalf of All Others Similarly Situated

Plaintiff

vs

L-3 COMMUNICATIONS HOLDINGS INC et al

Defendants

x

Civil Action No 114-cv-06038-VEC(Consolidated)

CLASS ACTION

REVISED [PROPOSED] ORDER AWARDING ATTORNEYSrsquo FEES AND EXPENSES AND AWARDS TO LEAD PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 1 of 4

81717

USDC SDNY DOCUMENT ELECTRONICALLY FILED DOC DATE FILED

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 1 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 2 of 5

- 1 -

This matter having come before the Court on August 16 2017 on the motion of Lead

Counsel for an award of attorneysrsquo fees and expenses (the ldquoFee Motionrdquo) the Court having

considered all papers filed and proceedings conducted herein having found the Settlement of this

Litigation to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Stipulation of Settlement

dated February 22 2017 (the ldquoStipulationrdquo) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 Notice of Lead Counselrsquos Fee Motion was given to all Class Members who could be

located with reasonable effort The form and method of notifying the Class of the Fee Motion met

the requirements of Rule 23 of the Federal Rules of Civil Procedure and 15 USC sect78u-4(a)(7) the

Securities Exchange Act of 1934 as amended by the Private Securities Litigation Reform Act of

1995 due process and any other applicable law constituted the best notice practicable under the

circumstances and constituted due and sufficient notice to all persons and entities entitled thereto

4 The Court hereby awards Lead Counsel attorneysrsquo fees of 25 of the Settlement

Fund (or $8625000) plus expenses in the amount of $47598074 together with the interest earned

on both amounts for the same time period and at the same rate as that earned on the Settlement Fund

until paid The Court finds that the amount of fees awarded is appropriate and that the amount of

fees awarded is fair and reasonable under the ldquopercentage-of-recoveryrdquo method

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 2 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 2 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 3 of 5

- 2 -

5 The fees and expenses shall be allocated amongst Lead Plaintiffsrsquo Counsel in a

manner that Lead Counsel in good faith believes reflects the contributions of such counsel to the

prosecution and settlement of the Litigation

6 The awarded attorneysrsquo fees and expenses and interest earned thereon shall be paid to

Lead Counsel subject to the terms conditions and obligations of the Stipulation and in particular

para62 thereof which terms conditions and obligations are incorporated herein

7 In making this award of fees and expenses to Lead Counsel the Court has considered

and found that

(a) the Settlement has created a fund of $34500000 in cash that is already on

deposit and numerous Class Members who submit or have submitted valid Proof of Claim and

Release forms will benefit from the Settlement created by Lead Counsel

(b) over 47000 copies of the Notice were disseminated to Class Members

indicating that Lead Counsel would move for attorneysrsquo fees in the amount of 25 of the Settlement

Fund and for expenses in an amount not to exceed $600000 and no objections to the fees or

expenses were filed by Class Members

(c) Lead Counsel has pursued the Litigation and achieved the Settlement with

skill perseverance and diligent advocacy

(d) Lead Counsel has expended substantial time and effort pursuing the Litigation

on behalf of the Class

(e) Lead Counsel pursued the Litigation on a contingent basis having received no

compensation during the Litigation and any fee amount has been contingent on the result achieved

(f) the Litigation involves complex factual and legal issues and in the absence of

settlement would involve lengthy proceedings whose resolution would be uncertain

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 3 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 3 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 4 of 5

- 3 -

(g) had Lead Counsel not achieved the Settlement there would remain a

significant risk that the Class may have recovered less or nothing from Defendants

(h) Lead Counsel has devoted over 8500 hours with a lodestar value of

$439142350 to achieve the Settlement

(i) public policy concerns favor the award of reasonable attorneysrsquo fees and

expenses in securities class action litigation and

(j) the attorneysrsquo fees and expenses awarded are fair and reasonable and

consistent with awards in similar cases within the Second Circuit

8 Any appeal or any challenge affecting this Courtrsquos approval regarding the Fee Motion

shall in no way disturb or affect the finality of the Judgment entered with respect to the Settlement

9 Pursuant to 15 USC sect78u-4(a)(4) the Court awards the following amounts to Lead

Plaintiffs for the time they spent directly related to their representation of the Class $39000 to City

of Pontiac General Employeesrsquo Retirement System $86000 to Local 1205 Pension Plan and

$100000 to City of Taylor Police and Fire Retirement System

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this Order shall be

rendered null and void to the extent provided in the Stipulation and shall be vacated in accordance

with the Stipulation

IT IS SO ORDERED

DATED ______________________ ________________________________________THE HONORABLE VALERIE E CAPRONIUNITED STATES DISTRICT JUDGE

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 4 of 4

August 17 2017

___________________________________________ _________E HONORABLE VALEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEERIE E CA

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 4 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 5 of 5

EXHIBIT 2

Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 1 of 10

rus1$$i)Ny I DOCUMENT

ELECTRONICALLY FILED DOC

SOUTHERN DISTRICT OF NEW YORK

UNITED STATES DISTRICT COURT

d a t e b Z l セ e セ d M Z セ セ セ ャ M セ------------------___________ x セ セ セ セ セ セ セ ] ] セ セ セ セ

LAND MEN PARTNERS INC Individually Civil Action No 08-cv-03601-HBshy

and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff FINAL JUDGMENT AND ORDER OF

vs DISMISSAL WITH PREJUDICE

THE BLACKSTONE GROUP LP et aI

Defendants

---------------------------------x

This matter came before the Court for hearing pursuant to the Order Preliminarily Approving

Settlement and Providing for Notice to the Class (Notice Order) dated August 30 2013 on the

unopposed application ofLead Plaintiffs for approval of the Settlement set forth in the Settlement

Agreement dated August 28 2013 (Stipulation) and following a hearing on December 18 2013

Due and adequate notice having been given to the Class as required in said Order and the Court

having considered all papers filed and proceedings had herein and otherwise being fully informed in

the premises and good cause appearing therefor

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Final Judgment incorporates by reference the definitions in the Stipulation and

all terms used herein shall have the same meanings as set forth in the Stipulation unless otherwise

set forth herein

2 This Court has jurisdiction over the subject matter ofthe Action and over all Settling

Parties to the Action including all members of the Class

3 For purposes ofthis Judgment as certified by the Court s August 13 2013 Order the

Class is defined as all Persons who purchased the common units of The Blackstone Group LP

(Blackstone) in Blackstones initial public offering (IPO) or in the open market on the New

- 1 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 1 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 2 of 10

York Stock Exchange between June 21 2007 and March 12 2008 inclusive and who sustained

compensable damages in connection with any such purchase of Blackstone units pursuant to

Sections 11 and 15 of the Securities Act of 1933

Excluded from the Class are (i) the persons who submitted valid and timely requests for

exclusion from the Class who are listed on Exhibit A hereto (ii) Defendants (iii) members of the

immediate family ofeach ofthe Defendants (iv) any Person that acted as an underwriter ofthe IPO

(v) any natural Person who sold Blackstone common units to the public in the IPO or who serves or

served as an officer or director ofBlackstone or as a partner of any predecessor to Blackstone the

members of the immediate families ofany such persons and any entity in which any ofDefendants

have or had a controlling interest and (vi) the legal representatives agents affiliates heirs

successors-in-interest or assigns of any such excluded Person (collectively Excluded Persons)

For the avoidance of doubt the Excluded Persons are excluded from the Class only to the

extent they purchased Blackstone common units in the IPO for their own account and not for or on

behalf of a third-party customer or for resale to customers Further to the extent that any of the

Excluded Persons was a statutory seller who resold the Blackstone common units to a third-party

customer client account fund trust or employee benefit plan that otherwise falls within the Class

or purchased Blackstone common units in a fiduciary capacity or otherwise on behalf ofany thirdshy

party customer client account fund trust or employee benefit plan that falls within the Class the

Excluded Person is excluded from the Class but the third-party customer client account fund trust

or employee benefit plan is not excluded from the Class with respect to such purchases of

Blackstone common units

4 For purposes of this Judgment as certified by the Courts August 132013 Order

Lead Plaintiffs Martin Litwin and Francis Brady are Class Representatives and Lead Counsel

- 2 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 2 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 3 of 10

Robbins Geller Rudman amp Dowd LLP and Brower Piven A Professional Corporation are Class

Counsel

5 Pursuant to Federal Rule of Civil Procedure 23 this Court hereby approves the

Settlement set forth in the Stipulation and finds that the Settlement is in all respects fair reasonable

and adequate to the Class There are no objections to the proposed Settlement

6 Pursuant to Rule 23 of the Federal Rules ofCivil Procedure the Court finds that the

Stipulation and Settlement are fair reasonable and adequate as to each ofthe Settling Parties and

that the Stipulation and Settlement are hereby finally approved in all respects and the Settling

Parties are hereby directed to perform its terms

7 Accordingly the Court authorizes and directs implementation of all the terms and

provisions of the Stipulation as well as the terms and provisions hereof The Court hereby

dismisses as to Defendants the Action and all Released Claims ofthe Class with prejudice without

costs as to any Settling Party except as and to the extent provided in the Stipulation and herein

8 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

shall and each of the Class Members shall be deemed to have and by operation ofthis Judgment

shall have fully finally and forever released relinquished and discharged all Released Claims

against the Released Persons whether or not such Class Member executes and delivers the Proof of

Claim and Release

9 Upon the Effective Date hereof and as provided in the Stipulation each of the

Released Persons shall be deemed to have and by operation of this Judgment shall have fully

finally and forever released relinquished and discharged Lead Plaintiffs each and all of the Class

Members Lead Counsel and Abraham Fruchter amp Twersky LLP from all claims (including without

- 3 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 3 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 4 of 10

limitation Unknown Claims) arising out of relating to or in connection with the institution

prosecution assertion settlement or resolution of the Action

10 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

and each of the Class Members who have not validly opted out of the Class and their respective

predecessors successors agents representatives attorneys and affiliates and the respective heirs

executors administrators successors and assigns of each of them directly or indirectly

individually derivatively representatively or in any other capacity shall be deemed to have and by

operation of the Judgment shall have fully finally and forever released relinquished and

discharged against the Released Persons (whether or not such Class Members execute and deliver

the Proof of Claim and Release forms) any and all Released Claims (including without limitation

Unknown Claims) as well as any claims arising out of relating to or in connection with the

defense settlement or resolution of the Action or the Released Claims

11 Upon the Effective Date Lead Plaintiffs and each of the Class Members who have

not validly opted out of the Class and their respective predecessors successors agents

representatives attorneys and affiliates and the respective heirs executors administrators

successors and assigns of each of them directly or indirectly individually derivatively

representatively or in any other capacity shall be permanently barred and enjoined from the

assertion institution maintenance prosecution or enforcement against any Released Person in any

state or federal court or arbitral forum or in the court of any foreign jurisdiction of any and all

Released Claims (including without limitation Unknown Claims) as well as any claims arising out

of relating to or in connection with the defense settlement or resolution of the Action or the

Released Claims

- 4 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 4 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 5 of 10

12 The Notice ofProposed Settlement ofClass Action (Notice) given to the Class in

accordance with the Notice Order entered on August 30 2013 was the best notice practicable under

the circumstances including the individual notice to all members of the Class who could be

identified through reasonable effort ofthe proceedings and ofthe matters set forth therein including

the proposed Settlement set forth in the Stipulation the proposed Plan of Distribution of the

proceeds ofthe Settlement set forth in the Notice Lead Counsels application for attorneys fees and

reimbursement of expenses and Lead Plaintiffs request for an award of reasonable costs and

expenses relating to their representation of the Class and said Notice and notice procedures fully

satisfied the requirements of Federal Rule of Civil Procedure 23 the Private Securities Litigation

Reform Act of 1995 and the requirements of due process There are no objections to the Notice

andor notice procedures

13 The Court hereby approves the Plan ofDistribution as set forth in the Notice as fair

and equitable The Court directs Lead Counsel to proceed with processing Proofs ofClaim and the

administration of the Settlement pursuant to the terms of the Plan of Distribution and upon

completion ofthe claims processing procedure to present to this Court a proposed final distribution

order for the distribution of the Net Settlement Fund to eligible Class Members as provided in the

Stipulation and the Plan of Distribution There are no objections to the Plan of Distribution

14 The Court hereby awards Lead Counsel attorneys fees equal to 3333 percent of

the Settlement Fund (including interest accrued thereon) and litigation expenses in the amount of

$104700577 with interest to accrue thereon at the same rate and for the same periods as has

accrued by the Settlement Fund from the date ofthis Judgment to the date ofactual payment of said

attorneys fees and expenses to Lead Counsel as provided in the Stipulation The Court finds the

amount of attorneys fees awarded herein are fair and reasonable based on (a) the work performed

- 5 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 5 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 6 of 10

and costs incurred by Lead Counsel (b) the complexity ofthe case (c) the risks undertaken by Lead

Counsel and the contingent nature of their employment (d) the quality of the work performed by

Lead Counsel in this Action and their standing and experience in prosecuting similar class action

securities litigation (e) awards to successful plaintiffs counsel in other similar litigation (f) the

benefits achieved for Class Members through the Settlement and (g) the absence ofany objections

from any Class Members to either the application for an award ofattorneys fees or expenses to Lead

Counsel

15 The Court also fmds that the requested expenses are proper as the expenses incurred

by Lead Counsel including the costs ofexperts were reasonable and necessary in the prosecution of

this Action on behalf of Class Members There are no objections to Lead Counsels application for

reimbursement of their expenses

16 The Court approves payment of$1500000 to Lead Plaintiff Martin Litwin for his

reasonable time and expenses (including lost wages) relating to their representation of the Class

Such payment shall be paid out of the Settlement Fund There are no objections to Lead Plaintiff

Litwins application for reimbursement ofhis costs and expenses

17 All fees and expenses awarded or allowed in this Judgment shall except as otherwise

expressly provided in the Stipulation be paid from the Settlement Fund

18 Lead Counsel may apply from time to time for any fees andor expenses incurred by

them solely in connection with the administration of the Settlement and distribution of the Net

Settlement Fund to Class Members which except as expressly provided in the Stipulation shall be

paid from the Settlement Fund

19 Neither appellate review nor modification ofthe Plan ofDistribution set forth in the

Notice nor any action in regard to the motion by Lead Counsel for attorneys fees andor expenses

- 6 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 6 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 7 of 10

and the award ofcosts and expenses to Lead Plaintiffs shall affect the fmality ofany other portion of

this Judgment nor delay the Effective Date ofthe Stipulation and each shall be considered separate

for the purposes of appellate review of this Judgment

20 Neither the Stipulation nor the Settlement contained therein nor any act performed or

document executed pursuant to or in furtherance of the Stipulation or the Settlement (a) is or may be

deemed to be or may be used as an admission of or evidence of the validity ofany Released Claim

or ofany wrongdoing or liability of the Released Persons or (b) is or may be deemed to be or may

be used as an admission of or evidence of any fault or omission of any of the Defendants or the

Released Persons in any civil criminal or administrative proceeding in any court administrative

agency or other tribunal Defendants andor the Released Persons may file the Stipulation andor

this Judgment from this Action in any other action in which they are parties or that may be brought

against them in order to support a defense claim or counterclaim based on principles of res

judicata collateral estoppel release good faith settlement judgment bar or reduction or any theory

of claim preclusion or issue preclusion or similar defense or counterclaim

21 Without affecting the finality ofthis Judgment in any way this Court hereby retains

continuing exclusive jurisdiction over (a) implementation of this Settlement and any award or

distribution of the Settlement Fund including interest earned thereon (b) disposition of the

Settlement Fund (c) hearing and determining applications for attorneys fees interest and expenses

in the Action (d) payment of taxes by the Settlement Fund (e) all Settling Parties hereto for the

purpose ofconstruing enforcing and administering the Stipulation and (f) any other matters related

to finalizing the Settlement and distribution of proceeds of the Settlement

22 In the event that the Settlement does not become effective in accordance with the

terms of the Stipulation or the Effective Date does not occur or in the event that the Settlement

- 7 shy

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Fund or any portion thereof is returned to Defendants then this Judgment shall be rendered null and

void to the extent provided by and in accordance with the Stipulation and shall be vacated and in

such event all orders entered and releases delivered in connection herewith shall be null and void to

the extent provided by and in accordance with the StipUlation

23 Without further order of the Court the Settling Parties may agree to reasonable

extensions of time to carry out any of the provisions of the Stipulation

24 The Court finds that during the course of the Action the Settling Parties and their

respective counsel at all times complied with the requirements of Rule 11 of the Federal Rules of

Civil Procedure

25 The Court directs immediate entry of this Final Judgment by the Clerk ofthe Court

DATED Ok 10 2 TEO aRABLE HAROLD A R JR

UNITED STATES DISTRICT JUDGE

- 8 shy

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EXHIBIT A

BLACKSTONE LIST OF EXCLUSIONS

Name

1 lINA HU

2 ESTATE OF ANTHONY J FABEC

3 WILLIAM PATTERSON

4 MARY AN N SHOTWELL

5 RICHARD A LEWIS

6 JOHN MERCADENTE JR

7 DOUGLAS BARHORST

8 PATRICIA G NORMAN

9 ESTATE OF RICHARD A NORMAN

10 ROBERT W DUER

11 ANIBAL MARRERO

12 RUSS D SONNIER

13 MARCUS E ampJOANNE R NORTH

14 SUZANNE EMETAROM

15 WILLIAM W amp FRANCES E MAIN

16 ANTHONY BRIENZA

17 SHU HAO HUANG

18 KENNETH 0 PARRIS

19 DUFF S MCEVERS

20 SHERRIE L FRANTZ

21 DEBBIE CRINK

22 MARK A SUMMERS

23 PAULINE MEYEROWITZ

24 ANDREW WAHL

City

OSHAWA

WILLOUGHBY HILLS

KINGS MOUNTAIN

VIRGILINA

BULLARD

READING

SIDNEY

KEARNEY

KEARNEY

ALTA LOMA

CORAL GABLES

NEW YORK

VICTORIA

WALNUT CREEK

ROBERTS

COLD SPRING HARBOR

SNOHOMISH

ATHENS

LAGUNA NIGUEL

EUGENE

OMAHA

MINNETRISTA

FT LAUDERDALE

SAN FRANCISCO

St Country セ

ON CA lIJ7C6

OH US 44094

NC US 28086

VA US 24598

TX US 75757

PA US 19606

OH US 45365

NE US 68845

NE US 68845

CA US 91701

FL US 33134

NY US 10150

TX US 77905

CA US 94595

MT US 59070

NY US 11724

WA US 98296

GA US 30604

CA US 92677

OR US 97404

NE US 68138

MN US 55364

FL US 33308

CA US 94115

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 9 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 10 of 10

EXHIBIT 3

Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 1 of 4

UNITED STATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

--------_____________________ x

THE BOARD OF TRUSTEES OF THE Civil Action No 09-cv-09333-KBF

OPERA TING ENGINEERS PENSION

TRUST on Behalf of Itself and All Others CLASS ACTION

Similarly Situated [PROPOSES] ORDER A WARDING

Plaintiffs ATTORNEYS FEES EXPENSES AND

CASE CONTRIBUTION A WARD TO LEAD

vs PLAINTIFF

JPMORGAN CHASE BANK NATIONAL

ASSOCIATIOt USDCSDNY

DOCUMENTDefendant

ELECTRONICALLY FILED ---------------- x DOC

DATE f M i l M e M d セ ャ エ i o B B B v エ M R B B G エ M ョ M B G Q G Q Q R P セ Q M S

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 1 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 2 of 4

This matter having come before the Court on November 19 2013 on the motion of Lead

Counsel for an award ofattorneys fees and expenses in the litigation and a case contribution award

to Lead Plaintiff the Court having considered all papers filed and proceedings condueted herein

having found the settlement of this Action to be fair reasonable and adequate and otherwise being

fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by referenee the definitions in the Stipulation of Settlement

dated August 16 2013 and all capitalized terms used but not defined herein shall have the same

meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto ineluding all members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount ofS47702453 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-reeovery method

4 The fees and expenses shall be allocated among Plaintiffs Counsel in a manner

which in Lead Counsels good-faith judgment ret1ects each such counsels contribution to the

institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Lead Counsel subject to the terms conditions and obligations of the

- 1 shy

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Stipulation and in particular セ Q R R thereof which terms conditions and obligations are incorporated

herein

6 The Court hereby awards Lead Plaintiff Board ofTrustees of the Operating Engineers

Pension Trust $25000 for its time and expense in representing the Class This case contribution

award shall be paid to Lead Plaintiff on or after the Effective Date subject to the terms conditions

and obligations of the Stipulation and in particular セ R S thereof which terms conditions and

obligations are incorporated herein

IT IS SO ORDERED

THE HONORABLE KATHERINE B FORREST

UNITED STATES DISTRICT JUDGE

- 2

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EXHIBIT 4

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 1 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

CITILINE HOLDINGS INC Individually Civil Action No 108-cv-03612-RJS and On Behalf of All Others Similarly Situated (Consolidated)

Plaintiff CLASS ACTION

vs

ISTAR FINANCIAL INC et al

Defendants

x

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

E Albdquo

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 2 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 2 of 3

This matter having come before the Court on April 5 2013 on the motion of Co-Lead

Counsel for an award of attorneys fees and expenses in the Litigation the Court having considered

all papers filed and proceedings conducted herein having found the settlement of this action to be

fair reasonable and adequate and otherwise being fully informed in the premises and good cause

appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 5 2012 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Co-Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount of $23490171 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among Lead Plaintiffs counsel in a manner

which in Co-Lead Counsels good-faith judgment reflects each such counsels contribution to the

institution prosecution and resolution of the Litigation

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 3 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 3 of 3

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Co-Lead Counsel subject to the terms conditions and obligations of the

Stipulation and in particular para62-63 thereof which terms conditions and obligations are

incorporated herein

SO ORDERED

-2-

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 4 of 4

EXHIBIT 5

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 1 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 1 of 4

UNITED ST ATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

In re SANOFI-AVENTIS SECURITIES

LITIGATION

This Document Relates To

ALL ACTIONS

---middotmiddotmiddot-----middot--------x

i

11

middot middot FlLBD I l

JAN 2 2QJ4-~ Civil Action No 107tv-10279-GBD

CLASS ACTION f middot middot

ECFCASE

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND AN

AWARD TO PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

903068_ l

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 2 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 2 of 4

This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 3 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 3 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 16: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

- 7 - 1308528_1

solution to certain problems that may arise when the lodestar method is used in common fund

casesrdquo) More recently the Second Circuit has acknowledged that the ldquotrend in this Circuit is toward

the percentage methodrdquo Wal-Mart 396 F3d at 122 see also City of Providence 2014 WL

1883494 at 11-124

The determination of attorneysrsquo fees using the percentage-of-the-fund method is also

supported by the PSLRA which states that ldquo[t]otal attorneysrsquo fees and expenses awarded by the court

to counsel for the plaintiff class shall not exceed a reasonable percentage of the amountrdquo recovered

for the class 15 USC sect78u-4(a)(6) (emphasis added) Courts have concluded that by drafting the

PSLRA in such a manner Congress expressed a preference for the percentage as opposed to the

lodestar method of determining attorneysrsquo fees in securities class actions See Veeco 2007 WL

4115808 at 3 Maley v Del Global Techs Corp 186 F Supp 2d 358 370 (SDNY 2002) In re

Am Bank Note Holographics 127 F Supp 2d 418 430 (SDNY 2001) In re Global Crossing Sec

amp ERISA Litig 225 FRD 436 465-66 (SDNY 2004)

Given the language of the PSLRA the Supreme Courtrsquos indication that the percentage

method is proper in this type of case the Second Circuitrsquos explicit approval of the percentage

method in Goldberger and the trend among the district courts in this Circuit the Court should award

4 All federal Courts of Appeal to consider the matter have approved the percentage method with two circuits requiring its use in common fund cases See In re Thirteen Appeals Arising out of the

San Juan Dupont Plaza Hotel Fire Litig 56 F3d 295 305 (1st Cir 1995) In re GMC Pick-Up

Truck Fuel Tank Prods Liab Litig 55 F3d 768 821-22 (3d Cir 1995) Union Asset Mgmt

Holding AG v Dell Inc 669 F3d 632 644 (5th Cir 2012) Rawlings v Prudential-Bache Props 9 F3d 513 515-16 (6th Cir 1993) Harman v Lyphomed Inc 945 F2d 969 975 (7th Cir 1991) Johnston v Comerica Mortg Corp 83 F3d 241 246 (8th Cir 1996) Powers v Eichen 229 F3d 1249 1256 (9th Cir 2000) Brown v Phillips Petroleum Co 838 F2d 451 454-56 (10th Cir 1988) Faught v Am Home Shield Corp 668 F3d 1233 1242 (11th Cir 2011) Swedish Hosp Corp v

Shalala 1 F3d 1261 1269-71 (DC Cir 1993) The Eleventh and District of Columbia Circuits require the use of the percentage method in common fund cases See Faught 668 F3d at 1242 Swedish Hosp 1 F3d at 1271

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 16 of 34

- 8 - 1308528_1

Lead Counsel attorneysrsquo fees based on a percentage of the fund The percentage approach not only

directly aligns the interests of counsel and the class (Elliot v Leatherstocking Corp No 310-CV-

0934 (MADDEP) 2012 WL 6024572 at 5 (NDNY Dec 4 2012)) it also recognizes that the

quality of counselrsquos services is measured best by the results achieved and ldquocan serve as a proxy for

the market in setting counsel feesrdquo Am Bank Note 127 F Supp 2d at 432

C The Requested Attorneysrsquo Fees Are Reasonable Under the

Percentage-of-the-Fund Method

The Supreme Court has recognized that an appropriate Court-awarded fee is intended to

approximate what counsel would receive if they were bargaining for the services in the marketplace

See Missouri v Jenkins 491 US 274 285-86 (1989) If this were a non-class action the customary

fee arrangement would be contingent and in the range of 33 of the recovery See Blum 465 US at

904 (ldquoIn tort suits an attorney might receive one-third of whatever amount the plaintiff recovers In

those cases therefore the fee is directly proportional to the recoveryrdquo) (Brennan J concurring)

The requested 25 fee is well within the range of percentage fees awarded within the Second

Circuit in other comparable securities and antitrust cases See eg In re BioScrip Inc Sec Litig

No 13-cv-6922 (AJN) 2017 US Dist LEXIS 118881 at 58 (SDNY July 26 2017) (awarding

25 of $10900000 settlement fund finding that such an award ldquolsquofalls within the range of

percentages regularly awarded inrsquo analogous common fund casesrdquo) (citation omitted) Patel v L-3

Commcrsquons Holdings Inc No 114-cv-06038-VEC slip op at 1 (SDNY Aug 17 2017)

(awarding 25 of $345 million settlement) City of Austin Police Ret Sys v Kinross Gold Corp

No 112-cv-01203-VEC 2015 US Dist LEXIS 181932 at 12 (SDNY Oct 15 2015) (awarded

fees of 30 of $33 million recovery plus expenses) Landmen Partners Inc v Blackstone Grp LP

No 08-cv-03601-HB-FM slip op at 5 (SDNY Dec 18 2013) (awarded fees of 33-13 of $85

million recovery plus expenses) Bd of Trs of the Operating Engrsquors Pension Tr v JPMorgan

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 17 of 34

- 9 - 1308528_1

Chase Bank Natrsquol Assrsquon No 09-cv-09333-KBF slip op at 1 (SDNY Nov 20 2013) (awarded

fees of 30 of $23 million recovery plus expenses) Citiline Holdings Inc v iStar Fin Inc No

108-cv-03612-RJS slip op at 1 (SDNY Apr 5 2013) (awarded fees of 30 of $29 million

recovery plus expenses) In re Sanofi-Aventis Sec Litig No 107-cv-10279-GBD slip op at 1

(SDNY Jan 22 2014) (awarded fees of 275 of $40 million recovery plus expenses) Cornwell

v Credit Suisse Grp No 08-cv-03758(VM) slip op at 2 (SDNY July 20 2011) (awarded fees of

275 of $70 million recovery plus expenses) Mass Bricklayers amp Masons Tr Funds v Deutsche

Alt-A Sec Inc No 208-cv-03178-LDW-ARL slip op at 3 (EDNY July 11 2012) (awarded

265 of $325 million recovery plus expenses) In re CIT Grp Inc Sec Litig No 108-cv-06613-

BSJ-THK slip op at 1-2 (SDNY June 13 2012) (awarded 265 of $75 million recovery plus

expenses)5

Another factor favoring the reasonableness of Lead Counselrsquos 25 fee application under the

percentage-of-the-fund method is that this fee was negotiated with and approved by the Lead

Plaintiff an institutional investor charged by the Court and the PSLRA with responsibility for

monitoring Lead Counsel See Chicago Police Decl parapara15-18

The PSLRA was intended to encourage sophisticated and financially-interested investors like

Lead Plaintiff to assume control of securities class actions HR Conf Rep No 104-369 at 32

1995 WL 709276 at 731 (1995) Congress believed that these institutions would be in the best

position to monitor the prosecution of litigation to assess the quality of counselrsquos representation and

to determine a fair fee Here Lead Plaintiff a large institution played an active role in the

Litigation and closely supervised the work of Lead Counsel See Chicago Police Decl parapara7-9

Accordingly Lead Plaintiffrsquos endorsement of the fee request supports its approval See eg Veeco

5 All unreported authorities are attached hereto as Exhibits 1 through 9

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 18 of 34

- 10 - 1308528_1

2007 WL 4115808 at 8 (ldquopublic policy considerations support the award in this case because the

Lead Plaintiff a large public pension fund ndash conscientiously supervised the work of lead counsel

and has approved the fee requestrdquo)

D The Fee Request Is Reasonable Under the Lodestar Method

To ensure the reasonableness of a fee awarded under the percentage-of-the-fund method the

Second Circuit encourages district courts to cross-check the proposed award against counselrsquos

lodestar See Goldberger 209 F3d at 50 Applying the lodestar cross-check underscores and

affirms the reasonableness of the requested percentage ldquoUnder the lodestar method the court must

engage in a two-step analysis first to determine the lodestar the court multiplies the number of

hours each attorney spent on the case by each attorneyrsquos reasonable hourly rate and second the

court adjusts that lodestar figure (by applying a multiplier) to reflect such factors as the risk and

contingent nature of the litigation the result obtained and the quality of the attorneyrsquos workrdquo City

of Providence 2014 WL 1883494 at 13 ldquoCalculation of the lodestar however is simply the

beginning of the analysisrdquo In re Warner Commcrsquons Sec Litig 618 F Supp 735 747 (SDNY

1985) affrsquod 798 F2d 35 (2d Cir 1986) In re Ivan F Boesky Sec Litig 888 F Supp 551 562

(SDNY 1995) Performing the lodestar calculation here confirms that the fee requested by Lead

Counsel is reasonable and should be approved

Lead Counsel and its paraprofessionals have spent in the aggregate 222095 hours in the

prosecution of this case producing a total lodestar amount of $157125275 when multiplied by Lead

Counselrsquos billing rates See the accompanying Declaration of Henry Rosen Filed on Behalf of

Robbins Geller Rudman amp Dowd LLP (ldquoRobbins Geller Declrdquo)6 The amount of attorneysrsquo fees

6 In determining whether the rates are reasonable the Court should take into account the attorneysrsquo professional reputation experience and status Lead Counsel is among the most prominent experienced and well-regarded securities practitioners in the nation Therefore the hourly rates are

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 19 of 34

- 11 - 1308528_1

requested by Lead Counsel herein $3750000 plus interest represents a modest multiplier of 23 to

counselrsquos aggregate lodestar7

The requested 23 multiplier in this Litigation is within the range of multipliers commonly

awarded in securities class actions and other comparable litigation In cases of this nature fees

representing multiples above lodestar are regularly awarded to reflect the contingency-fee risk and

other relevant factors See In re FLAG Telecom Holdings Ltd Sec Litig No 02-CV-3400 (CM)

(PED) 2010 WL 4537550 at 26 (SDNY Nov 8 2010) (ldquolsquoa positive multiplier is typically

applied to the lodestar in recognition of the risk of the litigation the complexity of the issues the

contingent nature of the engagement the skill of the attorneys and other factorsrsquordquo) (citation

omitted) In re Comverse Tech Inc Sec Litig No 06-CV-1825 (NGG) (RER) 2010 WL 2653354

at 5 (EDNY June 24 2010) (ldquoWhere as here counsel has litigated a complex case under a

contingency fee arrangement they are entitled to a fee in excess of the lodestarrdquo)

Indeed in complex contingent litigation lodestar multipliers between 2 and 5 are commonly

awarded See Wal-Mart 396 F3d at 123 (upholding multiplier of 35 as reasonable on appeal)

NECA-IBEW Health amp Welfare Fund v Goldman Sachs amp Co No 108-cv-10783-LAP 2016 WL

3369534 at 1 (SDNY May 2 2016) (awarding fee representing a 39 multiplier) Davis 827 F

Supp 2d at 185 (awarding fee representing multiplier of 53 which was ldquonot atypicalrdquo in similar

cases) Credit Suisse slip op at 4 (awarding fee representing a multiplier of 47) Comverse 2010

WL 2653354 at 5 (awarding fee representing 278 multiplier) Telik 576 F Supp 2d at 590 (ldquoIn

contingent litigation lodestar multiples of over 4 are routinely awarded by courts including this

reasonable here See In re Merrill Lynch amp Co Inc Research Reports Sec Litig No 02 MDL 1484 (JFK) 2007 WL 313474 at 22 (SDNY Feb 1 2007) (approving counselrsquos hourly rates)

7 The Supreme Court and other courts have held that the use of current rates is proper since such rates compensate for inflation and the loss of use of funds See Jenkins 491 US at 283-84

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 20 of 34

- 12 - 1308528_1

Courtrdquo) In re Bisys Sec Litig No 04 Civ 3840 (JSR) 2007 WL 2049726 at 3 (SDNY July

16 2007) (awarding 30 fee representing a 299 multiplier and finding that the multiplier ldquofalls well

within the parameters set in this district and elsewhererdquo) In re AremisSoft Corp Sec Litig 210

FRD 109 135 (DNJ 2002) (43 multiplier was appropriate in light of the contingency risk and

the quality of the result achieved) Maley 186 F Supp 2d at 369 (awarding fee equal to a 465

multiplier which was ldquowell within the range awarded by courts in this Circuit and courts throughout

the countryrdquo)

The lodestarmultiplier is to be used merely as a cross-check on reasonableness To find

otherwise undermines the principles supporting the percentage approach and encourages needless

lodestar-building litigation See In re Ikon Office Sols Inc 194 FRD 166 196 (ED Pa 2000)

(ldquoThe court will not reduce the requested award simply for the sake of doing so when every other

factor ordinarily considered weighs in favor of approving class counselrsquos request of thirty percentrdquo)

Lead Counsel invested substantial time and effort prosecuting this Litigation against Defendants to a

successful completion The requested fee therefore is manifestly reasonable whether calculated as

a percentage of the fund or in relation to Lead Counselrsquos lodestar Moreover as discussed below

each of the factors cited by the Second Circuit in Goldberger also strongly supports a finding that the

requested fee is reasonable

E The Relevant Factors Confirm that the Requested Fee Is Reasonable

In Goldberger the Second Circuit explained that whether the court uses the percentage-of-

the-fund method or the lodestar approach it should continue to consider the traditional criteria that

reflect a reasonable fee in common fund cases including

bull the time and labor expended by counsel

bull the risks of the litigation

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 21 of 34

- 13 - 1308528_1

bull the magnitude and complexity of the litigation

bull the requested fee in relation to the settlement

bull the quality of representation and

bull public policy considerations

Goldberger 209 F3d at 50 Consideration of these factors demonstrates that the requested fee is fair

and reasonable

1 The Time and Labor Expended by Counsel

Lead Counsel has expended substantial time and effort pursuing the Litigation on behalf of

the Class Since the Litigation commenced Lead Counsel and its paraprofessionals devoted over

2200 hours to prosecuting the Classrsquo claims As detailed in the Rosen Declaration submitted

herewith Lead Counsel among other things

bull conducted an extensive factual investigation relating to Defendantsrsquo conduct and the tax avoidance scheme

bull researched the law relevant to the claims asserted including Brazilian tax laws and Defendantsrsquo potential defenses thereto and drafted detailed complaints

bull drafted an opposition to Defendantsrsquo motions to dismiss the Consolidated Complaint

bull consulted with Brazilian attorneys regarding the unique issues raised in the Litigation

bull consulted with experts and consultants in the areas of damages and market efficiency

bull participated in lengthy armrsquos-length settlement negotiations and mediation with Defendants and

bull negotiated and drafted the Stipulation and exhibits thereto as well as the motion for preliminary approval of the Settlement

Rosen Decl parapara3-31 Moreover Lead Counsel with the assistance of its damages expert and in-

house damages consultant prepared the proposed Plan of Allocation Throughout the Litigation

Lead Counsel staffed the matter efficiently and avoided any unnecessary duplication of effort Lead

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 22 of 34

- 14 - 1308528_1

Counselrsquos work in the Litigation will not end with the Courtrsquos approval of the Settlement

Additional hours and resources will necessarily be expended assisting Members of the Class with the

completion and submission of their Proof of Claim and Release forms shepherding the claims

process and responding to Class Member inquiries See Aponte v Comprehensive Health Mgmt

No 10 Civ 4825 (JLC) 2013 WL 1364147 at 6 (SDNY Apr 2 2013) The significant amount

of time and effort devoted to this case by Lead Counsel to obtain a $15 million recovery confirms

that the 25 fee request is reasonable

2 The Risks of the Litigation

a The Contingent Nature of Lead Counselrsquos

Representation Supports the Requested Fee

The risk undertaken in the litigation is often considered the most important Goldberger

factor Goldberger 209 F3d at 54 Comverse 2010 WL 2653354 at 5 Telik 576 F Supp 2d at

592 The Second Circuit has recognized that the risk associated with a case undertaken on a

contingent fee is an important factor in determining an appropriate fee award

No one expects a lawyer whose compensation is contingent upon his success to charge when successful as little as he would charge a client who in advance had agreed to pay for his services regardless of success Nor particularly in complicated cases producing large recoveries is it just to make a fee depend solely on the reasonable amount of time expended

Detroit v Grinnell Corp 495 F2d 448 470 (2d Cir 1974) ldquoLittle about litigation is risk-free and

class actions confront even more substantial risks than other forms of litigationrdquo Teachersrsquo Ret Sys

v ACLN Ltd No 01-CV-11814 (MP) 2004 WL 1087261 at 3 (SDNY May 14 2004) Am

Bank Note 127 F Supp 2d at 433 (concluding it is ldquoappropriate to take this [contingent fee] risk

into account in determining the appropriate fee to awardrdquo) In re Prudential Sec Ltd Prsquoships Litig

985 F Supp 410 417 (SDNY 1997) (ldquoNumerous courts have recognized that the attorneyrsquos

contingent fee risk is an important factor in determining the fee awardrdquo) This risk encompasses not

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 23 of 34

- 15 - 1308528_1

just the risk of no payment but also the risk of underpayment See In re Contrsquol Ill Sec Litig 962

F2d 566 569-70 (7th Cir 1992) (reversing district courtrsquos fee award where court failed to account

for among other things risk of underpayment to counsel) When considering the reasonableness of

attorneysrsquo fees in a contingency action the court should consider the risks of the litigation at the time

the suit was brought See Goldberger 209 F3d at 55 In re Sadia SA Sec Litig No 08 Civ 9528

(SAS) 2011 WL 6825235 at 3 (SDNY Dec 28 2011)

The reasonableness of the requested fee is also supported by an evaluation of the risks

undertaken by Lead Counsel in prosecuting this class action Lead Counsel undertook this Litigation

on a wholly-contingent fee basis investing a substantial amount of time and money to prosecute this

very risky action without a guarantee of compensation or even the recovery of expenses Unlike

Defendantsrsquo counsel who are paid substantial hourly rates and reimbursed for their expenses on a

regular basis Lead Counsel has not been compensated for any time or expenses since this case

began and would have received no compensation or even payment of its expenses had this case not

been successful

From the outset Lead Counsel understood that it was embarking on a complex expensive

and lengthy litigation with no guarantee of ever being compensated for investing the time and money

the case would require In undertaking that responsibility Lead Counsel was obligated to assure that

sufficient attorney and paraprofessional resources were dedicated to prosecuting the Litigation and

that funds were available to compensate staff and to pay for the considerable costs which a case such

as this entails Under these circumstances the financial burden on contingent-fee counsel is far

greater than on a firm that is paid on an ongoing basis

In addition to advancing litigation expenses Lead Counsel faced the possibility that it would

receive no attorneysrsquo fees It is wrong to presume that a law firm handling complex contingent

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 24 of 34

- 16 - 1308528_1

litigation always wins There are numerous instances where in contingent cases such as this one

plaintiffrsquos counsel have expended thousands of hours without receiving any compensation8

Losses in contingent-fee litigations especially those brought under the PSLRA are

exceedingly expensive Lead Counselrsquos assumption of the contingency fee risk strongly supports the

reasonableness of the requested fee See FLAG Telecom 2010 WL 4537550 at 27 (ldquoCourts in the

Second Circuit have recognized that the risk associated with a case undertaken on a contingent fee

basis is an important factor in determining an appropriate fee awardrdquo) In re Marsh ERISA Litig

265 FRD 128 148 (SDNY 2010) (ldquoThere was significant risk of non-payment in this case and

Plaintiffsrsquo Counsel should be rewarded for having borne and successfully overcome that riskrdquo)

b Litigation Risks

While Lead Plaintiff remains confident in its ability to prove its claims and that once the

truth was revealed Class Members suffered legally cognizable losses on their purchases of Gerdau

ADRs during the Class Period it recognizes that its ability to prove liability was far from certain

Rosen Decl parapara33-35 As detailed in the Rosen Declaration and in the Settlement Memorandum

Defendants raised numerous challenges to the materiality scienter and loss causation elements of

8 The risk of no recovery in complex cases of this type is real and is heightened when lead counsel press to achieve the very best result for those they represent There are numerous class actions in which lead counsel expended thousands of hours and yet received no remuneration despite their diligence and expertise See eg Hubbard v BankAtlantic Bancorp Inc 688 F3d 713 725 (11th Cir 2012) (affirming judgment as a matter of law following jury verdict partially in plaintiffsrsquo favor) In re Oracle Corp Sec Litig No C 01-00988-SI 2009 WL 1709050 (ND Cal June 19 2009) affrsquod 627 F3d 376 (9th Cir 2010) (court granted summary judgment for defendants after eight years of litigation after plaintiffsrsquo counsel incurred over $7 million in expenses and worked over 100000 hours representing a lodestar of approximately $40 million) In re JDS Uniphase

Corp Sec Litig No C-02-1486 CW (EDL) 2007 WL 4788556 at 1 (ND Cal Nov 27 2007) (jury verdict for defendants) Robbins v Koger Props 116 F3d 1441 1449 (11th Cir 1997) (jury verdict of $81 million for plaintiffs against an accounting firm reversed on appeal on loss causation grounds and judgment entered for defendant) Anixter v Home-Stake Prod Co 77 F3d 1215 1233 (10th Cir 1996) (Tenth Circuit overturned securities fraud class action jury verdict for plaintiffs in case filed in 1973 and tried in 1988 on basis of 1994 Supreme Court opinion)

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 25 of 34

- 17 - 1308528_1

Lead Plaintiffrsquos claims under the federal securities laws The Individual Defendants also challenged

this Courtrsquos personal jurisdiction over them Obtaining documents and testimony from witnesses in

Brazil would be expensive if possible at all Therefore there was a question whether Lead Plaintiff

would ultimately be able to prove that Defendants who could be sued in this Court acted knowingly

or recklessly made materially false or misleading statements or omissions as required

With respect to proving loss causation Defendants would continue to argue that the declines

in Gerdaursquos ADR price were caused by factors other than Lead Plaintiffrsquos alleged corrective

disclosures Id para369 Defendants would never concede their liability and if their motions to

dismiss were denied would continue to press their defenses at summary judgment and trial Lead

Plaintiff also faced the risk that the Court would deny its motion to certify the Class if the Litigation

reached that stage

c Risk as to Damages

Whether Lead Plaintiff could prove damages also was unsettled Defendants strenuously

disagreed with Lead Plaintiffrsquos damages theories and estimates In order for the Class to recover

damages at the level estimated by Lead Counselrsquos expert it would need to prevail on each and every

one of the claims alleged for the entirety of the Class Period The damage assessments of the

partiesrsquo respective trial experts would be sure to vary substantially and trial would become a ldquobattle

of expertsrdquo The outcome of such battles is never predictable and there existed the very real

possibility that a jury could be swayed by experts for Defendants to minimize the Classrsquo losses or to

show that the losses were attributable to factors other than the alleged misstatements and omissions

Thus even if Lead Plaintiff prevailed as to liability at trial the judgment obtained could well have

been only a fraction of the damages claimed

9 Another litigation risk for Lead Plaintiff was the proper length of the Class Period Id

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 26 of 34

- 18 - 1308528_1

3 The Magnitude and Complexity of the Litigation

The complexity of the litigation is another factor examined by courts evaluating the

reasonableness of attorneysrsquo fees requested by class counsel See Chatelain v Prudential-Bache

Sec 805 F Supp 209 216 (SDNY 1992) It is widely recognized that ldquoshareholder actions are

notoriously complex and difficult to proverdquo See In re Bayer AG Sec Litig No 03 Civ 1546

(WHP) 2008 WL 5336691 at 5 (SDNY Dec 15 2008) see also FLAG Telecom 2010 WL

4537550 at 27 ldquo[S]ecurities actions have become more difficult from a plaintiffrsquos perspective in

the wake of the PSLRArdquo Ikon 194 FRD at 194 see also In re AOL Time Warner Inc Sec amp

ldquoERISArdquo Litig No MDL 1500 2006 WL 903236 at 9 (SDNY Apr 6 2006) (ldquo[T]he legal

requirements for recovery under the securities laws present considerable challenges particularly

with respect to loss causation and the calculation of damages These challenges are exacerbated

where a number of controlling decisions have recently shed new light on the standard for loss

causationrdquo) This case was no exception As described in greater detail in the accompanying

Settlement Memorandum and the Rosen Declaration this Litigation involved a number of difficult

and complex questions concerning liability of foreign defendants and loss causation that would have

required extensive additional efforts by Lead Counsel and further consultation with Brazilian law

tax accounting and economic experts

The trial of liability issues alone would have involved substantial attorney and expert time

the introduction of voluminous documentary and deposition evidence which would require

translation vigorously contested motions and the considerable expenditures of judicial resources

Because this case revolved around ldquodifficult complex hotly disputed and expert-intensive issuesrdquo

this factor favors awarding a 25 fee City of Providence 2014 WL 1883494 at 16

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 27 of 34

- 19 - 1308528_1

4 The Quality of Representation Supports the Requested Fee

The quality of the representation by Lead Counsel is another important factor that supports

the reasonableness of the requested fee Lead Counsel submits that the quality of the representation

here is best evidenced by the quality of the result achieved See Settlement Memorandum at 18-19

see also FLAG Telecom 2010 WL 4537550 at 28 Bisys 2007 WL 2049726 at 3 It took a great

deal of skill to achieve a settlement at this level in this particular case Lead Counsel is a nationally

known leader in the fields of securities class actions and complex litigation This is attributable to

the diligence determination hard work and reputation of counsel who developed litigated and

successfully negotiated the Settlement of this Litigation and a substantial immediate cash recovery in

a very difficult case without the risk of further litigation See Teachersrsquo Ret Sys 2004 WL

1087261 at 6

Finally courts repeatedly recognize that the quality of the opposition faced by plaintiffsrsquo

counsel should also be taken into consideration in assessing the quality of counselrsquos performance

See eg BioScrip 2017 US Dist LEXIS 118881 at 73 (ldquo[O]pposing counsel in this case was

itself highly skilled a factor courts have considered in approving feesrdquo) Marsh ERISA 265 FRD

at 148 (ldquoThe high quality of defense counsel opposing Plaintiffsrsquo efforts further proves the caliber of

representation that was necessary to achieve the Settlementrdquo) Veeco 2007 WL 4115808 at 7

(among the factors supporting a 30 award of attorneysrsquo fees was that defendants were represented

by ldquoone of the countryrsquos largest law firmsrdquo) Here Defendants are represented by lawyers from

Skadden Arps Slate Meagher amp Flom LLP and Kramer Levin Naftalis amp Frankel LLP highly

respected law firms who presented very skilled defenses and spared no effort in representing their

clients Notwithstanding this formidable opposition Lead Counselrsquos ability to present a strong case

and to demonstrate its willingness to continue to vigorously prosecute the Litigation through trial

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 28 of 34

- 20 - 1308528_1

and then inevitable appeals enabled Lead Counsel to achieve a very favorable Settlement for the

benefit of the Class

5 Public Policy Considerations

A strong public policy concern exists for rewarding firms for bringing successful securities

litigation See FLAG Telecom 2010 WL 4537550 at 29 (if the ldquoimportant public policy [of

enforcing the securities laws] is to be carried out the courts should award fees which will adequately

compensate Lead Counsel for the value of their efforts taking into account the enormous risks they

undertookrdquo) Maley 186 F Supp 2d at 373 (ldquoIn considering an award of attorneyrsquos fees the public

policy of vigorously enforcing the federal securities laws must be consideredrdquo) Hicks 2005 WL

2757792 at 9 (ldquolsquoTo make certain that the public is represented by talented and experienced trial

counsel the remuneration should be both fair and rewardingrsquordquo) (citation omitted) Accordingly

public policy favors granting Lead Counselrsquos fee and expense application here

6 The Classrsquo Reaction to the Fee Request to Date Supports the

Requested Fee

To date the Claims Administrator has sent over 36900 copies of the Notice to potential

Class Members and nominees informing them inter alia that Lead Counsel intended to apply to the

Court for an award of attorneysrsquo fees in an amount not to exceed 25 of the total recovery plus

expenses not to exceed $200000 plus interest on both amounts10 The time to object to the fee

request expires on September 29 2017 To date just one week before the objection deadline not a

single objection to the fee and expense amounts set forth in the Notice has been received Such a

ldquolow level of objection is a lsquorare phenomenonrsquordquo In re Rite Aid Corp Sec Litig 396 F3d 294 305

(3d Cir 2005) (citation omitted) Moreover ldquoa significant number of investors in the class were

10 See Declaration of Carole K Sylvester Regarding Notice Dissemination Publication and Requests for Exclusion Received to Date para11 and Ex A (ldquoSylvester Declrdquo) submitted herewith

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 29 of 34

- 21 - 1308528_1

lsquosophisticatedrsquo institutional investors that had considerable financial incentive to object [to the

settlement] had they believed [the settlement was unfair or] the requested fees were excessiverdquo Id

Additionally the Lead Plaintiff supports the fee request See Chicago Police Decl para17 The fact

that no objections were received is compelling evidence of the fairness of the fee request

IV LEAD COUNSELrsquoS EXPENSES WERE REASONABLY INCURRED AND

NECESSARY TO THE PROSECUTION OF THIS LITIGATION

Lead Counsel also respectfully requests an award of $16273405 in expenses incurred while

prosecuting the Litigation Lead Counsel has submitted a declaration regarding these modest

expenses which are properly recovered by counsel See accompanying Robbins Geller Decl See

eg In re China Sunergy Sec Litig No 07 Civ 7895 (DAB) 2011 WL 1899715 at 6 (SDNY

May 13 2011) (in a class action attorneys should be compensated ldquofor reasonable out-of-pocket

expenses incurred and customarily charged to their clients as long as they were lsquoincidental and

necessary to the representationrsquordquo) (citation omitted) FLAG Telecom 2010 WL 4537550 at 30 (ldquoIt

is well accepted that counsel who create a common fund are entitled to the reimbursement of

expenses that they advanced to a classrdquo) In re Indep Energy Holdings PLC Sec Litig 302

F Supp 2d 180 183 n3 (SDNY 2003) (court may compensate class counsel for reasonable

expenses necessary to the representation of the class)

Counselrsquos expenses include the costs of hiring experts and consultants travel mediating the

Classrsquo claims and computerized research A complete breakdown by category of the expenses

incurred is set forth in the Robbins Geller Declaration These expenses were critical to Lead

Plaintiffrsquos success in achieving the Settlement See Global Crossing 225 FRD at 468 (ldquoThe

expenses incurred ndash which include investigative and expert witnesses filing fees service of process

travel legal research and document production and review ndash are the type for which lsquothe paying

armsrsquo length marketrsquo reimburses attorneys [f]or this reason they are properly chargeable to the

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 30 of 34

- 22 - 1308528_1

Settlement fundrdquo) Not a single objection to the expense amount set forth in the Notice has been

received Accordingly Lead Counsel respectfully requests payment for these expenses plus interest

earned on such amount at the same rate as that earned by the Settlement

V LEAD PLAINTIFF SHOULD BE AWARDED ITS REASONABLE TIME

AND EXPENSES UNDER 15 USC sect78u-4(a)(4)

Lead Plaintiff seeks approval for an award of $3765 for the time it spent directly relating to

its representation of the Class The PSLRA specifically provides that an ldquoaward of reasonable costs

and expenses (including lost wages) directly relating to the representation of the classrdquo may be made

to ldquoany representative party serving on behalf of a classrdquo 15 USC sect78u-4(a)(4)

The Lead Plaintiff dedicated time to the Litigation by reviewing significant pleadings and

briefs in the Litigation communicating regularly with Lead Counsel and monitoring the progress of

settlement negotiations See Chicago Police Decl para20 Numerous courts have approved reasonable

awards to compensate lead plaintiffs for the time and effort they spent on behalf of a class See

Kinross Gold 2015 US Dist LEXIS 181932 at 14 (awarding $1680011 to lead plaintiff and

additional named plaintiffs ldquoto compensate them for their reasonable costs and expenses directly

relating to their representation of the Classrdquo) In re Intercept Pharms Inc Sec Litig No 114-cv-

01123-NRB slip op at 1 (SDNY Oct 20 2016) (awarding $527500 and $740125 to lead

plaintiffs ldquodirectly relating to the representation of the Classrdquo) Hicks 2005 WL 2757792 at 10

(ldquoCourts in this Circuit routinely award such costs and expenses both to reimburse the named

plaintiffs for expenses incurred through their involvement with the action and lost wages as well as

to provide an incentive for such plaintiffs to remain involved in the litigation and to incur such

expenses in the first placerdquo)

Lead Plaintiff took an active role with the prosecution of the Litigation These are precisely

the types of activities that courts have found to support awards to class representatives See eg In

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 31 of 34

- 23 - 1308528_1

re Am Intrsquol Grp Inc No 04 Civ 8141 (DAB) 2010 WL 5060697 at 3 (SDNY Dec 2 2010)

(granting PSLRA award of $30000 to institutional lead plaintiffs ldquoto compensate them for the time

and effort they devoted on behalf of a classrdquo) FLAG Telecom 2010 WL 4537550 at 31 (approving

award of $100000 to lead plaintiff for time spent in the litigation) Veeco 2007 WL 4115808 at 12

(characterizing such awards as ldquolsquoroutine[]rsquordquo in this Circuit) (citation omitted)

The Notice sufficiently informed potential Class Members that such expenses would be

sought Sylvester Decl Ex A at 2 The modest request by Lead Plaintiff is supported by

declaration is reasonable and fully justified under the PSLRA and should be granted There have

been no objections to this request

VI CONCLUSION

Based on the foregoing and the entire record herein Lead Counsel respectfully requests that

the Court award attorneysrsquo fees of 25 of the $15 million recovery plus expenses in the amount of

$16273405 plus interest on both amounts and $3765 to Lead Plaintiff

DATED September 22 2017 Respectfully submitted

s Ellen Gusikoff Stewart

Henry Rosen Ellen Gusikoff Stewart Susannah R Conn ROBBINS GELLER RUDMAN amp DOWD LLP 655 West Broadway Suite 1900 San Diego CA 92101 Telephone 619231-1058 619231-7423 (fax) henryrrgrdlawcom ellengrgrdlawcom sconnrgrdlawcom

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 32 of 34

- 24 - 1308528_1

Samuel H Rudman David A Rosenfeld ROBBINS GELLER RUDMAN amp DOWD LLP 58 South Service Road Suite 200 Melville NY 11747 Telephone 631367-7100 631367-1173 (fax) srudmanrgrdlawcom drosenfeldrgrdlawcom

Christopher C Gold ROBBINS GELLER RUDMAN amp DOWD LLP 120 East Palmetto Park Road Suite 500 Boca Raton FL 33432 Telephone 561750-3000 561750-3364 (fax) cgoldrgrdlawcom

Lead Counsel for Plaintiff

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 33 of 34

CERTIFICATE OF SERVICE

I Ellen Gusikoff Stewart hereby certify that on September 22 2017 I caused a true and

correct copy of the attached

Memorandum of Law in Support of Lead Counselrsquos Motion for an Award of Attorneysrsquo Fees and Expenses and Award to Lead Plaintiff Pursuant to 15 USC sect78u-4(a)(4)

to be electronically filed with the Clerk of the Court using the CMECF system which will send

notification of such public filings to all counsel registered to receive such notice

s Ellen Gusikoff Stewart

ELLEN GUSIKOFF STEWART

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 34 of 34

EXHIBIT 1

Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 1 of 5

UNITED STATES DISTRICT COURTSOUTHERN DISTRICT OF NEW YORK

xZUBAIR PATEL Individually and on Behalf of All Others Similarly Situated

Plaintiff

vs

L-3 COMMUNICATIONS HOLDINGS INC et al

Defendants

x

Civil Action No 114-cv-06038-VEC(Consolidated)

CLASS ACTION

REVISED [PROPOSED] ORDER AWARDING ATTORNEYSrsquo FEES AND EXPENSES AND AWARDS TO LEAD PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 1 of 4

81717

USDC SDNY DOCUMENT ELECTRONICALLY FILED DOC DATE FILED

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 1 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 2 of 5

- 1 -

This matter having come before the Court on August 16 2017 on the motion of Lead

Counsel for an award of attorneysrsquo fees and expenses (the ldquoFee Motionrdquo) the Court having

considered all papers filed and proceedings conducted herein having found the Settlement of this

Litigation to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Stipulation of Settlement

dated February 22 2017 (the ldquoStipulationrdquo) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 Notice of Lead Counselrsquos Fee Motion was given to all Class Members who could be

located with reasonable effort The form and method of notifying the Class of the Fee Motion met

the requirements of Rule 23 of the Federal Rules of Civil Procedure and 15 USC sect78u-4(a)(7) the

Securities Exchange Act of 1934 as amended by the Private Securities Litigation Reform Act of

1995 due process and any other applicable law constituted the best notice practicable under the

circumstances and constituted due and sufficient notice to all persons and entities entitled thereto

4 The Court hereby awards Lead Counsel attorneysrsquo fees of 25 of the Settlement

Fund (or $8625000) plus expenses in the amount of $47598074 together with the interest earned

on both amounts for the same time period and at the same rate as that earned on the Settlement Fund

until paid The Court finds that the amount of fees awarded is appropriate and that the amount of

fees awarded is fair and reasonable under the ldquopercentage-of-recoveryrdquo method

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 2 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 2 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 3 of 5

- 2 -

5 The fees and expenses shall be allocated amongst Lead Plaintiffsrsquo Counsel in a

manner that Lead Counsel in good faith believes reflects the contributions of such counsel to the

prosecution and settlement of the Litigation

6 The awarded attorneysrsquo fees and expenses and interest earned thereon shall be paid to

Lead Counsel subject to the terms conditions and obligations of the Stipulation and in particular

para62 thereof which terms conditions and obligations are incorporated herein

7 In making this award of fees and expenses to Lead Counsel the Court has considered

and found that

(a) the Settlement has created a fund of $34500000 in cash that is already on

deposit and numerous Class Members who submit or have submitted valid Proof of Claim and

Release forms will benefit from the Settlement created by Lead Counsel

(b) over 47000 copies of the Notice were disseminated to Class Members

indicating that Lead Counsel would move for attorneysrsquo fees in the amount of 25 of the Settlement

Fund and for expenses in an amount not to exceed $600000 and no objections to the fees or

expenses were filed by Class Members

(c) Lead Counsel has pursued the Litigation and achieved the Settlement with

skill perseverance and diligent advocacy

(d) Lead Counsel has expended substantial time and effort pursuing the Litigation

on behalf of the Class

(e) Lead Counsel pursued the Litigation on a contingent basis having received no

compensation during the Litigation and any fee amount has been contingent on the result achieved

(f) the Litigation involves complex factual and legal issues and in the absence of

settlement would involve lengthy proceedings whose resolution would be uncertain

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 3 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 3 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 4 of 5

- 3 -

(g) had Lead Counsel not achieved the Settlement there would remain a

significant risk that the Class may have recovered less or nothing from Defendants

(h) Lead Counsel has devoted over 8500 hours with a lodestar value of

$439142350 to achieve the Settlement

(i) public policy concerns favor the award of reasonable attorneysrsquo fees and

expenses in securities class action litigation and

(j) the attorneysrsquo fees and expenses awarded are fair and reasonable and

consistent with awards in similar cases within the Second Circuit

8 Any appeal or any challenge affecting this Courtrsquos approval regarding the Fee Motion

shall in no way disturb or affect the finality of the Judgment entered with respect to the Settlement

9 Pursuant to 15 USC sect78u-4(a)(4) the Court awards the following amounts to Lead

Plaintiffs for the time they spent directly related to their representation of the Class $39000 to City

of Pontiac General Employeesrsquo Retirement System $86000 to Local 1205 Pension Plan and

$100000 to City of Taylor Police and Fire Retirement System

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this Order shall be

rendered null and void to the extent provided in the Stipulation and shall be vacated in accordance

with the Stipulation

IT IS SO ORDERED

DATED ______________________ ________________________________________THE HONORABLE VALERIE E CAPRONIUNITED STATES DISTRICT JUDGE

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 4 of 4

August 17 2017

___________________________________________ _________E HONORABLE VALEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEERIE E CA

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 4 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 5 of 5

EXHIBIT 2

Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 1 of 10

rus1$$i)Ny I DOCUMENT

ELECTRONICALLY FILED DOC

SOUTHERN DISTRICT OF NEW YORK

UNITED STATES DISTRICT COURT

d a t e b Z l セ e セ d M Z セ セ セ ャ M セ------------------___________ x セ セ セ セ セ セ セ ] ] セ セ セ セ

LAND MEN PARTNERS INC Individually Civil Action No 08-cv-03601-HBshy

and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff FINAL JUDGMENT AND ORDER OF

vs DISMISSAL WITH PREJUDICE

THE BLACKSTONE GROUP LP et aI

Defendants

---------------------------------x

This matter came before the Court for hearing pursuant to the Order Preliminarily Approving

Settlement and Providing for Notice to the Class (Notice Order) dated August 30 2013 on the

unopposed application ofLead Plaintiffs for approval of the Settlement set forth in the Settlement

Agreement dated August 28 2013 (Stipulation) and following a hearing on December 18 2013

Due and adequate notice having been given to the Class as required in said Order and the Court

having considered all papers filed and proceedings had herein and otherwise being fully informed in

the premises and good cause appearing therefor

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Final Judgment incorporates by reference the definitions in the Stipulation and

all terms used herein shall have the same meanings as set forth in the Stipulation unless otherwise

set forth herein

2 This Court has jurisdiction over the subject matter ofthe Action and over all Settling

Parties to the Action including all members of the Class

3 For purposes ofthis Judgment as certified by the Court s August 13 2013 Order the

Class is defined as all Persons who purchased the common units of The Blackstone Group LP

(Blackstone) in Blackstones initial public offering (IPO) or in the open market on the New

- 1 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 1 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 2 of 10

York Stock Exchange between June 21 2007 and March 12 2008 inclusive and who sustained

compensable damages in connection with any such purchase of Blackstone units pursuant to

Sections 11 and 15 of the Securities Act of 1933

Excluded from the Class are (i) the persons who submitted valid and timely requests for

exclusion from the Class who are listed on Exhibit A hereto (ii) Defendants (iii) members of the

immediate family ofeach ofthe Defendants (iv) any Person that acted as an underwriter ofthe IPO

(v) any natural Person who sold Blackstone common units to the public in the IPO or who serves or

served as an officer or director ofBlackstone or as a partner of any predecessor to Blackstone the

members of the immediate families ofany such persons and any entity in which any ofDefendants

have or had a controlling interest and (vi) the legal representatives agents affiliates heirs

successors-in-interest or assigns of any such excluded Person (collectively Excluded Persons)

For the avoidance of doubt the Excluded Persons are excluded from the Class only to the

extent they purchased Blackstone common units in the IPO for their own account and not for or on

behalf of a third-party customer or for resale to customers Further to the extent that any of the

Excluded Persons was a statutory seller who resold the Blackstone common units to a third-party

customer client account fund trust or employee benefit plan that otherwise falls within the Class

or purchased Blackstone common units in a fiduciary capacity or otherwise on behalf ofany thirdshy

party customer client account fund trust or employee benefit plan that falls within the Class the

Excluded Person is excluded from the Class but the third-party customer client account fund trust

or employee benefit plan is not excluded from the Class with respect to such purchases of

Blackstone common units

4 For purposes of this Judgment as certified by the Courts August 132013 Order

Lead Plaintiffs Martin Litwin and Francis Brady are Class Representatives and Lead Counsel

- 2 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 2 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 3 of 10

Robbins Geller Rudman amp Dowd LLP and Brower Piven A Professional Corporation are Class

Counsel

5 Pursuant to Federal Rule of Civil Procedure 23 this Court hereby approves the

Settlement set forth in the Stipulation and finds that the Settlement is in all respects fair reasonable

and adequate to the Class There are no objections to the proposed Settlement

6 Pursuant to Rule 23 of the Federal Rules ofCivil Procedure the Court finds that the

Stipulation and Settlement are fair reasonable and adequate as to each ofthe Settling Parties and

that the Stipulation and Settlement are hereby finally approved in all respects and the Settling

Parties are hereby directed to perform its terms

7 Accordingly the Court authorizes and directs implementation of all the terms and

provisions of the Stipulation as well as the terms and provisions hereof The Court hereby

dismisses as to Defendants the Action and all Released Claims ofthe Class with prejudice without

costs as to any Settling Party except as and to the extent provided in the Stipulation and herein

8 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

shall and each of the Class Members shall be deemed to have and by operation ofthis Judgment

shall have fully finally and forever released relinquished and discharged all Released Claims

against the Released Persons whether or not such Class Member executes and delivers the Proof of

Claim and Release

9 Upon the Effective Date hereof and as provided in the Stipulation each of the

Released Persons shall be deemed to have and by operation of this Judgment shall have fully

finally and forever released relinquished and discharged Lead Plaintiffs each and all of the Class

Members Lead Counsel and Abraham Fruchter amp Twersky LLP from all claims (including without

- 3 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 3 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 4 of 10

limitation Unknown Claims) arising out of relating to or in connection with the institution

prosecution assertion settlement or resolution of the Action

10 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

and each of the Class Members who have not validly opted out of the Class and their respective

predecessors successors agents representatives attorneys and affiliates and the respective heirs

executors administrators successors and assigns of each of them directly or indirectly

individually derivatively representatively or in any other capacity shall be deemed to have and by

operation of the Judgment shall have fully finally and forever released relinquished and

discharged against the Released Persons (whether or not such Class Members execute and deliver

the Proof of Claim and Release forms) any and all Released Claims (including without limitation

Unknown Claims) as well as any claims arising out of relating to or in connection with the

defense settlement or resolution of the Action or the Released Claims

11 Upon the Effective Date Lead Plaintiffs and each of the Class Members who have

not validly opted out of the Class and their respective predecessors successors agents

representatives attorneys and affiliates and the respective heirs executors administrators

successors and assigns of each of them directly or indirectly individually derivatively

representatively or in any other capacity shall be permanently barred and enjoined from the

assertion institution maintenance prosecution or enforcement against any Released Person in any

state or federal court or arbitral forum or in the court of any foreign jurisdiction of any and all

Released Claims (including without limitation Unknown Claims) as well as any claims arising out

of relating to or in connection with the defense settlement or resolution of the Action or the

Released Claims

- 4 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 4 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 5 of 10

12 The Notice ofProposed Settlement ofClass Action (Notice) given to the Class in

accordance with the Notice Order entered on August 30 2013 was the best notice practicable under

the circumstances including the individual notice to all members of the Class who could be

identified through reasonable effort ofthe proceedings and ofthe matters set forth therein including

the proposed Settlement set forth in the Stipulation the proposed Plan of Distribution of the

proceeds ofthe Settlement set forth in the Notice Lead Counsels application for attorneys fees and

reimbursement of expenses and Lead Plaintiffs request for an award of reasonable costs and

expenses relating to their representation of the Class and said Notice and notice procedures fully

satisfied the requirements of Federal Rule of Civil Procedure 23 the Private Securities Litigation

Reform Act of 1995 and the requirements of due process There are no objections to the Notice

andor notice procedures

13 The Court hereby approves the Plan ofDistribution as set forth in the Notice as fair

and equitable The Court directs Lead Counsel to proceed with processing Proofs ofClaim and the

administration of the Settlement pursuant to the terms of the Plan of Distribution and upon

completion ofthe claims processing procedure to present to this Court a proposed final distribution

order for the distribution of the Net Settlement Fund to eligible Class Members as provided in the

Stipulation and the Plan of Distribution There are no objections to the Plan of Distribution

14 The Court hereby awards Lead Counsel attorneys fees equal to 3333 percent of

the Settlement Fund (including interest accrued thereon) and litigation expenses in the amount of

$104700577 with interest to accrue thereon at the same rate and for the same periods as has

accrued by the Settlement Fund from the date ofthis Judgment to the date ofactual payment of said

attorneys fees and expenses to Lead Counsel as provided in the Stipulation The Court finds the

amount of attorneys fees awarded herein are fair and reasonable based on (a) the work performed

- 5 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 5 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 6 of 10

and costs incurred by Lead Counsel (b) the complexity ofthe case (c) the risks undertaken by Lead

Counsel and the contingent nature of their employment (d) the quality of the work performed by

Lead Counsel in this Action and their standing and experience in prosecuting similar class action

securities litigation (e) awards to successful plaintiffs counsel in other similar litigation (f) the

benefits achieved for Class Members through the Settlement and (g) the absence ofany objections

from any Class Members to either the application for an award ofattorneys fees or expenses to Lead

Counsel

15 The Court also fmds that the requested expenses are proper as the expenses incurred

by Lead Counsel including the costs ofexperts were reasonable and necessary in the prosecution of

this Action on behalf of Class Members There are no objections to Lead Counsels application for

reimbursement of their expenses

16 The Court approves payment of$1500000 to Lead Plaintiff Martin Litwin for his

reasonable time and expenses (including lost wages) relating to their representation of the Class

Such payment shall be paid out of the Settlement Fund There are no objections to Lead Plaintiff

Litwins application for reimbursement ofhis costs and expenses

17 All fees and expenses awarded or allowed in this Judgment shall except as otherwise

expressly provided in the Stipulation be paid from the Settlement Fund

18 Lead Counsel may apply from time to time for any fees andor expenses incurred by

them solely in connection with the administration of the Settlement and distribution of the Net

Settlement Fund to Class Members which except as expressly provided in the Stipulation shall be

paid from the Settlement Fund

19 Neither appellate review nor modification ofthe Plan ofDistribution set forth in the

Notice nor any action in regard to the motion by Lead Counsel for attorneys fees andor expenses

- 6 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 6 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 7 of 10

and the award ofcosts and expenses to Lead Plaintiffs shall affect the fmality ofany other portion of

this Judgment nor delay the Effective Date ofthe Stipulation and each shall be considered separate

for the purposes of appellate review of this Judgment

20 Neither the Stipulation nor the Settlement contained therein nor any act performed or

document executed pursuant to or in furtherance of the Stipulation or the Settlement (a) is or may be

deemed to be or may be used as an admission of or evidence of the validity ofany Released Claim

or ofany wrongdoing or liability of the Released Persons or (b) is or may be deemed to be or may

be used as an admission of or evidence of any fault or omission of any of the Defendants or the

Released Persons in any civil criminal or administrative proceeding in any court administrative

agency or other tribunal Defendants andor the Released Persons may file the Stipulation andor

this Judgment from this Action in any other action in which they are parties or that may be brought

against them in order to support a defense claim or counterclaim based on principles of res

judicata collateral estoppel release good faith settlement judgment bar or reduction or any theory

of claim preclusion or issue preclusion or similar defense or counterclaim

21 Without affecting the finality ofthis Judgment in any way this Court hereby retains

continuing exclusive jurisdiction over (a) implementation of this Settlement and any award or

distribution of the Settlement Fund including interest earned thereon (b) disposition of the

Settlement Fund (c) hearing and determining applications for attorneys fees interest and expenses

in the Action (d) payment of taxes by the Settlement Fund (e) all Settling Parties hereto for the

purpose ofconstruing enforcing and administering the Stipulation and (f) any other matters related

to finalizing the Settlement and distribution of proceeds of the Settlement

22 In the event that the Settlement does not become effective in accordance with the

terms of the Stipulation or the Effective Date does not occur or in the event that the Settlement

- 7 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 7 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 8 of 10

Fund or any portion thereof is returned to Defendants then this Judgment shall be rendered null and

void to the extent provided by and in accordance with the Stipulation and shall be vacated and in

such event all orders entered and releases delivered in connection herewith shall be null and void to

the extent provided by and in accordance with the StipUlation

23 Without further order of the Court the Settling Parties may agree to reasonable

extensions of time to carry out any of the provisions of the Stipulation

24 The Court finds that during the course of the Action the Settling Parties and their

respective counsel at all times complied with the requirements of Rule 11 of the Federal Rules of

Civil Procedure

25 The Court directs immediate entry of this Final Judgment by the Clerk ofthe Court

DATED Ok 10 2 TEO aRABLE HAROLD A R JR

UNITED STATES DISTRICT JUDGE

- 8 shy

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EXHIBIT A

BLACKSTONE LIST OF EXCLUSIONS

Name

1 lINA HU

2 ESTATE OF ANTHONY J FABEC

3 WILLIAM PATTERSON

4 MARY AN N SHOTWELL

5 RICHARD A LEWIS

6 JOHN MERCADENTE JR

7 DOUGLAS BARHORST

8 PATRICIA G NORMAN

9 ESTATE OF RICHARD A NORMAN

10 ROBERT W DUER

11 ANIBAL MARRERO

12 RUSS D SONNIER

13 MARCUS E ampJOANNE R NORTH

14 SUZANNE EMETAROM

15 WILLIAM W amp FRANCES E MAIN

16 ANTHONY BRIENZA

17 SHU HAO HUANG

18 KENNETH 0 PARRIS

19 DUFF S MCEVERS

20 SHERRIE L FRANTZ

21 DEBBIE CRINK

22 MARK A SUMMERS

23 PAULINE MEYEROWITZ

24 ANDREW WAHL

City

OSHAWA

WILLOUGHBY HILLS

KINGS MOUNTAIN

VIRGILINA

BULLARD

READING

SIDNEY

KEARNEY

KEARNEY

ALTA LOMA

CORAL GABLES

NEW YORK

VICTORIA

WALNUT CREEK

ROBERTS

COLD SPRING HARBOR

SNOHOMISH

ATHENS

LAGUNA NIGUEL

EUGENE

OMAHA

MINNETRISTA

FT LAUDERDALE

SAN FRANCISCO

St Country セ

ON CA lIJ7C6

OH US 44094

NC US 28086

VA US 24598

TX US 75757

PA US 19606

OH US 45365

NE US 68845

NE US 68845

CA US 91701

FL US 33134

NY US 10150

TX US 77905

CA US 94595

MT US 59070

NY US 11724

WA US 98296

GA US 30604

CA US 92677

OR US 97404

NE US 68138

MN US 55364

FL US 33308

CA US 94115

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 9 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 10 of 10

EXHIBIT 3

Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 1 of 4

UNITED STATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

--------_____________________ x

THE BOARD OF TRUSTEES OF THE Civil Action No 09-cv-09333-KBF

OPERA TING ENGINEERS PENSION

TRUST on Behalf of Itself and All Others CLASS ACTION

Similarly Situated [PROPOSES] ORDER A WARDING

Plaintiffs ATTORNEYS FEES EXPENSES AND

CASE CONTRIBUTION A WARD TO LEAD

vs PLAINTIFF

JPMORGAN CHASE BANK NATIONAL

ASSOCIATIOt USDCSDNY

DOCUMENTDefendant

ELECTRONICALLY FILED ---------------- x DOC

DATE f M i l M e M d セ ャ エ i o B B B v エ M R B B G エ M ョ M B G Q G Q Q R P セ Q M S

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 1 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 2 of 4

This matter having come before the Court on November 19 2013 on the motion of Lead

Counsel for an award ofattorneys fees and expenses in the litigation and a case contribution award

to Lead Plaintiff the Court having considered all papers filed and proceedings condueted herein

having found the settlement of this Action to be fair reasonable and adequate and otherwise being

fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by referenee the definitions in the Stipulation of Settlement

dated August 16 2013 and all capitalized terms used but not defined herein shall have the same

meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto ineluding all members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount ofS47702453 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-reeovery method

4 The fees and expenses shall be allocated among Plaintiffs Counsel in a manner

which in Lead Counsels good-faith judgment ret1ects each such counsels contribution to the

institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Lead Counsel subject to the terms conditions and obligations of the

- 1 shy

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 2 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 3 of 4

Stipulation and in particular セ Q R R thereof which terms conditions and obligations are incorporated

herein

6 The Court hereby awards Lead Plaintiff Board ofTrustees of the Operating Engineers

Pension Trust $25000 for its time and expense in representing the Class This case contribution

award shall be paid to Lead Plaintiff on or after the Effective Date subject to the terms conditions

and obligations of the Stipulation and in particular セ R S thereof which terms conditions and

obligations are incorporated herein

IT IS SO ORDERED

THE HONORABLE KATHERINE B FORREST

UNITED STATES DISTRICT JUDGE

- 2

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 3 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 4 of 4

EXHIBIT 4

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 1 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

CITILINE HOLDINGS INC Individually Civil Action No 108-cv-03612-RJS and On Behalf of All Others Similarly Situated (Consolidated)

Plaintiff CLASS ACTION

vs

ISTAR FINANCIAL INC et al

Defendants

x

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

E Albdquo

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 2 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 2 of 3

This matter having come before the Court on April 5 2013 on the motion of Co-Lead

Counsel for an award of attorneys fees and expenses in the Litigation the Court having considered

all papers filed and proceedings conducted herein having found the settlement of this action to be

fair reasonable and adequate and otherwise being fully informed in the premises and good cause

appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 5 2012 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Co-Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount of $23490171 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among Lead Plaintiffs counsel in a manner

which in Co-Lead Counsels good-faith judgment reflects each such counsels contribution to the

institution prosecution and resolution of the Litigation

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 3 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 3 of 3

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Co-Lead Counsel subject to the terms conditions and obligations of the

Stipulation and in particular para62-63 thereof which terms conditions and obligations are

incorporated herein

SO ORDERED

-2-

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 4 of 4

EXHIBIT 5

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 1 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 1 of 4

UNITED ST ATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

In re SANOFI-AVENTIS SECURITIES

LITIGATION

This Document Relates To

ALL ACTIONS

---middotmiddotmiddot-----middot--------x

i

11

middot middot FlLBD I l

JAN 2 2QJ4-~ Civil Action No 107tv-10279-GBD

CLASS ACTION f middot middot

ECFCASE

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND AN

AWARD TO PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

903068_ l

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 2 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 2 of 4

This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 3 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 3 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 17: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

- 8 - 1308528_1

Lead Counsel attorneysrsquo fees based on a percentage of the fund The percentage approach not only

directly aligns the interests of counsel and the class (Elliot v Leatherstocking Corp No 310-CV-

0934 (MADDEP) 2012 WL 6024572 at 5 (NDNY Dec 4 2012)) it also recognizes that the

quality of counselrsquos services is measured best by the results achieved and ldquocan serve as a proxy for

the market in setting counsel feesrdquo Am Bank Note 127 F Supp 2d at 432

C The Requested Attorneysrsquo Fees Are Reasonable Under the

Percentage-of-the-Fund Method

The Supreme Court has recognized that an appropriate Court-awarded fee is intended to

approximate what counsel would receive if they were bargaining for the services in the marketplace

See Missouri v Jenkins 491 US 274 285-86 (1989) If this were a non-class action the customary

fee arrangement would be contingent and in the range of 33 of the recovery See Blum 465 US at

904 (ldquoIn tort suits an attorney might receive one-third of whatever amount the plaintiff recovers In

those cases therefore the fee is directly proportional to the recoveryrdquo) (Brennan J concurring)

The requested 25 fee is well within the range of percentage fees awarded within the Second

Circuit in other comparable securities and antitrust cases See eg In re BioScrip Inc Sec Litig

No 13-cv-6922 (AJN) 2017 US Dist LEXIS 118881 at 58 (SDNY July 26 2017) (awarding

25 of $10900000 settlement fund finding that such an award ldquolsquofalls within the range of

percentages regularly awarded inrsquo analogous common fund casesrdquo) (citation omitted) Patel v L-3

Commcrsquons Holdings Inc No 114-cv-06038-VEC slip op at 1 (SDNY Aug 17 2017)

(awarding 25 of $345 million settlement) City of Austin Police Ret Sys v Kinross Gold Corp

No 112-cv-01203-VEC 2015 US Dist LEXIS 181932 at 12 (SDNY Oct 15 2015) (awarded

fees of 30 of $33 million recovery plus expenses) Landmen Partners Inc v Blackstone Grp LP

No 08-cv-03601-HB-FM slip op at 5 (SDNY Dec 18 2013) (awarded fees of 33-13 of $85

million recovery plus expenses) Bd of Trs of the Operating Engrsquors Pension Tr v JPMorgan

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 17 of 34

- 9 - 1308528_1

Chase Bank Natrsquol Assrsquon No 09-cv-09333-KBF slip op at 1 (SDNY Nov 20 2013) (awarded

fees of 30 of $23 million recovery plus expenses) Citiline Holdings Inc v iStar Fin Inc No

108-cv-03612-RJS slip op at 1 (SDNY Apr 5 2013) (awarded fees of 30 of $29 million

recovery plus expenses) In re Sanofi-Aventis Sec Litig No 107-cv-10279-GBD slip op at 1

(SDNY Jan 22 2014) (awarded fees of 275 of $40 million recovery plus expenses) Cornwell

v Credit Suisse Grp No 08-cv-03758(VM) slip op at 2 (SDNY July 20 2011) (awarded fees of

275 of $70 million recovery plus expenses) Mass Bricklayers amp Masons Tr Funds v Deutsche

Alt-A Sec Inc No 208-cv-03178-LDW-ARL slip op at 3 (EDNY July 11 2012) (awarded

265 of $325 million recovery plus expenses) In re CIT Grp Inc Sec Litig No 108-cv-06613-

BSJ-THK slip op at 1-2 (SDNY June 13 2012) (awarded 265 of $75 million recovery plus

expenses)5

Another factor favoring the reasonableness of Lead Counselrsquos 25 fee application under the

percentage-of-the-fund method is that this fee was negotiated with and approved by the Lead

Plaintiff an institutional investor charged by the Court and the PSLRA with responsibility for

monitoring Lead Counsel See Chicago Police Decl parapara15-18

The PSLRA was intended to encourage sophisticated and financially-interested investors like

Lead Plaintiff to assume control of securities class actions HR Conf Rep No 104-369 at 32

1995 WL 709276 at 731 (1995) Congress believed that these institutions would be in the best

position to monitor the prosecution of litigation to assess the quality of counselrsquos representation and

to determine a fair fee Here Lead Plaintiff a large institution played an active role in the

Litigation and closely supervised the work of Lead Counsel See Chicago Police Decl parapara7-9

Accordingly Lead Plaintiffrsquos endorsement of the fee request supports its approval See eg Veeco

5 All unreported authorities are attached hereto as Exhibits 1 through 9

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 18 of 34

- 10 - 1308528_1

2007 WL 4115808 at 8 (ldquopublic policy considerations support the award in this case because the

Lead Plaintiff a large public pension fund ndash conscientiously supervised the work of lead counsel

and has approved the fee requestrdquo)

D The Fee Request Is Reasonable Under the Lodestar Method

To ensure the reasonableness of a fee awarded under the percentage-of-the-fund method the

Second Circuit encourages district courts to cross-check the proposed award against counselrsquos

lodestar See Goldberger 209 F3d at 50 Applying the lodestar cross-check underscores and

affirms the reasonableness of the requested percentage ldquoUnder the lodestar method the court must

engage in a two-step analysis first to determine the lodestar the court multiplies the number of

hours each attorney spent on the case by each attorneyrsquos reasonable hourly rate and second the

court adjusts that lodestar figure (by applying a multiplier) to reflect such factors as the risk and

contingent nature of the litigation the result obtained and the quality of the attorneyrsquos workrdquo City

of Providence 2014 WL 1883494 at 13 ldquoCalculation of the lodestar however is simply the

beginning of the analysisrdquo In re Warner Commcrsquons Sec Litig 618 F Supp 735 747 (SDNY

1985) affrsquod 798 F2d 35 (2d Cir 1986) In re Ivan F Boesky Sec Litig 888 F Supp 551 562

(SDNY 1995) Performing the lodestar calculation here confirms that the fee requested by Lead

Counsel is reasonable and should be approved

Lead Counsel and its paraprofessionals have spent in the aggregate 222095 hours in the

prosecution of this case producing a total lodestar amount of $157125275 when multiplied by Lead

Counselrsquos billing rates See the accompanying Declaration of Henry Rosen Filed on Behalf of

Robbins Geller Rudman amp Dowd LLP (ldquoRobbins Geller Declrdquo)6 The amount of attorneysrsquo fees

6 In determining whether the rates are reasonable the Court should take into account the attorneysrsquo professional reputation experience and status Lead Counsel is among the most prominent experienced and well-regarded securities practitioners in the nation Therefore the hourly rates are

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 19 of 34

- 11 - 1308528_1

requested by Lead Counsel herein $3750000 plus interest represents a modest multiplier of 23 to

counselrsquos aggregate lodestar7

The requested 23 multiplier in this Litigation is within the range of multipliers commonly

awarded in securities class actions and other comparable litigation In cases of this nature fees

representing multiples above lodestar are regularly awarded to reflect the contingency-fee risk and

other relevant factors See In re FLAG Telecom Holdings Ltd Sec Litig No 02-CV-3400 (CM)

(PED) 2010 WL 4537550 at 26 (SDNY Nov 8 2010) (ldquolsquoa positive multiplier is typically

applied to the lodestar in recognition of the risk of the litigation the complexity of the issues the

contingent nature of the engagement the skill of the attorneys and other factorsrsquordquo) (citation

omitted) In re Comverse Tech Inc Sec Litig No 06-CV-1825 (NGG) (RER) 2010 WL 2653354

at 5 (EDNY June 24 2010) (ldquoWhere as here counsel has litigated a complex case under a

contingency fee arrangement they are entitled to a fee in excess of the lodestarrdquo)

Indeed in complex contingent litigation lodestar multipliers between 2 and 5 are commonly

awarded See Wal-Mart 396 F3d at 123 (upholding multiplier of 35 as reasonable on appeal)

NECA-IBEW Health amp Welfare Fund v Goldman Sachs amp Co No 108-cv-10783-LAP 2016 WL

3369534 at 1 (SDNY May 2 2016) (awarding fee representing a 39 multiplier) Davis 827 F

Supp 2d at 185 (awarding fee representing multiplier of 53 which was ldquonot atypicalrdquo in similar

cases) Credit Suisse slip op at 4 (awarding fee representing a multiplier of 47) Comverse 2010

WL 2653354 at 5 (awarding fee representing 278 multiplier) Telik 576 F Supp 2d at 590 (ldquoIn

contingent litigation lodestar multiples of over 4 are routinely awarded by courts including this

reasonable here See In re Merrill Lynch amp Co Inc Research Reports Sec Litig No 02 MDL 1484 (JFK) 2007 WL 313474 at 22 (SDNY Feb 1 2007) (approving counselrsquos hourly rates)

7 The Supreme Court and other courts have held that the use of current rates is proper since such rates compensate for inflation and the loss of use of funds See Jenkins 491 US at 283-84

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 20 of 34

- 12 - 1308528_1

Courtrdquo) In re Bisys Sec Litig No 04 Civ 3840 (JSR) 2007 WL 2049726 at 3 (SDNY July

16 2007) (awarding 30 fee representing a 299 multiplier and finding that the multiplier ldquofalls well

within the parameters set in this district and elsewhererdquo) In re AremisSoft Corp Sec Litig 210

FRD 109 135 (DNJ 2002) (43 multiplier was appropriate in light of the contingency risk and

the quality of the result achieved) Maley 186 F Supp 2d at 369 (awarding fee equal to a 465

multiplier which was ldquowell within the range awarded by courts in this Circuit and courts throughout

the countryrdquo)

The lodestarmultiplier is to be used merely as a cross-check on reasonableness To find

otherwise undermines the principles supporting the percentage approach and encourages needless

lodestar-building litigation See In re Ikon Office Sols Inc 194 FRD 166 196 (ED Pa 2000)

(ldquoThe court will not reduce the requested award simply for the sake of doing so when every other

factor ordinarily considered weighs in favor of approving class counselrsquos request of thirty percentrdquo)

Lead Counsel invested substantial time and effort prosecuting this Litigation against Defendants to a

successful completion The requested fee therefore is manifestly reasonable whether calculated as

a percentage of the fund or in relation to Lead Counselrsquos lodestar Moreover as discussed below

each of the factors cited by the Second Circuit in Goldberger also strongly supports a finding that the

requested fee is reasonable

E The Relevant Factors Confirm that the Requested Fee Is Reasonable

In Goldberger the Second Circuit explained that whether the court uses the percentage-of-

the-fund method or the lodestar approach it should continue to consider the traditional criteria that

reflect a reasonable fee in common fund cases including

bull the time and labor expended by counsel

bull the risks of the litigation

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 21 of 34

- 13 - 1308528_1

bull the magnitude and complexity of the litigation

bull the requested fee in relation to the settlement

bull the quality of representation and

bull public policy considerations

Goldberger 209 F3d at 50 Consideration of these factors demonstrates that the requested fee is fair

and reasonable

1 The Time and Labor Expended by Counsel

Lead Counsel has expended substantial time and effort pursuing the Litigation on behalf of

the Class Since the Litigation commenced Lead Counsel and its paraprofessionals devoted over

2200 hours to prosecuting the Classrsquo claims As detailed in the Rosen Declaration submitted

herewith Lead Counsel among other things

bull conducted an extensive factual investigation relating to Defendantsrsquo conduct and the tax avoidance scheme

bull researched the law relevant to the claims asserted including Brazilian tax laws and Defendantsrsquo potential defenses thereto and drafted detailed complaints

bull drafted an opposition to Defendantsrsquo motions to dismiss the Consolidated Complaint

bull consulted with Brazilian attorneys regarding the unique issues raised in the Litigation

bull consulted with experts and consultants in the areas of damages and market efficiency

bull participated in lengthy armrsquos-length settlement negotiations and mediation with Defendants and

bull negotiated and drafted the Stipulation and exhibits thereto as well as the motion for preliminary approval of the Settlement

Rosen Decl parapara3-31 Moreover Lead Counsel with the assistance of its damages expert and in-

house damages consultant prepared the proposed Plan of Allocation Throughout the Litigation

Lead Counsel staffed the matter efficiently and avoided any unnecessary duplication of effort Lead

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 22 of 34

- 14 - 1308528_1

Counselrsquos work in the Litigation will not end with the Courtrsquos approval of the Settlement

Additional hours and resources will necessarily be expended assisting Members of the Class with the

completion and submission of their Proof of Claim and Release forms shepherding the claims

process and responding to Class Member inquiries See Aponte v Comprehensive Health Mgmt

No 10 Civ 4825 (JLC) 2013 WL 1364147 at 6 (SDNY Apr 2 2013) The significant amount

of time and effort devoted to this case by Lead Counsel to obtain a $15 million recovery confirms

that the 25 fee request is reasonable

2 The Risks of the Litigation

a The Contingent Nature of Lead Counselrsquos

Representation Supports the Requested Fee

The risk undertaken in the litigation is often considered the most important Goldberger

factor Goldberger 209 F3d at 54 Comverse 2010 WL 2653354 at 5 Telik 576 F Supp 2d at

592 The Second Circuit has recognized that the risk associated with a case undertaken on a

contingent fee is an important factor in determining an appropriate fee award

No one expects a lawyer whose compensation is contingent upon his success to charge when successful as little as he would charge a client who in advance had agreed to pay for his services regardless of success Nor particularly in complicated cases producing large recoveries is it just to make a fee depend solely on the reasonable amount of time expended

Detroit v Grinnell Corp 495 F2d 448 470 (2d Cir 1974) ldquoLittle about litigation is risk-free and

class actions confront even more substantial risks than other forms of litigationrdquo Teachersrsquo Ret Sys

v ACLN Ltd No 01-CV-11814 (MP) 2004 WL 1087261 at 3 (SDNY May 14 2004) Am

Bank Note 127 F Supp 2d at 433 (concluding it is ldquoappropriate to take this [contingent fee] risk

into account in determining the appropriate fee to awardrdquo) In re Prudential Sec Ltd Prsquoships Litig

985 F Supp 410 417 (SDNY 1997) (ldquoNumerous courts have recognized that the attorneyrsquos

contingent fee risk is an important factor in determining the fee awardrdquo) This risk encompasses not

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 23 of 34

- 15 - 1308528_1

just the risk of no payment but also the risk of underpayment See In re Contrsquol Ill Sec Litig 962

F2d 566 569-70 (7th Cir 1992) (reversing district courtrsquos fee award where court failed to account

for among other things risk of underpayment to counsel) When considering the reasonableness of

attorneysrsquo fees in a contingency action the court should consider the risks of the litigation at the time

the suit was brought See Goldberger 209 F3d at 55 In re Sadia SA Sec Litig No 08 Civ 9528

(SAS) 2011 WL 6825235 at 3 (SDNY Dec 28 2011)

The reasonableness of the requested fee is also supported by an evaluation of the risks

undertaken by Lead Counsel in prosecuting this class action Lead Counsel undertook this Litigation

on a wholly-contingent fee basis investing a substantial amount of time and money to prosecute this

very risky action without a guarantee of compensation or even the recovery of expenses Unlike

Defendantsrsquo counsel who are paid substantial hourly rates and reimbursed for their expenses on a

regular basis Lead Counsel has not been compensated for any time or expenses since this case

began and would have received no compensation or even payment of its expenses had this case not

been successful

From the outset Lead Counsel understood that it was embarking on a complex expensive

and lengthy litigation with no guarantee of ever being compensated for investing the time and money

the case would require In undertaking that responsibility Lead Counsel was obligated to assure that

sufficient attorney and paraprofessional resources were dedicated to prosecuting the Litigation and

that funds were available to compensate staff and to pay for the considerable costs which a case such

as this entails Under these circumstances the financial burden on contingent-fee counsel is far

greater than on a firm that is paid on an ongoing basis

In addition to advancing litigation expenses Lead Counsel faced the possibility that it would

receive no attorneysrsquo fees It is wrong to presume that a law firm handling complex contingent

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 24 of 34

- 16 - 1308528_1

litigation always wins There are numerous instances where in contingent cases such as this one

plaintiffrsquos counsel have expended thousands of hours without receiving any compensation8

Losses in contingent-fee litigations especially those brought under the PSLRA are

exceedingly expensive Lead Counselrsquos assumption of the contingency fee risk strongly supports the

reasonableness of the requested fee See FLAG Telecom 2010 WL 4537550 at 27 (ldquoCourts in the

Second Circuit have recognized that the risk associated with a case undertaken on a contingent fee

basis is an important factor in determining an appropriate fee awardrdquo) In re Marsh ERISA Litig

265 FRD 128 148 (SDNY 2010) (ldquoThere was significant risk of non-payment in this case and

Plaintiffsrsquo Counsel should be rewarded for having borne and successfully overcome that riskrdquo)

b Litigation Risks

While Lead Plaintiff remains confident in its ability to prove its claims and that once the

truth was revealed Class Members suffered legally cognizable losses on their purchases of Gerdau

ADRs during the Class Period it recognizes that its ability to prove liability was far from certain

Rosen Decl parapara33-35 As detailed in the Rosen Declaration and in the Settlement Memorandum

Defendants raised numerous challenges to the materiality scienter and loss causation elements of

8 The risk of no recovery in complex cases of this type is real and is heightened when lead counsel press to achieve the very best result for those they represent There are numerous class actions in which lead counsel expended thousands of hours and yet received no remuneration despite their diligence and expertise See eg Hubbard v BankAtlantic Bancorp Inc 688 F3d 713 725 (11th Cir 2012) (affirming judgment as a matter of law following jury verdict partially in plaintiffsrsquo favor) In re Oracle Corp Sec Litig No C 01-00988-SI 2009 WL 1709050 (ND Cal June 19 2009) affrsquod 627 F3d 376 (9th Cir 2010) (court granted summary judgment for defendants after eight years of litigation after plaintiffsrsquo counsel incurred over $7 million in expenses and worked over 100000 hours representing a lodestar of approximately $40 million) In re JDS Uniphase

Corp Sec Litig No C-02-1486 CW (EDL) 2007 WL 4788556 at 1 (ND Cal Nov 27 2007) (jury verdict for defendants) Robbins v Koger Props 116 F3d 1441 1449 (11th Cir 1997) (jury verdict of $81 million for plaintiffs against an accounting firm reversed on appeal on loss causation grounds and judgment entered for defendant) Anixter v Home-Stake Prod Co 77 F3d 1215 1233 (10th Cir 1996) (Tenth Circuit overturned securities fraud class action jury verdict for plaintiffs in case filed in 1973 and tried in 1988 on basis of 1994 Supreme Court opinion)

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 25 of 34

- 17 - 1308528_1

Lead Plaintiffrsquos claims under the federal securities laws The Individual Defendants also challenged

this Courtrsquos personal jurisdiction over them Obtaining documents and testimony from witnesses in

Brazil would be expensive if possible at all Therefore there was a question whether Lead Plaintiff

would ultimately be able to prove that Defendants who could be sued in this Court acted knowingly

or recklessly made materially false or misleading statements or omissions as required

With respect to proving loss causation Defendants would continue to argue that the declines

in Gerdaursquos ADR price were caused by factors other than Lead Plaintiffrsquos alleged corrective

disclosures Id para369 Defendants would never concede their liability and if their motions to

dismiss were denied would continue to press their defenses at summary judgment and trial Lead

Plaintiff also faced the risk that the Court would deny its motion to certify the Class if the Litigation

reached that stage

c Risk as to Damages

Whether Lead Plaintiff could prove damages also was unsettled Defendants strenuously

disagreed with Lead Plaintiffrsquos damages theories and estimates In order for the Class to recover

damages at the level estimated by Lead Counselrsquos expert it would need to prevail on each and every

one of the claims alleged for the entirety of the Class Period The damage assessments of the

partiesrsquo respective trial experts would be sure to vary substantially and trial would become a ldquobattle

of expertsrdquo The outcome of such battles is never predictable and there existed the very real

possibility that a jury could be swayed by experts for Defendants to minimize the Classrsquo losses or to

show that the losses were attributable to factors other than the alleged misstatements and omissions

Thus even if Lead Plaintiff prevailed as to liability at trial the judgment obtained could well have

been only a fraction of the damages claimed

9 Another litigation risk for Lead Plaintiff was the proper length of the Class Period Id

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 26 of 34

- 18 - 1308528_1

3 The Magnitude and Complexity of the Litigation

The complexity of the litigation is another factor examined by courts evaluating the

reasonableness of attorneysrsquo fees requested by class counsel See Chatelain v Prudential-Bache

Sec 805 F Supp 209 216 (SDNY 1992) It is widely recognized that ldquoshareholder actions are

notoriously complex and difficult to proverdquo See In re Bayer AG Sec Litig No 03 Civ 1546

(WHP) 2008 WL 5336691 at 5 (SDNY Dec 15 2008) see also FLAG Telecom 2010 WL

4537550 at 27 ldquo[S]ecurities actions have become more difficult from a plaintiffrsquos perspective in

the wake of the PSLRArdquo Ikon 194 FRD at 194 see also In re AOL Time Warner Inc Sec amp

ldquoERISArdquo Litig No MDL 1500 2006 WL 903236 at 9 (SDNY Apr 6 2006) (ldquo[T]he legal

requirements for recovery under the securities laws present considerable challenges particularly

with respect to loss causation and the calculation of damages These challenges are exacerbated

where a number of controlling decisions have recently shed new light on the standard for loss

causationrdquo) This case was no exception As described in greater detail in the accompanying

Settlement Memorandum and the Rosen Declaration this Litigation involved a number of difficult

and complex questions concerning liability of foreign defendants and loss causation that would have

required extensive additional efforts by Lead Counsel and further consultation with Brazilian law

tax accounting and economic experts

The trial of liability issues alone would have involved substantial attorney and expert time

the introduction of voluminous documentary and deposition evidence which would require

translation vigorously contested motions and the considerable expenditures of judicial resources

Because this case revolved around ldquodifficult complex hotly disputed and expert-intensive issuesrdquo

this factor favors awarding a 25 fee City of Providence 2014 WL 1883494 at 16

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 27 of 34

- 19 - 1308528_1

4 The Quality of Representation Supports the Requested Fee

The quality of the representation by Lead Counsel is another important factor that supports

the reasonableness of the requested fee Lead Counsel submits that the quality of the representation

here is best evidenced by the quality of the result achieved See Settlement Memorandum at 18-19

see also FLAG Telecom 2010 WL 4537550 at 28 Bisys 2007 WL 2049726 at 3 It took a great

deal of skill to achieve a settlement at this level in this particular case Lead Counsel is a nationally

known leader in the fields of securities class actions and complex litigation This is attributable to

the diligence determination hard work and reputation of counsel who developed litigated and

successfully negotiated the Settlement of this Litigation and a substantial immediate cash recovery in

a very difficult case without the risk of further litigation See Teachersrsquo Ret Sys 2004 WL

1087261 at 6

Finally courts repeatedly recognize that the quality of the opposition faced by plaintiffsrsquo

counsel should also be taken into consideration in assessing the quality of counselrsquos performance

See eg BioScrip 2017 US Dist LEXIS 118881 at 73 (ldquo[O]pposing counsel in this case was

itself highly skilled a factor courts have considered in approving feesrdquo) Marsh ERISA 265 FRD

at 148 (ldquoThe high quality of defense counsel opposing Plaintiffsrsquo efforts further proves the caliber of

representation that was necessary to achieve the Settlementrdquo) Veeco 2007 WL 4115808 at 7

(among the factors supporting a 30 award of attorneysrsquo fees was that defendants were represented

by ldquoone of the countryrsquos largest law firmsrdquo) Here Defendants are represented by lawyers from

Skadden Arps Slate Meagher amp Flom LLP and Kramer Levin Naftalis amp Frankel LLP highly

respected law firms who presented very skilled defenses and spared no effort in representing their

clients Notwithstanding this formidable opposition Lead Counselrsquos ability to present a strong case

and to demonstrate its willingness to continue to vigorously prosecute the Litigation through trial

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 28 of 34

- 20 - 1308528_1

and then inevitable appeals enabled Lead Counsel to achieve a very favorable Settlement for the

benefit of the Class

5 Public Policy Considerations

A strong public policy concern exists for rewarding firms for bringing successful securities

litigation See FLAG Telecom 2010 WL 4537550 at 29 (if the ldquoimportant public policy [of

enforcing the securities laws] is to be carried out the courts should award fees which will adequately

compensate Lead Counsel for the value of their efforts taking into account the enormous risks they

undertookrdquo) Maley 186 F Supp 2d at 373 (ldquoIn considering an award of attorneyrsquos fees the public

policy of vigorously enforcing the federal securities laws must be consideredrdquo) Hicks 2005 WL

2757792 at 9 (ldquolsquoTo make certain that the public is represented by talented and experienced trial

counsel the remuneration should be both fair and rewardingrsquordquo) (citation omitted) Accordingly

public policy favors granting Lead Counselrsquos fee and expense application here

6 The Classrsquo Reaction to the Fee Request to Date Supports the

Requested Fee

To date the Claims Administrator has sent over 36900 copies of the Notice to potential

Class Members and nominees informing them inter alia that Lead Counsel intended to apply to the

Court for an award of attorneysrsquo fees in an amount not to exceed 25 of the total recovery plus

expenses not to exceed $200000 plus interest on both amounts10 The time to object to the fee

request expires on September 29 2017 To date just one week before the objection deadline not a

single objection to the fee and expense amounts set forth in the Notice has been received Such a

ldquolow level of objection is a lsquorare phenomenonrsquordquo In re Rite Aid Corp Sec Litig 396 F3d 294 305

(3d Cir 2005) (citation omitted) Moreover ldquoa significant number of investors in the class were

10 See Declaration of Carole K Sylvester Regarding Notice Dissemination Publication and Requests for Exclusion Received to Date para11 and Ex A (ldquoSylvester Declrdquo) submitted herewith

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 29 of 34

- 21 - 1308528_1

lsquosophisticatedrsquo institutional investors that had considerable financial incentive to object [to the

settlement] had they believed [the settlement was unfair or] the requested fees were excessiverdquo Id

Additionally the Lead Plaintiff supports the fee request See Chicago Police Decl para17 The fact

that no objections were received is compelling evidence of the fairness of the fee request

IV LEAD COUNSELrsquoS EXPENSES WERE REASONABLY INCURRED AND

NECESSARY TO THE PROSECUTION OF THIS LITIGATION

Lead Counsel also respectfully requests an award of $16273405 in expenses incurred while

prosecuting the Litigation Lead Counsel has submitted a declaration regarding these modest

expenses which are properly recovered by counsel See accompanying Robbins Geller Decl See

eg In re China Sunergy Sec Litig No 07 Civ 7895 (DAB) 2011 WL 1899715 at 6 (SDNY

May 13 2011) (in a class action attorneys should be compensated ldquofor reasonable out-of-pocket

expenses incurred and customarily charged to their clients as long as they were lsquoincidental and

necessary to the representationrsquordquo) (citation omitted) FLAG Telecom 2010 WL 4537550 at 30 (ldquoIt

is well accepted that counsel who create a common fund are entitled to the reimbursement of

expenses that they advanced to a classrdquo) In re Indep Energy Holdings PLC Sec Litig 302

F Supp 2d 180 183 n3 (SDNY 2003) (court may compensate class counsel for reasonable

expenses necessary to the representation of the class)

Counselrsquos expenses include the costs of hiring experts and consultants travel mediating the

Classrsquo claims and computerized research A complete breakdown by category of the expenses

incurred is set forth in the Robbins Geller Declaration These expenses were critical to Lead

Plaintiffrsquos success in achieving the Settlement See Global Crossing 225 FRD at 468 (ldquoThe

expenses incurred ndash which include investigative and expert witnesses filing fees service of process

travel legal research and document production and review ndash are the type for which lsquothe paying

armsrsquo length marketrsquo reimburses attorneys [f]or this reason they are properly chargeable to the

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 30 of 34

- 22 - 1308528_1

Settlement fundrdquo) Not a single objection to the expense amount set forth in the Notice has been

received Accordingly Lead Counsel respectfully requests payment for these expenses plus interest

earned on such amount at the same rate as that earned by the Settlement

V LEAD PLAINTIFF SHOULD BE AWARDED ITS REASONABLE TIME

AND EXPENSES UNDER 15 USC sect78u-4(a)(4)

Lead Plaintiff seeks approval for an award of $3765 for the time it spent directly relating to

its representation of the Class The PSLRA specifically provides that an ldquoaward of reasonable costs

and expenses (including lost wages) directly relating to the representation of the classrdquo may be made

to ldquoany representative party serving on behalf of a classrdquo 15 USC sect78u-4(a)(4)

The Lead Plaintiff dedicated time to the Litigation by reviewing significant pleadings and

briefs in the Litigation communicating regularly with Lead Counsel and monitoring the progress of

settlement negotiations See Chicago Police Decl para20 Numerous courts have approved reasonable

awards to compensate lead plaintiffs for the time and effort they spent on behalf of a class See

Kinross Gold 2015 US Dist LEXIS 181932 at 14 (awarding $1680011 to lead plaintiff and

additional named plaintiffs ldquoto compensate them for their reasonable costs and expenses directly

relating to their representation of the Classrdquo) In re Intercept Pharms Inc Sec Litig No 114-cv-

01123-NRB slip op at 1 (SDNY Oct 20 2016) (awarding $527500 and $740125 to lead

plaintiffs ldquodirectly relating to the representation of the Classrdquo) Hicks 2005 WL 2757792 at 10

(ldquoCourts in this Circuit routinely award such costs and expenses both to reimburse the named

plaintiffs for expenses incurred through their involvement with the action and lost wages as well as

to provide an incentive for such plaintiffs to remain involved in the litigation and to incur such

expenses in the first placerdquo)

Lead Plaintiff took an active role with the prosecution of the Litigation These are precisely

the types of activities that courts have found to support awards to class representatives See eg In

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 31 of 34

- 23 - 1308528_1

re Am Intrsquol Grp Inc No 04 Civ 8141 (DAB) 2010 WL 5060697 at 3 (SDNY Dec 2 2010)

(granting PSLRA award of $30000 to institutional lead plaintiffs ldquoto compensate them for the time

and effort they devoted on behalf of a classrdquo) FLAG Telecom 2010 WL 4537550 at 31 (approving

award of $100000 to lead plaintiff for time spent in the litigation) Veeco 2007 WL 4115808 at 12

(characterizing such awards as ldquolsquoroutine[]rsquordquo in this Circuit) (citation omitted)

The Notice sufficiently informed potential Class Members that such expenses would be

sought Sylvester Decl Ex A at 2 The modest request by Lead Plaintiff is supported by

declaration is reasonable and fully justified under the PSLRA and should be granted There have

been no objections to this request

VI CONCLUSION

Based on the foregoing and the entire record herein Lead Counsel respectfully requests that

the Court award attorneysrsquo fees of 25 of the $15 million recovery plus expenses in the amount of

$16273405 plus interest on both amounts and $3765 to Lead Plaintiff

DATED September 22 2017 Respectfully submitted

s Ellen Gusikoff Stewart

Henry Rosen Ellen Gusikoff Stewart Susannah R Conn ROBBINS GELLER RUDMAN amp DOWD LLP 655 West Broadway Suite 1900 San Diego CA 92101 Telephone 619231-1058 619231-7423 (fax) henryrrgrdlawcom ellengrgrdlawcom sconnrgrdlawcom

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 32 of 34

- 24 - 1308528_1

Samuel H Rudman David A Rosenfeld ROBBINS GELLER RUDMAN amp DOWD LLP 58 South Service Road Suite 200 Melville NY 11747 Telephone 631367-7100 631367-1173 (fax) srudmanrgrdlawcom drosenfeldrgrdlawcom

Christopher C Gold ROBBINS GELLER RUDMAN amp DOWD LLP 120 East Palmetto Park Road Suite 500 Boca Raton FL 33432 Telephone 561750-3000 561750-3364 (fax) cgoldrgrdlawcom

Lead Counsel for Plaintiff

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 33 of 34

CERTIFICATE OF SERVICE

I Ellen Gusikoff Stewart hereby certify that on September 22 2017 I caused a true and

correct copy of the attached

Memorandum of Law in Support of Lead Counselrsquos Motion for an Award of Attorneysrsquo Fees and Expenses and Award to Lead Plaintiff Pursuant to 15 USC sect78u-4(a)(4)

to be electronically filed with the Clerk of the Court using the CMECF system which will send

notification of such public filings to all counsel registered to receive such notice

s Ellen Gusikoff Stewart

ELLEN GUSIKOFF STEWART

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 34 of 34

EXHIBIT 1

Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 1 of 5

UNITED STATES DISTRICT COURTSOUTHERN DISTRICT OF NEW YORK

xZUBAIR PATEL Individually and on Behalf of All Others Similarly Situated

Plaintiff

vs

L-3 COMMUNICATIONS HOLDINGS INC et al

Defendants

x

Civil Action No 114-cv-06038-VEC(Consolidated)

CLASS ACTION

REVISED [PROPOSED] ORDER AWARDING ATTORNEYSrsquo FEES AND EXPENSES AND AWARDS TO LEAD PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 1 of 4

81717

USDC SDNY DOCUMENT ELECTRONICALLY FILED DOC DATE FILED

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 1 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 2 of 5

- 1 -

This matter having come before the Court on August 16 2017 on the motion of Lead

Counsel for an award of attorneysrsquo fees and expenses (the ldquoFee Motionrdquo) the Court having

considered all papers filed and proceedings conducted herein having found the Settlement of this

Litigation to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Stipulation of Settlement

dated February 22 2017 (the ldquoStipulationrdquo) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 Notice of Lead Counselrsquos Fee Motion was given to all Class Members who could be

located with reasonable effort The form and method of notifying the Class of the Fee Motion met

the requirements of Rule 23 of the Federal Rules of Civil Procedure and 15 USC sect78u-4(a)(7) the

Securities Exchange Act of 1934 as amended by the Private Securities Litigation Reform Act of

1995 due process and any other applicable law constituted the best notice practicable under the

circumstances and constituted due and sufficient notice to all persons and entities entitled thereto

4 The Court hereby awards Lead Counsel attorneysrsquo fees of 25 of the Settlement

Fund (or $8625000) plus expenses in the amount of $47598074 together with the interest earned

on both amounts for the same time period and at the same rate as that earned on the Settlement Fund

until paid The Court finds that the amount of fees awarded is appropriate and that the amount of

fees awarded is fair and reasonable under the ldquopercentage-of-recoveryrdquo method

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 2 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 2 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 3 of 5

- 2 -

5 The fees and expenses shall be allocated amongst Lead Plaintiffsrsquo Counsel in a

manner that Lead Counsel in good faith believes reflects the contributions of such counsel to the

prosecution and settlement of the Litigation

6 The awarded attorneysrsquo fees and expenses and interest earned thereon shall be paid to

Lead Counsel subject to the terms conditions and obligations of the Stipulation and in particular

para62 thereof which terms conditions and obligations are incorporated herein

7 In making this award of fees and expenses to Lead Counsel the Court has considered

and found that

(a) the Settlement has created a fund of $34500000 in cash that is already on

deposit and numerous Class Members who submit or have submitted valid Proof of Claim and

Release forms will benefit from the Settlement created by Lead Counsel

(b) over 47000 copies of the Notice were disseminated to Class Members

indicating that Lead Counsel would move for attorneysrsquo fees in the amount of 25 of the Settlement

Fund and for expenses in an amount not to exceed $600000 and no objections to the fees or

expenses were filed by Class Members

(c) Lead Counsel has pursued the Litigation and achieved the Settlement with

skill perseverance and diligent advocacy

(d) Lead Counsel has expended substantial time and effort pursuing the Litigation

on behalf of the Class

(e) Lead Counsel pursued the Litigation on a contingent basis having received no

compensation during the Litigation and any fee amount has been contingent on the result achieved

(f) the Litigation involves complex factual and legal issues and in the absence of

settlement would involve lengthy proceedings whose resolution would be uncertain

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 3 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 3 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 4 of 5

- 3 -

(g) had Lead Counsel not achieved the Settlement there would remain a

significant risk that the Class may have recovered less or nothing from Defendants

(h) Lead Counsel has devoted over 8500 hours with a lodestar value of

$439142350 to achieve the Settlement

(i) public policy concerns favor the award of reasonable attorneysrsquo fees and

expenses in securities class action litigation and

(j) the attorneysrsquo fees and expenses awarded are fair and reasonable and

consistent with awards in similar cases within the Second Circuit

8 Any appeal or any challenge affecting this Courtrsquos approval regarding the Fee Motion

shall in no way disturb or affect the finality of the Judgment entered with respect to the Settlement

9 Pursuant to 15 USC sect78u-4(a)(4) the Court awards the following amounts to Lead

Plaintiffs for the time they spent directly related to their representation of the Class $39000 to City

of Pontiac General Employeesrsquo Retirement System $86000 to Local 1205 Pension Plan and

$100000 to City of Taylor Police and Fire Retirement System

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this Order shall be

rendered null and void to the extent provided in the Stipulation and shall be vacated in accordance

with the Stipulation

IT IS SO ORDERED

DATED ______________________ ________________________________________THE HONORABLE VALERIE E CAPRONIUNITED STATES DISTRICT JUDGE

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 4 of 4

August 17 2017

___________________________________________ _________E HONORABLE VALEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEERIE E CA

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 4 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 5 of 5

EXHIBIT 2

Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 1 of 10

rus1$$i)Ny I DOCUMENT

ELECTRONICALLY FILED DOC

SOUTHERN DISTRICT OF NEW YORK

UNITED STATES DISTRICT COURT

d a t e b Z l セ e セ d M Z セ セ セ ャ M セ------------------___________ x セ セ セ セ セ セ セ ] ] セ セ セ セ

LAND MEN PARTNERS INC Individually Civil Action No 08-cv-03601-HBshy

and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff FINAL JUDGMENT AND ORDER OF

vs DISMISSAL WITH PREJUDICE

THE BLACKSTONE GROUP LP et aI

Defendants

---------------------------------x

This matter came before the Court for hearing pursuant to the Order Preliminarily Approving

Settlement and Providing for Notice to the Class (Notice Order) dated August 30 2013 on the

unopposed application ofLead Plaintiffs for approval of the Settlement set forth in the Settlement

Agreement dated August 28 2013 (Stipulation) and following a hearing on December 18 2013

Due and adequate notice having been given to the Class as required in said Order and the Court

having considered all papers filed and proceedings had herein and otherwise being fully informed in

the premises and good cause appearing therefor

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Final Judgment incorporates by reference the definitions in the Stipulation and

all terms used herein shall have the same meanings as set forth in the Stipulation unless otherwise

set forth herein

2 This Court has jurisdiction over the subject matter ofthe Action and over all Settling

Parties to the Action including all members of the Class

3 For purposes ofthis Judgment as certified by the Court s August 13 2013 Order the

Class is defined as all Persons who purchased the common units of The Blackstone Group LP

(Blackstone) in Blackstones initial public offering (IPO) or in the open market on the New

- 1 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 1 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 2 of 10

York Stock Exchange between June 21 2007 and March 12 2008 inclusive and who sustained

compensable damages in connection with any such purchase of Blackstone units pursuant to

Sections 11 and 15 of the Securities Act of 1933

Excluded from the Class are (i) the persons who submitted valid and timely requests for

exclusion from the Class who are listed on Exhibit A hereto (ii) Defendants (iii) members of the

immediate family ofeach ofthe Defendants (iv) any Person that acted as an underwriter ofthe IPO

(v) any natural Person who sold Blackstone common units to the public in the IPO or who serves or

served as an officer or director ofBlackstone or as a partner of any predecessor to Blackstone the

members of the immediate families ofany such persons and any entity in which any ofDefendants

have or had a controlling interest and (vi) the legal representatives agents affiliates heirs

successors-in-interest or assigns of any such excluded Person (collectively Excluded Persons)

For the avoidance of doubt the Excluded Persons are excluded from the Class only to the

extent they purchased Blackstone common units in the IPO for their own account and not for or on

behalf of a third-party customer or for resale to customers Further to the extent that any of the

Excluded Persons was a statutory seller who resold the Blackstone common units to a third-party

customer client account fund trust or employee benefit plan that otherwise falls within the Class

or purchased Blackstone common units in a fiduciary capacity or otherwise on behalf ofany thirdshy

party customer client account fund trust or employee benefit plan that falls within the Class the

Excluded Person is excluded from the Class but the third-party customer client account fund trust

or employee benefit plan is not excluded from the Class with respect to such purchases of

Blackstone common units

4 For purposes of this Judgment as certified by the Courts August 132013 Order

Lead Plaintiffs Martin Litwin and Francis Brady are Class Representatives and Lead Counsel

- 2 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 2 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 3 of 10

Robbins Geller Rudman amp Dowd LLP and Brower Piven A Professional Corporation are Class

Counsel

5 Pursuant to Federal Rule of Civil Procedure 23 this Court hereby approves the

Settlement set forth in the Stipulation and finds that the Settlement is in all respects fair reasonable

and adequate to the Class There are no objections to the proposed Settlement

6 Pursuant to Rule 23 of the Federal Rules ofCivil Procedure the Court finds that the

Stipulation and Settlement are fair reasonable and adequate as to each ofthe Settling Parties and

that the Stipulation and Settlement are hereby finally approved in all respects and the Settling

Parties are hereby directed to perform its terms

7 Accordingly the Court authorizes and directs implementation of all the terms and

provisions of the Stipulation as well as the terms and provisions hereof The Court hereby

dismisses as to Defendants the Action and all Released Claims ofthe Class with prejudice without

costs as to any Settling Party except as and to the extent provided in the Stipulation and herein

8 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

shall and each of the Class Members shall be deemed to have and by operation ofthis Judgment

shall have fully finally and forever released relinquished and discharged all Released Claims

against the Released Persons whether or not such Class Member executes and delivers the Proof of

Claim and Release

9 Upon the Effective Date hereof and as provided in the Stipulation each of the

Released Persons shall be deemed to have and by operation of this Judgment shall have fully

finally and forever released relinquished and discharged Lead Plaintiffs each and all of the Class

Members Lead Counsel and Abraham Fruchter amp Twersky LLP from all claims (including without

- 3 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 3 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 4 of 10

limitation Unknown Claims) arising out of relating to or in connection with the institution

prosecution assertion settlement or resolution of the Action

10 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

and each of the Class Members who have not validly opted out of the Class and their respective

predecessors successors agents representatives attorneys and affiliates and the respective heirs

executors administrators successors and assigns of each of them directly or indirectly

individually derivatively representatively or in any other capacity shall be deemed to have and by

operation of the Judgment shall have fully finally and forever released relinquished and

discharged against the Released Persons (whether or not such Class Members execute and deliver

the Proof of Claim and Release forms) any and all Released Claims (including without limitation

Unknown Claims) as well as any claims arising out of relating to or in connection with the

defense settlement or resolution of the Action or the Released Claims

11 Upon the Effective Date Lead Plaintiffs and each of the Class Members who have

not validly opted out of the Class and their respective predecessors successors agents

representatives attorneys and affiliates and the respective heirs executors administrators

successors and assigns of each of them directly or indirectly individually derivatively

representatively or in any other capacity shall be permanently barred and enjoined from the

assertion institution maintenance prosecution or enforcement against any Released Person in any

state or federal court or arbitral forum or in the court of any foreign jurisdiction of any and all

Released Claims (including without limitation Unknown Claims) as well as any claims arising out

of relating to or in connection with the defense settlement or resolution of the Action or the

Released Claims

- 4 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 4 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 5 of 10

12 The Notice ofProposed Settlement ofClass Action (Notice) given to the Class in

accordance with the Notice Order entered on August 30 2013 was the best notice practicable under

the circumstances including the individual notice to all members of the Class who could be

identified through reasonable effort ofthe proceedings and ofthe matters set forth therein including

the proposed Settlement set forth in the Stipulation the proposed Plan of Distribution of the

proceeds ofthe Settlement set forth in the Notice Lead Counsels application for attorneys fees and

reimbursement of expenses and Lead Plaintiffs request for an award of reasonable costs and

expenses relating to their representation of the Class and said Notice and notice procedures fully

satisfied the requirements of Federal Rule of Civil Procedure 23 the Private Securities Litigation

Reform Act of 1995 and the requirements of due process There are no objections to the Notice

andor notice procedures

13 The Court hereby approves the Plan ofDistribution as set forth in the Notice as fair

and equitable The Court directs Lead Counsel to proceed with processing Proofs ofClaim and the

administration of the Settlement pursuant to the terms of the Plan of Distribution and upon

completion ofthe claims processing procedure to present to this Court a proposed final distribution

order for the distribution of the Net Settlement Fund to eligible Class Members as provided in the

Stipulation and the Plan of Distribution There are no objections to the Plan of Distribution

14 The Court hereby awards Lead Counsel attorneys fees equal to 3333 percent of

the Settlement Fund (including interest accrued thereon) and litigation expenses in the amount of

$104700577 with interest to accrue thereon at the same rate and for the same periods as has

accrued by the Settlement Fund from the date ofthis Judgment to the date ofactual payment of said

attorneys fees and expenses to Lead Counsel as provided in the Stipulation The Court finds the

amount of attorneys fees awarded herein are fair and reasonable based on (a) the work performed

- 5 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 5 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 6 of 10

and costs incurred by Lead Counsel (b) the complexity ofthe case (c) the risks undertaken by Lead

Counsel and the contingent nature of their employment (d) the quality of the work performed by

Lead Counsel in this Action and their standing and experience in prosecuting similar class action

securities litigation (e) awards to successful plaintiffs counsel in other similar litigation (f) the

benefits achieved for Class Members through the Settlement and (g) the absence ofany objections

from any Class Members to either the application for an award ofattorneys fees or expenses to Lead

Counsel

15 The Court also fmds that the requested expenses are proper as the expenses incurred

by Lead Counsel including the costs ofexperts were reasonable and necessary in the prosecution of

this Action on behalf of Class Members There are no objections to Lead Counsels application for

reimbursement of their expenses

16 The Court approves payment of$1500000 to Lead Plaintiff Martin Litwin for his

reasonable time and expenses (including lost wages) relating to their representation of the Class

Such payment shall be paid out of the Settlement Fund There are no objections to Lead Plaintiff

Litwins application for reimbursement ofhis costs and expenses

17 All fees and expenses awarded or allowed in this Judgment shall except as otherwise

expressly provided in the Stipulation be paid from the Settlement Fund

18 Lead Counsel may apply from time to time for any fees andor expenses incurred by

them solely in connection with the administration of the Settlement and distribution of the Net

Settlement Fund to Class Members which except as expressly provided in the Stipulation shall be

paid from the Settlement Fund

19 Neither appellate review nor modification ofthe Plan ofDistribution set forth in the

Notice nor any action in regard to the motion by Lead Counsel for attorneys fees andor expenses

- 6 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 6 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 7 of 10

and the award ofcosts and expenses to Lead Plaintiffs shall affect the fmality ofany other portion of

this Judgment nor delay the Effective Date ofthe Stipulation and each shall be considered separate

for the purposes of appellate review of this Judgment

20 Neither the Stipulation nor the Settlement contained therein nor any act performed or

document executed pursuant to or in furtherance of the Stipulation or the Settlement (a) is or may be

deemed to be or may be used as an admission of or evidence of the validity ofany Released Claim

or ofany wrongdoing or liability of the Released Persons or (b) is or may be deemed to be or may

be used as an admission of or evidence of any fault or omission of any of the Defendants or the

Released Persons in any civil criminal or administrative proceeding in any court administrative

agency or other tribunal Defendants andor the Released Persons may file the Stipulation andor

this Judgment from this Action in any other action in which they are parties or that may be brought

against them in order to support a defense claim or counterclaim based on principles of res

judicata collateral estoppel release good faith settlement judgment bar or reduction or any theory

of claim preclusion or issue preclusion or similar defense or counterclaim

21 Without affecting the finality ofthis Judgment in any way this Court hereby retains

continuing exclusive jurisdiction over (a) implementation of this Settlement and any award or

distribution of the Settlement Fund including interest earned thereon (b) disposition of the

Settlement Fund (c) hearing and determining applications for attorneys fees interest and expenses

in the Action (d) payment of taxes by the Settlement Fund (e) all Settling Parties hereto for the

purpose ofconstruing enforcing and administering the Stipulation and (f) any other matters related

to finalizing the Settlement and distribution of proceeds of the Settlement

22 In the event that the Settlement does not become effective in accordance with the

terms of the Stipulation or the Effective Date does not occur or in the event that the Settlement

- 7 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 7 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 8 of 10

Fund or any portion thereof is returned to Defendants then this Judgment shall be rendered null and

void to the extent provided by and in accordance with the Stipulation and shall be vacated and in

such event all orders entered and releases delivered in connection herewith shall be null and void to

the extent provided by and in accordance with the StipUlation

23 Without further order of the Court the Settling Parties may agree to reasonable

extensions of time to carry out any of the provisions of the Stipulation

24 The Court finds that during the course of the Action the Settling Parties and their

respective counsel at all times complied with the requirements of Rule 11 of the Federal Rules of

Civil Procedure

25 The Court directs immediate entry of this Final Judgment by the Clerk ofthe Court

DATED Ok 10 2 TEO aRABLE HAROLD A R JR

UNITED STATES DISTRICT JUDGE

- 8 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 8 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 9 of 10

EXHIBIT A

BLACKSTONE LIST OF EXCLUSIONS

Name

1 lINA HU

2 ESTATE OF ANTHONY J FABEC

3 WILLIAM PATTERSON

4 MARY AN N SHOTWELL

5 RICHARD A LEWIS

6 JOHN MERCADENTE JR

7 DOUGLAS BARHORST

8 PATRICIA G NORMAN

9 ESTATE OF RICHARD A NORMAN

10 ROBERT W DUER

11 ANIBAL MARRERO

12 RUSS D SONNIER

13 MARCUS E ampJOANNE R NORTH

14 SUZANNE EMETAROM

15 WILLIAM W amp FRANCES E MAIN

16 ANTHONY BRIENZA

17 SHU HAO HUANG

18 KENNETH 0 PARRIS

19 DUFF S MCEVERS

20 SHERRIE L FRANTZ

21 DEBBIE CRINK

22 MARK A SUMMERS

23 PAULINE MEYEROWITZ

24 ANDREW WAHL

City

OSHAWA

WILLOUGHBY HILLS

KINGS MOUNTAIN

VIRGILINA

BULLARD

READING

SIDNEY

KEARNEY

KEARNEY

ALTA LOMA

CORAL GABLES

NEW YORK

VICTORIA

WALNUT CREEK

ROBERTS

COLD SPRING HARBOR

SNOHOMISH

ATHENS

LAGUNA NIGUEL

EUGENE

OMAHA

MINNETRISTA

FT LAUDERDALE

SAN FRANCISCO

St Country セ

ON CA lIJ7C6

OH US 44094

NC US 28086

VA US 24598

TX US 75757

PA US 19606

OH US 45365

NE US 68845

NE US 68845

CA US 91701

FL US 33134

NY US 10150

TX US 77905

CA US 94595

MT US 59070

NY US 11724

WA US 98296

GA US 30604

CA US 92677

OR US 97404

NE US 68138

MN US 55364

FL US 33308

CA US 94115

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 9 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 10 of 10

EXHIBIT 3

Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 1 of 4

UNITED STATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

--------_____________________ x

THE BOARD OF TRUSTEES OF THE Civil Action No 09-cv-09333-KBF

OPERA TING ENGINEERS PENSION

TRUST on Behalf of Itself and All Others CLASS ACTION

Similarly Situated [PROPOSES] ORDER A WARDING

Plaintiffs ATTORNEYS FEES EXPENSES AND

CASE CONTRIBUTION A WARD TO LEAD

vs PLAINTIFF

JPMORGAN CHASE BANK NATIONAL

ASSOCIATIOt USDCSDNY

DOCUMENTDefendant

ELECTRONICALLY FILED ---------------- x DOC

DATE f M i l M e M d セ ャ エ i o B B B v エ M R B B G エ M ョ M B G Q G Q Q R P セ Q M S

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 1 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 2 of 4

This matter having come before the Court on November 19 2013 on the motion of Lead

Counsel for an award ofattorneys fees and expenses in the litigation and a case contribution award

to Lead Plaintiff the Court having considered all papers filed and proceedings condueted herein

having found the settlement of this Action to be fair reasonable and adequate and otherwise being

fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by referenee the definitions in the Stipulation of Settlement

dated August 16 2013 and all capitalized terms used but not defined herein shall have the same

meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto ineluding all members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount ofS47702453 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-reeovery method

4 The fees and expenses shall be allocated among Plaintiffs Counsel in a manner

which in Lead Counsels good-faith judgment ret1ects each such counsels contribution to the

institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Lead Counsel subject to the terms conditions and obligations of the

- 1 shy

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 2 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 3 of 4

Stipulation and in particular セ Q R R thereof which terms conditions and obligations are incorporated

herein

6 The Court hereby awards Lead Plaintiff Board ofTrustees of the Operating Engineers

Pension Trust $25000 for its time and expense in representing the Class This case contribution

award shall be paid to Lead Plaintiff on or after the Effective Date subject to the terms conditions

and obligations of the Stipulation and in particular セ R S thereof which terms conditions and

obligations are incorporated herein

IT IS SO ORDERED

THE HONORABLE KATHERINE B FORREST

UNITED STATES DISTRICT JUDGE

- 2

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 3 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 4 of 4

EXHIBIT 4

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 1 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

CITILINE HOLDINGS INC Individually Civil Action No 108-cv-03612-RJS and On Behalf of All Others Similarly Situated (Consolidated)

Plaintiff CLASS ACTION

vs

ISTAR FINANCIAL INC et al

Defendants

x

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

E Albdquo

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 2 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 2 of 3

This matter having come before the Court on April 5 2013 on the motion of Co-Lead

Counsel for an award of attorneys fees and expenses in the Litigation the Court having considered

all papers filed and proceedings conducted herein having found the settlement of this action to be

fair reasonable and adequate and otherwise being fully informed in the premises and good cause

appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 5 2012 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Co-Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount of $23490171 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among Lead Plaintiffs counsel in a manner

which in Co-Lead Counsels good-faith judgment reflects each such counsels contribution to the

institution prosecution and resolution of the Litigation

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 3 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 3 of 3

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Co-Lead Counsel subject to the terms conditions and obligations of the

Stipulation and in particular para62-63 thereof which terms conditions and obligations are

incorporated herein

SO ORDERED

-2-

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 4 of 4

EXHIBIT 5

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 1 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 1 of 4

UNITED ST ATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

In re SANOFI-AVENTIS SECURITIES

LITIGATION

This Document Relates To

ALL ACTIONS

---middotmiddotmiddot-----middot--------x

i

11

middot middot FlLBD I l

JAN 2 2QJ4-~ Civil Action No 107tv-10279-GBD

CLASS ACTION f middot middot

ECFCASE

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND AN

AWARD TO PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

903068_ l

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 2 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 2 of 4

This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 3 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 3 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 18: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

- 9 - 1308528_1

Chase Bank Natrsquol Assrsquon No 09-cv-09333-KBF slip op at 1 (SDNY Nov 20 2013) (awarded

fees of 30 of $23 million recovery plus expenses) Citiline Holdings Inc v iStar Fin Inc No

108-cv-03612-RJS slip op at 1 (SDNY Apr 5 2013) (awarded fees of 30 of $29 million

recovery plus expenses) In re Sanofi-Aventis Sec Litig No 107-cv-10279-GBD slip op at 1

(SDNY Jan 22 2014) (awarded fees of 275 of $40 million recovery plus expenses) Cornwell

v Credit Suisse Grp No 08-cv-03758(VM) slip op at 2 (SDNY July 20 2011) (awarded fees of

275 of $70 million recovery plus expenses) Mass Bricklayers amp Masons Tr Funds v Deutsche

Alt-A Sec Inc No 208-cv-03178-LDW-ARL slip op at 3 (EDNY July 11 2012) (awarded

265 of $325 million recovery plus expenses) In re CIT Grp Inc Sec Litig No 108-cv-06613-

BSJ-THK slip op at 1-2 (SDNY June 13 2012) (awarded 265 of $75 million recovery plus

expenses)5

Another factor favoring the reasonableness of Lead Counselrsquos 25 fee application under the

percentage-of-the-fund method is that this fee was negotiated with and approved by the Lead

Plaintiff an institutional investor charged by the Court and the PSLRA with responsibility for

monitoring Lead Counsel See Chicago Police Decl parapara15-18

The PSLRA was intended to encourage sophisticated and financially-interested investors like

Lead Plaintiff to assume control of securities class actions HR Conf Rep No 104-369 at 32

1995 WL 709276 at 731 (1995) Congress believed that these institutions would be in the best

position to monitor the prosecution of litigation to assess the quality of counselrsquos representation and

to determine a fair fee Here Lead Plaintiff a large institution played an active role in the

Litigation and closely supervised the work of Lead Counsel See Chicago Police Decl parapara7-9

Accordingly Lead Plaintiffrsquos endorsement of the fee request supports its approval See eg Veeco

5 All unreported authorities are attached hereto as Exhibits 1 through 9

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 18 of 34

- 10 - 1308528_1

2007 WL 4115808 at 8 (ldquopublic policy considerations support the award in this case because the

Lead Plaintiff a large public pension fund ndash conscientiously supervised the work of lead counsel

and has approved the fee requestrdquo)

D The Fee Request Is Reasonable Under the Lodestar Method

To ensure the reasonableness of a fee awarded under the percentage-of-the-fund method the

Second Circuit encourages district courts to cross-check the proposed award against counselrsquos

lodestar See Goldberger 209 F3d at 50 Applying the lodestar cross-check underscores and

affirms the reasonableness of the requested percentage ldquoUnder the lodestar method the court must

engage in a two-step analysis first to determine the lodestar the court multiplies the number of

hours each attorney spent on the case by each attorneyrsquos reasonable hourly rate and second the

court adjusts that lodestar figure (by applying a multiplier) to reflect such factors as the risk and

contingent nature of the litigation the result obtained and the quality of the attorneyrsquos workrdquo City

of Providence 2014 WL 1883494 at 13 ldquoCalculation of the lodestar however is simply the

beginning of the analysisrdquo In re Warner Commcrsquons Sec Litig 618 F Supp 735 747 (SDNY

1985) affrsquod 798 F2d 35 (2d Cir 1986) In re Ivan F Boesky Sec Litig 888 F Supp 551 562

(SDNY 1995) Performing the lodestar calculation here confirms that the fee requested by Lead

Counsel is reasonable and should be approved

Lead Counsel and its paraprofessionals have spent in the aggregate 222095 hours in the

prosecution of this case producing a total lodestar amount of $157125275 when multiplied by Lead

Counselrsquos billing rates See the accompanying Declaration of Henry Rosen Filed on Behalf of

Robbins Geller Rudman amp Dowd LLP (ldquoRobbins Geller Declrdquo)6 The amount of attorneysrsquo fees

6 In determining whether the rates are reasonable the Court should take into account the attorneysrsquo professional reputation experience and status Lead Counsel is among the most prominent experienced and well-regarded securities practitioners in the nation Therefore the hourly rates are

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 19 of 34

- 11 - 1308528_1

requested by Lead Counsel herein $3750000 plus interest represents a modest multiplier of 23 to

counselrsquos aggregate lodestar7

The requested 23 multiplier in this Litigation is within the range of multipliers commonly

awarded in securities class actions and other comparable litigation In cases of this nature fees

representing multiples above lodestar are regularly awarded to reflect the contingency-fee risk and

other relevant factors See In re FLAG Telecom Holdings Ltd Sec Litig No 02-CV-3400 (CM)

(PED) 2010 WL 4537550 at 26 (SDNY Nov 8 2010) (ldquolsquoa positive multiplier is typically

applied to the lodestar in recognition of the risk of the litigation the complexity of the issues the

contingent nature of the engagement the skill of the attorneys and other factorsrsquordquo) (citation

omitted) In re Comverse Tech Inc Sec Litig No 06-CV-1825 (NGG) (RER) 2010 WL 2653354

at 5 (EDNY June 24 2010) (ldquoWhere as here counsel has litigated a complex case under a

contingency fee arrangement they are entitled to a fee in excess of the lodestarrdquo)

Indeed in complex contingent litigation lodestar multipliers between 2 and 5 are commonly

awarded See Wal-Mart 396 F3d at 123 (upholding multiplier of 35 as reasonable on appeal)

NECA-IBEW Health amp Welfare Fund v Goldman Sachs amp Co No 108-cv-10783-LAP 2016 WL

3369534 at 1 (SDNY May 2 2016) (awarding fee representing a 39 multiplier) Davis 827 F

Supp 2d at 185 (awarding fee representing multiplier of 53 which was ldquonot atypicalrdquo in similar

cases) Credit Suisse slip op at 4 (awarding fee representing a multiplier of 47) Comverse 2010

WL 2653354 at 5 (awarding fee representing 278 multiplier) Telik 576 F Supp 2d at 590 (ldquoIn

contingent litigation lodestar multiples of over 4 are routinely awarded by courts including this

reasonable here See In re Merrill Lynch amp Co Inc Research Reports Sec Litig No 02 MDL 1484 (JFK) 2007 WL 313474 at 22 (SDNY Feb 1 2007) (approving counselrsquos hourly rates)

7 The Supreme Court and other courts have held that the use of current rates is proper since such rates compensate for inflation and the loss of use of funds See Jenkins 491 US at 283-84

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 20 of 34

- 12 - 1308528_1

Courtrdquo) In re Bisys Sec Litig No 04 Civ 3840 (JSR) 2007 WL 2049726 at 3 (SDNY July

16 2007) (awarding 30 fee representing a 299 multiplier and finding that the multiplier ldquofalls well

within the parameters set in this district and elsewhererdquo) In re AremisSoft Corp Sec Litig 210

FRD 109 135 (DNJ 2002) (43 multiplier was appropriate in light of the contingency risk and

the quality of the result achieved) Maley 186 F Supp 2d at 369 (awarding fee equal to a 465

multiplier which was ldquowell within the range awarded by courts in this Circuit and courts throughout

the countryrdquo)

The lodestarmultiplier is to be used merely as a cross-check on reasonableness To find

otherwise undermines the principles supporting the percentage approach and encourages needless

lodestar-building litigation See In re Ikon Office Sols Inc 194 FRD 166 196 (ED Pa 2000)

(ldquoThe court will not reduce the requested award simply for the sake of doing so when every other

factor ordinarily considered weighs in favor of approving class counselrsquos request of thirty percentrdquo)

Lead Counsel invested substantial time and effort prosecuting this Litigation against Defendants to a

successful completion The requested fee therefore is manifestly reasonable whether calculated as

a percentage of the fund or in relation to Lead Counselrsquos lodestar Moreover as discussed below

each of the factors cited by the Second Circuit in Goldberger also strongly supports a finding that the

requested fee is reasonable

E The Relevant Factors Confirm that the Requested Fee Is Reasonable

In Goldberger the Second Circuit explained that whether the court uses the percentage-of-

the-fund method or the lodestar approach it should continue to consider the traditional criteria that

reflect a reasonable fee in common fund cases including

bull the time and labor expended by counsel

bull the risks of the litigation

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 21 of 34

- 13 - 1308528_1

bull the magnitude and complexity of the litigation

bull the requested fee in relation to the settlement

bull the quality of representation and

bull public policy considerations

Goldberger 209 F3d at 50 Consideration of these factors demonstrates that the requested fee is fair

and reasonable

1 The Time and Labor Expended by Counsel

Lead Counsel has expended substantial time and effort pursuing the Litigation on behalf of

the Class Since the Litigation commenced Lead Counsel and its paraprofessionals devoted over

2200 hours to prosecuting the Classrsquo claims As detailed in the Rosen Declaration submitted

herewith Lead Counsel among other things

bull conducted an extensive factual investigation relating to Defendantsrsquo conduct and the tax avoidance scheme

bull researched the law relevant to the claims asserted including Brazilian tax laws and Defendantsrsquo potential defenses thereto and drafted detailed complaints

bull drafted an opposition to Defendantsrsquo motions to dismiss the Consolidated Complaint

bull consulted with Brazilian attorneys regarding the unique issues raised in the Litigation

bull consulted with experts and consultants in the areas of damages and market efficiency

bull participated in lengthy armrsquos-length settlement negotiations and mediation with Defendants and

bull negotiated and drafted the Stipulation and exhibits thereto as well as the motion for preliminary approval of the Settlement

Rosen Decl parapara3-31 Moreover Lead Counsel with the assistance of its damages expert and in-

house damages consultant prepared the proposed Plan of Allocation Throughout the Litigation

Lead Counsel staffed the matter efficiently and avoided any unnecessary duplication of effort Lead

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 22 of 34

- 14 - 1308528_1

Counselrsquos work in the Litigation will not end with the Courtrsquos approval of the Settlement

Additional hours and resources will necessarily be expended assisting Members of the Class with the

completion and submission of their Proof of Claim and Release forms shepherding the claims

process and responding to Class Member inquiries See Aponte v Comprehensive Health Mgmt

No 10 Civ 4825 (JLC) 2013 WL 1364147 at 6 (SDNY Apr 2 2013) The significant amount

of time and effort devoted to this case by Lead Counsel to obtain a $15 million recovery confirms

that the 25 fee request is reasonable

2 The Risks of the Litigation

a The Contingent Nature of Lead Counselrsquos

Representation Supports the Requested Fee

The risk undertaken in the litigation is often considered the most important Goldberger

factor Goldberger 209 F3d at 54 Comverse 2010 WL 2653354 at 5 Telik 576 F Supp 2d at

592 The Second Circuit has recognized that the risk associated with a case undertaken on a

contingent fee is an important factor in determining an appropriate fee award

No one expects a lawyer whose compensation is contingent upon his success to charge when successful as little as he would charge a client who in advance had agreed to pay for his services regardless of success Nor particularly in complicated cases producing large recoveries is it just to make a fee depend solely on the reasonable amount of time expended

Detroit v Grinnell Corp 495 F2d 448 470 (2d Cir 1974) ldquoLittle about litigation is risk-free and

class actions confront even more substantial risks than other forms of litigationrdquo Teachersrsquo Ret Sys

v ACLN Ltd No 01-CV-11814 (MP) 2004 WL 1087261 at 3 (SDNY May 14 2004) Am

Bank Note 127 F Supp 2d at 433 (concluding it is ldquoappropriate to take this [contingent fee] risk

into account in determining the appropriate fee to awardrdquo) In re Prudential Sec Ltd Prsquoships Litig

985 F Supp 410 417 (SDNY 1997) (ldquoNumerous courts have recognized that the attorneyrsquos

contingent fee risk is an important factor in determining the fee awardrdquo) This risk encompasses not

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 23 of 34

- 15 - 1308528_1

just the risk of no payment but also the risk of underpayment See In re Contrsquol Ill Sec Litig 962

F2d 566 569-70 (7th Cir 1992) (reversing district courtrsquos fee award where court failed to account

for among other things risk of underpayment to counsel) When considering the reasonableness of

attorneysrsquo fees in a contingency action the court should consider the risks of the litigation at the time

the suit was brought See Goldberger 209 F3d at 55 In re Sadia SA Sec Litig No 08 Civ 9528

(SAS) 2011 WL 6825235 at 3 (SDNY Dec 28 2011)

The reasonableness of the requested fee is also supported by an evaluation of the risks

undertaken by Lead Counsel in prosecuting this class action Lead Counsel undertook this Litigation

on a wholly-contingent fee basis investing a substantial amount of time and money to prosecute this

very risky action without a guarantee of compensation or even the recovery of expenses Unlike

Defendantsrsquo counsel who are paid substantial hourly rates and reimbursed for their expenses on a

regular basis Lead Counsel has not been compensated for any time or expenses since this case

began and would have received no compensation or even payment of its expenses had this case not

been successful

From the outset Lead Counsel understood that it was embarking on a complex expensive

and lengthy litigation with no guarantee of ever being compensated for investing the time and money

the case would require In undertaking that responsibility Lead Counsel was obligated to assure that

sufficient attorney and paraprofessional resources were dedicated to prosecuting the Litigation and

that funds were available to compensate staff and to pay for the considerable costs which a case such

as this entails Under these circumstances the financial burden on contingent-fee counsel is far

greater than on a firm that is paid on an ongoing basis

In addition to advancing litigation expenses Lead Counsel faced the possibility that it would

receive no attorneysrsquo fees It is wrong to presume that a law firm handling complex contingent

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 24 of 34

- 16 - 1308528_1

litigation always wins There are numerous instances where in contingent cases such as this one

plaintiffrsquos counsel have expended thousands of hours without receiving any compensation8

Losses in contingent-fee litigations especially those brought under the PSLRA are

exceedingly expensive Lead Counselrsquos assumption of the contingency fee risk strongly supports the

reasonableness of the requested fee See FLAG Telecom 2010 WL 4537550 at 27 (ldquoCourts in the

Second Circuit have recognized that the risk associated with a case undertaken on a contingent fee

basis is an important factor in determining an appropriate fee awardrdquo) In re Marsh ERISA Litig

265 FRD 128 148 (SDNY 2010) (ldquoThere was significant risk of non-payment in this case and

Plaintiffsrsquo Counsel should be rewarded for having borne and successfully overcome that riskrdquo)

b Litigation Risks

While Lead Plaintiff remains confident in its ability to prove its claims and that once the

truth was revealed Class Members suffered legally cognizable losses on their purchases of Gerdau

ADRs during the Class Period it recognizes that its ability to prove liability was far from certain

Rosen Decl parapara33-35 As detailed in the Rosen Declaration and in the Settlement Memorandum

Defendants raised numerous challenges to the materiality scienter and loss causation elements of

8 The risk of no recovery in complex cases of this type is real and is heightened when lead counsel press to achieve the very best result for those they represent There are numerous class actions in which lead counsel expended thousands of hours and yet received no remuneration despite their diligence and expertise See eg Hubbard v BankAtlantic Bancorp Inc 688 F3d 713 725 (11th Cir 2012) (affirming judgment as a matter of law following jury verdict partially in plaintiffsrsquo favor) In re Oracle Corp Sec Litig No C 01-00988-SI 2009 WL 1709050 (ND Cal June 19 2009) affrsquod 627 F3d 376 (9th Cir 2010) (court granted summary judgment for defendants after eight years of litigation after plaintiffsrsquo counsel incurred over $7 million in expenses and worked over 100000 hours representing a lodestar of approximately $40 million) In re JDS Uniphase

Corp Sec Litig No C-02-1486 CW (EDL) 2007 WL 4788556 at 1 (ND Cal Nov 27 2007) (jury verdict for defendants) Robbins v Koger Props 116 F3d 1441 1449 (11th Cir 1997) (jury verdict of $81 million for plaintiffs against an accounting firm reversed on appeal on loss causation grounds and judgment entered for defendant) Anixter v Home-Stake Prod Co 77 F3d 1215 1233 (10th Cir 1996) (Tenth Circuit overturned securities fraud class action jury verdict for plaintiffs in case filed in 1973 and tried in 1988 on basis of 1994 Supreme Court opinion)

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 25 of 34

- 17 - 1308528_1

Lead Plaintiffrsquos claims under the federal securities laws The Individual Defendants also challenged

this Courtrsquos personal jurisdiction over them Obtaining documents and testimony from witnesses in

Brazil would be expensive if possible at all Therefore there was a question whether Lead Plaintiff

would ultimately be able to prove that Defendants who could be sued in this Court acted knowingly

or recklessly made materially false or misleading statements or omissions as required

With respect to proving loss causation Defendants would continue to argue that the declines

in Gerdaursquos ADR price were caused by factors other than Lead Plaintiffrsquos alleged corrective

disclosures Id para369 Defendants would never concede their liability and if their motions to

dismiss were denied would continue to press their defenses at summary judgment and trial Lead

Plaintiff also faced the risk that the Court would deny its motion to certify the Class if the Litigation

reached that stage

c Risk as to Damages

Whether Lead Plaintiff could prove damages also was unsettled Defendants strenuously

disagreed with Lead Plaintiffrsquos damages theories and estimates In order for the Class to recover

damages at the level estimated by Lead Counselrsquos expert it would need to prevail on each and every

one of the claims alleged for the entirety of the Class Period The damage assessments of the

partiesrsquo respective trial experts would be sure to vary substantially and trial would become a ldquobattle

of expertsrdquo The outcome of such battles is never predictable and there existed the very real

possibility that a jury could be swayed by experts for Defendants to minimize the Classrsquo losses or to

show that the losses were attributable to factors other than the alleged misstatements and omissions

Thus even if Lead Plaintiff prevailed as to liability at trial the judgment obtained could well have

been only a fraction of the damages claimed

9 Another litigation risk for Lead Plaintiff was the proper length of the Class Period Id

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 26 of 34

- 18 - 1308528_1

3 The Magnitude and Complexity of the Litigation

The complexity of the litigation is another factor examined by courts evaluating the

reasonableness of attorneysrsquo fees requested by class counsel See Chatelain v Prudential-Bache

Sec 805 F Supp 209 216 (SDNY 1992) It is widely recognized that ldquoshareholder actions are

notoriously complex and difficult to proverdquo See In re Bayer AG Sec Litig No 03 Civ 1546

(WHP) 2008 WL 5336691 at 5 (SDNY Dec 15 2008) see also FLAG Telecom 2010 WL

4537550 at 27 ldquo[S]ecurities actions have become more difficult from a plaintiffrsquos perspective in

the wake of the PSLRArdquo Ikon 194 FRD at 194 see also In re AOL Time Warner Inc Sec amp

ldquoERISArdquo Litig No MDL 1500 2006 WL 903236 at 9 (SDNY Apr 6 2006) (ldquo[T]he legal

requirements for recovery under the securities laws present considerable challenges particularly

with respect to loss causation and the calculation of damages These challenges are exacerbated

where a number of controlling decisions have recently shed new light on the standard for loss

causationrdquo) This case was no exception As described in greater detail in the accompanying

Settlement Memorandum and the Rosen Declaration this Litigation involved a number of difficult

and complex questions concerning liability of foreign defendants and loss causation that would have

required extensive additional efforts by Lead Counsel and further consultation with Brazilian law

tax accounting and economic experts

The trial of liability issues alone would have involved substantial attorney and expert time

the introduction of voluminous documentary and deposition evidence which would require

translation vigorously contested motions and the considerable expenditures of judicial resources

Because this case revolved around ldquodifficult complex hotly disputed and expert-intensive issuesrdquo

this factor favors awarding a 25 fee City of Providence 2014 WL 1883494 at 16

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 27 of 34

- 19 - 1308528_1

4 The Quality of Representation Supports the Requested Fee

The quality of the representation by Lead Counsel is another important factor that supports

the reasonableness of the requested fee Lead Counsel submits that the quality of the representation

here is best evidenced by the quality of the result achieved See Settlement Memorandum at 18-19

see also FLAG Telecom 2010 WL 4537550 at 28 Bisys 2007 WL 2049726 at 3 It took a great

deal of skill to achieve a settlement at this level in this particular case Lead Counsel is a nationally

known leader in the fields of securities class actions and complex litigation This is attributable to

the diligence determination hard work and reputation of counsel who developed litigated and

successfully negotiated the Settlement of this Litigation and a substantial immediate cash recovery in

a very difficult case without the risk of further litigation See Teachersrsquo Ret Sys 2004 WL

1087261 at 6

Finally courts repeatedly recognize that the quality of the opposition faced by plaintiffsrsquo

counsel should also be taken into consideration in assessing the quality of counselrsquos performance

See eg BioScrip 2017 US Dist LEXIS 118881 at 73 (ldquo[O]pposing counsel in this case was

itself highly skilled a factor courts have considered in approving feesrdquo) Marsh ERISA 265 FRD

at 148 (ldquoThe high quality of defense counsel opposing Plaintiffsrsquo efforts further proves the caliber of

representation that was necessary to achieve the Settlementrdquo) Veeco 2007 WL 4115808 at 7

(among the factors supporting a 30 award of attorneysrsquo fees was that defendants were represented

by ldquoone of the countryrsquos largest law firmsrdquo) Here Defendants are represented by lawyers from

Skadden Arps Slate Meagher amp Flom LLP and Kramer Levin Naftalis amp Frankel LLP highly

respected law firms who presented very skilled defenses and spared no effort in representing their

clients Notwithstanding this formidable opposition Lead Counselrsquos ability to present a strong case

and to demonstrate its willingness to continue to vigorously prosecute the Litigation through trial

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 28 of 34

- 20 - 1308528_1

and then inevitable appeals enabled Lead Counsel to achieve a very favorable Settlement for the

benefit of the Class

5 Public Policy Considerations

A strong public policy concern exists for rewarding firms for bringing successful securities

litigation See FLAG Telecom 2010 WL 4537550 at 29 (if the ldquoimportant public policy [of

enforcing the securities laws] is to be carried out the courts should award fees which will adequately

compensate Lead Counsel for the value of their efforts taking into account the enormous risks they

undertookrdquo) Maley 186 F Supp 2d at 373 (ldquoIn considering an award of attorneyrsquos fees the public

policy of vigorously enforcing the federal securities laws must be consideredrdquo) Hicks 2005 WL

2757792 at 9 (ldquolsquoTo make certain that the public is represented by talented and experienced trial

counsel the remuneration should be both fair and rewardingrsquordquo) (citation omitted) Accordingly

public policy favors granting Lead Counselrsquos fee and expense application here

6 The Classrsquo Reaction to the Fee Request to Date Supports the

Requested Fee

To date the Claims Administrator has sent over 36900 copies of the Notice to potential

Class Members and nominees informing them inter alia that Lead Counsel intended to apply to the

Court for an award of attorneysrsquo fees in an amount not to exceed 25 of the total recovery plus

expenses not to exceed $200000 plus interest on both amounts10 The time to object to the fee

request expires on September 29 2017 To date just one week before the objection deadline not a

single objection to the fee and expense amounts set forth in the Notice has been received Such a

ldquolow level of objection is a lsquorare phenomenonrsquordquo In re Rite Aid Corp Sec Litig 396 F3d 294 305

(3d Cir 2005) (citation omitted) Moreover ldquoa significant number of investors in the class were

10 See Declaration of Carole K Sylvester Regarding Notice Dissemination Publication and Requests for Exclusion Received to Date para11 and Ex A (ldquoSylvester Declrdquo) submitted herewith

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 29 of 34

- 21 - 1308528_1

lsquosophisticatedrsquo institutional investors that had considerable financial incentive to object [to the

settlement] had they believed [the settlement was unfair or] the requested fees were excessiverdquo Id

Additionally the Lead Plaintiff supports the fee request See Chicago Police Decl para17 The fact

that no objections were received is compelling evidence of the fairness of the fee request

IV LEAD COUNSELrsquoS EXPENSES WERE REASONABLY INCURRED AND

NECESSARY TO THE PROSECUTION OF THIS LITIGATION

Lead Counsel also respectfully requests an award of $16273405 in expenses incurred while

prosecuting the Litigation Lead Counsel has submitted a declaration regarding these modest

expenses which are properly recovered by counsel See accompanying Robbins Geller Decl See

eg In re China Sunergy Sec Litig No 07 Civ 7895 (DAB) 2011 WL 1899715 at 6 (SDNY

May 13 2011) (in a class action attorneys should be compensated ldquofor reasonable out-of-pocket

expenses incurred and customarily charged to their clients as long as they were lsquoincidental and

necessary to the representationrsquordquo) (citation omitted) FLAG Telecom 2010 WL 4537550 at 30 (ldquoIt

is well accepted that counsel who create a common fund are entitled to the reimbursement of

expenses that they advanced to a classrdquo) In re Indep Energy Holdings PLC Sec Litig 302

F Supp 2d 180 183 n3 (SDNY 2003) (court may compensate class counsel for reasonable

expenses necessary to the representation of the class)

Counselrsquos expenses include the costs of hiring experts and consultants travel mediating the

Classrsquo claims and computerized research A complete breakdown by category of the expenses

incurred is set forth in the Robbins Geller Declaration These expenses were critical to Lead

Plaintiffrsquos success in achieving the Settlement See Global Crossing 225 FRD at 468 (ldquoThe

expenses incurred ndash which include investigative and expert witnesses filing fees service of process

travel legal research and document production and review ndash are the type for which lsquothe paying

armsrsquo length marketrsquo reimburses attorneys [f]or this reason they are properly chargeable to the

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 30 of 34

- 22 - 1308528_1

Settlement fundrdquo) Not a single objection to the expense amount set forth in the Notice has been

received Accordingly Lead Counsel respectfully requests payment for these expenses plus interest

earned on such amount at the same rate as that earned by the Settlement

V LEAD PLAINTIFF SHOULD BE AWARDED ITS REASONABLE TIME

AND EXPENSES UNDER 15 USC sect78u-4(a)(4)

Lead Plaintiff seeks approval for an award of $3765 for the time it spent directly relating to

its representation of the Class The PSLRA specifically provides that an ldquoaward of reasonable costs

and expenses (including lost wages) directly relating to the representation of the classrdquo may be made

to ldquoany representative party serving on behalf of a classrdquo 15 USC sect78u-4(a)(4)

The Lead Plaintiff dedicated time to the Litigation by reviewing significant pleadings and

briefs in the Litigation communicating regularly with Lead Counsel and monitoring the progress of

settlement negotiations See Chicago Police Decl para20 Numerous courts have approved reasonable

awards to compensate lead plaintiffs for the time and effort they spent on behalf of a class See

Kinross Gold 2015 US Dist LEXIS 181932 at 14 (awarding $1680011 to lead plaintiff and

additional named plaintiffs ldquoto compensate them for their reasonable costs and expenses directly

relating to their representation of the Classrdquo) In re Intercept Pharms Inc Sec Litig No 114-cv-

01123-NRB slip op at 1 (SDNY Oct 20 2016) (awarding $527500 and $740125 to lead

plaintiffs ldquodirectly relating to the representation of the Classrdquo) Hicks 2005 WL 2757792 at 10

(ldquoCourts in this Circuit routinely award such costs and expenses both to reimburse the named

plaintiffs for expenses incurred through their involvement with the action and lost wages as well as

to provide an incentive for such plaintiffs to remain involved in the litigation and to incur such

expenses in the first placerdquo)

Lead Plaintiff took an active role with the prosecution of the Litigation These are precisely

the types of activities that courts have found to support awards to class representatives See eg In

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 31 of 34

- 23 - 1308528_1

re Am Intrsquol Grp Inc No 04 Civ 8141 (DAB) 2010 WL 5060697 at 3 (SDNY Dec 2 2010)

(granting PSLRA award of $30000 to institutional lead plaintiffs ldquoto compensate them for the time

and effort they devoted on behalf of a classrdquo) FLAG Telecom 2010 WL 4537550 at 31 (approving

award of $100000 to lead plaintiff for time spent in the litigation) Veeco 2007 WL 4115808 at 12

(characterizing such awards as ldquolsquoroutine[]rsquordquo in this Circuit) (citation omitted)

The Notice sufficiently informed potential Class Members that such expenses would be

sought Sylvester Decl Ex A at 2 The modest request by Lead Plaintiff is supported by

declaration is reasonable and fully justified under the PSLRA and should be granted There have

been no objections to this request

VI CONCLUSION

Based on the foregoing and the entire record herein Lead Counsel respectfully requests that

the Court award attorneysrsquo fees of 25 of the $15 million recovery plus expenses in the amount of

$16273405 plus interest on both amounts and $3765 to Lead Plaintiff

DATED September 22 2017 Respectfully submitted

s Ellen Gusikoff Stewart

Henry Rosen Ellen Gusikoff Stewart Susannah R Conn ROBBINS GELLER RUDMAN amp DOWD LLP 655 West Broadway Suite 1900 San Diego CA 92101 Telephone 619231-1058 619231-7423 (fax) henryrrgrdlawcom ellengrgrdlawcom sconnrgrdlawcom

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 32 of 34

- 24 - 1308528_1

Samuel H Rudman David A Rosenfeld ROBBINS GELLER RUDMAN amp DOWD LLP 58 South Service Road Suite 200 Melville NY 11747 Telephone 631367-7100 631367-1173 (fax) srudmanrgrdlawcom drosenfeldrgrdlawcom

Christopher C Gold ROBBINS GELLER RUDMAN amp DOWD LLP 120 East Palmetto Park Road Suite 500 Boca Raton FL 33432 Telephone 561750-3000 561750-3364 (fax) cgoldrgrdlawcom

Lead Counsel for Plaintiff

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 33 of 34

CERTIFICATE OF SERVICE

I Ellen Gusikoff Stewart hereby certify that on September 22 2017 I caused a true and

correct copy of the attached

Memorandum of Law in Support of Lead Counselrsquos Motion for an Award of Attorneysrsquo Fees and Expenses and Award to Lead Plaintiff Pursuant to 15 USC sect78u-4(a)(4)

to be electronically filed with the Clerk of the Court using the CMECF system which will send

notification of such public filings to all counsel registered to receive such notice

s Ellen Gusikoff Stewart

ELLEN GUSIKOFF STEWART

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 34 of 34

EXHIBIT 1

Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 1 of 5

UNITED STATES DISTRICT COURTSOUTHERN DISTRICT OF NEW YORK

xZUBAIR PATEL Individually and on Behalf of All Others Similarly Situated

Plaintiff

vs

L-3 COMMUNICATIONS HOLDINGS INC et al

Defendants

x

Civil Action No 114-cv-06038-VEC(Consolidated)

CLASS ACTION

REVISED [PROPOSED] ORDER AWARDING ATTORNEYSrsquo FEES AND EXPENSES AND AWARDS TO LEAD PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 1 of 4

81717

USDC SDNY DOCUMENT ELECTRONICALLY FILED DOC DATE FILED

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 1 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 2 of 5

- 1 -

This matter having come before the Court on August 16 2017 on the motion of Lead

Counsel for an award of attorneysrsquo fees and expenses (the ldquoFee Motionrdquo) the Court having

considered all papers filed and proceedings conducted herein having found the Settlement of this

Litigation to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Stipulation of Settlement

dated February 22 2017 (the ldquoStipulationrdquo) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 Notice of Lead Counselrsquos Fee Motion was given to all Class Members who could be

located with reasonable effort The form and method of notifying the Class of the Fee Motion met

the requirements of Rule 23 of the Federal Rules of Civil Procedure and 15 USC sect78u-4(a)(7) the

Securities Exchange Act of 1934 as amended by the Private Securities Litigation Reform Act of

1995 due process and any other applicable law constituted the best notice practicable under the

circumstances and constituted due and sufficient notice to all persons and entities entitled thereto

4 The Court hereby awards Lead Counsel attorneysrsquo fees of 25 of the Settlement

Fund (or $8625000) plus expenses in the amount of $47598074 together with the interest earned

on both amounts for the same time period and at the same rate as that earned on the Settlement Fund

until paid The Court finds that the amount of fees awarded is appropriate and that the amount of

fees awarded is fair and reasonable under the ldquopercentage-of-recoveryrdquo method

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 2 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 2 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 3 of 5

- 2 -

5 The fees and expenses shall be allocated amongst Lead Plaintiffsrsquo Counsel in a

manner that Lead Counsel in good faith believes reflects the contributions of such counsel to the

prosecution and settlement of the Litigation

6 The awarded attorneysrsquo fees and expenses and interest earned thereon shall be paid to

Lead Counsel subject to the terms conditions and obligations of the Stipulation and in particular

para62 thereof which terms conditions and obligations are incorporated herein

7 In making this award of fees and expenses to Lead Counsel the Court has considered

and found that

(a) the Settlement has created a fund of $34500000 in cash that is already on

deposit and numerous Class Members who submit or have submitted valid Proof of Claim and

Release forms will benefit from the Settlement created by Lead Counsel

(b) over 47000 copies of the Notice were disseminated to Class Members

indicating that Lead Counsel would move for attorneysrsquo fees in the amount of 25 of the Settlement

Fund and for expenses in an amount not to exceed $600000 and no objections to the fees or

expenses were filed by Class Members

(c) Lead Counsel has pursued the Litigation and achieved the Settlement with

skill perseverance and diligent advocacy

(d) Lead Counsel has expended substantial time and effort pursuing the Litigation

on behalf of the Class

(e) Lead Counsel pursued the Litigation on a contingent basis having received no

compensation during the Litigation and any fee amount has been contingent on the result achieved

(f) the Litigation involves complex factual and legal issues and in the absence of

settlement would involve lengthy proceedings whose resolution would be uncertain

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 3 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 3 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 4 of 5

- 3 -

(g) had Lead Counsel not achieved the Settlement there would remain a

significant risk that the Class may have recovered less or nothing from Defendants

(h) Lead Counsel has devoted over 8500 hours with a lodestar value of

$439142350 to achieve the Settlement

(i) public policy concerns favor the award of reasonable attorneysrsquo fees and

expenses in securities class action litigation and

(j) the attorneysrsquo fees and expenses awarded are fair and reasonable and

consistent with awards in similar cases within the Second Circuit

8 Any appeal or any challenge affecting this Courtrsquos approval regarding the Fee Motion

shall in no way disturb or affect the finality of the Judgment entered with respect to the Settlement

9 Pursuant to 15 USC sect78u-4(a)(4) the Court awards the following amounts to Lead

Plaintiffs for the time they spent directly related to their representation of the Class $39000 to City

of Pontiac General Employeesrsquo Retirement System $86000 to Local 1205 Pension Plan and

$100000 to City of Taylor Police and Fire Retirement System

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this Order shall be

rendered null and void to the extent provided in the Stipulation and shall be vacated in accordance

with the Stipulation

IT IS SO ORDERED

DATED ______________________ ________________________________________THE HONORABLE VALERIE E CAPRONIUNITED STATES DISTRICT JUDGE

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 4 of 4

August 17 2017

___________________________________________ _________E HONORABLE VALEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEERIE E CA

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 4 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 5 of 5

EXHIBIT 2

Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 1 of 10

rus1$$i)Ny I DOCUMENT

ELECTRONICALLY FILED DOC

SOUTHERN DISTRICT OF NEW YORK

UNITED STATES DISTRICT COURT

d a t e b Z l セ e セ d M Z セ セ セ ャ M セ------------------___________ x セ セ セ セ セ セ セ ] ] セ セ セ セ

LAND MEN PARTNERS INC Individually Civil Action No 08-cv-03601-HBshy

and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff FINAL JUDGMENT AND ORDER OF

vs DISMISSAL WITH PREJUDICE

THE BLACKSTONE GROUP LP et aI

Defendants

---------------------------------x

This matter came before the Court for hearing pursuant to the Order Preliminarily Approving

Settlement and Providing for Notice to the Class (Notice Order) dated August 30 2013 on the

unopposed application ofLead Plaintiffs for approval of the Settlement set forth in the Settlement

Agreement dated August 28 2013 (Stipulation) and following a hearing on December 18 2013

Due and adequate notice having been given to the Class as required in said Order and the Court

having considered all papers filed and proceedings had herein and otherwise being fully informed in

the premises and good cause appearing therefor

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Final Judgment incorporates by reference the definitions in the Stipulation and

all terms used herein shall have the same meanings as set forth in the Stipulation unless otherwise

set forth herein

2 This Court has jurisdiction over the subject matter ofthe Action and over all Settling

Parties to the Action including all members of the Class

3 For purposes ofthis Judgment as certified by the Court s August 13 2013 Order the

Class is defined as all Persons who purchased the common units of The Blackstone Group LP

(Blackstone) in Blackstones initial public offering (IPO) or in the open market on the New

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York Stock Exchange between June 21 2007 and March 12 2008 inclusive and who sustained

compensable damages in connection with any such purchase of Blackstone units pursuant to

Sections 11 and 15 of the Securities Act of 1933

Excluded from the Class are (i) the persons who submitted valid and timely requests for

exclusion from the Class who are listed on Exhibit A hereto (ii) Defendants (iii) members of the

immediate family ofeach ofthe Defendants (iv) any Person that acted as an underwriter ofthe IPO

(v) any natural Person who sold Blackstone common units to the public in the IPO or who serves or

served as an officer or director ofBlackstone or as a partner of any predecessor to Blackstone the

members of the immediate families ofany such persons and any entity in which any ofDefendants

have or had a controlling interest and (vi) the legal representatives agents affiliates heirs

successors-in-interest or assigns of any such excluded Person (collectively Excluded Persons)

For the avoidance of doubt the Excluded Persons are excluded from the Class only to the

extent they purchased Blackstone common units in the IPO for their own account and not for or on

behalf of a third-party customer or for resale to customers Further to the extent that any of the

Excluded Persons was a statutory seller who resold the Blackstone common units to a third-party

customer client account fund trust or employee benefit plan that otherwise falls within the Class

or purchased Blackstone common units in a fiduciary capacity or otherwise on behalf ofany thirdshy

party customer client account fund trust or employee benefit plan that falls within the Class the

Excluded Person is excluded from the Class but the third-party customer client account fund trust

or employee benefit plan is not excluded from the Class with respect to such purchases of

Blackstone common units

4 For purposes of this Judgment as certified by the Courts August 132013 Order

Lead Plaintiffs Martin Litwin and Francis Brady are Class Representatives and Lead Counsel

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Robbins Geller Rudman amp Dowd LLP and Brower Piven A Professional Corporation are Class

Counsel

5 Pursuant to Federal Rule of Civil Procedure 23 this Court hereby approves the

Settlement set forth in the Stipulation and finds that the Settlement is in all respects fair reasonable

and adequate to the Class There are no objections to the proposed Settlement

6 Pursuant to Rule 23 of the Federal Rules ofCivil Procedure the Court finds that the

Stipulation and Settlement are fair reasonable and adequate as to each ofthe Settling Parties and

that the Stipulation and Settlement are hereby finally approved in all respects and the Settling

Parties are hereby directed to perform its terms

7 Accordingly the Court authorizes and directs implementation of all the terms and

provisions of the Stipulation as well as the terms and provisions hereof The Court hereby

dismisses as to Defendants the Action and all Released Claims ofthe Class with prejudice without

costs as to any Settling Party except as and to the extent provided in the Stipulation and herein

8 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

shall and each of the Class Members shall be deemed to have and by operation ofthis Judgment

shall have fully finally and forever released relinquished and discharged all Released Claims

against the Released Persons whether or not such Class Member executes and delivers the Proof of

Claim and Release

9 Upon the Effective Date hereof and as provided in the Stipulation each of the

Released Persons shall be deemed to have and by operation of this Judgment shall have fully

finally and forever released relinquished and discharged Lead Plaintiffs each and all of the Class

Members Lead Counsel and Abraham Fruchter amp Twersky LLP from all claims (including without

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limitation Unknown Claims) arising out of relating to or in connection with the institution

prosecution assertion settlement or resolution of the Action

10 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

and each of the Class Members who have not validly opted out of the Class and their respective

predecessors successors agents representatives attorneys and affiliates and the respective heirs

executors administrators successors and assigns of each of them directly or indirectly

individually derivatively representatively or in any other capacity shall be deemed to have and by

operation of the Judgment shall have fully finally and forever released relinquished and

discharged against the Released Persons (whether or not such Class Members execute and deliver

the Proof of Claim and Release forms) any and all Released Claims (including without limitation

Unknown Claims) as well as any claims arising out of relating to or in connection with the

defense settlement or resolution of the Action or the Released Claims

11 Upon the Effective Date Lead Plaintiffs and each of the Class Members who have

not validly opted out of the Class and their respective predecessors successors agents

representatives attorneys and affiliates and the respective heirs executors administrators

successors and assigns of each of them directly or indirectly individually derivatively

representatively or in any other capacity shall be permanently barred and enjoined from the

assertion institution maintenance prosecution or enforcement against any Released Person in any

state or federal court or arbitral forum or in the court of any foreign jurisdiction of any and all

Released Claims (including without limitation Unknown Claims) as well as any claims arising out

of relating to or in connection with the defense settlement or resolution of the Action or the

Released Claims

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12 The Notice ofProposed Settlement ofClass Action (Notice) given to the Class in

accordance with the Notice Order entered on August 30 2013 was the best notice practicable under

the circumstances including the individual notice to all members of the Class who could be

identified through reasonable effort ofthe proceedings and ofthe matters set forth therein including

the proposed Settlement set forth in the Stipulation the proposed Plan of Distribution of the

proceeds ofthe Settlement set forth in the Notice Lead Counsels application for attorneys fees and

reimbursement of expenses and Lead Plaintiffs request for an award of reasonable costs and

expenses relating to their representation of the Class and said Notice and notice procedures fully

satisfied the requirements of Federal Rule of Civil Procedure 23 the Private Securities Litigation

Reform Act of 1995 and the requirements of due process There are no objections to the Notice

andor notice procedures

13 The Court hereby approves the Plan ofDistribution as set forth in the Notice as fair

and equitable The Court directs Lead Counsel to proceed with processing Proofs ofClaim and the

administration of the Settlement pursuant to the terms of the Plan of Distribution and upon

completion ofthe claims processing procedure to present to this Court a proposed final distribution

order for the distribution of the Net Settlement Fund to eligible Class Members as provided in the

Stipulation and the Plan of Distribution There are no objections to the Plan of Distribution

14 The Court hereby awards Lead Counsel attorneys fees equal to 3333 percent of

the Settlement Fund (including interest accrued thereon) and litigation expenses in the amount of

$104700577 with interest to accrue thereon at the same rate and for the same periods as has

accrued by the Settlement Fund from the date ofthis Judgment to the date ofactual payment of said

attorneys fees and expenses to Lead Counsel as provided in the Stipulation The Court finds the

amount of attorneys fees awarded herein are fair and reasonable based on (a) the work performed

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and costs incurred by Lead Counsel (b) the complexity ofthe case (c) the risks undertaken by Lead

Counsel and the contingent nature of their employment (d) the quality of the work performed by

Lead Counsel in this Action and their standing and experience in prosecuting similar class action

securities litigation (e) awards to successful plaintiffs counsel in other similar litigation (f) the

benefits achieved for Class Members through the Settlement and (g) the absence ofany objections

from any Class Members to either the application for an award ofattorneys fees or expenses to Lead

Counsel

15 The Court also fmds that the requested expenses are proper as the expenses incurred

by Lead Counsel including the costs ofexperts were reasonable and necessary in the prosecution of

this Action on behalf of Class Members There are no objections to Lead Counsels application for

reimbursement of their expenses

16 The Court approves payment of$1500000 to Lead Plaintiff Martin Litwin for his

reasonable time and expenses (including lost wages) relating to their representation of the Class

Such payment shall be paid out of the Settlement Fund There are no objections to Lead Plaintiff

Litwins application for reimbursement ofhis costs and expenses

17 All fees and expenses awarded or allowed in this Judgment shall except as otherwise

expressly provided in the Stipulation be paid from the Settlement Fund

18 Lead Counsel may apply from time to time for any fees andor expenses incurred by

them solely in connection with the administration of the Settlement and distribution of the Net

Settlement Fund to Class Members which except as expressly provided in the Stipulation shall be

paid from the Settlement Fund

19 Neither appellate review nor modification ofthe Plan ofDistribution set forth in the

Notice nor any action in regard to the motion by Lead Counsel for attorneys fees andor expenses

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and the award ofcosts and expenses to Lead Plaintiffs shall affect the fmality ofany other portion of

this Judgment nor delay the Effective Date ofthe Stipulation and each shall be considered separate

for the purposes of appellate review of this Judgment

20 Neither the Stipulation nor the Settlement contained therein nor any act performed or

document executed pursuant to or in furtherance of the Stipulation or the Settlement (a) is or may be

deemed to be or may be used as an admission of or evidence of the validity ofany Released Claim

or ofany wrongdoing or liability of the Released Persons or (b) is or may be deemed to be or may

be used as an admission of or evidence of any fault or omission of any of the Defendants or the

Released Persons in any civil criminal or administrative proceeding in any court administrative

agency or other tribunal Defendants andor the Released Persons may file the Stipulation andor

this Judgment from this Action in any other action in which they are parties or that may be brought

against them in order to support a defense claim or counterclaim based on principles of res

judicata collateral estoppel release good faith settlement judgment bar or reduction or any theory

of claim preclusion or issue preclusion or similar defense or counterclaim

21 Without affecting the finality ofthis Judgment in any way this Court hereby retains

continuing exclusive jurisdiction over (a) implementation of this Settlement and any award or

distribution of the Settlement Fund including interest earned thereon (b) disposition of the

Settlement Fund (c) hearing and determining applications for attorneys fees interest and expenses

in the Action (d) payment of taxes by the Settlement Fund (e) all Settling Parties hereto for the

purpose ofconstruing enforcing and administering the Stipulation and (f) any other matters related

to finalizing the Settlement and distribution of proceeds of the Settlement

22 In the event that the Settlement does not become effective in accordance with the

terms of the Stipulation or the Effective Date does not occur or in the event that the Settlement

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Fund or any portion thereof is returned to Defendants then this Judgment shall be rendered null and

void to the extent provided by and in accordance with the Stipulation and shall be vacated and in

such event all orders entered and releases delivered in connection herewith shall be null and void to

the extent provided by and in accordance with the StipUlation

23 Without further order of the Court the Settling Parties may agree to reasonable

extensions of time to carry out any of the provisions of the Stipulation

24 The Court finds that during the course of the Action the Settling Parties and their

respective counsel at all times complied with the requirements of Rule 11 of the Federal Rules of

Civil Procedure

25 The Court directs immediate entry of this Final Judgment by the Clerk ofthe Court

DATED Ok 10 2 TEO aRABLE HAROLD A R JR

UNITED STATES DISTRICT JUDGE

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EXHIBIT A

BLACKSTONE LIST OF EXCLUSIONS

Name

1 lINA HU

2 ESTATE OF ANTHONY J FABEC

3 WILLIAM PATTERSON

4 MARY AN N SHOTWELL

5 RICHARD A LEWIS

6 JOHN MERCADENTE JR

7 DOUGLAS BARHORST

8 PATRICIA G NORMAN

9 ESTATE OF RICHARD A NORMAN

10 ROBERT W DUER

11 ANIBAL MARRERO

12 RUSS D SONNIER

13 MARCUS E ampJOANNE R NORTH

14 SUZANNE EMETAROM

15 WILLIAM W amp FRANCES E MAIN

16 ANTHONY BRIENZA

17 SHU HAO HUANG

18 KENNETH 0 PARRIS

19 DUFF S MCEVERS

20 SHERRIE L FRANTZ

21 DEBBIE CRINK

22 MARK A SUMMERS

23 PAULINE MEYEROWITZ

24 ANDREW WAHL

City

OSHAWA

WILLOUGHBY HILLS

KINGS MOUNTAIN

VIRGILINA

BULLARD

READING

SIDNEY

KEARNEY

KEARNEY

ALTA LOMA

CORAL GABLES

NEW YORK

VICTORIA

WALNUT CREEK

ROBERTS

COLD SPRING HARBOR

SNOHOMISH

ATHENS

LAGUNA NIGUEL

EUGENE

OMAHA

MINNETRISTA

FT LAUDERDALE

SAN FRANCISCO

St Country セ

ON CA lIJ7C6

OH US 44094

NC US 28086

VA US 24598

TX US 75757

PA US 19606

OH US 45365

NE US 68845

NE US 68845

CA US 91701

FL US 33134

NY US 10150

TX US 77905

CA US 94595

MT US 59070

NY US 11724

WA US 98296

GA US 30604

CA US 92677

OR US 97404

NE US 68138

MN US 55364

FL US 33308

CA US 94115

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 9 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 10 of 10

EXHIBIT 3

Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 1 of 4

UNITED STATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

--------_____________________ x

THE BOARD OF TRUSTEES OF THE Civil Action No 09-cv-09333-KBF

OPERA TING ENGINEERS PENSION

TRUST on Behalf of Itself and All Others CLASS ACTION

Similarly Situated [PROPOSES] ORDER A WARDING

Plaintiffs ATTORNEYS FEES EXPENSES AND

CASE CONTRIBUTION A WARD TO LEAD

vs PLAINTIFF

JPMORGAN CHASE BANK NATIONAL

ASSOCIATIOt USDCSDNY

DOCUMENTDefendant

ELECTRONICALLY FILED ---------------- x DOC

DATE f M i l M e M d セ ャ エ i o B B B v エ M R B B G エ M ョ M B G Q G Q Q R P セ Q M S

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 1 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 2 of 4

This matter having come before the Court on November 19 2013 on the motion of Lead

Counsel for an award ofattorneys fees and expenses in the litigation and a case contribution award

to Lead Plaintiff the Court having considered all papers filed and proceedings condueted herein

having found the settlement of this Action to be fair reasonable and adequate and otherwise being

fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by referenee the definitions in the Stipulation of Settlement

dated August 16 2013 and all capitalized terms used but not defined herein shall have the same

meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto ineluding all members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount ofS47702453 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-reeovery method

4 The fees and expenses shall be allocated among Plaintiffs Counsel in a manner

which in Lead Counsels good-faith judgment ret1ects each such counsels contribution to the

institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Lead Counsel subject to the terms conditions and obligations of the

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Case 109-cv-09333-KBF Document 159 Filed 112013 Page 2 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 3 of 4

Stipulation and in particular セ Q R R thereof which terms conditions and obligations are incorporated

herein

6 The Court hereby awards Lead Plaintiff Board ofTrustees of the Operating Engineers

Pension Trust $25000 for its time and expense in representing the Class This case contribution

award shall be paid to Lead Plaintiff on or after the Effective Date subject to the terms conditions

and obligations of the Stipulation and in particular セ R S thereof which terms conditions and

obligations are incorporated herein

IT IS SO ORDERED

THE HONORABLE KATHERINE B FORREST

UNITED STATES DISTRICT JUDGE

- 2

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 3 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 4 of 4

EXHIBIT 4

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 1 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

CITILINE HOLDINGS INC Individually Civil Action No 108-cv-03612-RJS and On Behalf of All Others Similarly Situated (Consolidated)

Plaintiff CLASS ACTION

vs

ISTAR FINANCIAL INC et al

Defendants

x

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

E Albdquo

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 2 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 2 of 3

This matter having come before the Court on April 5 2013 on the motion of Co-Lead

Counsel for an award of attorneys fees and expenses in the Litigation the Court having considered

all papers filed and proceedings conducted herein having found the settlement of this action to be

fair reasonable and adequate and otherwise being fully informed in the premises and good cause

appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 5 2012 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Co-Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount of $23490171 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among Lead Plaintiffs counsel in a manner

which in Co-Lead Counsels good-faith judgment reflects each such counsels contribution to the

institution prosecution and resolution of the Litigation

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 3 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 3 of 3

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Co-Lead Counsel subject to the terms conditions and obligations of the

Stipulation and in particular para62-63 thereof which terms conditions and obligations are

incorporated herein

SO ORDERED

-2-

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 4 of 4

EXHIBIT 5

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 1 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 1 of 4

UNITED ST ATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

In re SANOFI-AVENTIS SECURITIES

LITIGATION

This Document Relates To

ALL ACTIONS

---middotmiddotmiddot-----middot--------x

i

11

middot middot FlLBD I l

JAN 2 2QJ4-~ Civil Action No 107tv-10279-GBD

CLASS ACTION f middot middot

ECFCASE

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND AN

AWARD TO PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

903068_ l

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 2 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 2 of 4

This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 3 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 3 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 19: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

- 10 - 1308528_1

2007 WL 4115808 at 8 (ldquopublic policy considerations support the award in this case because the

Lead Plaintiff a large public pension fund ndash conscientiously supervised the work of lead counsel

and has approved the fee requestrdquo)

D The Fee Request Is Reasonable Under the Lodestar Method

To ensure the reasonableness of a fee awarded under the percentage-of-the-fund method the

Second Circuit encourages district courts to cross-check the proposed award against counselrsquos

lodestar See Goldberger 209 F3d at 50 Applying the lodestar cross-check underscores and

affirms the reasonableness of the requested percentage ldquoUnder the lodestar method the court must

engage in a two-step analysis first to determine the lodestar the court multiplies the number of

hours each attorney spent on the case by each attorneyrsquos reasonable hourly rate and second the

court adjusts that lodestar figure (by applying a multiplier) to reflect such factors as the risk and

contingent nature of the litigation the result obtained and the quality of the attorneyrsquos workrdquo City

of Providence 2014 WL 1883494 at 13 ldquoCalculation of the lodestar however is simply the

beginning of the analysisrdquo In re Warner Commcrsquons Sec Litig 618 F Supp 735 747 (SDNY

1985) affrsquod 798 F2d 35 (2d Cir 1986) In re Ivan F Boesky Sec Litig 888 F Supp 551 562

(SDNY 1995) Performing the lodestar calculation here confirms that the fee requested by Lead

Counsel is reasonable and should be approved

Lead Counsel and its paraprofessionals have spent in the aggregate 222095 hours in the

prosecution of this case producing a total lodestar amount of $157125275 when multiplied by Lead

Counselrsquos billing rates See the accompanying Declaration of Henry Rosen Filed on Behalf of

Robbins Geller Rudman amp Dowd LLP (ldquoRobbins Geller Declrdquo)6 The amount of attorneysrsquo fees

6 In determining whether the rates are reasonable the Court should take into account the attorneysrsquo professional reputation experience and status Lead Counsel is among the most prominent experienced and well-regarded securities practitioners in the nation Therefore the hourly rates are

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 19 of 34

- 11 - 1308528_1

requested by Lead Counsel herein $3750000 plus interest represents a modest multiplier of 23 to

counselrsquos aggregate lodestar7

The requested 23 multiplier in this Litigation is within the range of multipliers commonly

awarded in securities class actions and other comparable litigation In cases of this nature fees

representing multiples above lodestar are regularly awarded to reflect the contingency-fee risk and

other relevant factors See In re FLAG Telecom Holdings Ltd Sec Litig No 02-CV-3400 (CM)

(PED) 2010 WL 4537550 at 26 (SDNY Nov 8 2010) (ldquolsquoa positive multiplier is typically

applied to the lodestar in recognition of the risk of the litigation the complexity of the issues the

contingent nature of the engagement the skill of the attorneys and other factorsrsquordquo) (citation

omitted) In re Comverse Tech Inc Sec Litig No 06-CV-1825 (NGG) (RER) 2010 WL 2653354

at 5 (EDNY June 24 2010) (ldquoWhere as here counsel has litigated a complex case under a

contingency fee arrangement they are entitled to a fee in excess of the lodestarrdquo)

Indeed in complex contingent litigation lodestar multipliers between 2 and 5 are commonly

awarded See Wal-Mart 396 F3d at 123 (upholding multiplier of 35 as reasonable on appeal)

NECA-IBEW Health amp Welfare Fund v Goldman Sachs amp Co No 108-cv-10783-LAP 2016 WL

3369534 at 1 (SDNY May 2 2016) (awarding fee representing a 39 multiplier) Davis 827 F

Supp 2d at 185 (awarding fee representing multiplier of 53 which was ldquonot atypicalrdquo in similar

cases) Credit Suisse slip op at 4 (awarding fee representing a multiplier of 47) Comverse 2010

WL 2653354 at 5 (awarding fee representing 278 multiplier) Telik 576 F Supp 2d at 590 (ldquoIn

contingent litigation lodestar multiples of over 4 are routinely awarded by courts including this

reasonable here See In re Merrill Lynch amp Co Inc Research Reports Sec Litig No 02 MDL 1484 (JFK) 2007 WL 313474 at 22 (SDNY Feb 1 2007) (approving counselrsquos hourly rates)

7 The Supreme Court and other courts have held that the use of current rates is proper since such rates compensate for inflation and the loss of use of funds See Jenkins 491 US at 283-84

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 20 of 34

- 12 - 1308528_1

Courtrdquo) In re Bisys Sec Litig No 04 Civ 3840 (JSR) 2007 WL 2049726 at 3 (SDNY July

16 2007) (awarding 30 fee representing a 299 multiplier and finding that the multiplier ldquofalls well

within the parameters set in this district and elsewhererdquo) In re AremisSoft Corp Sec Litig 210

FRD 109 135 (DNJ 2002) (43 multiplier was appropriate in light of the contingency risk and

the quality of the result achieved) Maley 186 F Supp 2d at 369 (awarding fee equal to a 465

multiplier which was ldquowell within the range awarded by courts in this Circuit and courts throughout

the countryrdquo)

The lodestarmultiplier is to be used merely as a cross-check on reasonableness To find

otherwise undermines the principles supporting the percentage approach and encourages needless

lodestar-building litigation See In re Ikon Office Sols Inc 194 FRD 166 196 (ED Pa 2000)

(ldquoThe court will not reduce the requested award simply for the sake of doing so when every other

factor ordinarily considered weighs in favor of approving class counselrsquos request of thirty percentrdquo)

Lead Counsel invested substantial time and effort prosecuting this Litigation against Defendants to a

successful completion The requested fee therefore is manifestly reasonable whether calculated as

a percentage of the fund or in relation to Lead Counselrsquos lodestar Moreover as discussed below

each of the factors cited by the Second Circuit in Goldberger also strongly supports a finding that the

requested fee is reasonable

E The Relevant Factors Confirm that the Requested Fee Is Reasonable

In Goldberger the Second Circuit explained that whether the court uses the percentage-of-

the-fund method or the lodestar approach it should continue to consider the traditional criteria that

reflect a reasonable fee in common fund cases including

bull the time and labor expended by counsel

bull the risks of the litigation

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 21 of 34

- 13 - 1308528_1

bull the magnitude and complexity of the litigation

bull the requested fee in relation to the settlement

bull the quality of representation and

bull public policy considerations

Goldberger 209 F3d at 50 Consideration of these factors demonstrates that the requested fee is fair

and reasonable

1 The Time and Labor Expended by Counsel

Lead Counsel has expended substantial time and effort pursuing the Litigation on behalf of

the Class Since the Litigation commenced Lead Counsel and its paraprofessionals devoted over

2200 hours to prosecuting the Classrsquo claims As detailed in the Rosen Declaration submitted

herewith Lead Counsel among other things

bull conducted an extensive factual investigation relating to Defendantsrsquo conduct and the tax avoidance scheme

bull researched the law relevant to the claims asserted including Brazilian tax laws and Defendantsrsquo potential defenses thereto and drafted detailed complaints

bull drafted an opposition to Defendantsrsquo motions to dismiss the Consolidated Complaint

bull consulted with Brazilian attorneys regarding the unique issues raised in the Litigation

bull consulted with experts and consultants in the areas of damages and market efficiency

bull participated in lengthy armrsquos-length settlement negotiations and mediation with Defendants and

bull negotiated and drafted the Stipulation and exhibits thereto as well as the motion for preliminary approval of the Settlement

Rosen Decl parapara3-31 Moreover Lead Counsel with the assistance of its damages expert and in-

house damages consultant prepared the proposed Plan of Allocation Throughout the Litigation

Lead Counsel staffed the matter efficiently and avoided any unnecessary duplication of effort Lead

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 22 of 34

- 14 - 1308528_1

Counselrsquos work in the Litigation will not end with the Courtrsquos approval of the Settlement

Additional hours and resources will necessarily be expended assisting Members of the Class with the

completion and submission of their Proof of Claim and Release forms shepherding the claims

process and responding to Class Member inquiries See Aponte v Comprehensive Health Mgmt

No 10 Civ 4825 (JLC) 2013 WL 1364147 at 6 (SDNY Apr 2 2013) The significant amount

of time and effort devoted to this case by Lead Counsel to obtain a $15 million recovery confirms

that the 25 fee request is reasonable

2 The Risks of the Litigation

a The Contingent Nature of Lead Counselrsquos

Representation Supports the Requested Fee

The risk undertaken in the litigation is often considered the most important Goldberger

factor Goldberger 209 F3d at 54 Comverse 2010 WL 2653354 at 5 Telik 576 F Supp 2d at

592 The Second Circuit has recognized that the risk associated with a case undertaken on a

contingent fee is an important factor in determining an appropriate fee award

No one expects a lawyer whose compensation is contingent upon his success to charge when successful as little as he would charge a client who in advance had agreed to pay for his services regardless of success Nor particularly in complicated cases producing large recoveries is it just to make a fee depend solely on the reasonable amount of time expended

Detroit v Grinnell Corp 495 F2d 448 470 (2d Cir 1974) ldquoLittle about litigation is risk-free and

class actions confront even more substantial risks than other forms of litigationrdquo Teachersrsquo Ret Sys

v ACLN Ltd No 01-CV-11814 (MP) 2004 WL 1087261 at 3 (SDNY May 14 2004) Am

Bank Note 127 F Supp 2d at 433 (concluding it is ldquoappropriate to take this [contingent fee] risk

into account in determining the appropriate fee to awardrdquo) In re Prudential Sec Ltd Prsquoships Litig

985 F Supp 410 417 (SDNY 1997) (ldquoNumerous courts have recognized that the attorneyrsquos

contingent fee risk is an important factor in determining the fee awardrdquo) This risk encompasses not

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 23 of 34

- 15 - 1308528_1

just the risk of no payment but also the risk of underpayment See In re Contrsquol Ill Sec Litig 962

F2d 566 569-70 (7th Cir 1992) (reversing district courtrsquos fee award where court failed to account

for among other things risk of underpayment to counsel) When considering the reasonableness of

attorneysrsquo fees in a contingency action the court should consider the risks of the litigation at the time

the suit was brought See Goldberger 209 F3d at 55 In re Sadia SA Sec Litig No 08 Civ 9528

(SAS) 2011 WL 6825235 at 3 (SDNY Dec 28 2011)

The reasonableness of the requested fee is also supported by an evaluation of the risks

undertaken by Lead Counsel in prosecuting this class action Lead Counsel undertook this Litigation

on a wholly-contingent fee basis investing a substantial amount of time and money to prosecute this

very risky action without a guarantee of compensation or even the recovery of expenses Unlike

Defendantsrsquo counsel who are paid substantial hourly rates and reimbursed for their expenses on a

regular basis Lead Counsel has not been compensated for any time or expenses since this case

began and would have received no compensation or even payment of its expenses had this case not

been successful

From the outset Lead Counsel understood that it was embarking on a complex expensive

and lengthy litigation with no guarantee of ever being compensated for investing the time and money

the case would require In undertaking that responsibility Lead Counsel was obligated to assure that

sufficient attorney and paraprofessional resources were dedicated to prosecuting the Litigation and

that funds were available to compensate staff and to pay for the considerable costs which a case such

as this entails Under these circumstances the financial burden on contingent-fee counsel is far

greater than on a firm that is paid on an ongoing basis

In addition to advancing litigation expenses Lead Counsel faced the possibility that it would

receive no attorneysrsquo fees It is wrong to presume that a law firm handling complex contingent

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 24 of 34

- 16 - 1308528_1

litigation always wins There are numerous instances where in contingent cases such as this one

plaintiffrsquos counsel have expended thousands of hours without receiving any compensation8

Losses in contingent-fee litigations especially those brought under the PSLRA are

exceedingly expensive Lead Counselrsquos assumption of the contingency fee risk strongly supports the

reasonableness of the requested fee See FLAG Telecom 2010 WL 4537550 at 27 (ldquoCourts in the

Second Circuit have recognized that the risk associated with a case undertaken on a contingent fee

basis is an important factor in determining an appropriate fee awardrdquo) In re Marsh ERISA Litig

265 FRD 128 148 (SDNY 2010) (ldquoThere was significant risk of non-payment in this case and

Plaintiffsrsquo Counsel should be rewarded for having borne and successfully overcome that riskrdquo)

b Litigation Risks

While Lead Plaintiff remains confident in its ability to prove its claims and that once the

truth was revealed Class Members suffered legally cognizable losses on their purchases of Gerdau

ADRs during the Class Period it recognizes that its ability to prove liability was far from certain

Rosen Decl parapara33-35 As detailed in the Rosen Declaration and in the Settlement Memorandum

Defendants raised numerous challenges to the materiality scienter and loss causation elements of

8 The risk of no recovery in complex cases of this type is real and is heightened when lead counsel press to achieve the very best result for those they represent There are numerous class actions in which lead counsel expended thousands of hours and yet received no remuneration despite their diligence and expertise See eg Hubbard v BankAtlantic Bancorp Inc 688 F3d 713 725 (11th Cir 2012) (affirming judgment as a matter of law following jury verdict partially in plaintiffsrsquo favor) In re Oracle Corp Sec Litig No C 01-00988-SI 2009 WL 1709050 (ND Cal June 19 2009) affrsquod 627 F3d 376 (9th Cir 2010) (court granted summary judgment for defendants after eight years of litigation after plaintiffsrsquo counsel incurred over $7 million in expenses and worked over 100000 hours representing a lodestar of approximately $40 million) In re JDS Uniphase

Corp Sec Litig No C-02-1486 CW (EDL) 2007 WL 4788556 at 1 (ND Cal Nov 27 2007) (jury verdict for defendants) Robbins v Koger Props 116 F3d 1441 1449 (11th Cir 1997) (jury verdict of $81 million for plaintiffs against an accounting firm reversed on appeal on loss causation grounds and judgment entered for defendant) Anixter v Home-Stake Prod Co 77 F3d 1215 1233 (10th Cir 1996) (Tenth Circuit overturned securities fraud class action jury verdict for plaintiffs in case filed in 1973 and tried in 1988 on basis of 1994 Supreme Court opinion)

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 25 of 34

- 17 - 1308528_1

Lead Plaintiffrsquos claims under the federal securities laws The Individual Defendants also challenged

this Courtrsquos personal jurisdiction over them Obtaining documents and testimony from witnesses in

Brazil would be expensive if possible at all Therefore there was a question whether Lead Plaintiff

would ultimately be able to prove that Defendants who could be sued in this Court acted knowingly

or recklessly made materially false or misleading statements or omissions as required

With respect to proving loss causation Defendants would continue to argue that the declines

in Gerdaursquos ADR price were caused by factors other than Lead Plaintiffrsquos alleged corrective

disclosures Id para369 Defendants would never concede their liability and if their motions to

dismiss were denied would continue to press their defenses at summary judgment and trial Lead

Plaintiff also faced the risk that the Court would deny its motion to certify the Class if the Litigation

reached that stage

c Risk as to Damages

Whether Lead Plaintiff could prove damages also was unsettled Defendants strenuously

disagreed with Lead Plaintiffrsquos damages theories and estimates In order for the Class to recover

damages at the level estimated by Lead Counselrsquos expert it would need to prevail on each and every

one of the claims alleged for the entirety of the Class Period The damage assessments of the

partiesrsquo respective trial experts would be sure to vary substantially and trial would become a ldquobattle

of expertsrdquo The outcome of such battles is never predictable and there existed the very real

possibility that a jury could be swayed by experts for Defendants to minimize the Classrsquo losses or to

show that the losses were attributable to factors other than the alleged misstatements and omissions

Thus even if Lead Plaintiff prevailed as to liability at trial the judgment obtained could well have

been only a fraction of the damages claimed

9 Another litigation risk for Lead Plaintiff was the proper length of the Class Period Id

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 26 of 34

- 18 - 1308528_1

3 The Magnitude and Complexity of the Litigation

The complexity of the litigation is another factor examined by courts evaluating the

reasonableness of attorneysrsquo fees requested by class counsel See Chatelain v Prudential-Bache

Sec 805 F Supp 209 216 (SDNY 1992) It is widely recognized that ldquoshareholder actions are

notoriously complex and difficult to proverdquo See In re Bayer AG Sec Litig No 03 Civ 1546

(WHP) 2008 WL 5336691 at 5 (SDNY Dec 15 2008) see also FLAG Telecom 2010 WL

4537550 at 27 ldquo[S]ecurities actions have become more difficult from a plaintiffrsquos perspective in

the wake of the PSLRArdquo Ikon 194 FRD at 194 see also In re AOL Time Warner Inc Sec amp

ldquoERISArdquo Litig No MDL 1500 2006 WL 903236 at 9 (SDNY Apr 6 2006) (ldquo[T]he legal

requirements for recovery under the securities laws present considerable challenges particularly

with respect to loss causation and the calculation of damages These challenges are exacerbated

where a number of controlling decisions have recently shed new light on the standard for loss

causationrdquo) This case was no exception As described in greater detail in the accompanying

Settlement Memorandum and the Rosen Declaration this Litigation involved a number of difficult

and complex questions concerning liability of foreign defendants and loss causation that would have

required extensive additional efforts by Lead Counsel and further consultation with Brazilian law

tax accounting and economic experts

The trial of liability issues alone would have involved substantial attorney and expert time

the introduction of voluminous documentary and deposition evidence which would require

translation vigorously contested motions and the considerable expenditures of judicial resources

Because this case revolved around ldquodifficult complex hotly disputed and expert-intensive issuesrdquo

this factor favors awarding a 25 fee City of Providence 2014 WL 1883494 at 16

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 27 of 34

- 19 - 1308528_1

4 The Quality of Representation Supports the Requested Fee

The quality of the representation by Lead Counsel is another important factor that supports

the reasonableness of the requested fee Lead Counsel submits that the quality of the representation

here is best evidenced by the quality of the result achieved See Settlement Memorandum at 18-19

see also FLAG Telecom 2010 WL 4537550 at 28 Bisys 2007 WL 2049726 at 3 It took a great

deal of skill to achieve a settlement at this level in this particular case Lead Counsel is a nationally

known leader in the fields of securities class actions and complex litigation This is attributable to

the diligence determination hard work and reputation of counsel who developed litigated and

successfully negotiated the Settlement of this Litigation and a substantial immediate cash recovery in

a very difficult case without the risk of further litigation See Teachersrsquo Ret Sys 2004 WL

1087261 at 6

Finally courts repeatedly recognize that the quality of the opposition faced by plaintiffsrsquo

counsel should also be taken into consideration in assessing the quality of counselrsquos performance

See eg BioScrip 2017 US Dist LEXIS 118881 at 73 (ldquo[O]pposing counsel in this case was

itself highly skilled a factor courts have considered in approving feesrdquo) Marsh ERISA 265 FRD

at 148 (ldquoThe high quality of defense counsel opposing Plaintiffsrsquo efforts further proves the caliber of

representation that was necessary to achieve the Settlementrdquo) Veeco 2007 WL 4115808 at 7

(among the factors supporting a 30 award of attorneysrsquo fees was that defendants were represented

by ldquoone of the countryrsquos largest law firmsrdquo) Here Defendants are represented by lawyers from

Skadden Arps Slate Meagher amp Flom LLP and Kramer Levin Naftalis amp Frankel LLP highly

respected law firms who presented very skilled defenses and spared no effort in representing their

clients Notwithstanding this formidable opposition Lead Counselrsquos ability to present a strong case

and to demonstrate its willingness to continue to vigorously prosecute the Litigation through trial

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 28 of 34

- 20 - 1308528_1

and then inevitable appeals enabled Lead Counsel to achieve a very favorable Settlement for the

benefit of the Class

5 Public Policy Considerations

A strong public policy concern exists for rewarding firms for bringing successful securities

litigation See FLAG Telecom 2010 WL 4537550 at 29 (if the ldquoimportant public policy [of

enforcing the securities laws] is to be carried out the courts should award fees which will adequately

compensate Lead Counsel for the value of their efforts taking into account the enormous risks they

undertookrdquo) Maley 186 F Supp 2d at 373 (ldquoIn considering an award of attorneyrsquos fees the public

policy of vigorously enforcing the federal securities laws must be consideredrdquo) Hicks 2005 WL

2757792 at 9 (ldquolsquoTo make certain that the public is represented by talented and experienced trial

counsel the remuneration should be both fair and rewardingrsquordquo) (citation omitted) Accordingly

public policy favors granting Lead Counselrsquos fee and expense application here

6 The Classrsquo Reaction to the Fee Request to Date Supports the

Requested Fee

To date the Claims Administrator has sent over 36900 copies of the Notice to potential

Class Members and nominees informing them inter alia that Lead Counsel intended to apply to the

Court for an award of attorneysrsquo fees in an amount not to exceed 25 of the total recovery plus

expenses not to exceed $200000 plus interest on both amounts10 The time to object to the fee

request expires on September 29 2017 To date just one week before the objection deadline not a

single objection to the fee and expense amounts set forth in the Notice has been received Such a

ldquolow level of objection is a lsquorare phenomenonrsquordquo In re Rite Aid Corp Sec Litig 396 F3d 294 305

(3d Cir 2005) (citation omitted) Moreover ldquoa significant number of investors in the class were

10 See Declaration of Carole K Sylvester Regarding Notice Dissemination Publication and Requests for Exclusion Received to Date para11 and Ex A (ldquoSylvester Declrdquo) submitted herewith

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 29 of 34

- 21 - 1308528_1

lsquosophisticatedrsquo institutional investors that had considerable financial incentive to object [to the

settlement] had they believed [the settlement was unfair or] the requested fees were excessiverdquo Id

Additionally the Lead Plaintiff supports the fee request See Chicago Police Decl para17 The fact

that no objections were received is compelling evidence of the fairness of the fee request

IV LEAD COUNSELrsquoS EXPENSES WERE REASONABLY INCURRED AND

NECESSARY TO THE PROSECUTION OF THIS LITIGATION

Lead Counsel also respectfully requests an award of $16273405 in expenses incurred while

prosecuting the Litigation Lead Counsel has submitted a declaration regarding these modest

expenses which are properly recovered by counsel See accompanying Robbins Geller Decl See

eg In re China Sunergy Sec Litig No 07 Civ 7895 (DAB) 2011 WL 1899715 at 6 (SDNY

May 13 2011) (in a class action attorneys should be compensated ldquofor reasonable out-of-pocket

expenses incurred and customarily charged to their clients as long as they were lsquoincidental and

necessary to the representationrsquordquo) (citation omitted) FLAG Telecom 2010 WL 4537550 at 30 (ldquoIt

is well accepted that counsel who create a common fund are entitled to the reimbursement of

expenses that they advanced to a classrdquo) In re Indep Energy Holdings PLC Sec Litig 302

F Supp 2d 180 183 n3 (SDNY 2003) (court may compensate class counsel for reasonable

expenses necessary to the representation of the class)

Counselrsquos expenses include the costs of hiring experts and consultants travel mediating the

Classrsquo claims and computerized research A complete breakdown by category of the expenses

incurred is set forth in the Robbins Geller Declaration These expenses were critical to Lead

Plaintiffrsquos success in achieving the Settlement See Global Crossing 225 FRD at 468 (ldquoThe

expenses incurred ndash which include investigative and expert witnesses filing fees service of process

travel legal research and document production and review ndash are the type for which lsquothe paying

armsrsquo length marketrsquo reimburses attorneys [f]or this reason they are properly chargeable to the

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 30 of 34

- 22 - 1308528_1

Settlement fundrdquo) Not a single objection to the expense amount set forth in the Notice has been

received Accordingly Lead Counsel respectfully requests payment for these expenses plus interest

earned on such amount at the same rate as that earned by the Settlement

V LEAD PLAINTIFF SHOULD BE AWARDED ITS REASONABLE TIME

AND EXPENSES UNDER 15 USC sect78u-4(a)(4)

Lead Plaintiff seeks approval for an award of $3765 for the time it spent directly relating to

its representation of the Class The PSLRA specifically provides that an ldquoaward of reasonable costs

and expenses (including lost wages) directly relating to the representation of the classrdquo may be made

to ldquoany representative party serving on behalf of a classrdquo 15 USC sect78u-4(a)(4)

The Lead Plaintiff dedicated time to the Litigation by reviewing significant pleadings and

briefs in the Litigation communicating regularly with Lead Counsel and monitoring the progress of

settlement negotiations See Chicago Police Decl para20 Numerous courts have approved reasonable

awards to compensate lead plaintiffs for the time and effort they spent on behalf of a class See

Kinross Gold 2015 US Dist LEXIS 181932 at 14 (awarding $1680011 to lead plaintiff and

additional named plaintiffs ldquoto compensate them for their reasonable costs and expenses directly

relating to their representation of the Classrdquo) In re Intercept Pharms Inc Sec Litig No 114-cv-

01123-NRB slip op at 1 (SDNY Oct 20 2016) (awarding $527500 and $740125 to lead

plaintiffs ldquodirectly relating to the representation of the Classrdquo) Hicks 2005 WL 2757792 at 10

(ldquoCourts in this Circuit routinely award such costs and expenses both to reimburse the named

plaintiffs for expenses incurred through their involvement with the action and lost wages as well as

to provide an incentive for such plaintiffs to remain involved in the litigation and to incur such

expenses in the first placerdquo)

Lead Plaintiff took an active role with the prosecution of the Litigation These are precisely

the types of activities that courts have found to support awards to class representatives See eg In

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 31 of 34

- 23 - 1308528_1

re Am Intrsquol Grp Inc No 04 Civ 8141 (DAB) 2010 WL 5060697 at 3 (SDNY Dec 2 2010)

(granting PSLRA award of $30000 to institutional lead plaintiffs ldquoto compensate them for the time

and effort they devoted on behalf of a classrdquo) FLAG Telecom 2010 WL 4537550 at 31 (approving

award of $100000 to lead plaintiff for time spent in the litigation) Veeco 2007 WL 4115808 at 12

(characterizing such awards as ldquolsquoroutine[]rsquordquo in this Circuit) (citation omitted)

The Notice sufficiently informed potential Class Members that such expenses would be

sought Sylvester Decl Ex A at 2 The modest request by Lead Plaintiff is supported by

declaration is reasonable and fully justified under the PSLRA and should be granted There have

been no objections to this request

VI CONCLUSION

Based on the foregoing and the entire record herein Lead Counsel respectfully requests that

the Court award attorneysrsquo fees of 25 of the $15 million recovery plus expenses in the amount of

$16273405 plus interest on both amounts and $3765 to Lead Plaintiff

DATED September 22 2017 Respectfully submitted

s Ellen Gusikoff Stewart

Henry Rosen Ellen Gusikoff Stewart Susannah R Conn ROBBINS GELLER RUDMAN amp DOWD LLP 655 West Broadway Suite 1900 San Diego CA 92101 Telephone 619231-1058 619231-7423 (fax) henryrrgrdlawcom ellengrgrdlawcom sconnrgrdlawcom

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 32 of 34

- 24 - 1308528_1

Samuel H Rudman David A Rosenfeld ROBBINS GELLER RUDMAN amp DOWD LLP 58 South Service Road Suite 200 Melville NY 11747 Telephone 631367-7100 631367-1173 (fax) srudmanrgrdlawcom drosenfeldrgrdlawcom

Christopher C Gold ROBBINS GELLER RUDMAN amp DOWD LLP 120 East Palmetto Park Road Suite 500 Boca Raton FL 33432 Telephone 561750-3000 561750-3364 (fax) cgoldrgrdlawcom

Lead Counsel for Plaintiff

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 33 of 34

CERTIFICATE OF SERVICE

I Ellen Gusikoff Stewart hereby certify that on September 22 2017 I caused a true and

correct copy of the attached

Memorandum of Law in Support of Lead Counselrsquos Motion for an Award of Attorneysrsquo Fees and Expenses and Award to Lead Plaintiff Pursuant to 15 USC sect78u-4(a)(4)

to be electronically filed with the Clerk of the Court using the CMECF system which will send

notification of such public filings to all counsel registered to receive such notice

s Ellen Gusikoff Stewart

ELLEN GUSIKOFF STEWART

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 34 of 34

EXHIBIT 1

Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 1 of 5

UNITED STATES DISTRICT COURTSOUTHERN DISTRICT OF NEW YORK

xZUBAIR PATEL Individually and on Behalf of All Others Similarly Situated

Plaintiff

vs

L-3 COMMUNICATIONS HOLDINGS INC et al

Defendants

x

Civil Action No 114-cv-06038-VEC(Consolidated)

CLASS ACTION

REVISED [PROPOSED] ORDER AWARDING ATTORNEYSrsquo FEES AND EXPENSES AND AWARDS TO LEAD PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 1 of 4

81717

USDC SDNY DOCUMENT ELECTRONICALLY FILED DOC DATE FILED

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 1 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 2 of 5

- 1 -

This matter having come before the Court on August 16 2017 on the motion of Lead

Counsel for an award of attorneysrsquo fees and expenses (the ldquoFee Motionrdquo) the Court having

considered all papers filed and proceedings conducted herein having found the Settlement of this

Litigation to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Stipulation of Settlement

dated February 22 2017 (the ldquoStipulationrdquo) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 Notice of Lead Counselrsquos Fee Motion was given to all Class Members who could be

located with reasonable effort The form and method of notifying the Class of the Fee Motion met

the requirements of Rule 23 of the Federal Rules of Civil Procedure and 15 USC sect78u-4(a)(7) the

Securities Exchange Act of 1934 as amended by the Private Securities Litigation Reform Act of

1995 due process and any other applicable law constituted the best notice practicable under the

circumstances and constituted due and sufficient notice to all persons and entities entitled thereto

4 The Court hereby awards Lead Counsel attorneysrsquo fees of 25 of the Settlement

Fund (or $8625000) plus expenses in the amount of $47598074 together with the interest earned

on both amounts for the same time period and at the same rate as that earned on the Settlement Fund

until paid The Court finds that the amount of fees awarded is appropriate and that the amount of

fees awarded is fair and reasonable under the ldquopercentage-of-recoveryrdquo method

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 2 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 2 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 3 of 5

- 2 -

5 The fees and expenses shall be allocated amongst Lead Plaintiffsrsquo Counsel in a

manner that Lead Counsel in good faith believes reflects the contributions of such counsel to the

prosecution and settlement of the Litigation

6 The awarded attorneysrsquo fees and expenses and interest earned thereon shall be paid to

Lead Counsel subject to the terms conditions and obligations of the Stipulation and in particular

para62 thereof which terms conditions and obligations are incorporated herein

7 In making this award of fees and expenses to Lead Counsel the Court has considered

and found that

(a) the Settlement has created a fund of $34500000 in cash that is already on

deposit and numerous Class Members who submit or have submitted valid Proof of Claim and

Release forms will benefit from the Settlement created by Lead Counsel

(b) over 47000 copies of the Notice were disseminated to Class Members

indicating that Lead Counsel would move for attorneysrsquo fees in the amount of 25 of the Settlement

Fund and for expenses in an amount not to exceed $600000 and no objections to the fees or

expenses were filed by Class Members

(c) Lead Counsel has pursued the Litigation and achieved the Settlement with

skill perseverance and diligent advocacy

(d) Lead Counsel has expended substantial time and effort pursuing the Litigation

on behalf of the Class

(e) Lead Counsel pursued the Litigation on a contingent basis having received no

compensation during the Litigation and any fee amount has been contingent on the result achieved

(f) the Litigation involves complex factual and legal issues and in the absence of

settlement would involve lengthy proceedings whose resolution would be uncertain

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 3 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 3 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 4 of 5

- 3 -

(g) had Lead Counsel not achieved the Settlement there would remain a

significant risk that the Class may have recovered less or nothing from Defendants

(h) Lead Counsel has devoted over 8500 hours with a lodestar value of

$439142350 to achieve the Settlement

(i) public policy concerns favor the award of reasonable attorneysrsquo fees and

expenses in securities class action litigation and

(j) the attorneysrsquo fees and expenses awarded are fair and reasonable and

consistent with awards in similar cases within the Second Circuit

8 Any appeal or any challenge affecting this Courtrsquos approval regarding the Fee Motion

shall in no way disturb or affect the finality of the Judgment entered with respect to the Settlement

9 Pursuant to 15 USC sect78u-4(a)(4) the Court awards the following amounts to Lead

Plaintiffs for the time they spent directly related to their representation of the Class $39000 to City

of Pontiac General Employeesrsquo Retirement System $86000 to Local 1205 Pension Plan and

$100000 to City of Taylor Police and Fire Retirement System

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this Order shall be

rendered null and void to the extent provided in the Stipulation and shall be vacated in accordance

with the Stipulation

IT IS SO ORDERED

DATED ______________________ ________________________________________THE HONORABLE VALERIE E CAPRONIUNITED STATES DISTRICT JUDGE

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 4 of 4

August 17 2017

___________________________________________ _________E HONORABLE VALEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEERIE E CA

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 4 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 5 of 5

EXHIBIT 2

Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 1 of 10

rus1$$i)Ny I DOCUMENT

ELECTRONICALLY FILED DOC

SOUTHERN DISTRICT OF NEW YORK

UNITED STATES DISTRICT COURT

d a t e b Z l セ e セ d M Z セ セ セ ャ M セ------------------___________ x セ セ セ セ セ セ セ ] ] セ セ セ セ

LAND MEN PARTNERS INC Individually Civil Action No 08-cv-03601-HBshy

and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff FINAL JUDGMENT AND ORDER OF

vs DISMISSAL WITH PREJUDICE

THE BLACKSTONE GROUP LP et aI

Defendants

---------------------------------x

This matter came before the Court for hearing pursuant to the Order Preliminarily Approving

Settlement and Providing for Notice to the Class (Notice Order) dated August 30 2013 on the

unopposed application ofLead Plaintiffs for approval of the Settlement set forth in the Settlement

Agreement dated August 28 2013 (Stipulation) and following a hearing on December 18 2013

Due and adequate notice having been given to the Class as required in said Order and the Court

having considered all papers filed and proceedings had herein and otherwise being fully informed in

the premises and good cause appearing therefor

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Final Judgment incorporates by reference the definitions in the Stipulation and

all terms used herein shall have the same meanings as set forth in the Stipulation unless otherwise

set forth herein

2 This Court has jurisdiction over the subject matter ofthe Action and over all Settling

Parties to the Action including all members of the Class

3 For purposes ofthis Judgment as certified by the Court s August 13 2013 Order the

Class is defined as all Persons who purchased the common units of The Blackstone Group LP

(Blackstone) in Blackstones initial public offering (IPO) or in the open market on the New

- 1 shy

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York Stock Exchange between June 21 2007 and March 12 2008 inclusive and who sustained

compensable damages in connection with any such purchase of Blackstone units pursuant to

Sections 11 and 15 of the Securities Act of 1933

Excluded from the Class are (i) the persons who submitted valid and timely requests for

exclusion from the Class who are listed on Exhibit A hereto (ii) Defendants (iii) members of the

immediate family ofeach ofthe Defendants (iv) any Person that acted as an underwriter ofthe IPO

(v) any natural Person who sold Blackstone common units to the public in the IPO or who serves or

served as an officer or director ofBlackstone or as a partner of any predecessor to Blackstone the

members of the immediate families ofany such persons and any entity in which any ofDefendants

have or had a controlling interest and (vi) the legal representatives agents affiliates heirs

successors-in-interest or assigns of any such excluded Person (collectively Excluded Persons)

For the avoidance of doubt the Excluded Persons are excluded from the Class only to the

extent they purchased Blackstone common units in the IPO for their own account and not for or on

behalf of a third-party customer or for resale to customers Further to the extent that any of the

Excluded Persons was a statutory seller who resold the Blackstone common units to a third-party

customer client account fund trust or employee benefit plan that otherwise falls within the Class

or purchased Blackstone common units in a fiduciary capacity or otherwise on behalf ofany thirdshy

party customer client account fund trust or employee benefit plan that falls within the Class the

Excluded Person is excluded from the Class but the third-party customer client account fund trust

or employee benefit plan is not excluded from the Class with respect to such purchases of

Blackstone common units

4 For purposes of this Judgment as certified by the Courts August 132013 Order

Lead Plaintiffs Martin Litwin and Francis Brady are Class Representatives and Lead Counsel

- 2 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 2 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 3 of 10

Robbins Geller Rudman amp Dowd LLP and Brower Piven A Professional Corporation are Class

Counsel

5 Pursuant to Federal Rule of Civil Procedure 23 this Court hereby approves the

Settlement set forth in the Stipulation and finds that the Settlement is in all respects fair reasonable

and adequate to the Class There are no objections to the proposed Settlement

6 Pursuant to Rule 23 of the Federal Rules ofCivil Procedure the Court finds that the

Stipulation and Settlement are fair reasonable and adequate as to each ofthe Settling Parties and

that the Stipulation and Settlement are hereby finally approved in all respects and the Settling

Parties are hereby directed to perform its terms

7 Accordingly the Court authorizes and directs implementation of all the terms and

provisions of the Stipulation as well as the terms and provisions hereof The Court hereby

dismisses as to Defendants the Action and all Released Claims ofthe Class with prejudice without

costs as to any Settling Party except as and to the extent provided in the Stipulation and herein

8 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

shall and each of the Class Members shall be deemed to have and by operation ofthis Judgment

shall have fully finally and forever released relinquished and discharged all Released Claims

against the Released Persons whether or not such Class Member executes and delivers the Proof of

Claim and Release

9 Upon the Effective Date hereof and as provided in the Stipulation each of the

Released Persons shall be deemed to have and by operation of this Judgment shall have fully

finally and forever released relinquished and discharged Lead Plaintiffs each and all of the Class

Members Lead Counsel and Abraham Fruchter amp Twersky LLP from all claims (including without

- 3 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 3 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 4 of 10

limitation Unknown Claims) arising out of relating to or in connection with the institution

prosecution assertion settlement or resolution of the Action

10 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

and each of the Class Members who have not validly opted out of the Class and their respective

predecessors successors agents representatives attorneys and affiliates and the respective heirs

executors administrators successors and assigns of each of them directly or indirectly

individually derivatively representatively or in any other capacity shall be deemed to have and by

operation of the Judgment shall have fully finally and forever released relinquished and

discharged against the Released Persons (whether or not such Class Members execute and deliver

the Proof of Claim and Release forms) any and all Released Claims (including without limitation

Unknown Claims) as well as any claims arising out of relating to or in connection with the

defense settlement or resolution of the Action or the Released Claims

11 Upon the Effective Date Lead Plaintiffs and each of the Class Members who have

not validly opted out of the Class and their respective predecessors successors agents

representatives attorneys and affiliates and the respective heirs executors administrators

successors and assigns of each of them directly or indirectly individually derivatively

representatively or in any other capacity shall be permanently barred and enjoined from the

assertion institution maintenance prosecution or enforcement against any Released Person in any

state or federal court or arbitral forum or in the court of any foreign jurisdiction of any and all

Released Claims (including without limitation Unknown Claims) as well as any claims arising out

of relating to or in connection with the defense settlement or resolution of the Action or the

Released Claims

- 4 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 4 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 5 of 10

12 The Notice ofProposed Settlement ofClass Action (Notice) given to the Class in

accordance with the Notice Order entered on August 30 2013 was the best notice practicable under

the circumstances including the individual notice to all members of the Class who could be

identified through reasonable effort ofthe proceedings and ofthe matters set forth therein including

the proposed Settlement set forth in the Stipulation the proposed Plan of Distribution of the

proceeds ofthe Settlement set forth in the Notice Lead Counsels application for attorneys fees and

reimbursement of expenses and Lead Plaintiffs request for an award of reasonable costs and

expenses relating to their representation of the Class and said Notice and notice procedures fully

satisfied the requirements of Federal Rule of Civil Procedure 23 the Private Securities Litigation

Reform Act of 1995 and the requirements of due process There are no objections to the Notice

andor notice procedures

13 The Court hereby approves the Plan ofDistribution as set forth in the Notice as fair

and equitable The Court directs Lead Counsel to proceed with processing Proofs ofClaim and the

administration of the Settlement pursuant to the terms of the Plan of Distribution and upon

completion ofthe claims processing procedure to present to this Court a proposed final distribution

order for the distribution of the Net Settlement Fund to eligible Class Members as provided in the

Stipulation and the Plan of Distribution There are no objections to the Plan of Distribution

14 The Court hereby awards Lead Counsel attorneys fees equal to 3333 percent of

the Settlement Fund (including interest accrued thereon) and litigation expenses in the amount of

$104700577 with interest to accrue thereon at the same rate and for the same periods as has

accrued by the Settlement Fund from the date ofthis Judgment to the date ofactual payment of said

attorneys fees and expenses to Lead Counsel as provided in the Stipulation The Court finds the

amount of attorneys fees awarded herein are fair and reasonable based on (a) the work performed

- 5 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 5 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 6 of 10

and costs incurred by Lead Counsel (b) the complexity ofthe case (c) the risks undertaken by Lead

Counsel and the contingent nature of their employment (d) the quality of the work performed by

Lead Counsel in this Action and their standing and experience in prosecuting similar class action

securities litigation (e) awards to successful plaintiffs counsel in other similar litigation (f) the

benefits achieved for Class Members through the Settlement and (g) the absence ofany objections

from any Class Members to either the application for an award ofattorneys fees or expenses to Lead

Counsel

15 The Court also fmds that the requested expenses are proper as the expenses incurred

by Lead Counsel including the costs ofexperts were reasonable and necessary in the prosecution of

this Action on behalf of Class Members There are no objections to Lead Counsels application for

reimbursement of their expenses

16 The Court approves payment of$1500000 to Lead Plaintiff Martin Litwin for his

reasonable time and expenses (including lost wages) relating to their representation of the Class

Such payment shall be paid out of the Settlement Fund There are no objections to Lead Plaintiff

Litwins application for reimbursement ofhis costs and expenses

17 All fees and expenses awarded or allowed in this Judgment shall except as otherwise

expressly provided in the Stipulation be paid from the Settlement Fund

18 Lead Counsel may apply from time to time for any fees andor expenses incurred by

them solely in connection with the administration of the Settlement and distribution of the Net

Settlement Fund to Class Members which except as expressly provided in the Stipulation shall be

paid from the Settlement Fund

19 Neither appellate review nor modification ofthe Plan ofDistribution set forth in the

Notice nor any action in regard to the motion by Lead Counsel for attorneys fees andor expenses

- 6 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 6 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 7 of 10

and the award ofcosts and expenses to Lead Plaintiffs shall affect the fmality ofany other portion of

this Judgment nor delay the Effective Date ofthe Stipulation and each shall be considered separate

for the purposes of appellate review of this Judgment

20 Neither the Stipulation nor the Settlement contained therein nor any act performed or

document executed pursuant to or in furtherance of the Stipulation or the Settlement (a) is or may be

deemed to be or may be used as an admission of or evidence of the validity ofany Released Claim

or ofany wrongdoing or liability of the Released Persons or (b) is or may be deemed to be or may

be used as an admission of or evidence of any fault or omission of any of the Defendants or the

Released Persons in any civil criminal or administrative proceeding in any court administrative

agency or other tribunal Defendants andor the Released Persons may file the Stipulation andor

this Judgment from this Action in any other action in which they are parties or that may be brought

against them in order to support a defense claim or counterclaim based on principles of res

judicata collateral estoppel release good faith settlement judgment bar or reduction or any theory

of claim preclusion or issue preclusion or similar defense or counterclaim

21 Without affecting the finality ofthis Judgment in any way this Court hereby retains

continuing exclusive jurisdiction over (a) implementation of this Settlement and any award or

distribution of the Settlement Fund including interest earned thereon (b) disposition of the

Settlement Fund (c) hearing and determining applications for attorneys fees interest and expenses

in the Action (d) payment of taxes by the Settlement Fund (e) all Settling Parties hereto for the

purpose ofconstruing enforcing and administering the Stipulation and (f) any other matters related

to finalizing the Settlement and distribution of proceeds of the Settlement

22 In the event that the Settlement does not become effective in accordance with the

terms of the Stipulation or the Effective Date does not occur or in the event that the Settlement

- 7 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 7 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 8 of 10

Fund or any portion thereof is returned to Defendants then this Judgment shall be rendered null and

void to the extent provided by and in accordance with the Stipulation and shall be vacated and in

such event all orders entered and releases delivered in connection herewith shall be null and void to

the extent provided by and in accordance with the StipUlation

23 Without further order of the Court the Settling Parties may agree to reasonable

extensions of time to carry out any of the provisions of the Stipulation

24 The Court finds that during the course of the Action the Settling Parties and their

respective counsel at all times complied with the requirements of Rule 11 of the Federal Rules of

Civil Procedure

25 The Court directs immediate entry of this Final Judgment by the Clerk ofthe Court

DATED Ok 10 2 TEO aRABLE HAROLD A R JR

UNITED STATES DISTRICT JUDGE

- 8 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 8 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 9 of 10

EXHIBIT A

BLACKSTONE LIST OF EXCLUSIONS

Name

1 lINA HU

2 ESTATE OF ANTHONY J FABEC

3 WILLIAM PATTERSON

4 MARY AN N SHOTWELL

5 RICHARD A LEWIS

6 JOHN MERCADENTE JR

7 DOUGLAS BARHORST

8 PATRICIA G NORMAN

9 ESTATE OF RICHARD A NORMAN

10 ROBERT W DUER

11 ANIBAL MARRERO

12 RUSS D SONNIER

13 MARCUS E ampJOANNE R NORTH

14 SUZANNE EMETAROM

15 WILLIAM W amp FRANCES E MAIN

16 ANTHONY BRIENZA

17 SHU HAO HUANG

18 KENNETH 0 PARRIS

19 DUFF S MCEVERS

20 SHERRIE L FRANTZ

21 DEBBIE CRINK

22 MARK A SUMMERS

23 PAULINE MEYEROWITZ

24 ANDREW WAHL

City

OSHAWA

WILLOUGHBY HILLS

KINGS MOUNTAIN

VIRGILINA

BULLARD

READING

SIDNEY

KEARNEY

KEARNEY

ALTA LOMA

CORAL GABLES

NEW YORK

VICTORIA

WALNUT CREEK

ROBERTS

COLD SPRING HARBOR

SNOHOMISH

ATHENS

LAGUNA NIGUEL

EUGENE

OMAHA

MINNETRISTA

FT LAUDERDALE

SAN FRANCISCO

St Country セ

ON CA lIJ7C6

OH US 44094

NC US 28086

VA US 24598

TX US 75757

PA US 19606

OH US 45365

NE US 68845

NE US 68845

CA US 91701

FL US 33134

NY US 10150

TX US 77905

CA US 94595

MT US 59070

NY US 11724

WA US 98296

GA US 30604

CA US 92677

OR US 97404

NE US 68138

MN US 55364

FL US 33308

CA US 94115

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 9 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 10 of 10

EXHIBIT 3

Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 1 of 4

UNITED STATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

--------_____________________ x

THE BOARD OF TRUSTEES OF THE Civil Action No 09-cv-09333-KBF

OPERA TING ENGINEERS PENSION

TRUST on Behalf of Itself and All Others CLASS ACTION

Similarly Situated [PROPOSES] ORDER A WARDING

Plaintiffs ATTORNEYS FEES EXPENSES AND

CASE CONTRIBUTION A WARD TO LEAD

vs PLAINTIFF

JPMORGAN CHASE BANK NATIONAL

ASSOCIATIOt USDCSDNY

DOCUMENTDefendant

ELECTRONICALLY FILED ---------------- x DOC

DATE f M i l M e M d セ ャ エ i o B B B v エ M R B B G エ M ョ M B G Q G Q Q R P セ Q M S

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 1 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 2 of 4

This matter having come before the Court on November 19 2013 on the motion of Lead

Counsel for an award ofattorneys fees and expenses in the litigation and a case contribution award

to Lead Plaintiff the Court having considered all papers filed and proceedings condueted herein

having found the settlement of this Action to be fair reasonable and adequate and otherwise being

fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by referenee the definitions in the Stipulation of Settlement

dated August 16 2013 and all capitalized terms used but not defined herein shall have the same

meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto ineluding all members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount ofS47702453 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-reeovery method

4 The fees and expenses shall be allocated among Plaintiffs Counsel in a manner

which in Lead Counsels good-faith judgment ret1ects each such counsels contribution to the

institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Lead Counsel subject to the terms conditions and obligations of the

- 1 shy

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 2 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 3 of 4

Stipulation and in particular セ Q R R thereof which terms conditions and obligations are incorporated

herein

6 The Court hereby awards Lead Plaintiff Board ofTrustees of the Operating Engineers

Pension Trust $25000 for its time and expense in representing the Class This case contribution

award shall be paid to Lead Plaintiff on or after the Effective Date subject to the terms conditions

and obligations of the Stipulation and in particular セ R S thereof which terms conditions and

obligations are incorporated herein

IT IS SO ORDERED

THE HONORABLE KATHERINE B FORREST

UNITED STATES DISTRICT JUDGE

- 2

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 3 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 4 of 4

EXHIBIT 4

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 1 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

CITILINE HOLDINGS INC Individually Civil Action No 108-cv-03612-RJS and On Behalf of All Others Similarly Situated (Consolidated)

Plaintiff CLASS ACTION

vs

ISTAR FINANCIAL INC et al

Defendants

x

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

E Albdquo

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 2 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 2 of 3

This matter having come before the Court on April 5 2013 on the motion of Co-Lead

Counsel for an award of attorneys fees and expenses in the Litigation the Court having considered

all papers filed and proceedings conducted herein having found the settlement of this action to be

fair reasonable and adequate and otherwise being fully informed in the premises and good cause

appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 5 2012 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Co-Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount of $23490171 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among Lead Plaintiffs counsel in a manner

which in Co-Lead Counsels good-faith judgment reflects each such counsels contribution to the

institution prosecution and resolution of the Litigation

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 3 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 3 of 3

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Co-Lead Counsel subject to the terms conditions and obligations of the

Stipulation and in particular para62-63 thereof which terms conditions and obligations are

incorporated herein

SO ORDERED

-2-

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 4 of 4

EXHIBIT 5

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 1 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 1 of 4

UNITED ST ATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

In re SANOFI-AVENTIS SECURITIES

LITIGATION

This Document Relates To

ALL ACTIONS

---middotmiddotmiddot-----middot--------x

i

11

middot middot FlLBD I l

JAN 2 2QJ4-~ Civil Action No 107tv-10279-GBD

CLASS ACTION f middot middot

ECFCASE

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND AN

AWARD TO PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

903068_ l

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 2 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 2 of 4

This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 3 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 3 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 20: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

- 11 - 1308528_1

requested by Lead Counsel herein $3750000 plus interest represents a modest multiplier of 23 to

counselrsquos aggregate lodestar7

The requested 23 multiplier in this Litigation is within the range of multipliers commonly

awarded in securities class actions and other comparable litigation In cases of this nature fees

representing multiples above lodestar are regularly awarded to reflect the contingency-fee risk and

other relevant factors See In re FLAG Telecom Holdings Ltd Sec Litig No 02-CV-3400 (CM)

(PED) 2010 WL 4537550 at 26 (SDNY Nov 8 2010) (ldquolsquoa positive multiplier is typically

applied to the lodestar in recognition of the risk of the litigation the complexity of the issues the

contingent nature of the engagement the skill of the attorneys and other factorsrsquordquo) (citation

omitted) In re Comverse Tech Inc Sec Litig No 06-CV-1825 (NGG) (RER) 2010 WL 2653354

at 5 (EDNY June 24 2010) (ldquoWhere as here counsel has litigated a complex case under a

contingency fee arrangement they are entitled to a fee in excess of the lodestarrdquo)

Indeed in complex contingent litigation lodestar multipliers between 2 and 5 are commonly

awarded See Wal-Mart 396 F3d at 123 (upholding multiplier of 35 as reasonable on appeal)

NECA-IBEW Health amp Welfare Fund v Goldman Sachs amp Co No 108-cv-10783-LAP 2016 WL

3369534 at 1 (SDNY May 2 2016) (awarding fee representing a 39 multiplier) Davis 827 F

Supp 2d at 185 (awarding fee representing multiplier of 53 which was ldquonot atypicalrdquo in similar

cases) Credit Suisse slip op at 4 (awarding fee representing a multiplier of 47) Comverse 2010

WL 2653354 at 5 (awarding fee representing 278 multiplier) Telik 576 F Supp 2d at 590 (ldquoIn

contingent litigation lodestar multiples of over 4 are routinely awarded by courts including this

reasonable here See In re Merrill Lynch amp Co Inc Research Reports Sec Litig No 02 MDL 1484 (JFK) 2007 WL 313474 at 22 (SDNY Feb 1 2007) (approving counselrsquos hourly rates)

7 The Supreme Court and other courts have held that the use of current rates is proper since such rates compensate for inflation and the loss of use of funds See Jenkins 491 US at 283-84

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 20 of 34

- 12 - 1308528_1

Courtrdquo) In re Bisys Sec Litig No 04 Civ 3840 (JSR) 2007 WL 2049726 at 3 (SDNY July

16 2007) (awarding 30 fee representing a 299 multiplier and finding that the multiplier ldquofalls well

within the parameters set in this district and elsewhererdquo) In re AremisSoft Corp Sec Litig 210

FRD 109 135 (DNJ 2002) (43 multiplier was appropriate in light of the contingency risk and

the quality of the result achieved) Maley 186 F Supp 2d at 369 (awarding fee equal to a 465

multiplier which was ldquowell within the range awarded by courts in this Circuit and courts throughout

the countryrdquo)

The lodestarmultiplier is to be used merely as a cross-check on reasonableness To find

otherwise undermines the principles supporting the percentage approach and encourages needless

lodestar-building litigation See In re Ikon Office Sols Inc 194 FRD 166 196 (ED Pa 2000)

(ldquoThe court will not reduce the requested award simply for the sake of doing so when every other

factor ordinarily considered weighs in favor of approving class counselrsquos request of thirty percentrdquo)

Lead Counsel invested substantial time and effort prosecuting this Litigation against Defendants to a

successful completion The requested fee therefore is manifestly reasonable whether calculated as

a percentage of the fund or in relation to Lead Counselrsquos lodestar Moreover as discussed below

each of the factors cited by the Second Circuit in Goldberger also strongly supports a finding that the

requested fee is reasonable

E The Relevant Factors Confirm that the Requested Fee Is Reasonable

In Goldberger the Second Circuit explained that whether the court uses the percentage-of-

the-fund method or the lodestar approach it should continue to consider the traditional criteria that

reflect a reasonable fee in common fund cases including

bull the time and labor expended by counsel

bull the risks of the litigation

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 21 of 34

- 13 - 1308528_1

bull the magnitude and complexity of the litigation

bull the requested fee in relation to the settlement

bull the quality of representation and

bull public policy considerations

Goldberger 209 F3d at 50 Consideration of these factors demonstrates that the requested fee is fair

and reasonable

1 The Time and Labor Expended by Counsel

Lead Counsel has expended substantial time and effort pursuing the Litigation on behalf of

the Class Since the Litigation commenced Lead Counsel and its paraprofessionals devoted over

2200 hours to prosecuting the Classrsquo claims As detailed in the Rosen Declaration submitted

herewith Lead Counsel among other things

bull conducted an extensive factual investigation relating to Defendantsrsquo conduct and the tax avoidance scheme

bull researched the law relevant to the claims asserted including Brazilian tax laws and Defendantsrsquo potential defenses thereto and drafted detailed complaints

bull drafted an opposition to Defendantsrsquo motions to dismiss the Consolidated Complaint

bull consulted with Brazilian attorneys regarding the unique issues raised in the Litigation

bull consulted with experts and consultants in the areas of damages and market efficiency

bull participated in lengthy armrsquos-length settlement negotiations and mediation with Defendants and

bull negotiated and drafted the Stipulation and exhibits thereto as well as the motion for preliminary approval of the Settlement

Rosen Decl parapara3-31 Moreover Lead Counsel with the assistance of its damages expert and in-

house damages consultant prepared the proposed Plan of Allocation Throughout the Litigation

Lead Counsel staffed the matter efficiently and avoided any unnecessary duplication of effort Lead

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 22 of 34

- 14 - 1308528_1

Counselrsquos work in the Litigation will not end with the Courtrsquos approval of the Settlement

Additional hours and resources will necessarily be expended assisting Members of the Class with the

completion and submission of their Proof of Claim and Release forms shepherding the claims

process and responding to Class Member inquiries See Aponte v Comprehensive Health Mgmt

No 10 Civ 4825 (JLC) 2013 WL 1364147 at 6 (SDNY Apr 2 2013) The significant amount

of time and effort devoted to this case by Lead Counsel to obtain a $15 million recovery confirms

that the 25 fee request is reasonable

2 The Risks of the Litigation

a The Contingent Nature of Lead Counselrsquos

Representation Supports the Requested Fee

The risk undertaken in the litigation is often considered the most important Goldberger

factor Goldberger 209 F3d at 54 Comverse 2010 WL 2653354 at 5 Telik 576 F Supp 2d at

592 The Second Circuit has recognized that the risk associated with a case undertaken on a

contingent fee is an important factor in determining an appropriate fee award

No one expects a lawyer whose compensation is contingent upon his success to charge when successful as little as he would charge a client who in advance had agreed to pay for his services regardless of success Nor particularly in complicated cases producing large recoveries is it just to make a fee depend solely on the reasonable amount of time expended

Detroit v Grinnell Corp 495 F2d 448 470 (2d Cir 1974) ldquoLittle about litigation is risk-free and

class actions confront even more substantial risks than other forms of litigationrdquo Teachersrsquo Ret Sys

v ACLN Ltd No 01-CV-11814 (MP) 2004 WL 1087261 at 3 (SDNY May 14 2004) Am

Bank Note 127 F Supp 2d at 433 (concluding it is ldquoappropriate to take this [contingent fee] risk

into account in determining the appropriate fee to awardrdquo) In re Prudential Sec Ltd Prsquoships Litig

985 F Supp 410 417 (SDNY 1997) (ldquoNumerous courts have recognized that the attorneyrsquos

contingent fee risk is an important factor in determining the fee awardrdquo) This risk encompasses not

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 23 of 34

- 15 - 1308528_1

just the risk of no payment but also the risk of underpayment See In re Contrsquol Ill Sec Litig 962

F2d 566 569-70 (7th Cir 1992) (reversing district courtrsquos fee award where court failed to account

for among other things risk of underpayment to counsel) When considering the reasonableness of

attorneysrsquo fees in a contingency action the court should consider the risks of the litigation at the time

the suit was brought See Goldberger 209 F3d at 55 In re Sadia SA Sec Litig No 08 Civ 9528

(SAS) 2011 WL 6825235 at 3 (SDNY Dec 28 2011)

The reasonableness of the requested fee is also supported by an evaluation of the risks

undertaken by Lead Counsel in prosecuting this class action Lead Counsel undertook this Litigation

on a wholly-contingent fee basis investing a substantial amount of time and money to prosecute this

very risky action without a guarantee of compensation or even the recovery of expenses Unlike

Defendantsrsquo counsel who are paid substantial hourly rates and reimbursed for their expenses on a

regular basis Lead Counsel has not been compensated for any time or expenses since this case

began and would have received no compensation or even payment of its expenses had this case not

been successful

From the outset Lead Counsel understood that it was embarking on a complex expensive

and lengthy litigation with no guarantee of ever being compensated for investing the time and money

the case would require In undertaking that responsibility Lead Counsel was obligated to assure that

sufficient attorney and paraprofessional resources were dedicated to prosecuting the Litigation and

that funds were available to compensate staff and to pay for the considerable costs which a case such

as this entails Under these circumstances the financial burden on contingent-fee counsel is far

greater than on a firm that is paid on an ongoing basis

In addition to advancing litigation expenses Lead Counsel faced the possibility that it would

receive no attorneysrsquo fees It is wrong to presume that a law firm handling complex contingent

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 24 of 34

- 16 - 1308528_1

litigation always wins There are numerous instances where in contingent cases such as this one

plaintiffrsquos counsel have expended thousands of hours without receiving any compensation8

Losses in contingent-fee litigations especially those brought under the PSLRA are

exceedingly expensive Lead Counselrsquos assumption of the contingency fee risk strongly supports the

reasonableness of the requested fee See FLAG Telecom 2010 WL 4537550 at 27 (ldquoCourts in the

Second Circuit have recognized that the risk associated with a case undertaken on a contingent fee

basis is an important factor in determining an appropriate fee awardrdquo) In re Marsh ERISA Litig

265 FRD 128 148 (SDNY 2010) (ldquoThere was significant risk of non-payment in this case and

Plaintiffsrsquo Counsel should be rewarded for having borne and successfully overcome that riskrdquo)

b Litigation Risks

While Lead Plaintiff remains confident in its ability to prove its claims and that once the

truth was revealed Class Members suffered legally cognizable losses on their purchases of Gerdau

ADRs during the Class Period it recognizes that its ability to prove liability was far from certain

Rosen Decl parapara33-35 As detailed in the Rosen Declaration and in the Settlement Memorandum

Defendants raised numerous challenges to the materiality scienter and loss causation elements of

8 The risk of no recovery in complex cases of this type is real and is heightened when lead counsel press to achieve the very best result for those they represent There are numerous class actions in which lead counsel expended thousands of hours and yet received no remuneration despite their diligence and expertise See eg Hubbard v BankAtlantic Bancorp Inc 688 F3d 713 725 (11th Cir 2012) (affirming judgment as a matter of law following jury verdict partially in plaintiffsrsquo favor) In re Oracle Corp Sec Litig No C 01-00988-SI 2009 WL 1709050 (ND Cal June 19 2009) affrsquod 627 F3d 376 (9th Cir 2010) (court granted summary judgment for defendants after eight years of litigation after plaintiffsrsquo counsel incurred over $7 million in expenses and worked over 100000 hours representing a lodestar of approximately $40 million) In re JDS Uniphase

Corp Sec Litig No C-02-1486 CW (EDL) 2007 WL 4788556 at 1 (ND Cal Nov 27 2007) (jury verdict for defendants) Robbins v Koger Props 116 F3d 1441 1449 (11th Cir 1997) (jury verdict of $81 million for plaintiffs against an accounting firm reversed on appeal on loss causation grounds and judgment entered for defendant) Anixter v Home-Stake Prod Co 77 F3d 1215 1233 (10th Cir 1996) (Tenth Circuit overturned securities fraud class action jury verdict for plaintiffs in case filed in 1973 and tried in 1988 on basis of 1994 Supreme Court opinion)

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 25 of 34

- 17 - 1308528_1

Lead Plaintiffrsquos claims under the federal securities laws The Individual Defendants also challenged

this Courtrsquos personal jurisdiction over them Obtaining documents and testimony from witnesses in

Brazil would be expensive if possible at all Therefore there was a question whether Lead Plaintiff

would ultimately be able to prove that Defendants who could be sued in this Court acted knowingly

or recklessly made materially false or misleading statements or omissions as required

With respect to proving loss causation Defendants would continue to argue that the declines

in Gerdaursquos ADR price were caused by factors other than Lead Plaintiffrsquos alleged corrective

disclosures Id para369 Defendants would never concede their liability and if their motions to

dismiss were denied would continue to press their defenses at summary judgment and trial Lead

Plaintiff also faced the risk that the Court would deny its motion to certify the Class if the Litigation

reached that stage

c Risk as to Damages

Whether Lead Plaintiff could prove damages also was unsettled Defendants strenuously

disagreed with Lead Plaintiffrsquos damages theories and estimates In order for the Class to recover

damages at the level estimated by Lead Counselrsquos expert it would need to prevail on each and every

one of the claims alleged for the entirety of the Class Period The damage assessments of the

partiesrsquo respective trial experts would be sure to vary substantially and trial would become a ldquobattle

of expertsrdquo The outcome of such battles is never predictable and there existed the very real

possibility that a jury could be swayed by experts for Defendants to minimize the Classrsquo losses or to

show that the losses were attributable to factors other than the alleged misstatements and omissions

Thus even if Lead Plaintiff prevailed as to liability at trial the judgment obtained could well have

been only a fraction of the damages claimed

9 Another litigation risk for Lead Plaintiff was the proper length of the Class Period Id

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 26 of 34

- 18 - 1308528_1

3 The Magnitude and Complexity of the Litigation

The complexity of the litigation is another factor examined by courts evaluating the

reasonableness of attorneysrsquo fees requested by class counsel See Chatelain v Prudential-Bache

Sec 805 F Supp 209 216 (SDNY 1992) It is widely recognized that ldquoshareholder actions are

notoriously complex and difficult to proverdquo See In re Bayer AG Sec Litig No 03 Civ 1546

(WHP) 2008 WL 5336691 at 5 (SDNY Dec 15 2008) see also FLAG Telecom 2010 WL

4537550 at 27 ldquo[S]ecurities actions have become more difficult from a plaintiffrsquos perspective in

the wake of the PSLRArdquo Ikon 194 FRD at 194 see also In re AOL Time Warner Inc Sec amp

ldquoERISArdquo Litig No MDL 1500 2006 WL 903236 at 9 (SDNY Apr 6 2006) (ldquo[T]he legal

requirements for recovery under the securities laws present considerable challenges particularly

with respect to loss causation and the calculation of damages These challenges are exacerbated

where a number of controlling decisions have recently shed new light on the standard for loss

causationrdquo) This case was no exception As described in greater detail in the accompanying

Settlement Memorandum and the Rosen Declaration this Litigation involved a number of difficult

and complex questions concerning liability of foreign defendants and loss causation that would have

required extensive additional efforts by Lead Counsel and further consultation with Brazilian law

tax accounting and economic experts

The trial of liability issues alone would have involved substantial attorney and expert time

the introduction of voluminous documentary and deposition evidence which would require

translation vigorously contested motions and the considerable expenditures of judicial resources

Because this case revolved around ldquodifficult complex hotly disputed and expert-intensive issuesrdquo

this factor favors awarding a 25 fee City of Providence 2014 WL 1883494 at 16

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 27 of 34

- 19 - 1308528_1

4 The Quality of Representation Supports the Requested Fee

The quality of the representation by Lead Counsel is another important factor that supports

the reasonableness of the requested fee Lead Counsel submits that the quality of the representation

here is best evidenced by the quality of the result achieved See Settlement Memorandum at 18-19

see also FLAG Telecom 2010 WL 4537550 at 28 Bisys 2007 WL 2049726 at 3 It took a great

deal of skill to achieve a settlement at this level in this particular case Lead Counsel is a nationally

known leader in the fields of securities class actions and complex litigation This is attributable to

the diligence determination hard work and reputation of counsel who developed litigated and

successfully negotiated the Settlement of this Litigation and a substantial immediate cash recovery in

a very difficult case without the risk of further litigation See Teachersrsquo Ret Sys 2004 WL

1087261 at 6

Finally courts repeatedly recognize that the quality of the opposition faced by plaintiffsrsquo

counsel should also be taken into consideration in assessing the quality of counselrsquos performance

See eg BioScrip 2017 US Dist LEXIS 118881 at 73 (ldquo[O]pposing counsel in this case was

itself highly skilled a factor courts have considered in approving feesrdquo) Marsh ERISA 265 FRD

at 148 (ldquoThe high quality of defense counsel opposing Plaintiffsrsquo efforts further proves the caliber of

representation that was necessary to achieve the Settlementrdquo) Veeco 2007 WL 4115808 at 7

(among the factors supporting a 30 award of attorneysrsquo fees was that defendants were represented

by ldquoone of the countryrsquos largest law firmsrdquo) Here Defendants are represented by lawyers from

Skadden Arps Slate Meagher amp Flom LLP and Kramer Levin Naftalis amp Frankel LLP highly

respected law firms who presented very skilled defenses and spared no effort in representing their

clients Notwithstanding this formidable opposition Lead Counselrsquos ability to present a strong case

and to demonstrate its willingness to continue to vigorously prosecute the Litigation through trial

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 28 of 34

- 20 - 1308528_1

and then inevitable appeals enabled Lead Counsel to achieve a very favorable Settlement for the

benefit of the Class

5 Public Policy Considerations

A strong public policy concern exists for rewarding firms for bringing successful securities

litigation See FLAG Telecom 2010 WL 4537550 at 29 (if the ldquoimportant public policy [of

enforcing the securities laws] is to be carried out the courts should award fees which will adequately

compensate Lead Counsel for the value of their efforts taking into account the enormous risks they

undertookrdquo) Maley 186 F Supp 2d at 373 (ldquoIn considering an award of attorneyrsquos fees the public

policy of vigorously enforcing the federal securities laws must be consideredrdquo) Hicks 2005 WL

2757792 at 9 (ldquolsquoTo make certain that the public is represented by talented and experienced trial

counsel the remuneration should be both fair and rewardingrsquordquo) (citation omitted) Accordingly

public policy favors granting Lead Counselrsquos fee and expense application here

6 The Classrsquo Reaction to the Fee Request to Date Supports the

Requested Fee

To date the Claims Administrator has sent over 36900 copies of the Notice to potential

Class Members and nominees informing them inter alia that Lead Counsel intended to apply to the

Court for an award of attorneysrsquo fees in an amount not to exceed 25 of the total recovery plus

expenses not to exceed $200000 plus interest on both amounts10 The time to object to the fee

request expires on September 29 2017 To date just one week before the objection deadline not a

single objection to the fee and expense amounts set forth in the Notice has been received Such a

ldquolow level of objection is a lsquorare phenomenonrsquordquo In re Rite Aid Corp Sec Litig 396 F3d 294 305

(3d Cir 2005) (citation omitted) Moreover ldquoa significant number of investors in the class were

10 See Declaration of Carole K Sylvester Regarding Notice Dissemination Publication and Requests for Exclusion Received to Date para11 and Ex A (ldquoSylvester Declrdquo) submitted herewith

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 29 of 34

- 21 - 1308528_1

lsquosophisticatedrsquo institutional investors that had considerable financial incentive to object [to the

settlement] had they believed [the settlement was unfair or] the requested fees were excessiverdquo Id

Additionally the Lead Plaintiff supports the fee request See Chicago Police Decl para17 The fact

that no objections were received is compelling evidence of the fairness of the fee request

IV LEAD COUNSELrsquoS EXPENSES WERE REASONABLY INCURRED AND

NECESSARY TO THE PROSECUTION OF THIS LITIGATION

Lead Counsel also respectfully requests an award of $16273405 in expenses incurred while

prosecuting the Litigation Lead Counsel has submitted a declaration regarding these modest

expenses which are properly recovered by counsel See accompanying Robbins Geller Decl See

eg In re China Sunergy Sec Litig No 07 Civ 7895 (DAB) 2011 WL 1899715 at 6 (SDNY

May 13 2011) (in a class action attorneys should be compensated ldquofor reasonable out-of-pocket

expenses incurred and customarily charged to their clients as long as they were lsquoincidental and

necessary to the representationrsquordquo) (citation omitted) FLAG Telecom 2010 WL 4537550 at 30 (ldquoIt

is well accepted that counsel who create a common fund are entitled to the reimbursement of

expenses that they advanced to a classrdquo) In re Indep Energy Holdings PLC Sec Litig 302

F Supp 2d 180 183 n3 (SDNY 2003) (court may compensate class counsel for reasonable

expenses necessary to the representation of the class)

Counselrsquos expenses include the costs of hiring experts and consultants travel mediating the

Classrsquo claims and computerized research A complete breakdown by category of the expenses

incurred is set forth in the Robbins Geller Declaration These expenses were critical to Lead

Plaintiffrsquos success in achieving the Settlement See Global Crossing 225 FRD at 468 (ldquoThe

expenses incurred ndash which include investigative and expert witnesses filing fees service of process

travel legal research and document production and review ndash are the type for which lsquothe paying

armsrsquo length marketrsquo reimburses attorneys [f]or this reason they are properly chargeable to the

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 30 of 34

- 22 - 1308528_1

Settlement fundrdquo) Not a single objection to the expense amount set forth in the Notice has been

received Accordingly Lead Counsel respectfully requests payment for these expenses plus interest

earned on such amount at the same rate as that earned by the Settlement

V LEAD PLAINTIFF SHOULD BE AWARDED ITS REASONABLE TIME

AND EXPENSES UNDER 15 USC sect78u-4(a)(4)

Lead Plaintiff seeks approval for an award of $3765 for the time it spent directly relating to

its representation of the Class The PSLRA specifically provides that an ldquoaward of reasonable costs

and expenses (including lost wages) directly relating to the representation of the classrdquo may be made

to ldquoany representative party serving on behalf of a classrdquo 15 USC sect78u-4(a)(4)

The Lead Plaintiff dedicated time to the Litigation by reviewing significant pleadings and

briefs in the Litigation communicating regularly with Lead Counsel and monitoring the progress of

settlement negotiations See Chicago Police Decl para20 Numerous courts have approved reasonable

awards to compensate lead plaintiffs for the time and effort they spent on behalf of a class See

Kinross Gold 2015 US Dist LEXIS 181932 at 14 (awarding $1680011 to lead plaintiff and

additional named plaintiffs ldquoto compensate them for their reasonable costs and expenses directly

relating to their representation of the Classrdquo) In re Intercept Pharms Inc Sec Litig No 114-cv-

01123-NRB slip op at 1 (SDNY Oct 20 2016) (awarding $527500 and $740125 to lead

plaintiffs ldquodirectly relating to the representation of the Classrdquo) Hicks 2005 WL 2757792 at 10

(ldquoCourts in this Circuit routinely award such costs and expenses both to reimburse the named

plaintiffs for expenses incurred through their involvement with the action and lost wages as well as

to provide an incentive for such plaintiffs to remain involved in the litigation and to incur such

expenses in the first placerdquo)

Lead Plaintiff took an active role with the prosecution of the Litigation These are precisely

the types of activities that courts have found to support awards to class representatives See eg In

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 31 of 34

- 23 - 1308528_1

re Am Intrsquol Grp Inc No 04 Civ 8141 (DAB) 2010 WL 5060697 at 3 (SDNY Dec 2 2010)

(granting PSLRA award of $30000 to institutional lead plaintiffs ldquoto compensate them for the time

and effort they devoted on behalf of a classrdquo) FLAG Telecom 2010 WL 4537550 at 31 (approving

award of $100000 to lead plaintiff for time spent in the litigation) Veeco 2007 WL 4115808 at 12

(characterizing such awards as ldquolsquoroutine[]rsquordquo in this Circuit) (citation omitted)

The Notice sufficiently informed potential Class Members that such expenses would be

sought Sylvester Decl Ex A at 2 The modest request by Lead Plaintiff is supported by

declaration is reasonable and fully justified under the PSLRA and should be granted There have

been no objections to this request

VI CONCLUSION

Based on the foregoing and the entire record herein Lead Counsel respectfully requests that

the Court award attorneysrsquo fees of 25 of the $15 million recovery plus expenses in the amount of

$16273405 plus interest on both amounts and $3765 to Lead Plaintiff

DATED September 22 2017 Respectfully submitted

s Ellen Gusikoff Stewart

Henry Rosen Ellen Gusikoff Stewart Susannah R Conn ROBBINS GELLER RUDMAN amp DOWD LLP 655 West Broadway Suite 1900 San Diego CA 92101 Telephone 619231-1058 619231-7423 (fax) henryrrgrdlawcom ellengrgrdlawcom sconnrgrdlawcom

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 32 of 34

- 24 - 1308528_1

Samuel H Rudman David A Rosenfeld ROBBINS GELLER RUDMAN amp DOWD LLP 58 South Service Road Suite 200 Melville NY 11747 Telephone 631367-7100 631367-1173 (fax) srudmanrgrdlawcom drosenfeldrgrdlawcom

Christopher C Gold ROBBINS GELLER RUDMAN amp DOWD LLP 120 East Palmetto Park Road Suite 500 Boca Raton FL 33432 Telephone 561750-3000 561750-3364 (fax) cgoldrgrdlawcom

Lead Counsel for Plaintiff

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 33 of 34

CERTIFICATE OF SERVICE

I Ellen Gusikoff Stewart hereby certify that on September 22 2017 I caused a true and

correct copy of the attached

Memorandum of Law in Support of Lead Counselrsquos Motion for an Award of Attorneysrsquo Fees and Expenses and Award to Lead Plaintiff Pursuant to 15 USC sect78u-4(a)(4)

to be electronically filed with the Clerk of the Court using the CMECF system which will send

notification of such public filings to all counsel registered to receive such notice

s Ellen Gusikoff Stewart

ELLEN GUSIKOFF STEWART

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 34 of 34

EXHIBIT 1

Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 1 of 5

UNITED STATES DISTRICT COURTSOUTHERN DISTRICT OF NEW YORK

xZUBAIR PATEL Individually and on Behalf of All Others Similarly Situated

Plaintiff

vs

L-3 COMMUNICATIONS HOLDINGS INC et al

Defendants

x

Civil Action No 114-cv-06038-VEC(Consolidated)

CLASS ACTION

REVISED [PROPOSED] ORDER AWARDING ATTORNEYSrsquo FEES AND EXPENSES AND AWARDS TO LEAD PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 1 of 4

81717

USDC SDNY DOCUMENT ELECTRONICALLY FILED DOC DATE FILED

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 1 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 2 of 5

- 1 -

This matter having come before the Court on August 16 2017 on the motion of Lead

Counsel for an award of attorneysrsquo fees and expenses (the ldquoFee Motionrdquo) the Court having

considered all papers filed and proceedings conducted herein having found the Settlement of this

Litigation to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Stipulation of Settlement

dated February 22 2017 (the ldquoStipulationrdquo) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 Notice of Lead Counselrsquos Fee Motion was given to all Class Members who could be

located with reasonable effort The form and method of notifying the Class of the Fee Motion met

the requirements of Rule 23 of the Federal Rules of Civil Procedure and 15 USC sect78u-4(a)(7) the

Securities Exchange Act of 1934 as amended by the Private Securities Litigation Reform Act of

1995 due process and any other applicable law constituted the best notice practicable under the

circumstances and constituted due and sufficient notice to all persons and entities entitled thereto

4 The Court hereby awards Lead Counsel attorneysrsquo fees of 25 of the Settlement

Fund (or $8625000) plus expenses in the amount of $47598074 together with the interest earned

on both amounts for the same time period and at the same rate as that earned on the Settlement Fund

until paid The Court finds that the amount of fees awarded is appropriate and that the amount of

fees awarded is fair and reasonable under the ldquopercentage-of-recoveryrdquo method

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 2 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 2 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 3 of 5

- 2 -

5 The fees and expenses shall be allocated amongst Lead Plaintiffsrsquo Counsel in a

manner that Lead Counsel in good faith believes reflects the contributions of such counsel to the

prosecution and settlement of the Litigation

6 The awarded attorneysrsquo fees and expenses and interest earned thereon shall be paid to

Lead Counsel subject to the terms conditions and obligations of the Stipulation and in particular

para62 thereof which terms conditions and obligations are incorporated herein

7 In making this award of fees and expenses to Lead Counsel the Court has considered

and found that

(a) the Settlement has created a fund of $34500000 in cash that is already on

deposit and numerous Class Members who submit or have submitted valid Proof of Claim and

Release forms will benefit from the Settlement created by Lead Counsel

(b) over 47000 copies of the Notice were disseminated to Class Members

indicating that Lead Counsel would move for attorneysrsquo fees in the amount of 25 of the Settlement

Fund and for expenses in an amount not to exceed $600000 and no objections to the fees or

expenses were filed by Class Members

(c) Lead Counsel has pursued the Litigation and achieved the Settlement with

skill perseverance and diligent advocacy

(d) Lead Counsel has expended substantial time and effort pursuing the Litigation

on behalf of the Class

(e) Lead Counsel pursued the Litigation on a contingent basis having received no

compensation during the Litigation and any fee amount has been contingent on the result achieved

(f) the Litigation involves complex factual and legal issues and in the absence of

settlement would involve lengthy proceedings whose resolution would be uncertain

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 3 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 3 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 4 of 5

- 3 -

(g) had Lead Counsel not achieved the Settlement there would remain a

significant risk that the Class may have recovered less or nothing from Defendants

(h) Lead Counsel has devoted over 8500 hours with a lodestar value of

$439142350 to achieve the Settlement

(i) public policy concerns favor the award of reasonable attorneysrsquo fees and

expenses in securities class action litigation and

(j) the attorneysrsquo fees and expenses awarded are fair and reasonable and

consistent with awards in similar cases within the Second Circuit

8 Any appeal or any challenge affecting this Courtrsquos approval regarding the Fee Motion

shall in no way disturb or affect the finality of the Judgment entered with respect to the Settlement

9 Pursuant to 15 USC sect78u-4(a)(4) the Court awards the following amounts to Lead

Plaintiffs for the time they spent directly related to their representation of the Class $39000 to City

of Pontiac General Employeesrsquo Retirement System $86000 to Local 1205 Pension Plan and

$100000 to City of Taylor Police and Fire Retirement System

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this Order shall be

rendered null and void to the extent provided in the Stipulation and shall be vacated in accordance

with the Stipulation

IT IS SO ORDERED

DATED ______________________ ________________________________________THE HONORABLE VALERIE E CAPRONIUNITED STATES DISTRICT JUDGE

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 4 of 4

August 17 2017

___________________________________________ _________E HONORABLE VALEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEERIE E CA

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 4 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 5 of 5

EXHIBIT 2

Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 1 of 10

rus1$$i)Ny I DOCUMENT

ELECTRONICALLY FILED DOC

SOUTHERN DISTRICT OF NEW YORK

UNITED STATES DISTRICT COURT

d a t e b Z l セ e セ d M Z セ セ セ ャ M セ------------------___________ x セ セ セ セ セ セ セ ] ] セ セ セ セ

LAND MEN PARTNERS INC Individually Civil Action No 08-cv-03601-HBshy

and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff FINAL JUDGMENT AND ORDER OF

vs DISMISSAL WITH PREJUDICE

THE BLACKSTONE GROUP LP et aI

Defendants

---------------------------------x

This matter came before the Court for hearing pursuant to the Order Preliminarily Approving

Settlement and Providing for Notice to the Class (Notice Order) dated August 30 2013 on the

unopposed application ofLead Plaintiffs for approval of the Settlement set forth in the Settlement

Agreement dated August 28 2013 (Stipulation) and following a hearing on December 18 2013

Due and adequate notice having been given to the Class as required in said Order and the Court

having considered all papers filed and proceedings had herein and otherwise being fully informed in

the premises and good cause appearing therefor

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Final Judgment incorporates by reference the definitions in the Stipulation and

all terms used herein shall have the same meanings as set forth in the Stipulation unless otherwise

set forth herein

2 This Court has jurisdiction over the subject matter ofthe Action and over all Settling

Parties to the Action including all members of the Class

3 For purposes ofthis Judgment as certified by the Court s August 13 2013 Order the

Class is defined as all Persons who purchased the common units of The Blackstone Group LP

(Blackstone) in Blackstones initial public offering (IPO) or in the open market on the New

- 1 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 1 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 2 of 10

York Stock Exchange between June 21 2007 and March 12 2008 inclusive and who sustained

compensable damages in connection with any such purchase of Blackstone units pursuant to

Sections 11 and 15 of the Securities Act of 1933

Excluded from the Class are (i) the persons who submitted valid and timely requests for

exclusion from the Class who are listed on Exhibit A hereto (ii) Defendants (iii) members of the

immediate family ofeach ofthe Defendants (iv) any Person that acted as an underwriter ofthe IPO

(v) any natural Person who sold Blackstone common units to the public in the IPO or who serves or

served as an officer or director ofBlackstone or as a partner of any predecessor to Blackstone the

members of the immediate families ofany such persons and any entity in which any ofDefendants

have or had a controlling interest and (vi) the legal representatives agents affiliates heirs

successors-in-interest or assigns of any such excluded Person (collectively Excluded Persons)

For the avoidance of doubt the Excluded Persons are excluded from the Class only to the

extent they purchased Blackstone common units in the IPO for their own account and not for or on

behalf of a third-party customer or for resale to customers Further to the extent that any of the

Excluded Persons was a statutory seller who resold the Blackstone common units to a third-party

customer client account fund trust or employee benefit plan that otherwise falls within the Class

or purchased Blackstone common units in a fiduciary capacity or otherwise on behalf ofany thirdshy

party customer client account fund trust or employee benefit plan that falls within the Class the

Excluded Person is excluded from the Class but the third-party customer client account fund trust

or employee benefit plan is not excluded from the Class with respect to such purchases of

Blackstone common units

4 For purposes of this Judgment as certified by the Courts August 132013 Order

Lead Plaintiffs Martin Litwin and Francis Brady are Class Representatives and Lead Counsel

- 2 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 2 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 3 of 10

Robbins Geller Rudman amp Dowd LLP and Brower Piven A Professional Corporation are Class

Counsel

5 Pursuant to Federal Rule of Civil Procedure 23 this Court hereby approves the

Settlement set forth in the Stipulation and finds that the Settlement is in all respects fair reasonable

and adequate to the Class There are no objections to the proposed Settlement

6 Pursuant to Rule 23 of the Federal Rules ofCivil Procedure the Court finds that the

Stipulation and Settlement are fair reasonable and adequate as to each ofthe Settling Parties and

that the Stipulation and Settlement are hereby finally approved in all respects and the Settling

Parties are hereby directed to perform its terms

7 Accordingly the Court authorizes and directs implementation of all the terms and

provisions of the Stipulation as well as the terms and provisions hereof The Court hereby

dismisses as to Defendants the Action and all Released Claims ofthe Class with prejudice without

costs as to any Settling Party except as and to the extent provided in the Stipulation and herein

8 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

shall and each of the Class Members shall be deemed to have and by operation ofthis Judgment

shall have fully finally and forever released relinquished and discharged all Released Claims

against the Released Persons whether or not such Class Member executes and delivers the Proof of

Claim and Release

9 Upon the Effective Date hereof and as provided in the Stipulation each of the

Released Persons shall be deemed to have and by operation of this Judgment shall have fully

finally and forever released relinquished and discharged Lead Plaintiffs each and all of the Class

Members Lead Counsel and Abraham Fruchter amp Twersky LLP from all claims (including without

- 3 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 3 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 4 of 10

limitation Unknown Claims) arising out of relating to or in connection with the institution

prosecution assertion settlement or resolution of the Action

10 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

and each of the Class Members who have not validly opted out of the Class and their respective

predecessors successors agents representatives attorneys and affiliates and the respective heirs

executors administrators successors and assigns of each of them directly or indirectly

individually derivatively representatively or in any other capacity shall be deemed to have and by

operation of the Judgment shall have fully finally and forever released relinquished and

discharged against the Released Persons (whether or not such Class Members execute and deliver

the Proof of Claim and Release forms) any and all Released Claims (including without limitation

Unknown Claims) as well as any claims arising out of relating to or in connection with the

defense settlement or resolution of the Action or the Released Claims

11 Upon the Effective Date Lead Plaintiffs and each of the Class Members who have

not validly opted out of the Class and their respective predecessors successors agents

representatives attorneys and affiliates and the respective heirs executors administrators

successors and assigns of each of them directly or indirectly individually derivatively

representatively or in any other capacity shall be permanently barred and enjoined from the

assertion institution maintenance prosecution or enforcement against any Released Person in any

state or federal court or arbitral forum or in the court of any foreign jurisdiction of any and all

Released Claims (including without limitation Unknown Claims) as well as any claims arising out

of relating to or in connection with the defense settlement or resolution of the Action or the

Released Claims

- 4 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 4 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 5 of 10

12 The Notice ofProposed Settlement ofClass Action (Notice) given to the Class in

accordance with the Notice Order entered on August 30 2013 was the best notice practicable under

the circumstances including the individual notice to all members of the Class who could be

identified through reasonable effort ofthe proceedings and ofthe matters set forth therein including

the proposed Settlement set forth in the Stipulation the proposed Plan of Distribution of the

proceeds ofthe Settlement set forth in the Notice Lead Counsels application for attorneys fees and

reimbursement of expenses and Lead Plaintiffs request for an award of reasonable costs and

expenses relating to their representation of the Class and said Notice and notice procedures fully

satisfied the requirements of Federal Rule of Civil Procedure 23 the Private Securities Litigation

Reform Act of 1995 and the requirements of due process There are no objections to the Notice

andor notice procedures

13 The Court hereby approves the Plan ofDistribution as set forth in the Notice as fair

and equitable The Court directs Lead Counsel to proceed with processing Proofs ofClaim and the

administration of the Settlement pursuant to the terms of the Plan of Distribution and upon

completion ofthe claims processing procedure to present to this Court a proposed final distribution

order for the distribution of the Net Settlement Fund to eligible Class Members as provided in the

Stipulation and the Plan of Distribution There are no objections to the Plan of Distribution

14 The Court hereby awards Lead Counsel attorneys fees equal to 3333 percent of

the Settlement Fund (including interest accrued thereon) and litigation expenses in the amount of

$104700577 with interest to accrue thereon at the same rate and for the same periods as has

accrued by the Settlement Fund from the date ofthis Judgment to the date ofactual payment of said

attorneys fees and expenses to Lead Counsel as provided in the Stipulation The Court finds the

amount of attorneys fees awarded herein are fair and reasonable based on (a) the work performed

- 5 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 5 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 6 of 10

and costs incurred by Lead Counsel (b) the complexity ofthe case (c) the risks undertaken by Lead

Counsel and the contingent nature of their employment (d) the quality of the work performed by

Lead Counsel in this Action and their standing and experience in prosecuting similar class action

securities litigation (e) awards to successful plaintiffs counsel in other similar litigation (f) the

benefits achieved for Class Members through the Settlement and (g) the absence ofany objections

from any Class Members to either the application for an award ofattorneys fees or expenses to Lead

Counsel

15 The Court also fmds that the requested expenses are proper as the expenses incurred

by Lead Counsel including the costs ofexperts were reasonable and necessary in the prosecution of

this Action on behalf of Class Members There are no objections to Lead Counsels application for

reimbursement of their expenses

16 The Court approves payment of$1500000 to Lead Plaintiff Martin Litwin for his

reasonable time and expenses (including lost wages) relating to their representation of the Class

Such payment shall be paid out of the Settlement Fund There are no objections to Lead Plaintiff

Litwins application for reimbursement ofhis costs and expenses

17 All fees and expenses awarded or allowed in this Judgment shall except as otherwise

expressly provided in the Stipulation be paid from the Settlement Fund

18 Lead Counsel may apply from time to time for any fees andor expenses incurred by

them solely in connection with the administration of the Settlement and distribution of the Net

Settlement Fund to Class Members which except as expressly provided in the Stipulation shall be

paid from the Settlement Fund

19 Neither appellate review nor modification ofthe Plan ofDistribution set forth in the

Notice nor any action in regard to the motion by Lead Counsel for attorneys fees andor expenses

- 6 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 6 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 7 of 10

and the award ofcosts and expenses to Lead Plaintiffs shall affect the fmality ofany other portion of

this Judgment nor delay the Effective Date ofthe Stipulation and each shall be considered separate

for the purposes of appellate review of this Judgment

20 Neither the Stipulation nor the Settlement contained therein nor any act performed or

document executed pursuant to or in furtherance of the Stipulation or the Settlement (a) is or may be

deemed to be or may be used as an admission of or evidence of the validity ofany Released Claim

or ofany wrongdoing or liability of the Released Persons or (b) is or may be deemed to be or may

be used as an admission of or evidence of any fault or omission of any of the Defendants or the

Released Persons in any civil criminal or administrative proceeding in any court administrative

agency or other tribunal Defendants andor the Released Persons may file the Stipulation andor

this Judgment from this Action in any other action in which they are parties or that may be brought

against them in order to support a defense claim or counterclaim based on principles of res

judicata collateral estoppel release good faith settlement judgment bar or reduction or any theory

of claim preclusion or issue preclusion or similar defense or counterclaim

21 Without affecting the finality ofthis Judgment in any way this Court hereby retains

continuing exclusive jurisdiction over (a) implementation of this Settlement and any award or

distribution of the Settlement Fund including interest earned thereon (b) disposition of the

Settlement Fund (c) hearing and determining applications for attorneys fees interest and expenses

in the Action (d) payment of taxes by the Settlement Fund (e) all Settling Parties hereto for the

purpose ofconstruing enforcing and administering the Stipulation and (f) any other matters related

to finalizing the Settlement and distribution of proceeds of the Settlement

22 In the event that the Settlement does not become effective in accordance with the

terms of the Stipulation or the Effective Date does not occur or in the event that the Settlement

- 7 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 7 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 8 of 10

Fund or any portion thereof is returned to Defendants then this Judgment shall be rendered null and

void to the extent provided by and in accordance with the Stipulation and shall be vacated and in

such event all orders entered and releases delivered in connection herewith shall be null and void to

the extent provided by and in accordance with the StipUlation

23 Without further order of the Court the Settling Parties may agree to reasonable

extensions of time to carry out any of the provisions of the Stipulation

24 The Court finds that during the course of the Action the Settling Parties and their

respective counsel at all times complied with the requirements of Rule 11 of the Federal Rules of

Civil Procedure

25 The Court directs immediate entry of this Final Judgment by the Clerk ofthe Court

DATED Ok 10 2 TEO aRABLE HAROLD A R JR

UNITED STATES DISTRICT JUDGE

- 8 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 8 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 9 of 10

EXHIBIT A

BLACKSTONE LIST OF EXCLUSIONS

Name

1 lINA HU

2 ESTATE OF ANTHONY J FABEC

3 WILLIAM PATTERSON

4 MARY AN N SHOTWELL

5 RICHARD A LEWIS

6 JOHN MERCADENTE JR

7 DOUGLAS BARHORST

8 PATRICIA G NORMAN

9 ESTATE OF RICHARD A NORMAN

10 ROBERT W DUER

11 ANIBAL MARRERO

12 RUSS D SONNIER

13 MARCUS E ampJOANNE R NORTH

14 SUZANNE EMETAROM

15 WILLIAM W amp FRANCES E MAIN

16 ANTHONY BRIENZA

17 SHU HAO HUANG

18 KENNETH 0 PARRIS

19 DUFF S MCEVERS

20 SHERRIE L FRANTZ

21 DEBBIE CRINK

22 MARK A SUMMERS

23 PAULINE MEYEROWITZ

24 ANDREW WAHL

City

OSHAWA

WILLOUGHBY HILLS

KINGS MOUNTAIN

VIRGILINA

BULLARD

READING

SIDNEY

KEARNEY

KEARNEY

ALTA LOMA

CORAL GABLES

NEW YORK

VICTORIA

WALNUT CREEK

ROBERTS

COLD SPRING HARBOR

SNOHOMISH

ATHENS

LAGUNA NIGUEL

EUGENE

OMAHA

MINNETRISTA

FT LAUDERDALE

SAN FRANCISCO

St Country セ

ON CA lIJ7C6

OH US 44094

NC US 28086

VA US 24598

TX US 75757

PA US 19606

OH US 45365

NE US 68845

NE US 68845

CA US 91701

FL US 33134

NY US 10150

TX US 77905

CA US 94595

MT US 59070

NY US 11724

WA US 98296

GA US 30604

CA US 92677

OR US 97404

NE US 68138

MN US 55364

FL US 33308

CA US 94115

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 9 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 10 of 10

EXHIBIT 3

Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 1 of 4

UNITED STATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

--------_____________________ x

THE BOARD OF TRUSTEES OF THE Civil Action No 09-cv-09333-KBF

OPERA TING ENGINEERS PENSION

TRUST on Behalf of Itself and All Others CLASS ACTION

Similarly Situated [PROPOSES] ORDER A WARDING

Plaintiffs ATTORNEYS FEES EXPENSES AND

CASE CONTRIBUTION A WARD TO LEAD

vs PLAINTIFF

JPMORGAN CHASE BANK NATIONAL

ASSOCIATIOt USDCSDNY

DOCUMENTDefendant

ELECTRONICALLY FILED ---------------- x DOC

DATE f M i l M e M d セ ャ エ i o B B B v エ M R B B G エ M ョ M B G Q G Q Q R P セ Q M S

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 1 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 2 of 4

This matter having come before the Court on November 19 2013 on the motion of Lead

Counsel for an award ofattorneys fees and expenses in the litigation and a case contribution award

to Lead Plaintiff the Court having considered all papers filed and proceedings condueted herein

having found the settlement of this Action to be fair reasonable and adequate and otherwise being

fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by referenee the definitions in the Stipulation of Settlement

dated August 16 2013 and all capitalized terms used but not defined herein shall have the same

meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto ineluding all members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount ofS47702453 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-reeovery method

4 The fees and expenses shall be allocated among Plaintiffs Counsel in a manner

which in Lead Counsels good-faith judgment ret1ects each such counsels contribution to the

institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Lead Counsel subject to the terms conditions and obligations of the

- 1 shy

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 2 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 3 of 4

Stipulation and in particular セ Q R R thereof which terms conditions and obligations are incorporated

herein

6 The Court hereby awards Lead Plaintiff Board ofTrustees of the Operating Engineers

Pension Trust $25000 for its time and expense in representing the Class This case contribution

award shall be paid to Lead Plaintiff on or after the Effective Date subject to the terms conditions

and obligations of the Stipulation and in particular セ R S thereof which terms conditions and

obligations are incorporated herein

IT IS SO ORDERED

THE HONORABLE KATHERINE B FORREST

UNITED STATES DISTRICT JUDGE

- 2

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 3 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 4 of 4

EXHIBIT 4

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 1 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

CITILINE HOLDINGS INC Individually Civil Action No 108-cv-03612-RJS and On Behalf of All Others Similarly Situated (Consolidated)

Plaintiff CLASS ACTION

vs

ISTAR FINANCIAL INC et al

Defendants

x

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

E Albdquo

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 2 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 2 of 3

This matter having come before the Court on April 5 2013 on the motion of Co-Lead

Counsel for an award of attorneys fees and expenses in the Litigation the Court having considered

all papers filed and proceedings conducted herein having found the settlement of this action to be

fair reasonable and adequate and otherwise being fully informed in the premises and good cause

appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 5 2012 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Co-Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount of $23490171 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among Lead Plaintiffs counsel in a manner

which in Co-Lead Counsels good-faith judgment reflects each such counsels contribution to the

institution prosecution and resolution of the Litigation

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 3 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 3 of 3

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Co-Lead Counsel subject to the terms conditions and obligations of the

Stipulation and in particular para62-63 thereof which terms conditions and obligations are

incorporated herein

SO ORDERED

-2-

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 4 of 4

EXHIBIT 5

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 1 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 1 of 4

UNITED ST ATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

In re SANOFI-AVENTIS SECURITIES

LITIGATION

This Document Relates To

ALL ACTIONS

---middotmiddotmiddot-----middot--------x

i

11

middot middot FlLBD I l

JAN 2 2QJ4-~ Civil Action No 107tv-10279-GBD

CLASS ACTION f middot middot

ECFCASE

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND AN

AWARD TO PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

903068_ l

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 2 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 2 of 4

This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 3 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 3 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 21: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

- 12 - 1308528_1

Courtrdquo) In re Bisys Sec Litig No 04 Civ 3840 (JSR) 2007 WL 2049726 at 3 (SDNY July

16 2007) (awarding 30 fee representing a 299 multiplier and finding that the multiplier ldquofalls well

within the parameters set in this district and elsewhererdquo) In re AremisSoft Corp Sec Litig 210

FRD 109 135 (DNJ 2002) (43 multiplier was appropriate in light of the contingency risk and

the quality of the result achieved) Maley 186 F Supp 2d at 369 (awarding fee equal to a 465

multiplier which was ldquowell within the range awarded by courts in this Circuit and courts throughout

the countryrdquo)

The lodestarmultiplier is to be used merely as a cross-check on reasonableness To find

otherwise undermines the principles supporting the percentage approach and encourages needless

lodestar-building litigation See In re Ikon Office Sols Inc 194 FRD 166 196 (ED Pa 2000)

(ldquoThe court will not reduce the requested award simply for the sake of doing so when every other

factor ordinarily considered weighs in favor of approving class counselrsquos request of thirty percentrdquo)

Lead Counsel invested substantial time and effort prosecuting this Litigation against Defendants to a

successful completion The requested fee therefore is manifestly reasonable whether calculated as

a percentage of the fund or in relation to Lead Counselrsquos lodestar Moreover as discussed below

each of the factors cited by the Second Circuit in Goldberger also strongly supports a finding that the

requested fee is reasonable

E The Relevant Factors Confirm that the Requested Fee Is Reasonable

In Goldberger the Second Circuit explained that whether the court uses the percentage-of-

the-fund method or the lodestar approach it should continue to consider the traditional criteria that

reflect a reasonable fee in common fund cases including

bull the time and labor expended by counsel

bull the risks of the litigation

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 21 of 34

- 13 - 1308528_1

bull the magnitude and complexity of the litigation

bull the requested fee in relation to the settlement

bull the quality of representation and

bull public policy considerations

Goldberger 209 F3d at 50 Consideration of these factors demonstrates that the requested fee is fair

and reasonable

1 The Time and Labor Expended by Counsel

Lead Counsel has expended substantial time and effort pursuing the Litigation on behalf of

the Class Since the Litigation commenced Lead Counsel and its paraprofessionals devoted over

2200 hours to prosecuting the Classrsquo claims As detailed in the Rosen Declaration submitted

herewith Lead Counsel among other things

bull conducted an extensive factual investigation relating to Defendantsrsquo conduct and the tax avoidance scheme

bull researched the law relevant to the claims asserted including Brazilian tax laws and Defendantsrsquo potential defenses thereto and drafted detailed complaints

bull drafted an opposition to Defendantsrsquo motions to dismiss the Consolidated Complaint

bull consulted with Brazilian attorneys regarding the unique issues raised in the Litigation

bull consulted with experts and consultants in the areas of damages and market efficiency

bull participated in lengthy armrsquos-length settlement negotiations and mediation with Defendants and

bull negotiated and drafted the Stipulation and exhibits thereto as well as the motion for preliminary approval of the Settlement

Rosen Decl parapara3-31 Moreover Lead Counsel with the assistance of its damages expert and in-

house damages consultant prepared the proposed Plan of Allocation Throughout the Litigation

Lead Counsel staffed the matter efficiently and avoided any unnecessary duplication of effort Lead

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 22 of 34

- 14 - 1308528_1

Counselrsquos work in the Litigation will not end with the Courtrsquos approval of the Settlement

Additional hours and resources will necessarily be expended assisting Members of the Class with the

completion and submission of their Proof of Claim and Release forms shepherding the claims

process and responding to Class Member inquiries See Aponte v Comprehensive Health Mgmt

No 10 Civ 4825 (JLC) 2013 WL 1364147 at 6 (SDNY Apr 2 2013) The significant amount

of time and effort devoted to this case by Lead Counsel to obtain a $15 million recovery confirms

that the 25 fee request is reasonable

2 The Risks of the Litigation

a The Contingent Nature of Lead Counselrsquos

Representation Supports the Requested Fee

The risk undertaken in the litigation is often considered the most important Goldberger

factor Goldberger 209 F3d at 54 Comverse 2010 WL 2653354 at 5 Telik 576 F Supp 2d at

592 The Second Circuit has recognized that the risk associated with a case undertaken on a

contingent fee is an important factor in determining an appropriate fee award

No one expects a lawyer whose compensation is contingent upon his success to charge when successful as little as he would charge a client who in advance had agreed to pay for his services regardless of success Nor particularly in complicated cases producing large recoveries is it just to make a fee depend solely on the reasonable amount of time expended

Detroit v Grinnell Corp 495 F2d 448 470 (2d Cir 1974) ldquoLittle about litigation is risk-free and

class actions confront even more substantial risks than other forms of litigationrdquo Teachersrsquo Ret Sys

v ACLN Ltd No 01-CV-11814 (MP) 2004 WL 1087261 at 3 (SDNY May 14 2004) Am

Bank Note 127 F Supp 2d at 433 (concluding it is ldquoappropriate to take this [contingent fee] risk

into account in determining the appropriate fee to awardrdquo) In re Prudential Sec Ltd Prsquoships Litig

985 F Supp 410 417 (SDNY 1997) (ldquoNumerous courts have recognized that the attorneyrsquos

contingent fee risk is an important factor in determining the fee awardrdquo) This risk encompasses not

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 23 of 34

- 15 - 1308528_1

just the risk of no payment but also the risk of underpayment See In re Contrsquol Ill Sec Litig 962

F2d 566 569-70 (7th Cir 1992) (reversing district courtrsquos fee award where court failed to account

for among other things risk of underpayment to counsel) When considering the reasonableness of

attorneysrsquo fees in a contingency action the court should consider the risks of the litigation at the time

the suit was brought See Goldberger 209 F3d at 55 In re Sadia SA Sec Litig No 08 Civ 9528

(SAS) 2011 WL 6825235 at 3 (SDNY Dec 28 2011)

The reasonableness of the requested fee is also supported by an evaluation of the risks

undertaken by Lead Counsel in prosecuting this class action Lead Counsel undertook this Litigation

on a wholly-contingent fee basis investing a substantial amount of time and money to prosecute this

very risky action without a guarantee of compensation or even the recovery of expenses Unlike

Defendantsrsquo counsel who are paid substantial hourly rates and reimbursed for their expenses on a

regular basis Lead Counsel has not been compensated for any time or expenses since this case

began and would have received no compensation or even payment of its expenses had this case not

been successful

From the outset Lead Counsel understood that it was embarking on a complex expensive

and lengthy litigation with no guarantee of ever being compensated for investing the time and money

the case would require In undertaking that responsibility Lead Counsel was obligated to assure that

sufficient attorney and paraprofessional resources were dedicated to prosecuting the Litigation and

that funds were available to compensate staff and to pay for the considerable costs which a case such

as this entails Under these circumstances the financial burden on contingent-fee counsel is far

greater than on a firm that is paid on an ongoing basis

In addition to advancing litigation expenses Lead Counsel faced the possibility that it would

receive no attorneysrsquo fees It is wrong to presume that a law firm handling complex contingent

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 24 of 34

- 16 - 1308528_1

litigation always wins There are numerous instances where in contingent cases such as this one

plaintiffrsquos counsel have expended thousands of hours without receiving any compensation8

Losses in contingent-fee litigations especially those brought under the PSLRA are

exceedingly expensive Lead Counselrsquos assumption of the contingency fee risk strongly supports the

reasonableness of the requested fee See FLAG Telecom 2010 WL 4537550 at 27 (ldquoCourts in the

Second Circuit have recognized that the risk associated with a case undertaken on a contingent fee

basis is an important factor in determining an appropriate fee awardrdquo) In re Marsh ERISA Litig

265 FRD 128 148 (SDNY 2010) (ldquoThere was significant risk of non-payment in this case and

Plaintiffsrsquo Counsel should be rewarded for having borne and successfully overcome that riskrdquo)

b Litigation Risks

While Lead Plaintiff remains confident in its ability to prove its claims and that once the

truth was revealed Class Members suffered legally cognizable losses on their purchases of Gerdau

ADRs during the Class Period it recognizes that its ability to prove liability was far from certain

Rosen Decl parapara33-35 As detailed in the Rosen Declaration and in the Settlement Memorandum

Defendants raised numerous challenges to the materiality scienter and loss causation elements of

8 The risk of no recovery in complex cases of this type is real and is heightened when lead counsel press to achieve the very best result for those they represent There are numerous class actions in which lead counsel expended thousands of hours and yet received no remuneration despite their diligence and expertise See eg Hubbard v BankAtlantic Bancorp Inc 688 F3d 713 725 (11th Cir 2012) (affirming judgment as a matter of law following jury verdict partially in plaintiffsrsquo favor) In re Oracle Corp Sec Litig No C 01-00988-SI 2009 WL 1709050 (ND Cal June 19 2009) affrsquod 627 F3d 376 (9th Cir 2010) (court granted summary judgment for defendants after eight years of litigation after plaintiffsrsquo counsel incurred over $7 million in expenses and worked over 100000 hours representing a lodestar of approximately $40 million) In re JDS Uniphase

Corp Sec Litig No C-02-1486 CW (EDL) 2007 WL 4788556 at 1 (ND Cal Nov 27 2007) (jury verdict for defendants) Robbins v Koger Props 116 F3d 1441 1449 (11th Cir 1997) (jury verdict of $81 million for plaintiffs against an accounting firm reversed on appeal on loss causation grounds and judgment entered for defendant) Anixter v Home-Stake Prod Co 77 F3d 1215 1233 (10th Cir 1996) (Tenth Circuit overturned securities fraud class action jury verdict for plaintiffs in case filed in 1973 and tried in 1988 on basis of 1994 Supreme Court opinion)

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 25 of 34

- 17 - 1308528_1

Lead Plaintiffrsquos claims under the federal securities laws The Individual Defendants also challenged

this Courtrsquos personal jurisdiction over them Obtaining documents and testimony from witnesses in

Brazil would be expensive if possible at all Therefore there was a question whether Lead Plaintiff

would ultimately be able to prove that Defendants who could be sued in this Court acted knowingly

or recklessly made materially false or misleading statements or omissions as required

With respect to proving loss causation Defendants would continue to argue that the declines

in Gerdaursquos ADR price were caused by factors other than Lead Plaintiffrsquos alleged corrective

disclosures Id para369 Defendants would never concede their liability and if their motions to

dismiss were denied would continue to press their defenses at summary judgment and trial Lead

Plaintiff also faced the risk that the Court would deny its motion to certify the Class if the Litigation

reached that stage

c Risk as to Damages

Whether Lead Plaintiff could prove damages also was unsettled Defendants strenuously

disagreed with Lead Plaintiffrsquos damages theories and estimates In order for the Class to recover

damages at the level estimated by Lead Counselrsquos expert it would need to prevail on each and every

one of the claims alleged for the entirety of the Class Period The damage assessments of the

partiesrsquo respective trial experts would be sure to vary substantially and trial would become a ldquobattle

of expertsrdquo The outcome of such battles is never predictable and there existed the very real

possibility that a jury could be swayed by experts for Defendants to minimize the Classrsquo losses or to

show that the losses were attributable to factors other than the alleged misstatements and omissions

Thus even if Lead Plaintiff prevailed as to liability at trial the judgment obtained could well have

been only a fraction of the damages claimed

9 Another litigation risk for Lead Plaintiff was the proper length of the Class Period Id

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 26 of 34

- 18 - 1308528_1

3 The Magnitude and Complexity of the Litigation

The complexity of the litigation is another factor examined by courts evaluating the

reasonableness of attorneysrsquo fees requested by class counsel See Chatelain v Prudential-Bache

Sec 805 F Supp 209 216 (SDNY 1992) It is widely recognized that ldquoshareholder actions are

notoriously complex and difficult to proverdquo See In re Bayer AG Sec Litig No 03 Civ 1546

(WHP) 2008 WL 5336691 at 5 (SDNY Dec 15 2008) see also FLAG Telecom 2010 WL

4537550 at 27 ldquo[S]ecurities actions have become more difficult from a plaintiffrsquos perspective in

the wake of the PSLRArdquo Ikon 194 FRD at 194 see also In re AOL Time Warner Inc Sec amp

ldquoERISArdquo Litig No MDL 1500 2006 WL 903236 at 9 (SDNY Apr 6 2006) (ldquo[T]he legal

requirements for recovery under the securities laws present considerable challenges particularly

with respect to loss causation and the calculation of damages These challenges are exacerbated

where a number of controlling decisions have recently shed new light on the standard for loss

causationrdquo) This case was no exception As described in greater detail in the accompanying

Settlement Memorandum and the Rosen Declaration this Litigation involved a number of difficult

and complex questions concerning liability of foreign defendants and loss causation that would have

required extensive additional efforts by Lead Counsel and further consultation with Brazilian law

tax accounting and economic experts

The trial of liability issues alone would have involved substantial attorney and expert time

the introduction of voluminous documentary and deposition evidence which would require

translation vigorously contested motions and the considerable expenditures of judicial resources

Because this case revolved around ldquodifficult complex hotly disputed and expert-intensive issuesrdquo

this factor favors awarding a 25 fee City of Providence 2014 WL 1883494 at 16

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 27 of 34

- 19 - 1308528_1

4 The Quality of Representation Supports the Requested Fee

The quality of the representation by Lead Counsel is another important factor that supports

the reasonableness of the requested fee Lead Counsel submits that the quality of the representation

here is best evidenced by the quality of the result achieved See Settlement Memorandum at 18-19

see also FLAG Telecom 2010 WL 4537550 at 28 Bisys 2007 WL 2049726 at 3 It took a great

deal of skill to achieve a settlement at this level in this particular case Lead Counsel is a nationally

known leader in the fields of securities class actions and complex litigation This is attributable to

the diligence determination hard work and reputation of counsel who developed litigated and

successfully negotiated the Settlement of this Litigation and a substantial immediate cash recovery in

a very difficult case without the risk of further litigation See Teachersrsquo Ret Sys 2004 WL

1087261 at 6

Finally courts repeatedly recognize that the quality of the opposition faced by plaintiffsrsquo

counsel should also be taken into consideration in assessing the quality of counselrsquos performance

See eg BioScrip 2017 US Dist LEXIS 118881 at 73 (ldquo[O]pposing counsel in this case was

itself highly skilled a factor courts have considered in approving feesrdquo) Marsh ERISA 265 FRD

at 148 (ldquoThe high quality of defense counsel opposing Plaintiffsrsquo efforts further proves the caliber of

representation that was necessary to achieve the Settlementrdquo) Veeco 2007 WL 4115808 at 7

(among the factors supporting a 30 award of attorneysrsquo fees was that defendants were represented

by ldquoone of the countryrsquos largest law firmsrdquo) Here Defendants are represented by lawyers from

Skadden Arps Slate Meagher amp Flom LLP and Kramer Levin Naftalis amp Frankel LLP highly

respected law firms who presented very skilled defenses and spared no effort in representing their

clients Notwithstanding this formidable opposition Lead Counselrsquos ability to present a strong case

and to demonstrate its willingness to continue to vigorously prosecute the Litigation through trial

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 28 of 34

- 20 - 1308528_1

and then inevitable appeals enabled Lead Counsel to achieve a very favorable Settlement for the

benefit of the Class

5 Public Policy Considerations

A strong public policy concern exists for rewarding firms for bringing successful securities

litigation See FLAG Telecom 2010 WL 4537550 at 29 (if the ldquoimportant public policy [of

enforcing the securities laws] is to be carried out the courts should award fees which will adequately

compensate Lead Counsel for the value of their efforts taking into account the enormous risks they

undertookrdquo) Maley 186 F Supp 2d at 373 (ldquoIn considering an award of attorneyrsquos fees the public

policy of vigorously enforcing the federal securities laws must be consideredrdquo) Hicks 2005 WL

2757792 at 9 (ldquolsquoTo make certain that the public is represented by talented and experienced trial

counsel the remuneration should be both fair and rewardingrsquordquo) (citation omitted) Accordingly

public policy favors granting Lead Counselrsquos fee and expense application here

6 The Classrsquo Reaction to the Fee Request to Date Supports the

Requested Fee

To date the Claims Administrator has sent over 36900 copies of the Notice to potential

Class Members and nominees informing them inter alia that Lead Counsel intended to apply to the

Court for an award of attorneysrsquo fees in an amount not to exceed 25 of the total recovery plus

expenses not to exceed $200000 plus interest on both amounts10 The time to object to the fee

request expires on September 29 2017 To date just one week before the objection deadline not a

single objection to the fee and expense amounts set forth in the Notice has been received Such a

ldquolow level of objection is a lsquorare phenomenonrsquordquo In re Rite Aid Corp Sec Litig 396 F3d 294 305

(3d Cir 2005) (citation omitted) Moreover ldquoa significant number of investors in the class were

10 See Declaration of Carole K Sylvester Regarding Notice Dissemination Publication and Requests for Exclusion Received to Date para11 and Ex A (ldquoSylvester Declrdquo) submitted herewith

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 29 of 34

- 21 - 1308528_1

lsquosophisticatedrsquo institutional investors that had considerable financial incentive to object [to the

settlement] had they believed [the settlement was unfair or] the requested fees were excessiverdquo Id

Additionally the Lead Plaintiff supports the fee request See Chicago Police Decl para17 The fact

that no objections were received is compelling evidence of the fairness of the fee request

IV LEAD COUNSELrsquoS EXPENSES WERE REASONABLY INCURRED AND

NECESSARY TO THE PROSECUTION OF THIS LITIGATION

Lead Counsel also respectfully requests an award of $16273405 in expenses incurred while

prosecuting the Litigation Lead Counsel has submitted a declaration regarding these modest

expenses which are properly recovered by counsel See accompanying Robbins Geller Decl See

eg In re China Sunergy Sec Litig No 07 Civ 7895 (DAB) 2011 WL 1899715 at 6 (SDNY

May 13 2011) (in a class action attorneys should be compensated ldquofor reasonable out-of-pocket

expenses incurred and customarily charged to their clients as long as they were lsquoincidental and

necessary to the representationrsquordquo) (citation omitted) FLAG Telecom 2010 WL 4537550 at 30 (ldquoIt

is well accepted that counsel who create a common fund are entitled to the reimbursement of

expenses that they advanced to a classrdquo) In re Indep Energy Holdings PLC Sec Litig 302

F Supp 2d 180 183 n3 (SDNY 2003) (court may compensate class counsel for reasonable

expenses necessary to the representation of the class)

Counselrsquos expenses include the costs of hiring experts and consultants travel mediating the

Classrsquo claims and computerized research A complete breakdown by category of the expenses

incurred is set forth in the Robbins Geller Declaration These expenses were critical to Lead

Plaintiffrsquos success in achieving the Settlement See Global Crossing 225 FRD at 468 (ldquoThe

expenses incurred ndash which include investigative and expert witnesses filing fees service of process

travel legal research and document production and review ndash are the type for which lsquothe paying

armsrsquo length marketrsquo reimburses attorneys [f]or this reason they are properly chargeable to the

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 30 of 34

- 22 - 1308528_1

Settlement fundrdquo) Not a single objection to the expense amount set forth in the Notice has been

received Accordingly Lead Counsel respectfully requests payment for these expenses plus interest

earned on such amount at the same rate as that earned by the Settlement

V LEAD PLAINTIFF SHOULD BE AWARDED ITS REASONABLE TIME

AND EXPENSES UNDER 15 USC sect78u-4(a)(4)

Lead Plaintiff seeks approval for an award of $3765 for the time it spent directly relating to

its representation of the Class The PSLRA specifically provides that an ldquoaward of reasonable costs

and expenses (including lost wages) directly relating to the representation of the classrdquo may be made

to ldquoany representative party serving on behalf of a classrdquo 15 USC sect78u-4(a)(4)

The Lead Plaintiff dedicated time to the Litigation by reviewing significant pleadings and

briefs in the Litigation communicating regularly with Lead Counsel and monitoring the progress of

settlement negotiations See Chicago Police Decl para20 Numerous courts have approved reasonable

awards to compensate lead plaintiffs for the time and effort they spent on behalf of a class See

Kinross Gold 2015 US Dist LEXIS 181932 at 14 (awarding $1680011 to lead plaintiff and

additional named plaintiffs ldquoto compensate them for their reasonable costs and expenses directly

relating to their representation of the Classrdquo) In re Intercept Pharms Inc Sec Litig No 114-cv-

01123-NRB slip op at 1 (SDNY Oct 20 2016) (awarding $527500 and $740125 to lead

plaintiffs ldquodirectly relating to the representation of the Classrdquo) Hicks 2005 WL 2757792 at 10

(ldquoCourts in this Circuit routinely award such costs and expenses both to reimburse the named

plaintiffs for expenses incurred through their involvement with the action and lost wages as well as

to provide an incentive for such plaintiffs to remain involved in the litigation and to incur such

expenses in the first placerdquo)

Lead Plaintiff took an active role with the prosecution of the Litigation These are precisely

the types of activities that courts have found to support awards to class representatives See eg In

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 31 of 34

- 23 - 1308528_1

re Am Intrsquol Grp Inc No 04 Civ 8141 (DAB) 2010 WL 5060697 at 3 (SDNY Dec 2 2010)

(granting PSLRA award of $30000 to institutional lead plaintiffs ldquoto compensate them for the time

and effort they devoted on behalf of a classrdquo) FLAG Telecom 2010 WL 4537550 at 31 (approving

award of $100000 to lead plaintiff for time spent in the litigation) Veeco 2007 WL 4115808 at 12

(characterizing such awards as ldquolsquoroutine[]rsquordquo in this Circuit) (citation omitted)

The Notice sufficiently informed potential Class Members that such expenses would be

sought Sylvester Decl Ex A at 2 The modest request by Lead Plaintiff is supported by

declaration is reasonable and fully justified under the PSLRA and should be granted There have

been no objections to this request

VI CONCLUSION

Based on the foregoing and the entire record herein Lead Counsel respectfully requests that

the Court award attorneysrsquo fees of 25 of the $15 million recovery plus expenses in the amount of

$16273405 plus interest on both amounts and $3765 to Lead Plaintiff

DATED September 22 2017 Respectfully submitted

s Ellen Gusikoff Stewart

Henry Rosen Ellen Gusikoff Stewart Susannah R Conn ROBBINS GELLER RUDMAN amp DOWD LLP 655 West Broadway Suite 1900 San Diego CA 92101 Telephone 619231-1058 619231-7423 (fax) henryrrgrdlawcom ellengrgrdlawcom sconnrgrdlawcom

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 32 of 34

- 24 - 1308528_1

Samuel H Rudman David A Rosenfeld ROBBINS GELLER RUDMAN amp DOWD LLP 58 South Service Road Suite 200 Melville NY 11747 Telephone 631367-7100 631367-1173 (fax) srudmanrgrdlawcom drosenfeldrgrdlawcom

Christopher C Gold ROBBINS GELLER RUDMAN amp DOWD LLP 120 East Palmetto Park Road Suite 500 Boca Raton FL 33432 Telephone 561750-3000 561750-3364 (fax) cgoldrgrdlawcom

Lead Counsel for Plaintiff

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 33 of 34

CERTIFICATE OF SERVICE

I Ellen Gusikoff Stewart hereby certify that on September 22 2017 I caused a true and

correct copy of the attached

Memorandum of Law in Support of Lead Counselrsquos Motion for an Award of Attorneysrsquo Fees and Expenses and Award to Lead Plaintiff Pursuant to 15 USC sect78u-4(a)(4)

to be electronically filed with the Clerk of the Court using the CMECF system which will send

notification of such public filings to all counsel registered to receive such notice

s Ellen Gusikoff Stewart

ELLEN GUSIKOFF STEWART

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 34 of 34

EXHIBIT 1

Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 1 of 5

UNITED STATES DISTRICT COURTSOUTHERN DISTRICT OF NEW YORK

xZUBAIR PATEL Individually and on Behalf of All Others Similarly Situated

Plaintiff

vs

L-3 COMMUNICATIONS HOLDINGS INC et al

Defendants

x

Civil Action No 114-cv-06038-VEC(Consolidated)

CLASS ACTION

REVISED [PROPOSED] ORDER AWARDING ATTORNEYSrsquo FEES AND EXPENSES AND AWARDS TO LEAD PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 1 of 4

81717

USDC SDNY DOCUMENT ELECTRONICALLY FILED DOC DATE FILED

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 1 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 2 of 5

- 1 -

This matter having come before the Court on August 16 2017 on the motion of Lead

Counsel for an award of attorneysrsquo fees and expenses (the ldquoFee Motionrdquo) the Court having

considered all papers filed and proceedings conducted herein having found the Settlement of this

Litigation to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Stipulation of Settlement

dated February 22 2017 (the ldquoStipulationrdquo) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 Notice of Lead Counselrsquos Fee Motion was given to all Class Members who could be

located with reasonable effort The form and method of notifying the Class of the Fee Motion met

the requirements of Rule 23 of the Federal Rules of Civil Procedure and 15 USC sect78u-4(a)(7) the

Securities Exchange Act of 1934 as amended by the Private Securities Litigation Reform Act of

1995 due process and any other applicable law constituted the best notice practicable under the

circumstances and constituted due and sufficient notice to all persons and entities entitled thereto

4 The Court hereby awards Lead Counsel attorneysrsquo fees of 25 of the Settlement

Fund (or $8625000) plus expenses in the amount of $47598074 together with the interest earned

on both amounts for the same time period and at the same rate as that earned on the Settlement Fund

until paid The Court finds that the amount of fees awarded is appropriate and that the amount of

fees awarded is fair and reasonable under the ldquopercentage-of-recoveryrdquo method

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 2 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 2 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 3 of 5

- 2 -

5 The fees and expenses shall be allocated amongst Lead Plaintiffsrsquo Counsel in a

manner that Lead Counsel in good faith believes reflects the contributions of such counsel to the

prosecution and settlement of the Litigation

6 The awarded attorneysrsquo fees and expenses and interest earned thereon shall be paid to

Lead Counsel subject to the terms conditions and obligations of the Stipulation and in particular

para62 thereof which terms conditions and obligations are incorporated herein

7 In making this award of fees and expenses to Lead Counsel the Court has considered

and found that

(a) the Settlement has created a fund of $34500000 in cash that is already on

deposit and numerous Class Members who submit or have submitted valid Proof of Claim and

Release forms will benefit from the Settlement created by Lead Counsel

(b) over 47000 copies of the Notice were disseminated to Class Members

indicating that Lead Counsel would move for attorneysrsquo fees in the amount of 25 of the Settlement

Fund and for expenses in an amount not to exceed $600000 and no objections to the fees or

expenses were filed by Class Members

(c) Lead Counsel has pursued the Litigation and achieved the Settlement with

skill perseverance and diligent advocacy

(d) Lead Counsel has expended substantial time and effort pursuing the Litigation

on behalf of the Class

(e) Lead Counsel pursued the Litigation on a contingent basis having received no

compensation during the Litigation and any fee amount has been contingent on the result achieved

(f) the Litigation involves complex factual and legal issues and in the absence of

settlement would involve lengthy proceedings whose resolution would be uncertain

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 3 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 3 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 4 of 5

- 3 -

(g) had Lead Counsel not achieved the Settlement there would remain a

significant risk that the Class may have recovered less or nothing from Defendants

(h) Lead Counsel has devoted over 8500 hours with a lodestar value of

$439142350 to achieve the Settlement

(i) public policy concerns favor the award of reasonable attorneysrsquo fees and

expenses in securities class action litigation and

(j) the attorneysrsquo fees and expenses awarded are fair and reasonable and

consistent with awards in similar cases within the Second Circuit

8 Any appeal or any challenge affecting this Courtrsquos approval regarding the Fee Motion

shall in no way disturb or affect the finality of the Judgment entered with respect to the Settlement

9 Pursuant to 15 USC sect78u-4(a)(4) the Court awards the following amounts to Lead

Plaintiffs for the time they spent directly related to their representation of the Class $39000 to City

of Pontiac General Employeesrsquo Retirement System $86000 to Local 1205 Pension Plan and

$100000 to City of Taylor Police and Fire Retirement System

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this Order shall be

rendered null and void to the extent provided in the Stipulation and shall be vacated in accordance

with the Stipulation

IT IS SO ORDERED

DATED ______________________ ________________________________________THE HONORABLE VALERIE E CAPRONIUNITED STATES DISTRICT JUDGE

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 4 of 4

August 17 2017

___________________________________________ _________E HONORABLE VALEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEERIE E CA

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 4 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 5 of 5

EXHIBIT 2

Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 1 of 10

rus1$$i)Ny I DOCUMENT

ELECTRONICALLY FILED DOC

SOUTHERN DISTRICT OF NEW YORK

UNITED STATES DISTRICT COURT

d a t e b Z l セ e セ d M Z セ セ セ ャ M セ------------------___________ x セ セ セ セ セ セ セ ] ] セ セ セ セ

LAND MEN PARTNERS INC Individually Civil Action No 08-cv-03601-HBshy

and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff FINAL JUDGMENT AND ORDER OF

vs DISMISSAL WITH PREJUDICE

THE BLACKSTONE GROUP LP et aI

Defendants

---------------------------------x

This matter came before the Court for hearing pursuant to the Order Preliminarily Approving

Settlement and Providing for Notice to the Class (Notice Order) dated August 30 2013 on the

unopposed application ofLead Plaintiffs for approval of the Settlement set forth in the Settlement

Agreement dated August 28 2013 (Stipulation) and following a hearing on December 18 2013

Due and adequate notice having been given to the Class as required in said Order and the Court

having considered all papers filed and proceedings had herein and otherwise being fully informed in

the premises and good cause appearing therefor

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Final Judgment incorporates by reference the definitions in the Stipulation and

all terms used herein shall have the same meanings as set forth in the Stipulation unless otherwise

set forth herein

2 This Court has jurisdiction over the subject matter ofthe Action and over all Settling

Parties to the Action including all members of the Class

3 For purposes ofthis Judgment as certified by the Court s August 13 2013 Order the

Class is defined as all Persons who purchased the common units of The Blackstone Group LP

(Blackstone) in Blackstones initial public offering (IPO) or in the open market on the New

- 1 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 1 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 2 of 10

York Stock Exchange between June 21 2007 and March 12 2008 inclusive and who sustained

compensable damages in connection with any such purchase of Blackstone units pursuant to

Sections 11 and 15 of the Securities Act of 1933

Excluded from the Class are (i) the persons who submitted valid and timely requests for

exclusion from the Class who are listed on Exhibit A hereto (ii) Defendants (iii) members of the

immediate family ofeach ofthe Defendants (iv) any Person that acted as an underwriter ofthe IPO

(v) any natural Person who sold Blackstone common units to the public in the IPO or who serves or

served as an officer or director ofBlackstone or as a partner of any predecessor to Blackstone the

members of the immediate families ofany such persons and any entity in which any ofDefendants

have or had a controlling interest and (vi) the legal representatives agents affiliates heirs

successors-in-interest or assigns of any such excluded Person (collectively Excluded Persons)

For the avoidance of doubt the Excluded Persons are excluded from the Class only to the

extent they purchased Blackstone common units in the IPO for their own account and not for or on

behalf of a third-party customer or for resale to customers Further to the extent that any of the

Excluded Persons was a statutory seller who resold the Blackstone common units to a third-party

customer client account fund trust or employee benefit plan that otherwise falls within the Class

or purchased Blackstone common units in a fiduciary capacity or otherwise on behalf ofany thirdshy

party customer client account fund trust or employee benefit plan that falls within the Class the

Excluded Person is excluded from the Class but the third-party customer client account fund trust

or employee benefit plan is not excluded from the Class with respect to such purchases of

Blackstone common units

4 For purposes of this Judgment as certified by the Courts August 132013 Order

Lead Plaintiffs Martin Litwin and Francis Brady are Class Representatives and Lead Counsel

- 2 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 2 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 3 of 10

Robbins Geller Rudman amp Dowd LLP and Brower Piven A Professional Corporation are Class

Counsel

5 Pursuant to Federal Rule of Civil Procedure 23 this Court hereby approves the

Settlement set forth in the Stipulation and finds that the Settlement is in all respects fair reasonable

and adequate to the Class There are no objections to the proposed Settlement

6 Pursuant to Rule 23 of the Federal Rules ofCivil Procedure the Court finds that the

Stipulation and Settlement are fair reasonable and adequate as to each ofthe Settling Parties and

that the Stipulation and Settlement are hereby finally approved in all respects and the Settling

Parties are hereby directed to perform its terms

7 Accordingly the Court authorizes and directs implementation of all the terms and

provisions of the Stipulation as well as the terms and provisions hereof The Court hereby

dismisses as to Defendants the Action and all Released Claims ofthe Class with prejudice without

costs as to any Settling Party except as and to the extent provided in the Stipulation and herein

8 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

shall and each of the Class Members shall be deemed to have and by operation ofthis Judgment

shall have fully finally and forever released relinquished and discharged all Released Claims

against the Released Persons whether or not such Class Member executes and delivers the Proof of

Claim and Release

9 Upon the Effective Date hereof and as provided in the Stipulation each of the

Released Persons shall be deemed to have and by operation of this Judgment shall have fully

finally and forever released relinquished and discharged Lead Plaintiffs each and all of the Class

Members Lead Counsel and Abraham Fruchter amp Twersky LLP from all claims (including without

- 3 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 3 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 4 of 10

limitation Unknown Claims) arising out of relating to or in connection with the institution

prosecution assertion settlement or resolution of the Action

10 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

and each of the Class Members who have not validly opted out of the Class and their respective

predecessors successors agents representatives attorneys and affiliates and the respective heirs

executors administrators successors and assigns of each of them directly or indirectly

individually derivatively representatively or in any other capacity shall be deemed to have and by

operation of the Judgment shall have fully finally and forever released relinquished and

discharged against the Released Persons (whether or not such Class Members execute and deliver

the Proof of Claim and Release forms) any and all Released Claims (including without limitation

Unknown Claims) as well as any claims arising out of relating to or in connection with the

defense settlement or resolution of the Action or the Released Claims

11 Upon the Effective Date Lead Plaintiffs and each of the Class Members who have

not validly opted out of the Class and their respective predecessors successors agents

representatives attorneys and affiliates and the respective heirs executors administrators

successors and assigns of each of them directly or indirectly individually derivatively

representatively or in any other capacity shall be permanently barred and enjoined from the

assertion institution maintenance prosecution or enforcement against any Released Person in any

state or federal court or arbitral forum or in the court of any foreign jurisdiction of any and all

Released Claims (including without limitation Unknown Claims) as well as any claims arising out

of relating to or in connection with the defense settlement or resolution of the Action or the

Released Claims

- 4 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 4 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 5 of 10

12 The Notice ofProposed Settlement ofClass Action (Notice) given to the Class in

accordance with the Notice Order entered on August 30 2013 was the best notice practicable under

the circumstances including the individual notice to all members of the Class who could be

identified through reasonable effort ofthe proceedings and ofthe matters set forth therein including

the proposed Settlement set forth in the Stipulation the proposed Plan of Distribution of the

proceeds ofthe Settlement set forth in the Notice Lead Counsels application for attorneys fees and

reimbursement of expenses and Lead Plaintiffs request for an award of reasonable costs and

expenses relating to their representation of the Class and said Notice and notice procedures fully

satisfied the requirements of Federal Rule of Civil Procedure 23 the Private Securities Litigation

Reform Act of 1995 and the requirements of due process There are no objections to the Notice

andor notice procedures

13 The Court hereby approves the Plan ofDistribution as set forth in the Notice as fair

and equitable The Court directs Lead Counsel to proceed with processing Proofs ofClaim and the

administration of the Settlement pursuant to the terms of the Plan of Distribution and upon

completion ofthe claims processing procedure to present to this Court a proposed final distribution

order for the distribution of the Net Settlement Fund to eligible Class Members as provided in the

Stipulation and the Plan of Distribution There are no objections to the Plan of Distribution

14 The Court hereby awards Lead Counsel attorneys fees equal to 3333 percent of

the Settlement Fund (including interest accrued thereon) and litigation expenses in the amount of

$104700577 with interest to accrue thereon at the same rate and for the same periods as has

accrued by the Settlement Fund from the date ofthis Judgment to the date ofactual payment of said

attorneys fees and expenses to Lead Counsel as provided in the Stipulation The Court finds the

amount of attorneys fees awarded herein are fair and reasonable based on (a) the work performed

- 5 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 5 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 6 of 10

and costs incurred by Lead Counsel (b) the complexity ofthe case (c) the risks undertaken by Lead

Counsel and the contingent nature of their employment (d) the quality of the work performed by

Lead Counsel in this Action and their standing and experience in prosecuting similar class action

securities litigation (e) awards to successful plaintiffs counsel in other similar litigation (f) the

benefits achieved for Class Members through the Settlement and (g) the absence ofany objections

from any Class Members to either the application for an award ofattorneys fees or expenses to Lead

Counsel

15 The Court also fmds that the requested expenses are proper as the expenses incurred

by Lead Counsel including the costs ofexperts were reasonable and necessary in the prosecution of

this Action on behalf of Class Members There are no objections to Lead Counsels application for

reimbursement of their expenses

16 The Court approves payment of$1500000 to Lead Plaintiff Martin Litwin for his

reasonable time and expenses (including lost wages) relating to their representation of the Class

Such payment shall be paid out of the Settlement Fund There are no objections to Lead Plaintiff

Litwins application for reimbursement ofhis costs and expenses

17 All fees and expenses awarded or allowed in this Judgment shall except as otherwise

expressly provided in the Stipulation be paid from the Settlement Fund

18 Lead Counsel may apply from time to time for any fees andor expenses incurred by

them solely in connection with the administration of the Settlement and distribution of the Net

Settlement Fund to Class Members which except as expressly provided in the Stipulation shall be

paid from the Settlement Fund

19 Neither appellate review nor modification ofthe Plan ofDistribution set forth in the

Notice nor any action in regard to the motion by Lead Counsel for attorneys fees andor expenses

- 6 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 6 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 7 of 10

and the award ofcosts and expenses to Lead Plaintiffs shall affect the fmality ofany other portion of

this Judgment nor delay the Effective Date ofthe Stipulation and each shall be considered separate

for the purposes of appellate review of this Judgment

20 Neither the Stipulation nor the Settlement contained therein nor any act performed or

document executed pursuant to or in furtherance of the Stipulation or the Settlement (a) is or may be

deemed to be or may be used as an admission of or evidence of the validity ofany Released Claim

or ofany wrongdoing or liability of the Released Persons or (b) is or may be deemed to be or may

be used as an admission of or evidence of any fault or omission of any of the Defendants or the

Released Persons in any civil criminal or administrative proceeding in any court administrative

agency or other tribunal Defendants andor the Released Persons may file the Stipulation andor

this Judgment from this Action in any other action in which they are parties or that may be brought

against them in order to support a defense claim or counterclaim based on principles of res

judicata collateral estoppel release good faith settlement judgment bar or reduction or any theory

of claim preclusion or issue preclusion or similar defense or counterclaim

21 Without affecting the finality ofthis Judgment in any way this Court hereby retains

continuing exclusive jurisdiction over (a) implementation of this Settlement and any award or

distribution of the Settlement Fund including interest earned thereon (b) disposition of the

Settlement Fund (c) hearing and determining applications for attorneys fees interest and expenses

in the Action (d) payment of taxes by the Settlement Fund (e) all Settling Parties hereto for the

purpose ofconstruing enforcing and administering the Stipulation and (f) any other matters related

to finalizing the Settlement and distribution of proceeds of the Settlement

22 In the event that the Settlement does not become effective in accordance with the

terms of the Stipulation or the Effective Date does not occur or in the event that the Settlement

- 7 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 7 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 8 of 10

Fund or any portion thereof is returned to Defendants then this Judgment shall be rendered null and

void to the extent provided by and in accordance with the Stipulation and shall be vacated and in

such event all orders entered and releases delivered in connection herewith shall be null and void to

the extent provided by and in accordance with the StipUlation

23 Without further order of the Court the Settling Parties may agree to reasonable

extensions of time to carry out any of the provisions of the Stipulation

24 The Court finds that during the course of the Action the Settling Parties and their

respective counsel at all times complied with the requirements of Rule 11 of the Federal Rules of

Civil Procedure

25 The Court directs immediate entry of this Final Judgment by the Clerk ofthe Court

DATED Ok 10 2 TEO aRABLE HAROLD A R JR

UNITED STATES DISTRICT JUDGE

- 8 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 8 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 9 of 10

EXHIBIT A

BLACKSTONE LIST OF EXCLUSIONS

Name

1 lINA HU

2 ESTATE OF ANTHONY J FABEC

3 WILLIAM PATTERSON

4 MARY AN N SHOTWELL

5 RICHARD A LEWIS

6 JOHN MERCADENTE JR

7 DOUGLAS BARHORST

8 PATRICIA G NORMAN

9 ESTATE OF RICHARD A NORMAN

10 ROBERT W DUER

11 ANIBAL MARRERO

12 RUSS D SONNIER

13 MARCUS E ampJOANNE R NORTH

14 SUZANNE EMETAROM

15 WILLIAM W amp FRANCES E MAIN

16 ANTHONY BRIENZA

17 SHU HAO HUANG

18 KENNETH 0 PARRIS

19 DUFF S MCEVERS

20 SHERRIE L FRANTZ

21 DEBBIE CRINK

22 MARK A SUMMERS

23 PAULINE MEYEROWITZ

24 ANDREW WAHL

City

OSHAWA

WILLOUGHBY HILLS

KINGS MOUNTAIN

VIRGILINA

BULLARD

READING

SIDNEY

KEARNEY

KEARNEY

ALTA LOMA

CORAL GABLES

NEW YORK

VICTORIA

WALNUT CREEK

ROBERTS

COLD SPRING HARBOR

SNOHOMISH

ATHENS

LAGUNA NIGUEL

EUGENE

OMAHA

MINNETRISTA

FT LAUDERDALE

SAN FRANCISCO

St Country セ

ON CA lIJ7C6

OH US 44094

NC US 28086

VA US 24598

TX US 75757

PA US 19606

OH US 45365

NE US 68845

NE US 68845

CA US 91701

FL US 33134

NY US 10150

TX US 77905

CA US 94595

MT US 59070

NY US 11724

WA US 98296

GA US 30604

CA US 92677

OR US 97404

NE US 68138

MN US 55364

FL US 33308

CA US 94115

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 9 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 10 of 10

EXHIBIT 3

Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 1 of 4

UNITED STATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

--------_____________________ x

THE BOARD OF TRUSTEES OF THE Civil Action No 09-cv-09333-KBF

OPERA TING ENGINEERS PENSION

TRUST on Behalf of Itself and All Others CLASS ACTION

Similarly Situated [PROPOSES] ORDER A WARDING

Plaintiffs ATTORNEYS FEES EXPENSES AND

CASE CONTRIBUTION A WARD TO LEAD

vs PLAINTIFF

JPMORGAN CHASE BANK NATIONAL

ASSOCIATIOt USDCSDNY

DOCUMENTDefendant

ELECTRONICALLY FILED ---------------- x DOC

DATE f M i l M e M d セ ャ エ i o B B B v エ M R B B G エ M ョ M B G Q G Q Q R P セ Q M S

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 1 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 2 of 4

This matter having come before the Court on November 19 2013 on the motion of Lead

Counsel for an award ofattorneys fees and expenses in the litigation and a case contribution award

to Lead Plaintiff the Court having considered all papers filed and proceedings condueted herein

having found the settlement of this Action to be fair reasonable and adequate and otherwise being

fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by referenee the definitions in the Stipulation of Settlement

dated August 16 2013 and all capitalized terms used but not defined herein shall have the same

meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto ineluding all members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount ofS47702453 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-reeovery method

4 The fees and expenses shall be allocated among Plaintiffs Counsel in a manner

which in Lead Counsels good-faith judgment ret1ects each such counsels contribution to the

institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Lead Counsel subject to the terms conditions and obligations of the

- 1 shy

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 2 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 3 of 4

Stipulation and in particular セ Q R R thereof which terms conditions and obligations are incorporated

herein

6 The Court hereby awards Lead Plaintiff Board ofTrustees of the Operating Engineers

Pension Trust $25000 for its time and expense in representing the Class This case contribution

award shall be paid to Lead Plaintiff on or after the Effective Date subject to the terms conditions

and obligations of the Stipulation and in particular セ R S thereof which terms conditions and

obligations are incorporated herein

IT IS SO ORDERED

THE HONORABLE KATHERINE B FORREST

UNITED STATES DISTRICT JUDGE

- 2

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 3 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 4 of 4

EXHIBIT 4

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 1 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

CITILINE HOLDINGS INC Individually Civil Action No 108-cv-03612-RJS and On Behalf of All Others Similarly Situated (Consolidated)

Plaintiff CLASS ACTION

vs

ISTAR FINANCIAL INC et al

Defendants

x

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

E Albdquo

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 2 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 2 of 3

This matter having come before the Court on April 5 2013 on the motion of Co-Lead

Counsel for an award of attorneys fees and expenses in the Litigation the Court having considered

all papers filed and proceedings conducted herein having found the settlement of this action to be

fair reasonable and adequate and otherwise being fully informed in the premises and good cause

appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 5 2012 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Co-Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount of $23490171 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among Lead Plaintiffs counsel in a manner

which in Co-Lead Counsels good-faith judgment reflects each such counsels contribution to the

institution prosecution and resolution of the Litigation

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 3 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 3 of 3

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Co-Lead Counsel subject to the terms conditions and obligations of the

Stipulation and in particular para62-63 thereof which terms conditions and obligations are

incorporated herein

SO ORDERED

-2-

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 4 of 4

EXHIBIT 5

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 1 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 1 of 4

UNITED ST ATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

In re SANOFI-AVENTIS SECURITIES

LITIGATION

This Document Relates To

ALL ACTIONS

---middotmiddotmiddot-----middot--------x

i

11

middot middot FlLBD I l

JAN 2 2QJ4-~ Civil Action No 107tv-10279-GBD

CLASS ACTION f middot middot

ECFCASE

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND AN

AWARD TO PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

903068_ l

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 2 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 2 of 4

This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 3 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 3 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 22: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

- 13 - 1308528_1

bull the magnitude and complexity of the litigation

bull the requested fee in relation to the settlement

bull the quality of representation and

bull public policy considerations

Goldberger 209 F3d at 50 Consideration of these factors demonstrates that the requested fee is fair

and reasonable

1 The Time and Labor Expended by Counsel

Lead Counsel has expended substantial time and effort pursuing the Litigation on behalf of

the Class Since the Litigation commenced Lead Counsel and its paraprofessionals devoted over

2200 hours to prosecuting the Classrsquo claims As detailed in the Rosen Declaration submitted

herewith Lead Counsel among other things

bull conducted an extensive factual investigation relating to Defendantsrsquo conduct and the tax avoidance scheme

bull researched the law relevant to the claims asserted including Brazilian tax laws and Defendantsrsquo potential defenses thereto and drafted detailed complaints

bull drafted an opposition to Defendantsrsquo motions to dismiss the Consolidated Complaint

bull consulted with Brazilian attorneys regarding the unique issues raised in the Litigation

bull consulted with experts and consultants in the areas of damages and market efficiency

bull participated in lengthy armrsquos-length settlement negotiations and mediation with Defendants and

bull negotiated and drafted the Stipulation and exhibits thereto as well as the motion for preliminary approval of the Settlement

Rosen Decl parapara3-31 Moreover Lead Counsel with the assistance of its damages expert and in-

house damages consultant prepared the proposed Plan of Allocation Throughout the Litigation

Lead Counsel staffed the matter efficiently and avoided any unnecessary duplication of effort Lead

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 22 of 34

- 14 - 1308528_1

Counselrsquos work in the Litigation will not end with the Courtrsquos approval of the Settlement

Additional hours and resources will necessarily be expended assisting Members of the Class with the

completion and submission of their Proof of Claim and Release forms shepherding the claims

process and responding to Class Member inquiries See Aponte v Comprehensive Health Mgmt

No 10 Civ 4825 (JLC) 2013 WL 1364147 at 6 (SDNY Apr 2 2013) The significant amount

of time and effort devoted to this case by Lead Counsel to obtain a $15 million recovery confirms

that the 25 fee request is reasonable

2 The Risks of the Litigation

a The Contingent Nature of Lead Counselrsquos

Representation Supports the Requested Fee

The risk undertaken in the litigation is often considered the most important Goldberger

factor Goldberger 209 F3d at 54 Comverse 2010 WL 2653354 at 5 Telik 576 F Supp 2d at

592 The Second Circuit has recognized that the risk associated with a case undertaken on a

contingent fee is an important factor in determining an appropriate fee award

No one expects a lawyer whose compensation is contingent upon his success to charge when successful as little as he would charge a client who in advance had agreed to pay for his services regardless of success Nor particularly in complicated cases producing large recoveries is it just to make a fee depend solely on the reasonable amount of time expended

Detroit v Grinnell Corp 495 F2d 448 470 (2d Cir 1974) ldquoLittle about litigation is risk-free and

class actions confront even more substantial risks than other forms of litigationrdquo Teachersrsquo Ret Sys

v ACLN Ltd No 01-CV-11814 (MP) 2004 WL 1087261 at 3 (SDNY May 14 2004) Am

Bank Note 127 F Supp 2d at 433 (concluding it is ldquoappropriate to take this [contingent fee] risk

into account in determining the appropriate fee to awardrdquo) In re Prudential Sec Ltd Prsquoships Litig

985 F Supp 410 417 (SDNY 1997) (ldquoNumerous courts have recognized that the attorneyrsquos

contingent fee risk is an important factor in determining the fee awardrdquo) This risk encompasses not

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 23 of 34

- 15 - 1308528_1

just the risk of no payment but also the risk of underpayment See In re Contrsquol Ill Sec Litig 962

F2d 566 569-70 (7th Cir 1992) (reversing district courtrsquos fee award where court failed to account

for among other things risk of underpayment to counsel) When considering the reasonableness of

attorneysrsquo fees in a contingency action the court should consider the risks of the litigation at the time

the suit was brought See Goldberger 209 F3d at 55 In re Sadia SA Sec Litig No 08 Civ 9528

(SAS) 2011 WL 6825235 at 3 (SDNY Dec 28 2011)

The reasonableness of the requested fee is also supported by an evaluation of the risks

undertaken by Lead Counsel in prosecuting this class action Lead Counsel undertook this Litigation

on a wholly-contingent fee basis investing a substantial amount of time and money to prosecute this

very risky action without a guarantee of compensation or even the recovery of expenses Unlike

Defendantsrsquo counsel who are paid substantial hourly rates and reimbursed for their expenses on a

regular basis Lead Counsel has not been compensated for any time or expenses since this case

began and would have received no compensation or even payment of its expenses had this case not

been successful

From the outset Lead Counsel understood that it was embarking on a complex expensive

and lengthy litigation with no guarantee of ever being compensated for investing the time and money

the case would require In undertaking that responsibility Lead Counsel was obligated to assure that

sufficient attorney and paraprofessional resources were dedicated to prosecuting the Litigation and

that funds were available to compensate staff and to pay for the considerable costs which a case such

as this entails Under these circumstances the financial burden on contingent-fee counsel is far

greater than on a firm that is paid on an ongoing basis

In addition to advancing litigation expenses Lead Counsel faced the possibility that it would

receive no attorneysrsquo fees It is wrong to presume that a law firm handling complex contingent

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 24 of 34

- 16 - 1308528_1

litigation always wins There are numerous instances where in contingent cases such as this one

plaintiffrsquos counsel have expended thousands of hours without receiving any compensation8

Losses in contingent-fee litigations especially those brought under the PSLRA are

exceedingly expensive Lead Counselrsquos assumption of the contingency fee risk strongly supports the

reasonableness of the requested fee See FLAG Telecom 2010 WL 4537550 at 27 (ldquoCourts in the

Second Circuit have recognized that the risk associated with a case undertaken on a contingent fee

basis is an important factor in determining an appropriate fee awardrdquo) In re Marsh ERISA Litig

265 FRD 128 148 (SDNY 2010) (ldquoThere was significant risk of non-payment in this case and

Plaintiffsrsquo Counsel should be rewarded for having borne and successfully overcome that riskrdquo)

b Litigation Risks

While Lead Plaintiff remains confident in its ability to prove its claims and that once the

truth was revealed Class Members suffered legally cognizable losses on their purchases of Gerdau

ADRs during the Class Period it recognizes that its ability to prove liability was far from certain

Rosen Decl parapara33-35 As detailed in the Rosen Declaration and in the Settlement Memorandum

Defendants raised numerous challenges to the materiality scienter and loss causation elements of

8 The risk of no recovery in complex cases of this type is real and is heightened when lead counsel press to achieve the very best result for those they represent There are numerous class actions in which lead counsel expended thousands of hours and yet received no remuneration despite their diligence and expertise See eg Hubbard v BankAtlantic Bancorp Inc 688 F3d 713 725 (11th Cir 2012) (affirming judgment as a matter of law following jury verdict partially in plaintiffsrsquo favor) In re Oracle Corp Sec Litig No C 01-00988-SI 2009 WL 1709050 (ND Cal June 19 2009) affrsquod 627 F3d 376 (9th Cir 2010) (court granted summary judgment for defendants after eight years of litigation after plaintiffsrsquo counsel incurred over $7 million in expenses and worked over 100000 hours representing a lodestar of approximately $40 million) In re JDS Uniphase

Corp Sec Litig No C-02-1486 CW (EDL) 2007 WL 4788556 at 1 (ND Cal Nov 27 2007) (jury verdict for defendants) Robbins v Koger Props 116 F3d 1441 1449 (11th Cir 1997) (jury verdict of $81 million for plaintiffs against an accounting firm reversed on appeal on loss causation grounds and judgment entered for defendant) Anixter v Home-Stake Prod Co 77 F3d 1215 1233 (10th Cir 1996) (Tenth Circuit overturned securities fraud class action jury verdict for plaintiffs in case filed in 1973 and tried in 1988 on basis of 1994 Supreme Court opinion)

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 25 of 34

- 17 - 1308528_1

Lead Plaintiffrsquos claims under the federal securities laws The Individual Defendants also challenged

this Courtrsquos personal jurisdiction over them Obtaining documents and testimony from witnesses in

Brazil would be expensive if possible at all Therefore there was a question whether Lead Plaintiff

would ultimately be able to prove that Defendants who could be sued in this Court acted knowingly

or recklessly made materially false or misleading statements or omissions as required

With respect to proving loss causation Defendants would continue to argue that the declines

in Gerdaursquos ADR price were caused by factors other than Lead Plaintiffrsquos alleged corrective

disclosures Id para369 Defendants would never concede their liability and if their motions to

dismiss were denied would continue to press their defenses at summary judgment and trial Lead

Plaintiff also faced the risk that the Court would deny its motion to certify the Class if the Litigation

reached that stage

c Risk as to Damages

Whether Lead Plaintiff could prove damages also was unsettled Defendants strenuously

disagreed with Lead Plaintiffrsquos damages theories and estimates In order for the Class to recover

damages at the level estimated by Lead Counselrsquos expert it would need to prevail on each and every

one of the claims alleged for the entirety of the Class Period The damage assessments of the

partiesrsquo respective trial experts would be sure to vary substantially and trial would become a ldquobattle

of expertsrdquo The outcome of such battles is never predictable and there existed the very real

possibility that a jury could be swayed by experts for Defendants to minimize the Classrsquo losses or to

show that the losses were attributable to factors other than the alleged misstatements and omissions

Thus even if Lead Plaintiff prevailed as to liability at trial the judgment obtained could well have

been only a fraction of the damages claimed

9 Another litigation risk for Lead Plaintiff was the proper length of the Class Period Id

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 26 of 34

- 18 - 1308528_1

3 The Magnitude and Complexity of the Litigation

The complexity of the litigation is another factor examined by courts evaluating the

reasonableness of attorneysrsquo fees requested by class counsel See Chatelain v Prudential-Bache

Sec 805 F Supp 209 216 (SDNY 1992) It is widely recognized that ldquoshareholder actions are

notoriously complex and difficult to proverdquo See In re Bayer AG Sec Litig No 03 Civ 1546

(WHP) 2008 WL 5336691 at 5 (SDNY Dec 15 2008) see also FLAG Telecom 2010 WL

4537550 at 27 ldquo[S]ecurities actions have become more difficult from a plaintiffrsquos perspective in

the wake of the PSLRArdquo Ikon 194 FRD at 194 see also In re AOL Time Warner Inc Sec amp

ldquoERISArdquo Litig No MDL 1500 2006 WL 903236 at 9 (SDNY Apr 6 2006) (ldquo[T]he legal

requirements for recovery under the securities laws present considerable challenges particularly

with respect to loss causation and the calculation of damages These challenges are exacerbated

where a number of controlling decisions have recently shed new light on the standard for loss

causationrdquo) This case was no exception As described in greater detail in the accompanying

Settlement Memorandum and the Rosen Declaration this Litigation involved a number of difficult

and complex questions concerning liability of foreign defendants and loss causation that would have

required extensive additional efforts by Lead Counsel and further consultation with Brazilian law

tax accounting and economic experts

The trial of liability issues alone would have involved substantial attorney and expert time

the introduction of voluminous documentary and deposition evidence which would require

translation vigorously contested motions and the considerable expenditures of judicial resources

Because this case revolved around ldquodifficult complex hotly disputed and expert-intensive issuesrdquo

this factor favors awarding a 25 fee City of Providence 2014 WL 1883494 at 16

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 27 of 34

- 19 - 1308528_1

4 The Quality of Representation Supports the Requested Fee

The quality of the representation by Lead Counsel is another important factor that supports

the reasonableness of the requested fee Lead Counsel submits that the quality of the representation

here is best evidenced by the quality of the result achieved See Settlement Memorandum at 18-19

see also FLAG Telecom 2010 WL 4537550 at 28 Bisys 2007 WL 2049726 at 3 It took a great

deal of skill to achieve a settlement at this level in this particular case Lead Counsel is a nationally

known leader in the fields of securities class actions and complex litigation This is attributable to

the diligence determination hard work and reputation of counsel who developed litigated and

successfully negotiated the Settlement of this Litigation and a substantial immediate cash recovery in

a very difficult case without the risk of further litigation See Teachersrsquo Ret Sys 2004 WL

1087261 at 6

Finally courts repeatedly recognize that the quality of the opposition faced by plaintiffsrsquo

counsel should also be taken into consideration in assessing the quality of counselrsquos performance

See eg BioScrip 2017 US Dist LEXIS 118881 at 73 (ldquo[O]pposing counsel in this case was

itself highly skilled a factor courts have considered in approving feesrdquo) Marsh ERISA 265 FRD

at 148 (ldquoThe high quality of defense counsel opposing Plaintiffsrsquo efforts further proves the caliber of

representation that was necessary to achieve the Settlementrdquo) Veeco 2007 WL 4115808 at 7

(among the factors supporting a 30 award of attorneysrsquo fees was that defendants were represented

by ldquoone of the countryrsquos largest law firmsrdquo) Here Defendants are represented by lawyers from

Skadden Arps Slate Meagher amp Flom LLP and Kramer Levin Naftalis amp Frankel LLP highly

respected law firms who presented very skilled defenses and spared no effort in representing their

clients Notwithstanding this formidable opposition Lead Counselrsquos ability to present a strong case

and to demonstrate its willingness to continue to vigorously prosecute the Litigation through trial

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 28 of 34

- 20 - 1308528_1

and then inevitable appeals enabled Lead Counsel to achieve a very favorable Settlement for the

benefit of the Class

5 Public Policy Considerations

A strong public policy concern exists for rewarding firms for bringing successful securities

litigation See FLAG Telecom 2010 WL 4537550 at 29 (if the ldquoimportant public policy [of

enforcing the securities laws] is to be carried out the courts should award fees which will adequately

compensate Lead Counsel for the value of their efforts taking into account the enormous risks they

undertookrdquo) Maley 186 F Supp 2d at 373 (ldquoIn considering an award of attorneyrsquos fees the public

policy of vigorously enforcing the federal securities laws must be consideredrdquo) Hicks 2005 WL

2757792 at 9 (ldquolsquoTo make certain that the public is represented by talented and experienced trial

counsel the remuneration should be both fair and rewardingrsquordquo) (citation omitted) Accordingly

public policy favors granting Lead Counselrsquos fee and expense application here

6 The Classrsquo Reaction to the Fee Request to Date Supports the

Requested Fee

To date the Claims Administrator has sent over 36900 copies of the Notice to potential

Class Members and nominees informing them inter alia that Lead Counsel intended to apply to the

Court for an award of attorneysrsquo fees in an amount not to exceed 25 of the total recovery plus

expenses not to exceed $200000 plus interest on both amounts10 The time to object to the fee

request expires on September 29 2017 To date just one week before the objection deadline not a

single objection to the fee and expense amounts set forth in the Notice has been received Such a

ldquolow level of objection is a lsquorare phenomenonrsquordquo In re Rite Aid Corp Sec Litig 396 F3d 294 305

(3d Cir 2005) (citation omitted) Moreover ldquoa significant number of investors in the class were

10 See Declaration of Carole K Sylvester Regarding Notice Dissemination Publication and Requests for Exclusion Received to Date para11 and Ex A (ldquoSylvester Declrdquo) submitted herewith

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 29 of 34

- 21 - 1308528_1

lsquosophisticatedrsquo institutional investors that had considerable financial incentive to object [to the

settlement] had they believed [the settlement was unfair or] the requested fees were excessiverdquo Id

Additionally the Lead Plaintiff supports the fee request See Chicago Police Decl para17 The fact

that no objections were received is compelling evidence of the fairness of the fee request

IV LEAD COUNSELrsquoS EXPENSES WERE REASONABLY INCURRED AND

NECESSARY TO THE PROSECUTION OF THIS LITIGATION

Lead Counsel also respectfully requests an award of $16273405 in expenses incurred while

prosecuting the Litigation Lead Counsel has submitted a declaration regarding these modest

expenses which are properly recovered by counsel See accompanying Robbins Geller Decl See

eg In re China Sunergy Sec Litig No 07 Civ 7895 (DAB) 2011 WL 1899715 at 6 (SDNY

May 13 2011) (in a class action attorneys should be compensated ldquofor reasonable out-of-pocket

expenses incurred and customarily charged to their clients as long as they were lsquoincidental and

necessary to the representationrsquordquo) (citation omitted) FLAG Telecom 2010 WL 4537550 at 30 (ldquoIt

is well accepted that counsel who create a common fund are entitled to the reimbursement of

expenses that they advanced to a classrdquo) In re Indep Energy Holdings PLC Sec Litig 302

F Supp 2d 180 183 n3 (SDNY 2003) (court may compensate class counsel for reasonable

expenses necessary to the representation of the class)

Counselrsquos expenses include the costs of hiring experts and consultants travel mediating the

Classrsquo claims and computerized research A complete breakdown by category of the expenses

incurred is set forth in the Robbins Geller Declaration These expenses were critical to Lead

Plaintiffrsquos success in achieving the Settlement See Global Crossing 225 FRD at 468 (ldquoThe

expenses incurred ndash which include investigative and expert witnesses filing fees service of process

travel legal research and document production and review ndash are the type for which lsquothe paying

armsrsquo length marketrsquo reimburses attorneys [f]or this reason they are properly chargeable to the

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 30 of 34

- 22 - 1308528_1

Settlement fundrdquo) Not a single objection to the expense amount set forth in the Notice has been

received Accordingly Lead Counsel respectfully requests payment for these expenses plus interest

earned on such amount at the same rate as that earned by the Settlement

V LEAD PLAINTIFF SHOULD BE AWARDED ITS REASONABLE TIME

AND EXPENSES UNDER 15 USC sect78u-4(a)(4)

Lead Plaintiff seeks approval for an award of $3765 for the time it spent directly relating to

its representation of the Class The PSLRA specifically provides that an ldquoaward of reasonable costs

and expenses (including lost wages) directly relating to the representation of the classrdquo may be made

to ldquoany representative party serving on behalf of a classrdquo 15 USC sect78u-4(a)(4)

The Lead Plaintiff dedicated time to the Litigation by reviewing significant pleadings and

briefs in the Litigation communicating regularly with Lead Counsel and monitoring the progress of

settlement negotiations See Chicago Police Decl para20 Numerous courts have approved reasonable

awards to compensate lead plaintiffs for the time and effort they spent on behalf of a class See

Kinross Gold 2015 US Dist LEXIS 181932 at 14 (awarding $1680011 to lead plaintiff and

additional named plaintiffs ldquoto compensate them for their reasonable costs and expenses directly

relating to their representation of the Classrdquo) In re Intercept Pharms Inc Sec Litig No 114-cv-

01123-NRB slip op at 1 (SDNY Oct 20 2016) (awarding $527500 and $740125 to lead

plaintiffs ldquodirectly relating to the representation of the Classrdquo) Hicks 2005 WL 2757792 at 10

(ldquoCourts in this Circuit routinely award such costs and expenses both to reimburse the named

plaintiffs for expenses incurred through their involvement with the action and lost wages as well as

to provide an incentive for such plaintiffs to remain involved in the litigation and to incur such

expenses in the first placerdquo)

Lead Plaintiff took an active role with the prosecution of the Litigation These are precisely

the types of activities that courts have found to support awards to class representatives See eg In

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 31 of 34

- 23 - 1308528_1

re Am Intrsquol Grp Inc No 04 Civ 8141 (DAB) 2010 WL 5060697 at 3 (SDNY Dec 2 2010)

(granting PSLRA award of $30000 to institutional lead plaintiffs ldquoto compensate them for the time

and effort they devoted on behalf of a classrdquo) FLAG Telecom 2010 WL 4537550 at 31 (approving

award of $100000 to lead plaintiff for time spent in the litigation) Veeco 2007 WL 4115808 at 12

(characterizing such awards as ldquolsquoroutine[]rsquordquo in this Circuit) (citation omitted)

The Notice sufficiently informed potential Class Members that such expenses would be

sought Sylvester Decl Ex A at 2 The modest request by Lead Plaintiff is supported by

declaration is reasonable and fully justified under the PSLRA and should be granted There have

been no objections to this request

VI CONCLUSION

Based on the foregoing and the entire record herein Lead Counsel respectfully requests that

the Court award attorneysrsquo fees of 25 of the $15 million recovery plus expenses in the amount of

$16273405 plus interest on both amounts and $3765 to Lead Plaintiff

DATED September 22 2017 Respectfully submitted

s Ellen Gusikoff Stewart

Henry Rosen Ellen Gusikoff Stewart Susannah R Conn ROBBINS GELLER RUDMAN amp DOWD LLP 655 West Broadway Suite 1900 San Diego CA 92101 Telephone 619231-1058 619231-7423 (fax) henryrrgrdlawcom ellengrgrdlawcom sconnrgrdlawcom

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 32 of 34

- 24 - 1308528_1

Samuel H Rudman David A Rosenfeld ROBBINS GELLER RUDMAN amp DOWD LLP 58 South Service Road Suite 200 Melville NY 11747 Telephone 631367-7100 631367-1173 (fax) srudmanrgrdlawcom drosenfeldrgrdlawcom

Christopher C Gold ROBBINS GELLER RUDMAN amp DOWD LLP 120 East Palmetto Park Road Suite 500 Boca Raton FL 33432 Telephone 561750-3000 561750-3364 (fax) cgoldrgrdlawcom

Lead Counsel for Plaintiff

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 33 of 34

CERTIFICATE OF SERVICE

I Ellen Gusikoff Stewart hereby certify that on September 22 2017 I caused a true and

correct copy of the attached

Memorandum of Law in Support of Lead Counselrsquos Motion for an Award of Attorneysrsquo Fees and Expenses and Award to Lead Plaintiff Pursuant to 15 USC sect78u-4(a)(4)

to be electronically filed with the Clerk of the Court using the CMECF system which will send

notification of such public filings to all counsel registered to receive such notice

s Ellen Gusikoff Stewart

ELLEN GUSIKOFF STEWART

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 34 of 34

EXHIBIT 1

Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 1 of 5

UNITED STATES DISTRICT COURTSOUTHERN DISTRICT OF NEW YORK

xZUBAIR PATEL Individually and on Behalf of All Others Similarly Situated

Plaintiff

vs

L-3 COMMUNICATIONS HOLDINGS INC et al

Defendants

x

Civil Action No 114-cv-06038-VEC(Consolidated)

CLASS ACTION

REVISED [PROPOSED] ORDER AWARDING ATTORNEYSrsquo FEES AND EXPENSES AND AWARDS TO LEAD PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 1 of 4

81717

USDC SDNY DOCUMENT ELECTRONICALLY FILED DOC DATE FILED

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 1 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 2 of 5

- 1 -

This matter having come before the Court on August 16 2017 on the motion of Lead

Counsel for an award of attorneysrsquo fees and expenses (the ldquoFee Motionrdquo) the Court having

considered all papers filed and proceedings conducted herein having found the Settlement of this

Litigation to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Stipulation of Settlement

dated February 22 2017 (the ldquoStipulationrdquo) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 Notice of Lead Counselrsquos Fee Motion was given to all Class Members who could be

located with reasonable effort The form and method of notifying the Class of the Fee Motion met

the requirements of Rule 23 of the Federal Rules of Civil Procedure and 15 USC sect78u-4(a)(7) the

Securities Exchange Act of 1934 as amended by the Private Securities Litigation Reform Act of

1995 due process and any other applicable law constituted the best notice practicable under the

circumstances and constituted due and sufficient notice to all persons and entities entitled thereto

4 The Court hereby awards Lead Counsel attorneysrsquo fees of 25 of the Settlement

Fund (or $8625000) plus expenses in the amount of $47598074 together with the interest earned

on both amounts for the same time period and at the same rate as that earned on the Settlement Fund

until paid The Court finds that the amount of fees awarded is appropriate and that the amount of

fees awarded is fair and reasonable under the ldquopercentage-of-recoveryrdquo method

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 2 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 2 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 3 of 5

- 2 -

5 The fees and expenses shall be allocated amongst Lead Plaintiffsrsquo Counsel in a

manner that Lead Counsel in good faith believes reflects the contributions of such counsel to the

prosecution and settlement of the Litigation

6 The awarded attorneysrsquo fees and expenses and interest earned thereon shall be paid to

Lead Counsel subject to the terms conditions and obligations of the Stipulation and in particular

para62 thereof which terms conditions and obligations are incorporated herein

7 In making this award of fees and expenses to Lead Counsel the Court has considered

and found that

(a) the Settlement has created a fund of $34500000 in cash that is already on

deposit and numerous Class Members who submit or have submitted valid Proof of Claim and

Release forms will benefit from the Settlement created by Lead Counsel

(b) over 47000 copies of the Notice were disseminated to Class Members

indicating that Lead Counsel would move for attorneysrsquo fees in the amount of 25 of the Settlement

Fund and for expenses in an amount not to exceed $600000 and no objections to the fees or

expenses were filed by Class Members

(c) Lead Counsel has pursued the Litigation and achieved the Settlement with

skill perseverance and diligent advocacy

(d) Lead Counsel has expended substantial time and effort pursuing the Litigation

on behalf of the Class

(e) Lead Counsel pursued the Litigation on a contingent basis having received no

compensation during the Litigation and any fee amount has been contingent on the result achieved

(f) the Litigation involves complex factual and legal issues and in the absence of

settlement would involve lengthy proceedings whose resolution would be uncertain

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 3 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 3 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 4 of 5

- 3 -

(g) had Lead Counsel not achieved the Settlement there would remain a

significant risk that the Class may have recovered less or nothing from Defendants

(h) Lead Counsel has devoted over 8500 hours with a lodestar value of

$439142350 to achieve the Settlement

(i) public policy concerns favor the award of reasonable attorneysrsquo fees and

expenses in securities class action litigation and

(j) the attorneysrsquo fees and expenses awarded are fair and reasonable and

consistent with awards in similar cases within the Second Circuit

8 Any appeal or any challenge affecting this Courtrsquos approval regarding the Fee Motion

shall in no way disturb or affect the finality of the Judgment entered with respect to the Settlement

9 Pursuant to 15 USC sect78u-4(a)(4) the Court awards the following amounts to Lead

Plaintiffs for the time they spent directly related to their representation of the Class $39000 to City

of Pontiac General Employeesrsquo Retirement System $86000 to Local 1205 Pension Plan and

$100000 to City of Taylor Police and Fire Retirement System

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this Order shall be

rendered null and void to the extent provided in the Stipulation and shall be vacated in accordance

with the Stipulation

IT IS SO ORDERED

DATED ______________________ ________________________________________THE HONORABLE VALERIE E CAPRONIUNITED STATES DISTRICT JUDGE

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 4 of 4

August 17 2017

___________________________________________ _________E HONORABLE VALEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEERIE E CA

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 4 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 5 of 5

EXHIBIT 2

Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 1 of 10

rus1$$i)Ny I DOCUMENT

ELECTRONICALLY FILED DOC

SOUTHERN DISTRICT OF NEW YORK

UNITED STATES DISTRICT COURT

d a t e b Z l セ e セ d M Z セ セ セ ャ M セ------------------___________ x セ セ セ セ セ セ セ ] ] セ セ セ セ

LAND MEN PARTNERS INC Individually Civil Action No 08-cv-03601-HBshy

and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff FINAL JUDGMENT AND ORDER OF

vs DISMISSAL WITH PREJUDICE

THE BLACKSTONE GROUP LP et aI

Defendants

---------------------------------x

This matter came before the Court for hearing pursuant to the Order Preliminarily Approving

Settlement and Providing for Notice to the Class (Notice Order) dated August 30 2013 on the

unopposed application ofLead Plaintiffs for approval of the Settlement set forth in the Settlement

Agreement dated August 28 2013 (Stipulation) and following a hearing on December 18 2013

Due and adequate notice having been given to the Class as required in said Order and the Court

having considered all papers filed and proceedings had herein and otherwise being fully informed in

the premises and good cause appearing therefor

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Final Judgment incorporates by reference the definitions in the Stipulation and

all terms used herein shall have the same meanings as set forth in the Stipulation unless otherwise

set forth herein

2 This Court has jurisdiction over the subject matter ofthe Action and over all Settling

Parties to the Action including all members of the Class

3 For purposes ofthis Judgment as certified by the Court s August 13 2013 Order the

Class is defined as all Persons who purchased the common units of The Blackstone Group LP

(Blackstone) in Blackstones initial public offering (IPO) or in the open market on the New

- 1 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 1 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 2 of 10

York Stock Exchange between June 21 2007 and March 12 2008 inclusive and who sustained

compensable damages in connection with any such purchase of Blackstone units pursuant to

Sections 11 and 15 of the Securities Act of 1933

Excluded from the Class are (i) the persons who submitted valid and timely requests for

exclusion from the Class who are listed on Exhibit A hereto (ii) Defendants (iii) members of the

immediate family ofeach ofthe Defendants (iv) any Person that acted as an underwriter ofthe IPO

(v) any natural Person who sold Blackstone common units to the public in the IPO or who serves or

served as an officer or director ofBlackstone or as a partner of any predecessor to Blackstone the

members of the immediate families ofany such persons and any entity in which any ofDefendants

have or had a controlling interest and (vi) the legal representatives agents affiliates heirs

successors-in-interest or assigns of any such excluded Person (collectively Excluded Persons)

For the avoidance of doubt the Excluded Persons are excluded from the Class only to the

extent they purchased Blackstone common units in the IPO for their own account and not for or on

behalf of a third-party customer or for resale to customers Further to the extent that any of the

Excluded Persons was a statutory seller who resold the Blackstone common units to a third-party

customer client account fund trust or employee benefit plan that otherwise falls within the Class

or purchased Blackstone common units in a fiduciary capacity or otherwise on behalf ofany thirdshy

party customer client account fund trust or employee benefit plan that falls within the Class the

Excluded Person is excluded from the Class but the third-party customer client account fund trust

or employee benefit plan is not excluded from the Class with respect to such purchases of

Blackstone common units

4 For purposes of this Judgment as certified by the Courts August 132013 Order

Lead Plaintiffs Martin Litwin and Francis Brady are Class Representatives and Lead Counsel

- 2 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 2 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 3 of 10

Robbins Geller Rudman amp Dowd LLP and Brower Piven A Professional Corporation are Class

Counsel

5 Pursuant to Federal Rule of Civil Procedure 23 this Court hereby approves the

Settlement set forth in the Stipulation and finds that the Settlement is in all respects fair reasonable

and adequate to the Class There are no objections to the proposed Settlement

6 Pursuant to Rule 23 of the Federal Rules ofCivil Procedure the Court finds that the

Stipulation and Settlement are fair reasonable and adequate as to each ofthe Settling Parties and

that the Stipulation and Settlement are hereby finally approved in all respects and the Settling

Parties are hereby directed to perform its terms

7 Accordingly the Court authorizes and directs implementation of all the terms and

provisions of the Stipulation as well as the terms and provisions hereof The Court hereby

dismisses as to Defendants the Action and all Released Claims ofthe Class with prejudice without

costs as to any Settling Party except as and to the extent provided in the Stipulation and herein

8 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

shall and each of the Class Members shall be deemed to have and by operation ofthis Judgment

shall have fully finally and forever released relinquished and discharged all Released Claims

against the Released Persons whether or not such Class Member executes and delivers the Proof of

Claim and Release

9 Upon the Effective Date hereof and as provided in the Stipulation each of the

Released Persons shall be deemed to have and by operation of this Judgment shall have fully

finally and forever released relinquished and discharged Lead Plaintiffs each and all of the Class

Members Lead Counsel and Abraham Fruchter amp Twersky LLP from all claims (including without

- 3 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 3 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 4 of 10

limitation Unknown Claims) arising out of relating to or in connection with the institution

prosecution assertion settlement or resolution of the Action

10 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

and each of the Class Members who have not validly opted out of the Class and their respective

predecessors successors agents representatives attorneys and affiliates and the respective heirs

executors administrators successors and assigns of each of them directly or indirectly

individually derivatively representatively or in any other capacity shall be deemed to have and by

operation of the Judgment shall have fully finally and forever released relinquished and

discharged against the Released Persons (whether or not such Class Members execute and deliver

the Proof of Claim and Release forms) any and all Released Claims (including without limitation

Unknown Claims) as well as any claims arising out of relating to or in connection with the

defense settlement or resolution of the Action or the Released Claims

11 Upon the Effective Date Lead Plaintiffs and each of the Class Members who have

not validly opted out of the Class and their respective predecessors successors agents

representatives attorneys and affiliates and the respective heirs executors administrators

successors and assigns of each of them directly or indirectly individually derivatively

representatively or in any other capacity shall be permanently barred and enjoined from the

assertion institution maintenance prosecution or enforcement against any Released Person in any

state or federal court or arbitral forum or in the court of any foreign jurisdiction of any and all

Released Claims (including without limitation Unknown Claims) as well as any claims arising out

of relating to or in connection with the defense settlement or resolution of the Action or the

Released Claims

- 4 shy

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12 The Notice ofProposed Settlement ofClass Action (Notice) given to the Class in

accordance with the Notice Order entered on August 30 2013 was the best notice practicable under

the circumstances including the individual notice to all members of the Class who could be

identified through reasonable effort ofthe proceedings and ofthe matters set forth therein including

the proposed Settlement set forth in the Stipulation the proposed Plan of Distribution of the

proceeds ofthe Settlement set forth in the Notice Lead Counsels application for attorneys fees and

reimbursement of expenses and Lead Plaintiffs request for an award of reasonable costs and

expenses relating to their representation of the Class and said Notice and notice procedures fully

satisfied the requirements of Federal Rule of Civil Procedure 23 the Private Securities Litigation

Reform Act of 1995 and the requirements of due process There are no objections to the Notice

andor notice procedures

13 The Court hereby approves the Plan ofDistribution as set forth in the Notice as fair

and equitable The Court directs Lead Counsel to proceed with processing Proofs ofClaim and the

administration of the Settlement pursuant to the terms of the Plan of Distribution and upon

completion ofthe claims processing procedure to present to this Court a proposed final distribution

order for the distribution of the Net Settlement Fund to eligible Class Members as provided in the

Stipulation and the Plan of Distribution There are no objections to the Plan of Distribution

14 The Court hereby awards Lead Counsel attorneys fees equal to 3333 percent of

the Settlement Fund (including interest accrued thereon) and litigation expenses in the amount of

$104700577 with interest to accrue thereon at the same rate and for the same periods as has

accrued by the Settlement Fund from the date ofthis Judgment to the date ofactual payment of said

attorneys fees and expenses to Lead Counsel as provided in the Stipulation The Court finds the

amount of attorneys fees awarded herein are fair and reasonable based on (a) the work performed

- 5 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 5 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 6 of 10

and costs incurred by Lead Counsel (b) the complexity ofthe case (c) the risks undertaken by Lead

Counsel and the contingent nature of their employment (d) the quality of the work performed by

Lead Counsel in this Action and their standing and experience in prosecuting similar class action

securities litigation (e) awards to successful plaintiffs counsel in other similar litigation (f) the

benefits achieved for Class Members through the Settlement and (g) the absence ofany objections

from any Class Members to either the application for an award ofattorneys fees or expenses to Lead

Counsel

15 The Court also fmds that the requested expenses are proper as the expenses incurred

by Lead Counsel including the costs ofexperts were reasonable and necessary in the prosecution of

this Action on behalf of Class Members There are no objections to Lead Counsels application for

reimbursement of their expenses

16 The Court approves payment of$1500000 to Lead Plaintiff Martin Litwin for his

reasonable time and expenses (including lost wages) relating to their representation of the Class

Such payment shall be paid out of the Settlement Fund There are no objections to Lead Plaintiff

Litwins application for reimbursement ofhis costs and expenses

17 All fees and expenses awarded or allowed in this Judgment shall except as otherwise

expressly provided in the Stipulation be paid from the Settlement Fund

18 Lead Counsel may apply from time to time for any fees andor expenses incurred by

them solely in connection with the administration of the Settlement and distribution of the Net

Settlement Fund to Class Members which except as expressly provided in the Stipulation shall be

paid from the Settlement Fund

19 Neither appellate review nor modification ofthe Plan ofDistribution set forth in the

Notice nor any action in regard to the motion by Lead Counsel for attorneys fees andor expenses

- 6 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 6 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 7 of 10

and the award ofcosts and expenses to Lead Plaintiffs shall affect the fmality ofany other portion of

this Judgment nor delay the Effective Date ofthe Stipulation and each shall be considered separate

for the purposes of appellate review of this Judgment

20 Neither the Stipulation nor the Settlement contained therein nor any act performed or

document executed pursuant to or in furtherance of the Stipulation or the Settlement (a) is or may be

deemed to be or may be used as an admission of or evidence of the validity ofany Released Claim

or ofany wrongdoing or liability of the Released Persons or (b) is or may be deemed to be or may

be used as an admission of or evidence of any fault or omission of any of the Defendants or the

Released Persons in any civil criminal or administrative proceeding in any court administrative

agency or other tribunal Defendants andor the Released Persons may file the Stipulation andor

this Judgment from this Action in any other action in which they are parties or that may be brought

against them in order to support a defense claim or counterclaim based on principles of res

judicata collateral estoppel release good faith settlement judgment bar or reduction or any theory

of claim preclusion or issue preclusion or similar defense or counterclaim

21 Without affecting the finality ofthis Judgment in any way this Court hereby retains

continuing exclusive jurisdiction over (a) implementation of this Settlement and any award or

distribution of the Settlement Fund including interest earned thereon (b) disposition of the

Settlement Fund (c) hearing and determining applications for attorneys fees interest and expenses

in the Action (d) payment of taxes by the Settlement Fund (e) all Settling Parties hereto for the

purpose ofconstruing enforcing and administering the Stipulation and (f) any other matters related

to finalizing the Settlement and distribution of proceeds of the Settlement

22 In the event that the Settlement does not become effective in accordance with the

terms of the Stipulation or the Effective Date does not occur or in the event that the Settlement

- 7 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 7 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 8 of 10

Fund or any portion thereof is returned to Defendants then this Judgment shall be rendered null and

void to the extent provided by and in accordance with the Stipulation and shall be vacated and in

such event all orders entered and releases delivered in connection herewith shall be null and void to

the extent provided by and in accordance with the StipUlation

23 Without further order of the Court the Settling Parties may agree to reasonable

extensions of time to carry out any of the provisions of the Stipulation

24 The Court finds that during the course of the Action the Settling Parties and their

respective counsel at all times complied with the requirements of Rule 11 of the Federal Rules of

Civil Procedure

25 The Court directs immediate entry of this Final Judgment by the Clerk ofthe Court

DATED Ok 10 2 TEO aRABLE HAROLD A R JR

UNITED STATES DISTRICT JUDGE

- 8 shy

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EXHIBIT A

BLACKSTONE LIST OF EXCLUSIONS

Name

1 lINA HU

2 ESTATE OF ANTHONY J FABEC

3 WILLIAM PATTERSON

4 MARY AN N SHOTWELL

5 RICHARD A LEWIS

6 JOHN MERCADENTE JR

7 DOUGLAS BARHORST

8 PATRICIA G NORMAN

9 ESTATE OF RICHARD A NORMAN

10 ROBERT W DUER

11 ANIBAL MARRERO

12 RUSS D SONNIER

13 MARCUS E ampJOANNE R NORTH

14 SUZANNE EMETAROM

15 WILLIAM W amp FRANCES E MAIN

16 ANTHONY BRIENZA

17 SHU HAO HUANG

18 KENNETH 0 PARRIS

19 DUFF S MCEVERS

20 SHERRIE L FRANTZ

21 DEBBIE CRINK

22 MARK A SUMMERS

23 PAULINE MEYEROWITZ

24 ANDREW WAHL

City

OSHAWA

WILLOUGHBY HILLS

KINGS MOUNTAIN

VIRGILINA

BULLARD

READING

SIDNEY

KEARNEY

KEARNEY

ALTA LOMA

CORAL GABLES

NEW YORK

VICTORIA

WALNUT CREEK

ROBERTS

COLD SPRING HARBOR

SNOHOMISH

ATHENS

LAGUNA NIGUEL

EUGENE

OMAHA

MINNETRISTA

FT LAUDERDALE

SAN FRANCISCO

St Country セ

ON CA lIJ7C6

OH US 44094

NC US 28086

VA US 24598

TX US 75757

PA US 19606

OH US 45365

NE US 68845

NE US 68845

CA US 91701

FL US 33134

NY US 10150

TX US 77905

CA US 94595

MT US 59070

NY US 11724

WA US 98296

GA US 30604

CA US 92677

OR US 97404

NE US 68138

MN US 55364

FL US 33308

CA US 94115

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 9 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 10 of 10

EXHIBIT 3

Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 1 of 4

UNITED STATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

--------_____________________ x

THE BOARD OF TRUSTEES OF THE Civil Action No 09-cv-09333-KBF

OPERA TING ENGINEERS PENSION

TRUST on Behalf of Itself and All Others CLASS ACTION

Similarly Situated [PROPOSES] ORDER A WARDING

Plaintiffs ATTORNEYS FEES EXPENSES AND

CASE CONTRIBUTION A WARD TO LEAD

vs PLAINTIFF

JPMORGAN CHASE BANK NATIONAL

ASSOCIATIOt USDCSDNY

DOCUMENTDefendant

ELECTRONICALLY FILED ---------------- x DOC

DATE f M i l M e M d セ ャ エ i o B B B v エ M R B B G エ M ョ M B G Q G Q Q R P セ Q M S

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 1 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 2 of 4

This matter having come before the Court on November 19 2013 on the motion of Lead

Counsel for an award ofattorneys fees and expenses in the litigation and a case contribution award

to Lead Plaintiff the Court having considered all papers filed and proceedings condueted herein

having found the settlement of this Action to be fair reasonable and adequate and otherwise being

fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by referenee the definitions in the Stipulation of Settlement

dated August 16 2013 and all capitalized terms used but not defined herein shall have the same

meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto ineluding all members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount ofS47702453 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-reeovery method

4 The fees and expenses shall be allocated among Plaintiffs Counsel in a manner

which in Lead Counsels good-faith judgment ret1ects each such counsels contribution to the

institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Lead Counsel subject to the terms conditions and obligations of the

- 1 shy

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 2 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 3 of 4

Stipulation and in particular セ Q R R thereof which terms conditions and obligations are incorporated

herein

6 The Court hereby awards Lead Plaintiff Board ofTrustees of the Operating Engineers

Pension Trust $25000 for its time and expense in representing the Class This case contribution

award shall be paid to Lead Plaintiff on or after the Effective Date subject to the terms conditions

and obligations of the Stipulation and in particular セ R S thereof which terms conditions and

obligations are incorporated herein

IT IS SO ORDERED

THE HONORABLE KATHERINE B FORREST

UNITED STATES DISTRICT JUDGE

- 2

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 3 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 4 of 4

EXHIBIT 4

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 1 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

CITILINE HOLDINGS INC Individually Civil Action No 108-cv-03612-RJS and On Behalf of All Others Similarly Situated (Consolidated)

Plaintiff CLASS ACTION

vs

ISTAR FINANCIAL INC et al

Defendants

x

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

E Albdquo

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 2 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 2 of 3

This matter having come before the Court on April 5 2013 on the motion of Co-Lead

Counsel for an award of attorneys fees and expenses in the Litigation the Court having considered

all papers filed and proceedings conducted herein having found the settlement of this action to be

fair reasonable and adequate and otherwise being fully informed in the premises and good cause

appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 5 2012 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Co-Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount of $23490171 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among Lead Plaintiffs counsel in a manner

which in Co-Lead Counsels good-faith judgment reflects each such counsels contribution to the

institution prosecution and resolution of the Litigation

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 3 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 3 of 3

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Co-Lead Counsel subject to the terms conditions and obligations of the

Stipulation and in particular para62-63 thereof which terms conditions and obligations are

incorporated herein

SO ORDERED

-2-

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 4 of 4

EXHIBIT 5

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 1 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 1 of 4

UNITED ST ATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

In re SANOFI-AVENTIS SECURITIES

LITIGATION

This Document Relates To

ALL ACTIONS

---middotmiddotmiddot-----middot--------x

i

11

middot middot FlLBD I l

JAN 2 2QJ4-~ Civil Action No 107tv-10279-GBD

CLASS ACTION f middot middot

ECFCASE

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND AN

AWARD TO PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

903068_ l

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 2 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 2 of 4

This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 3 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 3 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

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THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

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Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

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were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

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10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 23: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

- 14 - 1308528_1

Counselrsquos work in the Litigation will not end with the Courtrsquos approval of the Settlement

Additional hours and resources will necessarily be expended assisting Members of the Class with the

completion and submission of their Proof of Claim and Release forms shepherding the claims

process and responding to Class Member inquiries See Aponte v Comprehensive Health Mgmt

No 10 Civ 4825 (JLC) 2013 WL 1364147 at 6 (SDNY Apr 2 2013) The significant amount

of time and effort devoted to this case by Lead Counsel to obtain a $15 million recovery confirms

that the 25 fee request is reasonable

2 The Risks of the Litigation

a The Contingent Nature of Lead Counselrsquos

Representation Supports the Requested Fee

The risk undertaken in the litigation is often considered the most important Goldberger

factor Goldberger 209 F3d at 54 Comverse 2010 WL 2653354 at 5 Telik 576 F Supp 2d at

592 The Second Circuit has recognized that the risk associated with a case undertaken on a

contingent fee is an important factor in determining an appropriate fee award

No one expects a lawyer whose compensation is contingent upon his success to charge when successful as little as he would charge a client who in advance had agreed to pay for his services regardless of success Nor particularly in complicated cases producing large recoveries is it just to make a fee depend solely on the reasonable amount of time expended

Detroit v Grinnell Corp 495 F2d 448 470 (2d Cir 1974) ldquoLittle about litigation is risk-free and

class actions confront even more substantial risks than other forms of litigationrdquo Teachersrsquo Ret Sys

v ACLN Ltd No 01-CV-11814 (MP) 2004 WL 1087261 at 3 (SDNY May 14 2004) Am

Bank Note 127 F Supp 2d at 433 (concluding it is ldquoappropriate to take this [contingent fee] risk

into account in determining the appropriate fee to awardrdquo) In re Prudential Sec Ltd Prsquoships Litig

985 F Supp 410 417 (SDNY 1997) (ldquoNumerous courts have recognized that the attorneyrsquos

contingent fee risk is an important factor in determining the fee awardrdquo) This risk encompasses not

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 23 of 34

- 15 - 1308528_1

just the risk of no payment but also the risk of underpayment See In re Contrsquol Ill Sec Litig 962

F2d 566 569-70 (7th Cir 1992) (reversing district courtrsquos fee award where court failed to account

for among other things risk of underpayment to counsel) When considering the reasonableness of

attorneysrsquo fees in a contingency action the court should consider the risks of the litigation at the time

the suit was brought See Goldberger 209 F3d at 55 In re Sadia SA Sec Litig No 08 Civ 9528

(SAS) 2011 WL 6825235 at 3 (SDNY Dec 28 2011)

The reasonableness of the requested fee is also supported by an evaluation of the risks

undertaken by Lead Counsel in prosecuting this class action Lead Counsel undertook this Litigation

on a wholly-contingent fee basis investing a substantial amount of time and money to prosecute this

very risky action without a guarantee of compensation or even the recovery of expenses Unlike

Defendantsrsquo counsel who are paid substantial hourly rates and reimbursed for their expenses on a

regular basis Lead Counsel has not been compensated for any time or expenses since this case

began and would have received no compensation or even payment of its expenses had this case not

been successful

From the outset Lead Counsel understood that it was embarking on a complex expensive

and lengthy litigation with no guarantee of ever being compensated for investing the time and money

the case would require In undertaking that responsibility Lead Counsel was obligated to assure that

sufficient attorney and paraprofessional resources were dedicated to prosecuting the Litigation and

that funds were available to compensate staff and to pay for the considerable costs which a case such

as this entails Under these circumstances the financial burden on contingent-fee counsel is far

greater than on a firm that is paid on an ongoing basis

In addition to advancing litigation expenses Lead Counsel faced the possibility that it would

receive no attorneysrsquo fees It is wrong to presume that a law firm handling complex contingent

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 24 of 34

- 16 - 1308528_1

litigation always wins There are numerous instances where in contingent cases such as this one

plaintiffrsquos counsel have expended thousands of hours without receiving any compensation8

Losses in contingent-fee litigations especially those brought under the PSLRA are

exceedingly expensive Lead Counselrsquos assumption of the contingency fee risk strongly supports the

reasonableness of the requested fee See FLAG Telecom 2010 WL 4537550 at 27 (ldquoCourts in the

Second Circuit have recognized that the risk associated with a case undertaken on a contingent fee

basis is an important factor in determining an appropriate fee awardrdquo) In re Marsh ERISA Litig

265 FRD 128 148 (SDNY 2010) (ldquoThere was significant risk of non-payment in this case and

Plaintiffsrsquo Counsel should be rewarded for having borne and successfully overcome that riskrdquo)

b Litigation Risks

While Lead Plaintiff remains confident in its ability to prove its claims and that once the

truth was revealed Class Members suffered legally cognizable losses on their purchases of Gerdau

ADRs during the Class Period it recognizes that its ability to prove liability was far from certain

Rosen Decl parapara33-35 As detailed in the Rosen Declaration and in the Settlement Memorandum

Defendants raised numerous challenges to the materiality scienter and loss causation elements of

8 The risk of no recovery in complex cases of this type is real and is heightened when lead counsel press to achieve the very best result for those they represent There are numerous class actions in which lead counsel expended thousands of hours and yet received no remuneration despite their diligence and expertise See eg Hubbard v BankAtlantic Bancorp Inc 688 F3d 713 725 (11th Cir 2012) (affirming judgment as a matter of law following jury verdict partially in plaintiffsrsquo favor) In re Oracle Corp Sec Litig No C 01-00988-SI 2009 WL 1709050 (ND Cal June 19 2009) affrsquod 627 F3d 376 (9th Cir 2010) (court granted summary judgment for defendants after eight years of litigation after plaintiffsrsquo counsel incurred over $7 million in expenses and worked over 100000 hours representing a lodestar of approximately $40 million) In re JDS Uniphase

Corp Sec Litig No C-02-1486 CW (EDL) 2007 WL 4788556 at 1 (ND Cal Nov 27 2007) (jury verdict for defendants) Robbins v Koger Props 116 F3d 1441 1449 (11th Cir 1997) (jury verdict of $81 million for plaintiffs against an accounting firm reversed on appeal on loss causation grounds and judgment entered for defendant) Anixter v Home-Stake Prod Co 77 F3d 1215 1233 (10th Cir 1996) (Tenth Circuit overturned securities fraud class action jury verdict for plaintiffs in case filed in 1973 and tried in 1988 on basis of 1994 Supreme Court opinion)

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 25 of 34

- 17 - 1308528_1

Lead Plaintiffrsquos claims under the federal securities laws The Individual Defendants also challenged

this Courtrsquos personal jurisdiction over them Obtaining documents and testimony from witnesses in

Brazil would be expensive if possible at all Therefore there was a question whether Lead Plaintiff

would ultimately be able to prove that Defendants who could be sued in this Court acted knowingly

or recklessly made materially false or misleading statements or omissions as required

With respect to proving loss causation Defendants would continue to argue that the declines

in Gerdaursquos ADR price were caused by factors other than Lead Plaintiffrsquos alleged corrective

disclosures Id para369 Defendants would never concede their liability and if their motions to

dismiss were denied would continue to press their defenses at summary judgment and trial Lead

Plaintiff also faced the risk that the Court would deny its motion to certify the Class if the Litigation

reached that stage

c Risk as to Damages

Whether Lead Plaintiff could prove damages also was unsettled Defendants strenuously

disagreed with Lead Plaintiffrsquos damages theories and estimates In order for the Class to recover

damages at the level estimated by Lead Counselrsquos expert it would need to prevail on each and every

one of the claims alleged for the entirety of the Class Period The damage assessments of the

partiesrsquo respective trial experts would be sure to vary substantially and trial would become a ldquobattle

of expertsrdquo The outcome of such battles is never predictable and there existed the very real

possibility that a jury could be swayed by experts for Defendants to minimize the Classrsquo losses or to

show that the losses were attributable to factors other than the alleged misstatements and omissions

Thus even if Lead Plaintiff prevailed as to liability at trial the judgment obtained could well have

been only a fraction of the damages claimed

9 Another litigation risk for Lead Plaintiff was the proper length of the Class Period Id

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 26 of 34

- 18 - 1308528_1

3 The Magnitude and Complexity of the Litigation

The complexity of the litigation is another factor examined by courts evaluating the

reasonableness of attorneysrsquo fees requested by class counsel See Chatelain v Prudential-Bache

Sec 805 F Supp 209 216 (SDNY 1992) It is widely recognized that ldquoshareholder actions are

notoriously complex and difficult to proverdquo See In re Bayer AG Sec Litig No 03 Civ 1546

(WHP) 2008 WL 5336691 at 5 (SDNY Dec 15 2008) see also FLAG Telecom 2010 WL

4537550 at 27 ldquo[S]ecurities actions have become more difficult from a plaintiffrsquos perspective in

the wake of the PSLRArdquo Ikon 194 FRD at 194 see also In re AOL Time Warner Inc Sec amp

ldquoERISArdquo Litig No MDL 1500 2006 WL 903236 at 9 (SDNY Apr 6 2006) (ldquo[T]he legal

requirements for recovery under the securities laws present considerable challenges particularly

with respect to loss causation and the calculation of damages These challenges are exacerbated

where a number of controlling decisions have recently shed new light on the standard for loss

causationrdquo) This case was no exception As described in greater detail in the accompanying

Settlement Memorandum and the Rosen Declaration this Litigation involved a number of difficult

and complex questions concerning liability of foreign defendants and loss causation that would have

required extensive additional efforts by Lead Counsel and further consultation with Brazilian law

tax accounting and economic experts

The trial of liability issues alone would have involved substantial attorney and expert time

the introduction of voluminous documentary and deposition evidence which would require

translation vigorously contested motions and the considerable expenditures of judicial resources

Because this case revolved around ldquodifficult complex hotly disputed and expert-intensive issuesrdquo

this factor favors awarding a 25 fee City of Providence 2014 WL 1883494 at 16

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 27 of 34

- 19 - 1308528_1

4 The Quality of Representation Supports the Requested Fee

The quality of the representation by Lead Counsel is another important factor that supports

the reasonableness of the requested fee Lead Counsel submits that the quality of the representation

here is best evidenced by the quality of the result achieved See Settlement Memorandum at 18-19

see also FLAG Telecom 2010 WL 4537550 at 28 Bisys 2007 WL 2049726 at 3 It took a great

deal of skill to achieve a settlement at this level in this particular case Lead Counsel is a nationally

known leader in the fields of securities class actions and complex litigation This is attributable to

the diligence determination hard work and reputation of counsel who developed litigated and

successfully negotiated the Settlement of this Litigation and a substantial immediate cash recovery in

a very difficult case without the risk of further litigation See Teachersrsquo Ret Sys 2004 WL

1087261 at 6

Finally courts repeatedly recognize that the quality of the opposition faced by plaintiffsrsquo

counsel should also be taken into consideration in assessing the quality of counselrsquos performance

See eg BioScrip 2017 US Dist LEXIS 118881 at 73 (ldquo[O]pposing counsel in this case was

itself highly skilled a factor courts have considered in approving feesrdquo) Marsh ERISA 265 FRD

at 148 (ldquoThe high quality of defense counsel opposing Plaintiffsrsquo efforts further proves the caliber of

representation that was necessary to achieve the Settlementrdquo) Veeco 2007 WL 4115808 at 7

(among the factors supporting a 30 award of attorneysrsquo fees was that defendants were represented

by ldquoone of the countryrsquos largest law firmsrdquo) Here Defendants are represented by lawyers from

Skadden Arps Slate Meagher amp Flom LLP and Kramer Levin Naftalis amp Frankel LLP highly

respected law firms who presented very skilled defenses and spared no effort in representing their

clients Notwithstanding this formidable opposition Lead Counselrsquos ability to present a strong case

and to demonstrate its willingness to continue to vigorously prosecute the Litigation through trial

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 28 of 34

- 20 - 1308528_1

and then inevitable appeals enabled Lead Counsel to achieve a very favorable Settlement for the

benefit of the Class

5 Public Policy Considerations

A strong public policy concern exists for rewarding firms for bringing successful securities

litigation See FLAG Telecom 2010 WL 4537550 at 29 (if the ldquoimportant public policy [of

enforcing the securities laws] is to be carried out the courts should award fees which will adequately

compensate Lead Counsel for the value of their efforts taking into account the enormous risks they

undertookrdquo) Maley 186 F Supp 2d at 373 (ldquoIn considering an award of attorneyrsquos fees the public

policy of vigorously enforcing the federal securities laws must be consideredrdquo) Hicks 2005 WL

2757792 at 9 (ldquolsquoTo make certain that the public is represented by talented and experienced trial

counsel the remuneration should be both fair and rewardingrsquordquo) (citation omitted) Accordingly

public policy favors granting Lead Counselrsquos fee and expense application here

6 The Classrsquo Reaction to the Fee Request to Date Supports the

Requested Fee

To date the Claims Administrator has sent over 36900 copies of the Notice to potential

Class Members and nominees informing them inter alia that Lead Counsel intended to apply to the

Court for an award of attorneysrsquo fees in an amount not to exceed 25 of the total recovery plus

expenses not to exceed $200000 plus interest on both amounts10 The time to object to the fee

request expires on September 29 2017 To date just one week before the objection deadline not a

single objection to the fee and expense amounts set forth in the Notice has been received Such a

ldquolow level of objection is a lsquorare phenomenonrsquordquo In re Rite Aid Corp Sec Litig 396 F3d 294 305

(3d Cir 2005) (citation omitted) Moreover ldquoa significant number of investors in the class were

10 See Declaration of Carole K Sylvester Regarding Notice Dissemination Publication and Requests for Exclusion Received to Date para11 and Ex A (ldquoSylvester Declrdquo) submitted herewith

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 29 of 34

- 21 - 1308528_1

lsquosophisticatedrsquo institutional investors that had considerable financial incentive to object [to the

settlement] had they believed [the settlement was unfair or] the requested fees were excessiverdquo Id

Additionally the Lead Plaintiff supports the fee request See Chicago Police Decl para17 The fact

that no objections were received is compelling evidence of the fairness of the fee request

IV LEAD COUNSELrsquoS EXPENSES WERE REASONABLY INCURRED AND

NECESSARY TO THE PROSECUTION OF THIS LITIGATION

Lead Counsel also respectfully requests an award of $16273405 in expenses incurred while

prosecuting the Litigation Lead Counsel has submitted a declaration regarding these modest

expenses which are properly recovered by counsel See accompanying Robbins Geller Decl See

eg In re China Sunergy Sec Litig No 07 Civ 7895 (DAB) 2011 WL 1899715 at 6 (SDNY

May 13 2011) (in a class action attorneys should be compensated ldquofor reasonable out-of-pocket

expenses incurred and customarily charged to their clients as long as they were lsquoincidental and

necessary to the representationrsquordquo) (citation omitted) FLAG Telecom 2010 WL 4537550 at 30 (ldquoIt

is well accepted that counsel who create a common fund are entitled to the reimbursement of

expenses that they advanced to a classrdquo) In re Indep Energy Holdings PLC Sec Litig 302

F Supp 2d 180 183 n3 (SDNY 2003) (court may compensate class counsel for reasonable

expenses necessary to the representation of the class)

Counselrsquos expenses include the costs of hiring experts and consultants travel mediating the

Classrsquo claims and computerized research A complete breakdown by category of the expenses

incurred is set forth in the Robbins Geller Declaration These expenses were critical to Lead

Plaintiffrsquos success in achieving the Settlement See Global Crossing 225 FRD at 468 (ldquoThe

expenses incurred ndash which include investigative and expert witnesses filing fees service of process

travel legal research and document production and review ndash are the type for which lsquothe paying

armsrsquo length marketrsquo reimburses attorneys [f]or this reason they are properly chargeable to the

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 30 of 34

- 22 - 1308528_1

Settlement fundrdquo) Not a single objection to the expense amount set forth in the Notice has been

received Accordingly Lead Counsel respectfully requests payment for these expenses plus interest

earned on such amount at the same rate as that earned by the Settlement

V LEAD PLAINTIFF SHOULD BE AWARDED ITS REASONABLE TIME

AND EXPENSES UNDER 15 USC sect78u-4(a)(4)

Lead Plaintiff seeks approval for an award of $3765 for the time it spent directly relating to

its representation of the Class The PSLRA specifically provides that an ldquoaward of reasonable costs

and expenses (including lost wages) directly relating to the representation of the classrdquo may be made

to ldquoany representative party serving on behalf of a classrdquo 15 USC sect78u-4(a)(4)

The Lead Plaintiff dedicated time to the Litigation by reviewing significant pleadings and

briefs in the Litigation communicating regularly with Lead Counsel and monitoring the progress of

settlement negotiations See Chicago Police Decl para20 Numerous courts have approved reasonable

awards to compensate lead plaintiffs for the time and effort they spent on behalf of a class See

Kinross Gold 2015 US Dist LEXIS 181932 at 14 (awarding $1680011 to lead plaintiff and

additional named plaintiffs ldquoto compensate them for their reasonable costs and expenses directly

relating to their representation of the Classrdquo) In re Intercept Pharms Inc Sec Litig No 114-cv-

01123-NRB slip op at 1 (SDNY Oct 20 2016) (awarding $527500 and $740125 to lead

plaintiffs ldquodirectly relating to the representation of the Classrdquo) Hicks 2005 WL 2757792 at 10

(ldquoCourts in this Circuit routinely award such costs and expenses both to reimburse the named

plaintiffs for expenses incurred through their involvement with the action and lost wages as well as

to provide an incentive for such plaintiffs to remain involved in the litigation and to incur such

expenses in the first placerdquo)

Lead Plaintiff took an active role with the prosecution of the Litigation These are precisely

the types of activities that courts have found to support awards to class representatives See eg In

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 31 of 34

- 23 - 1308528_1

re Am Intrsquol Grp Inc No 04 Civ 8141 (DAB) 2010 WL 5060697 at 3 (SDNY Dec 2 2010)

(granting PSLRA award of $30000 to institutional lead plaintiffs ldquoto compensate them for the time

and effort they devoted on behalf of a classrdquo) FLAG Telecom 2010 WL 4537550 at 31 (approving

award of $100000 to lead plaintiff for time spent in the litigation) Veeco 2007 WL 4115808 at 12

(characterizing such awards as ldquolsquoroutine[]rsquordquo in this Circuit) (citation omitted)

The Notice sufficiently informed potential Class Members that such expenses would be

sought Sylvester Decl Ex A at 2 The modest request by Lead Plaintiff is supported by

declaration is reasonable and fully justified under the PSLRA and should be granted There have

been no objections to this request

VI CONCLUSION

Based on the foregoing and the entire record herein Lead Counsel respectfully requests that

the Court award attorneysrsquo fees of 25 of the $15 million recovery plus expenses in the amount of

$16273405 plus interest on both amounts and $3765 to Lead Plaintiff

DATED September 22 2017 Respectfully submitted

s Ellen Gusikoff Stewart

Henry Rosen Ellen Gusikoff Stewart Susannah R Conn ROBBINS GELLER RUDMAN amp DOWD LLP 655 West Broadway Suite 1900 San Diego CA 92101 Telephone 619231-1058 619231-7423 (fax) henryrrgrdlawcom ellengrgrdlawcom sconnrgrdlawcom

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 32 of 34

- 24 - 1308528_1

Samuel H Rudman David A Rosenfeld ROBBINS GELLER RUDMAN amp DOWD LLP 58 South Service Road Suite 200 Melville NY 11747 Telephone 631367-7100 631367-1173 (fax) srudmanrgrdlawcom drosenfeldrgrdlawcom

Christopher C Gold ROBBINS GELLER RUDMAN amp DOWD LLP 120 East Palmetto Park Road Suite 500 Boca Raton FL 33432 Telephone 561750-3000 561750-3364 (fax) cgoldrgrdlawcom

Lead Counsel for Plaintiff

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 33 of 34

CERTIFICATE OF SERVICE

I Ellen Gusikoff Stewart hereby certify that on September 22 2017 I caused a true and

correct copy of the attached

Memorandum of Law in Support of Lead Counselrsquos Motion for an Award of Attorneysrsquo Fees and Expenses and Award to Lead Plaintiff Pursuant to 15 USC sect78u-4(a)(4)

to be electronically filed with the Clerk of the Court using the CMECF system which will send

notification of such public filings to all counsel registered to receive such notice

s Ellen Gusikoff Stewart

ELLEN GUSIKOFF STEWART

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 34 of 34

EXHIBIT 1

Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 1 of 5

UNITED STATES DISTRICT COURTSOUTHERN DISTRICT OF NEW YORK

xZUBAIR PATEL Individually and on Behalf of All Others Similarly Situated

Plaintiff

vs

L-3 COMMUNICATIONS HOLDINGS INC et al

Defendants

x

Civil Action No 114-cv-06038-VEC(Consolidated)

CLASS ACTION

REVISED [PROPOSED] ORDER AWARDING ATTORNEYSrsquo FEES AND EXPENSES AND AWARDS TO LEAD PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 1 of 4

81717

USDC SDNY DOCUMENT ELECTRONICALLY FILED DOC DATE FILED

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 1 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 2 of 5

- 1 -

This matter having come before the Court on August 16 2017 on the motion of Lead

Counsel for an award of attorneysrsquo fees and expenses (the ldquoFee Motionrdquo) the Court having

considered all papers filed and proceedings conducted herein having found the Settlement of this

Litigation to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Stipulation of Settlement

dated February 22 2017 (the ldquoStipulationrdquo) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 Notice of Lead Counselrsquos Fee Motion was given to all Class Members who could be

located with reasonable effort The form and method of notifying the Class of the Fee Motion met

the requirements of Rule 23 of the Federal Rules of Civil Procedure and 15 USC sect78u-4(a)(7) the

Securities Exchange Act of 1934 as amended by the Private Securities Litigation Reform Act of

1995 due process and any other applicable law constituted the best notice practicable under the

circumstances and constituted due and sufficient notice to all persons and entities entitled thereto

4 The Court hereby awards Lead Counsel attorneysrsquo fees of 25 of the Settlement

Fund (or $8625000) plus expenses in the amount of $47598074 together with the interest earned

on both amounts for the same time period and at the same rate as that earned on the Settlement Fund

until paid The Court finds that the amount of fees awarded is appropriate and that the amount of

fees awarded is fair and reasonable under the ldquopercentage-of-recoveryrdquo method

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 2 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 2 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 3 of 5

- 2 -

5 The fees and expenses shall be allocated amongst Lead Plaintiffsrsquo Counsel in a

manner that Lead Counsel in good faith believes reflects the contributions of such counsel to the

prosecution and settlement of the Litigation

6 The awarded attorneysrsquo fees and expenses and interest earned thereon shall be paid to

Lead Counsel subject to the terms conditions and obligations of the Stipulation and in particular

para62 thereof which terms conditions and obligations are incorporated herein

7 In making this award of fees and expenses to Lead Counsel the Court has considered

and found that

(a) the Settlement has created a fund of $34500000 in cash that is already on

deposit and numerous Class Members who submit or have submitted valid Proof of Claim and

Release forms will benefit from the Settlement created by Lead Counsel

(b) over 47000 copies of the Notice were disseminated to Class Members

indicating that Lead Counsel would move for attorneysrsquo fees in the amount of 25 of the Settlement

Fund and for expenses in an amount not to exceed $600000 and no objections to the fees or

expenses were filed by Class Members

(c) Lead Counsel has pursued the Litigation and achieved the Settlement with

skill perseverance and diligent advocacy

(d) Lead Counsel has expended substantial time and effort pursuing the Litigation

on behalf of the Class

(e) Lead Counsel pursued the Litigation on a contingent basis having received no

compensation during the Litigation and any fee amount has been contingent on the result achieved

(f) the Litigation involves complex factual and legal issues and in the absence of

settlement would involve lengthy proceedings whose resolution would be uncertain

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 3 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 3 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 4 of 5

- 3 -

(g) had Lead Counsel not achieved the Settlement there would remain a

significant risk that the Class may have recovered less or nothing from Defendants

(h) Lead Counsel has devoted over 8500 hours with a lodestar value of

$439142350 to achieve the Settlement

(i) public policy concerns favor the award of reasonable attorneysrsquo fees and

expenses in securities class action litigation and

(j) the attorneysrsquo fees and expenses awarded are fair and reasonable and

consistent with awards in similar cases within the Second Circuit

8 Any appeal or any challenge affecting this Courtrsquos approval regarding the Fee Motion

shall in no way disturb or affect the finality of the Judgment entered with respect to the Settlement

9 Pursuant to 15 USC sect78u-4(a)(4) the Court awards the following amounts to Lead

Plaintiffs for the time they spent directly related to their representation of the Class $39000 to City

of Pontiac General Employeesrsquo Retirement System $86000 to Local 1205 Pension Plan and

$100000 to City of Taylor Police and Fire Retirement System

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this Order shall be

rendered null and void to the extent provided in the Stipulation and shall be vacated in accordance

with the Stipulation

IT IS SO ORDERED

DATED ______________________ ________________________________________THE HONORABLE VALERIE E CAPRONIUNITED STATES DISTRICT JUDGE

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 4 of 4

August 17 2017

___________________________________________ _________E HONORABLE VALEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEERIE E CA

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 4 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 5 of 5

EXHIBIT 2

Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 1 of 10

rus1$$i)Ny I DOCUMENT

ELECTRONICALLY FILED DOC

SOUTHERN DISTRICT OF NEW YORK

UNITED STATES DISTRICT COURT

d a t e b Z l セ e セ d M Z セ セ セ ャ M セ------------------___________ x セ セ セ セ セ セ セ ] ] セ セ セ セ

LAND MEN PARTNERS INC Individually Civil Action No 08-cv-03601-HBshy

and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff FINAL JUDGMENT AND ORDER OF

vs DISMISSAL WITH PREJUDICE

THE BLACKSTONE GROUP LP et aI

Defendants

---------------------------------x

This matter came before the Court for hearing pursuant to the Order Preliminarily Approving

Settlement and Providing for Notice to the Class (Notice Order) dated August 30 2013 on the

unopposed application ofLead Plaintiffs for approval of the Settlement set forth in the Settlement

Agreement dated August 28 2013 (Stipulation) and following a hearing on December 18 2013

Due and adequate notice having been given to the Class as required in said Order and the Court

having considered all papers filed and proceedings had herein and otherwise being fully informed in

the premises and good cause appearing therefor

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Final Judgment incorporates by reference the definitions in the Stipulation and

all terms used herein shall have the same meanings as set forth in the Stipulation unless otherwise

set forth herein

2 This Court has jurisdiction over the subject matter ofthe Action and over all Settling

Parties to the Action including all members of the Class

3 For purposes ofthis Judgment as certified by the Court s August 13 2013 Order the

Class is defined as all Persons who purchased the common units of The Blackstone Group LP

(Blackstone) in Blackstones initial public offering (IPO) or in the open market on the New

- 1 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 1 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 2 of 10

York Stock Exchange between June 21 2007 and March 12 2008 inclusive and who sustained

compensable damages in connection with any such purchase of Blackstone units pursuant to

Sections 11 and 15 of the Securities Act of 1933

Excluded from the Class are (i) the persons who submitted valid and timely requests for

exclusion from the Class who are listed on Exhibit A hereto (ii) Defendants (iii) members of the

immediate family ofeach ofthe Defendants (iv) any Person that acted as an underwriter ofthe IPO

(v) any natural Person who sold Blackstone common units to the public in the IPO or who serves or

served as an officer or director ofBlackstone or as a partner of any predecessor to Blackstone the

members of the immediate families ofany such persons and any entity in which any ofDefendants

have or had a controlling interest and (vi) the legal representatives agents affiliates heirs

successors-in-interest or assigns of any such excluded Person (collectively Excluded Persons)

For the avoidance of doubt the Excluded Persons are excluded from the Class only to the

extent they purchased Blackstone common units in the IPO for their own account and not for or on

behalf of a third-party customer or for resale to customers Further to the extent that any of the

Excluded Persons was a statutory seller who resold the Blackstone common units to a third-party

customer client account fund trust or employee benefit plan that otherwise falls within the Class

or purchased Blackstone common units in a fiduciary capacity or otherwise on behalf ofany thirdshy

party customer client account fund trust or employee benefit plan that falls within the Class the

Excluded Person is excluded from the Class but the third-party customer client account fund trust

or employee benefit plan is not excluded from the Class with respect to such purchases of

Blackstone common units

4 For purposes of this Judgment as certified by the Courts August 132013 Order

Lead Plaintiffs Martin Litwin and Francis Brady are Class Representatives and Lead Counsel

- 2 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 2 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 3 of 10

Robbins Geller Rudman amp Dowd LLP and Brower Piven A Professional Corporation are Class

Counsel

5 Pursuant to Federal Rule of Civil Procedure 23 this Court hereby approves the

Settlement set forth in the Stipulation and finds that the Settlement is in all respects fair reasonable

and adequate to the Class There are no objections to the proposed Settlement

6 Pursuant to Rule 23 of the Federal Rules ofCivil Procedure the Court finds that the

Stipulation and Settlement are fair reasonable and adequate as to each ofthe Settling Parties and

that the Stipulation and Settlement are hereby finally approved in all respects and the Settling

Parties are hereby directed to perform its terms

7 Accordingly the Court authorizes and directs implementation of all the terms and

provisions of the Stipulation as well as the terms and provisions hereof The Court hereby

dismisses as to Defendants the Action and all Released Claims ofthe Class with prejudice without

costs as to any Settling Party except as and to the extent provided in the Stipulation and herein

8 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

shall and each of the Class Members shall be deemed to have and by operation ofthis Judgment

shall have fully finally and forever released relinquished and discharged all Released Claims

against the Released Persons whether or not such Class Member executes and delivers the Proof of

Claim and Release

9 Upon the Effective Date hereof and as provided in the Stipulation each of the

Released Persons shall be deemed to have and by operation of this Judgment shall have fully

finally and forever released relinquished and discharged Lead Plaintiffs each and all of the Class

Members Lead Counsel and Abraham Fruchter amp Twersky LLP from all claims (including without

- 3 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 3 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 4 of 10

limitation Unknown Claims) arising out of relating to or in connection with the institution

prosecution assertion settlement or resolution of the Action

10 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

and each of the Class Members who have not validly opted out of the Class and their respective

predecessors successors agents representatives attorneys and affiliates and the respective heirs

executors administrators successors and assigns of each of them directly or indirectly

individually derivatively representatively or in any other capacity shall be deemed to have and by

operation of the Judgment shall have fully finally and forever released relinquished and

discharged against the Released Persons (whether or not such Class Members execute and deliver

the Proof of Claim and Release forms) any and all Released Claims (including without limitation

Unknown Claims) as well as any claims arising out of relating to or in connection with the

defense settlement or resolution of the Action or the Released Claims

11 Upon the Effective Date Lead Plaintiffs and each of the Class Members who have

not validly opted out of the Class and their respective predecessors successors agents

representatives attorneys and affiliates and the respective heirs executors administrators

successors and assigns of each of them directly or indirectly individually derivatively

representatively or in any other capacity shall be permanently barred and enjoined from the

assertion institution maintenance prosecution or enforcement against any Released Person in any

state or federal court or arbitral forum or in the court of any foreign jurisdiction of any and all

Released Claims (including without limitation Unknown Claims) as well as any claims arising out

of relating to or in connection with the defense settlement or resolution of the Action or the

Released Claims

- 4 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 4 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 5 of 10

12 The Notice ofProposed Settlement ofClass Action (Notice) given to the Class in

accordance with the Notice Order entered on August 30 2013 was the best notice practicable under

the circumstances including the individual notice to all members of the Class who could be

identified through reasonable effort ofthe proceedings and ofthe matters set forth therein including

the proposed Settlement set forth in the Stipulation the proposed Plan of Distribution of the

proceeds ofthe Settlement set forth in the Notice Lead Counsels application for attorneys fees and

reimbursement of expenses and Lead Plaintiffs request for an award of reasonable costs and

expenses relating to their representation of the Class and said Notice and notice procedures fully

satisfied the requirements of Federal Rule of Civil Procedure 23 the Private Securities Litigation

Reform Act of 1995 and the requirements of due process There are no objections to the Notice

andor notice procedures

13 The Court hereby approves the Plan ofDistribution as set forth in the Notice as fair

and equitable The Court directs Lead Counsel to proceed with processing Proofs ofClaim and the

administration of the Settlement pursuant to the terms of the Plan of Distribution and upon

completion ofthe claims processing procedure to present to this Court a proposed final distribution

order for the distribution of the Net Settlement Fund to eligible Class Members as provided in the

Stipulation and the Plan of Distribution There are no objections to the Plan of Distribution

14 The Court hereby awards Lead Counsel attorneys fees equal to 3333 percent of

the Settlement Fund (including interest accrued thereon) and litigation expenses in the amount of

$104700577 with interest to accrue thereon at the same rate and for the same periods as has

accrued by the Settlement Fund from the date ofthis Judgment to the date ofactual payment of said

attorneys fees and expenses to Lead Counsel as provided in the Stipulation The Court finds the

amount of attorneys fees awarded herein are fair and reasonable based on (a) the work performed

- 5 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 5 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 6 of 10

and costs incurred by Lead Counsel (b) the complexity ofthe case (c) the risks undertaken by Lead

Counsel and the contingent nature of their employment (d) the quality of the work performed by

Lead Counsel in this Action and their standing and experience in prosecuting similar class action

securities litigation (e) awards to successful plaintiffs counsel in other similar litigation (f) the

benefits achieved for Class Members through the Settlement and (g) the absence ofany objections

from any Class Members to either the application for an award ofattorneys fees or expenses to Lead

Counsel

15 The Court also fmds that the requested expenses are proper as the expenses incurred

by Lead Counsel including the costs ofexperts were reasonable and necessary in the prosecution of

this Action on behalf of Class Members There are no objections to Lead Counsels application for

reimbursement of their expenses

16 The Court approves payment of$1500000 to Lead Plaintiff Martin Litwin for his

reasonable time and expenses (including lost wages) relating to their representation of the Class

Such payment shall be paid out of the Settlement Fund There are no objections to Lead Plaintiff

Litwins application for reimbursement ofhis costs and expenses

17 All fees and expenses awarded or allowed in this Judgment shall except as otherwise

expressly provided in the Stipulation be paid from the Settlement Fund

18 Lead Counsel may apply from time to time for any fees andor expenses incurred by

them solely in connection with the administration of the Settlement and distribution of the Net

Settlement Fund to Class Members which except as expressly provided in the Stipulation shall be

paid from the Settlement Fund

19 Neither appellate review nor modification ofthe Plan ofDistribution set forth in the

Notice nor any action in regard to the motion by Lead Counsel for attorneys fees andor expenses

- 6 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 6 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 7 of 10

and the award ofcosts and expenses to Lead Plaintiffs shall affect the fmality ofany other portion of

this Judgment nor delay the Effective Date ofthe Stipulation and each shall be considered separate

for the purposes of appellate review of this Judgment

20 Neither the Stipulation nor the Settlement contained therein nor any act performed or

document executed pursuant to or in furtherance of the Stipulation or the Settlement (a) is or may be

deemed to be or may be used as an admission of or evidence of the validity ofany Released Claim

or ofany wrongdoing or liability of the Released Persons or (b) is or may be deemed to be or may

be used as an admission of or evidence of any fault or omission of any of the Defendants or the

Released Persons in any civil criminal or administrative proceeding in any court administrative

agency or other tribunal Defendants andor the Released Persons may file the Stipulation andor

this Judgment from this Action in any other action in which they are parties or that may be brought

against them in order to support a defense claim or counterclaim based on principles of res

judicata collateral estoppel release good faith settlement judgment bar or reduction or any theory

of claim preclusion or issue preclusion or similar defense or counterclaim

21 Without affecting the finality ofthis Judgment in any way this Court hereby retains

continuing exclusive jurisdiction over (a) implementation of this Settlement and any award or

distribution of the Settlement Fund including interest earned thereon (b) disposition of the

Settlement Fund (c) hearing and determining applications for attorneys fees interest and expenses

in the Action (d) payment of taxes by the Settlement Fund (e) all Settling Parties hereto for the

purpose ofconstruing enforcing and administering the Stipulation and (f) any other matters related

to finalizing the Settlement and distribution of proceeds of the Settlement

22 In the event that the Settlement does not become effective in accordance with the

terms of the Stipulation or the Effective Date does not occur or in the event that the Settlement

- 7 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 7 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 8 of 10

Fund or any portion thereof is returned to Defendants then this Judgment shall be rendered null and

void to the extent provided by and in accordance with the Stipulation and shall be vacated and in

such event all orders entered and releases delivered in connection herewith shall be null and void to

the extent provided by and in accordance with the StipUlation

23 Without further order of the Court the Settling Parties may agree to reasonable

extensions of time to carry out any of the provisions of the Stipulation

24 The Court finds that during the course of the Action the Settling Parties and their

respective counsel at all times complied with the requirements of Rule 11 of the Federal Rules of

Civil Procedure

25 The Court directs immediate entry of this Final Judgment by the Clerk ofthe Court

DATED Ok 10 2 TEO aRABLE HAROLD A R JR

UNITED STATES DISTRICT JUDGE

- 8 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 8 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 9 of 10

EXHIBIT A

BLACKSTONE LIST OF EXCLUSIONS

Name

1 lINA HU

2 ESTATE OF ANTHONY J FABEC

3 WILLIAM PATTERSON

4 MARY AN N SHOTWELL

5 RICHARD A LEWIS

6 JOHN MERCADENTE JR

7 DOUGLAS BARHORST

8 PATRICIA G NORMAN

9 ESTATE OF RICHARD A NORMAN

10 ROBERT W DUER

11 ANIBAL MARRERO

12 RUSS D SONNIER

13 MARCUS E ampJOANNE R NORTH

14 SUZANNE EMETAROM

15 WILLIAM W amp FRANCES E MAIN

16 ANTHONY BRIENZA

17 SHU HAO HUANG

18 KENNETH 0 PARRIS

19 DUFF S MCEVERS

20 SHERRIE L FRANTZ

21 DEBBIE CRINK

22 MARK A SUMMERS

23 PAULINE MEYEROWITZ

24 ANDREW WAHL

City

OSHAWA

WILLOUGHBY HILLS

KINGS MOUNTAIN

VIRGILINA

BULLARD

READING

SIDNEY

KEARNEY

KEARNEY

ALTA LOMA

CORAL GABLES

NEW YORK

VICTORIA

WALNUT CREEK

ROBERTS

COLD SPRING HARBOR

SNOHOMISH

ATHENS

LAGUNA NIGUEL

EUGENE

OMAHA

MINNETRISTA

FT LAUDERDALE

SAN FRANCISCO

St Country セ

ON CA lIJ7C6

OH US 44094

NC US 28086

VA US 24598

TX US 75757

PA US 19606

OH US 45365

NE US 68845

NE US 68845

CA US 91701

FL US 33134

NY US 10150

TX US 77905

CA US 94595

MT US 59070

NY US 11724

WA US 98296

GA US 30604

CA US 92677

OR US 97404

NE US 68138

MN US 55364

FL US 33308

CA US 94115

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 9 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 10 of 10

EXHIBIT 3

Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 1 of 4

UNITED STATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

--------_____________________ x

THE BOARD OF TRUSTEES OF THE Civil Action No 09-cv-09333-KBF

OPERA TING ENGINEERS PENSION

TRUST on Behalf of Itself and All Others CLASS ACTION

Similarly Situated [PROPOSES] ORDER A WARDING

Plaintiffs ATTORNEYS FEES EXPENSES AND

CASE CONTRIBUTION A WARD TO LEAD

vs PLAINTIFF

JPMORGAN CHASE BANK NATIONAL

ASSOCIATIOt USDCSDNY

DOCUMENTDefendant

ELECTRONICALLY FILED ---------------- x DOC

DATE f M i l M e M d セ ャ エ i o B B B v エ M R B B G エ M ョ M B G Q G Q Q R P セ Q M S

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 1 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 2 of 4

This matter having come before the Court on November 19 2013 on the motion of Lead

Counsel for an award ofattorneys fees and expenses in the litigation and a case contribution award

to Lead Plaintiff the Court having considered all papers filed and proceedings condueted herein

having found the settlement of this Action to be fair reasonable and adequate and otherwise being

fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by referenee the definitions in the Stipulation of Settlement

dated August 16 2013 and all capitalized terms used but not defined herein shall have the same

meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto ineluding all members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount ofS47702453 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-reeovery method

4 The fees and expenses shall be allocated among Plaintiffs Counsel in a manner

which in Lead Counsels good-faith judgment ret1ects each such counsels contribution to the

institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Lead Counsel subject to the terms conditions and obligations of the

- 1 shy

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 2 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 3 of 4

Stipulation and in particular セ Q R R thereof which terms conditions and obligations are incorporated

herein

6 The Court hereby awards Lead Plaintiff Board ofTrustees of the Operating Engineers

Pension Trust $25000 for its time and expense in representing the Class This case contribution

award shall be paid to Lead Plaintiff on or after the Effective Date subject to the terms conditions

and obligations of the Stipulation and in particular セ R S thereof which terms conditions and

obligations are incorporated herein

IT IS SO ORDERED

THE HONORABLE KATHERINE B FORREST

UNITED STATES DISTRICT JUDGE

- 2

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 3 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 4 of 4

EXHIBIT 4

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 1 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

CITILINE HOLDINGS INC Individually Civil Action No 108-cv-03612-RJS and On Behalf of All Others Similarly Situated (Consolidated)

Plaintiff CLASS ACTION

vs

ISTAR FINANCIAL INC et al

Defendants

x

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

E Albdquo

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 2 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 2 of 3

This matter having come before the Court on April 5 2013 on the motion of Co-Lead

Counsel for an award of attorneys fees and expenses in the Litigation the Court having considered

all papers filed and proceedings conducted herein having found the settlement of this action to be

fair reasonable and adequate and otherwise being fully informed in the premises and good cause

appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 5 2012 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Co-Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount of $23490171 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among Lead Plaintiffs counsel in a manner

which in Co-Lead Counsels good-faith judgment reflects each such counsels contribution to the

institution prosecution and resolution of the Litigation

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 3 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 3 of 3

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Co-Lead Counsel subject to the terms conditions and obligations of the

Stipulation and in particular para62-63 thereof which terms conditions and obligations are

incorporated herein

SO ORDERED

-2-

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 4 of 4

EXHIBIT 5

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 1 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 1 of 4

UNITED ST ATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

In re SANOFI-AVENTIS SECURITIES

LITIGATION

This Document Relates To

ALL ACTIONS

---middotmiddotmiddot-----middot--------x

i

11

middot middot FlLBD I l

JAN 2 2QJ4-~ Civil Action No 107tv-10279-GBD

CLASS ACTION f middot middot

ECFCASE

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND AN

AWARD TO PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

903068_ l

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 2 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 2 of 4

This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 3 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 3 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 24: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

- 15 - 1308528_1

just the risk of no payment but also the risk of underpayment See In re Contrsquol Ill Sec Litig 962

F2d 566 569-70 (7th Cir 1992) (reversing district courtrsquos fee award where court failed to account

for among other things risk of underpayment to counsel) When considering the reasonableness of

attorneysrsquo fees in a contingency action the court should consider the risks of the litigation at the time

the suit was brought See Goldberger 209 F3d at 55 In re Sadia SA Sec Litig No 08 Civ 9528

(SAS) 2011 WL 6825235 at 3 (SDNY Dec 28 2011)

The reasonableness of the requested fee is also supported by an evaluation of the risks

undertaken by Lead Counsel in prosecuting this class action Lead Counsel undertook this Litigation

on a wholly-contingent fee basis investing a substantial amount of time and money to prosecute this

very risky action without a guarantee of compensation or even the recovery of expenses Unlike

Defendantsrsquo counsel who are paid substantial hourly rates and reimbursed for their expenses on a

regular basis Lead Counsel has not been compensated for any time or expenses since this case

began and would have received no compensation or even payment of its expenses had this case not

been successful

From the outset Lead Counsel understood that it was embarking on a complex expensive

and lengthy litigation with no guarantee of ever being compensated for investing the time and money

the case would require In undertaking that responsibility Lead Counsel was obligated to assure that

sufficient attorney and paraprofessional resources were dedicated to prosecuting the Litigation and

that funds were available to compensate staff and to pay for the considerable costs which a case such

as this entails Under these circumstances the financial burden on contingent-fee counsel is far

greater than on a firm that is paid on an ongoing basis

In addition to advancing litigation expenses Lead Counsel faced the possibility that it would

receive no attorneysrsquo fees It is wrong to presume that a law firm handling complex contingent

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 24 of 34

- 16 - 1308528_1

litigation always wins There are numerous instances where in contingent cases such as this one

plaintiffrsquos counsel have expended thousands of hours without receiving any compensation8

Losses in contingent-fee litigations especially those brought under the PSLRA are

exceedingly expensive Lead Counselrsquos assumption of the contingency fee risk strongly supports the

reasonableness of the requested fee See FLAG Telecom 2010 WL 4537550 at 27 (ldquoCourts in the

Second Circuit have recognized that the risk associated with a case undertaken on a contingent fee

basis is an important factor in determining an appropriate fee awardrdquo) In re Marsh ERISA Litig

265 FRD 128 148 (SDNY 2010) (ldquoThere was significant risk of non-payment in this case and

Plaintiffsrsquo Counsel should be rewarded for having borne and successfully overcome that riskrdquo)

b Litigation Risks

While Lead Plaintiff remains confident in its ability to prove its claims and that once the

truth was revealed Class Members suffered legally cognizable losses on their purchases of Gerdau

ADRs during the Class Period it recognizes that its ability to prove liability was far from certain

Rosen Decl parapara33-35 As detailed in the Rosen Declaration and in the Settlement Memorandum

Defendants raised numerous challenges to the materiality scienter and loss causation elements of

8 The risk of no recovery in complex cases of this type is real and is heightened when lead counsel press to achieve the very best result for those they represent There are numerous class actions in which lead counsel expended thousands of hours and yet received no remuneration despite their diligence and expertise See eg Hubbard v BankAtlantic Bancorp Inc 688 F3d 713 725 (11th Cir 2012) (affirming judgment as a matter of law following jury verdict partially in plaintiffsrsquo favor) In re Oracle Corp Sec Litig No C 01-00988-SI 2009 WL 1709050 (ND Cal June 19 2009) affrsquod 627 F3d 376 (9th Cir 2010) (court granted summary judgment for defendants after eight years of litigation after plaintiffsrsquo counsel incurred over $7 million in expenses and worked over 100000 hours representing a lodestar of approximately $40 million) In re JDS Uniphase

Corp Sec Litig No C-02-1486 CW (EDL) 2007 WL 4788556 at 1 (ND Cal Nov 27 2007) (jury verdict for defendants) Robbins v Koger Props 116 F3d 1441 1449 (11th Cir 1997) (jury verdict of $81 million for plaintiffs against an accounting firm reversed on appeal on loss causation grounds and judgment entered for defendant) Anixter v Home-Stake Prod Co 77 F3d 1215 1233 (10th Cir 1996) (Tenth Circuit overturned securities fraud class action jury verdict for plaintiffs in case filed in 1973 and tried in 1988 on basis of 1994 Supreme Court opinion)

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 25 of 34

- 17 - 1308528_1

Lead Plaintiffrsquos claims under the federal securities laws The Individual Defendants also challenged

this Courtrsquos personal jurisdiction over them Obtaining documents and testimony from witnesses in

Brazil would be expensive if possible at all Therefore there was a question whether Lead Plaintiff

would ultimately be able to prove that Defendants who could be sued in this Court acted knowingly

or recklessly made materially false or misleading statements or omissions as required

With respect to proving loss causation Defendants would continue to argue that the declines

in Gerdaursquos ADR price were caused by factors other than Lead Plaintiffrsquos alleged corrective

disclosures Id para369 Defendants would never concede their liability and if their motions to

dismiss were denied would continue to press their defenses at summary judgment and trial Lead

Plaintiff also faced the risk that the Court would deny its motion to certify the Class if the Litigation

reached that stage

c Risk as to Damages

Whether Lead Plaintiff could prove damages also was unsettled Defendants strenuously

disagreed with Lead Plaintiffrsquos damages theories and estimates In order for the Class to recover

damages at the level estimated by Lead Counselrsquos expert it would need to prevail on each and every

one of the claims alleged for the entirety of the Class Period The damage assessments of the

partiesrsquo respective trial experts would be sure to vary substantially and trial would become a ldquobattle

of expertsrdquo The outcome of such battles is never predictable and there existed the very real

possibility that a jury could be swayed by experts for Defendants to minimize the Classrsquo losses or to

show that the losses were attributable to factors other than the alleged misstatements and omissions

Thus even if Lead Plaintiff prevailed as to liability at trial the judgment obtained could well have

been only a fraction of the damages claimed

9 Another litigation risk for Lead Plaintiff was the proper length of the Class Period Id

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 26 of 34

- 18 - 1308528_1

3 The Magnitude and Complexity of the Litigation

The complexity of the litigation is another factor examined by courts evaluating the

reasonableness of attorneysrsquo fees requested by class counsel See Chatelain v Prudential-Bache

Sec 805 F Supp 209 216 (SDNY 1992) It is widely recognized that ldquoshareholder actions are

notoriously complex and difficult to proverdquo See In re Bayer AG Sec Litig No 03 Civ 1546

(WHP) 2008 WL 5336691 at 5 (SDNY Dec 15 2008) see also FLAG Telecom 2010 WL

4537550 at 27 ldquo[S]ecurities actions have become more difficult from a plaintiffrsquos perspective in

the wake of the PSLRArdquo Ikon 194 FRD at 194 see also In re AOL Time Warner Inc Sec amp

ldquoERISArdquo Litig No MDL 1500 2006 WL 903236 at 9 (SDNY Apr 6 2006) (ldquo[T]he legal

requirements for recovery under the securities laws present considerable challenges particularly

with respect to loss causation and the calculation of damages These challenges are exacerbated

where a number of controlling decisions have recently shed new light on the standard for loss

causationrdquo) This case was no exception As described in greater detail in the accompanying

Settlement Memorandum and the Rosen Declaration this Litigation involved a number of difficult

and complex questions concerning liability of foreign defendants and loss causation that would have

required extensive additional efforts by Lead Counsel and further consultation with Brazilian law

tax accounting and economic experts

The trial of liability issues alone would have involved substantial attorney and expert time

the introduction of voluminous documentary and deposition evidence which would require

translation vigorously contested motions and the considerable expenditures of judicial resources

Because this case revolved around ldquodifficult complex hotly disputed and expert-intensive issuesrdquo

this factor favors awarding a 25 fee City of Providence 2014 WL 1883494 at 16

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 27 of 34

- 19 - 1308528_1

4 The Quality of Representation Supports the Requested Fee

The quality of the representation by Lead Counsel is another important factor that supports

the reasonableness of the requested fee Lead Counsel submits that the quality of the representation

here is best evidenced by the quality of the result achieved See Settlement Memorandum at 18-19

see also FLAG Telecom 2010 WL 4537550 at 28 Bisys 2007 WL 2049726 at 3 It took a great

deal of skill to achieve a settlement at this level in this particular case Lead Counsel is a nationally

known leader in the fields of securities class actions and complex litigation This is attributable to

the diligence determination hard work and reputation of counsel who developed litigated and

successfully negotiated the Settlement of this Litigation and a substantial immediate cash recovery in

a very difficult case without the risk of further litigation See Teachersrsquo Ret Sys 2004 WL

1087261 at 6

Finally courts repeatedly recognize that the quality of the opposition faced by plaintiffsrsquo

counsel should also be taken into consideration in assessing the quality of counselrsquos performance

See eg BioScrip 2017 US Dist LEXIS 118881 at 73 (ldquo[O]pposing counsel in this case was

itself highly skilled a factor courts have considered in approving feesrdquo) Marsh ERISA 265 FRD

at 148 (ldquoThe high quality of defense counsel opposing Plaintiffsrsquo efforts further proves the caliber of

representation that was necessary to achieve the Settlementrdquo) Veeco 2007 WL 4115808 at 7

(among the factors supporting a 30 award of attorneysrsquo fees was that defendants were represented

by ldquoone of the countryrsquos largest law firmsrdquo) Here Defendants are represented by lawyers from

Skadden Arps Slate Meagher amp Flom LLP and Kramer Levin Naftalis amp Frankel LLP highly

respected law firms who presented very skilled defenses and spared no effort in representing their

clients Notwithstanding this formidable opposition Lead Counselrsquos ability to present a strong case

and to demonstrate its willingness to continue to vigorously prosecute the Litigation through trial

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 28 of 34

- 20 - 1308528_1

and then inevitable appeals enabled Lead Counsel to achieve a very favorable Settlement for the

benefit of the Class

5 Public Policy Considerations

A strong public policy concern exists for rewarding firms for bringing successful securities

litigation See FLAG Telecom 2010 WL 4537550 at 29 (if the ldquoimportant public policy [of

enforcing the securities laws] is to be carried out the courts should award fees which will adequately

compensate Lead Counsel for the value of their efforts taking into account the enormous risks they

undertookrdquo) Maley 186 F Supp 2d at 373 (ldquoIn considering an award of attorneyrsquos fees the public

policy of vigorously enforcing the federal securities laws must be consideredrdquo) Hicks 2005 WL

2757792 at 9 (ldquolsquoTo make certain that the public is represented by talented and experienced trial

counsel the remuneration should be both fair and rewardingrsquordquo) (citation omitted) Accordingly

public policy favors granting Lead Counselrsquos fee and expense application here

6 The Classrsquo Reaction to the Fee Request to Date Supports the

Requested Fee

To date the Claims Administrator has sent over 36900 copies of the Notice to potential

Class Members and nominees informing them inter alia that Lead Counsel intended to apply to the

Court for an award of attorneysrsquo fees in an amount not to exceed 25 of the total recovery plus

expenses not to exceed $200000 plus interest on both amounts10 The time to object to the fee

request expires on September 29 2017 To date just one week before the objection deadline not a

single objection to the fee and expense amounts set forth in the Notice has been received Such a

ldquolow level of objection is a lsquorare phenomenonrsquordquo In re Rite Aid Corp Sec Litig 396 F3d 294 305

(3d Cir 2005) (citation omitted) Moreover ldquoa significant number of investors in the class were

10 See Declaration of Carole K Sylvester Regarding Notice Dissemination Publication and Requests for Exclusion Received to Date para11 and Ex A (ldquoSylvester Declrdquo) submitted herewith

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 29 of 34

- 21 - 1308528_1

lsquosophisticatedrsquo institutional investors that had considerable financial incentive to object [to the

settlement] had they believed [the settlement was unfair or] the requested fees were excessiverdquo Id

Additionally the Lead Plaintiff supports the fee request See Chicago Police Decl para17 The fact

that no objections were received is compelling evidence of the fairness of the fee request

IV LEAD COUNSELrsquoS EXPENSES WERE REASONABLY INCURRED AND

NECESSARY TO THE PROSECUTION OF THIS LITIGATION

Lead Counsel also respectfully requests an award of $16273405 in expenses incurred while

prosecuting the Litigation Lead Counsel has submitted a declaration regarding these modest

expenses which are properly recovered by counsel See accompanying Robbins Geller Decl See

eg In re China Sunergy Sec Litig No 07 Civ 7895 (DAB) 2011 WL 1899715 at 6 (SDNY

May 13 2011) (in a class action attorneys should be compensated ldquofor reasonable out-of-pocket

expenses incurred and customarily charged to their clients as long as they were lsquoincidental and

necessary to the representationrsquordquo) (citation omitted) FLAG Telecom 2010 WL 4537550 at 30 (ldquoIt

is well accepted that counsel who create a common fund are entitled to the reimbursement of

expenses that they advanced to a classrdquo) In re Indep Energy Holdings PLC Sec Litig 302

F Supp 2d 180 183 n3 (SDNY 2003) (court may compensate class counsel for reasonable

expenses necessary to the representation of the class)

Counselrsquos expenses include the costs of hiring experts and consultants travel mediating the

Classrsquo claims and computerized research A complete breakdown by category of the expenses

incurred is set forth in the Robbins Geller Declaration These expenses were critical to Lead

Plaintiffrsquos success in achieving the Settlement See Global Crossing 225 FRD at 468 (ldquoThe

expenses incurred ndash which include investigative and expert witnesses filing fees service of process

travel legal research and document production and review ndash are the type for which lsquothe paying

armsrsquo length marketrsquo reimburses attorneys [f]or this reason they are properly chargeable to the

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 30 of 34

- 22 - 1308528_1

Settlement fundrdquo) Not a single objection to the expense amount set forth in the Notice has been

received Accordingly Lead Counsel respectfully requests payment for these expenses plus interest

earned on such amount at the same rate as that earned by the Settlement

V LEAD PLAINTIFF SHOULD BE AWARDED ITS REASONABLE TIME

AND EXPENSES UNDER 15 USC sect78u-4(a)(4)

Lead Plaintiff seeks approval for an award of $3765 for the time it spent directly relating to

its representation of the Class The PSLRA specifically provides that an ldquoaward of reasonable costs

and expenses (including lost wages) directly relating to the representation of the classrdquo may be made

to ldquoany representative party serving on behalf of a classrdquo 15 USC sect78u-4(a)(4)

The Lead Plaintiff dedicated time to the Litigation by reviewing significant pleadings and

briefs in the Litigation communicating regularly with Lead Counsel and monitoring the progress of

settlement negotiations See Chicago Police Decl para20 Numerous courts have approved reasonable

awards to compensate lead plaintiffs for the time and effort they spent on behalf of a class See

Kinross Gold 2015 US Dist LEXIS 181932 at 14 (awarding $1680011 to lead plaintiff and

additional named plaintiffs ldquoto compensate them for their reasonable costs and expenses directly

relating to their representation of the Classrdquo) In re Intercept Pharms Inc Sec Litig No 114-cv-

01123-NRB slip op at 1 (SDNY Oct 20 2016) (awarding $527500 and $740125 to lead

plaintiffs ldquodirectly relating to the representation of the Classrdquo) Hicks 2005 WL 2757792 at 10

(ldquoCourts in this Circuit routinely award such costs and expenses both to reimburse the named

plaintiffs for expenses incurred through their involvement with the action and lost wages as well as

to provide an incentive for such plaintiffs to remain involved in the litigation and to incur such

expenses in the first placerdquo)

Lead Plaintiff took an active role with the prosecution of the Litigation These are precisely

the types of activities that courts have found to support awards to class representatives See eg In

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 31 of 34

- 23 - 1308528_1

re Am Intrsquol Grp Inc No 04 Civ 8141 (DAB) 2010 WL 5060697 at 3 (SDNY Dec 2 2010)

(granting PSLRA award of $30000 to institutional lead plaintiffs ldquoto compensate them for the time

and effort they devoted on behalf of a classrdquo) FLAG Telecom 2010 WL 4537550 at 31 (approving

award of $100000 to lead plaintiff for time spent in the litigation) Veeco 2007 WL 4115808 at 12

(characterizing such awards as ldquolsquoroutine[]rsquordquo in this Circuit) (citation omitted)

The Notice sufficiently informed potential Class Members that such expenses would be

sought Sylvester Decl Ex A at 2 The modest request by Lead Plaintiff is supported by

declaration is reasonable and fully justified under the PSLRA and should be granted There have

been no objections to this request

VI CONCLUSION

Based on the foregoing and the entire record herein Lead Counsel respectfully requests that

the Court award attorneysrsquo fees of 25 of the $15 million recovery plus expenses in the amount of

$16273405 plus interest on both amounts and $3765 to Lead Plaintiff

DATED September 22 2017 Respectfully submitted

s Ellen Gusikoff Stewart

Henry Rosen Ellen Gusikoff Stewart Susannah R Conn ROBBINS GELLER RUDMAN amp DOWD LLP 655 West Broadway Suite 1900 San Diego CA 92101 Telephone 619231-1058 619231-7423 (fax) henryrrgrdlawcom ellengrgrdlawcom sconnrgrdlawcom

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 32 of 34

- 24 - 1308528_1

Samuel H Rudman David A Rosenfeld ROBBINS GELLER RUDMAN amp DOWD LLP 58 South Service Road Suite 200 Melville NY 11747 Telephone 631367-7100 631367-1173 (fax) srudmanrgrdlawcom drosenfeldrgrdlawcom

Christopher C Gold ROBBINS GELLER RUDMAN amp DOWD LLP 120 East Palmetto Park Road Suite 500 Boca Raton FL 33432 Telephone 561750-3000 561750-3364 (fax) cgoldrgrdlawcom

Lead Counsel for Plaintiff

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 33 of 34

CERTIFICATE OF SERVICE

I Ellen Gusikoff Stewart hereby certify that on September 22 2017 I caused a true and

correct copy of the attached

Memorandum of Law in Support of Lead Counselrsquos Motion for an Award of Attorneysrsquo Fees and Expenses and Award to Lead Plaintiff Pursuant to 15 USC sect78u-4(a)(4)

to be electronically filed with the Clerk of the Court using the CMECF system which will send

notification of such public filings to all counsel registered to receive such notice

s Ellen Gusikoff Stewart

ELLEN GUSIKOFF STEWART

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 34 of 34

EXHIBIT 1

Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 1 of 5

UNITED STATES DISTRICT COURTSOUTHERN DISTRICT OF NEW YORK

xZUBAIR PATEL Individually and on Behalf of All Others Similarly Situated

Plaintiff

vs

L-3 COMMUNICATIONS HOLDINGS INC et al

Defendants

x

Civil Action No 114-cv-06038-VEC(Consolidated)

CLASS ACTION

REVISED [PROPOSED] ORDER AWARDING ATTORNEYSrsquo FEES AND EXPENSES AND AWARDS TO LEAD PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 1 of 4

81717

USDC SDNY DOCUMENT ELECTRONICALLY FILED DOC DATE FILED

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 1 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 2 of 5

- 1 -

This matter having come before the Court on August 16 2017 on the motion of Lead

Counsel for an award of attorneysrsquo fees and expenses (the ldquoFee Motionrdquo) the Court having

considered all papers filed and proceedings conducted herein having found the Settlement of this

Litigation to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Stipulation of Settlement

dated February 22 2017 (the ldquoStipulationrdquo) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 Notice of Lead Counselrsquos Fee Motion was given to all Class Members who could be

located with reasonable effort The form and method of notifying the Class of the Fee Motion met

the requirements of Rule 23 of the Federal Rules of Civil Procedure and 15 USC sect78u-4(a)(7) the

Securities Exchange Act of 1934 as amended by the Private Securities Litigation Reform Act of

1995 due process and any other applicable law constituted the best notice practicable under the

circumstances and constituted due and sufficient notice to all persons and entities entitled thereto

4 The Court hereby awards Lead Counsel attorneysrsquo fees of 25 of the Settlement

Fund (or $8625000) plus expenses in the amount of $47598074 together with the interest earned

on both amounts for the same time period and at the same rate as that earned on the Settlement Fund

until paid The Court finds that the amount of fees awarded is appropriate and that the amount of

fees awarded is fair and reasonable under the ldquopercentage-of-recoveryrdquo method

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 2 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 2 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 3 of 5

- 2 -

5 The fees and expenses shall be allocated amongst Lead Plaintiffsrsquo Counsel in a

manner that Lead Counsel in good faith believes reflects the contributions of such counsel to the

prosecution and settlement of the Litigation

6 The awarded attorneysrsquo fees and expenses and interest earned thereon shall be paid to

Lead Counsel subject to the terms conditions and obligations of the Stipulation and in particular

para62 thereof which terms conditions and obligations are incorporated herein

7 In making this award of fees and expenses to Lead Counsel the Court has considered

and found that

(a) the Settlement has created a fund of $34500000 in cash that is already on

deposit and numerous Class Members who submit or have submitted valid Proof of Claim and

Release forms will benefit from the Settlement created by Lead Counsel

(b) over 47000 copies of the Notice were disseminated to Class Members

indicating that Lead Counsel would move for attorneysrsquo fees in the amount of 25 of the Settlement

Fund and for expenses in an amount not to exceed $600000 and no objections to the fees or

expenses were filed by Class Members

(c) Lead Counsel has pursued the Litigation and achieved the Settlement with

skill perseverance and diligent advocacy

(d) Lead Counsel has expended substantial time and effort pursuing the Litigation

on behalf of the Class

(e) Lead Counsel pursued the Litigation on a contingent basis having received no

compensation during the Litigation and any fee amount has been contingent on the result achieved

(f) the Litigation involves complex factual and legal issues and in the absence of

settlement would involve lengthy proceedings whose resolution would be uncertain

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 3 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 3 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 4 of 5

- 3 -

(g) had Lead Counsel not achieved the Settlement there would remain a

significant risk that the Class may have recovered less or nothing from Defendants

(h) Lead Counsel has devoted over 8500 hours with a lodestar value of

$439142350 to achieve the Settlement

(i) public policy concerns favor the award of reasonable attorneysrsquo fees and

expenses in securities class action litigation and

(j) the attorneysrsquo fees and expenses awarded are fair and reasonable and

consistent with awards in similar cases within the Second Circuit

8 Any appeal or any challenge affecting this Courtrsquos approval regarding the Fee Motion

shall in no way disturb or affect the finality of the Judgment entered with respect to the Settlement

9 Pursuant to 15 USC sect78u-4(a)(4) the Court awards the following amounts to Lead

Plaintiffs for the time they spent directly related to their representation of the Class $39000 to City

of Pontiac General Employeesrsquo Retirement System $86000 to Local 1205 Pension Plan and

$100000 to City of Taylor Police and Fire Retirement System

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this Order shall be

rendered null and void to the extent provided in the Stipulation and shall be vacated in accordance

with the Stipulation

IT IS SO ORDERED

DATED ______________________ ________________________________________THE HONORABLE VALERIE E CAPRONIUNITED STATES DISTRICT JUDGE

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 4 of 4

August 17 2017

___________________________________________ _________E HONORABLE VALEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEERIE E CA

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 4 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 5 of 5

EXHIBIT 2

Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 1 of 10

rus1$$i)Ny I DOCUMENT

ELECTRONICALLY FILED DOC

SOUTHERN DISTRICT OF NEW YORK

UNITED STATES DISTRICT COURT

d a t e b Z l セ e セ d M Z セ セ セ ャ M セ------------------___________ x セ セ セ セ セ セ セ ] ] セ セ セ セ

LAND MEN PARTNERS INC Individually Civil Action No 08-cv-03601-HBshy

and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff FINAL JUDGMENT AND ORDER OF

vs DISMISSAL WITH PREJUDICE

THE BLACKSTONE GROUP LP et aI

Defendants

---------------------------------x

This matter came before the Court for hearing pursuant to the Order Preliminarily Approving

Settlement and Providing for Notice to the Class (Notice Order) dated August 30 2013 on the

unopposed application ofLead Plaintiffs for approval of the Settlement set forth in the Settlement

Agreement dated August 28 2013 (Stipulation) and following a hearing on December 18 2013

Due and adequate notice having been given to the Class as required in said Order and the Court

having considered all papers filed and proceedings had herein and otherwise being fully informed in

the premises and good cause appearing therefor

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Final Judgment incorporates by reference the definitions in the Stipulation and

all terms used herein shall have the same meanings as set forth in the Stipulation unless otherwise

set forth herein

2 This Court has jurisdiction over the subject matter ofthe Action and over all Settling

Parties to the Action including all members of the Class

3 For purposes ofthis Judgment as certified by the Court s August 13 2013 Order the

Class is defined as all Persons who purchased the common units of The Blackstone Group LP

(Blackstone) in Blackstones initial public offering (IPO) or in the open market on the New

- 1 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 1 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 2 of 10

York Stock Exchange between June 21 2007 and March 12 2008 inclusive and who sustained

compensable damages in connection with any such purchase of Blackstone units pursuant to

Sections 11 and 15 of the Securities Act of 1933

Excluded from the Class are (i) the persons who submitted valid and timely requests for

exclusion from the Class who are listed on Exhibit A hereto (ii) Defendants (iii) members of the

immediate family ofeach ofthe Defendants (iv) any Person that acted as an underwriter ofthe IPO

(v) any natural Person who sold Blackstone common units to the public in the IPO or who serves or

served as an officer or director ofBlackstone or as a partner of any predecessor to Blackstone the

members of the immediate families ofany such persons and any entity in which any ofDefendants

have or had a controlling interest and (vi) the legal representatives agents affiliates heirs

successors-in-interest or assigns of any such excluded Person (collectively Excluded Persons)

For the avoidance of doubt the Excluded Persons are excluded from the Class only to the

extent they purchased Blackstone common units in the IPO for their own account and not for or on

behalf of a third-party customer or for resale to customers Further to the extent that any of the

Excluded Persons was a statutory seller who resold the Blackstone common units to a third-party

customer client account fund trust or employee benefit plan that otherwise falls within the Class

or purchased Blackstone common units in a fiduciary capacity or otherwise on behalf ofany thirdshy

party customer client account fund trust or employee benefit plan that falls within the Class the

Excluded Person is excluded from the Class but the third-party customer client account fund trust

or employee benefit plan is not excluded from the Class with respect to such purchases of

Blackstone common units

4 For purposes of this Judgment as certified by the Courts August 132013 Order

Lead Plaintiffs Martin Litwin and Francis Brady are Class Representatives and Lead Counsel

- 2 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 2 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 3 of 10

Robbins Geller Rudman amp Dowd LLP and Brower Piven A Professional Corporation are Class

Counsel

5 Pursuant to Federal Rule of Civil Procedure 23 this Court hereby approves the

Settlement set forth in the Stipulation and finds that the Settlement is in all respects fair reasonable

and adequate to the Class There are no objections to the proposed Settlement

6 Pursuant to Rule 23 of the Federal Rules ofCivil Procedure the Court finds that the

Stipulation and Settlement are fair reasonable and adequate as to each ofthe Settling Parties and

that the Stipulation and Settlement are hereby finally approved in all respects and the Settling

Parties are hereby directed to perform its terms

7 Accordingly the Court authorizes and directs implementation of all the terms and

provisions of the Stipulation as well as the terms and provisions hereof The Court hereby

dismisses as to Defendants the Action and all Released Claims ofthe Class with prejudice without

costs as to any Settling Party except as and to the extent provided in the Stipulation and herein

8 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

shall and each of the Class Members shall be deemed to have and by operation ofthis Judgment

shall have fully finally and forever released relinquished and discharged all Released Claims

against the Released Persons whether or not such Class Member executes and delivers the Proof of

Claim and Release

9 Upon the Effective Date hereof and as provided in the Stipulation each of the

Released Persons shall be deemed to have and by operation of this Judgment shall have fully

finally and forever released relinquished and discharged Lead Plaintiffs each and all of the Class

Members Lead Counsel and Abraham Fruchter amp Twersky LLP from all claims (including without

- 3 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 3 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 4 of 10

limitation Unknown Claims) arising out of relating to or in connection with the institution

prosecution assertion settlement or resolution of the Action

10 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

and each of the Class Members who have not validly opted out of the Class and their respective

predecessors successors agents representatives attorneys and affiliates and the respective heirs

executors administrators successors and assigns of each of them directly or indirectly

individually derivatively representatively or in any other capacity shall be deemed to have and by

operation of the Judgment shall have fully finally and forever released relinquished and

discharged against the Released Persons (whether or not such Class Members execute and deliver

the Proof of Claim and Release forms) any and all Released Claims (including without limitation

Unknown Claims) as well as any claims arising out of relating to or in connection with the

defense settlement or resolution of the Action or the Released Claims

11 Upon the Effective Date Lead Plaintiffs and each of the Class Members who have

not validly opted out of the Class and their respective predecessors successors agents

representatives attorneys and affiliates and the respective heirs executors administrators

successors and assigns of each of them directly or indirectly individually derivatively

representatively or in any other capacity shall be permanently barred and enjoined from the

assertion institution maintenance prosecution or enforcement against any Released Person in any

state or federal court or arbitral forum or in the court of any foreign jurisdiction of any and all

Released Claims (including without limitation Unknown Claims) as well as any claims arising out

of relating to or in connection with the defense settlement or resolution of the Action or the

Released Claims

- 4 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 4 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 5 of 10

12 The Notice ofProposed Settlement ofClass Action (Notice) given to the Class in

accordance with the Notice Order entered on August 30 2013 was the best notice practicable under

the circumstances including the individual notice to all members of the Class who could be

identified through reasonable effort ofthe proceedings and ofthe matters set forth therein including

the proposed Settlement set forth in the Stipulation the proposed Plan of Distribution of the

proceeds ofthe Settlement set forth in the Notice Lead Counsels application for attorneys fees and

reimbursement of expenses and Lead Plaintiffs request for an award of reasonable costs and

expenses relating to their representation of the Class and said Notice and notice procedures fully

satisfied the requirements of Federal Rule of Civil Procedure 23 the Private Securities Litigation

Reform Act of 1995 and the requirements of due process There are no objections to the Notice

andor notice procedures

13 The Court hereby approves the Plan ofDistribution as set forth in the Notice as fair

and equitable The Court directs Lead Counsel to proceed with processing Proofs ofClaim and the

administration of the Settlement pursuant to the terms of the Plan of Distribution and upon

completion ofthe claims processing procedure to present to this Court a proposed final distribution

order for the distribution of the Net Settlement Fund to eligible Class Members as provided in the

Stipulation and the Plan of Distribution There are no objections to the Plan of Distribution

14 The Court hereby awards Lead Counsel attorneys fees equal to 3333 percent of

the Settlement Fund (including interest accrued thereon) and litigation expenses in the amount of

$104700577 with interest to accrue thereon at the same rate and for the same periods as has

accrued by the Settlement Fund from the date ofthis Judgment to the date ofactual payment of said

attorneys fees and expenses to Lead Counsel as provided in the Stipulation The Court finds the

amount of attorneys fees awarded herein are fair and reasonable based on (a) the work performed

- 5 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 5 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 6 of 10

and costs incurred by Lead Counsel (b) the complexity ofthe case (c) the risks undertaken by Lead

Counsel and the contingent nature of their employment (d) the quality of the work performed by

Lead Counsel in this Action and their standing and experience in prosecuting similar class action

securities litigation (e) awards to successful plaintiffs counsel in other similar litigation (f) the

benefits achieved for Class Members through the Settlement and (g) the absence ofany objections

from any Class Members to either the application for an award ofattorneys fees or expenses to Lead

Counsel

15 The Court also fmds that the requested expenses are proper as the expenses incurred

by Lead Counsel including the costs ofexperts were reasonable and necessary in the prosecution of

this Action on behalf of Class Members There are no objections to Lead Counsels application for

reimbursement of their expenses

16 The Court approves payment of$1500000 to Lead Plaintiff Martin Litwin for his

reasonable time and expenses (including lost wages) relating to their representation of the Class

Such payment shall be paid out of the Settlement Fund There are no objections to Lead Plaintiff

Litwins application for reimbursement ofhis costs and expenses

17 All fees and expenses awarded or allowed in this Judgment shall except as otherwise

expressly provided in the Stipulation be paid from the Settlement Fund

18 Lead Counsel may apply from time to time for any fees andor expenses incurred by

them solely in connection with the administration of the Settlement and distribution of the Net

Settlement Fund to Class Members which except as expressly provided in the Stipulation shall be

paid from the Settlement Fund

19 Neither appellate review nor modification ofthe Plan ofDistribution set forth in the

Notice nor any action in regard to the motion by Lead Counsel for attorneys fees andor expenses

- 6 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 6 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 7 of 10

and the award ofcosts and expenses to Lead Plaintiffs shall affect the fmality ofany other portion of

this Judgment nor delay the Effective Date ofthe Stipulation and each shall be considered separate

for the purposes of appellate review of this Judgment

20 Neither the Stipulation nor the Settlement contained therein nor any act performed or

document executed pursuant to or in furtherance of the Stipulation or the Settlement (a) is or may be

deemed to be or may be used as an admission of or evidence of the validity ofany Released Claim

or ofany wrongdoing or liability of the Released Persons or (b) is or may be deemed to be or may

be used as an admission of or evidence of any fault or omission of any of the Defendants or the

Released Persons in any civil criminal or administrative proceeding in any court administrative

agency or other tribunal Defendants andor the Released Persons may file the Stipulation andor

this Judgment from this Action in any other action in which they are parties or that may be brought

against them in order to support a defense claim or counterclaim based on principles of res

judicata collateral estoppel release good faith settlement judgment bar or reduction or any theory

of claim preclusion or issue preclusion or similar defense or counterclaim

21 Without affecting the finality ofthis Judgment in any way this Court hereby retains

continuing exclusive jurisdiction over (a) implementation of this Settlement and any award or

distribution of the Settlement Fund including interest earned thereon (b) disposition of the

Settlement Fund (c) hearing and determining applications for attorneys fees interest and expenses

in the Action (d) payment of taxes by the Settlement Fund (e) all Settling Parties hereto for the

purpose ofconstruing enforcing and administering the Stipulation and (f) any other matters related

to finalizing the Settlement and distribution of proceeds of the Settlement

22 In the event that the Settlement does not become effective in accordance with the

terms of the Stipulation or the Effective Date does not occur or in the event that the Settlement

- 7 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 7 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 8 of 10

Fund or any portion thereof is returned to Defendants then this Judgment shall be rendered null and

void to the extent provided by and in accordance with the Stipulation and shall be vacated and in

such event all orders entered and releases delivered in connection herewith shall be null and void to

the extent provided by and in accordance with the StipUlation

23 Without further order of the Court the Settling Parties may agree to reasonable

extensions of time to carry out any of the provisions of the Stipulation

24 The Court finds that during the course of the Action the Settling Parties and their

respective counsel at all times complied with the requirements of Rule 11 of the Federal Rules of

Civil Procedure

25 The Court directs immediate entry of this Final Judgment by the Clerk ofthe Court

DATED Ok 10 2 TEO aRABLE HAROLD A R JR

UNITED STATES DISTRICT JUDGE

- 8 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 8 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 9 of 10

EXHIBIT A

BLACKSTONE LIST OF EXCLUSIONS

Name

1 lINA HU

2 ESTATE OF ANTHONY J FABEC

3 WILLIAM PATTERSON

4 MARY AN N SHOTWELL

5 RICHARD A LEWIS

6 JOHN MERCADENTE JR

7 DOUGLAS BARHORST

8 PATRICIA G NORMAN

9 ESTATE OF RICHARD A NORMAN

10 ROBERT W DUER

11 ANIBAL MARRERO

12 RUSS D SONNIER

13 MARCUS E ampJOANNE R NORTH

14 SUZANNE EMETAROM

15 WILLIAM W amp FRANCES E MAIN

16 ANTHONY BRIENZA

17 SHU HAO HUANG

18 KENNETH 0 PARRIS

19 DUFF S MCEVERS

20 SHERRIE L FRANTZ

21 DEBBIE CRINK

22 MARK A SUMMERS

23 PAULINE MEYEROWITZ

24 ANDREW WAHL

City

OSHAWA

WILLOUGHBY HILLS

KINGS MOUNTAIN

VIRGILINA

BULLARD

READING

SIDNEY

KEARNEY

KEARNEY

ALTA LOMA

CORAL GABLES

NEW YORK

VICTORIA

WALNUT CREEK

ROBERTS

COLD SPRING HARBOR

SNOHOMISH

ATHENS

LAGUNA NIGUEL

EUGENE

OMAHA

MINNETRISTA

FT LAUDERDALE

SAN FRANCISCO

St Country セ

ON CA lIJ7C6

OH US 44094

NC US 28086

VA US 24598

TX US 75757

PA US 19606

OH US 45365

NE US 68845

NE US 68845

CA US 91701

FL US 33134

NY US 10150

TX US 77905

CA US 94595

MT US 59070

NY US 11724

WA US 98296

GA US 30604

CA US 92677

OR US 97404

NE US 68138

MN US 55364

FL US 33308

CA US 94115

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 9 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 10 of 10

EXHIBIT 3

Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 1 of 4

UNITED STATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

--------_____________________ x

THE BOARD OF TRUSTEES OF THE Civil Action No 09-cv-09333-KBF

OPERA TING ENGINEERS PENSION

TRUST on Behalf of Itself and All Others CLASS ACTION

Similarly Situated [PROPOSES] ORDER A WARDING

Plaintiffs ATTORNEYS FEES EXPENSES AND

CASE CONTRIBUTION A WARD TO LEAD

vs PLAINTIFF

JPMORGAN CHASE BANK NATIONAL

ASSOCIATIOt USDCSDNY

DOCUMENTDefendant

ELECTRONICALLY FILED ---------------- x DOC

DATE f M i l M e M d セ ャ エ i o B B B v エ M R B B G エ M ョ M B G Q G Q Q R P セ Q M S

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 1 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 2 of 4

This matter having come before the Court on November 19 2013 on the motion of Lead

Counsel for an award ofattorneys fees and expenses in the litigation and a case contribution award

to Lead Plaintiff the Court having considered all papers filed and proceedings condueted herein

having found the settlement of this Action to be fair reasonable and adequate and otherwise being

fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by referenee the definitions in the Stipulation of Settlement

dated August 16 2013 and all capitalized terms used but not defined herein shall have the same

meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto ineluding all members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount ofS47702453 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-reeovery method

4 The fees and expenses shall be allocated among Plaintiffs Counsel in a manner

which in Lead Counsels good-faith judgment ret1ects each such counsels contribution to the

institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Lead Counsel subject to the terms conditions and obligations of the

- 1 shy

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 2 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 3 of 4

Stipulation and in particular セ Q R R thereof which terms conditions and obligations are incorporated

herein

6 The Court hereby awards Lead Plaintiff Board ofTrustees of the Operating Engineers

Pension Trust $25000 for its time and expense in representing the Class This case contribution

award shall be paid to Lead Plaintiff on or after the Effective Date subject to the terms conditions

and obligations of the Stipulation and in particular セ R S thereof which terms conditions and

obligations are incorporated herein

IT IS SO ORDERED

THE HONORABLE KATHERINE B FORREST

UNITED STATES DISTRICT JUDGE

- 2

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 3 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 4 of 4

EXHIBIT 4

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 1 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

CITILINE HOLDINGS INC Individually Civil Action No 108-cv-03612-RJS and On Behalf of All Others Similarly Situated (Consolidated)

Plaintiff CLASS ACTION

vs

ISTAR FINANCIAL INC et al

Defendants

x

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

E Albdquo

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 2 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 2 of 3

This matter having come before the Court on April 5 2013 on the motion of Co-Lead

Counsel for an award of attorneys fees and expenses in the Litigation the Court having considered

all papers filed and proceedings conducted herein having found the settlement of this action to be

fair reasonable and adequate and otherwise being fully informed in the premises and good cause

appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 5 2012 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Co-Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount of $23490171 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among Lead Plaintiffs counsel in a manner

which in Co-Lead Counsels good-faith judgment reflects each such counsels contribution to the

institution prosecution and resolution of the Litigation

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 3 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 3 of 3

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Co-Lead Counsel subject to the terms conditions and obligations of the

Stipulation and in particular para62-63 thereof which terms conditions and obligations are

incorporated herein

SO ORDERED

-2-

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 4 of 4

EXHIBIT 5

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 1 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 1 of 4

UNITED ST ATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

In re SANOFI-AVENTIS SECURITIES

LITIGATION

This Document Relates To

ALL ACTIONS

---middotmiddotmiddot-----middot--------x

i

11

middot middot FlLBD I l

JAN 2 2QJ4-~ Civil Action No 107tv-10279-GBD

CLASS ACTION f middot middot

ECFCASE

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND AN

AWARD TO PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

903068_ l

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 2 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 2 of 4

This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 3 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 3 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 25: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

- 16 - 1308528_1

litigation always wins There are numerous instances where in contingent cases such as this one

plaintiffrsquos counsel have expended thousands of hours without receiving any compensation8

Losses in contingent-fee litigations especially those brought under the PSLRA are

exceedingly expensive Lead Counselrsquos assumption of the contingency fee risk strongly supports the

reasonableness of the requested fee See FLAG Telecom 2010 WL 4537550 at 27 (ldquoCourts in the

Second Circuit have recognized that the risk associated with a case undertaken on a contingent fee

basis is an important factor in determining an appropriate fee awardrdquo) In re Marsh ERISA Litig

265 FRD 128 148 (SDNY 2010) (ldquoThere was significant risk of non-payment in this case and

Plaintiffsrsquo Counsel should be rewarded for having borne and successfully overcome that riskrdquo)

b Litigation Risks

While Lead Plaintiff remains confident in its ability to prove its claims and that once the

truth was revealed Class Members suffered legally cognizable losses on their purchases of Gerdau

ADRs during the Class Period it recognizes that its ability to prove liability was far from certain

Rosen Decl parapara33-35 As detailed in the Rosen Declaration and in the Settlement Memorandum

Defendants raised numerous challenges to the materiality scienter and loss causation elements of

8 The risk of no recovery in complex cases of this type is real and is heightened when lead counsel press to achieve the very best result for those they represent There are numerous class actions in which lead counsel expended thousands of hours and yet received no remuneration despite their diligence and expertise See eg Hubbard v BankAtlantic Bancorp Inc 688 F3d 713 725 (11th Cir 2012) (affirming judgment as a matter of law following jury verdict partially in plaintiffsrsquo favor) In re Oracle Corp Sec Litig No C 01-00988-SI 2009 WL 1709050 (ND Cal June 19 2009) affrsquod 627 F3d 376 (9th Cir 2010) (court granted summary judgment for defendants after eight years of litigation after plaintiffsrsquo counsel incurred over $7 million in expenses and worked over 100000 hours representing a lodestar of approximately $40 million) In re JDS Uniphase

Corp Sec Litig No C-02-1486 CW (EDL) 2007 WL 4788556 at 1 (ND Cal Nov 27 2007) (jury verdict for defendants) Robbins v Koger Props 116 F3d 1441 1449 (11th Cir 1997) (jury verdict of $81 million for plaintiffs against an accounting firm reversed on appeal on loss causation grounds and judgment entered for defendant) Anixter v Home-Stake Prod Co 77 F3d 1215 1233 (10th Cir 1996) (Tenth Circuit overturned securities fraud class action jury verdict for plaintiffs in case filed in 1973 and tried in 1988 on basis of 1994 Supreme Court opinion)

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 25 of 34

- 17 - 1308528_1

Lead Plaintiffrsquos claims under the federal securities laws The Individual Defendants also challenged

this Courtrsquos personal jurisdiction over them Obtaining documents and testimony from witnesses in

Brazil would be expensive if possible at all Therefore there was a question whether Lead Plaintiff

would ultimately be able to prove that Defendants who could be sued in this Court acted knowingly

or recklessly made materially false or misleading statements or omissions as required

With respect to proving loss causation Defendants would continue to argue that the declines

in Gerdaursquos ADR price were caused by factors other than Lead Plaintiffrsquos alleged corrective

disclosures Id para369 Defendants would never concede their liability and if their motions to

dismiss were denied would continue to press their defenses at summary judgment and trial Lead

Plaintiff also faced the risk that the Court would deny its motion to certify the Class if the Litigation

reached that stage

c Risk as to Damages

Whether Lead Plaintiff could prove damages also was unsettled Defendants strenuously

disagreed with Lead Plaintiffrsquos damages theories and estimates In order for the Class to recover

damages at the level estimated by Lead Counselrsquos expert it would need to prevail on each and every

one of the claims alleged for the entirety of the Class Period The damage assessments of the

partiesrsquo respective trial experts would be sure to vary substantially and trial would become a ldquobattle

of expertsrdquo The outcome of such battles is never predictable and there existed the very real

possibility that a jury could be swayed by experts for Defendants to minimize the Classrsquo losses or to

show that the losses were attributable to factors other than the alleged misstatements and omissions

Thus even if Lead Plaintiff prevailed as to liability at trial the judgment obtained could well have

been only a fraction of the damages claimed

9 Another litigation risk for Lead Plaintiff was the proper length of the Class Period Id

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 26 of 34

- 18 - 1308528_1

3 The Magnitude and Complexity of the Litigation

The complexity of the litigation is another factor examined by courts evaluating the

reasonableness of attorneysrsquo fees requested by class counsel See Chatelain v Prudential-Bache

Sec 805 F Supp 209 216 (SDNY 1992) It is widely recognized that ldquoshareholder actions are

notoriously complex and difficult to proverdquo See In re Bayer AG Sec Litig No 03 Civ 1546

(WHP) 2008 WL 5336691 at 5 (SDNY Dec 15 2008) see also FLAG Telecom 2010 WL

4537550 at 27 ldquo[S]ecurities actions have become more difficult from a plaintiffrsquos perspective in

the wake of the PSLRArdquo Ikon 194 FRD at 194 see also In re AOL Time Warner Inc Sec amp

ldquoERISArdquo Litig No MDL 1500 2006 WL 903236 at 9 (SDNY Apr 6 2006) (ldquo[T]he legal

requirements for recovery under the securities laws present considerable challenges particularly

with respect to loss causation and the calculation of damages These challenges are exacerbated

where a number of controlling decisions have recently shed new light on the standard for loss

causationrdquo) This case was no exception As described in greater detail in the accompanying

Settlement Memorandum and the Rosen Declaration this Litigation involved a number of difficult

and complex questions concerning liability of foreign defendants and loss causation that would have

required extensive additional efforts by Lead Counsel and further consultation with Brazilian law

tax accounting and economic experts

The trial of liability issues alone would have involved substantial attorney and expert time

the introduction of voluminous documentary and deposition evidence which would require

translation vigorously contested motions and the considerable expenditures of judicial resources

Because this case revolved around ldquodifficult complex hotly disputed and expert-intensive issuesrdquo

this factor favors awarding a 25 fee City of Providence 2014 WL 1883494 at 16

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 27 of 34

- 19 - 1308528_1

4 The Quality of Representation Supports the Requested Fee

The quality of the representation by Lead Counsel is another important factor that supports

the reasonableness of the requested fee Lead Counsel submits that the quality of the representation

here is best evidenced by the quality of the result achieved See Settlement Memorandum at 18-19

see also FLAG Telecom 2010 WL 4537550 at 28 Bisys 2007 WL 2049726 at 3 It took a great

deal of skill to achieve a settlement at this level in this particular case Lead Counsel is a nationally

known leader in the fields of securities class actions and complex litigation This is attributable to

the diligence determination hard work and reputation of counsel who developed litigated and

successfully negotiated the Settlement of this Litigation and a substantial immediate cash recovery in

a very difficult case without the risk of further litigation See Teachersrsquo Ret Sys 2004 WL

1087261 at 6

Finally courts repeatedly recognize that the quality of the opposition faced by plaintiffsrsquo

counsel should also be taken into consideration in assessing the quality of counselrsquos performance

See eg BioScrip 2017 US Dist LEXIS 118881 at 73 (ldquo[O]pposing counsel in this case was

itself highly skilled a factor courts have considered in approving feesrdquo) Marsh ERISA 265 FRD

at 148 (ldquoThe high quality of defense counsel opposing Plaintiffsrsquo efforts further proves the caliber of

representation that was necessary to achieve the Settlementrdquo) Veeco 2007 WL 4115808 at 7

(among the factors supporting a 30 award of attorneysrsquo fees was that defendants were represented

by ldquoone of the countryrsquos largest law firmsrdquo) Here Defendants are represented by lawyers from

Skadden Arps Slate Meagher amp Flom LLP and Kramer Levin Naftalis amp Frankel LLP highly

respected law firms who presented very skilled defenses and spared no effort in representing their

clients Notwithstanding this formidable opposition Lead Counselrsquos ability to present a strong case

and to demonstrate its willingness to continue to vigorously prosecute the Litigation through trial

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 28 of 34

- 20 - 1308528_1

and then inevitable appeals enabled Lead Counsel to achieve a very favorable Settlement for the

benefit of the Class

5 Public Policy Considerations

A strong public policy concern exists for rewarding firms for bringing successful securities

litigation See FLAG Telecom 2010 WL 4537550 at 29 (if the ldquoimportant public policy [of

enforcing the securities laws] is to be carried out the courts should award fees which will adequately

compensate Lead Counsel for the value of their efforts taking into account the enormous risks they

undertookrdquo) Maley 186 F Supp 2d at 373 (ldquoIn considering an award of attorneyrsquos fees the public

policy of vigorously enforcing the federal securities laws must be consideredrdquo) Hicks 2005 WL

2757792 at 9 (ldquolsquoTo make certain that the public is represented by talented and experienced trial

counsel the remuneration should be both fair and rewardingrsquordquo) (citation omitted) Accordingly

public policy favors granting Lead Counselrsquos fee and expense application here

6 The Classrsquo Reaction to the Fee Request to Date Supports the

Requested Fee

To date the Claims Administrator has sent over 36900 copies of the Notice to potential

Class Members and nominees informing them inter alia that Lead Counsel intended to apply to the

Court for an award of attorneysrsquo fees in an amount not to exceed 25 of the total recovery plus

expenses not to exceed $200000 plus interest on both amounts10 The time to object to the fee

request expires on September 29 2017 To date just one week before the objection deadline not a

single objection to the fee and expense amounts set forth in the Notice has been received Such a

ldquolow level of objection is a lsquorare phenomenonrsquordquo In re Rite Aid Corp Sec Litig 396 F3d 294 305

(3d Cir 2005) (citation omitted) Moreover ldquoa significant number of investors in the class were

10 See Declaration of Carole K Sylvester Regarding Notice Dissemination Publication and Requests for Exclusion Received to Date para11 and Ex A (ldquoSylvester Declrdquo) submitted herewith

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 29 of 34

- 21 - 1308528_1

lsquosophisticatedrsquo institutional investors that had considerable financial incentive to object [to the

settlement] had they believed [the settlement was unfair or] the requested fees were excessiverdquo Id

Additionally the Lead Plaintiff supports the fee request See Chicago Police Decl para17 The fact

that no objections were received is compelling evidence of the fairness of the fee request

IV LEAD COUNSELrsquoS EXPENSES WERE REASONABLY INCURRED AND

NECESSARY TO THE PROSECUTION OF THIS LITIGATION

Lead Counsel also respectfully requests an award of $16273405 in expenses incurred while

prosecuting the Litigation Lead Counsel has submitted a declaration regarding these modest

expenses which are properly recovered by counsel See accompanying Robbins Geller Decl See

eg In re China Sunergy Sec Litig No 07 Civ 7895 (DAB) 2011 WL 1899715 at 6 (SDNY

May 13 2011) (in a class action attorneys should be compensated ldquofor reasonable out-of-pocket

expenses incurred and customarily charged to their clients as long as they were lsquoincidental and

necessary to the representationrsquordquo) (citation omitted) FLAG Telecom 2010 WL 4537550 at 30 (ldquoIt

is well accepted that counsel who create a common fund are entitled to the reimbursement of

expenses that they advanced to a classrdquo) In re Indep Energy Holdings PLC Sec Litig 302

F Supp 2d 180 183 n3 (SDNY 2003) (court may compensate class counsel for reasonable

expenses necessary to the representation of the class)

Counselrsquos expenses include the costs of hiring experts and consultants travel mediating the

Classrsquo claims and computerized research A complete breakdown by category of the expenses

incurred is set forth in the Robbins Geller Declaration These expenses were critical to Lead

Plaintiffrsquos success in achieving the Settlement See Global Crossing 225 FRD at 468 (ldquoThe

expenses incurred ndash which include investigative and expert witnesses filing fees service of process

travel legal research and document production and review ndash are the type for which lsquothe paying

armsrsquo length marketrsquo reimburses attorneys [f]or this reason they are properly chargeable to the

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 30 of 34

- 22 - 1308528_1

Settlement fundrdquo) Not a single objection to the expense amount set forth in the Notice has been

received Accordingly Lead Counsel respectfully requests payment for these expenses plus interest

earned on such amount at the same rate as that earned by the Settlement

V LEAD PLAINTIFF SHOULD BE AWARDED ITS REASONABLE TIME

AND EXPENSES UNDER 15 USC sect78u-4(a)(4)

Lead Plaintiff seeks approval for an award of $3765 for the time it spent directly relating to

its representation of the Class The PSLRA specifically provides that an ldquoaward of reasonable costs

and expenses (including lost wages) directly relating to the representation of the classrdquo may be made

to ldquoany representative party serving on behalf of a classrdquo 15 USC sect78u-4(a)(4)

The Lead Plaintiff dedicated time to the Litigation by reviewing significant pleadings and

briefs in the Litigation communicating regularly with Lead Counsel and monitoring the progress of

settlement negotiations See Chicago Police Decl para20 Numerous courts have approved reasonable

awards to compensate lead plaintiffs for the time and effort they spent on behalf of a class See

Kinross Gold 2015 US Dist LEXIS 181932 at 14 (awarding $1680011 to lead plaintiff and

additional named plaintiffs ldquoto compensate them for their reasonable costs and expenses directly

relating to their representation of the Classrdquo) In re Intercept Pharms Inc Sec Litig No 114-cv-

01123-NRB slip op at 1 (SDNY Oct 20 2016) (awarding $527500 and $740125 to lead

plaintiffs ldquodirectly relating to the representation of the Classrdquo) Hicks 2005 WL 2757792 at 10

(ldquoCourts in this Circuit routinely award such costs and expenses both to reimburse the named

plaintiffs for expenses incurred through their involvement with the action and lost wages as well as

to provide an incentive for such plaintiffs to remain involved in the litigation and to incur such

expenses in the first placerdquo)

Lead Plaintiff took an active role with the prosecution of the Litigation These are precisely

the types of activities that courts have found to support awards to class representatives See eg In

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 31 of 34

- 23 - 1308528_1

re Am Intrsquol Grp Inc No 04 Civ 8141 (DAB) 2010 WL 5060697 at 3 (SDNY Dec 2 2010)

(granting PSLRA award of $30000 to institutional lead plaintiffs ldquoto compensate them for the time

and effort they devoted on behalf of a classrdquo) FLAG Telecom 2010 WL 4537550 at 31 (approving

award of $100000 to lead plaintiff for time spent in the litigation) Veeco 2007 WL 4115808 at 12

(characterizing such awards as ldquolsquoroutine[]rsquordquo in this Circuit) (citation omitted)

The Notice sufficiently informed potential Class Members that such expenses would be

sought Sylvester Decl Ex A at 2 The modest request by Lead Plaintiff is supported by

declaration is reasonable and fully justified under the PSLRA and should be granted There have

been no objections to this request

VI CONCLUSION

Based on the foregoing and the entire record herein Lead Counsel respectfully requests that

the Court award attorneysrsquo fees of 25 of the $15 million recovery plus expenses in the amount of

$16273405 plus interest on both amounts and $3765 to Lead Plaintiff

DATED September 22 2017 Respectfully submitted

s Ellen Gusikoff Stewart

Henry Rosen Ellen Gusikoff Stewart Susannah R Conn ROBBINS GELLER RUDMAN amp DOWD LLP 655 West Broadway Suite 1900 San Diego CA 92101 Telephone 619231-1058 619231-7423 (fax) henryrrgrdlawcom ellengrgrdlawcom sconnrgrdlawcom

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 32 of 34

- 24 - 1308528_1

Samuel H Rudman David A Rosenfeld ROBBINS GELLER RUDMAN amp DOWD LLP 58 South Service Road Suite 200 Melville NY 11747 Telephone 631367-7100 631367-1173 (fax) srudmanrgrdlawcom drosenfeldrgrdlawcom

Christopher C Gold ROBBINS GELLER RUDMAN amp DOWD LLP 120 East Palmetto Park Road Suite 500 Boca Raton FL 33432 Telephone 561750-3000 561750-3364 (fax) cgoldrgrdlawcom

Lead Counsel for Plaintiff

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 33 of 34

CERTIFICATE OF SERVICE

I Ellen Gusikoff Stewart hereby certify that on September 22 2017 I caused a true and

correct copy of the attached

Memorandum of Law in Support of Lead Counselrsquos Motion for an Award of Attorneysrsquo Fees and Expenses and Award to Lead Plaintiff Pursuant to 15 USC sect78u-4(a)(4)

to be electronically filed with the Clerk of the Court using the CMECF system which will send

notification of such public filings to all counsel registered to receive such notice

s Ellen Gusikoff Stewart

ELLEN GUSIKOFF STEWART

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 34 of 34

EXHIBIT 1

Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 1 of 5

UNITED STATES DISTRICT COURTSOUTHERN DISTRICT OF NEW YORK

xZUBAIR PATEL Individually and on Behalf of All Others Similarly Situated

Plaintiff

vs

L-3 COMMUNICATIONS HOLDINGS INC et al

Defendants

x

Civil Action No 114-cv-06038-VEC(Consolidated)

CLASS ACTION

REVISED [PROPOSED] ORDER AWARDING ATTORNEYSrsquo FEES AND EXPENSES AND AWARDS TO LEAD PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 1 of 4

81717

USDC SDNY DOCUMENT ELECTRONICALLY FILED DOC DATE FILED

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 1 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 2 of 5

- 1 -

This matter having come before the Court on August 16 2017 on the motion of Lead

Counsel for an award of attorneysrsquo fees and expenses (the ldquoFee Motionrdquo) the Court having

considered all papers filed and proceedings conducted herein having found the Settlement of this

Litigation to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Stipulation of Settlement

dated February 22 2017 (the ldquoStipulationrdquo) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 Notice of Lead Counselrsquos Fee Motion was given to all Class Members who could be

located with reasonable effort The form and method of notifying the Class of the Fee Motion met

the requirements of Rule 23 of the Federal Rules of Civil Procedure and 15 USC sect78u-4(a)(7) the

Securities Exchange Act of 1934 as amended by the Private Securities Litigation Reform Act of

1995 due process and any other applicable law constituted the best notice practicable under the

circumstances and constituted due and sufficient notice to all persons and entities entitled thereto

4 The Court hereby awards Lead Counsel attorneysrsquo fees of 25 of the Settlement

Fund (or $8625000) plus expenses in the amount of $47598074 together with the interest earned

on both amounts for the same time period and at the same rate as that earned on the Settlement Fund

until paid The Court finds that the amount of fees awarded is appropriate and that the amount of

fees awarded is fair and reasonable under the ldquopercentage-of-recoveryrdquo method

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 2 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 2 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 3 of 5

- 2 -

5 The fees and expenses shall be allocated amongst Lead Plaintiffsrsquo Counsel in a

manner that Lead Counsel in good faith believes reflects the contributions of such counsel to the

prosecution and settlement of the Litigation

6 The awarded attorneysrsquo fees and expenses and interest earned thereon shall be paid to

Lead Counsel subject to the terms conditions and obligations of the Stipulation and in particular

para62 thereof which terms conditions and obligations are incorporated herein

7 In making this award of fees and expenses to Lead Counsel the Court has considered

and found that

(a) the Settlement has created a fund of $34500000 in cash that is already on

deposit and numerous Class Members who submit or have submitted valid Proof of Claim and

Release forms will benefit from the Settlement created by Lead Counsel

(b) over 47000 copies of the Notice were disseminated to Class Members

indicating that Lead Counsel would move for attorneysrsquo fees in the amount of 25 of the Settlement

Fund and for expenses in an amount not to exceed $600000 and no objections to the fees or

expenses were filed by Class Members

(c) Lead Counsel has pursued the Litigation and achieved the Settlement with

skill perseverance and diligent advocacy

(d) Lead Counsel has expended substantial time and effort pursuing the Litigation

on behalf of the Class

(e) Lead Counsel pursued the Litigation on a contingent basis having received no

compensation during the Litigation and any fee amount has been contingent on the result achieved

(f) the Litigation involves complex factual and legal issues and in the absence of

settlement would involve lengthy proceedings whose resolution would be uncertain

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 3 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 3 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 4 of 5

- 3 -

(g) had Lead Counsel not achieved the Settlement there would remain a

significant risk that the Class may have recovered less or nothing from Defendants

(h) Lead Counsel has devoted over 8500 hours with a lodestar value of

$439142350 to achieve the Settlement

(i) public policy concerns favor the award of reasonable attorneysrsquo fees and

expenses in securities class action litigation and

(j) the attorneysrsquo fees and expenses awarded are fair and reasonable and

consistent with awards in similar cases within the Second Circuit

8 Any appeal or any challenge affecting this Courtrsquos approval regarding the Fee Motion

shall in no way disturb or affect the finality of the Judgment entered with respect to the Settlement

9 Pursuant to 15 USC sect78u-4(a)(4) the Court awards the following amounts to Lead

Plaintiffs for the time they spent directly related to their representation of the Class $39000 to City

of Pontiac General Employeesrsquo Retirement System $86000 to Local 1205 Pension Plan and

$100000 to City of Taylor Police and Fire Retirement System

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this Order shall be

rendered null and void to the extent provided in the Stipulation and shall be vacated in accordance

with the Stipulation

IT IS SO ORDERED

DATED ______________________ ________________________________________THE HONORABLE VALERIE E CAPRONIUNITED STATES DISTRICT JUDGE

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 4 of 4

August 17 2017

___________________________________________ _________E HONORABLE VALEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEERIE E CA

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 4 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 5 of 5

EXHIBIT 2

Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 1 of 10

rus1$$i)Ny I DOCUMENT

ELECTRONICALLY FILED DOC

SOUTHERN DISTRICT OF NEW YORK

UNITED STATES DISTRICT COURT

d a t e b Z l セ e セ d M Z セ セ セ ャ M セ------------------___________ x セ セ セ セ セ セ セ ] ] セ セ セ セ

LAND MEN PARTNERS INC Individually Civil Action No 08-cv-03601-HBshy

and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff FINAL JUDGMENT AND ORDER OF

vs DISMISSAL WITH PREJUDICE

THE BLACKSTONE GROUP LP et aI

Defendants

---------------------------------x

This matter came before the Court for hearing pursuant to the Order Preliminarily Approving

Settlement and Providing for Notice to the Class (Notice Order) dated August 30 2013 on the

unopposed application ofLead Plaintiffs for approval of the Settlement set forth in the Settlement

Agreement dated August 28 2013 (Stipulation) and following a hearing on December 18 2013

Due and adequate notice having been given to the Class as required in said Order and the Court

having considered all papers filed and proceedings had herein and otherwise being fully informed in

the premises and good cause appearing therefor

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Final Judgment incorporates by reference the definitions in the Stipulation and

all terms used herein shall have the same meanings as set forth in the Stipulation unless otherwise

set forth herein

2 This Court has jurisdiction over the subject matter ofthe Action and over all Settling

Parties to the Action including all members of the Class

3 For purposes ofthis Judgment as certified by the Court s August 13 2013 Order the

Class is defined as all Persons who purchased the common units of The Blackstone Group LP

(Blackstone) in Blackstones initial public offering (IPO) or in the open market on the New

- 1 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 1 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 2 of 10

York Stock Exchange between June 21 2007 and March 12 2008 inclusive and who sustained

compensable damages in connection with any such purchase of Blackstone units pursuant to

Sections 11 and 15 of the Securities Act of 1933

Excluded from the Class are (i) the persons who submitted valid and timely requests for

exclusion from the Class who are listed on Exhibit A hereto (ii) Defendants (iii) members of the

immediate family ofeach ofthe Defendants (iv) any Person that acted as an underwriter ofthe IPO

(v) any natural Person who sold Blackstone common units to the public in the IPO or who serves or

served as an officer or director ofBlackstone or as a partner of any predecessor to Blackstone the

members of the immediate families ofany such persons and any entity in which any ofDefendants

have or had a controlling interest and (vi) the legal representatives agents affiliates heirs

successors-in-interest or assigns of any such excluded Person (collectively Excluded Persons)

For the avoidance of doubt the Excluded Persons are excluded from the Class only to the

extent they purchased Blackstone common units in the IPO for their own account and not for or on

behalf of a third-party customer or for resale to customers Further to the extent that any of the

Excluded Persons was a statutory seller who resold the Blackstone common units to a third-party

customer client account fund trust or employee benefit plan that otherwise falls within the Class

or purchased Blackstone common units in a fiduciary capacity or otherwise on behalf ofany thirdshy

party customer client account fund trust or employee benefit plan that falls within the Class the

Excluded Person is excluded from the Class but the third-party customer client account fund trust

or employee benefit plan is not excluded from the Class with respect to such purchases of

Blackstone common units

4 For purposes of this Judgment as certified by the Courts August 132013 Order

Lead Plaintiffs Martin Litwin and Francis Brady are Class Representatives and Lead Counsel

- 2 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 2 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 3 of 10

Robbins Geller Rudman amp Dowd LLP and Brower Piven A Professional Corporation are Class

Counsel

5 Pursuant to Federal Rule of Civil Procedure 23 this Court hereby approves the

Settlement set forth in the Stipulation and finds that the Settlement is in all respects fair reasonable

and adequate to the Class There are no objections to the proposed Settlement

6 Pursuant to Rule 23 of the Federal Rules ofCivil Procedure the Court finds that the

Stipulation and Settlement are fair reasonable and adequate as to each ofthe Settling Parties and

that the Stipulation and Settlement are hereby finally approved in all respects and the Settling

Parties are hereby directed to perform its terms

7 Accordingly the Court authorizes and directs implementation of all the terms and

provisions of the Stipulation as well as the terms and provisions hereof The Court hereby

dismisses as to Defendants the Action and all Released Claims ofthe Class with prejudice without

costs as to any Settling Party except as and to the extent provided in the Stipulation and herein

8 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

shall and each of the Class Members shall be deemed to have and by operation ofthis Judgment

shall have fully finally and forever released relinquished and discharged all Released Claims

against the Released Persons whether or not such Class Member executes and delivers the Proof of

Claim and Release

9 Upon the Effective Date hereof and as provided in the Stipulation each of the

Released Persons shall be deemed to have and by operation of this Judgment shall have fully

finally and forever released relinquished and discharged Lead Plaintiffs each and all of the Class

Members Lead Counsel and Abraham Fruchter amp Twersky LLP from all claims (including without

- 3 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 3 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 4 of 10

limitation Unknown Claims) arising out of relating to or in connection with the institution

prosecution assertion settlement or resolution of the Action

10 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

and each of the Class Members who have not validly opted out of the Class and their respective

predecessors successors agents representatives attorneys and affiliates and the respective heirs

executors administrators successors and assigns of each of them directly or indirectly

individually derivatively representatively or in any other capacity shall be deemed to have and by

operation of the Judgment shall have fully finally and forever released relinquished and

discharged against the Released Persons (whether or not such Class Members execute and deliver

the Proof of Claim and Release forms) any and all Released Claims (including without limitation

Unknown Claims) as well as any claims arising out of relating to or in connection with the

defense settlement or resolution of the Action or the Released Claims

11 Upon the Effective Date Lead Plaintiffs and each of the Class Members who have

not validly opted out of the Class and their respective predecessors successors agents

representatives attorneys and affiliates and the respective heirs executors administrators

successors and assigns of each of them directly or indirectly individually derivatively

representatively or in any other capacity shall be permanently barred and enjoined from the

assertion institution maintenance prosecution or enforcement against any Released Person in any

state or federal court or arbitral forum or in the court of any foreign jurisdiction of any and all

Released Claims (including without limitation Unknown Claims) as well as any claims arising out

of relating to or in connection with the defense settlement or resolution of the Action or the

Released Claims

- 4 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 4 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 5 of 10

12 The Notice ofProposed Settlement ofClass Action (Notice) given to the Class in

accordance with the Notice Order entered on August 30 2013 was the best notice practicable under

the circumstances including the individual notice to all members of the Class who could be

identified through reasonable effort ofthe proceedings and ofthe matters set forth therein including

the proposed Settlement set forth in the Stipulation the proposed Plan of Distribution of the

proceeds ofthe Settlement set forth in the Notice Lead Counsels application for attorneys fees and

reimbursement of expenses and Lead Plaintiffs request for an award of reasonable costs and

expenses relating to their representation of the Class and said Notice and notice procedures fully

satisfied the requirements of Federal Rule of Civil Procedure 23 the Private Securities Litigation

Reform Act of 1995 and the requirements of due process There are no objections to the Notice

andor notice procedures

13 The Court hereby approves the Plan ofDistribution as set forth in the Notice as fair

and equitable The Court directs Lead Counsel to proceed with processing Proofs ofClaim and the

administration of the Settlement pursuant to the terms of the Plan of Distribution and upon

completion ofthe claims processing procedure to present to this Court a proposed final distribution

order for the distribution of the Net Settlement Fund to eligible Class Members as provided in the

Stipulation and the Plan of Distribution There are no objections to the Plan of Distribution

14 The Court hereby awards Lead Counsel attorneys fees equal to 3333 percent of

the Settlement Fund (including interest accrued thereon) and litigation expenses in the amount of

$104700577 with interest to accrue thereon at the same rate and for the same periods as has

accrued by the Settlement Fund from the date ofthis Judgment to the date ofactual payment of said

attorneys fees and expenses to Lead Counsel as provided in the Stipulation The Court finds the

amount of attorneys fees awarded herein are fair and reasonable based on (a) the work performed

- 5 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 5 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 6 of 10

and costs incurred by Lead Counsel (b) the complexity ofthe case (c) the risks undertaken by Lead

Counsel and the contingent nature of their employment (d) the quality of the work performed by

Lead Counsel in this Action and their standing and experience in prosecuting similar class action

securities litigation (e) awards to successful plaintiffs counsel in other similar litigation (f) the

benefits achieved for Class Members through the Settlement and (g) the absence ofany objections

from any Class Members to either the application for an award ofattorneys fees or expenses to Lead

Counsel

15 The Court also fmds that the requested expenses are proper as the expenses incurred

by Lead Counsel including the costs ofexperts were reasonable and necessary in the prosecution of

this Action on behalf of Class Members There are no objections to Lead Counsels application for

reimbursement of their expenses

16 The Court approves payment of$1500000 to Lead Plaintiff Martin Litwin for his

reasonable time and expenses (including lost wages) relating to their representation of the Class

Such payment shall be paid out of the Settlement Fund There are no objections to Lead Plaintiff

Litwins application for reimbursement ofhis costs and expenses

17 All fees and expenses awarded or allowed in this Judgment shall except as otherwise

expressly provided in the Stipulation be paid from the Settlement Fund

18 Lead Counsel may apply from time to time for any fees andor expenses incurred by

them solely in connection with the administration of the Settlement and distribution of the Net

Settlement Fund to Class Members which except as expressly provided in the Stipulation shall be

paid from the Settlement Fund

19 Neither appellate review nor modification ofthe Plan ofDistribution set forth in the

Notice nor any action in regard to the motion by Lead Counsel for attorneys fees andor expenses

- 6 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 6 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 7 of 10

and the award ofcosts and expenses to Lead Plaintiffs shall affect the fmality ofany other portion of

this Judgment nor delay the Effective Date ofthe Stipulation and each shall be considered separate

for the purposes of appellate review of this Judgment

20 Neither the Stipulation nor the Settlement contained therein nor any act performed or

document executed pursuant to or in furtherance of the Stipulation or the Settlement (a) is or may be

deemed to be or may be used as an admission of or evidence of the validity ofany Released Claim

or ofany wrongdoing or liability of the Released Persons or (b) is or may be deemed to be or may

be used as an admission of or evidence of any fault or omission of any of the Defendants or the

Released Persons in any civil criminal or administrative proceeding in any court administrative

agency or other tribunal Defendants andor the Released Persons may file the Stipulation andor

this Judgment from this Action in any other action in which they are parties or that may be brought

against them in order to support a defense claim or counterclaim based on principles of res

judicata collateral estoppel release good faith settlement judgment bar or reduction or any theory

of claim preclusion or issue preclusion or similar defense or counterclaim

21 Without affecting the finality ofthis Judgment in any way this Court hereby retains

continuing exclusive jurisdiction over (a) implementation of this Settlement and any award or

distribution of the Settlement Fund including interest earned thereon (b) disposition of the

Settlement Fund (c) hearing and determining applications for attorneys fees interest and expenses

in the Action (d) payment of taxes by the Settlement Fund (e) all Settling Parties hereto for the

purpose ofconstruing enforcing and administering the Stipulation and (f) any other matters related

to finalizing the Settlement and distribution of proceeds of the Settlement

22 In the event that the Settlement does not become effective in accordance with the

terms of the Stipulation or the Effective Date does not occur or in the event that the Settlement

- 7 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 7 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 8 of 10

Fund or any portion thereof is returned to Defendants then this Judgment shall be rendered null and

void to the extent provided by and in accordance with the Stipulation and shall be vacated and in

such event all orders entered and releases delivered in connection herewith shall be null and void to

the extent provided by and in accordance with the StipUlation

23 Without further order of the Court the Settling Parties may agree to reasonable

extensions of time to carry out any of the provisions of the Stipulation

24 The Court finds that during the course of the Action the Settling Parties and their

respective counsel at all times complied with the requirements of Rule 11 of the Federal Rules of

Civil Procedure

25 The Court directs immediate entry of this Final Judgment by the Clerk ofthe Court

DATED Ok 10 2 TEO aRABLE HAROLD A R JR

UNITED STATES DISTRICT JUDGE

- 8 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 8 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 9 of 10

EXHIBIT A

BLACKSTONE LIST OF EXCLUSIONS

Name

1 lINA HU

2 ESTATE OF ANTHONY J FABEC

3 WILLIAM PATTERSON

4 MARY AN N SHOTWELL

5 RICHARD A LEWIS

6 JOHN MERCADENTE JR

7 DOUGLAS BARHORST

8 PATRICIA G NORMAN

9 ESTATE OF RICHARD A NORMAN

10 ROBERT W DUER

11 ANIBAL MARRERO

12 RUSS D SONNIER

13 MARCUS E ampJOANNE R NORTH

14 SUZANNE EMETAROM

15 WILLIAM W amp FRANCES E MAIN

16 ANTHONY BRIENZA

17 SHU HAO HUANG

18 KENNETH 0 PARRIS

19 DUFF S MCEVERS

20 SHERRIE L FRANTZ

21 DEBBIE CRINK

22 MARK A SUMMERS

23 PAULINE MEYEROWITZ

24 ANDREW WAHL

City

OSHAWA

WILLOUGHBY HILLS

KINGS MOUNTAIN

VIRGILINA

BULLARD

READING

SIDNEY

KEARNEY

KEARNEY

ALTA LOMA

CORAL GABLES

NEW YORK

VICTORIA

WALNUT CREEK

ROBERTS

COLD SPRING HARBOR

SNOHOMISH

ATHENS

LAGUNA NIGUEL

EUGENE

OMAHA

MINNETRISTA

FT LAUDERDALE

SAN FRANCISCO

St Country セ

ON CA lIJ7C6

OH US 44094

NC US 28086

VA US 24598

TX US 75757

PA US 19606

OH US 45365

NE US 68845

NE US 68845

CA US 91701

FL US 33134

NY US 10150

TX US 77905

CA US 94595

MT US 59070

NY US 11724

WA US 98296

GA US 30604

CA US 92677

OR US 97404

NE US 68138

MN US 55364

FL US 33308

CA US 94115

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 9 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 10 of 10

EXHIBIT 3

Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 1 of 4

UNITED STATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

--------_____________________ x

THE BOARD OF TRUSTEES OF THE Civil Action No 09-cv-09333-KBF

OPERA TING ENGINEERS PENSION

TRUST on Behalf of Itself and All Others CLASS ACTION

Similarly Situated [PROPOSES] ORDER A WARDING

Plaintiffs ATTORNEYS FEES EXPENSES AND

CASE CONTRIBUTION A WARD TO LEAD

vs PLAINTIFF

JPMORGAN CHASE BANK NATIONAL

ASSOCIATIOt USDCSDNY

DOCUMENTDefendant

ELECTRONICALLY FILED ---------------- x DOC

DATE f M i l M e M d セ ャ エ i o B B B v エ M R B B G エ M ョ M B G Q G Q Q R P セ Q M S

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 1 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 2 of 4

This matter having come before the Court on November 19 2013 on the motion of Lead

Counsel for an award ofattorneys fees and expenses in the litigation and a case contribution award

to Lead Plaintiff the Court having considered all papers filed and proceedings condueted herein

having found the settlement of this Action to be fair reasonable and adequate and otherwise being

fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by referenee the definitions in the Stipulation of Settlement

dated August 16 2013 and all capitalized terms used but not defined herein shall have the same

meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto ineluding all members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount ofS47702453 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-reeovery method

4 The fees and expenses shall be allocated among Plaintiffs Counsel in a manner

which in Lead Counsels good-faith judgment ret1ects each such counsels contribution to the

institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Lead Counsel subject to the terms conditions and obligations of the

- 1 shy

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 2 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 3 of 4

Stipulation and in particular セ Q R R thereof which terms conditions and obligations are incorporated

herein

6 The Court hereby awards Lead Plaintiff Board ofTrustees of the Operating Engineers

Pension Trust $25000 for its time and expense in representing the Class This case contribution

award shall be paid to Lead Plaintiff on or after the Effective Date subject to the terms conditions

and obligations of the Stipulation and in particular セ R S thereof which terms conditions and

obligations are incorporated herein

IT IS SO ORDERED

THE HONORABLE KATHERINE B FORREST

UNITED STATES DISTRICT JUDGE

- 2

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 3 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 4 of 4

EXHIBIT 4

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 1 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

CITILINE HOLDINGS INC Individually Civil Action No 108-cv-03612-RJS and On Behalf of All Others Similarly Situated (Consolidated)

Plaintiff CLASS ACTION

vs

ISTAR FINANCIAL INC et al

Defendants

x

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

E Albdquo

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 2 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 2 of 3

This matter having come before the Court on April 5 2013 on the motion of Co-Lead

Counsel for an award of attorneys fees and expenses in the Litigation the Court having considered

all papers filed and proceedings conducted herein having found the settlement of this action to be

fair reasonable and adequate and otherwise being fully informed in the premises and good cause

appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 5 2012 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Co-Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount of $23490171 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among Lead Plaintiffs counsel in a manner

which in Co-Lead Counsels good-faith judgment reflects each such counsels contribution to the

institution prosecution and resolution of the Litigation

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 3 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 3 of 3

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Co-Lead Counsel subject to the terms conditions and obligations of the

Stipulation and in particular para62-63 thereof which terms conditions and obligations are

incorporated herein

SO ORDERED

-2-

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 4 of 4

EXHIBIT 5

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 1 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 1 of 4

UNITED ST ATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

In re SANOFI-AVENTIS SECURITIES

LITIGATION

This Document Relates To

ALL ACTIONS

---middotmiddotmiddot-----middot--------x

i

11

middot middot FlLBD I l

JAN 2 2QJ4-~ Civil Action No 107tv-10279-GBD

CLASS ACTION f middot middot

ECFCASE

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND AN

AWARD TO PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

903068_ l

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 2 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 2 of 4

This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 3 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 3 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 26: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

- 17 - 1308528_1

Lead Plaintiffrsquos claims under the federal securities laws The Individual Defendants also challenged

this Courtrsquos personal jurisdiction over them Obtaining documents and testimony from witnesses in

Brazil would be expensive if possible at all Therefore there was a question whether Lead Plaintiff

would ultimately be able to prove that Defendants who could be sued in this Court acted knowingly

or recklessly made materially false or misleading statements or omissions as required

With respect to proving loss causation Defendants would continue to argue that the declines

in Gerdaursquos ADR price were caused by factors other than Lead Plaintiffrsquos alleged corrective

disclosures Id para369 Defendants would never concede their liability and if their motions to

dismiss were denied would continue to press their defenses at summary judgment and trial Lead

Plaintiff also faced the risk that the Court would deny its motion to certify the Class if the Litigation

reached that stage

c Risk as to Damages

Whether Lead Plaintiff could prove damages also was unsettled Defendants strenuously

disagreed with Lead Plaintiffrsquos damages theories and estimates In order for the Class to recover

damages at the level estimated by Lead Counselrsquos expert it would need to prevail on each and every

one of the claims alleged for the entirety of the Class Period The damage assessments of the

partiesrsquo respective trial experts would be sure to vary substantially and trial would become a ldquobattle

of expertsrdquo The outcome of such battles is never predictable and there existed the very real

possibility that a jury could be swayed by experts for Defendants to minimize the Classrsquo losses or to

show that the losses were attributable to factors other than the alleged misstatements and omissions

Thus even if Lead Plaintiff prevailed as to liability at trial the judgment obtained could well have

been only a fraction of the damages claimed

9 Another litigation risk for Lead Plaintiff was the proper length of the Class Period Id

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 26 of 34

- 18 - 1308528_1

3 The Magnitude and Complexity of the Litigation

The complexity of the litigation is another factor examined by courts evaluating the

reasonableness of attorneysrsquo fees requested by class counsel See Chatelain v Prudential-Bache

Sec 805 F Supp 209 216 (SDNY 1992) It is widely recognized that ldquoshareholder actions are

notoriously complex and difficult to proverdquo See In re Bayer AG Sec Litig No 03 Civ 1546

(WHP) 2008 WL 5336691 at 5 (SDNY Dec 15 2008) see also FLAG Telecom 2010 WL

4537550 at 27 ldquo[S]ecurities actions have become more difficult from a plaintiffrsquos perspective in

the wake of the PSLRArdquo Ikon 194 FRD at 194 see also In re AOL Time Warner Inc Sec amp

ldquoERISArdquo Litig No MDL 1500 2006 WL 903236 at 9 (SDNY Apr 6 2006) (ldquo[T]he legal

requirements for recovery under the securities laws present considerable challenges particularly

with respect to loss causation and the calculation of damages These challenges are exacerbated

where a number of controlling decisions have recently shed new light on the standard for loss

causationrdquo) This case was no exception As described in greater detail in the accompanying

Settlement Memorandum and the Rosen Declaration this Litigation involved a number of difficult

and complex questions concerning liability of foreign defendants and loss causation that would have

required extensive additional efforts by Lead Counsel and further consultation with Brazilian law

tax accounting and economic experts

The trial of liability issues alone would have involved substantial attorney and expert time

the introduction of voluminous documentary and deposition evidence which would require

translation vigorously contested motions and the considerable expenditures of judicial resources

Because this case revolved around ldquodifficult complex hotly disputed and expert-intensive issuesrdquo

this factor favors awarding a 25 fee City of Providence 2014 WL 1883494 at 16

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 27 of 34

- 19 - 1308528_1

4 The Quality of Representation Supports the Requested Fee

The quality of the representation by Lead Counsel is another important factor that supports

the reasonableness of the requested fee Lead Counsel submits that the quality of the representation

here is best evidenced by the quality of the result achieved See Settlement Memorandum at 18-19

see also FLAG Telecom 2010 WL 4537550 at 28 Bisys 2007 WL 2049726 at 3 It took a great

deal of skill to achieve a settlement at this level in this particular case Lead Counsel is a nationally

known leader in the fields of securities class actions and complex litigation This is attributable to

the diligence determination hard work and reputation of counsel who developed litigated and

successfully negotiated the Settlement of this Litigation and a substantial immediate cash recovery in

a very difficult case without the risk of further litigation See Teachersrsquo Ret Sys 2004 WL

1087261 at 6

Finally courts repeatedly recognize that the quality of the opposition faced by plaintiffsrsquo

counsel should also be taken into consideration in assessing the quality of counselrsquos performance

See eg BioScrip 2017 US Dist LEXIS 118881 at 73 (ldquo[O]pposing counsel in this case was

itself highly skilled a factor courts have considered in approving feesrdquo) Marsh ERISA 265 FRD

at 148 (ldquoThe high quality of defense counsel opposing Plaintiffsrsquo efforts further proves the caliber of

representation that was necessary to achieve the Settlementrdquo) Veeco 2007 WL 4115808 at 7

(among the factors supporting a 30 award of attorneysrsquo fees was that defendants were represented

by ldquoone of the countryrsquos largest law firmsrdquo) Here Defendants are represented by lawyers from

Skadden Arps Slate Meagher amp Flom LLP and Kramer Levin Naftalis amp Frankel LLP highly

respected law firms who presented very skilled defenses and spared no effort in representing their

clients Notwithstanding this formidable opposition Lead Counselrsquos ability to present a strong case

and to demonstrate its willingness to continue to vigorously prosecute the Litigation through trial

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 28 of 34

- 20 - 1308528_1

and then inevitable appeals enabled Lead Counsel to achieve a very favorable Settlement for the

benefit of the Class

5 Public Policy Considerations

A strong public policy concern exists for rewarding firms for bringing successful securities

litigation See FLAG Telecom 2010 WL 4537550 at 29 (if the ldquoimportant public policy [of

enforcing the securities laws] is to be carried out the courts should award fees which will adequately

compensate Lead Counsel for the value of their efforts taking into account the enormous risks they

undertookrdquo) Maley 186 F Supp 2d at 373 (ldquoIn considering an award of attorneyrsquos fees the public

policy of vigorously enforcing the federal securities laws must be consideredrdquo) Hicks 2005 WL

2757792 at 9 (ldquolsquoTo make certain that the public is represented by talented and experienced trial

counsel the remuneration should be both fair and rewardingrsquordquo) (citation omitted) Accordingly

public policy favors granting Lead Counselrsquos fee and expense application here

6 The Classrsquo Reaction to the Fee Request to Date Supports the

Requested Fee

To date the Claims Administrator has sent over 36900 copies of the Notice to potential

Class Members and nominees informing them inter alia that Lead Counsel intended to apply to the

Court for an award of attorneysrsquo fees in an amount not to exceed 25 of the total recovery plus

expenses not to exceed $200000 plus interest on both amounts10 The time to object to the fee

request expires on September 29 2017 To date just one week before the objection deadline not a

single objection to the fee and expense amounts set forth in the Notice has been received Such a

ldquolow level of objection is a lsquorare phenomenonrsquordquo In re Rite Aid Corp Sec Litig 396 F3d 294 305

(3d Cir 2005) (citation omitted) Moreover ldquoa significant number of investors in the class were

10 See Declaration of Carole K Sylvester Regarding Notice Dissemination Publication and Requests for Exclusion Received to Date para11 and Ex A (ldquoSylvester Declrdquo) submitted herewith

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 29 of 34

- 21 - 1308528_1

lsquosophisticatedrsquo institutional investors that had considerable financial incentive to object [to the

settlement] had they believed [the settlement was unfair or] the requested fees were excessiverdquo Id

Additionally the Lead Plaintiff supports the fee request See Chicago Police Decl para17 The fact

that no objections were received is compelling evidence of the fairness of the fee request

IV LEAD COUNSELrsquoS EXPENSES WERE REASONABLY INCURRED AND

NECESSARY TO THE PROSECUTION OF THIS LITIGATION

Lead Counsel also respectfully requests an award of $16273405 in expenses incurred while

prosecuting the Litigation Lead Counsel has submitted a declaration regarding these modest

expenses which are properly recovered by counsel See accompanying Robbins Geller Decl See

eg In re China Sunergy Sec Litig No 07 Civ 7895 (DAB) 2011 WL 1899715 at 6 (SDNY

May 13 2011) (in a class action attorneys should be compensated ldquofor reasonable out-of-pocket

expenses incurred and customarily charged to their clients as long as they were lsquoincidental and

necessary to the representationrsquordquo) (citation omitted) FLAG Telecom 2010 WL 4537550 at 30 (ldquoIt

is well accepted that counsel who create a common fund are entitled to the reimbursement of

expenses that they advanced to a classrdquo) In re Indep Energy Holdings PLC Sec Litig 302

F Supp 2d 180 183 n3 (SDNY 2003) (court may compensate class counsel for reasonable

expenses necessary to the representation of the class)

Counselrsquos expenses include the costs of hiring experts and consultants travel mediating the

Classrsquo claims and computerized research A complete breakdown by category of the expenses

incurred is set forth in the Robbins Geller Declaration These expenses were critical to Lead

Plaintiffrsquos success in achieving the Settlement See Global Crossing 225 FRD at 468 (ldquoThe

expenses incurred ndash which include investigative and expert witnesses filing fees service of process

travel legal research and document production and review ndash are the type for which lsquothe paying

armsrsquo length marketrsquo reimburses attorneys [f]or this reason they are properly chargeable to the

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 30 of 34

- 22 - 1308528_1

Settlement fundrdquo) Not a single objection to the expense amount set forth in the Notice has been

received Accordingly Lead Counsel respectfully requests payment for these expenses plus interest

earned on such amount at the same rate as that earned by the Settlement

V LEAD PLAINTIFF SHOULD BE AWARDED ITS REASONABLE TIME

AND EXPENSES UNDER 15 USC sect78u-4(a)(4)

Lead Plaintiff seeks approval for an award of $3765 for the time it spent directly relating to

its representation of the Class The PSLRA specifically provides that an ldquoaward of reasonable costs

and expenses (including lost wages) directly relating to the representation of the classrdquo may be made

to ldquoany representative party serving on behalf of a classrdquo 15 USC sect78u-4(a)(4)

The Lead Plaintiff dedicated time to the Litigation by reviewing significant pleadings and

briefs in the Litigation communicating regularly with Lead Counsel and monitoring the progress of

settlement negotiations See Chicago Police Decl para20 Numerous courts have approved reasonable

awards to compensate lead plaintiffs for the time and effort they spent on behalf of a class See

Kinross Gold 2015 US Dist LEXIS 181932 at 14 (awarding $1680011 to lead plaintiff and

additional named plaintiffs ldquoto compensate them for their reasonable costs and expenses directly

relating to their representation of the Classrdquo) In re Intercept Pharms Inc Sec Litig No 114-cv-

01123-NRB slip op at 1 (SDNY Oct 20 2016) (awarding $527500 and $740125 to lead

plaintiffs ldquodirectly relating to the representation of the Classrdquo) Hicks 2005 WL 2757792 at 10

(ldquoCourts in this Circuit routinely award such costs and expenses both to reimburse the named

plaintiffs for expenses incurred through their involvement with the action and lost wages as well as

to provide an incentive for such plaintiffs to remain involved in the litigation and to incur such

expenses in the first placerdquo)

Lead Plaintiff took an active role with the prosecution of the Litigation These are precisely

the types of activities that courts have found to support awards to class representatives See eg In

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 31 of 34

- 23 - 1308528_1

re Am Intrsquol Grp Inc No 04 Civ 8141 (DAB) 2010 WL 5060697 at 3 (SDNY Dec 2 2010)

(granting PSLRA award of $30000 to institutional lead plaintiffs ldquoto compensate them for the time

and effort they devoted on behalf of a classrdquo) FLAG Telecom 2010 WL 4537550 at 31 (approving

award of $100000 to lead plaintiff for time spent in the litigation) Veeco 2007 WL 4115808 at 12

(characterizing such awards as ldquolsquoroutine[]rsquordquo in this Circuit) (citation omitted)

The Notice sufficiently informed potential Class Members that such expenses would be

sought Sylvester Decl Ex A at 2 The modest request by Lead Plaintiff is supported by

declaration is reasonable and fully justified under the PSLRA and should be granted There have

been no objections to this request

VI CONCLUSION

Based on the foregoing and the entire record herein Lead Counsel respectfully requests that

the Court award attorneysrsquo fees of 25 of the $15 million recovery plus expenses in the amount of

$16273405 plus interest on both amounts and $3765 to Lead Plaintiff

DATED September 22 2017 Respectfully submitted

s Ellen Gusikoff Stewart

Henry Rosen Ellen Gusikoff Stewart Susannah R Conn ROBBINS GELLER RUDMAN amp DOWD LLP 655 West Broadway Suite 1900 San Diego CA 92101 Telephone 619231-1058 619231-7423 (fax) henryrrgrdlawcom ellengrgrdlawcom sconnrgrdlawcom

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 32 of 34

- 24 - 1308528_1

Samuel H Rudman David A Rosenfeld ROBBINS GELLER RUDMAN amp DOWD LLP 58 South Service Road Suite 200 Melville NY 11747 Telephone 631367-7100 631367-1173 (fax) srudmanrgrdlawcom drosenfeldrgrdlawcom

Christopher C Gold ROBBINS GELLER RUDMAN amp DOWD LLP 120 East Palmetto Park Road Suite 500 Boca Raton FL 33432 Telephone 561750-3000 561750-3364 (fax) cgoldrgrdlawcom

Lead Counsel for Plaintiff

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 33 of 34

CERTIFICATE OF SERVICE

I Ellen Gusikoff Stewart hereby certify that on September 22 2017 I caused a true and

correct copy of the attached

Memorandum of Law in Support of Lead Counselrsquos Motion for an Award of Attorneysrsquo Fees and Expenses and Award to Lead Plaintiff Pursuant to 15 USC sect78u-4(a)(4)

to be electronically filed with the Clerk of the Court using the CMECF system which will send

notification of such public filings to all counsel registered to receive such notice

s Ellen Gusikoff Stewart

ELLEN GUSIKOFF STEWART

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 34 of 34

EXHIBIT 1

Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 1 of 5

UNITED STATES DISTRICT COURTSOUTHERN DISTRICT OF NEW YORK

xZUBAIR PATEL Individually and on Behalf of All Others Similarly Situated

Plaintiff

vs

L-3 COMMUNICATIONS HOLDINGS INC et al

Defendants

x

Civil Action No 114-cv-06038-VEC(Consolidated)

CLASS ACTION

REVISED [PROPOSED] ORDER AWARDING ATTORNEYSrsquo FEES AND EXPENSES AND AWARDS TO LEAD PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 1 of 4

81717

USDC SDNY DOCUMENT ELECTRONICALLY FILED DOC DATE FILED

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 1 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 2 of 5

- 1 -

This matter having come before the Court on August 16 2017 on the motion of Lead

Counsel for an award of attorneysrsquo fees and expenses (the ldquoFee Motionrdquo) the Court having

considered all papers filed and proceedings conducted herein having found the Settlement of this

Litigation to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Stipulation of Settlement

dated February 22 2017 (the ldquoStipulationrdquo) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 Notice of Lead Counselrsquos Fee Motion was given to all Class Members who could be

located with reasonable effort The form and method of notifying the Class of the Fee Motion met

the requirements of Rule 23 of the Federal Rules of Civil Procedure and 15 USC sect78u-4(a)(7) the

Securities Exchange Act of 1934 as amended by the Private Securities Litigation Reform Act of

1995 due process and any other applicable law constituted the best notice practicable under the

circumstances and constituted due and sufficient notice to all persons and entities entitled thereto

4 The Court hereby awards Lead Counsel attorneysrsquo fees of 25 of the Settlement

Fund (or $8625000) plus expenses in the amount of $47598074 together with the interest earned

on both amounts for the same time period and at the same rate as that earned on the Settlement Fund

until paid The Court finds that the amount of fees awarded is appropriate and that the amount of

fees awarded is fair and reasonable under the ldquopercentage-of-recoveryrdquo method

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 2 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 2 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 3 of 5

- 2 -

5 The fees and expenses shall be allocated amongst Lead Plaintiffsrsquo Counsel in a

manner that Lead Counsel in good faith believes reflects the contributions of such counsel to the

prosecution and settlement of the Litigation

6 The awarded attorneysrsquo fees and expenses and interest earned thereon shall be paid to

Lead Counsel subject to the terms conditions and obligations of the Stipulation and in particular

para62 thereof which terms conditions and obligations are incorporated herein

7 In making this award of fees and expenses to Lead Counsel the Court has considered

and found that

(a) the Settlement has created a fund of $34500000 in cash that is already on

deposit and numerous Class Members who submit or have submitted valid Proof of Claim and

Release forms will benefit from the Settlement created by Lead Counsel

(b) over 47000 copies of the Notice were disseminated to Class Members

indicating that Lead Counsel would move for attorneysrsquo fees in the amount of 25 of the Settlement

Fund and for expenses in an amount not to exceed $600000 and no objections to the fees or

expenses were filed by Class Members

(c) Lead Counsel has pursued the Litigation and achieved the Settlement with

skill perseverance and diligent advocacy

(d) Lead Counsel has expended substantial time and effort pursuing the Litigation

on behalf of the Class

(e) Lead Counsel pursued the Litigation on a contingent basis having received no

compensation during the Litigation and any fee amount has been contingent on the result achieved

(f) the Litigation involves complex factual and legal issues and in the absence of

settlement would involve lengthy proceedings whose resolution would be uncertain

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 3 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 3 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 4 of 5

- 3 -

(g) had Lead Counsel not achieved the Settlement there would remain a

significant risk that the Class may have recovered less or nothing from Defendants

(h) Lead Counsel has devoted over 8500 hours with a lodestar value of

$439142350 to achieve the Settlement

(i) public policy concerns favor the award of reasonable attorneysrsquo fees and

expenses in securities class action litigation and

(j) the attorneysrsquo fees and expenses awarded are fair and reasonable and

consistent with awards in similar cases within the Second Circuit

8 Any appeal or any challenge affecting this Courtrsquos approval regarding the Fee Motion

shall in no way disturb or affect the finality of the Judgment entered with respect to the Settlement

9 Pursuant to 15 USC sect78u-4(a)(4) the Court awards the following amounts to Lead

Plaintiffs for the time they spent directly related to their representation of the Class $39000 to City

of Pontiac General Employeesrsquo Retirement System $86000 to Local 1205 Pension Plan and

$100000 to City of Taylor Police and Fire Retirement System

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this Order shall be

rendered null and void to the extent provided in the Stipulation and shall be vacated in accordance

with the Stipulation

IT IS SO ORDERED

DATED ______________________ ________________________________________THE HONORABLE VALERIE E CAPRONIUNITED STATES DISTRICT JUDGE

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 4 of 4

August 17 2017

___________________________________________ _________E HONORABLE VALEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEERIE E CA

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 4 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 5 of 5

EXHIBIT 2

Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 1 of 10

rus1$$i)Ny I DOCUMENT

ELECTRONICALLY FILED DOC

SOUTHERN DISTRICT OF NEW YORK

UNITED STATES DISTRICT COURT

d a t e b Z l セ e セ d M Z セ セ セ ャ M セ------------------___________ x セ セ セ セ セ セ セ ] ] セ セ セ セ

LAND MEN PARTNERS INC Individually Civil Action No 08-cv-03601-HBshy

and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff FINAL JUDGMENT AND ORDER OF

vs DISMISSAL WITH PREJUDICE

THE BLACKSTONE GROUP LP et aI

Defendants

---------------------------------x

This matter came before the Court for hearing pursuant to the Order Preliminarily Approving

Settlement and Providing for Notice to the Class (Notice Order) dated August 30 2013 on the

unopposed application ofLead Plaintiffs for approval of the Settlement set forth in the Settlement

Agreement dated August 28 2013 (Stipulation) and following a hearing on December 18 2013

Due and adequate notice having been given to the Class as required in said Order and the Court

having considered all papers filed and proceedings had herein and otherwise being fully informed in

the premises and good cause appearing therefor

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Final Judgment incorporates by reference the definitions in the Stipulation and

all terms used herein shall have the same meanings as set forth in the Stipulation unless otherwise

set forth herein

2 This Court has jurisdiction over the subject matter ofthe Action and over all Settling

Parties to the Action including all members of the Class

3 For purposes ofthis Judgment as certified by the Court s August 13 2013 Order the

Class is defined as all Persons who purchased the common units of The Blackstone Group LP

(Blackstone) in Blackstones initial public offering (IPO) or in the open market on the New

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York Stock Exchange between June 21 2007 and March 12 2008 inclusive and who sustained

compensable damages in connection with any such purchase of Blackstone units pursuant to

Sections 11 and 15 of the Securities Act of 1933

Excluded from the Class are (i) the persons who submitted valid and timely requests for

exclusion from the Class who are listed on Exhibit A hereto (ii) Defendants (iii) members of the

immediate family ofeach ofthe Defendants (iv) any Person that acted as an underwriter ofthe IPO

(v) any natural Person who sold Blackstone common units to the public in the IPO or who serves or

served as an officer or director ofBlackstone or as a partner of any predecessor to Blackstone the

members of the immediate families ofany such persons and any entity in which any ofDefendants

have or had a controlling interest and (vi) the legal representatives agents affiliates heirs

successors-in-interest or assigns of any such excluded Person (collectively Excluded Persons)

For the avoidance of doubt the Excluded Persons are excluded from the Class only to the

extent they purchased Blackstone common units in the IPO for their own account and not for or on

behalf of a third-party customer or for resale to customers Further to the extent that any of the

Excluded Persons was a statutory seller who resold the Blackstone common units to a third-party

customer client account fund trust or employee benefit plan that otherwise falls within the Class

or purchased Blackstone common units in a fiduciary capacity or otherwise on behalf ofany thirdshy

party customer client account fund trust or employee benefit plan that falls within the Class the

Excluded Person is excluded from the Class but the third-party customer client account fund trust

or employee benefit plan is not excluded from the Class with respect to such purchases of

Blackstone common units

4 For purposes of this Judgment as certified by the Courts August 132013 Order

Lead Plaintiffs Martin Litwin and Francis Brady are Class Representatives and Lead Counsel

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Robbins Geller Rudman amp Dowd LLP and Brower Piven A Professional Corporation are Class

Counsel

5 Pursuant to Federal Rule of Civil Procedure 23 this Court hereby approves the

Settlement set forth in the Stipulation and finds that the Settlement is in all respects fair reasonable

and adequate to the Class There are no objections to the proposed Settlement

6 Pursuant to Rule 23 of the Federal Rules ofCivil Procedure the Court finds that the

Stipulation and Settlement are fair reasonable and adequate as to each ofthe Settling Parties and

that the Stipulation and Settlement are hereby finally approved in all respects and the Settling

Parties are hereby directed to perform its terms

7 Accordingly the Court authorizes and directs implementation of all the terms and

provisions of the Stipulation as well as the terms and provisions hereof The Court hereby

dismisses as to Defendants the Action and all Released Claims ofthe Class with prejudice without

costs as to any Settling Party except as and to the extent provided in the Stipulation and herein

8 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

shall and each of the Class Members shall be deemed to have and by operation ofthis Judgment

shall have fully finally and forever released relinquished and discharged all Released Claims

against the Released Persons whether or not such Class Member executes and delivers the Proof of

Claim and Release

9 Upon the Effective Date hereof and as provided in the Stipulation each of the

Released Persons shall be deemed to have and by operation of this Judgment shall have fully

finally and forever released relinquished and discharged Lead Plaintiffs each and all of the Class

Members Lead Counsel and Abraham Fruchter amp Twersky LLP from all claims (including without

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limitation Unknown Claims) arising out of relating to or in connection with the institution

prosecution assertion settlement or resolution of the Action

10 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

and each of the Class Members who have not validly opted out of the Class and their respective

predecessors successors agents representatives attorneys and affiliates and the respective heirs

executors administrators successors and assigns of each of them directly or indirectly

individually derivatively representatively or in any other capacity shall be deemed to have and by

operation of the Judgment shall have fully finally and forever released relinquished and

discharged against the Released Persons (whether or not such Class Members execute and deliver

the Proof of Claim and Release forms) any and all Released Claims (including without limitation

Unknown Claims) as well as any claims arising out of relating to or in connection with the

defense settlement or resolution of the Action or the Released Claims

11 Upon the Effective Date Lead Plaintiffs and each of the Class Members who have

not validly opted out of the Class and their respective predecessors successors agents

representatives attorneys and affiliates and the respective heirs executors administrators

successors and assigns of each of them directly or indirectly individually derivatively

representatively or in any other capacity shall be permanently barred and enjoined from the

assertion institution maintenance prosecution or enforcement against any Released Person in any

state or federal court or arbitral forum or in the court of any foreign jurisdiction of any and all

Released Claims (including without limitation Unknown Claims) as well as any claims arising out

of relating to or in connection with the defense settlement or resolution of the Action or the

Released Claims

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12 The Notice ofProposed Settlement ofClass Action (Notice) given to the Class in

accordance with the Notice Order entered on August 30 2013 was the best notice practicable under

the circumstances including the individual notice to all members of the Class who could be

identified through reasonable effort ofthe proceedings and ofthe matters set forth therein including

the proposed Settlement set forth in the Stipulation the proposed Plan of Distribution of the

proceeds ofthe Settlement set forth in the Notice Lead Counsels application for attorneys fees and

reimbursement of expenses and Lead Plaintiffs request for an award of reasonable costs and

expenses relating to their representation of the Class and said Notice and notice procedures fully

satisfied the requirements of Federal Rule of Civil Procedure 23 the Private Securities Litigation

Reform Act of 1995 and the requirements of due process There are no objections to the Notice

andor notice procedures

13 The Court hereby approves the Plan ofDistribution as set forth in the Notice as fair

and equitable The Court directs Lead Counsel to proceed with processing Proofs ofClaim and the

administration of the Settlement pursuant to the terms of the Plan of Distribution and upon

completion ofthe claims processing procedure to present to this Court a proposed final distribution

order for the distribution of the Net Settlement Fund to eligible Class Members as provided in the

Stipulation and the Plan of Distribution There are no objections to the Plan of Distribution

14 The Court hereby awards Lead Counsel attorneys fees equal to 3333 percent of

the Settlement Fund (including interest accrued thereon) and litigation expenses in the amount of

$104700577 with interest to accrue thereon at the same rate and for the same periods as has

accrued by the Settlement Fund from the date ofthis Judgment to the date ofactual payment of said

attorneys fees and expenses to Lead Counsel as provided in the Stipulation The Court finds the

amount of attorneys fees awarded herein are fair and reasonable based on (a) the work performed

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and costs incurred by Lead Counsel (b) the complexity ofthe case (c) the risks undertaken by Lead

Counsel and the contingent nature of their employment (d) the quality of the work performed by

Lead Counsel in this Action and their standing and experience in prosecuting similar class action

securities litigation (e) awards to successful plaintiffs counsel in other similar litigation (f) the

benefits achieved for Class Members through the Settlement and (g) the absence ofany objections

from any Class Members to either the application for an award ofattorneys fees or expenses to Lead

Counsel

15 The Court also fmds that the requested expenses are proper as the expenses incurred

by Lead Counsel including the costs ofexperts were reasonable and necessary in the prosecution of

this Action on behalf of Class Members There are no objections to Lead Counsels application for

reimbursement of their expenses

16 The Court approves payment of$1500000 to Lead Plaintiff Martin Litwin for his

reasonable time and expenses (including lost wages) relating to their representation of the Class

Such payment shall be paid out of the Settlement Fund There are no objections to Lead Plaintiff

Litwins application for reimbursement ofhis costs and expenses

17 All fees and expenses awarded or allowed in this Judgment shall except as otherwise

expressly provided in the Stipulation be paid from the Settlement Fund

18 Lead Counsel may apply from time to time for any fees andor expenses incurred by

them solely in connection with the administration of the Settlement and distribution of the Net

Settlement Fund to Class Members which except as expressly provided in the Stipulation shall be

paid from the Settlement Fund

19 Neither appellate review nor modification ofthe Plan ofDistribution set forth in the

Notice nor any action in regard to the motion by Lead Counsel for attorneys fees andor expenses

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and the award ofcosts and expenses to Lead Plaintiffs shall affect the fmality ofany other portion of

this Judgment nor delay the Effective Date ofthe Stipulation and each shall be considered separate

for the purposes of appellate review of this Judgment

20 Neither the Stipulation nor the Settlement contained therein nor any act performed or

document executed pursuant to or in furtherance of the Stipulation or the Settlement (a) is or may be

deemed to be or may be used as an admission of or evidence of the validity ofany Released Claim

or ofany wrongdoing or liability of the Released Persons or (b) is or may be deemed to be or may

be used as an admission of or evidence of any fault or omission of any of the Defendants or the

Released Persons in any civil criminal or administrative proceeding in any court administrative

agency or other tribunal Defendants andor the Released Persons may file the Stipulation andor

this Judgment from this Action in any other action in which they are parties or that may be brought

against them in order to support a defense claim or counterclaim based on principles of res

judicata collateral estoppel release good faith settlement judgment bar or reduction or any theory

of claim preclusion or issue preclusion or similar defense or counterclaim

21 Without affecting the finality ofthis Judgment in any way this Court hereby retains

continuing exclusive jurisdiction over (a) implementation of this Settlement and any award or

distribution of the Settlement Fund including interest earned thereon (b) disposition of the

Settlement Fund (c) hearing and determining applications for attorneys fees interest and expenses

in the Action (d) payment of taxes by the Settlement Fund (e) all Settling Parties hereto for the

purpose ofconstruing enforcing and administering the Stipulation and (f) any other matters related

to finalizing the Settlement and distribution of proceeds of the Settlement

22 In the event that the Settlement does not become effective in accordance with the

terms of the Stipulation or the Effective Date does not occur or in the event that the Settlement

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Fund or any portion thereof is returned to Defendants then this Judgment shall be rendered null and

void to the extent provided by and in accordance with the Stipulation and shall be vacated and in

such event all orders entered and releases delivered in connection herewith shall be null and void to

the extent provided by and in accordance with the StipUlation

23 Without further order of the Court the Settling Parties may agree to reasonable

extensions of time to carry out any of the provisions of the Stipulation

24 The Court finds that during the course of the Action the Settling Parties and their

respective counsel at all times complied with the requirements of Rule 11 of the Federal Rules of

Civil Procedure

25 The Court directs immediate entry of this Final Judgment by the Clerk ofthe Court

DATED Ok 10 2 TEO aRABLE HAROLD A R JR

UNITED STATES DISTRICT JUDGE

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EXHIBIT A

BLACKSTONE LIST OF EXCLUSIONS

Name

1 lINA HU

2 ESTATE OF ANTHONY J FABEC

3 WILLIAM PATTERSON

4 MARY AN N SHOTWELL

5 RICHARD A LEWIS

6 JOHN MERCADENTE JR

7 DOUGLAS BARHORST

8 PATRICIA G NORMAN

9 ESTATE OF RICHARD A NORMAN

10 ROBERT W DUER

11 ANIBAL MARRERO

12 RUSS D SONNIER

13 MARCUS E ampJOANNE R NORTH

14 SUZANNE EMETAROM

15 WILLIAM W amp FRANCES E MAIN

16 ANTHONY BRIENZA

17 SHU HAO HUANG

18 KENNETH 0 PARRIS

19 DUFF S MCEVERS

20 SHERRIE L FRANTZ

21 DEBBIE CRINK

22 MARK A SUMMERS

23 PAULINE MEYEROWITZ

24 ANDREW WAHL

City

OSHAWA

WILLOUGHBY HILLS

KINGS MOUNTAIN

VIRGILINA

BULLARD

READING

SIDNEY

KEARNEY

KEARNEY

ALTA LOMA

CORAL GABLES

NEW YORK

VICTORIA

WALNUT CREEK

ROBERTS

COLD SPRING HARBOR

SNOHOMISH

ATHENS

LAGUNA NIGUEL

EUGENE

OMAHA

MINNETRISTA

FT LAUDERDALE

SAN FRANCISCO

St Country セ

ON CA lIJ7C6

OH US 44094

NC US 28086

VA US 24598

TX US 75757

PA US 19606

OH US 45365

NE US 68845

NE US 68845

CA US 91701

FL US 33134

NY US 10150

TX US 77905

CA US 94595

MT US 59070

NY US 11724

WA US 98296

GA US 30604

CA US 92677

OR US 97404

NE US 68138

MN US 55364

FL US 33308

CA US 94115

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 9 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 10 of 10

EXHIBIT 3

Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 1 of 4

UNITED STATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

--------_____________________ x

THE BOARD OF TRUSTEES OF THE Civil Action No 09-cv-09333-KBF

OPERA TING ENGINEERS PENSION

TRUST on Behalf of Itself and All Others CLASS ACTION

Similarly Situated [PROPOSES] ORDER A WARDING

Plaintiffs ATTORNEYS FEES EXPENSES AND

CASE CONTRIBUTION A WARD TO LEAD

vs PLAINTIFF

JPMORGAN CHASE BANK NATIONAL

ASSOCIATIOt USDCSDNY

DOCUMENTDefendant

ELECTRONICALLY FILED ---------------- x DOC

DATE f M i l M e M d セ ャ エ i o B B B v エ M R B B G エ M ョ M B G Q G Q Q R P セ Q M S

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 1 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 2 of 4

This matter having come before the Court on November 19 2013 on the motion of Lead

Counsel for an award ofattorneys fees and expenses in the litigation and a case contribution award

to Lead Plaintiff the Court having considered all papers filed and proceedings condueted herein

having found the settlement of this Action to be fair reasonable and adequate and otherwise being

fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by referenee the definitions in the Stipulation of Settlement

dated August 16 2013 and all capitalized terms used but not defined herein shall have the same

meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto ineluding all members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount ofS47702453 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-reeovery method

4 The fees and expenses shall be allocated among Plaintiffs Counsel in a manner

which in Lead Counsels good-faith judgment ret1ects each such counsels contribution to the

institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Lead Counsel subject to the terms conditions and obligations of the

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Stipulation and in particular セ Q R R thereof which terms conditions and obligations are incorporated

herein

6 The Court hereby awards Lead Plaintiff Board ofTrustees of the Operating Engineers

Pension Trust $25000 for its time and expense in representing the Class This case contribution

award shall be paid to Lead Plaintiff on or after the Effective Date subject to the terms conditions

and obligations of the Stipulation and in particular セ R S thereof which terms conditions and

obligations are incorporated herein

IT IS SO ORDERED

THE HONORABLE KATHERINE B FORREST

UNITED STATES DISTRICT JUDGE

- 2

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EXHIBIT 4

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 1 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

CITILINE HOLDINGS INC Individually Civil Action No 108-cv-03612-RJS and On Behalf of All Others Similarly Situated (Consolidated)

Plaintiff CLASS ACTION

vs

ISTAR FINANCIAL INC et al

Defendants

x

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

E Albdquo

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 2 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 2 of 3

This matter having come before the Court on April 5 2013 on the motion of Co-Lead

Counsel for an award of attorneys fees and expenses in the Litigation the Court having considered

all papers filed and proceedings conducted herein having found the settlement of this action to be

fair reasonable and adequate and otherwise being fully informed in the premises and good cause

appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 5 2012 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Co-Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount of $23490171 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among Lead Plaintiffs counsel in a manner

which in Co-Lead Counsels good-faith judgment reflects each such counsels contribution to the

institution prosecution and resolution of the Litigation

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Case 108-cv-03612-RJS Document 127 Filed 040513 Page 3 of 3

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Co-Lead Counsel subject to the terms conditions and obligations of the

Stipulation and in particular para62-63 thereof which terms conditions and obligations are

incorporated herein

SO ORDERED

-2-

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 4 of 4

EXHIBIT 5

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 1 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 1 of 4

UNITED ST ATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

In re SANOFI-AVENTIS SECURITIES

LITIGATION

This Document Relates To

ALL ACTIONS

---middotmiddotmiddot-----middot--------x

i

11

middot middot FlLBD I l

JAN 2 2QJ4-~ Civil Action No 107tv-10279-GBD

CLASS ACTION f middot middot

ECFCASE

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND AN

AWARD TO PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

903068_ l

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 2 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 2 of 4

This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 3 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

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Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

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Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 27: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

- 18 - 1308528_1

3 The Magnitude and Complexity of the Litigation

The complexity of the litigation is another factor examined by courts evaluating the

reasonableness of attorneysrsquo fees requested by class counsel See Chatelain v Prudential-Bache

Sec 805 F Supp 209 216 (SDNY 1992) It is widely recognized that ldquoshareholder actions are

notoriously complex and difficult to proverdquo See In re Bayer AG Sec Litig No 03 Civ 1546

(WHP) 2008 WL 5336691 at 5 (SDNY Dec 15 2008) see also FLAG Telecom 2010 WL

4537550 at 27 ldquo[S]ecurities actions have become more difficult from a plaintiffrsquos perspective in

the wake of the PSLRArdquo Ikon 194 FRD at 194 see also In re AOL Time Warner Inc Sec amp

ldquoERISArdquo Litig No MDL 1500 2006 WL 903236 at 9 (SDNY Apr 6 2006) (ldquo[T]he legal

requirements for recovery under the securities laws present considerable challenges particularly

with respect to loss causation and the calculation of damages These challenges are exacerbated

where a number of controlling decisions have recently shed new light on the standard for loss

causationrdquo) This case was no exception As described in greater detail in the accompanying

Settlement Memorandum and the Rosen Declaration this Litigation involved a number of difficult

and complex questions concerning liability of foreign defendants and loss causation that would have

required extensive additional efforts by Lead Counsel and further consultation with Brazilian law

tax accounting and economic experts

The trial of liability issues alone would have involved substantial attorney and expert time

the introduction of voluminous documentary and deposition evidence which would require

translation vigorously contested motions and the considerable expenditures of judicial resources

Because this case revolved around ldquodifficult complex hotly disputed and expert-intensive issuesrdquo

this factor favors awarding a 25 fee City of Providence 2014 WL 1883494 at 16

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 27 of 34

- 19 - 1308528_1

4 The Quality of Representation Supports the Requested Fee

The quality of the representation by Lead Counsel is another important factor that supports

the reasonableness of the requested fee Lead Counsel submits that the quality of the representation

here is best evidenced by the quality of the result achieved See Settlement Memorandum at 18-19

see also FLAG Telecom 2010 WL 4537550 at 28 Bisys 2007 WL 2049726 at 3 It took a great

deal of skill to achieve a settlement at this level in this particular case Lead Counsel is a nationally

known leader in the fields of securities class actions and complex litigation This is attributable to

the diligence determination hard work and reputation of counsel who developed litigated and

successfully negotiated the Settlement of this Litigation and a substantial immediate cash recovery in

a very difficult case without the risk of further litigation See Teachersrsquo Ret Sys 2004 WL

1087261 at 6

Finally courts repeatedly recognize that the quality of the opposition faced by plaintiffsrsquo

counsel should also be taken into consideration in assessing the quality of counselrsquos performance

See eg BioScrip 2017 US Dist LEXIS 118881 at 73 (ldquo[O]pposing counsel in this case was

itself highly skilled a factor courts have considered in approving feesrdquo) Marsh ERISA 265 FRD

at 148 (ldquoThe high quality of defense counsel opposing Plaintiffsrsquo efforts further proves the caliber of

representation that was necessary to achieve the Settlementrdquo) Veeco 2007 WL 4115808 at 7

(among the factors supporting a 30 award of attorneysrsquo fees was that defendants were represented

by ldquoone of the countryrsquos largest law firmsrdquo) Here Defendants are represented by lawyers from

Skadden Arps Slate Meagher amp Flom LLP and Kramer Levin Naftalis amp Frankel LLP highly

respected law firms who presented very skilled defenses and spared no effort in representing their

clients Notwithstanding this formidable opposition Lead Counselrsquos ability to present a strong case

and to demonstrate its willingness to continue to vigorously prosecute the Litigation through trial

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 28 of 34

- 20 - 1308528_1

and then inevitable appeals enabled Lead Counsel to achieve a very favorable Settlement for the

benefit of the Class

5 Public Policy Considerations

A strong public policy concern exists for rewarding firms for bringing successful securities

litigation See FLAG Telecom 2010 WL 4537550 at 29 (if the ldquoimportant public policy [of

enforcing the securities laws] is to be carried out the courts should award fees which will adequately

compensate Lead Counsel for the value of their efforts taking into account the enormous risks they

undertookrdquo) Maley 186 F Supp 2d at 373 (ldquoIn considering an award of attorneyrsquos fees the public

policy of vigorously enforcing the federal securities laws must be consideredrdquo) Hicks 2005 WL

2757792 at 9 (ldquolsquoTo make certain that the public is represented by talented and experienced trial

counsel the remuneration should be both fair and rewardingrsquordquo) (citation omitted) Accordingly

public policy favors granting Lead Counselrsquos fee and expense application here

6 The Classrsquo Reaction to the Fee Request to Date Supports the

Requested Fee

To date the Claims Administrator has sent over 36900 copies of the Notice to potential

Class Members and nominees informing them inter alia that Lead Counsel intended to apply to the

Court for an award of attorneysrsquo fees in an amount not to exceed 25 of the total recovery plus

expenses not to exceed $200000 plus interest on both amounts10 The time to object to the fee

request expires on September 29 2017 To date just one week before the objection deadline not a

single objection to the fee and expense amounts set forth in the Notice has been received Such a

ldquolow level of objection is a lsquorare phenomenonrsquordquo In re Rite Aid Corp Sec Litig 396 F3d 294 305

(3d Cir 2005) (citation omitted) Moreover ldquoa significant number of investors in the class were

10 See Declaration of Carole K Sylvester Regarding Notice Dissemination Publication and Requests for Exclusion Received to Date para11 and Ex A (ldquoSylvester Declrdquo) submitted herewith

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 29 of 34

- 21 - 1308528_1

lsquosophisticatedrsquo institutional investors that had considerable financial incentive to object [to the

settlement] had they believed [the settlement was unfair or] the requested fees were excessiverdquo Id

Additionally the Lead Plaintiff supports the fee request See Chicago Police Decl para17 The fact

that no objections were received is compelling evidence of the fairness of the fee request

IV LEAD COUNSELrsquoS EXPENSES WERE REASONABLY INCURRED AND

NECESSARY TO THE PROSECUTION OF THIS LITIGATION

Lead Counsel also respectfully requests an award of $16273405 in expenses incurred while

prosecuting the Litigation Lead Counsel has submitted a declaration regarding these modest

expenses which are properly recovered by counsel See accompanying Robbins Geller Decl See

eg In re China Sunergy Sec Litig No 07 Civ 7895 (DAB) 2011 WL 1899715 at 6 (SDNY

May 13 2011) (in a class action attorneys should be compensated ldquofor reasonable out-of-pocket

expenses incurred and customarily charged to their clients as long as they were lsquoincidental and

necessary to the representationrsquordquo) (citation omitted) FLAG Telecom 2010 WL 4537550 at 30 (ldquoIt

is well accepted that counsel who create a common fund are entitled to the reimbursement of

expenses that they advanced to a classrdquo) In re Indep Energy Holdings PLC Sec Litig 302

F Supp 2d 180 183 n3 (SDNY 2003) (court may compensate class counsel for reasonable

expenses necessary to the representation of the class)

Counselrsquos expenses include the costs of hiring experts and consultants travel mediating the

Classrsquo claims and computerized research A complete breakdown by category of the expenses

incurred is set forth in the Robbins Geller Declaration These expenses were critical to Lead

Plaintiffrsquos success in achieving the Settlement See Global Crossing 225 FRD at 468 (ldquoThe

expenses incurred ndash which include investigative and expert witnesses filing fees service of process

travel legal research and document production and review ndash are the type for which lsquothe paying

armsrsquo length marketrsquo reimburses attorneys [f]or this reason they are properly chargeable to the

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 30 of 34

- 22 - 1308528_1

Settlement fundrdquo) Not a single objection to the expense amount set forth in the Notice has been

received Accordingly Lead Counsel respectfully requests payment for these expenses plus interest

earned on such amount at the same rate as that earned by the Settlement

V LEAD PLAINTIFF SHOULD BE AWARDED ITS REASONABLE TIME

AND EXPENSES UNDER 15 USC sect78u-4(a)(4)

Lead Plaintiff seeks approval for an award of $3765 for the time it spent directly relating to

its representation of the Class The PSLRA specifically provides that an ldquoaward of reasonable costs

and expenses (including lost wages) directly relating to the representation of the classrdquo may be made

to ldquoany representative party serving on behalf of a classrdquo 15 USC sect78u-4(a)(4)

The Lead Plaintiff dedicated time to the Litigation by reviewing significant pleadings and

briefs in the Litigation communicating regularly with Lead Counsel and monitoring the progress of

settlement negotiations See Chicago Police Decl para20 Numerous courts have approved reasonable

awards to compensate lead plaintiffs for the time and effort they spent on behalf of a class See

Kinross Gold 2015 US Dist LEXIS 181932 at 14 (awarding $1680011 to lead plaintiff and

additional named plaintiffs ldquoto compensate them for their reasonable costs and expenses directly

relating to their representation of the Classrdquo) In re Intercept Pharms Inc Sec Litig No 114-cv-

01123-NRB slip op at 1 (SDNY Oct 20 2016) (awarding $527500 and $740125 to lead

plaintiffs ldquodirectly relating to the representation of the Classrdquo) Hicks 2005 WL 2757792 at 10

(ldquoCourts in this Circuit routinely award such costs and expenses both to reimburse the named

plaintiffs for expenses incurred through their involvement with the action and lost wages as well as

to provide an incentive for such plaintiffs to remain involved in the litigation and to incur such

expenses in the first placerdquo)

Lead Plaintiff took an active role with the prosecution of the Litigation These are precisely

the types of activities that courts have found to support awards to class representatives See eg In

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 31 of 34

- 23 - 1308528_1

re Am Intrsquol Grp Inc No 04 Civ 8141 (DAB) 2010 WL 5060697 at 3 (SDNY Dec 2 2010)

(granting PSLRA award of $30000 to institutional lead plaintiffs ldquoto compensate them for the time

and effort they devoted on behalf of a classrdquo) FLAG Telecom 2010 WL 4537550 at 31 (approving

award of $100000 to lead plaintiff for time spent in the litigation) Veeco 2007 WL 4115808 at 12

(characterizing such awards as ldquolsquoroutine[]rsquordquo in this Circuit) (citation omitted)

The Notice sufficiently informed potential Class Members that such expenses would be

sought Sylvester Decl Ex A at 2 The modest request by Lead Plaintiff is supported by

declaration is reasonable and fully justified under the PSLRA and should be granted There have

been no objections to this request

VI CONCLUSION

Based on the foregoing and the entire record herein Lead Counsel respectfully requests that

the Court award attorneysrsquo fees of 25 of the $15 million recovery plus expenses in the amount of

$16273405 plus interest on both amounts and $3765 to Lead Plaintiff

DATED September 22 2017 Respectfully submitted

s Ellen Gusikoff Stewart

Henry Rosen Ellen Gusikoff Stewart Susannah R Conn ROBBINS GELLER RUDMAN amp DOWD LLP 655 West Broadway Suite 1900 San Diego CA 92101 Telephone 619231-1058 619231-7423 (fax) henryrrgrdlawcom ellengrgrdlawcom sconnrgrdlawcom

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 32 of 34

- 24 - 1308528_1

Samuel H Rudman David A Rosenfeld ROBBINS GELLER RUDMAN amp DOWD LLP 58 South Service Road Suite 200 Melville NY 11747 Telephone 631367-7100 631367-1173 (fax) srudmanrgrdlawcom drosenfeldrgrdlawcom

Christopher C Gold ROBBINS GELLER RUDMAN amp DOWD LLP 120 East Palmetto Park Road Suite 500 Boca Raton FL 33432 Telephone 561750-3000 561750-3364 (fax) cgoldrgrdlawcom

Lead Counsel for Plaintiff

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 33 of 34

CERTIFICATE OF SERVICE

I Ellen Gusikoff Stewart hereby certify that on September 22 2017 I caused a true and

correct copy of the attached

Memorandum of Law in Support of Lead Counselrsquos Motion for an Award of Attorneysrsquo Fees and Expenses and Award to Lead Plaintiff Pursuant to 15 USC sect78u-4(a)(4)

to be electronically filed with the Clerk of the Court using the CMECF system which will send

notification of such public filings to all counsel registered to receive such notice

s Ellen Gusikoff Stewart

ELLEN GUSIKOFF STEWART

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 34 of 34

EXHIBIT 1

Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 1 of 5

UNITED STATES DISTRICT COURTSOUTHERN DISTRICT OF NEW YORK

xZUBAIR PATEL Individually and on Behalf of All Others Similarly Situated

Plaintiff

vs

L-3 COMMUNICATIONS HOLDINGS INC et al

Defendants

x

Civil Action No 114-cv-06038-VEC(Consolidated)

CLASS ACTION

REVISED [PROPOSED] ORDER AWARDING ATTORNEYSrsquo FEES AND EXPENSES AND AWARDS TO LEAD PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 1 of 4

81717

USDC SDNY DOCUMENT ELECTRONICALLY FILED DOC DATE FILED

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 1 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 2 of 5

- 1 -

This matter having come before the Court on August 16 2017 on the motion of Lead

Counsel for an award of attorneysrsquo fees and expenses (the ldquoFee Motionrdquo) the Court having

considered all papers filed and proceedings conducted herein having found the Settlement of this

Litigation to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Stipulation of Settlement

dated February 22 2017 (the ldquoStipulationrdquo) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 Notice of Lead Counselrsquos Fee Motion was given to all Class Members who could be

located with reasonable effort The form and method of notifying the Class of the Fee Motion met

the requirements of Rule 23 of the Federal Rules of Civil Procedure and 15 USC sect78u-4(a)(7) the

Securities Exchange Act of 1934 as amended by the Private Securities Litigation Reform Act of

1995 due process and any other applicable law constituted the best notice practicable under the

circumstances and constituted due and sufficient notice to all persons and entities entitled thereto

4 The Court hereby awards Lead Counsel attorneysrsquo fees of 25 of the Settlement

Fund (or $8625000) plus expenses in the amount of $47598074 together with the interest earned

on both amounts for the same time period and at the same rate as that earned on the Settlement Fund

until paid The Court finds that the amount of fees awarded is appropriate and that the amount of

fees awarded is fair and reasonable under the ldquopercentage-of-recoveryrdquo method

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 2 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 2 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 3 of 5

- 2 -

5 The fees and expenses shall be allocated amongst Lead Plaintiffsrsquo Counsel in a

manner that Lead Counsel in good faith believes reflects the contributions of such counsel to the

prosecution and settlement of the Litigation

6 The awarded attorneysrsquo fees and expenses and interest earned thereon shall be paid to

Lead Counsel subject to the terms conditions and obligations of the Stipulation and in particular

para62 thereof which terms conditions and obligations are incorporated herein

7 In making this award of fees and expenses to Lead Counsel the Court has considered

and found that

(a) the Settlement has created a fund of $34500000 in cash that is already on

deposit and numerous Class Members who submit or have submitted valid Proof of Claim and

Release forms will benefit from the Settlement created by Lead Counsel

(b) over 47000 copies of the Notice were disseminated to Class Members

indicating that Lead Counsel would move for attorneysrsquo fees in the amount of 25 of the Settlement

Fund and for expenses in an amount not to exceed $600000 and no objections to the fees or

expenses were filed by Class Members

(c) Lead Counsel has pursued the Litigation and achieved the Settlement with

skill perseverance and diligent advocacy

(d) Lead Counsel has expended substantial time and effort pursuing the Litigation

on behalf of the Class

(e) Lead Counsel pursued the Litigation on a contingent basis having received no

compensation during the Litigation and any fee amount has been contingent on the result achieved

(f) the Litigation involves complex factual and legal issues and in the absence of

settlement would involve lengthy proceedings whose resolution would be uncertain

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 3 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 3 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 4 of 5

- 3 -

(g) had Lead Counsel not achieved the Settlement there would remain a

significant risk that the Class may have recovered less or nothing from Defendants

(h) Lead Counsel has devoted over 8500 hours with a lodestar value of

$439142350 to achieve the Settlement

(i) public policy concerns favor the award of reasonable attorneysrsquo fees and

expenses in securities class action litigation and

(j) the attorneysrsquo fees and expenses awarded are fair and reasonable and

consistent with awards in similar cases within the Second Circuit

8 Any appeal or any challenge affecting this Courtrsquos approval regarding the Fee Motion

shall in no way disturb or affect the finality of the Judgment entered with respect to the Settlement

9 Pursuant to 15 USC sect78u-4(a)(4) the Court awards the following amounts to Lead

Plaintiffs for the time they spent directly related to their representation of the Class $39000 to City

of Pontiac General Employeesrsquo Retirement System $86000 to Local 1205 Pension Plan and

$100000 to City of Taylor Police and Fire Retirement System

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this Order shall be

rendered null and void to the extent provided in the Stipulation and shall be vacated in accordance

with the Stipulation

IT IS SO ORDERED

DATED ______________________ ________________________________________THE HONORABLE VALERIE E CAPRONIUNITED STATES DISTRICT JUDGE

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 4 of 4

August 17 2017

___________________________________________ _________E HONORABLE VALEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEERIE E CA

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 4 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 5 of 5

EXHIBIT 2

Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 1 of 10

rus1$$i)Ny I DOCUMENT

ELECTRONICALLY FILED DOC

SOUTHERN DISTRICT OF NEW YORK

UNITED STATES DISTRICT COURT

d a t e b Z l セ e セ d M Z セ セ セ ャ M セ------------------___________ x セ セ セ セ セ セ セ ] ] セ セ セ セ

LAND MEN PARTNERS INC Individually Civil Action No 08-cv-03601-HBshy

and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff FINAL JUDGMENT AND ORDER OF

vs DISMISSAL WITH PREJUDICE

THE BLACKSTONE GROUP LP et aI

Defendants

---------------------------------x

This matter came before the Court for hearing pursuant to the Order Preliminarily Approving

Settlement and Providing for Notice to the Class (Notice Order) dated August 30 2013 on the

unopposed application ofLead Plaintiffs for approval of the Settlement set forth in the Settlement

Agreement dated August 28 2013 (Stipulation) and following a hearing on December 18 2013

Due and adequate notice having been given to the Class as required in said Order and the Court

having considered all papers filed and proceedings had herein and otherwise being fully informed in

the premises and good cause appearing therefor

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Final Judgment incorporates by reference the definitions in the Stipulation and

all terms used herein shall have the same meanings as set forth in the Stipulation unless otherwise

set forth herein

2 This Court has jurisdiction over the subject matter ofthe Action and over all Settling

Parties to the Action including all members of the Class

3 For purposes ofthis Judgment as certified by the Court s August 13 2013 Order the

Class is defined as all Persons who purchased the common units of The Blackstone Group LP

(Blackstone) in Blackstones initial public offering (IPO) or in the open market on the New

- 1 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 1 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 2 of 10

York Stock Exchange between June 21 2007 and March 12 2008 inclusive and who sustained

compensable damages in connection with any such purchase of Blackstone units pursuant to

Sections 11 and 15 of the Securities Act of 1933

Excluded from the Class are (i) the persons who submitted valid and timely requests for

exclusion from the Class who are listed on Exhibit A hereto (ii) Defendants (iii) members of the

immediate family ofeach ofthe Defendants (iv) any Person that acted as an underwriter ofthe IPO

(v) any natural Person who sold Blackstone common units to the public in the IPO or who serves or

served as an officer or director ofBlackstone or as a partner of any predecessor to Blackstone the

members of the immediate families ofany such persons and any entity in which any ofDefendants

have or had a controlling interest and (vi) the legal representatives agents affiliates heirs

successors-in-interest or assigns of any such excluded Person (collectively Excluded Persons)

For the avoidance of doubt the Excluded Persons are excluded from the Class only to the

extent they purchased Blackstone common units in the IPO for their own account and not for or on

behalf of a third-party customer or for resale to customers Further to the extent that any of the

Excluded Persons was a statutory seller who resold the Blackstone common units to a third-party

customer client account fund trust or employee benefit plan that otherwise falls within the Class

or purchased Blackstone common units in a fiduciary capacity or otherwise on behalf ofany thirdshy

party customer client account fund trust or employee benefit plan that falls within the Class the

Excluded Person is excluded from the Class but the third-party customer client account fund trust

or employee benefit plan is not excluded from the Class with respect to such purchases of

Blackstone common units

4 For purposes of this Judgment as certified by the Courts August 132013 Order

Lead Plaintiffs Martin Litwin and Francis Brady are Class Representatives and Lead Counsel

- 2 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 2 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 3 of 10

Robbins Geller Rudman amp Dowd LLP and Brower Piven A Professional Corporation are Class

Counsel

5 Pursuant to Federal Rule of Civil Procedure 23 this Court hereby approves the

Settlement set forth in the Stipulation and finds that the Settlement is in all respects fair reasonable

and adequate to the Class There are no objections to the proposed Settlement

6 Pursuant to Rule 23 of the Federal Rules ofCivil Procedure the Court finds that the

Stipulation and Settlement are fair reasonable and adequate as to each ofthe Settling Parties and

that the Stipulation and Settlement are hereby finally approved in all respects and the Settling

Parties are hereby directed to perform its terms

7 Accordingly the Court authorizes and directs implementation of all the terms and

provisions of the Stipulation as well as the terms and provisions hereof The Court hereby

dismisses as to Defendants the Action and all Released Claims ofthe Class with prejudice without

costs as to any Settling Party except as and to the extent provided in the Stipulation and herein

8 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

shall and each of the Class Members shall be deemed to have and by operation ofthis Judgment

shall have fully finally and forever released relinquished and discharged all Released Claims

against the Released Persons whether or not such Class Member executes and delivers the Proof of

Claim and Release

9 Upon the Effective Date hereof and as provided in the Stipulation each of the

Released Persons shall be deemed to have and by operation of this Judgment shall have fully

finally and forever released relinquished and discharged Lead Plaintiffs each and all of the Class

Members Lead Counsel and Abraham Fruchter amp Twersky LLP from all claims (including without

- 3 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 3 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 4 of 10

limitation Unknown Claims) arising out of relating to or in connection with the institution

prosecution assertion settlement or resolution of the Action

10 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

and each of the Class Members who have not validly opted out of the Class and their respective

predecessors successors agents representatives attorneys and affiliates and the respective heirs

executors administrators successors and assigns of each of them directly or indirectly

individually derivatively representatively or in any other capacity shall be deemed to have and by

operation of the Judgment shall have fully finally and forever released relinquished and

discharged against the Released Persons (whether or not such Class Members execute and deliver

the Proof of Claim and Release forms) any and all Released Claims (including without limitation

Unknown Claims) as well as any claims arising out of relating to or in connection with the

defense settlement or resolution of the Action or the Released Claims

11 Upon the Effective Date Lead Plaintiffs and each of the Class Members who have

not validly opted out of the Class and their respective predecessors successors agents

representatives attorneys and affiliates and the respective heirs executors administrators

successors and assigns of each of them directly or indirectly individually derivatively

representatively or in any other capacity shall be permanently barred and enjoined from the

assertion institution maintenance prosecution or enforcement against any Released Person in any

state or federal court or arbitral forum or in the court of any foreign jurisdiction of any and all

Released Claims (including without limitation Unknown Claims) as well as any claims arising out

of relating to or in connection with the defense settlement or resolution of the Action or the

Released Claims

- 4 shy

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12 The Notice ofProposed Settlement ofClass Action (Notice) given to the Class in

accordance with the Notice Order entered on August 30 2013 was the best notice practicable under

the circumstances including the individual notice to all members of the Class who could be

identified through reasonable effort ofthe proceedings and ofthe matters set forth therein including

the proposed Settlement set forth in the Stipulation the proposed Plan of Distribution of the

proceeds ofthe Settlement set forth in the Notice Lead Counsels application for attorneys fees and

reimbursement of expenses and Lead Plaintiffs request for an award of reasonable costs and

expenses relating to their representation of the Class and said Notice and notice procedures fully

satisfied the requirements of Federal Rule of Civil Procedure 23 the Private Securities Litigation

Reform Act of 1995 and the requirements of due process There are no objections to the Notice

andor notice procedures

13 The Court hereby approves the Plan ofDistribution as set forth in the Notice as fair

and equitable The Court directs Lead Counsel to proceed with processing Proofs ofClaim and the

administration of the Settlement pursuant to the terms of the Plan of Distribution and upon

completion ofthe claims processing procedure to present to this Court a proposed final distribution

order for the distribution of the Net Settlement Fund to eligible Class Members as provided in the

Stipulation and the Plan of Distribution There are no objections to the Plan of Distribution

14 The Court hereby awards Lead Counsel attorneys fees equal to 3333 percent of

the Settlement Fund (including interest accrued thereon) and litigation expenses in the amount of

$104700577 with interest to accrue thereon at the same rate and for the same periods as has

accrued by the Settlement Fund from the date ofthis Judgment to the date ofactual payment of said

attorneys fees and expenses to Lead Counsel as provided in the Stipulation The Court finds the

amount of attorneys fees awarded herein are fair and reasonable based on (a) the work performed

- 5 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 5 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 6 of 10

and costs incurred by Lead Counsel (b) the complexity ofthe case (c) the risks undertaken by Lead

Counsel and the contingent nature of their employment (d) the quality of the work performed by

Lead Counsel in this Action and their standing and experience in prosecuting similar class action

securities litigation (e) awards to successful plaintiffs counsel in other similar litigation (f) the

benefits achieved for Class Members through the Settlement and (g) the absence ofany objections

from any Class Members to either the application for an award ofattorneys fees or expenses to Lead

Counsel

15 The Court also fmds that the requested expenses are proper as the expenses incurred

by Lead Counsel including the costs ofexperts were reasonable and necessary in the prosecution of

this Action on behalf of Class Members There are no objections to Lead Counsels application for

reimbursement of their expenses

16 The Court approves payment of$1500000 to Lead Plaintiff Martin Litwin for his

reasonable time and expenses (including lost wages) relating to their representation of the Class

Such payment shall be paid out of the Settlement Fund There are no objections to Lead Plaintiff

Litwins application for reimbursement ofhis costs and expenses

17 All fees and expenses awarded or allowed in this Judgment shall except as otherwise

expressly provided in the Stipulation be paid from the Settlement Fund

18 Lead Counsel may apply from time to time for any fees andor expenses incurred by

them solely in connection with the administration of the Settlement and distribution of the Net

Settlement Fund to Class Members which except as expressly provided in the Stipulation shall be

paid from the Settlement Fund

19 Neither appellate review nor modification ofthe Plan ofDistribution set forth in the

Notice nor any action in regard to the motion by Lead Counsel for attorneys fees andor expenses

- 6 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 6 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 7 of 10

and the award ofcosts and expenses to Lead Plaintiffs shall affect the fmality ofany other portion of

this Judgment nor delay the Effective Date ofthe Stipulation and each shall be considered separate

for the purposes of appellate review of this Judgment

20 Neither the Stipulation nor the Settlement contained therein nor any act performed or

document executed pursuant to or in furtherance of the Stipulation or the Settlement (a) is or may be

deemed to be or may be used as an admission of or evidence of the validity ofany Released Claim

or ofany wrongdoing or liability of the Released Persons or (b) is or may be deemed to be or may

be used as an admission of or evidence of any fault or omission of any of the Defendants or the

Released Persons in any civil criminal or administrative proceeding in any court administrative

agency or other tribunal Defendants andor the Released Persons may file the Stipulation andor

this Judgment from this Action in any other action in which they are parties or that may be brought

against them in order to support a defense claim or counterclaim based on principles of res

judicata collateral estoppel release good faith settlement judgment bar or reduction or any theory

of claim preclusion or issue preclusion or similar defense or counterclaim

21 Without affecting the finality ofthis Judgment in any way this Court hereby retains

continuing exclusive jurisdiction over (a) implementation of this Settlement and any award or

distribution of the Settlement Fund including interest earned thereon (b) disposition of the

Settlement Fund (c) hearing and determining applications for attorneys fees interest and expenses

in the Action (d) payment of taxes by the Settlement Fund (e) all Settling Parties hereto for the

purpose ofconstruing enforcing and administering the Stipulation and (f) any other matters related

to finalizing the Settlement and distribution of proceeds of the Settlement

22 In the event that the Settlement does not become effective in accordance with the

terms of the Stipulation or the Effective Date does not occur or in the event that the Settlement

- 7 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 7 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 8 of 10

Fund or any portion thereof is returned to Defendants then this Judgment shall be rendered null and

void to the extent provided by and in accordance with the Stipulation and shall be vacated and in

such event all orders entered and releases delivered in connection herewith shall be null and void to

the extent provided by and in accordance with the StipUlation

23 Without further order of the Court the Settling Parties may agree to reasonable

extensions of time to carry out any of the provisions of the Stipulation

24 The Court finds that during the course of the Action the Settling Parties and their

respective counsel at all times complied with the requirements of Rule 11 of the Federal Rules of

Civil Procedure

25 The Court directs immediate entry of this Final Judgment by the Clerk ofthe Court

DATED Ok 10 2 TEO aRABLE HAROLD A R JR

UNITED STATES DISTRICT JUDGE

- 8 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 8 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 9 of 10

EXHIBIT A

BLACKSTONE LIST OF EXCLUSIONS

Name

1 lINA HU

2 ESTATE OF ANTHONY J FABEC

3 WILLIAM PATTERSON

4 MARY AN N SHOTWELL

5 RICHARD A LEWIS

6 JOHN MERCADENTE JR

7 DOUGLAS BARHORST

8 PATRICIA G NORMAN

9 ESTATE OF RICHARD A NORMAN

10 ROBERT W DUER

11 ANIBAL MARRERO

12 RUSS D SONNIER

13 MARCUS E ampJOANNE R NORTH

14 SUZANNE EMETAROM

15 WILLIAM W amp FRANCES E MAIN

16 ANTHONY BRIENZA

17 SHU HAO HUANG

18 KENNETH 0 PARRIS

19 DUFF S MCEVERS

20 SHERRIE L FRANTZ

21 DEBBIE CRINK

22 MARK A SUMMERS

23 PAULINE MEYEROWITZ

24 ANDREW WAHL

City

OSHAWA

WILLOUGHBY HILLS

KINGS MOUNTAIN

VIRGILINA

BULLARD

READING

SIDNEY

KEARNEY

KEARNEY

ALTA LOMA

CORAL GABLES

NEW YORK

VICTORIA

WALNUT CREEK

ROBERTS

COLD SPRING HARBOR

SNOHOMISH

ATHENS

LAGUNA NIGUEL

EUGENE

OMAHA

MINNETRISTA

FT LAUDERDALE

SAN FRANCISCO

St Country セ

ON CA lIJ7C6

OH US 44094

NC US 28086

VA US 24598

TX US 75757

PA US 19606

OH US 45365

NE US 68845

NE US 68845

CA US 91701

FL US 33134

NY US 10150

TX US 77905

CA US 94595

MT US 59070

NY US 11724

WA US 98296

GA US 30604

CA US 92677

OR US 97404

NE US 68138

MN US 55364

FL US 33308

CA US 94115

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 9 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 10 of 10

EXHIBIT 3

Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 1 of 4

UNITED STATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

--------_____________________ x

THE BOARD OF TRUSTEES OF THE Civil Action No 09-cv-09333-KBF

OPERA TING ENGINEERS PENSION

TRUST on Behalf of Itself and All Others CLASS ACTION

Similarly Situated [PROPOSES] ORDER A WARDING

Plaintiffs ATTORNEYS FEES EXPENSES AND

CASE CONTRIBUTION A WARD TO LEAD

vs PLAINTIFF

JPMORGAN CHASE BANK NATIONAL

ASSOCIATIOt USDCSDNY

DOCUMENTDefendant

ELECTRONICALLY FILED ---------------- x DOC

DATE f M i l M e M d セ ャ エ i o B B B v エ M R B B G エ M ョ M B G Q G Q Q R P セ Q M S

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 1 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 2 of 4

This matter having come before the Court on November 19 2013 on the motion of Lead

Counsel for an award ofattorneys fees and expenses in the litigation and a case contribution award

to Lead Plaintiff the Court having considered all papers filed and proceedings condueted herein

having found the settlement of this Action to be fair reasonable and adequate and otherwise being

fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by referenee the definitions in the Stipulation of Settlement

dated August 16 2013 and all capitalized terms used but not defined herein shall have the same

meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto ineluding all members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount ofS47702453 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-reeovery method

4 The fees and expenses shall be allocated among Plaintiffs Counsel in a manner

which in Lead Counsels good-faith judgment ret1ects each such counsels contribution to the

institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Lead Counsel subject to the terms conditions and obligations of the

- 1 shy

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 2 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 3 of 4

Stipulation and in particular セ Q R R thereof which terms conditions and obligations are incorporated

herein

6 The Court hereby awards Lead Plaintiff Board ofTrustees of the Operating Engineers

Pension Trust $25000 for its time and expense in representing the Class This case contribution

award shall be paid to Lead Plaintiff on or after the Effective Date subject to the terms conditions

and obligations of the Stipulation and in particular セ R S thereof which terms conditions and

obligations are incorporated herein

IT IS SO ORDERED

THE HONORABLE KATHERINE B FORREST

UNITED STATES DISTRICT JUDGE

- 2

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 3 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 4 of 4

EXHIBIT 4

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 1 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

CITILINE HOLDINGS INC Individually Civil Action No 108-cv-03612-RJS and On Behalf of All Others Similarly Situated (Consolidated)

Plaintiff CLASS ACTION

vs

ISTAR FINANCIAL INC et al

Defendants

x

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

E Albdquo

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 2 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 2 of 3

This matter having come before the Court on April 5 2013 on the motion of Co-Lead

Counsel for an award of attorneys fees and expenses in the Litigation the Court having considered

all papers filed and proceedings conducted herein having found the settlement of this action to be

fair reasonable and adequate and otherwise being fully informed in the premises and good cause

appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 5 2012 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Co-Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount of $23490171 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among Lead Plaintiffs counsel in a manner

which in Co-Lead Counsels good-faith judgment reflects each such counsels contribution to the

institution prosecution and resolution of the Litigation

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 3 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 3 of 3

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Co-Lead Counsel subject to the terms conditions and obligations of the

Stipulation and in particular para62-63 thereof which terms conditions and obligations are

incorporated herein

SO ORDERED

-2-

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 4 of 4

EXHIBIT 5

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 1 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 1 of 4

UNITED ST ATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

In re SANOFI-AVENTIS SECURITIES

LITIGATION

This Document Relates To

ALL ACTIONS

---middotmiddotmiddot-----middot--------x

i

11

middot middot FlLBD I l

JAN 2 2QJ4-~ Civil Action No 107tv-10279-GBD

CLASS ACTION f middot middot

ECFCASE

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND AN

AWARD TO PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

903068_ l

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 2 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 2 of 4

This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 3 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 3 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 28: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

- 19 - 1308528_1

4 The Quality of Representation Supports the Requested Fee

The quality of the representation by Lead Counsel is another important factor that supports

the reasonableness of the requested fee Lead Counsel submits that the quality of the representation

here is best evidenced by the quality of the result achieved See Settlement Memorandum at 18-19

see also FLAG Telecom 2010 WL 4537550 at 28 Bisys 2007 WL 2049726 at 3 It took a great

deal of skill to achieve a settlement at this level in this particular case Lead Counsel is a nationally

known leader in the fields of securities class actions and complex litigation This is attributable to

the diligence determination hard work and reputation of counsel who developed litigated and

successfully negotiated the Settlement of this Litigation and a substantial immediate cash recovery in

a very difficult case without the risk of further litigation See Teachersrsquo Ret Sys 2004 WL

1087261 at 6

Finally courts repeatedly recognize that the quality of the opposition faced by plaintiffsrsquo

counsel should also be taken into consideration in assessing the quality of counselrsquos performance

See eg BioScrip 2017 US Dist LEXIS 118881 at 73 (ldquo[O]pposing counsel in this case was

itself highly skilled a factor courts have considered in approving feesrdquo) Marsh ERISA 265 FRD

at 148 (ldquoThe high quality of defense counsel opposing Plaintiffsrsquo efforts further proves the caliber of

representation that was necessary to achieve the Settlementrdquo) Veeco 2007 WL 4115808 at 7

(among the factors supporting a 30 award of attorneysrsquo fees was that defendants were represented

by ldquoone of the countryrsquos largest law firmsrdquo) Here Defendants are represented by lawyers from

Skadden Arps Slate Meagher amp Flom LLP and Kramer Levin Naftalis amp Frankel LLP highly

respected law firms who presented very skilled defenses and spared no effort in representing their

clients Notwithstanding this formidable opposition Lead Counselrsquos ability to present a strong case

and to demonstrate its willingness to continue to vigorously prosecute the Litigation through trial

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 28 of 34

- 20 - 1308528_1

and then inevitable appeals enabled Lead Counsel to achieve a very favorable Settlement for the

benefit of the Class

5 Public Policy Considerations

A strong public policy concern exists for rewarding firms for bringing successful securities

litigation See FLAG Telecom 2010 WL 4537550 at 29 (if the ldquoimportant public policy [of

enforcing the securities laws] is to be carried out the courts should award fees which will adequately

compensate Lead Counsel for the value of their efforts taking into account the enormous risks they

undertookrdquo) Maley 186 F Supp 2d at 373 (ldquoIn considering an award of attorneyrsquos fees the public

policy of vigorously enforcing the federal securities laws must be consideredrdquo) Hicks 2005 WL

2757792 at 9 (ldquolsquoTo make certain that the public is represented by talented and experienced trial

counsel the remuneration should be both fair and rewardingrsquordquo) (citation omitted) Accordingly

public policy favors granting Lead Counselrsquos fee and expense application here

6 The Classrsquo Reaction to the Fee Request to Date Supports the

Requested Fee

To date the Claims Administrator has sent over 36900 copies of the Notice to potential

Class Members and nominees informing them inter alia that Lead Counsel intended to apply to the

Court for an award of attorneysrsquo fees in an amount not to exceed 25 of the total recovery plus

expenses not to exceed $200000 plus interest on both amounts10 The time to object to the fee

request expires on September 29 2017 To date just one week before the objection deadline not a

single objection to the fee and expense amounts set forth in the Notice has been received Such a

ldquolow level of objection is a lsquorare phenomenonrsquordquo In re Rite Aid Corp Sec Litig 396 F3d 294 305

(3d Cir 2005) (citation omitted) Moreover ldquoa significant number of investors in the class were

10 See Declaration of Carole K Sylvester Regarding Notice Dissemination Publication and Requests for Exclusion Received to Date para11 and Ex A (ldquoSylvester Declrdquo) submitted herewith

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 29 of 34

- 21 - 1308528_1

lsquosophisticatedrsquo institutional investors that had considerable financial incentive to object [to the

settlement] had they believed [the settlement was unfair or] the requested fees were excessiverdquo Id

Additionally the Lead Plaintiff supports the fee request See Chicago Police Decl para17 The fact

that no objections were received is compelling evidence of the fairness of the fee request

IV LEAD COUNSELrsquoS EXPENSES WERE REASONABLY INCURRED AND

NECESSARY TO THE PROSECUTION OF THIS LITIGATION

Lead Counsel also respectfully requests an award of $16273405 in expenses incurred while

prosecuting the Litigation Lead Counsel has submitted a declaration regarding these modest

expenses which are properly recovered by counsel See accompanying Robbins Geller Decl See

eg In re China Sunergy Sec Litig No 07 Civ 7895 (DAB) 2011 WL 1899715 at 6 (SDNY

May 13 2011) (in a class action attorneys should be compensated ldquofor reasonable out-of-pocket

expenses incurred and customarily charged to their clients as long as they were lsquoincidental and

necessary to the representationrsquordquo) (citation omitted) FLAG Telecom 2010 WL 4537550 at 30 (ldquoIt

is well accepted that counsel who create a common fund are entitled to the reimbursement of

expenses that they advanced to a classrdquo) In re Indep Energy Holdings PLC Sec Litig 302

F Supp 2d 180 183 n3 (SDNY 2003) (court may compensate class counsel for reasonable

expenses necessary to the representation of the class)

Counselrsquos expenses include the costs of hiring experts and consultants travel mediating the

Classrsquo claims and computerized research A complete breakdown by category of the expenses

incurred is set forth in the Robbins Geller Declaration These expenses were critical to Lead

Plaintiffrsquos success in achieving the Settlement See Global Crossing 225 FRD at 468 (ldquoThe

expenses incurred ndash which include investigative and expert witnesses filing fees service of process

travel legal research and document production and review ndash are the type for which lsquothe paying

armsrsquo length marketrsquo reimburses attorneys [f]or this reason they are properly chargeable to the

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 30 of 34

- 22 - 1308528_1

Settlement fundrdquo) Not a single objection to the expense amount set forth in the Notice has been

received Accordingly Lead Counsel respectfully requests payment for these expenses plus interest

earned on such amount at the same rate as that earned by the Settlement

V LEAD PLAINTIFF SHOULD BE AWARDED ITS REASONABLE TIME

AND EXPENSES UNDER 15 USC sect78u-4(a)(4)

Lead Plaintiff seeks approval for an award of $3765 for the time it spent directly relating to

its representation of the Class The PSLRA specifically provides that an ldquoaward of reasonable costs

and expenses (including lost wages) directly relating to the representation of the classrdquo may be made

to ldquoany representative party serving on behalf of a classrdquo 15 USC sect78u-4(a)(4)

The Lead Plaintiff dedicated time to the Litigation by reviewing significant pleadings and

briefs in the Litigation communicating regularly with Lead Counsel and monitoring the progress of

settlement negotiations See Chicago Police Decl para20 Numerous courts have approved reasonable

awards to compensate lead plaintiffs for the time and effort they spent on behalf of a class See

Kinross Gold 2015 US Dist LEXIS 181932 at 14 (awarding $1680011 to lead plaintiff and

additional named plaintiffs ldquoto compensate them for their reasonable costs and expenses directly

relating to their representation of the Classrdquo) In re Intercept Pharms Inc Sec Litig No 114-cv-

01123-NRB slip op at 1 (SDNY Oct 20 2016) (awarding $527500 and $740125 to lead

plaintiffs ldquodirectly relating to the representation of the Classrdquo) Hicks 2005 WL 2757792 at 10

(ldquoCourts in this Circuit routinely award such costs and expenses both to reimburse the named

plaintiffs for expenses incurred through their involvement with the action and lost wages as well as

to provide an incentive for such plaintiffs to remain involved in the litigation and to incur such

expenses in the first placerdquo)

Lead Plaintiff took an active role with the prosecution of the Litigation These are precisely

the types of activities that courts have found to support awards to class representatives See eg In

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 31 of 34

- 23 - 1308528_1

re Am Intrsquol Grp Inc No 04 Civ 8141 (DAB) 2010 WL 5060697 at 3 (SDNY Dec 2 2010)

(granting PSLRA award of $30000 to institutional lead plaintiffs ldquoto compensate them for the time

and effort they devoted on behalf of a classrdquo) FLAG Telecom 2010 WL 4537550 at 31 (approving

award of $100000 to lead plaintiff for time spent in the litigation) Veeco 2007 WL 4115808 at 12

(characterizing such awards as ldquolsquoroutine[]rsquordquo in this Circuit) (citation omitted)

The Notice sufficiently informed potential Class Members that such expenses would be

sought Sylvester Decl Ex A at 2 The modest request by Lead Plaintiff is supported by

declaration is reasonable and fully justified under the PSLRA and should be granted There have

been no objections to this request

VI CONCLUSION

Based on the foregoing and the entire record herein Lead Counsel respectfully requests that

the Court award attorneysrsquo fees of 25 of the $15 million recovery plus expenses in the amount of

$16273405 plus interest on both amounts and $3765 to Lead Plaintiff

DATED September 22 2017 Respectfully submitted

s Ellen Gusikoff Stewart

Henry Rosen Ellen Gusikoff Stewart Susannah R Conn ROBBINS GELLER RUDMAN amp DOWD LLP 655 West Broadway Suite 1900 San Diego CA 92101 Telephone 619231-1058 619231-7423 (fax) henryrrgrdlawcom ellengrgrdlawcom sconnrgrdlawcom

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 32 of 34

- 24 - 1308528_1

Samuel H Rudman David A Rosenfeld ROBBINS GELLER RUDMAN amp DOWD LLP 58 South Service Road Suite 200 Melville NY 11747 Telephone 631367-7100 631367-1173 (fax) srudmanrgrdlawcom drosenfeldrgrdlawcom

Christopher C Gold ROBBINS GELLER RUDMAN amp DOWD LLP 120 East Palmetto Park Road Suite 500 Boca Raton FL 33432 Telephone 561750-3000 561750-3364 (fax) cgoldrgrdlawcom

Lead Counsel for Plaintiff

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 33 of 34

CERTIFICATE OF SERVICE

I Ellen Gusikoff Stewart hereby certify that on September 22 2017 I caused a true and

correct copy of the attached

Memorandum of Law in Support of Lead Counselrsquos Motion for an Award of Attorneysrsquo Fees and Expenses and Award to Lead Plaintiff Pursuant to 15 USC sect78u-4(a)(4)

to be electronically filed with the Clerk of the Court using the CMECF system which will send

notification of such public filings to all counsel registered to receive such notice

s Ellen Gusikoff Stewart

ELLEN GUSIKOFF STEWART

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 34 of 34

EXHIBIT 1

Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 1 of 5

UNITED STATES DISTRICT COURTSOUTHERN DISTRICT OF NEW YORK

xZUBAIR PATEL Individually and on Behalf of All Others Similarly Situated

Plaintiff

vs

L-3 COMMUNICATIONS HOLDINGS INC et al

Defendants

x

Civil Action No 114-cv-06038-VEC(Consolidated)

CLASS ACTION

REVISED [PROPOSED] ORDER AWARDING ATTORNEYSrsquo FEES AND EXPENSES AND AWARDS TO LEAD PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 1 of 4

81717

USDC SDNY DOCUMENT ELECTRONICALLY FILED DOC DATE FILED

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 1 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 2 of 5

- 1 -

This matter having come before the Court on August 16 2017 on the motion of Lead

Counsel for an award of attorneysrsquo fees and expenses (the ldquoFee Motionrdquo) the Court having

considered all papers filed and proceedings conducted herein having found the Settlement of this

Litigation to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Stipulation of Settlement

dated February 22 2017 (the ldquoStipulationrdquo) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 Notice of Lead Counselrsquos Fee Motion was given to all Class Members who could be

located with reasonable effort The form and method of notifying the Class of the Fee Motion met

the requirements of Rule 23 of the Federal Rules of Civil Procedure and 15 USC sect78u-4(a)(7) the

Securities Exchange Act of 1934 as amended by the Private Securities Litigation Reform Act of

1995 due process and any other applicable law constituted the best notice practicable under the

circumstances and constituted due and sufficient notice to all persons and entities entitled thereto

4 The Court hereby awards Lead Counsel attorneysrsquo fees of 25 of the Settlement

Fund (or $8625000) plus expenses in the amount of $47598074 together with the interest earned

on both amounts for the same time period and at the same rate as that earned on the Settlement Fund

until paid The Court finds that the amount of fees awarded is appropriate and that the amount of

fees awarded is fair and reasonable under the ldquopercentage-of-recoveryrdquo method

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 2 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 2 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 3 of 5

- 2 -

5 The fees and expenses shall be allocated amongst Lead Plaintiffsrsquo Counsel in a

manner that Lead Counsel in good faith believes reflects the contributions of such counsel to the

prosecution and settlement of the Litigation

6 The awarded attorneysrsquo fees and expenses and interest earned thereon shall be paid to

Lead Counsel subject to the terms conditions and obligations of the Stipulation and in particular

para62 thereof which terms conditions and obligations are incorporated herein

7 In making this award of fees and expenses to Lead Counsel the Court has considered

and found that

(a) the Settlement has created a fund of $34500000 in cash that is already on

deposit and numerous Class Members who submit or have submitted valid Proof of Claim and

Release forms will benefit from the Settlement created by Lead Counsel

(b) over 47000 copies of the Notice were disseminated to Class Members

indicating that Lead Counsel would move for attorneysrsquo fees in the amount of 25 of the Settlement

Fund and for expenses in an amount not to exceed $600000 and no objections to the fees or

expenses were filed by Class Members

(c) Lead Counsel has pursued the Litigation and achieved the Settlement with

skill perseverance and diligent advocacy

(d) Lead Counsel has expended substantial time and effort pursuing the Litigation

on behalf of the Class

(e) Lead Counsel pursued the Litigation on a contingent basis having received no

compensation during the Litigation and any fee amount has been contingent on the result achieved

(f) the Litigation involves complex factual and legal issues and in the absence of

settlement would involve lengthy proceedings whose resolution would be uncertain

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 3 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 3 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 4 of 5

- 3 -

(g) had Lead Counsel not achieved the Settlement there would remain a

significant risk that the Class may have recovered less or nothing from Defendants

(h) Lead Counsel has devoted over 8500 hours with a lodestar value of

$439142350 to achieve the Settlement

(i) public policy concerns favor the award of reasonable attorneysrsquo fees and

expenses in securities class action litigation and

(j) the attorneysrsquo fees and expenses awarded are fair and reasonable and

consistent with awards in similar cases within the Second Circuit

8 Any appeal or any challenge affecting this Courtrsquos approval regarding the Fee Motion

shall in no way disturb or affect the finality of the Judgment entered with respect to the Settlement

9 Pursuant to 15 USC sect78u-4(a)(4) the Court awards the following amounts to Lead

Plaintiffs for the time they spent directly related to their representation of the Class $39000 to City

of Pontiac General Employeesrsquo Retirement System $86000 to Local 1205 Pension Plan and

$100000 to City of Taylor Police and Fire Retirement System

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this Order shall be

rendered null and void to the extent provided in the Stipulation and shall be vacated in accordance

with the Stipulation

IT IS SO ORDERED

DATED ______________________ ________________________________________THE HONORABLE VALERIE E CAPRONIUNITED STATES DISTRICT JUDGE

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 4 of 4

August 17 2017

___________________________________________ _________E HONORABLE VALEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEERIE E CA

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 4 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 5 of 5

EXHIBIT 2

Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 1 of 10

rus1$$i)Ny I DOCUMENT

ELECTRONICALLY FILED DOC

SOUTHERN DISTRICT OF NEW YORK

UNITED STATES DISTRICT COURT

d a t e b Z l セ e セ d M Z セ セ セ ャ M セ------------------___________ x セ セ セ セ セ セ セ ] ] セ セ セ セ

LAND MEN PARTNERS INC Individually Civil Action No 08-cv-03601-HBshy

and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff FINAL JUDGMENT AND ORDER OF

vs DISMISSAL WITH PREJUDICE

THE BLACKSTONE GROUP LP et aI

Defendants

---------------------------------x

This matter came before the Court for hearing pursuant to the Order Preliminarily Approving

Settlement and Providing for Notice to the Class (Notice Order) dated August 30 2013 on the

unopposed application ofLead Plaintiffs for approval of the Settlement set forth in the Settlement

Agreement dated August 28 2013 (Stipulation) and following a hearing on December 18 2013

Due and adequate notice having been given to the Class as required in said Order and the Court

having considered all papers filed and proceedings had herein and otherwise being fully informed in

the premises and good cause appearing therefor

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Final Judgment incorporates by reference the definitions in the Stipulation and

all terms used herein shall have the same meanings as set forth in the Stipulation unless otherwise

set forth herein

2 This Court has jurisdiction over the subject matter ofthe Action and over all Settling

Parties to the Action including all members of the Class

3 For purposes ofthis Judgment as certified by the Court s August 13 2013 Order the

Class is defined as all Persons who purchased the common units of The Blackstone Group LP

(Blackstone) in Blackstones initial public offering (IPO) or in the open market on the New

- 1 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 1 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 2 of 10

York Stock Exchange between June 21 2007 and March 12 2008 inclusive and who sustained

compensable damages in connection with any such purchase of Blackstone units pursuant to

Sections 11 and 15 of the Securities Act of 1933

Excluded from the Class are (i) the persons who submitted valid and timely requests for

exclusion from the Class who are listed on Exhibit A hereto (ii) Defendants (iii) members of the

immediate family ofeach ofthe Defendants (iv) any Person that acted as an underwriter ofthe IPO

(v) any natural Person who sold Blackstone common units to the public in the IPO or who serves or

served as an officer or director ofBlackstone or as a partner of any predecessor to Blackstone the

members of the immediate families ofany such persons and any entity in which any ofDefendants

have or had a controlling interest and (vi) the legal representatives agents affiliates heirs

successors-in-interest or assigns of any such excluded Person (collectively Excluded Persons)

For the avoidance of doubt the Excluded Persons are excluded from the Class only to the

extent they purchased Blackstone common units in the IPO for their own account and not for or on

behalf of a third-party customer or for resale to customers Further to the extent that any of the

Excluded Persons was a statutory seller who resold the Blackstone common units to a third-party

customer client account fund trust or employee benefit plan that otherwise falls within the Class

or purchased Blackstone common units in a fiduciary capacity or otherwise on behalf ofany thirdshy

party customer client account fund trust or employee benefit plan that falls within the Class the

Excluded Person is excluded from the Class but the third-party customer client account fund trust

or employee benefit plan is not excluded from the Class with respect to such purchases of

Blackstone common units

4 For purposes of this Judgment as certified by the Courts August 132013 Order

Lead Plaintiffs Martin Litwin and Francis Brady are Class Representatives and Lead Counsel

- 2 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 2 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 3 of 10

Robbins Geller Rudman amp Dowd LLP and Brower Piven A Professional Corporation are Class

Counsel

5 Pursuant to Federal Rule of Civil Procedure 23 this Court hereby approves the

Settlement set forth in the Stipulation and finds that the Settlement is in all respects fair reasonable

and adequate to the Class There are no objections to the proposed Settlement

6 Pursuant to Rule 23 of the Federal Rules ofCivil Procedure the Court finds that the

Stipulation and Settlement are fair reasonable and adequate as to each ofthe Settling Parties and

that the Stipulation and Settlement are hereby finally approved in all respects and the Settling

Parties are hereby directed to perform its terms

7 Accordingly the Court authorizes and directs implementation of all the terms and

provisions of the Stipulation as well as the terms and provisions hereof The Court hereby

dismisses as to Defendants the Action and all Released Claims ofthe Class with prejudice without

costs as to any Settling Party except as and to the extent provided in the Stipulation and herein

8 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

shall and each of the Class Members shall be deemed to have and by operation ofthis Judgment

shall have fully finally and forever released relinquished and discharged all Released Claims

against the Released Persons whether or not such Class Member executes and delivers the Proof of

Claim and Release

9 Upon the Effective Date hereof and as provided in the Stipulation each of the

Released Persons shall be deemed to have and by operation of this Judgment shall have fully

finally and forever released relinquished and discharged Lead Plaintiffs each and all of the Class

Members Lead Counsel and Abraham Fruchter amp Twersky LLP from all claims (including without

- 3 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 3 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 4 of 10

limitation Unknown Claims) arising out of relating to or in connection with the institution

prosecution assertion settlement or resolution of the Action

10 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

and each of the Class Members who have not validly opted out of the Class and their respective

predecessors successors agents representatives attorneys and affiliates and the respective heirs

executors administrators successors and assigns of each of them directly or indirectly

individually derivatively representatively or in any other capacity shall be deemed to have and by

operation of the Judgment shall have fully finally and forever released relinquished and

discharged against the Released Persons (whether or not such Class Members execute and deliver

the Proof of Claim and Release forms) any and all Released Claims (including without limitation

Unknown Claims) as well as any claims arising out of relating to or in connection with the

defense settlement or resolution of the Action or the Released Claims

11 Upon the Effective Date Lead Plaintiffs and each of the Class Members who have

not validly opted out of the Class and their respective predecessors successors agents

representatives attorneys and affiliates and the respective heirs executors administrators

successors and assigns of each of them directly or indirectly individually derivatively

representatively or in any other capacity shall be permanently barred and enjoined from the

assertion institution maintenance prosecution or enforcement against any Released Person in any

state or federal court or arbitral forum or in the court of any foreign jurisdiction of any and all

Released Claims (including without limitation Unknown Claims) as well as any claims arising out

of relating to or in connection with the defense settlement or resolution of the Action or the

Released Claims

- 4 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 4 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 5 of 10

12 The Notice ofProposed Settlement ofClass Action (Notice) given to the Class in

accordance with the Notice Order entered on August 30 2013 was the best notice practicable under

the circumstances including the individual notice to all members of the Class who could be

identified through reasonable effort ofthe proceedings and ofthe matters set forth therein including

the proposed Settlement set forth in the Stipulation the proposed Plan of Distribution of the

proceeds ofthe Settlement set forth in the Notice Lead Counsels application for attorneys fees and

reimbursement of expenses and Lead Plaintiffs request for an award of reasonable costs and

expenses relating to their representation of the Class and said Notice and notice procedures fully

satisfied the requirements of Federal Rule of Civil Procedure 23 the Private Securities Litigation

Reform Act of 1995 and the requirements of due process There are no objections to the Notice

andor notice procedures

13 The Court hereby approves the Plan ofDistribution as set forth in the Notice as fair

and equitable The Court directs Lead Counsel to proceed with processing Proofs ofClaim and the

administration of the Settlement pursuant to the terms of the Plan of Distribution and upon

completion ofthe claims processing procedure to present to this Court a proposed final distribution

order for the distribution of the Net Settlement Fund to eligible Class Members as provided in the

Stipulation and the Plan of Distribution There are no objections to the Plan of Distribution

14 The Court hereby awards Lead Counsel attorneys fees equal to 3333 percent of

the Settlement Fund (including interest accrued thereon) and litigation expenses in the amount of

$104700577 with interest to accrue thereon at the same rate and for the same periods as has

accrued by the Settlement Fund from the date ofthis Judgment to the date ofactual payment of said

attorneys fees and expenses to Lead Counsel as provided in the Stipulation The Court finds the

amount of attorneys fees awarded herein are fair and reasonable based on (a) the work performed

- 5 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 5 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 6 of 10

and costs incurred by Lead Counsel (b) the complexity ofthe case (c) the risks undertaken by Lead

Counsel and the contingent nature of their employment (d) the quality of the work performed by

Lead Counsel in this Action and their standing and experience in prosecuting similar class action

securities litigation (e) awards to successful plaintiffs counsel in other similar litigation (f) the

benefits achieved for Class Members through the Settlement and (g) the absence ofany objections

from any Class Members to either the application for an award ofattorneys fees or expenses to Lead

Counsel

15 The Court also fmds that the requested expenses are proper as the expenses incurred

by Lead Counsel including the costs ofexperts were reasonable and necessary in the prosecution of

this Action on behalf of Class Members There are no objections to Lead Counsels application for

reimbursement of their expenses

16 The Court approves payment of$1500000 to Lead Plaintiff Martin Litwin for his

reasonable time and expenses (including lost wages) relating to their representation of the Class

Such payment shall be paid out of the Settlement Fund There are no objections to Lead Plaintiff

Litwins application for reimbursement ofhis costs and expenses

17 All fees and expenses awarded or allowed in this Judgment shall except as otherwise

expressly provided in the Stipulation be paid from the Settlement Fund

18 Lead Counsel may apply from time to time for any fees andor expenses incurred by

them solely in connection with the administration of the Settlement and distribution of the Net

Settlement Fund to Class Members which except as expressly provided in the Stipulation shall be

paid from the Settlement Fund

19 Neither appellate review nor modification ofthe Plan ofDistribution set forth in the

Notice nor any action in regard to the motion by Lead Counsel for attorneys fees andor expenses

- 6 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 6 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 7 of 10

and the award ofcosts and expenses to Lead Plaintiffs shall affect the fmality ofany other portion of

this Judgment nor delay the Effective Date ofthe Stipulation and each shall be considered separate

for the purposes of appellate review of this Judgment

20 Neither the Stipulation nor the Settlement contained therein nor any act performed or

document executed pursuant to or in furtherance of the Stipulation or the Settlement (a) is or may be

deemed to be or may be used as an admission of or evidence of the validity ofany Released Claim

or ofany wrongdoing or liability of the Released Persons or (b) is or may be deemed to be or may

be used as an admission of or evidence of any fault or omission of any of the Defendants or the

Released Persons in any civil criminal or administrative proceeding in any court administrative

agency or other tribunal Defendants andor the Released Persons may file the Stipulation andor

this Judgment from this Action in any other action in which they are parties or that may be brought

against them in order to support a defense claim or counterclaim based on principles of res

judicata collateral estoppel release good faith settlement judgment bar or reduction or any theory

of claim preclusion or issue preclusion or similar defense or counterclaim

21 Without affecting the finality ofthis Judgment in any way this Court hereby retains

continuing exclusive jurisdiction over (a) implementation of this Settlement and any award or

distribution of the Settlement Fund including interest earned thereon (b) disposition of the

Settlement Fund (c) hearing and determining applications for attorneys fees interest and expenses

in the Action (d) payment of taxes by the Settlement Fund (e) all Settling Parties hereto for the

purpose ofconstruing enforcing and administering the Stipulation and (f) any other matters related

to finalizing the Settlement and distribution of proceeds of the Settlement

22 In the event that the Settlement does not become effective in accordance with the

terms of the Stipulation or the Effective Date does not occur or in the event that the Settlement

- 7 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 7 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 8 of 10

Fund or any portion thereof is returned to Defendants then this Judgment shall be rendered null and

void to the extent provided by and in accordance with the Stipulation and shall be vacated and in

such event all orders entered and releases delivered in connection herewith shall be null and void to

the extent provided by and in accordance with the StipUlation

23 Without further order of the Court the Settling Parties may agree to reasonable

extensions of time to carry out any of the provisions of the Stipulation

24 The Court finds that during the course of the Action the Settling Parties and their

respective counsel at all times complied with the requirements of Rule 11 of the Federal Rules of

Civil Procedure

25 The Court directs immediate entry of this Final Judgment by the Clerk ofthe Court

DATED Ok 10 2 TEO aRABLE HAROLD A R JR

UNITED STATES DISTRICT JUDGE

- 8 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 8 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 9 of 10

EXHIBIT A

BLACKSTONE LIST OF EXCLUSIONS

Name

1 lINA HU

2 ESTATE OF ANTHONY J FABEC

3 WILLIAM PATTERSON

4 MARY AN N SHOTWELL

5 RICHARD A LEWIS

6 JOHN MERCADENTE JR

7 DOUGLAS BARHORST

8 PATRICIA G NORMAN

9 ESTATE OF RICHARD A NORMAN

10 ROBERT W DUER

11 ANIBAL MARRERO

12 RUSS D SONNIER

13 MARCUS E ampJOANNE R NORTH

14 SUZANNE EMETAROM

15 WILLIAM W amp FRANCES E MAIN

16 ANTHONY BRIENZA

17 SHU HAO HUANG

18 KENNETH 0 PARRIS

19 DUFF S MCEVERS

20 SHERRIE L FRANTZ

21 DEBBIE CRINK

22 MARK A SUMMERS

23 PAULINE MEYEROWITZ

24 ANDREW WAHL

City

OSHAWA

WILLOUGHBY HILLS

KINGS MOUNTAIN

VIRGILINA

BULLARD

READING

SIDNEY

KEARNEY

KEARNEY

ALTA LOMA

CORAL GABLES

NEW YORK

VICTORIA

WALNUT CREEK

ROBERTS

COLD SPRING HARBOR

SNOHOMISH

ATHENS

LAGUNA NIGUEL

EUGENE

OMAHA

MINNETRISTA

FT LAUDERDALE

SAN FRANCISCO

St Country セ

ON CA lIJ7C6

OH US 44094

NC US 28086

VA US 24598

TX US 75757

PA US 19606

OH US 45365

NE US 68845

NE US 68845

CA US 91701

FL US 33134

NY US 10150

TX US 77905

CA US 94595

MT US 59070

NY US 11724

WA US 98296

GA US 30604

CA US 92677

OR US 97404

NE US 68138

MN US 55364

FL US 33308

CA US 94115

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 9 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 10 of 10

EXHIBIT 3

Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 1 of 4

UNITED STATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

--------_____________________ x

THE BOARD OF TRUSTEES OF THE Civil Action No 09-cv-09333-KBF

OPERA TING ENGINEERS PENSION

TRUST on Behalf of Itself and All Others CLASS ACTION

Similarly Situated [PROPOSES] ORDER A WARDING

Plaintiffs ATTORNEYS FEES EXPENSES AND

CASE CONTRIBUTION A WARD TO LEAD

vs PLAINTIFF

JPMORGAN CHASE BANK NATIONAL

ASSOCIATIOt USDCSDNY

DOCUMENTDefendant

ELECTRONICALLY FILED ---------------- x DOC

DATE f M i l M e M d セ ャ エ i o B B B v エ M R B B G エ M ョ M B G Q G Q Q R P セ Q M S

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 1 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 2 of 4

This matter having come before the Court on November 19 2013 on the motion of Lead

Counsel for an award ofattorneys fees and expenses in the litigation and a case contribution award

to Lead Plaintiff the Court having considered all papers filed and proceedings condueted herein

having found the settlement of this Action to be fair reasonable and adequate and otherwise being

fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by referenee the definitions in the Stipulation of Settlement

dated August 16 2013 and all capitalized terms used but not defined herein shall have the same

meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto ineluding all members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount ofS47702453 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-reeovery method

4 The fees and expenses shall be allocated among Plaintiffs Counsel in a manner

which in Lead Counsels good-faith judgment ret1ects each such counsels contribution to the

institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Lead Counsel subject to the terms conditions and obligations of the

- 1 shy

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 2 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 3 of 4

Stipulation and in particular セ Q R R thereof which terms conditions and obligations are incorporated

herein

6 The Court hereby awards Lead Plaintiff Board ofTrustees of the Operating Engineers

Pension Trust $25000 for its time and expense in representing the Class This case contribution

award shall be paid to Lead Plaintiff on or after the Effective Date subject to the terms conditions

and obligations of the Stipulation and in particular セ R S thereof which terms conditions and

obligations are incorporated herein

IT IS SO ORDERED

THE HONORABLE KATHERINE B FORREST

UNITED STATES DISTRICT JUDGE

- 2

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 3 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 4 of 4

EXHIBIT 4

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 1 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

CITILINE HOLDINGS INC Individually Civil Action No 108-cv-03612-RJS and On Behalf of All Others Similarly Situated (Consolidated)

Plaintiff CLASS ACTION

vs

ISTAR FINANCIAL INC et al

Defendants

x

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

E Albdquo

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 2 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 2 of 3

This matter having come before the Court on April 5 2013 on the motion of Co-Lead

Counsel for an award of attorneys fees and expenses in the Litigation the Court having considered

all papers filed and proceedings conducted herein having found the settlement of this action to be

fair reasonable and adequate and otherwise being fully informed in the premises and good cause

appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 5 2012 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Co-Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount of $23490171 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among Lead Plaintiffs counsel in a manner

which in Co-Lead Counsels good-faith judgment reflects each such counsels contribution to the

institution prosecution and resolution of the Litigation

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 3 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 3 of 3

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Co-Lead Counsel subject to the terms conditions and obligations of the

Stipulation and in particular para62-63 thereof which terms conditions and obligations are

incorporated herein

SO ORDERED

-2-

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 4 of 4

EXHIBIT 5

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 1 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 1 of 4

UNITED ST ATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

In re SANOFI-AVENTIS SECURITIES

LITIGATION

This Document Relates To

ALL ACTIONS

---middotmiddotmiddot-----middot--------x

i

11

middot middot FlLBD I l

JAN 2 2QJ4-~ Civil Action No 107tv-10279-GBD

CLASS ACTION f middot middot

ECFCASE

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND AN

AWARD TO PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

903068_ l

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 2 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 2 of 4

This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 3 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 3 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 29: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

- 20 - 1308528_1

and then inevitable appeals enabled Lead Counsel to achieve a very favorable Settlement for the

benefit of the Class

5 Public Policy Considerations

A strong public policy concern exists for rewarding firms for bringing successful securities

litigation See FLAG Telecom 2010 WL 4537550 at 29 (if the ldquoimportant public policy [of

enforcing the securities laws] is to be carried out the courts should award fees which will adequately

compensate Lead Counsel for the value of their efforts taking into account the enormous risks they

undertookrdquo) Maley 186 F Supp 2d at 373 (ldquoIn considering an award of attorneyrsquos fees the public

policy of vigorously enforcing the federal securities laws must be consideredrdquo) Hicks 2005 WL

2757792 at 9 (ldquolsquoTo make certain that the public is represented by talented and experienced trial

counsel the remuneration should be both fair and rewardingrsquordquo) (citation omitted) Accordingly

public policy favors granting Lead Counselrsquos fee and expense application here

6 The Classrsquo Reaction to the Fee Request to Date Supports the

Requested Fee

To date the Claims Administrator has sent over 36900 copies of the Notice to potential

Class Members and nominees informing them inter alia that Lead Counsel intended to apply to the

Court for an award of attorneysrsquo fees in an amount not to exceed 25 of the total recovery plus

expenses not to exceed $200000 plus interest on both amounts10 The time to object to the fee

request expires on September 29 2017 To date just one week before the objection deadline not a

single objection to the fee and expense amounts set forth in the Notice has been received Such a

ldquolow level of objection is a lsquorare phenomenonrsquordquo In re Rite Aid Corp Sec Litig 396 F3d 294 305

(3d Cir 2005) (citation omitted) Moreover ldquoa significant number of investors in the class were

10 See Declaration of Carole K Sylvester Regarding Notice Dissemination Publication and Requests for Exclusion Received to Date para11 and Ex A (ldquoSylvester Declrdquo) submitted herewith

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 29 of 34

- 21 - 1308528_1

lsquosophisticatedrsquo institutional investors that had considerable financial incentive to object [to the

settlement] had they believed [the settlement was unfair or] the requested fees were excessiverdquo Id

Additionally the Lead Plaintiff supports the fee request See Chicago Police Decl para17 The fact

that no objections were received is compelling evidence of the fairness of the fee request

IV LEAD COUNSELrsquoS EXPENSES WERE REASONABLY INCURRED AND

NECESSARY TO THE PROSECUTION OF THIS LITIGATION

Lead Counsel also respectfully requests an award of $16273405 in expenses incurred while

prosecuting the Litigation Lead Counsel has submitted a declaration regarding these modest

expenses which are properly recovered by counsel See accompanying Robbins Geller Decl See

eg In re China Sunergy Sec Litig No 07 Civ 7895 (DAB) 2011 WL 1899715 at 6 (SDNY

May 13 2011) (in a class action attorneys should be compensated ldquofor reasonable out-of-pocket

expenses incurred and customarily charged to their clients as long as they were lsquoincidental and

necessary to the representationrsquordquo) (citation omitted) FLAG Telecom 2010 WL 4537550 at 30 (ldquoIt

is well accepted that counsel who create a common fund are entitled to the reimbursement of

expenses that they advanced to a classrdquo) In re Indep Energy Holdings PLC Sec Litig 302

F Supp 2d 180 183 n3 (SDNY 2003) (court may compensate class counsel for reasonable

expenses necessary to the representation of the class)

Counselrsquos expenses include the costs of hiring experts and consultants travel mediating the

Classrsquo claims and computerized research A complete breakdown by category of the expenses

incurred is set forth in the Robbins Geller Declaration These expenses were critical to Lead

Plaintiffrsquos success in achieving the Settlement See Global Crossing 225 FRD at 468 (ldquoThe

expenses incurred ndash which include investigative and expert witnesses filing fees service of process

travel legal research and document production and review ndash are the type for which lsquothe paying

armsrsquo length marketrsquo reimburses attorneys [f]or this reason they are properly chargeable to the

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 30 of 34

- 22 - 1308528_1

Settlement fundrdquo) Not a single objection to the expense amount set forth in the Notice has been

received Accordingly Lead Counsel respectfully requests payment for these expenses plus interest

earned on such amount at the same rate as that earned by the Settlement

V LEAD PLAINTIFF SHOULD BE AWARDED ITS REASONABLE TIME

AND EXPENSES UNDER 15 USC sect78u-4(a)(4)

Lead Plaintiff seeks approval for an award of $3765 for the time it spent directly relating to

its representation of the Class The PSLRA specifically provides that an ldquoaward of reasonable costs

and expenses (including lost wages) directly relating to the representation of the classrdquo may be made

to ldquoany representative party serving on behalf of a classrdquo 15 USC sect78u-4(a)(4)

The Lead Plaintiff dedicated time to the Litigation by reviewing significant pleadings and

briefs in the Litigation communicating regularly with Lead Counsel and monitoring the progress of

settlement negotiations See Chicago Police Decl para20 Numerous courts have approved reasonable

awards to compensate lead plaintiffs for the time and effort they spent on behalf of a class See

Kinross Gold 2015 US Dist LEXIS 181932 at 14 (awarding $1680011 to lead plaintiff and

additional named plaintiffs ldquoto compensate them for their reasonable costs and expenses directly

relating to their representation of the Classrdquo) In re Intercept Pharms Inc Sec Litig No 114-cv-

01123-NRB slip op at 1 (SDNY Oct 20 2016) (awarding $527500 and $740125 to lead

plaintiffs ldquodirectly relating to the representation of the Classrdquo) Hicks 2005 WL 2757792 at 10

(ldquoCourts in this Circuit routinely award such costs and expenses both to reimburse the named

plaintiffs for expenses incurred through their involvement with the action and lost wages as well as

to provide an incentive for such plaintiffs to remain involved in the litigation and to incur such

expenses in the first placerdquo)

Lead Plaintiff took an active role with the prosecution of the Litigation These are precisely

the types of activities that courts have found to support awards to class representatives See eg In

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 31 of 34

- 23 - 1308528_1

re Am Intrsquol Grp Inc No 04 Civ 8141 (DAB) 2010 WL 5060697 at 3 (SDNY Dec 2 2010)

(granting PSLRA award of $30000 to institutional lead plaintiffs ldquoto compensate them for the time

and effort they devoted on behalf of a classrdquo) FLAG Telecom 2010 WL 4537550 at 31 (approving

award of $100000 to lead plaintiff for time spent in the litigation) Veeco 2007 WL 4115808 at 12

(characterizing such awards as ldquolsquoroutine[]rsquordquo in this Circuit) (citation omitted)

The Notice sufficiently informed potential Class Members that such expenses would be

sought Sylvester Decl Ex A at 2 The modest request by Lead Plaintiff is supported by

declaration is reasonable and fully justified under the PSLRA and should be granted There have

been no objections to this request

VI CONCLUSION

Based on the foregoing and the entire record herein Lead Counsel respectfully requests that

the Court award attorneysrsquo fees of 25 of the $15 million recovery plus expenses in the amount of

$16273405 plus interest on both amounts and $3765 to Lead Plaintiff

DATED September 22 2017 Respectfully submitted

s Ellen Gusikoff Stewart

Henry Rosen Ellen Gusikoff Stewart Susannah R Conn ROBBINS GELLER RUDMAN amp DOWD LLP 655 West Broadway Suite 1900 San Diego CA 92101 Telephone 619231-1058 619231-7423 (fax) henryrrgrdlawcom ellengrgrdlawcom sconnrgrdlawcom

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 32 of 34

- 24 - 1308528_1

Samuel H Rudman David A Rosenfeld ROBBINS GELLER RUDMAN amp DOWD LLP 58 South Service Road Suite 200 Melville NY 11747 Telephone 631367-7100 631367-1173 (fax) srudmanrgrdlawcom drosenfeldrgrdlawcom

Christopher C Gold ROBBINS GELLER RUDMAN amp DOWD LLP 120 East Palmetto Park Road Suite 500 Boca Raton FL 33432 Telephone 561750-3000 561750-3364 (fax) cgoldrgrdlawcom

Lead Counsel for Plaintiff

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 33 of 34

CERTIFICATE OF SERVICE

I Ellen Gusikoff Stewart hereby certify that on September 22 2017 I caused a true and

correct copy of the attached

Memorandum of Law in Support of Lead Counselrsquos Motion for an Award of Attorneysrsquo Fees and Expenses and Award to Lead Plaintiff Pursuant to 15 USC sect78u-4(a)(4)

to be electronically filed with the Clerk of the Court using the CMECF system which will send

notification of such public filings to all counsel registered to receive such notice

s Ellen Gusikoff Stewart

ELLEN GUSIKOFF STEWART

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 34 of 34

EXHIBIT 1

Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 1 of 5

UNITED STATES DISTRICT COURTSOUTHERN DISTRICT OF NEW YORK

xZUBAIR PATEL Individually and on Behalf of All Others Similarly Situated

Plaintiff

vs

L-3 COMMUNICATIONS HOLDINGS INC et al

Defendants

x

Civil Action No 114-cv-06038-VEC(Consolidated)

CLASS ACTION

REVISED [PROPOSED] ORDER AWARDING ATTORNEYSrsquo FEES AND EXPENSES AND AWARDS TO LEAD PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 1 of 4

81717

USDC SDNY DOCUMENT ELECTRONICALLY FILED DOC DATE FILED

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 1 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 2 of 5

- 1 -

This matter having come before the Court on August 16 2017 on the motion of Lead

Counsel for an award of attorneysrsquo fees and expenses (the ldquoFee Motionrdquo) the Court having

considered all papers filed and proceedings conducted herein having found the Settlement of this

Litigation to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Stipulation of Settlement

dated February 22 2017 (the ldquoStipulationrdquo) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 Notice of Lead Counselrsquos Fee Motion was given to all Class Members who could be

located with reasonable effort The form and method of notifying the Class of the Fee Motion met

the requirements of Rule 23 of the Federal Rules of Civil Procedure and 15 USC sect78u-4(a)(7) the

Securities Exchange Act of 1934 as amended by the Private Securities Litigation Reform Act of

1995 due process and any other applicable law constituted the best notice practicable under the

circumstances and constituted due and sufficient notice to all persons and entities entitled thereto

4 The Court hereby awards Lead Counsel attorneysrsquo fees of 25 of the Settlement

Fund (or $8625000) plus expenses in the amount of $47598074 together with the interest earned

on both amounts for the same time period and at the same rate as that earned on the Settlement Fund

until paid The Court finds that the amount of fees awarded is appropriate and that the amount of

fees awarded is fair and reasonable under the ldquopercentage-of-recoveryrdquo method

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 2 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 2 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 3 of 5

- 2 -

5 The fees and expenses shall be allocated amongst Lead Plaintiffsrsquo Counsel in a

manner that Lead Counsel in good faith believes reflects the contributions of such counsel to the

prosecution and settlement of the Litigation

6 The awarded attorneysrsquo fees and expenses and interest earned thereon shall be paid to

Lead Counsel subject to the terms conditions and obligations of the Stipulation and in particular

para62 thereof which terms conditions and obligations are incorporated herein

7 In making this award of fees and expenses to Lead Counsel the Court has considered

and found that

(a) the Settlement has created a fund of $34500000 in cash that is already on

deposit and numerous Class Members who submit or have submitted valid Proof of Claim and

Release forms will benefit from the Settlement created by Lead Counsel

(b) over 47000 copies of the Notice were disseminated to Class Members

indicating that Lead Counsel would move for attorneysrsquo fees in the amount of 25 of the Settlement

Fund and for expenses in an amount not to exceed $600000 and no objections to the fees or

expenses were filed by Class Members

(c) Lead Counsel has pursued the Litigation and achieved the Settlement with

skill perseverance and diligent advocacy

(d) Lead Counsel has expended substantial time and effort pursuing the Litigation

on behalf of the Class

(e) Lead Counsel pursued the Litigation on a contingent basis having received no

compensation during the Litigation and any fee amount has been contingent on the result achieved

(f) the Litigation involves complex factual and legal issues and in the absence of

settlement would involve lengthy proceedings whose resolution would be uncertain

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 3 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 3 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 4 of 5

- 3 -

(g) had Lead Counsel not achieved the Settlement there would remain a

significant risk that the Class may have recovered less or nothing from Defendants

(h) Lead Counsel has devoted over 8500 hours with a lodestar value of

$439142350 to achieve the Settlement

(i) public policy concerns favor the award of reasonable attorneysrsquo fees and

expenses in securities class action litigation and

(j) the attorneysrsquo fees and expenses awarded are fair and reasonable and

consistent with awards in similar cases within the Second Circuit

8 Any appeal or any challenge affecting this Courtrsquos approval regarding the Fee Motion

shall in no way disturb or affect the finality of the Judgment entered with respect to the Settlement

9 Pursuant to 15 USC sect78u-4(a)(4) the Court awards the following amounts to Lead

Plaintiffs for the time they spent directly related to their representation of the Class $39000 to City

of Pontiac General Employeesrsquo Retirement System $86000 to Local 1205 Pension Plan and

$100000 to City of Taylor Police and Fire Retirement System

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this Order shall be

rendered null and void to the extent provided in the Stipulation and shall be vacated in accordance

with the Stipulation

IT IS SO ORDERED

DATED ______________________ ________________________________________THE HONORABLE VALERIE E CAPRONIUNITED STATES DISTRICT JUDGE

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 4 of 4

August 17 2017

___________________________________________ _________E HONORABLE VALEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEERIE E CA

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 4 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 5 of 5

EXHIBIT 2

Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 1 of 10

rus1$$i)Ny I DOCUMENT

ELECTRONICALLY FILED DOC

SOUTHERN DISTRICT OF NEW YORK

UNITED STATES DISTRICT COURT

d a t e b Z l セ e セ d M Z セ セ セ ャ M セ------------------___________ x セ セ セ セ セ セ セ ] ] セ セ セ セ

LAND MEN PARTNERS INC Individually Civil Action No 08-cv-03601-HBshy

and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff FINAL JUDGMENT AND ORDER OF

vs DISMISSAL WITH PREJUDICE

THE BLACKSTONE GROUP LP et aI

Defendants

---------------------------------x

This matter came before the Court for hearing pursuant to the Order Preliminarily Approving

Settlement and Providing for Notice to the Class (Notice Order) dated August 30 2013 on the

unopposed application ofLead Plaintiffs for approval of the Settlement set forth in the Settlement

Agreement dated August 28 2013 (Stipulation) and following a hearing on December 18 2013

Due and adequate notice having been given to the Class as required in said Order and the Court

having considered all papers filed and proceedings had herein and otherwise being fully informed in

the premises and good cause appearing therefor

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Final Judgment incorporates by reference the definitions in the Stipulation and

all terms used herein shall have the same meanings as set forth in the Stipulation unless otherwise

set forth herein

2 This Court has jurisdiction over the subject matter ofthe Action and over all Settling

Parties to the Action including all members of the Class

3 For purposes ofthis Judgment as certified by the Court s August 13 2013 Order the

Class is defined as all Persons who purchased the common units of The Blackstone Group LP

(Blackstone) in Blackstones initial public offering (IPO) or in the open market on the New

- 1 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 1 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 2 of 10

York Stock Exchange between June 21 2007 and March 12 2008 inclusive and who sustained

compensable damages in connection with any such purchase of Blackstone units pursuant to

Sections 11 and 15 of the Securities Act of 1933

Excluded from the Class are (i) the persons who submitted valid and timely requests for

exclusion from the Class who are listed on Exhibit A hereto (ii) Defendants (iii) members of the

immediate family ofeach ofthe Defendants (iv) any Person that acted as an underwriter ofthe IPO

(v) any natural Person who sold Blackstone common units to the public in the IPO or who serves or

served as an officer or director ofBlackstone or as a partner of any predecessor to Blackstone the

members of the immediate families ofany such persons and any entity in which any ofDefendants

have or had a controlling interest and (vi) the legal representatives agents affiliates heirs

successors-in-interest or assigns of any such excluded Person (collectively Excluded Persons)

For the avoidance of doubt the Excluded Persons are excluded from the Class only to the

extent they purchased Blackstone common units in the IPO for their own account and not for or on

behalf of a third-party customer or for resale to customers Further to the extent that any of the

Excluded Persons was a statutory seller who resold the Blackstone common units to a third-party

customer client account fund trust or employee benefit plan that otherwise falls within the Class

or purchased Blackstone common units in a fiduciary capacity or otherwise on behalf ofany thirdshy

party customer client account fund trust or employee benefit plan that falls within the Class the

Excluded Person is excluded from the Class but the third-party customer client account fund trust

or employee benefit plan is not excluded from the Class with respect to such purchases of

Blackstone common units

4 For purposes of this Judgment as certified by the Courts August 132013 Order

Lead Plaintiffs Martin Litwin and Francis Brady are Class Representatives and Lead Counsel

- 2 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 2 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 3 of 10

Robbins Geller Rudman amp Dowd LLP and Brower Piven A Professional Corporation are Class

Counsel

5 Pursuant to Federal Rule of Civil Procedure 23 this Court hereby approves the

Settlement set forth in the Stipulation and finds that the Settlement is in all respects fair reasonable

and adequate to the Class There are no objections to the proposed Settlement

6 Pursuant to Rule 23 of the Federal Rules ofCivil Procedure the Court finds that the

Stipulation and Settlement are fair reasonable and adequate as to each ofthe Settling Parties and

that the Stipulation and Settlement are hereby finally approved in all respects and the Settling

Parties are hereby directed to perform its terms

7 Accordingly the Court authorizes and directs implementation of all the terms and

provisions of the Stipulation as well as the terms and provisions hereof The Court hereby

dismisses as to Defendants the Action and all Released Claims ofthe Class with prejudice without

costs as to any Settling Party except as and to the extent provided in the Stipulation and herein

8 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

shall and each of the Class Members shall be deemed to have and by operation ofthis Judgment

shall have fully finally and forever released relinquished and discharged all Released Claims

against the Released Persons whether or not such Class Member executes and delivers the Proof of

Claim and Release

9 Upon the Effective Date hereof and as provided in the Stipulation each of the

Released Persons shall be deemed to have and by operation of this Judgment shall have fully

finally and forever released relinquished and discharged Lead Plaintiffs each and all of the Class

Members Lead Counsel and Abraham Fruchter amp Twersky LLP from all claims (including without

- 3 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 3 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 4 of 10

limitation Unknown Claims) arising out of relating to or in connection with the institution

prosecution assertion settlement or resolution of the Action

10 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

and each of the Class Members who have not validly opted out of the Class and their respective

predecessors successors agents representatives attorneys and affiliates and the respective heirs

executors administrators successors and assigns of each of them directly or indirectly

individually derivatively representatively or in any other capacity shall be deemed to have and by

operation of the Judgment shall have fully finally and forever released relinquished and

discharged against the Released Persons (whether or not such Class Members execute and deliver

the Proof of Claim and Release forms) any and all Released Claims (including without limitation

Unknown Claims) as well as any claims arising out of relating to or in connection with the

defense settlement or resolution of the Action or the Released Claims

11 Upon the Effective Date Lead Plaintiffs and each of the Class Members who have

not validly opted out of the Class and their respective predecessors successors agents

representatives attorneys and affiliates and the respective heirs executors administrators

successors and assigns of each of them directly or indirectly individually derivatively

representatively or in any other capacity shall be permanently barred and enjoined from the

assertion institution maintenance prosecution or enforcement against any Released Person in any

state or federal court or arbitral forum or in the court of any foreign jurisdiction of any and all

Released Claims (including without limitation Unknown Claims) as well as any claims arising out

of relating to or in connection with the defense settlement or resolution of the Action or the

Released Claims

- 4 shy

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12 The Notice ofProposed Settlement ofClass Action (Notice) given to the Class in

accordance with the Notice Order entered on August 30 2013 was the best notice practicable under

the circumstances including the individual notice to all members of the Class who could be

identified through reasonable effort ofthe proceedings and ofthe matters set forth therein including

the proposed Settlement set forth in the Stipulation the proposed Plan of Distribution of the

proceeds ofthe Settlement set forth in the Notice Lead Counsels application for attorneys fees and

reimbursement of expenses and Lead Plaintiffs request for an award of reasonable costs and

expenses relating to their representation of the Class and said Notice and notice procedures fully

satisfied the requirements of Federal Rule of Civil Procedure 23 the Private Securities Litigation

Reform Act of 1995 and the requirements of due process There are no objections to the Notice

andor notice procedures

13 The Court hereby approves the Plan ofDistribution as set forth in the Notice as fair

and equitable The Court directs Lead Counsel to proceed with processing Proofs ofClaim and the

administration of the Settlement pursuant to the terms of the Plan of Distribution and upon

completion ofthe claims processing procedure to present to this Court a proposed final distribution

order for the distribution of the Net Settlement Fund to eligible Class Members as provided in the

Stipulation and the Plan of Distribution There are no objections to the Plan of Distribution

14 The Court hereby awards Lead Counsel attorneys fees equal to 3333 percent of

the Settlement Fund (including interest accrued thereon) and litigation expenses in the amount of

$104700577 with interest to accrue thereon at the same rate and for the same periods as has

accrued by the Settlement Fund from the date ofthis Judgment to the date ofactual payment of said

attorneys fees and expenses to Lead Counsel as provided in the Stipulation The Court finds the

amount of attorneys fees awarded herein are fair and reasonable based on (a) the work performed

- 5 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 5 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 6 of 10

and costs incurred by Lead Counsel (b) the complexity ofthe case (c) the risks undertaken by Lead

Counsel and the contingent nature of their employment (d) the quality of the work performed by

Lead Counsel in this Action and their standing and experience in prosecuting similar class action

securities litigation (e) awards to successful plaintiffs counsel in other similar litigation (f) the

benefits achieved for Class Members through the Settlement and (g) the absence ofany objections

from any Class Members to either the application for an award ofattorneys fees or expenses to Lead

Counsel

15 The Court also fmds that the requested expenses are proper as the expenses incurred

by Lead Counsel including the costs ofexperts were reasonable and necessary in the prosecution of

this Action on behalf of Class Members There are no objections to Lead Counsels application for

reimbursement of their expenses

16 The Court approves payment of$1500000 to Lead Plaintiff Martin Litwin for his

reasonable time and expenses (including lost wages) relating to their representation of the Class

Such payment shall be paid out of the Settlement Fund There are no objections to Lead Plaintiff

Litwins application for reimbursement ofhis costs and expenses

17 All fees and expenses awarded or allowed in this Judgment shall except as otherwise

expressly provided in the Stipulation be paid from the Settlement Fund

18 Lead Counsel may apply from time to time for any fees andor expenses incurred by

them solely in connection with the administration of the Settlement and distribution of the Net

Settlement Fund to Class Members which except as expressly provided in the Stipulation shall be

paid from the Settlement Fund

19 Neither appellate review nor modification ofthe Plan ofDistribution set forth in the

Notice nor any action in regard to the motion by Lead Counsel for attorneys fees andor expenses

- 6 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 6 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 7 of 10

and the award ofcosts and expenses to Lead Plaintiffs shall affect the fmality ofany other portion of

this Judgment nor delay the Effective Date ofthe Stipulation and each shall be considered separate

for the purposes of appellate review of this Judgment

20 Neither the Stipulation nor the Settlement contained therein nor any act performed or

document executed pursuant to or in furtherance of the Stipulation or the Settlement (a) is or may be

deemed to be or may be used as an admission of or evidence of the validity ofany Released Claim

or ofany wrongdoing or liability of the Released Persons or (b) is or may be deemed to be or may

be used as an admission of or evidence of any fault or omission of any of the Defendants or the

Released Persons in any civil criminal or administrative proceeding in any court administrative

agency or other tribunal Defendants andor the Released Persons may file the Stipulation andor

this Judgment from this Action in any other action in which they are parties or that may be brought

against them in order to support a defense claim or counterclaim based on principles of res

judicata collateral estoppel release good faith settlement judgment bar or reduction or any theory

of claim preclusion or issue preclusion or similar defense or counterclaim

21 Without affecting the finality ofthis Judgment in any way this Court hereby retains

continuing exclusive jurisdiction over (a) implementation of this Settlement and any award or

distribution of the Settlement Fund including interest earned thereon (b) disposition of the

Settlement Fund (c) hearing and determining applications for attorneys fees interest and expenses

in the Action (d) payment of taxes by the Settlement Fund (e) all Settling Parties hereto for the

purpose ofconstruing enforcing and administering the Stipulation and (f) any other matters related

to finalizing the Settlement and distribution of proceeds of the Settlement

22 In the event that the Settlement does not become effective in accordance with the

terms of the Stipulation or the Effective Date does not occur or in the event that the Settlement

- 7 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 7 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 8 of 10

Fund or any portion thereof is returned to Defendants then this Judgment shall be rendered null and

void to the extent provided by and in accordance with the Stipulation and shall be vacated and in

such event all orders entered and releases delivered in connection herewith shall be null and void to

the extent provided by and in accordance with the StipUlation

23 Without further order of the Court the Settling Parties may agree to reasonable

extensions of time to carry out any of the provisions of the Stipulation

24 The Court finds that during the course of the Action the Settling Parties and their

respective counsel at all times complied with the requirements of Rule 11 of the Federal Rules of

Civil Procedure

25 The Court directs immediate entry of this Final Judgment by the Clerk ofthe Court

DATED Ok 10 2 TEO aRABLE HAROLD A R JR

UNITED STATES DISTRICT JUDGE

- 8 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 8 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 9 of 10

EXHIBIT A

BLACKSTONE LIST OF EXCLUSIONS

Name

1 lINA HU

2 ESTATE OF ANTHONY J FABEC

3 WILLIAM PATTERSON

4 MARY AN N SHOTWELL

5 RICHARD A LEWIS

6 JOHN MERCADENTE JR

7 DOUGLAS BARHORST

8 PATRICIA G NORMAN

9 ESTATE OF RICHARD A NORMAN

10 ROBERT W DUER

11 ANIBAL MARRERO

12 RUSS D SONNIER

13 MARCUS E ampJOANNE R NORTH

14 SUZANNE EMETAROM

15 WILLIAM W amp FRANCES E MAIN

16 ANTHONY BRIENZA

17 SHU HAO HUANG

18 KENNETH 0 PARRIS

19 DUFF S MCEVERS

20 SHERRIE L FRANTZ

21 DEBBIE CRINK

22 MARK A SUMMERS

23 PAULINE MEYEROWITZ

24 ANDREW WAHL

City

OSHAWA

WILLOUGHBY HILLS

KINGS MOUNTAIN

VIRGILINA

BULLARD

READING

SIDNEY

KEARNEY

KEARNEY

ALTA LOMA

CORAL GABLES

NEW YORK

VICTORIA

WALNUT CREEK

ROBERTS

COLD SPRING HARBOR

SNOHOMISH

ATHENS

LAGUNA NIGUEL

EUGENE

OMAHA

MINNETRISTA

FT LAUDERDALE

SAN FRANCISCO

St Country セ

ON CA lIJ7C6

OH US 44094

NC US 28086

VA US 24598

TX US 75757

PA US 19606

OH US 45365

NE US 68845

NE US 68845

CA US 91701

FL US 33134

NY US 10150

TX US 77905

CA US 94595

MT US 59070

NY US 11724

WA US 98296

GA US 30604

CA US 92677

OR US 97404

NE US 68138

MN US 55364

FL US 33308

CA US 94115

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 9 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 10 of 10

EXHIBIT 3

Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 1 of 4

UNITED STATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

--------_____________________ x

THE BOARD OF TRUSTEES OF THE Civil Action No 09-cv-09333-KBF

OPERA TING ENGINEERS PENSION

TRUST on Behalf of Itself and All Others CLASS ACTION

Similarly Situated [PROPOSES] ORDER A WARDING

Plaintiffs ATTORNEYS FEES EXPENSES AND

CASE CONTRIBUTION A WARD TO LEAD

vs PLAINTIFF

JPMORGAN CHASE BANK NATIONAL

ASSOCIATIOt USDCSDNY

DOCUMENTDefendant

ELECTRONICALLY FILED ---------------- x DOC

DATE f M i l M e M d セ ャ エ i o B B B v エ M R B B G エ M ョ M B G Q G Q Q R P セ Q M S

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 1 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 2 of 4

This matter having come before the Court on November 19 2013 on the motion of Lead

Counsel for an award ofattorneys fees and expenses in the litigation and a case contribution award

to Lead Plaintiff the Court having considered all papers filed and proceedings condueted herein

having found the settlement of this Action to be fair reasonable and adequate and otherwise being

fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by referenee the definitions in the Stipulation of Settlement

dated August 16 2013 and all capitalized terms used but not defined herein shall have the same

meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto ineluding all members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount ofS47702453 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-reeovery method

4 The fees and expenses shall be allocated among Plaintiffs Counsel in a manner

which in Lead Counsels good-faith judgment ret1ects each such counsels contribution to the

institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Lead Counsel subject to the terms conditions and obligations of the

- 1 shy

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 2 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 3 of 4

Stipulation and in particular セ Q R R thereof which terms conditions and obligations are incorporated

herein

6 The Court hereby awards Lead Plaintiff Board ofTrustees of the Operating Engineers

Pension Trust $25000 for its time and expense in representing the Class This case contribution

award shall be paid to Lead Plaintiff on or after the Effective Date subject to the terms conditions

and obligations of the Stipulation and in particular セ R S thereof which terms conditions and

obligations are incorporated herein

IT IS SO ORDERED

THE HONORABLE KATHERINE B FORREST

UNITED STATES DISTRICT JUDGE

- 2

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 3 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 4 of 4

EXHIBIT 4

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 1 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

CITILINE HOLDINGS INC Individually Civil Action No 108-cv-03612-RJS and On Behalf of All Others Similarly Situated (Consolidated)

Plaintiff CLASS ACTION

vs

ISTAR FINANCIAL INC et al

Defendants

x

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

E Albdquo

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 2 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 2 of 3

This matter having come before the Court on April 5 2013 on the motion of Co-Lead

Counsel for an award of attorneys fees and expenses in the Litigation the Court having considered

all papers filed and proceedings conducted herein having found the settlement of this action to be

fair reasonable and adequate and otherwise being fully informed in the premises and good cause

appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 5 2012 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Co-Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount of $23490171 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among Lead Plaintiffs counsel in a manner

which in Co-Lead Counsels good-faith judgment reflects each such counsels contribution to the

institution prosecution and resolution of the Litigation

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 3 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 3 of 3

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Co-Lead Counsel subject to the terms conditions and obligations of the

Stipulation and in particular para62-63 thereof which terms conditions and obligations are

incorporated herein

SO ORDERED

-2-

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 4 of 4

EXHIBIT 5

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 1 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 1 of 4

UNITED ST ATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

In re SANOFI-AVENTIS SECURITIES

LITIGATION

This Document Relates To

ALL ACTIONS

---middotmiddotmiddot-----middot--------x

i

11

middot middot FlLBD I l

JAN 2 2QJ4-~ Civil Action No 107tv-10279-GBD

CLASS ACTION f middot middot

ECFCASE

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND AN

AWARD TO PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

903068_ l

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 2 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 2 of 4

This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 3 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 3 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 30: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

- 21 - 1308528_1

lsquosophisticatedrsquo institutional investors that had considerable financial incentive to object [to the

settlement] had they believed [the settlement was unfair or] the requested fees were excessiverdquo Id

Additionally the Lead Plaintiff supports the fee request See Chicago Police Decl para17 The fact

that no objections were received is compelling evidence of the fairness of the fee request

IV LEAD COUNSELrsquoS EXPENSES WERE REASONABLY INCURRED AND

NECESSARY TO THE PROSECUTION OF THIS LITIGATION

Lead Counsel also respectfully requests an award of $16273405 in expenses incurred while

prosecuting the Litigation Lead Counsel has submitted a declaration regarding these modest

expenses which are properly recovered by counsel See accompanying Robbins Geller Decl See

eg In re China Sunergy Sec Litig No 07 Civ 7895 (DAB) 2011 WL 1899715 at 6 (SDNY

May 13 2011) (in a class action attorneys should be compensated ldquofor reasonable out-of-pocket

expenses incurred and customarily charged to their clients as long as they were lsquoincidental and

necessary to the representationrsquordquo) (citation omitted) FLAG Telecom 2010 WL 4537550 at 30 (ldquoIt

is well accepted that counsel who create a common fund are entitled to the reimbursement of

expenses that they advanced to a classrdquo) In re Indep Energy Holdings PLC Sec Litig 302

F Supp 2d 180 183 n3 (SDNY 2003) (court may compensate class counsel for reasonable

expenses necessary to the representation of the class)

Counselrsquos expenses include the costs of hiring experts and consultants travel mediating the

Classrsquo claims and computerized research A complete breakdown by category of the expenses

incurred is set forth in the Robbins Geller Declaration These expenses were critical to Lead

Plaintiffrsquos success in achieving the Settlement See Global Crossing 225 FRD at 468 (ldquoThe

expenses incurred ndash which include investigative and expert witnesses filing fees service of process

travel legal research and document production and review ndash are the type for which lsquothe paying

armsrsquo length marketrsquo reimburses attorneys [f]or this reason they are properly chargeable to the

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 30 of 34

- 22 - 1308528_1

Settlement fundrdquo) Not a single objection to the expense amount set forth in the Notice has been

received Accordingly Lead Counsel respectfully requests payment for these expenses plus interest

earned on such amount at the same rate as that earned by the Settlement

V LEAD PLAINTIFF SHOULD BE AWARDED ITS REASONABLE TIME

AND EXPENSES UNDER 15 USC sect78u-4(a)(4)

Lead Plaintiff seeks approval for an award of $3765 for the time it spent directly relating to

its representation of the Class The PSLRA specifically provides that an ldquoaward of reasonable costs

and expenses (including lost wages) directly relating to the representation of the classrdquo may be made

to ldquoany representative party serving on behalf of a classrdquo 15 USC sect78u-4(a)(4)

The Lead Plaintiff dedicated time to the Litigation by reviewing significant pleadings and

briefs in the Litigation communicating regularly with Lead Counsel and monitoring the progress of

settlement negotiations See Chicago Police Decl para20 Numerous courts have approved reasonable

awards to compensate lead plaintiffs for the time and effort they spent on behalf of a class See

Kinross Gold 2015 US Dist LEXIS 181932 at 14 (awarding $1680011 to lead plaintiff and

additional named plaintiffs ldquoto compensate them for their reasonable costs and expenses directly

relating to their representation of the Classrdquo) In re Intercept Pharms Inc Sec Litig No 114-cv-

01123-NRB slip op at 1 (SDNY Oct 20 2016) (awarding $527500 and $740125 to lead

plaintiffs ldquodirectly relating to the representation of the Classrdquo) Hicks 2005 WL 2757792 at 10

(ldquoCourts in this Circuit routinely award such costs and expenses both to reimburse the named

plaintiffs for expenses incurred through their involvement with the action and lost wages as well as

to provide an incentive for such plaintiffs to remain involved in the litigation and to incur such

expenses in the first placerdquo)

Lead Plaintiff took an active role with the prosecution of the Litigation These are precisely

the types of activities that courts have found to support awards to class representatives See eg In

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 31 of 34

- 23 - 1308528_1

re Am Intrsquol Grp Inc No 04 Civ 8141 (DAB) 2010 WL 5060697 at 3 (SDNY Dec 2 2010)

(granting PSLRA award of $30000 to institutional lead plaintiffs ldquoto compensate them for the time

and effort they devoted on behalf of a classrdquo) FLAG Telecom 2010 WL 4537550 at 31 (approving

award of $100000 to lead plaintiff for time spent in the litigation) Veeco 2007 WL 4115808 at 12

(characterizing such awards as ldquolsquoroutine[]rsquordquo in this Circuit) (citation omitted)

The Notice sufficiently informed potential Class Members that such expenses would be

sought Sylvester Decl Ex A at 2 The modest request by Lead Plaintiff is supported by

declaration is reasonable and fully justified under the PSLRA and should be granted There have

been no objections to this request

VI CONCLUSION

Based on the foregoing and the entire record herein Lead Counsel respectfully requests that

the Court award attorneysrsquo fees of 25 of the $15 million recovery plus expenses in the amount of

$16273405 plus interest on both amounts and $3765 to Lead Plaintiff

DATED September 22 2017 Respectfully submitted

s Ellen Gusikoff Stewart

Henry Rosen Ellen Gusikoff Stewart Susannah R Conn ROBBINS GELLER RUDMAN amp DOWD LLP 655 West Broadway Suite 1900 San Diego CA 92101 Telephone 619231-1058 619231-7423 (fax) henryrrgrdlawcom ellengrgrdlawcom sconnrgrdlawcom

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 32 of 34

- 24 - 1308528_1

Samuel H Rudman David A Rosenfeld ROBBINS GELLER RUDMAN amp DOWD LLP 58 South Service Road Suite 200 Melville NY 11747 Telephone 631367-7100 631367-1173 (fax) srudmanrgrdlawcom drosenfeldrgrdlawcom

Christopher C Gold ROBBINS GELLER RUDMAN amp DOWD LLP 120 East Palmetto Park Road Suite 500 Boca Raton FL 33432 Telephone 561750-3000 561750-3364 (fax) cgoldrgrdlawcom

Lead Counsel for Plaintiff

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 33 of 34

CERTIFICATE OF SERVICE

I Ellen Gusikoff Stewart hereby certify that on September 22 2017 I caused a true and

correct copy of the attached

Memorandum of Law in Support of Lead Counselrsquos Motion for an Award of Attorneysrsquo Fees and Expenses and Award to Lead Plaintiff Pursuant to 15 USC sect78u-4(a)(4)

to be electronically filed with the Clerk of the Court using the CMECF system which will send

notification of such public filings to all counsel registered to receive such notice

s Ellen Gusikoff Stewart

ELLEN GUSIKOFF STEWART

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 34 of 34

EXHIBIT 1

Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 1 of 5

UNITED STATES DISTRICT COURTSOUTHERN DISTRICT OF NEW YORK

xZUBAIR PATEL Individually and on Behalf of All Others Similarly Situated

Plaintiff

vs

L-3 COMMUNICATIONS HOLDINGS INC et al

Defendants

x

Civil Action No 114-cv-06038-VEC(Consolidated)

CLASS ACTION

REVISED [PROPOSED] ORDER AWARDING ATTORNEYSrsquo FEES AND EXPENSES AND AWARDS TO LEAD PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 1 of 4

81717

USDC SDNY DOCUMENT ELECTRONICALLY FILED DOC DATE FILED

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 1 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 2 of 5

- 1 -

This matter having come before the Court on August 16 2017 on the motion of Lead

Counsel for an award of attorneysrsquo fees and expenses (the ldquoFee Motionrdquo) the Court having

considered all papers filed and proceedings conducted herein having found the Settlement of this

Litigation to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Stipulation of Settlement

dated February 22 2017 (the ldquoStipulationrdquo) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 Notice of Lead Counselrsquos Fee Motion was given to all Class Members who could be

located with reasonable effort The form and method of notifying the Class of the Fee Motion met

the requirements of Rule 23 of the Federal Rules of Civil Procedure and 15 USC sect78u-4(a)(7) the

Securities Exchange Act of 1934 as amended by the Private Securities Litigation Reform Act of

1995 due process and any other applicable law constituted the best notice practicable under the

circumstances and constituted due and sufficient notice to all persons and entities entitled thereto

4 The Court hereby awards Lead Counsel attorneysrsquo fees of 25 of the Settlement

Fund (or $8625000) plus expenses in the amount of $47598074 together with the interest earned

on both amounts for the same time period and at the same rate as that earned on the Settlement Fund

until paid The Court finds that the amount of fees awarded is appropriate and that the amount of

fees awarded is fair and reasonable under the ldquopercentage-of-recoveryrdquo method

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 2 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 2 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 3 of 5

- 2 -

5 The fees and expenses shall be allocated amongst Lead Plaintiffsrsquo Counsel in a

manner that Lead Counsel in good faith believes reflects the contributions of such counsel to the

prosecution and settlement of the Litigation

6 The awarded attorneysrsquo fees and expenses and interest earned thereon shall be paid to

Lead Counsel subject to the terms conditions and obligations of the Stipulation and in particular

para62 thereof which terms conditions and obligations are incorporated herein

7 In making this award of fees and expenses to Lead Counsel the Court has considered

and found that

(a) the Settlement has created a fund of $34500000 in cash that is already on

deposit and numerous Class Members who submit or have submitted valid Proof of Claim and

Release forms will benefit from the Settlement created by Lead Counsel

(b) over 47000 copies of the Notice were disseminated to Class Members

indicating that Lead Counsel would move for attorneysrsquo fees in the amount of 25 of the Settlement

Fund and for expenses in an amount not to exceed $600000 and no objections to the fees or

expenses were filed by Class Members

(c) Lead Counsel has pursued the Litigation and achieved the Settlement with

skill perseverance and diligent advocacy

(d) Lead Counsel has expended substantial time and effort pursuing the Litigation

on behalf of the Class

(e) Lead Counsel pursued the Litigation on a contingent basis having received no

compensation during the Litigation and any fee amount has been contingent on the result achieved

(f) the Litigation involves complex factual and legal issues and in the absence of

settlement would involve lengthy proceedings whose resolution would be uncertain

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 3 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 3 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 4 of 5

- 3 -

(g) had Lead Counsel not achieved the Settlement there would remain a

significant risk that the Class may have recovered less or nothing from Defendants

(h) Lead Counsel has devoted over 8500 hours with a lodestar value of

$439142350 to achieve the Settlement

(i) public policy concerns favor the award of reasonable attorneysrsquo fees and

expenses in securities class action litigation and

(j) the attorneysrsquo fees and expenses awarded are fair and reasonable and

consistent with awards in similar cases within the Second Circuit

8 Any appeal or any challenge affecting this Courtrsquos approval regarding the Fee Motion

shall in no way disturb or affect the finality of the Judgment entered with respect to the Settlement

9 Pursuant to 15 USC sect78u-4(a)(4) the Court awards the following amounts to Lead

Plaintiffs for the time they spent directly related to their representation of the Class $39000 to City

of Pontiac General Employeesrsquo Retirement System $86000 to Local 1205 Pension Plan and

$100000 to City of Taylor Police and Fire Retirement System

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this Order shall be

rendered null and void to the extent provided in the Stipulation and shall be vacated in accordance

with the Stipulation

IT IS SO ORDERED

DATED ______________________ ________________________________________THE HONORABLE VALERIE E CAPRONIUNITED STATES DISTRICT JUDGE

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 4 of 4

August 17 2017

___________________________________________ _________E HONORABLE VALEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEERIE E CA

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 4 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 5 of 5

EXHIBIT 2

Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 1 of 10

rus1$$i)Ny I DOCUMENT

ELECTRONICALLY FILED DOC

SOUTHERN DISTRICT OF NEW YORK

UNITED STATES DISTRICT COURT

d a t e b Z l セ e セ d M Z セ セ セ ャ M セ------------------___________ x セ セ セ セ セ セ セ ] ] セ セ セ セ

LAND MEN PARTNERS INC Individually Civil Action No 08-cv-03601-HBshy

and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff FINAL JUDGMENT AND ORDER OF

vs DISMISSAL WITH PREJUDICE

THE BLACKSTONE GROUP LP et aI

Defendants

---------------------------------x

This matter came before the Court for hearing pursuant to the Order Preliminarily Approving

Settlement and Providing for Notice to the Class (Notice Order) dated August 30 2013 on the

unopposed application ofLead Plaintiffs for approval of the Settlement set forth in the Settlement

Agreement dated August 28 2013 (Stipulation) and following a hearing on December 18 2013

Due and adequate notice having been given to the Class as required in said Order and the Court

having considered all papers filed and proceedings had herein and otherwise being fully informed in

the premises and good cause appearing therefor

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Final Judgment incorporates by reference the definitions in the Stipulation and

all terms used herein shall have the same meanings as set forth in the Stipulation unless otherwise

set forth herein

2 This Court has jurisdiction over the subject matter ofthe Action and over all Settling

Parties to the Action including all members of the Class

3 For purposes ofthis Judgment as certified by the Court s August 13 2013 Order the

Class is defined as all Persons who purchased the common units of The Blackstone Group LP

(Blackstone) in Blackstones initial public offering (IPO) or in the open market on the New

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York Stock Exchange between June 21 2007 and March 12 2008 inclusive and who sustained

compensable damages in connection with any such purchase of Blackstone units pursuant to

Sections 11 and 15 of the Securities Act of 1933

Excluded from the Class are (i) the persons who submitted valid and timely requests for

exclusion from the Class who are listed on Exhibit A hereto (ii) Defendants (iii) members of the

immediate family ofeach ofthe Defendants (iv) any Person that acted as an underwriter ofthe IPO

(v) any natural Person who sold Blackstone common units to the public in the IPO or who serves or

served as an officer or director ofBlackstone or as a partner of any predecessor to Blackstone the

members of the immediate families ofany such persons and any entity in which any ofDefendants

have or had a controlling interest and (vi) the legal representatives agents affiliates heirs

successors-in-interest or assigns of any such excluded Person (collectively Excluded Persons)

For the avoidance of doubt the Excluded Persons are excluded from the Class only to the

extent they purchased Blackstone common units in the IPO for their own account and not for or on

behalf of a third-party customer or for resale to customers Further to the extent that any of the

Excluded Persons was a statutory seller who resold the Blackstone common units to a third-party

customer client account fund trust or employee benefit plan that otherwise falls within the Class

or purchased Blackstone common units in a fiduciary capacity or otherwise on behalf ofany thirdshy

party customer client account fund trust or employee benefit plan that falls within the Class the

Excluded Person is excluded from the Class but the third-party customer client account fund trust

or employee benefit plan is not excluded from the Class with respect to such purchases of

Blackstone common units

4 For purposes of this Judgment as certified by the Courts August 132013 Order

Lead Plaintiffs Martin Litwin and Francis Brady are Class Representatives and Lead Counsel

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Robbins Geller Rudman amp Dowd LLP and Brower Piven A Professional Corporation are Class

Counsel

5 Pursuant to Federal Rule of Civil Procedure 23 this Court hereby approves the

Settlement set forth in the Stipulation and finds that the Settlement is in all respects fair reasonable

and adequate to the Class There are no objections to the proposed Settlement

6 Pursuant to Rule 23 of the Federal Rules ofCivil Procedure the Court finds that the

Stipulation and Settlement are fair reasonable and adequate as to each ofthe Settling Parties and

that the Stipulation and Settlement are hereby finally approved in all respects and the Settling

Parties are hereby directed to perform its terms

7 Accordingly the Court authorizes and directs implementation of all the terms and

provisions of the Stipulation as well as the terms and provisions hereof The Court hereby

dismisses as to Defendants the Action and all Released Claims ofthe Class with prejudice without

costs as to any Settling Party except as and to the extent provided in the Stipulation and herein

8 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

shall and each of the Class Members shall be deemed to have and by operation ofthis Judgment

shall have fully finally and forever released relinquished and discharged all Released Claims

against the Released Persons whether or not such Class Member executes and delivers the Proof of

Claim and Release

9 Upon the Effective Date hereof and as provided in the Stipulation each of the

Released Persons shall be deemed to have and by operation of this Judgment shall have fully

finally and forever released relinquished and discharged Lead Plaintiffs each and all of the Class

Members Lead Counsel and Abraham Fruchter amp Twersky LLP from all claims (including without

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limitation Unknown Claims) arising out of relating to or in connection with the institution

prosecution assertion settlement or resolution of the Action

10 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

and each of the Class Members who have not validly opted out of the Class and their respective

predecessors successors agents representatives attorneys and affiliates and the respective heirs

executors administrators successors and assigns of each of them directly or indirectly

individually derivatively representatively or in any other capacity shall be deemed to have and by

operation of the Judgment shall have fully finally and forever released relinquished and

discharged against the Released Persons (whether or not such Class Members execute and deliver

the Proof of Claim and Release forms) any and all Released Claims (including without limitation

Unknown Claims) as well as any claims arising out of relating to or in connection with the

defense settlement or resolution of the Action or the Released Claims

11 Upon the Effective Date Lead Plaintiffs and each of the Class Members who have

not validly opted out of the Class and their respective predecessors successors agents

representatives attorneys and affiliates and the respective heirs executors administrators

successors and assigns of each of them directly or indirectly individually derivatively

representatively or in any other capacity shall be permanently barred and enjoined from the

assertion institution maintenance prosecution or enforcement against any Released Person in any

state or federal court or arbitral forum or in the court of any foreign jurisdiction of any and all

Released Claims (including without limitation Unknown Claims) as well as any claims arising out

of relating to or in connection with the defense settlement or resolution of the Action or the

Released Claims

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12 The Notice ofProposed Settlement ofClass Action (Notice) given to the Class in

accordance with the Notice Order entered on August 30 2013 was the best notice practicable under

the circumstances including the individual notice to all members of the Class who could be

identified through reasonable effort ofthe proceedings and ofthe matters set forth therein including

the proposed Settlement set forth in the Stipulation the proposed Plan of Distribution of the

proceeds ofthe Settlement set forth in the Notice Lead Counsels application for attorneys fees and

reimbursement of expenses and Lead Plaintiffs request for an award of reasonable costs and

expenses relating to their representation of the Class and said Notice and notice procedures fully

satisfied the requirements of Federal Rule of Civil Procedure 23 the Private Securities Litigation

Reform Act of 1995 and the requirements of due process There are no objections to the Notice

andor notice procedures

13 The Court hereby approves the Plan ofDistribution as set forth in the Notice as fair

and equitable The Court directs Lead Counsel to proceed with processing Proofs ofClaim and the

administration of the Settlement pursuant to the terms of the Plan of Distribution and upon

completion ofthe claims processing procedure to present to this Court a proposed final distribution

order for the distribution of the Net Settlement Fund to eligible Class Members as provided in the

Stipulation and the Plan of Distribution There are no objections to the Plan of Distribution

14 The Court hereby awards Lead Counsel attorneys fees equal to 3333 percent of

the Settlement Fund (including interest accrued thereon) and litigation expenses in the amount of

$104700577 with interest to accrue thereon at the same rate and for the same periods as has

accrued by the Settlement Fund from the date ofthis Judgment to the date ofactual payment of said

attorneys fees and expenses to Lead Counsel as provided in the Stipulation The Court finds the

amount of attorneys fees awarded herein are fair and reasonable based on (a) the work performed

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and costs incurred by Lead Counsel (b) the complexity ofthe case (c) the risks undertaken by Lead

Counsel and the contingent nature of their employment (d) the quality of the work performed by

Lead Counsel in this Action and their standing and experience in prosecuting similar class action

securities litigation (e) awards to successful plaintiffs counsel in other similar litigation (f) the

benefits achieved for Class Members through the Settlement and (g) the absence ofany objections

from any Class Members to either the application for an award ofattorneys fees or expenses to Lead

Counsel

15 The Court also fmds that the requested expenses are proper as the expenses incurred

by Lead Counsel including the costs ofexperts were reasonable and necessary in the prosecution of

this Action on behalf of Class Members There are no objections to Lead Counsels application for

reimbursement of their expenses

16 The Court approves payment of$1500000 to Lead Plaintiff Martin Litwin for his

reasonable time and expenses (including lost wages) relating to their representation of the Class

Such payment shall be paid out of the Settlement Fund There are no objections to Lead Plaintiff

Litwins application for reimbursement ofhis costs and expenses

17 All fees and expenses awarded or allowed in this Judgment shall except as otherwise

expressly provided in the Stipulation be paid from the Settlement Fund

18 Lead Counsel may apply from time to time for any fees andor expenses incurred by

them solely in connection with the administration of the Settlement and distribution of the Net

Settlement Fund to Class Members which except as expressly provided in the Stipulation shall be

paid from the Settlement Fund

19 Neither appellate review nor modification ofthe Plan ofDistribution set forth in the

Notice nor any action in regard to the motion by Lead Counsel for attorneys fees andor expenses

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Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 6 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 7 of 10

and the award ofcosts and expenses to Lead Plaintiffs shall affect the fmality ofany other portion of

this Judgment nor delay the Effective Date ofthe Stipulation and each shall be considered separate

for the purposes of appellate review of this Judgment

20 Neither the Stipulation nor the Settlement contained therein nor any act performed or

document executed pursuant to or in furtherance of the Stipulation or the Settlement (a) is or may be

deemed to be or may be used as an admission of or evidence of the validity ofany Released Claim

or ofany wrongdoing or liability of the Released Persons or (b) is or may be deemed to be or may

be used as an admission of or evidence of any fault or omission of any of the Defendants or the

Released Persons in any civil criminal or administrative proceeding in any court administrative

agency or other tribunal Defendants andor the Released Persons may file the Stipulation andor

this Judgment from this Action in any other action in which they are parties or that may be brought

against them in order to support a defense claim or counterclaim based on principles of res

judicata collateral estoppel release good faith settlement judgment bar or reduction or any theory

of claim preclusion or issue preclusion or similar defense or counterclaim

21 Without affecting the finality ofthis Judgment in any way this Court hereby retains

continuing exclusive jurisdiction over (a) implementation of this Settlement and any award or

distribution of the Settlement Fund including interest earned thereon (b) disposition of the

Settlement Fund (c) hearing and determining applications for attorneys fees interest and expenses

in the Action (d) payment of taxes by the Settlement Fund (e) all Settling Parties hereto for the

purpose ofconstruing enforcing and administering the Stipulation and (f) any other matters related

to finalizing the Settlement and distribution of proceeds of the Settlement

22 In the event that the Settlement does not become effective in accordance with the

terms of the Stipulation or the Effective Date does not occur or in the event that the Settlement

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Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 7 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 8 of 10

Fund or any portion thereof is returned to Defendants then this Judgment shall be rendered null and

void to the extent provided by and in accordance with the Stipulation and shall be vacated and in

such event all orders entered and releases delivered in connection herewith shall be null and void to

the extent provided by and in accordance with the StipUlation

23 Without further order of the Court the Settling Parties may agree to reasonable

extensions of time to carry out any of the provisions of the Stipulation

24 The Court finds that during the course of the Action the Settling Parties and their

respective counsel at all times complied with the requirements of Rule 11 of the Federal Rules of

Civil Procedure

25 The Court directs immediate entry of this Final Judgment by the Clerk ofthe Court

DATED Ok 10 2 TEO aRABLE HAROLD A R JR

UNITED STATES DISTRICT JUDGE

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EXHIBIT A

BLACKSTONE LIST OF EXCLUSIONS

Name

1 lINA HU

2 ESTATE OF ANTHONY J FABEC

3 WILLIAM PATTERSON

4 MARY AN N SHOTWELL

5 RICHARD A LEWIS

6 JOHN MERCADENTE JR

7 DOUGLAS BARHORST

8 PATRICIA G NORMAN

9 ESTATE OF RICHARD A NORMAN

10 ROBERT W DUER

11 ANIBAL MARRERO

12 RUSS D SONNIER

13 MARCUS E ampJOANNE R NORTH

14 SUZANNE EMETAROM

15 WILLIAM W amp FRANCES E MAIN

16 ANTHONY BRIENZA

17 SHU HAO HUANG

18 KENNETH 0 PARRIS

19 DUFF S MCEVERS

20 SHERRIE L FRANTZ

21 DEBBIE CRINK

22 MARK A SUMMERS

23 PAULINE MEYEROWITZ

24 ANDREW WAHL

City

OSHAWA

WILLOUGHBY HILLS

KINGS MOUNTAIN

VIRGILINA

BULLARD

READING

SIDNEY

KEARNEY

KEARNEY

ALTA LOMA

CORAL GABLES

NEW YORK

VICTORIA

WALNUT CREEK

ROBERTS

COLD SPRING HARBOR

SNOHOMISH

ATHENS

LAGUNA NIGUEL

EUGENE

OMAHA

MINNETRISTA

FT LAUDERDALE

SAN FRANCISCO

St Country セ

ON CA lIJ7C6

OH US 44094

NC US 28086

VA US 24598

TX US 75757

PA US 19606

OH US 45365

NE US 68845

NE US 68845

CA US 91701

FL US 33134

NY US 10150

TX US 77905

CA US 94595

MT US 59070

NY US 11724

WA US 98296

GA US 30604

CA US 92677

OR US 97404

NE US 68138

MN US 55364

FL US 33308

CA US 94115

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 9 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 10 of 10

EXHIBIT 3

Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 1 of 4

UNITED STATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

--------_____________________ x

THE BOARD OF TRUSTEES OF THE Civil Action No 09-cv-09333-KBF

OPERA TING ENGINEERS PENSION

TRUST on Behalf of Itself and All Others CLASS ACTION

Similarly Situated [PROPOSES] ORDER A WARDING

Plaintiffs ATTORNEYS FEES EXPENSES AND

CASE CONTRIBUTION A WARD TO LEAD

vs PLAINTIFF

JPMORGAN CHASE BANK NATIONAL

ASSOCIATIOt USDCSDNY

DOCUMENTDefendant

ELECTRONICALLY FILED ---------------- x DOC

DATE f M i l M e M d セ ャ エ i o B B B v エ M R B B G エ M ョ M B G Q G Q Q R P セ Q M S

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 1 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 2 of 4

This matter having come before the Court on November 19 2013 on the motion of Lead

Counsel for an award ofattorneys fees and expenses in the litigation and a case contribution award

to Lead Plaintiff the Court having considered all papers filed and proceedings condueted herein

having found the settlement of this Action to be fair reasonable and adequate and otherwise being

fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by referenee the definitions in the Stipulation of Settlement

dated August 16 2013 and all capitalized terms used but not defined herein shall have the same

meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto ineluding all members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount ofS47702453 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-reeovery method

4 The fees and expenses shall be allocated among Plaintiffs Counsel in a manner

which in Lead Counsels good-faith judgment ret1ects each such counsels contribution to the

institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Lead Counsel subject to the terms conditions and obligations of the

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Case 109-cv-09333-KBF Document 159 Filed 112013 Page 2 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 3 of 4

Stipulation and in particular セ Q R R thereof which terms conditions and obligations are incorporated

herein

6 The Court hereby awards Lead Plaintiff Board ofTrustees of the Operating Engineers

Pension Trust $25000 for its time and expense in representing the Class This case contribution

award shall be paid to Lead Plaintiff on or after the Effective Date subject to the terms conditions

and obligations of the Stipulation and in particular セ R S thereof which terms conditions and

obligations are incorporated herein

IT IS SO ORDERED

THE HONORABLE KATHERINE B FORREST

UNITED STATES DISTRICT JUDGE

- 2

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 3 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 4 of 4

EXHIBIT 4

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 1 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

CITILINE HOLDINGS INC Individually Civil Action No 108-cv-03612-RJS and On Behalf of All Others Similarly Situated (Consolidated)

Plaintiff CLASS ACTION

vs

ISTAR FINANCIAL INC et al

Defendants

x

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

E Albdquo

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 2 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 2 of 3

This matter having come before the Court on April 5 2013 on the motion of Co-Lead

Counsel for an award of attorneys fees and expenses in the Litigation the Court having considered

all papers filed and proceedings conducted herein having found the settlement of this action to be

fair reasonable and adequate and otherwise being fully informed in the premises and good cause

appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 5 2012 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Co-Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount of $23490171 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among Lead Plaintiffs counsel in a manner

which in Co-Lead Counsels good-faith judgment reflects each such counsels contribution to the

institution prosecution and resolution of the Litigation

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 3 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 3 of 3

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Co-Lead Counsel subject to the terms conditions and obligations of the

Stipulation and in particular para62-63 thereof which terms conditions and obligations are

incorporated herein

SO ORDERED

-2-

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 4 of 4

EXHIBIT 5

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 1 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 1 of 4

UNITED ST ATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

In re SANOFI-AVENTIS SECURITIES

LITIGATION

This Document Relates To

ALL ACTIONS

---middotmiddotmiddot-----middot--------x

i

11

middot middot FlLBD I l

JAN 2 2QJ4-~ Civil Action No 107tv-10279-GBD

CLASS ACTION f middot middot

ECFCASE

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND AN

AWARD TO PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

903068_ l

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 2 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 2 of 4

This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 3 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 3 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 31: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

- 22 - 1308528_1

Settlement fundrdquo) Not a single objection to the expense amount set forth in the Notice has been

received Accordingly Lead Counsel respectfully requests payment for these expenses plus interest

earned on such amount at the same rate as that earned by the Settlement

V LEAD PLAINTIFF SHOULD BE AWARDED ITS REASONABLE TIME

AND EXPENSES UNDER 15 USC sect78u-4(a)(4)

Lead Plaintiff seeks approval for an award of $3765 for the time it spent directly relating to

its representation of the Class The PSLRA specifically provides that an ldquoaward of reasonable costs

and expenses (including lost wages) directly relating to the representation of the classrdquo may be made

to ldquoany representative party serving on behalf of a classrdquo 15 USC sect78u-4(a)(4)

The Lead Plaintiff dedicated time to the Litigation by reviewing significant pleadings and

briefs in the Litigation communicating regularly with Lead Counsel and monitoring the progress of

settlement negotiations See Chicago Police Decl para20 Numerous courts have approved reasonable

awards to compensate lead plaintiffs for the time and effort they spent on behalf of a class See

Kinross Gold 2015 US Dist LEXIS 181932 at 14 (awarding $1680011 to lead plaintiff and

additional named plaintiffs ldquoto compensate them for their reasonable costs and expenses directly

relating to their representation of the Classrdquo) In re Intercept Pharms Inc Sec Litig No 114-cv-

01123-NRB slip op at 1 (SDNY Oct 20 2016) (awarding $527500 and $740125 to lead

plaintiffs ldquodirectly relating to the representation of the Classrdquo) Hicks 2005 WL 2757792 at 10

(ldquoCourts in this Circuit routinely award such costs and expenses both to reimburse the named

plaintiffs for expenses incurred through their involvement with the action and lost wages as well as

to provide an incentive for such plaintiffs to remain involved in the litigation and to incur such

expenses in the first placerdquo)

Lead Plaintiff took an active role with the prosecution of the Litigation These are precisely

the types of activities that courts have found to support awards to class representatives See eg In

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 31 of 34

- 23 - 1308528_1

re Am Intrsquol Grp Inc No 04 Civ 8141 (DAB) 2010 WL 5060697 at 3 (SDNY Dec 2 2010)

(granting PSLRA award of $30000 to institutional lead plaintiffs ldquoto compensate them for the time

and effort they devoted on behalf of a classrdquo) FLAG Telecom 2010 WL 4537550 at 31 (approving

award of $100000 to lead plaintiff for time spent in the litigation) Veeco 2007 WL 4115808 at 12

(characterizing such awards as ldquolsquoroutine[]rsquordquo in this Circuit) (citation omitted)

The Notice sufficiently informed potential Class Members that such expenses would be

sought Sylvester Decl Ex A at 2 The modest request by Lead Plaintiff is supported by

declaration is reasonable and fully justified under the PSLRA and should be granted There have

been no objections to this request

VI CONCLUSION

Based on the foregoing and the entire record herein Lead Counsel respectfully requests that

the Court award attorneysrsquo fees of 25 of the $15 million recovery plus expenses in the amount of

$16273405 plus interest on both amounts and $3765 to Lead Plaintiff

DATED September 22 2017 Respectfully submitted

s Ellen Gusikoff Stewart

Henry Rosen Ellen Gusikoff Stewart Susannah R Conn ROBBINS GELLER RUDMAN amp DOWD LLP 655 West Broadway Suite 1900 San Diego CA 92101 Telephone 619231-1058 619231-7423 (fax) henryrrgrdlawcom ellengrgrdlawcom sconnrgrdlawcom

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 32 of 34

- 24 - 1308528_1

Samuel H Rudman David A Rosenfeld ROBBINS GELLER RUDMAN amp DOWD LLP 58 South Service Road Suite 200 Melville NY 11747 Telephone 631367-7100 631367-1173 (fax) srudmanrgrdlawcom drosenfeldrgrdlawcom

Christopher C Gold ROBBINS GELLER RUDMAN amp DOWD LLP 120 East Palmetto Park Road Suite 500 Boca Raton FL 33432 Telephone 561750-3000 561750-3364 (fax) cgoldrgrdlawcom

Lead Counsel for Plaintiff

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 33 of 34

CERTIFICATE OF SERVICE

I Ellen Gusikoff Stewart hereby certify that on September 22 2017 I caused a true and

correct copy of the attached

Memorandum of Law in Support of Lead Counselrsquos Motion for an Award of Attorneysrsquo Fees and Expenses and Award to Lead Plaintiff Pursuant to 15 USC sect78u-4(a)(4)

to be electronically filed with the Clerk of the Court using the CMECF system which will send

notification of such public filings to all counsel registered to receive such notice

s Ellen Gusikoff Stewart

ELLEN GUSIKOFF STEWART

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 34 of 34

EXHIBIT 1

Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 1 of 5

UNITED STATES DISTRICT COURTSOUTHERN DISTRICT OF NEW YORK

xZUBAIR PATEL Individually and on Behalf of All Others Similarly Situated

Plaintiff

vs

L-3 COMMUNICATIONS HOLDINGS INC et al

Defendants

x

Civil Action No 114-cv-06038-VEC(Consolidated)

CLASS ACTION

REVISED [PROPOSED] ORDER AWARDING ATTORNEYSrsquo FEES AND EXPENSES AND AWARDS TO LEAD PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 1 of 4

81717

USDC SDNY DOCUMENT ELECTRONICALLY FILED DOC DATE FILED

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 1 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 2 of 5

- 1 -

This matter having come before the Court on August 16 2017 on the motion of Lead

Counsel for an award of attorneysrsquo fees and expenses (the ldquoFee Motionrdquo) the Court having

considered all papers filed and proceedings conducted herein having found the Settlement of this

Litigation to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Stipulation of Settlement

dated February 22 2017 (the ldquoStipulationrdquo) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 Notice of Lead Counselrsquos Fee Motion was given to all Class Members who could be

located with reasonable effort The form and method of notifying the Class of the Fee Motion met

the requirements of Rule 23 of the Federal Rules of Civil Procedure and 15 USC sect78u-4(a)(7) the

Securities Exchange Act of 1934 as amended by the Private Securities Litigation Reform Act of

1995 due process and any other applicable law constituted the best notice practicable under the

circumstances and constituted due and sufficient notice to all persons and entities entitled thereto

4 The Court hereby awards Lead Counsel attorneysrsquo fees of 25 of the Settlement

Fund (or $8625000) plus expenses in the amount of $47598074 together with the interest earned

on both amounts for the same time period and at the same rate as that earned on the Settlement Fund

until paid The Court finds that the amount of fees awarded is appropriate and that the amount of

fees awarded is fair and reasonable under the ldquopercentage-of-recoveryrdquo method

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 2 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 2 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 3 of 5

- 2 -

5 The fees and expenses shall be allocated amongst Lead Plaintiffsrsquo Counsel in a

manner that Lead Counsel in good faith believes reflects the contributions of such counsel to the

prosecution and settlement of the Litigation

6 The awarded attorneysrsquo fees and expenses and interest earned thereon shall be paid to

Lead Counsel subject to the terms conditions and obligations of the Stipulation and in particular

para62 thereof which terms conditions and obligations are incorporated herein

7 In making this award of fees and expenses to Lead Counsel the Court has considered

and found that

(a) the Settlement has created a fund of $34500000 in cash that is already on

deposit and numerous Class Members who submit or have submitted valid Proof of Claim and

Release forms will benefit from the Settlement created by Lead Counsel

(b) over 47000 copies of the Notice were disseminated to Class Members

indicating that Lead Counsel would move for attorneysrsquo fees in the amount of 25 of the Settlement

Fund and for expenses in an amount not to exceed $600000 and no objections to the fees or

expenses were filed by Class Members

(c) Lead Counsel has pursued the Litigation and achieved the Settlement with

skill perseverance and diligent advocacy

(d) Lead Counsel has expended substantial time and effort pursuing the Litigation

on behalf of the Class

(e) Lead Counsel pursued the Litigation on a contingent basis having received no

compensation during the Litigation and any fee amount has been contingent on the result achieved

(f) the Litigation involves complex factual and legal issues and in the absence of

settlement would involve lengthy proceedings whose resolution would be uncertain

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 3 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 3 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 4 of 5

- 3 -

(g) had Lead Counsel not achieved the Settlement there would remain a

significant risk that the Class may have recovered less or nothing from Defendants

(h) Lead Counsel has devoted over 8500 hours with a lodestar value of

$439142350 to achieve the Settlement

(i) public policy concerns favor the award of reasonable attorneysrsquo fees and

expenses in securities class action litigation and

(j) the attorneysrsquo fees and expenses awarded are fair and reasonable and

consistent with awards in similar cases within the Second Circuit

8 Any appeal or any challenge affecting this Courtrsquos approval regarding the Fee Motion

shall in no way disturb or affect the finality of the Judgment entered with respect to the Settlement

9 Pursuant to 15 USC sect78u-4(a)(4) the Court awards the following amounts to Lead

Plaintiffs for the time they spent directly related to their representation of the Class $39000 to City

of Pontiac General Employeesrsquo Retirement System $86000 to Local 1205 Pension Plan and

$100000 to City of Taylor Police and Fire Retirement System

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this Order shall be

rendered null and void to the extent provided in the Stipulation and shall be vacated in accordance

with the Stipulation

IT IS SO ORDERED

DATED ______________________ ________________________________________THE HONORABLE VALERIE E CAPRONIUNITED STATES DISTRICT JUDGE

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 4 of 4

August 17 2017

___________________________________________ _________E HONORABLE VALEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEERIE E CA

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 4 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 5 of 5

EXHIBIT 2

Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 1 of 10

rus1$$i)Ny I DOCUMENT

ELECTRONICALLY FILED DOC

SOUTHERN DISTRICT OF NEW YORK

UNITED STATES DISTRICT COURT

d a t e b Z l セ e セ d M Z セ セ セ ャ M セ------------------___________ x セ セ セ セ セ セ セ ] ] セ セ セ セ

LAND MEN PARTNERS INC Individually Civil Action No 08-cv-03601-HBshy

and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff FINAL JUDGMENT AND ORDER OF

vs DISMISSAL WITH PREJUDICE

THE BLACKSTONE GROUP LP et aI

Defendants

---------------------------------x

This matter came before the Court for hearing pursuant to the Order Preliminarily Approving

Settlement and Providing for Notice to the Class (Notice Order) dated August 30 2013 on the

unopposed application ofLead Plaintiffs for approval of the Settlement set forth in the Settlement

Agreement dated August 28 2013 (Stipulation) and following a hearing on December 18 2013

Due and adequate notice having been given to the Class as required in said Order and the Court

having considered all papers filed and proceedings had herein and otherwise being fully informed in

the premises and good cause appearing therefor

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Final Judgment incorporates by reference the definitions in the Stipulation and

all terms used herein shall have the same meanings as set forth in the Stipulation unless otherwise

set forth herein

2 This Court has jurisdiction over the subject matter ofthe Action and over all Settling

Parties to the Action including all members of the Class

3 For purposes ofthis Judgment as certified by the Court s August 13 2013 Order the

Class is defined as all Persons who purchased the common units of The Blackstone Group LP

(Blackstone) in Blackstones initial public offering (IPO) or in the open market on the New

- 1 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 1 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 2 of 10

York Stock Exchange between June 21 2007 and March 12 2008 inclusive and who sustained

compensable damages in connection with any such purchase of Blackstone units pursuant to

Sections 11 and 15 of the Securities Act of 1933

Excluded from the Class are (i) the persons who submitted valid and timely requests for

exclusion from the Class who are listed on Exhibit A hereto (ii) Defendants (iii) members of the

immediate family ofeach ofthe Defendants (iv) any Person that acted as an underwriter ofthe IPO

(v) any natural Person who sold Blackstone common units to the public in the IPO or who serves or

served as an officer or director ofBlackstone or as a partner of any predecessor to Blackstone the

members of the immediate families ofany such persons and any entity in which any ofDefendants

have or had a controlling interest and (vi) the legal representatives agents affiliates heirs

successors-in-interest or assigns of any such excluded Person (collectively Excluded Persons)

For the avoidance of doubt the Excluded Persons are excluded from the Class only to the

extent they purchased Blackstone common units in the IPO for their own account and not for or on

behalf of a third-party customer or for resale to customers Further to the extent that any of the

Excluded Persons was a statutory seller who resold the Blackstone common units to a third-party

customer client account fund trust or employee benefit plan that otherwise falls within the Class

or purchased Blackstone common units in a fiduciary capacity or otherwise on behalf ofany thirdshy

party customer client account fund trust or employee benefit plan that falls within the Class the

Excluded Person is excluded from the Class but the third-party customer client account fund trust

or employee benefit plan is not excluded from the Class with respect to such purchases of

Blackstone common units

4 For purposes of this Judgment as certified by the Courts August 132013 Order

Lead Plaintiffs Martin Litwin and Francis Brady are Class Representatives and Lead Counsel

- 2 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 2 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 3 of 10

Robbins Geller Rudman amp Dowd LLP and Brower Piven A Professional Corporation are Class

Counsel

5 Pursuant to Federal Rule of Civil Procedure 23 this Court hereby approves the

Settlement set forth in the Stipulation and finds that the Settlement is in all respects fair reasonable

and adequate to the Class There are no objections to the proposed Settlement

6 Pursuant to Rule 23 of the Federal Rules ofCivil Procedure the Court finds that the

Stipulation and Settlement are fair reasonable and adequate as to each ofthe Settling Parties and

that the Stipulation and Settlement are hereby finally approved in all respects and the Settling

Parties are hereby directed to perform its terms

7 Accordingly the Court authorizes and directs implementation of all the terms and

provisions of the Stipulation as well as the terms and provisions hereof The Court hereby

dismisses as to Defendants the Action and all Released Claims ofthe Class with prejudice without

costs as to any Settling Party except as and to the extent provided in the Stipulation and herein

8 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

shall and each of the Class Members shall be deemed to have and by operation ofthis Judgment

shall have fully finally and forever released relinquished and discharged all Released Claims

against the Released Persons whether or not such Class Member executes and delivers the Proof of

Claim and Release

9 Upon the Effective Date hereof and as provided in the Stipulation each of the

Released Persons shall be deemed to have and by operation of this Judgment shall have fully

finally and forever released relinquished and discharged Lead Plaintiffs each and all of the Class

Members Lead Counsel and Abraham Fruchter amp Twersky LLP from all claims (including without

- 3 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 3 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 4 of 10

limitation Unknown Claims) arising out of relating to or in connection with the institution

prosecution assertion settlement or resolution of the Action

10 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

and each of the Class Members who have not validly opted out of the Class and their respective

predecessors successors agents representatives attorneys and affiliates and the respective heirs

executors administrators successors and assigns of each of them directly or indirectly

individually derivatively representatively or in any other capacity shall be deemed to have and by

operation of the Judgment shall have fully finally and forever released relinquished and

discharged against the Released Persons (whether or not such Class Members execute and deliver

the Proof of Claim and Release forms) any and all Released Claims (including without limitation

Unknown Claims) as well as any claims arising out of relating to or in connection with the

defense settlement or resolution of the Action or the Released Claims

11 Upon the Effective Date Lead Plaintiffs and each of the Class Members who have

not validly opted out of the Class and their respective predecessors successors agents

representatives attorneys and affiliates and the respective heirs executors administrators

successors and assigns of each of them directly or indirectly individually derivatively

representatively or in any other capacity shall be permanently barred and enjoined from the

assertion institution maintenance prosecution or enforcement against any Released Person in any

state or federal court or arbitral forum or in the court of any foreign jurisdiction of any and all

Released Claims (including without limitation Unknown Claims) as well as any claims arising out

of relating to or in connection with the defense settlement or resolution of the Action or the

Released Claims

- 4 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 4 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 5 of 10

12 The Notice ofProposed Settlement ofClass Action (Notice) given to the Class in

accordance with the Notice Order entered on August 30 2013 was the best notice practicable under

the circumstances including the individual notice to all members of the Class who could be

identified through reasonable effort ofthe proceedings and ofthe matters set forth therein including

the proposed Settlement set forth in the Stipulation the proposed Plan of Distribution of the

proceeds ofthe Settlement set forth in the Notice Lead Counsels application for attorneys fees and

reimbursement of expenses and Lead Plaintiffs request for an award of reasonable costs and

expenses relating to their representation of the Class and said Notice and notice procedures fully

satisfied the requirements of Federal Rule of Civil Procedure 23 the Private Securities Litigation

Reform Act of 1995 and the requirements of due process There are no objections to the Notice

andor notice procedures

13 The Court hereby approves the Plan ofDistribution as set forth in the Notice as fair

and equitable The Court directs Lead Counsel to proceed with processing Proofs ofClaim and the

administration of the Settlement pursuant to the terms of the Plan of Distribution and upon

completion ofthe claims processing procedure to present to this Court a proposed final distribution

order for the distribution of the Net Settlement Fund to eligible Class Members as provided in the

Stipulation and the Plan of Distribution There are no objections to the Plan of Distribution

14 The Court hereby awards Lead Counsel attorneys fees equal to 3333 percent of

the Settlement Fund (including interest accrued thereon) and litigation expenses in the amount of

$104700577 with interest to accrue thereon at the same rate and for the same periods as has

accrued by the Settlement Fund from the date ofthis Judgment to the date ofactual payment of said

attorneys fees and expenses to Lead Counsel as provided in the Stipulation The Court finds the

amount of attorneys fees awarded herein are fair and reasonable based on (a) the work performed

- 5 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 5 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 6 of 10

and costs incurred by Lead Counsel (b) the complexity ofthe case (c) the risks undertaken by Lead

Counsel and the contingent nature of their employment (d) the quality of the work performed by

Lead Counsel in this Action and their standing and experience in prosecuting similar class action

securities litigation (e) awards to successful plaintiffs counsel in other similar litigation (f) the

benefits achieved for Class Members through the Settlement and (g) the absence ofany objections

from any Class Members to either the application for an award ofattorneys fees or expenses to Lead

Counsel

15 The Court also fmds that the requested expenses are proper as the expenses incurred

by Lead Counsel including the costs ofexperts were reasonable and necessary in the prosecution of

this Action on behalf of Class Members There are no objections to Lead Counsels application for

reimbursement of their expenses

16 The Court approves payment of$1500000 to Lead Plaintiff Martin Litwin for his

reasonable time and expenses (including lost wages) relating to their representation of the Class

Such payment shall be paid out of the Settlement Fund There are no objections to Lead Plaintiff

Litwins application for reimbursement ofhis costs and expenses

17 All fees and expenses awarded or allowed in this Judgment shall except as otherwise

expressly provided in the Stipulation be paid from the Settlement Fund

18 Lead Counsel may apply from time to time for any fees andor expenses incurred by

them solely in connection with the administration of the Settlement and distribution of the Net

Settlement Fund to Class Members which except as expressly provided in the Stipulation shall be

paid from the Settlement Fund

19 Neither appellate review nor modification ofthe Plan ofDistribution set forth in the

Notice nor any action in regard to the motion by Lead Counsel for attorneys fees andor expenses

- 6 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 6 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 7 of 10

and the award ofcosts and expenses to Lead Plaintiffs shall affect the fmality ofany other portion of

this Judgment nor delay the Effective Date ofthe Stipulation and each shall be considered separate

for the purposes of appellate review of this Judgment

20 Neither the Stipulation nor the Settlement contained therein nor any act performed or

document executed pursuant to or in furtherance of the Stipulation or the Settlement (a) is or may be

deemed to be or may be used as an admission of or evidence of the validity ofany Released Claim

or ofany wrongdoing or liability of the Released Persons or (b) is or may be deemed to be or may

be used as an admission of or evidence of any fault or omission of any of the Defendants or the

Released Persons in any civil criminal or administrative proceeding in any court administrative

agency or other tribunal Defendants andor the Released Persons may file the Stipulation andor

this Judgment from this Action in any other action in which they are parties or that may be brought

against them in order to support a defense claim or counterclaim based on principles of res

judicata collateral estoppel release good faith settlement judgment bar or reduction or any theory

of claim preclusion or issue preclusion or similar defense or counterclaim

21 Without affecting the finality ofthis Judgment in any way this Court hereby retains

continuing exclusive jurisdiction over (a) implementation of this Settlement and any award or

distribution of the Settlement Fund including interest earned thereon (b) disposition of the

Settlement Fund (c) hearing and determining applications for attorneys fees interest and expenses

in the Action (d) payment of taxes by the Settlement Fund (e) all Settling Parties hereto for the

purpose ofconstruing enforcing and administering the Stipulation and (f) any other matters related

to finalizing the Settlement and distribution of proceeds of the Settlement

22 In the event that the Settlement does not become effective in accordance with the

terms of the Stipulation or the Effective Date does not occur or in the event that the Settlement

- 7 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 7 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 8 of 10

Fund or any portion thereof is returned to Defendants then this Judgment shall be rendered null and

void to the extent provided by and in accordance with the Stipulation and shall be vacated and in

such event all orders entered and releases delivered in connection herewith shall be null and void to

the extent provided by and in accordance with the StipUlation

23 Without further order of the Court the Settling Parties may agree to reasonable

extensions of time to carry out any of the provisions of the Stipulation

24 The Court finds that during the course of the Action the Settling Parties and their

respective counsel at all times complied with the requirements of Rule 11 of the Federal Rules of

Civil Procedure

25 The Court directs immediate entry of this Final Judgment by the Clerk ofthe Court

DATED Ok 10 2 TEO aRABLE HAROLD A R JR

UNITED STATES DISTRICT JUDGE

- 8 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 8 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 9 of 10

EXHIBIT A

BLACKSTONE LIST OF EXCLUSIONS

Name

1 lINA HU

2 ESTATE OF ANTHONY J FABEC

3 WILLIAM PATTERSON

4 MARY AN N SHOTWELL

5 RICHARD A LEWIS

6 JOHN MERCADENTE JR

7 DOUGLAS BARHORST

8 PATRICIA G NORMAN

9 ESTATE OF RICHARD A NORMAN

10 ROBERT W DUER

11 ANIBAL MARRERO

12 RUSS D SONNIER

13 MARCUS E ampJOANNE R NORTH

14 SUZANNE EMETAROM

15 WILLIAM W amp FRANCES E MAIN

16 ANTHONY BRIENZA

17 SHU HAO HUANG

18 KENNETH 0 PARRIS

19 DUFF S MCEVERS

20 SHERRIE L FRANTZ

21 DEBBIE CRINK

22 MARK A SUMMERS

23 PAULINE MEYEROWITZ

24 ANDREW WAHL

City

OSHAWA

WILLOUGHBY HILLS

KINGS MOUNTAIN

VIRGILINA

BULLARD

READING

SIDNEY

KEARNEY

KEARNEY

ALTA LOMA

CORAL GABLES

NEW YORK

VICTORIA

WALNUT CREEK

ROBERTS

COLD SPRING HARBOR

SNOHOMISH

ATHENS

LAGUNA NIGUEL

EUGENE

OMAHA

MINNETRISTA

FT LAUDERDALE

SAN FRANCISCO

St Country セ

ON CA lIJ7C6

OH US 44094

NC US 28086

VA US 24598

TX US 75757

PA US 19606

OH US 45365

NE US 68845

NE US 68845

CA US 91701

FL US 33134

NY US 10150

TX US 77905

CA US 94595

MT US 59070

NY US 11724

WA US 98296

GA US 30604

CA US 92677

OR US 97404

NE US 68138

MN US 55364

FL US 33308

CA US 94115

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 9 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 10 of 10

EXHIBIT 3

Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 1 of 4

UNITED STATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

--------_____________________ x

THE BOARD OF TRUSTEES OF THE Civil Action No 09-cv-09333-KBF

OPERA TING ENGINEERS PENSION

TRUST on Behalf of Itself and All Others CLASS ACTION

Similarly Situated [PROPOSES] ORDER A WARDING

Plaintiffs ATTORNEYS FEES EXPENSES AND

CASE CONTRIBUTION A WARD TO LEAD

vs PLAINTIFF

JPMORGAN CHASE BANK NATIONAL

ASSOCIATIOt USDCSDNY

DOCUMENTDefendant

ELECTRONICALLY FILED ---------------- x DOC

DATE f M i l M e M d セ ャ エ i o B B B v エ M R B B G エ M ョ M B G Q G Q Q R P セ Q M S

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 1 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 2 of 4

This matter having come before the Court on November 19 2013 on the motion of Lead

Counsel for an award ofattorneys fees and expenses in the litigation and a case contribution award

to Lead Plaintiff the Court having considered all papers filed and proceedings condueted herein

having found the settlement of this Action to be fair reasonable and adequate and otherwise being

fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by referenee the definitions in the Stipulation of Settlement

dated August 16 2013 and all capitalized terms used but not defined herein shall have the same

meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto ineluding all members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount ofS47702453 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-reeovery method

4 The fees and expenses shall be allocated among Plaintiffs Counsel in a manner

which in Lead Counsels good-faith judgment ret1ects each such counsels contribution to the

institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Lead Counsel subject to the terms conditions and obligations of the

- 1 shy

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 2 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 3 of 4

Stipulation and in particular セ Q R R thereof which terms conditions and obligations are incorporated

herein

6 The Court hereby awards Lead Plaintiff Board ofTrustees of the Operating Engineers

Pension Trust $25000 for its time and expense in representing the Class This case contribution

award shall be paid to Lead Plaintiff on or after the Effective Date subject to the terms conditions

and obligations of the Stipulation and in particular セ R S thereof which terms conditions and

obligations are incorporated herein

IT IS SO ORDERED

THE HONORABLE KATHERINE B FORREST

UNITED STATES DISTRICT JUDGE

- 2

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 3 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 4 of 4

EXHIBIT 4

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 1 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

CITILINE HOLDINGS INC Individually Civil Action No 108-cv-03612-RJS and On Behalf of All Others Similarly Situated (Consolidated)

Plaintiff CLASS ACTION

vs

ISTAR FINANCIAL INC et al

Defendants

x

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

E Albdquo

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 2 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 2 of 3

This matter having come before the Court on April 5 2013 on the motion of Co-Lead

Counsel for an award of attorneys fees and expenses in the Litigation the Court having considered

all papers filed and proceedings conducted herein having found the settlement of this action to be

fair reasonable and adequate and otherwise being fully informed in the premises and good cause

appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 5 2012 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Co-Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount of $23490171 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among Lead Plaintiffs counsel in a manner

which in Co-Lead Counsels good-faith judgment reflects each such counsels contribution to the

institution prosecution and resolution of the Litigation

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 3 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 3 of 3

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Co-Lead Counsel subject to the terms conditions and obligations of the

Stipulation and in particular para62-63 thereof which terms conditions and obligations are

incorporated herein

SO ORDERED

-2-

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 4 of 4

EXHIBIT 5

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 1 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 1 of 4

UNITED ST ATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

In re SANOFI-AVENTIS SECURITIES

LITIGATION

This Document Relates To

ALL ACTIONS

---middotmiddotmiddot-----middot--------x

i

11

middot middot FlLBD I l

JAN 2 2QJ4-~ Civil Action No 107tv-10279-GBD

CLASS ACTION f middot middot

ECFCASE

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND AN

AWARD TO PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

903068_ l

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 2 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 2 of 4

This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 3 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 3 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 32: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

- 23 - 1308528_1

re Am Intrsquol Grp Inc No 04 Civ 8141 (DAB) 2010 WL 5060697 at 3 (SDNY Dec 2 2010)

(granting PSLRA award of $30000 to institutional lead plaintiffs ldquoto compensate them for the time

and effort they devoted on behalf of a classrdquo) FLAG Telecom 2010 WL 4537550 at 31 (approving

award of $100000 to lead plaintiff for time spent in the litigation) Veeco 2007 WL 4115808 at 12

(characterizing such awards as ldquolsquoroutine[]rsquordquo in this Circuit) (citation omitted)

The Notice sufficiently informed potential Class Members that such expenses would be

sought Sylvester Decl Ex A at 2 The modest request by Lead Plaintiff is supported by

declaration is reasonable and fully justified under the PSLRA and should be granted There have

been no objections to this request

VI CONCLUSION

Based on the foregoing and the entire record herein Lead Counsel respectfully requests that

the Court award attorneysrsquo fees of 25 of the $15 million recovery plus expenses in the amount of

$16273405 plus interest on both amounts and $3765 to Lead Plaintiff

DATED September 22 2017 Respectfully submitted

s Ellen Gusikoff Stewart

Henry Rosen Ellen Gusikoff Stewart Susannah R Conn ROBBINS GELLER RUDMAN amp DOWD LLP 655 West Broadway Suite 1900 San Diego CA 92101 Telephone 619231-1058 619231-7423 (fax) henryrrgrdlawcom ellengrgrdlawcom sconnrgrdlawcom

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 32 of 34

- 24 - 1308528_1

Samuel H Rudman David A Rosenfeld ROBBINS GELLER RUDMAN amp DOWD LLP 58 South Service Road Suite 200 Melville NY 11747 Telephone 631367-7100 631367-1173 (fax) srudmanrgrdlawcom drosenfeldrgrdlawcom

Christopher C Gold ROBBINS GELLER RUDMAN amp DOWD LLP 120 East Palmetto Park Road Suite 500 Boca Raton FL 33432 Telephone 561750-3000 561750-3364 (fax) cgoldrgrdlawcom

Lead Counsel for Plaintiff

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 33 of 34

CERTIFICATE OF SERVICE

I Ellen Gusikoff Stewart hereby certify that on September 22 2017 I caused a true and

correct copy of the attached

Memorandum of Law in Support of Lead Counselrsquos Motion for an Award of Attorneysrsquo Fees and Expenses and Award to Lead Plaintiff Pursuant to 15 USC sect78u-4(a)(4)

to be electronically filed with the Clerk of the Court using the CMECF system which will send

notification of such public filings to all counsel registered to receive such notice

s Ellen Gusikoff Stewart

ELLEN GUSIKOFF STEWART

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 34 of 34

EXHIBIT 1

Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 1 of 5

UNITED STATES DISTRICT COURTSOUTHERN DISTRICT OF NEW YORK

xZUBAIR PATEL Individually and on Behalf of All Others Similarly Situated

Plaintiff

vs

L-3 COMMUNICATIONS HOLDINGS INC et al

Defendants

x

Civil Action No 114-cv-06038-VEC(Consolidated)

CLASS ACTION

REVISED [PROPOSED] ORDER AWARDING ATTORNEYSrsquo FEES AND EXPENSES AND AWARDS TO LEAD PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 1 of 4

81717

USDC SDNY DOCUMENT ELECTRONICALLY FILED DOC DATE FILED

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 1 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 2 of 5

- 1 -

This matter having come before the Court on August 16 2017 on the motion of Lead

Counsel for an award of attorneysrsquo fees and expenses (the ldquoFee Motionrdquo) the Court having

considered all papers filed and proceedings conducted herein having found the Settlement of this

Litigation to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Stipulation of Settlement

dated February 22 2017 (the ldquoStipulationrdquo) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 Notice of Lead Counselrsquos Fee Motion was given to all Class Members who could be

located with reasonable effort The form and method of notifying the Class of the Fee Motion met

the requirements of Rule 23 of the Federal Rules of Civil Procedure and 15 USC sect78u-4(a)(7) the

Securities Exchange Act of 1934 as amended by the Private Securities Litigation Reform Act of

1995 due process and any other applicable law constituted the best notice practicable under the

circumstances and constituted due and sufficient notice to all persons and entities entitled thereto

4 The Court hereby awards Lead Counsel attorneysrsquo fees of 25 of the Settlement

Fund (or $8625000) plus expenses in the amount of $47598074 together with the interest earned

on both amounts for the same time period and at the same rate as that earned on the Settlement Fund

until paid The Court finds that the amount of fees awarded is appropriate and that the amount of

fees awarded is fair and reasonable under the ldquopercentage-of-recoveryrdquo method

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 2 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 2 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 3 of 5

- 2 -

5 The fees and expenses shall be allocated amongst Lead Plaintiffsrsquo Counsel in a

manner that Lead Counsel in good faith believes reflects the contributions of such counsel to the

prosecution and settlement of the Litigation

6 The awarded attorneysrsquo fees and expenses and interest earned thereon shall be paid to

Lead Counsel subject to the terms conditions and obligations of the Stipulation and in particular

para62 thereof which terms conditions and obligations are incorporated herein

7 In making this award of fees and expenses to Lead Counsel the Court has considered

and found that

(a) the Settlement has created a fund of $34500000 in cash that is already on

deposit and numerous Class Members who submit or have submitted valid Proof of Claim and

Release forms will benefit from the Settlement created by Lead Counsel

(b) over 47000 copies of the Notice were disseminated to Class Members

indicating that Lead Counsel would move for attorneysrsquo fees in the amount of 25 of the Settlement

Fund and for expenses in an amount not to exceed $600000 and no objections to the fees or

expenses were filed by Class Members

(c) Lead Counsel has pursued the Litigation and achieved the Settlement with

skill perseverance and diligent advocacy

(d) Lead Counsel has expended substantial time and effort pursuing the Litigation

on behalf of the Class

(e) Lead Counsel pursued the Litigation on a contingent basis having received no

compensation during the Litigation and any fee amount has been contingent on the result achieved

(f) the Litigation involves complex factual and legal issues and in the absence of

settlement would involve lengthy proceedings whose resolution would be uncertain

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 3 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 3 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 4 of 5

- 3 -

(g) had Lead Counsel not achieved the Settlement there would remain a

significant risk that the Class may have recovered less or nothing from Defendants

(h) Lead Counsel has devoted over 8500 hours with a lodestar value of

$439142350 to achieve the Settlement

(i) public policy concerns favor the award of reasonable attorneysrsquo fees and

expenses in securities class action litigation and

(j) the attorneysrsquo fees and expenses awarded are fair and reasonable and

consistent with awards in similar cases within the Second Circuit

8 Any appeal or any challenge affecting this Courtrsquos approval regarding the Fee Motion

shall in no way disturb or affect the finality of the Judgment entered with respect to the Settlement

9 Pursuant to 15 USC sect78u-4(a)(4) the Court awards the following amounts to Lead

Plaintiffs for the time they spent directly related to their representation of the Class $39000 to City

of Pontiac General Employeesrsquo Retirement System $86000 to Local 1205 Pension Plan and

$100000 to City of Taylor Police and Fire Retirement System

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this Order shall be

rendered null and void to the extent provided in the Stipulation and shall be vacated in accordance

with the Stipulation

IT IS SO ORDERED

DATED ______________________ ________________________________________THE HONORABLE VALERIE E CAPRONIUNITED STATES DISTRICT JUDGE

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 4 of 4

August 17 2017

___________________________________________ _________E HONORABLE VALEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEERIE E CA

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 4 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 5 of 5

EXHIBIT 2

Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 1 of 10

rus1$$i)Ny I DOCUMENT

ELECTRONICALLY FILED DOC

SOUTHERN DISTRICT OF NEW YORK

UNITED STATES DISTRICT COURT

d a t e b Z l セ e セ d M Z セ セ セ ャ M セ------------------___________ x セ セ セ セ セ セ セ ] ] セ セ セ セ

LAND MEN PARTNERS INC Individually Civil Action No 08-cv-03601-HBshy

and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff FINAL JUDGMENT AND ORDER OF

vs DISMISSAL WITH PREJUDICE

THE BLACKSTONE GROUP LP et aI

Defendants

---------------------------------x

This matter came before the Court for hearing pursuant to the Order Preliminarily Approving

Settlement and Providing for Notice to the Class (Notice Order) dated August 30 2013 on the

unopposed application ofLead Plaintiffs for approval of the Settlement set forth in the Settlement

Agreement dated August 28 2013 (Stipulation) and following a hearing on December 18 2013

Due and adequate notice having been given to the Class as required in said Order and the Court

having considered all papers filed and proceedings had herein and otherwise being fully informed in

the premises and good cause appearing therefor

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Final Judgment incorporates by reference the definitions in the Stipulation and

all terms used herein shall have the same meanings as set forth in the Stipulation unless otherwise

set forth herein

2 This Court has jurisdiction over the subject matter ofthe Action and over all Settling

Parties to the Action including all members of the Class

3 For purposes ofthis Judgment as certified by the Court s August 13 2013 Order the

Class is defined as all Persons who purchased the common units of The Blackstone Group LP

(Blackstone) in Blackstones initial public offering (IPO) or in the open market on the New

- 1 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 1 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 2 of 10

York Stock Exchange between June 21 2007 and March 12 2008 inclusive and who sustained

compensable damages in connection with any such purchase of Blackstone units pursuant to

Sections 11 and 15 of the Securities Act of 1933

Excluded from the Class are (i) the persons who submitted valid and timely requests for

exclusion from the Class who are listed on Exhibit A hereto (ii) Defendants (iii) members of the

immediate family ofeach ofthe Defendants (iv) any Person that acted as an underwriter ofthe IPO

(v) any natural Person who sold Blackstone common units to the public in the IPO or who serves or

served as an officer or director ofBlackstone or as a partner of any predecessor to Blackstone the

members of the immediate families ofany such persons and any entity in which any ofDefendants

have or had a controlling interest and (vi) the legal representatives agents affiliates heirs

successors-in-interest or assigns of any such excluded Person (collectively Excluded Persons)

For the avoidance of doubt the Excluded Persons are excluded from the Class only to the

extent they purchased Blackstone common units in the IPO for their own account and not for or on

behalf of a third-party customer or for resale to customers Further to the extent that any of the

Excluded Persons was a statutory seller who resold the Blackstone common units to a third-party

customer client account fund trust or employee benefit plan that otherwise falls within the Class

or purchased Blackstone common units in a fiduciary capacity or otherwise on behalf ofany thirdshy

party customer client account fund trust or employee benefit plan that falls within the Class the

Excluded Person is excluded from the Class but the third-party customer client account fund trust

or employee benefit plan is not excluded from the Class with respect to such purchases of

Blackstone common units

4 For purposes of this Judgment as certified by the Courts August 132013 Order

Lead Plaintiffs Martin Litwin and Francis Brady are Class Representatives and Lead Counsel

- 2 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 2 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 3 of 10

Robbins Geller Rudman amp Dowd LLP and Brower Piven A Professional Corporation are Class

Counsel

5 Pursuant to Federal Rule of Civil Procedure 23 this Court hereby approves the

Settlement set forth in the Stipulation and finds that the Settlement is in all respects fair reasonable

and adequate to the Class There are no objections to the proposed Settlement

6 Pursuant to Rule 23 of the Federal Rules ofCivil Procedure the Court finds that the

Stipulation and Settlement are fair reasonable and adequate as to each ofthe Settling Parties and

that the Stipulation and Settlement are hereby finally approved in all respects and the Settling

Parties are hereby directed to perform its terms

7 Accordingly the Court authorizes and directs implementation of all the terms and

provisions of the Stipulation as well as the terms and provisions hereof The Court hereby

dismisses as to Defendants the Action and all Released Claims ofthe Class with prejudice without

costs as to any Settling Party except as and to the extent provided in the Stipulation and herein

8 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

shall and each of the Class Members shall be deemed to have and by operation ofthis Judgment

shall have fully finally and forever released relinquished and discharged all Released Claims

against the Released Persons whether or not such Class Member executes and delivers the Proof of

Claim and Release

9 Upon the Effective Date hereof and as provided in the Stipulation each of the

Released Persons shall be deemed to have and by operation of this Judgment shall have fully

finally and forever released relinquished and discharged Lead Plaintiffs each and all of the Class

Members Lead Counsel and Abraham Fruchter amp Twersky LLP from all claims (including without

- 3 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 3 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 4 of 10

limitation Unknown Claims) arising out of relating to or in connection with the institution

prosecution assertion settlement or resolution of the Action

10 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

and each of the Class Members who have not validly opted out of the Class and their respective

predecessors successors agents representatives attorneys and affiliates and the respective heirs

executors administrators successors and assigns of each of them directly or indirectly

individually derivatively representatively or in any other capacity shall be deemed to have and by

operation of the Judgment shall have fully finally and forever released relinquished and

discharged against the Released Persons (whether or not such Class Members execute and deliver

the Proof of Claim and Release forms) any and all Released Claims (including without limitation

Unknown Claims) as well as any claims arising out of relating to or in connection with the

defense settlement or resolution of the Action or the Released Claims

11 Upon the Effective Date Lead Plaintiffs and each of the Class Members who have

not validly opted out of the Class and their respective predecessors successors agents

representatives attorneys and affiliates and the respective heirs executors administrators

successors and assigns of each of them directly or indirectly individually derivatively

representatively or in any other capacity shall be permanently barred and enjoined from the

assertion institution maintenance prosecution or enforcement against any Released Person in any

state or federal court or arbitral forum or in the court of any foreign jurisdiction of any and all

Released Claims (including without limitation Unknown Claims) as well as any claims arising out

of relating to or in connection with the defense settlement or resolution of the Action or the

Released Claims

- 4 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 4 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 5 of 10

12 The Notice ofProposed Settlement ofClass Action (Notice) given to the Class in

accordance with the Notice Order entered on August 30 2013 was the best notice practicable under

the circumstances including the individual notice to all members of the Class who could be

identified through reasonable effort ofthe proceedings and ofthe matters set forth therein including

the proposed Settlement set forth in the Stipulation the proposed Plan of Distribution of the

proceeds ofthe Settlement set forth in the Notice Lead Counsels application for attorneys fees and

reimbursement of expenses and Lead Plaintiffs request for an award of reasonable costs and

expenses relating to their representation of the Class and said Notice and notice procedures fully

satisfied the requirements of Federal Rule of Civil Procedure 23 the Private Securities Litigation

Reform Act of 1995 and the requirements of due process There are no objections to the Notice

andor notice procedures

13 The Court hereby approves the Plan ofDistribution as set forth in the Notice as fair

and equitable The Court directs Lead Counsel to proceed with processing Proofs ofClaim and the

administration of the Settlement pursuant to the terms of the Plan of Distribution and upon

completion ofthe claims processing procedure to present to this Court a proposed final distribution

order for the distribution of the Net Settlement Fund to eligible Class Members as provided in the

Stipulation and the Plan of Distribution There are no objections to the Plan of Distribution

14 The Court hereby awards Lead Counsel attorneys fees equal to 3333 percent of

the Settlement Fund (including interest accrued thereon) and litigation expenses in the amount of

$104700577 with interest to accrue thereon at the same rate and for the same periods as has

accrued by the Settlement Fund from the date ofthis Judgment to the date ofactual payment of said

attorneys fees and expenses to Lead Counsel as provided in the Stipulation The Court finds the

amount of attorneys fees awarded herein are fair and reasonable based on (a) the work performed

- 5 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 5 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 6 of 10

and costs incurred by Lead Counsel (b) the complexity ofthe case (c) the risks undertaken by Lead

Counsel and the contingent nature of their employment (d) the quality of the work performed by

Lead Counsel in this Action and their standing and experience in prosecuting similar class action

securities litigation (e) awards to successful plaintiffs counsel in other similar litigation (f) the

benefits achieved for Class Members through the Settlement and (g) the absence ofany objections

from any Class Members to either the application for an award ofattorneys fees or expenses to Lead

Counsel

15 The Court also fmds that the requested expenses are proper as the expenses incurred

by Lead Counsel including the costs ofexperts were reasonable and necessary in the prosecution of

this Action on behalf of Class Members There are no objections to Lead Counsels application for

reimbursement of their expenses

16 The Court approves payment of$1500000 to Lead Plaintiff Martin Litwin for his

reasonable time and expenses (including lost wages) relating to their representation of the Class

Such payment shall be paid out of the Settlement Fund There are no objections to Lead Plaintiff

Litwins application for reimbursement ofhis costs and expenses

17 All fees and expenses awarded or allowed in this Judgment shall except as otherwise

expressly provided in the Stipulation be paid from the Settlement Fund

18 Lead Counsel may apply from time to time for any fees andor expenses incurred by

them solely in connection with the administration of the Settlement and distribution of the Net

Settlement Fund to Class Members which except as expressly provided in the Stipulation shall be

paid from the Settlement Fund

19 Neither appellate review nor modification ofthe Plan ofDistribution set forth in the

Notice nor any action in regard to the motion by Lead Counsel for attorneys fees andor expenses

- 6 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 6 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 7 of 10

and the award ofcosts and expenses to Lead Plaintiffs shall affect the fmality ofany other portion of

this Judgment nor delay the Effective Date ofthe Stipulation and each shall be considered separate

for the purposes of appellate review of this Judgment

20 Neither the Stipulation nor the Settlement contained therein nor any act performed or

document executed pursuant to or in furtherance of the Stipulation or the Settlement (a) is or may be

deemed to be or may be used as an admission of or evidence of the validity ofany Released Claim

or ofany wrongdoing or liability of the Released Persons or (b) is or may be deemed to be or may

be used as an admission of or evidence of any fault or omission of any of the Defendants or the

Released Persons in any civil criminal or administrative proceeding in any court administrative

agency or other tribunal Defendants andor the Released Persons may file the Stipulation andor

this Judgment from this Action in any other action in which they are parties or that may be brought

against them in order to support a defense claim or counterclaim based on principles of res

judicata collateral estoppel release good faith settlement judgment bar or reduction or any theory

of claim preclusion or issue preclusion or similar defense or counterclaim

21 Without affecting the finality ofthis Judgment in any way this Court hereby retains

continuing exclusive jurisdiction over (a) implementation of this Settlement and any award or

distribution of the Settlement Fund including interest earned thereon (b) disposition of the

Settlement Fund (c) hearing and determining applications for attorneys fees interest and expenses

in the Action (d) payment of taxes by the Settlement Fund (e) all Settling Parties hereto for the

purpose ofconstruing enforcing and administering the Stipulation and (f) any other matters related

to finalizing the Settlement and distribution of proceeds of the Settlement

22 In the event that the Settlement does not become effective in accordance with the

terms of the Stipulation or the Effective Date does not occur or in the event that the Settlement

- 7 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 7 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 8 of 10

Fund or any portion thereof is returned to Defendants then this Judgment shall be rendered null and

void to the extent provided by and in accordance with the Stipulation and shall be vacated and in

such event all orders entered and releases delivered in connection herewith shall be null and void to

the extent provided by and in accordance with the StipUlation

23 Without further order of the Court the Settling Parties may agree to reasonable

extensions of time to carry out any of the provisions of the Stipulation

24 The Court finds that during the course of the Action the Settling Parties and their

respective counsel at all times complied with the requirements of Rule 11 of the Federal Rules of

Civil Procedure

25 The Court directs immediate entry of this Final Judgment by the Clerk ofthe Court

DATED Ok 10 2 TEO aRABLE HAROLD A R JR

UNITED STATES DISTRICT JUDGE

- 8 shy

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EXHIBIT A

BLACKSTONE LIST OF EXCLUSIONS

Name

1 lINA HU

2 ESTATE OF ANTHONY J FABEC

3 WILLIAM PATTERSON

4 MARY AN N SHOTWELL

5 RICHARD A LEWIS

6 JOHN MERCADENTE JR

7 DOUGLAS BARHORST

8 PATRICIA G NORMAN

9 ESTATE OF RICHARD A NORMAN

10 ROBERT W DUER

11 ANIBAL MARRERO

12 RUSS D SONNIER

13 MARCUS E ampJOANNE R NORTH

14 SUZANNE EMETAROM

15 WILLIAM W amp FRANCES E MAIN

16 ANTHONY BRIENZA

17 SHU HAO HUANG

18 KENNETH 0 PARRIS

19 DUFF S MCEVERS

20 SHERRIE L FRANTZ

21 DEBBIE CRINK

22 MARK A SUMMERS

23 PAULINE MEYEROWITZ

24 ANDREW WAHL

City

OSHAWA

WILLOUGHBY HILLS

KINGS MOUNTAIN

VIRGILINA

BULLARD

READING

SIDNEY

KEARNEY

KEARNEY

ALTA LOMA

CORAL GABLES

NEW YORK

VICTORIA

WALNUT CREEK

ROBERTS

COLD SPRING HARBOR

SNOHOMISH

ATHENS

LAGUNA NIGUEL

EUGENE

OMAHA

MINNETRISTA

FT LAUDERDALE

SAN FRANCISCO

St Country セ

ON CA lIJ7C6

OH US 44094

NC US 28086

VA US 24598

TX US 75757

PA US 19606

OH US 45365

NE US 68845

NE US 68845

CA US 91701

FL US 33134

NY US 10150

TX US 77905

CA US 94595

MT US 59070

NY US 11724

WA US 98296

GA US 30604

CA US 92677

OR US 97404

NE US 68138

MN US 55364

FL US 33308

CA US 94115

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 9 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 10 of 10

EXHIBIT 3

Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 1 of 4

UNITED STATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

--------_____________________ x

THE BOARD OF TRUSTEES OF THE Civil Action No 09-cv-09333-KBF

OPERA TING ENGINEERS PENSION

TRUST on Behalf of Itself and All Others CLASS ACTION

Similarly Situated [PROPOSES] ORDER A WARDING

Plaintiffs ATTORNEYS FEES EXPENSES AND

CASE CONTRIBUTION A WARD TO LEAD

vs PLAINTIFF

JPMORGAN CHASE BANK NATIONAL

ASSOCIATIOt USDCSDNY

DOCUMENTDefendant

ELECTRONICALLY FILED ---------------- x DOC

DATE f M i l M e M d セ ャ エ i o B B B v エ M R B B G エ M ョ M B G Q G Q Q R P セ Q M S

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 1 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 2 of 4

This matter having come before the Court on November 19 2013 on the motion of Lead

Counsel for an award ofattorneys fees and expenses in the litigation and a case contribution award

to Lead Plaintiff the Court having considered all papers filed and proceedings condueted herein

having found the settlement of this Action to be fair reasonable and adequate and otherwise being

fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by referenee the definitions in the Stipulation of Settlement

dated August 16 2013 and all capitalized terms used but not defined herein shall have the same

meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto ineluding all members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount ofS47702453 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-reeovery method

4 The fees and expenses shall be allocated among Plaintiffs Counsel in a manner

which in Lead Counsels good-faith judgment ret1ects each such counsels contribution to the

institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Lead Counsel subject to the terms conditions and obligations of the

- 1 shy

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 2 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 3 of 4

Stipulation and in particular セ Q R R thereof which terms conditions and obligations are incorporated

herein

6 The Court hereby awards Lead Plaintiff Board ofTrustees of the Operating Engineers

Pension Trust $25000 for its time and expense in representing the Class This case contribution

award shall be paid to Lead Plaintiff on or after the Effective Date subject to the terms conditions

and obligations of the Stipulation and in particular セ R S thereof which terms conditions and

obligations are incorporated herein

IT IS SO ORDERED

THE HONORABLE KATHERINE B FORREST

UNITED STATES DISTRICT JUDGE

- 2

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 3 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 4 of 4

EXHIBIT 4

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 1 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

CITILINE HOLDINGS INC Individually Civil Action No 108-cv-03612-RJS and On Behalf of All Others Similarly Situated (Consolidated)

Plaintiff CLASS ACTION

vs

ISTAR FINANCIAL INC et al

Defendants

x

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

E Albdquo

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 2 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 2 of 3

This matter having come before the Court on April 5 2013 on the motion of Co-Lead

Counsel for an award of attorneys fees and expenses in the Litigation the Court having considered

all papers filed and proceedings conducted herein having found the settlement of this action to be

fair reasonable and adequate and otherwise being fully informed in the premises and good cause

appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 5 2012 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Co-Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount of $23490171 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among Lead Plaintiffs counsel in a manner

which in Co-Lead Counsels good-faith judgment reflects each such counsels contribution to the

institution prosecution and resolution of the Litigation

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 3 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 3 of 3

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Co-Lead Counsel subject to the terms conditions and obligations of the

Stipulation and in particular para62-63 thereof which terms conditions and obligations are

incorporated herein

SO ORDERED

-2-

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 4 of 4

EXHIBIT 5

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 1 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 1 of 4

UNITED ST ATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

In re SANOFI-AVENTIS SECURITIES

LITIGATION

This Document Relates To

ALL ACTIONS

---middotmiddotmiddot-----middot--------x

i

11

middot middot FlLBD I l

JAN 2 2QJ4-~ Civil Action No 107tv-10279-GBD

CLASS ACTION f middot middot

ECFCASE

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND AN

AWARD TO PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

903068_ l

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 2 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 2 of 4

This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 3 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 3 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 33: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

- 24 - 1308528_1

Samuel H Rudman David A Rosenfeld ROBBINS GELLER RUDMAN amp DOWD LLP 58 South Service Road Suite 200 Melville NY 11747 Telephone 631367-7100 631367-1173 (fax) srudmanrgrdlawcom drosenfeldrgrdlawcom

Christopher C Gold ROBBINS GELLER RUDMAN amp DOWD LLP 120 East Palmetto Park Road Suite 500 Boca Raton FL 33432 Telephone 561750-3000 561750-3364 (fax) cgoldrgrdlawcom

Lead Counsel for Plaintiff

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 33 of 34

CERTIFICATE OF SERVICE

I Ellen Gusikoff Stewart hereby certify that on September 22 2017 I caused a true and

correct copy of the attached

Memorandum of Law in Support of Lead Counselrsquos Motion for an Award of Attorneysrsquo Fees and Expenses and Award to Lead Plaintiff Pursuant to 15 USC sect78u-4(a)(4)

to be electronically filed with the Clerk of the Court using the CMECF system which will send

notification of such public filings to all counsel registered to receive such notice

s Ellen Gusikoff Stewart

ELLEN GUSIKOFF STEWART

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 34 of 34

EXHIBIT 1

Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 1 of 5

UNITED STATES DISTRICT COURTSOUTHERN DISTRICT OF NEW YORK

xZUBAIR PATEL Individually and on Behalf of All Others Similarly Situated

Plaintiff

vs

L-3 COMMUNICATIONS HOLDINGS INC et al

Defendants

x

Civil Action No 114-cv-06038-VEC(Consolidated)

CLASS ACTION

REVISED [PROPOSED] ORDER AWARDING ATTORNEYSrsquo FEES AND EXPENSES AND AWARDS TO LEAD PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 1 of 4

81717

USDC SDNY DOCUMENT ELECTRONICALLY FILED DOC DATE FILED

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 1 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 2 of 5

- 1 -

This matter having come before the Court on August 16 2017 on the motion of Lead

Counsel for an award of attorneysrsquo fees and expenses (the ldquoFee Motionrdquo) the Court having

considered all papers filed and proceedings conducted herein having found the Settlement of this

Litigation to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Stipulation of Settlement

dated February 22 2017 (the ldquoStipulationrdquo) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 Notice of Lead Counselrsquos Fee Motion was given to all Class Members who could be

located with reasonable effort The form and method of notifying the Class of the Fee Motion met

the requirements of Rule 23 of the Federal Rules of Civil Procedure and 15 USC sect78u-4(a)(7) the

Securities Exchange Act of 1934 as amended by the Private Securities Litigation Reform Act of

1995 due process and any other applicable law constituted the best notice practicable under the

circumstances and constituted due and sufficient notice to all persons and entities entitled thereto

4 The Court hereby awards Lead Counsel attorneysrsquo fees of 25 of the Settlement

Fund (or $8625000) plus expenses in the amount of $47598074 together with the interest earned

on both amounts for the same time period and at the same rate as that earned on the Settlement Fund

until paid The Court finds that the amount of fees awarded is appropriate and that the amount of

fees awarded is fair and reasonable under the ldquopercentage-of-recoveryrdquo method

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 2 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 2 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 3 of 5

- 2 -

5 The fees and expenses shall be allocated amongst Lead Plaintiffsrsquo Counsel in a

manner that Lead Counsel in good faith believes reflects the contributions of such counsel to the

prosecution and settlement of the Litigation

6 The awarded attorneysrsquo fees and expenses and interest earned thereon shall be paid to

Lead Counsel subject to the terms conditions and obligations of the Stipulation and in particular

para62 thereof which terms conditions and obligations are incorporated herein

7 In making this award of fees and expenses to Lead Counsel the Court has considered

and found that

(a) the Settlement has created a fund of $34500000 in cash that is already on

deposit and numerous Class Members who submit or have submitted valid Proof of Claim and

Release forms will benefit from the Settlement created by Lead Counsel

(b) over 47000 copies of the Notice were disseminated to Class Members

indicating that Lead Counsel would move for attorneysrsquo fees in the amount of 25 of the Settlement

Fund and for expenses in an amount not to exceed $600000 and no objections to the fees or

expenses were filed by Class Members

(c) Lead Counsel has pursued the Litigation and achieved the Settlement with

skill perseverance and diligent advocacy

(d) Lead Counsel has expended substantial time and effort pursuing the Litigation

on behalf of the Class

(e) Lead Counsel pursued the Litigation on a contingent basis having received no

compensation during the Litigation and any fee amount has been contingent on the result achieved

(f) the Litigation involves complex factual and legal issues and in the absence of

settlement would involve lengthy proceedings whose resolution would be uncertain

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 3 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 3 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 4 of 5

- 3 -

(g) had Lead Counsel not achieved the Settlement there would remain a

significant risk that the Class may have recovered less or nothing from Defendants

(h) Lead Counsel has devoted over 8500 hours with a lodestar value of

$439142350 to achieve the Settlement

(i) public policy concerns favor the award of reasonable attorneysrsquo fees and

expenses in securities class action litigation and

(j) the attorneysrsquo fees and expenses awarded are fair and reasonable and

consistent with awards in similar cases within the Second Circuit

8 Any appeal or any challenge affecting this Courtrsquos approval regarding the Fee Motion

shall in no way disturb or affect the finality of the Judgment entered with respect to the Settlement

9 Pursuant to 15 USC sect78u-4(a)(4) the Court awards the following amounts to Lead

Plaintiffs for the time they spent directly related to their representation of the Class $39000 to City

of Pontiac General Employeesrsquo Retirement System $86000 to Local 1205 Pension Plan and

$100000 to City of Taylor Police and Fire Retirement System

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this Order shall be

rendered null and void to the extent provided in the Stipulation and shall be vacated in accordance

with the Stipulation

IT IS SO ORDERED

DATED ______________________ ________________________________________THE HONORABLE VALERIE E CAPRONIUNITED STATES DISTRICT JUDGE

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 4 of 4

August 17 2017

___________________________________________ _________E HONORABLE VALEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEERIE E CA

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 4 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 5 of 5

EXHIBIT 2

Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 1 of 10

rus1$$i)Ny I DOCUMENT

ELECTRONICALLY FILED DOC

SOUTHERN DISTRICT OF NEW YORK

UNITED STATES DISTRICT COURT

d a t e b Z l セ e セ d M Z セ セ セ ャ M セ------------------___________ x セ セ セ セ セ セ セ ] ] セ セ セ セ

LAND MEN PARTNERS INC Individually Civil Action No 08-cv-03601-HBshy

and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff FINAL JUDGMENT AND ORDER OF

vs DISMISSAL WITH PREJUDICE

THE BLACKSTONE GROUP LP et aI

Defendants

---------------------------------x

This matter came before the Court for hearing pursuant to the Order Preliminarily Approving

Settlement and Providing for Notice to the Class (Notice Order) dated August 30 2013 on the

unopposed application ofLead Plaintiffs for approval of the Settlement set forth in the Settlement

Agreement dated August 28 2013 (Stipulation) and following a hearing on December 18 2013

Due and adequate notice having been given to the Class as required in said Order and the Court

having considered all papers filed and proceedings had herein and otherwise being fully informed in

the premises and good cause appearing therefor

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Final Judgment incorporates by reference the definitions in the Stipulation and

all terms used herein shall have the same meanings as set forth in the Stipulation unless otherwise

set forth herein

2 This Court has jurisdiction over the subject matter ofthe Action and over all Settling

Parties to the Action including all members of the Class

3 For purposes ofthis Judgment as certified by the Court s August 13 2013 Order the

Class is defined as all Persons who purchased the common units of The Blackstone Group LP

(Blackstone) in Blackstones initial public offering (IPO) or in the open market on the New

- 1 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 1 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 2 of 10

York Stock Exchange between June 21 2007 and March 12 2008 inclusive and who sustained

compensable damages in connection with any such purchase of Blackstone units pursuant to

Sections 11 and 15 of the Securities Act of 1933

Excluded from the Class are (i) the persons who submitted valid and timely requests for

exclusion from the Class who are listed on Exhibit A hereto (ii) Defendants (iii) members of the

immediate family ofeach ofthe Defendants (iv) any Person that acted as an underwriter ofthe IPO

(v) any natural Person who sold Blackstone common units to the public in the IPO or who serves or

served as an officer or director ofBlackstone or as a partner of any predecessor to Blackstone the

members of the immediate families ofany such persons and any entity in which any ofDefendants

have or had a controlling interest and (vi) the legal representatives agents affiliates heirs

successors-in-interest or assigns of any such excluded Person (collectively Excluded Persons)

For the avoidance of doubt the Excluded Persons are excluded from the Class only to the

extent they purchased Blackstone common units in the IPO for their own account and not for or on

behalf of a third-party customer or for resale to customers Further to the extent that any of the

Excluded Persons was a statutory seller who resold the Blackstone common units to a third-party

customer client account fund trust or employee benefit plan that otherwise falls within the Class

or purchased Blackstone common units in a fiduciary capacity or otherwise on behalf ofany thirdshy

party customer client account fund trust or employee benefit plan that falls within the Class the

Excluded Person is excluded from the Class but the third-party customer client account fund trust

or employee benefit plan is not excluded from the Class with respect to such purchases of

Blackstone common units

4 For purposes of this Judgment as certified by the Courts August 132013 Order

Lead Plaintiffs Martin Litwin and Francis Brady are Class Representatives and Lead Counsel

- 2 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 2 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 3 of 10

Robbins Geller Rudman amp Dowd LLP and Brower Piven A Professional Corporation are Class

Counsel

5 Pursuant to Federal Rule of Civil Procedure 23 this Court hereby approves the

Settlement set forth in the Stipulation and finds that the Settlement is in all respects fair reasonable

and adequate to the Class There are no objections to the proposed Settlement

6 Pursuant to Rule 23 of the Federal Rules ofCivil Procedure the Court finds that the

Stipulation and Settlement are fair reasonable and adequate as to each ofthe Settling Parties and

that the Stipulation and Settlement are hereby finally approved in all respects and the Settling

Parties are hereby directed to perform its terms

7 Accordingly the Court authorizes and directs implementation of all the terms and

provisions of the Stipulation as well as the terms and provisions hereof The Court hereby

dismisses as to Defendants the Action and all Released Claims ofthe Class with prejudice without

costs as to any Settling Party except as and to the extent provided in the Stipulation and herein

8 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

shall and each of the Class Members shall be deemed to have and by operation ofthis Judgment

shall have fully finally and forever released relinquished and discharged all Released Claims

against the Released Persons whether or not such Class Member executes and delivers the Proof of

Claim and Release

9 Upon the Effective Date hereof and as provided in the Stipulation each of the

Released Persons shall be deemed to have and by operation of this Judgment shall have fully

finally and forever released relinquished and discharged Lead Plaintiffs each and all of the Class

Members Lead Counsel and Abraham Fruchter amp Twersky LLP from all claims (including without

- 3 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 3 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 4 of 10

limitation Unknown Claims) arising out of relating to or in connection with the institution

prosecution assertion settlement or resolution of the Action

10 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

and each of the Class Members who have not validly opted out of the Class and their respective

predecessors successors agents representatives attorneys and affiliates and the respective heirs

executors administrators successors and assigns of each of them directly or indirectly

individually derivatively representatively or in any other capacity shall be deemed to have and by

operation of the Judgment shall have fully finally and forever released relinquished and

discharged against the Released Persons (whether or not such Class Members execute and deliver

the Proof of Claim and Release forms) any and all Released Claims (including without limitation

Unknown Claims) as well as any claims arising out of relating to or in connection with the

defense settlement or resolution of the Action or the Released Claims

11 Upon the Effective Date Lead Plaintiffs and each of the Class Members who have

not validly opted out of the Class and their respective predecessors successors agents

representatives attorneys and affiliates and the respective heirs executors administrators

successors and assigns of each of them directly or indirectly individually derivatively

representatively or in any other capacity shall be permanently barred and enjoined from the

assertion institution maintenance prosecution or enforcement against any Released Person in any

state or federal court or arbitral forum or in the court of any foreign jurisdiction of any and all

Released Claims (including without limitation Unknown Claims) as well as any claims arising out

of relating to or in connection with the defense settlement or resolution of the Action or the

Released Claims

- 4 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 4 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 5 of 10

12 The Notice ofProposed Settlement ofClass Action (Notice) given to the Class in

accordance with the Notice Order entered on August 30 2013 was the best notice practicable under

the circumstances including the individual notice to all members of the Class who could be

identified through reasonable effort ofthe proceedings and ofthe matters set forth therein including

the proposed Settlement set forth in the Stipulation the proposed Plan of Distribution of the

proceeds ofthe Settlement set forth in the Notice Lead Counsels application for attorneys fees and

reimbursement of expenses and Lead Plaintiffs request for an award of reasonable costs and

expenses relating to their representation of the Class and said Notice and notice procedures fully

satisfied the requirements of Federal Rule of Civil Procedure 23 the Private Securities Litigation

Reform Act of 1995 and the requirements of due process There are no objections to the Notice

andor notice procedures

13 The Court hereby approves the Plan ofDistribution as set forth in the Notice as fair

and equitable The Court directs Lead Counsel to proceed with processing Proofs ofClaim and the

administration of the Settlement pursuant to the terms of the Plan of Distribution and upon

completion ofthe claims processing procedure to present to this Court a proposed final distribution

order for the distribution of the Net Settlement Fund to eligible Class Members as provided in the

Stipulation and the Plan of Distribution There are no objections to the Plan of Distribution

14 The Court hereby awards Lead Counsel attorneys fees equal to 3333 percent of

the Settlement Fund (including interest accrued thereon) and litigation expenses in the amount of

$104700577 with interest to accrue thereon at the same rate and for the same periods as has

accrued by the Settlement Fund from the date ofthis Judgment to the date ofactual payment of said

attorneys fees and expenses to Lead Counsel as provided in the Stipulation The Court finds the

amount of attorneys fees awarded herein are fair and reasonable based on (a) the work performed

- 5 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 5 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 6 of 10

and costs incurred by Lead Counsel (b) the complexity ofthe case (c) the risks undertaken by Lead

Counsel and the contingent nature of their employment (d) the quality of the work performed by

Lead Counsel in this Action and their standing and experience in prosecuting similar class action

securities litigation (e) awards to successful plaintiffs counsel in other similar litigation (f) the

benefits achieved for Class Members through the Settlement and (g) the absence ofany objections

from any Class Members to either the application for an award ofattorneys fees or expenses to Lead

Counsel

15 The Court also fmds that the requested expenses are proper as the expenses incurred

by Lead Counsel including the costs ofexperts were reasonable and necessary in the prosecution of

this Action on behalf of Class Members There are no objections to Lead Counsels application for

reimbursement of their expenses

16 The Court approves payment of$1500000 to Lead Plaintiff Martin Litwin for his

reasonable time and expenses (including lost wages) relating to their representation of the Class

Such payment shall be paid out of the Settlement Fund There are no objections to Lead Plaintiff

Litwins application for reimbursement ofhis costs and expenses

17 All fees and expenses awarded or allowed in this Judgment shall except as otherwise

expressly provided in the Stipulation be paid from the Settlement Fund

18 Lead Counsel may apply from time to time for any fees andor expenses incurred by

them solely in connection with the administration of the Settlement and distribution of the Net

Settlement Fund to Class Members which except as expressly provided in the Stipulation shall be

paid from the Settlement Fund

19 Neither appellate review nor modification ofthe Plan ofDistribution set forth in the

Notice nor any action in regard to the motion by Lead Counsel for attorneys fees andor expenses

- 6 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 6 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 7 of 10

and the award ofcosts and expenses to Lead Plaintiffs shall affect the fmality ofany other portion of

this Judgment nor delay the Effective Date ofthe Stipulation and each shall be considered separate

for the purposes of appellate review of this Judgment

20 Neither the Stipulation nor the Settlement contained therein nor any act performed or

document executed pursuant to or in furtherance of the Stipulation or the Settlement (a) is or may be

deemed to be or may be used as an admission of or evidence of the validity ofany Released Claim

or ofany wrongdoing or liability of the Released Persons or (b) is or may be deemed to be or may

be used as an admission of or evidence of any fault or omission of any of the Defendants or the

Released Persons in any civil criminal or administrative proceeding in any court administrative

agency or other tribunal Defendants andor the Released Persons may file the Stipulation andor

this Judgment from this Action in any other action in which they are parties or that may be brought

against them in order to support a defense claim or counterclaim based on principles of res

judicata collateral estoppel release good faith settlement judgment bar or reduction or any theory

of claim preclusion or issue preclusion or similar defense or counterclaim

21 Without affecting the finality ofthis Judgment in any way this Court hereby retains

continuing exclusive jurisdiction over (a) implementation of this Settlement and any award or

distribution of the Settlement Fund including interest earned thereon (b) disposition of the

Settlement Fund (c) hearing and determining applications for attorneys fees interest and expenses

in the Action (d) payment of taxes by the Settlement Fund (e) all Settling Parties hereto for the

purpose ofconstruing enforcing and administering the Stipulation and (f) any other matters related

to finalizing the Settlement and distribution of proceeds of the Settlement

22 In the event that the Settlement does not become effective in accordance with the

terms of the Stipulation or the Effective Date does not occur or in the event that the Settlement

- 7 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 7 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 8 of 10

Fund or any portion thereof is returned to Defendants then this Judgment shall be rendered null and

void to the extent provided by and in accordance with the Stipulation and shall be vacated and in

such event all orders entered and releases delivered in connection herewith shall be null and void to

the extent provided by and in accordance with the StipUlation

23 Without further order of the Court the Settling Parties may agree to reasonable

extensions of time to carry out any of the provisions of the Stipulation

24 The Court finds that during the course of the Action the Settling Parties and their

respective counsel at all times complied with the requirements of Rule 11 of the Federal Rules of

Civil Procedure

25 The Court directs immediate entry of this Final Judgment by the Clerk ofthe Court

DATED Ok 10 2 TEO aRABLE HAROLD A R JR

UNITED STATES DISTRICT JUDGE

- 8 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 8 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 9 of 10

EXHIBIT A

BLACKSTONE LIST OF EXCLUSIONS

Name

1 lINA HU

2 ESTATE OF ANTHONY J FABEC

3 WILLIAM PATTERSON

4 MARY AN N SHOTWELL

5 RICHARD A LEWIS

6 JOHN MERCADENTE JR

7 DOUGLAS BARHORST

8 PATRICIA G NORMAN

9 ESTATE OF RICHARD A NORMAN

10 ROBERT W DUER

11 ANIBAL MARRERO

12 RUSS D SONNIER

13 MARCUS E ampJOANNE R NORTH

14 SUZANNE EMETAROM

15 WILLIAM W amp FRANCES E MAIN

16 ANTHONY BRIENZA

17 SHU HAO HUANG

18 KENNETH 0 PARRIS

19 DUFF S MCEVERS

20 SHERRIE L FRANTZ

21 DEBBIE CRINK

22 MARK A SUMMERS

23 PAULINE MEYEROWITZ

24 ANDREW WAHL

City

OSHAWA

WILLOUGHBY HILLS

KINGS MOUNTAIN

VIRGILINA

BULLARD

READING

SIDNEY

KEARNEY

KEARNEY

ALTA LOMA

CORAL GABLES

NEW YORK

VICTORIA

WALNUT CREEK

ROBERTS

COLD SPRING HARBOR

SNOHOMISH

ATHENS

LAGUNA NIGUEL

EUGENE

OMAHA

MINNETRISTA

FT LAUDERDALE

SAN FRANCISCO

St Country セ

ON CA lIJ7C6

OH US 44094

NC US 28086

VA US 24598

TX US 75757

PA US 19606

OH US 45365

NE US 68845

NE US 68845

CA US 91701

FL US 33134

NY US 10150

TX US 77905

CA US 94595

MT US 59070

NY US 11724

WA US 98296

GA US 30604

CA US 92677

OR US 97404

NE US 68138

MN US 55364

FL US 33308

CA US 94115

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 9 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 10 of 10

EXHIBIT 3

Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 1 of 4

UNITED STATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

--------_____________________ x

THE BOARD OF TRUSTEES OF THE Civil Action No 09-cv-09333-KBF

OPERA TING ENGINEERS PENSION

TRUST on Behalf of Itself and All Others CLASS ACTION

Similarly Situated [PROPOSES] ORDER A WARDING

Plaintiffs ATTORNEYS FEES EXPENSES AND

CASE CONTRIBUTION A WARD TO LEAD

vs PLAINTIFF

JPMORGAN CHASE BANK NATIONAL

ASSOCIATIOt USDCSDNY

DOCUMENTDefendant

ELECTRONICALLY FILED ---------------- x DOC

DATE f M i l M e M d セ ャ エ i o B B B v エ M R B B G エ M ョ M B G Q G Q Q R P セ Q M S

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 1 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 2 of 4

This matter having come before the Court on November 19 2013 on the motion of Lead

Counsel for an award ofattorneys fees and expenses in the litigation and a case contribution award

to Lead Plaintiff the Court having considered all papers filed and proceedings condueted herein

having found the settlement of this Action to be fair reasonable and adequate and otherwise being

fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by referenee the definitions in the Stipulation of Settlement

dated August 16 2013 and all capitalized terms used but not defined herein shall have the same

meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto ineluding all members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount ofS47702453 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-reeovery method

4 The fees and expenses shall be allocated among Plaintiffs Counsel in a manner

which in Lead Counsels good-faith judgment ret1ects each such counsels contribution to the

institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Lead Counsel subject to the terms conditions and obligations of the

- 1 shy

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 2 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 3 of 4

Stipulation and in particular セ Q R R thereof which terms conditions and obligations are incorporated

herein

6 The Court hereby awards Lead Plaintiff Board ofTrustees of the Operating Engineers

Pension Trust $25000 for its time and expense in representing the Class This case contribution

award shall be paid to Lead Plaintiff on or after the Effective Date subject to the terms conditions

and obligations of the Stipulation and in particular セ R S thereof which terms conditions and

obligations are incorporated herein

IT IS SO ORDERED

THE HONORABLE KATHERINE B FORREST

UNITED STATES DISTRICT JUDGE

- 2

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 3 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 4 of 4

EXHIBIT 4

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 1 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

CITILINE HOLDINGS INC Individually Civil Action No 108-cv-03612-RJS and On Behalf of All Others Similarly Situated (Consolidated)

Plaintiff CLASS ACTION

vs

ISTAR FINANCIAL INC et al

Defendants

x

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

E Albdquo

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 2 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 2 of 3

This matter having come before the Court on April 5 2013 on the motion of Co-Lead

Counsel for an award of attorneys fees and expenses in the Litigation the Court having considered

all papers filed and proceedings conducted herein having found the settlement of this action to be

fair reasonable and adequate and otherwise being fully informed in the premises and good cause

appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 5 2012 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Co-Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount of $23490171 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among Lead Plaintiffs counsel in a manner

which in Co-Lead Counsels good-faith judgment reflects each such counsels contribution to the

institution prosecution and resolution of the Litigation

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 3 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 3 of 3

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Co-Lead Counsel subject to the terms conditions and obligations of the

Stipulation and in particular para62-63 thereof which terms conditions and obligations are

incorporated herein

SO ORDERED

-2-

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 4 of 4

EXHIBIT 5

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 1 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 1 of 4

UNITED ST ATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

In re SANOFI-AVENTIS SECURITIES

LITIGATION

This Document Relates To

ALL ACTIONS

---middotmiddotmiddot-----middot--------x

i

11

middot middot FlLBD I l

JAN 2 2QJ4-~ Civil Action No 107tv-10279-GBD

CLASS ACTION f middot middot

ECFCASE

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND AN

AWARD TO PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

903068_ l

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 2 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 2 of 4

This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 3 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 3 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 34: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

CERTIFICATE OF SERVICE

I Ellen Gusikoff Stewart hereby certify that on September 22 2017 I caused a true and

correct copy of the attached

Memorandum of Law in Support of Lead Counselrsquos Motion for an Award of Attorneysrsquo Fees and Expenses and Award to Lead Plaintiff Pursuant to 15 USC sect78u-4(a)(4)

to be electronically filed with the Clerk of the Court using the CMECF system which will send

notification of such public filings to all counsel registered to receive such notice

s Ellen Gusikoff Stewart

ELLEN GUSIKOFF STEWART

Case 116-cv-03925-LLS Document 57 Filed 092217 Page 34 of 34

EXHIBIT 1

Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 1 of 5

UNITED STATES DISTRICT COURTSOUTHERN DISTRICT OF NEW YORK

xZUBAIR PATEL Individually and on Behalf of All Others Similarly Situated

Plaintiff

vs

L-3 COMMUNICATIONS HOLDINGS INC et al

Defendants

x

Civil Action No 114-cv-06038-VEC(Consolidated)

CLASS ACTION

REVISED [PROPOSED] ORDER AWARDING ATTORNEYSrsquo FEES AND EXPENSES AND AWARDS TO LEAD PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 1 of 4

81717

USDC SDNY DOCUMENT ELECTRONICALLY FILED DOC DATE FILED

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 1 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 2 of 5

- 1 -

This matter having come before the Court on August 16 2017 on the motion of Lead

Counsel for an award of attorneysrsquo fees and expenses (the ldquoFee Motionrdquo) the Court having

considered all papers filed and proceedings conducted herein having found the Settlement of this

Litigation to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Stipulation of Settlement

dated February 22 2017 (the ldquoStipulationrdquo) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 Notice of Lead Counselrsquos Fee Motion was given to all Class Members who could be

located with reasonable effort The form and method of notifying the Class of the Fee Motion met

the requirements of Rule 23 of the Federal Rules of Civil Procedure and 15 USC sect78u-4(a)(7) the

Securities Exchange Act of 1934 as amended by the Private Securities Litigation Reform Act of

1995 due process and any other applicable law constituted the best notice practicable under the

circumstances and constituted due and sufficient notice to all persons and entities entitled thereto

4 The Court hereby awards Lead Counsel attorneysrsquo fees of 25 of the Settlement

Fund (or $8625000) plus expenses in the amount of $47598074 together with the interest earned

on both amounts for the same time period and at the same rate as that earned on the Settlement Fund

until paid The Court finds that the amount of fees awarded is appropriate and that the amount of

fees awarded is fair and reasonable under the ldquopercentage-of-recoveryrdquo method

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 2 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 2 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 3 of 5

- 2 -

5 The fees and expenses shall be allocated amongst Lead Plaintiffsrsquo Counsel in a

manner that Lead Counsel in good faith believes reflects the contributions of such counsel to the

prosecution and settlement of the Litigation

6 The awarded attorneysrsquo fees and expenses and interest earned thereon shall be paid to

Lead Counsel subject to the terms conditions and obligations of the Stipulation and in particular

para62 thereof which terms conditions and obligations are incorporated herein

7 In making this award of fees and expenses to Lead Counsel the Court has considered

and found that

(a) the Settlement has created a fund of $34500000 in cash that is already on

deposit and numerous Class Members who submit or have submitted valid Proof of Claim and

Release forms will benefit from the Settlement created by Lead Counsel

(b) over 47000 copies of the Notice were disseminated to Class Members

indicating that Lead Counsel would move for attorneysrsquo fees in the amount of 25 of the Settlement

Fund and for expenses in an amount not to exceed $600000 and no objections to the fees or

expenses were filed by Class Members

(c) Lead Counsel has pursued the Litigation and achieved the Settlement with

skill perseverance and diligent advocacy

(d) Lead Counsel has expended substantial time and effort pursuing the Litigation

on behalf of the Class

(e) Lead Counsel pursued the Litigation on a contingent basis having received no

compensation during the Litigation and any fee amount has been contingent on the result achieved

(f) the Litigation involves complex factual and legal issues and in the absence of

settlement would involve lengthy proceedings whose resolution would be uncertain

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 3 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 3 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 4 of 5

- 3 -

(g) had Lead Counsel not achieved the Settlement there would remain a

significant risk that the Class may have recovered less or nothing from Defendants

(h) Lead Counsel has devoted over 8500 hours with a lodestar value of

$439142350 to achieve the Settlement

(i) public policy concerns favor the award of reasonable attorneysrsquo fees and

expenses in securities class action litigation and

(j) the attorneysrsquo fees and expenses awarded are fair and reasonable and

consistent with awards in similar cases within the Second Circuit

8 Any appeal or any challenge affecting this Courtrsquos approval regarding the Fee Motion

shall in no way disturb or affect the finality of the Judgment entered with respect to the Settlement

9 Pursuant to 15 USC sect78u-4(a)(4) the Court awards the following amounts to Lead

Plaintiffs for the time they spent directly related to their representation of the Class $39000 to City

of Pontiac General Employeesrsquo Retirement System $86000 to Local 1205 Pension Plan and

$100000 to City of Taylor Police and Fire Retirement System

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this Order shall be

rendered null and void to the extent provided in the Stipulation and shall be vacated in accordance

with the Stipulation

IT IS SO ORDERED

DATED ______________________ ________________________________________THE HONORABLE VALERIE E CAPRONIUNITED STATES DISTRICT JUDGE

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 4 of 4

August 17 2017

___________________________________________ _________E HONORABLE VALEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEERIE E CA

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 4 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 5 of 5

EXHIBIT 2

Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 1 of 10

rus1$$i)Ny I DOCUMENT

ELECTRONICALLY FILED DOC

SOUTHERN DISTRICT OF NEW YORK

UNITED STATES DISTRICT COURT

d a t e b Z l セ e セ d M Z セ セ セ ャ M セ------------------___________ x セ セ セ セ セ セ セ ] ] セ セ セ セ

LAND MEN PARTNERS INC Individually Civil Action No 08-cv-03601-HBshy

and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff FINAL JUDGMENT AND ORDER OF

vs DISMISSAL WITH PREJUDICE

THE BLACKSTONE GROUP LP et aI

Defendants

---------------------------------x

This matter came before the Court for hearing pursuant to the Order Preliminarily Approving

Settlement and Providing for Notice to the Class (Notice Order) dated August 30 2013 on the

unopposed application ofLead Plaintiffs for approval of the Settlement set forth in the Settlement

Agreement dated August 28 2013 (Stipulation) and following a hearing on December 18 2013

Due and adequate notice having been given to the Class as required in said Order and the Court

having considered all papers filed and proceedings had herein and otherwise being fully informed in

the premises and good cause appearing therefor

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Final Judgment incorporates by reference the definitions in the Stipulation and

all terms used herein shall have the same meanings as set forth in the Stipulation unless otherwise

set forth herein

2 This Court has jurisdiction over the subject matter ofthe Action and over all Settling

Parties to the Action including all members of the Class

3 For purposes ofthis Judgment as certified by the Court s August 13 2013 Order the

Class is defined as all Persons who purchased the common units of The Blackstone Group LP

(Blackstone) in Blackstones initial public offering (IPO) or in the open market on the New

- 1 shy

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York Stock Exchange between June 21 2007 and March 12 2008 inclusive and who sustained

compensable damages in connection with any such purchase of Blackstone units pursuant to

Sections 11 and 15 of the Securities Act of 1933

Excluded from the Class are (i) the persons who submitted valid and timely requests for

exclusion from the Class who are listed on Exhibit A hereto (ii) Defendants (iii) members of the

immediate family ofeach ofthe Defendants (iv) any Person that acted as an underwriter ofthe IPO

(v) any natural Person who sold Blackstone common units to the public in the IPO or who serves or

served as an officer or director ofBlackstone or as a partner of any predecessor to Blackstone the

members of the immediate families ofany such persons and any entity in which any ofDefendants

have or had a controlling interest and (vi) the legal representatives agents affiliates heirs

successors-in-interest or assigns of any such excluded Person (collectively Excluded Persons)

For the avoidance of doubt the Excluded Persons are excluded from the Class only to the

extent they purchased Blackstone common units in the IPO for their own account and not for or on

behalf of a third-party customer or for resale to customers Further to the extent that any of the

Excluded Persons was a statutory seller who resold the Blackstone common units to a third-party

customer client account fund trust or employee benefit plan that otherwise falls within the Class

or purchased Blackstone common units in a fiduciary capacity or otherwise on behalf ofany thirdshy

party customer client account fund trust or employee benefit plan that falls within the Class the

Excluded Person is excluded from the Class but the third-party customer client account fund trust

or employee benefit plan is not excluded from the Class with respect to such purchases of

Blackstone common units

4 For purposes of this Judgment as certified by the Courts August 132013 Order

Lead Plaintiffs Martin Litwin and Francis Brady are Class Representatives and Lead Counsel

- 2 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 2 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 3 of 10

Robbins Geller Rudman amp Dowd LLP and Brower Piven A Professional Corporation are Class

Counsel

5 Pursuant to Federal Rule of Civil Procedure 23 this Court hereby approves the

Settlement set forth in the Stipulation and finds that the Settlement is in all respects fair reasonable

and adequate to the Class There are no objections to the proposed Settlement

6 Pursuant to Rule 23 of the Federal Rules ofCivil Procedure the Court finds that the

Stipulation and Settlement are fair reasonable and adequate as to each ofthe Settling Parties and

that the Stipulation and Settlement are hereby finally approved in all respects and the Settling

Parties are hereby directed to perform its terms

7 Accordingly the Court authorizes and directs implementation of all the terms and

provisions of the Stipulation as well as the terms and provisions hereof The Court hereby

dismisses as to Defendants the Action and all Released Claims ofthe Class with prejudice without

costs as to any Settling Party except as and to the extent provided in the Stipulation and herein

8 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

shall and each of the Class Members shall be deemed to have and by operation ofthis Judgment

shall have fully finally and forever released relinquished and discharged all Released Claims

against the Released Persons whether or not such Class Member executes and delivers the Proof of

Claim and Release

9 Upon the Effective Date hereof and as provided in the Stipulation each of the

Released Persons shall be deemed to have and by operation of this Judgment shall have fully

finally and forever released relinquished and discharged Lead Plaintiffs each and all of the Class

Members Lead Counsel and Abraham Fruchter amp Twersky LLP from all claims (including without

- 3 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 3 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 4 of 10

limitation Unknown Claims) arising out of relating to or in connection with the institution

prosecution assertion settlement or resolution of the Action

10 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

and each of the Class Members who have not validly opted out of the Class and their respective

predecessors successors agents representatives attorneys and affiliates and the respective heirs

executors administrators successors and assigns of each of them directly or indirectly

individually derivatively representatively or in any other capacity shall be deemed to have and by

operation of the Judgment shall have fully finally and forever released relinquished and

discharged against the Released Persons (whether or not such Class Members execute and deliver

the Proof of Claim and Release forms) any and all Released Claims (including without limitation

Unknown Claims) as well as any claims arising out of relating to or in connection with the

defense settlement or resolution of the Action or the Released Claims

11 Upon the Effective Date Lead Plaintiffs and each of the Class Members who have

not validly opted out of the Class and their respective predecessors successors agents

representatives attorneys and affiliates and the respective heirs executors administrators

successors and assigns of each of them directly or indirectly individually derivatively

representatively or in any other capacity shall be permanently barred and enjoined from the

assertion institution maintenance prosecution or enforcement against any Released Person in any

state or federal court or arbitral forum or in the court of any foreign jurisdiction of any and all

Released Claims (including without limitation Unknown Claims) as well as any claims arising out

of relating to or in connection with the defense settlement or resolution of the Action or the

Released Claims

- 4 shy

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12 The Notice ofProposed Settlement ofClass Action (Notice) given to the Class in

accordance with the Notice Order entered on August 30 2013 was the best notice practicable under

the circumstances including the individual notice to all members of the Class who could be

identified through reasonable effort ofthe proceedings and ofthe matters set forth therein including

the proposed Settlement set forth in the Stipulation the proposed Plan of Distribution of the

proceeds ofthe Settlement set forth in the Notice Lead Counsels application for attorneys fees and

reimbursement of expenses and Lead Plaintiffs request for an award of reasonable costs and

expenses relating to their representation of the Class and said Notice and notice procedures fully

satisfied the requirements of Federal Rule of Civil Procedure 23 the Private Securities Litigation

Reform Act of 1995 and the requirements of due process There are no objections to the Notice

andor notice procedures

13 The Court hereby approves the Plan ofDistribution as set forth in the Notice as fair

and equitable The Court directs Lead Counsel to proceed with processing Proofs ofClaim and the

administration of the Settlement pursuant to the terms of the Plan of Distribution and upon

completion ofthe claims processing procedure to present to this Court a proposed final distribution

order for the distribution of the Net Settlement Fund to eligible Class Members as provided in the

Stipulation and the Plan of Distribution There are no objections to the Plan of Distribution

14 The Court hereby awards Lead Counsel attorneys fees equal to 3333 percent of

the Settlement Fund (including interest accrued thereon) and litigation expenses in the amount of

$104700577 with interest to accrue thereon at the same rate and for the same periods as has

accrued by the Settlement Fund from the date ofthis Judgment to the date ofactual payment of said

attorneys fees and expenses to Lead Counsel as provided in the Stipulation The Court finds the

amount of attorneys fees awarded herein are fair and reasonable based on (a) the work performed

- 5 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 5 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 6 of 10

and costs incurred by Lead Counsel (b) the complexity ofthe case (c) the risks undertaken by Lead

Counsel and the contingent nature of their employment (d) the quality of the work performed by

Lead Counsel in this Action and their standing and experience in prosecuting similar class action

securities litigation (e) awards to successful plaintiffs counsel in other similar litigation (f) the

benefits achieved for Class Members through the Settlement and (g) the absence ofany objections

from any Class Members to either the application for an award ofattorneys fees or expenses to Lead

Counsel

15 The Court also fmds that the requested expenses are proper as the expenses incurred

by Lead Counsel including the costs ofexperts were reasonable and necessary in the prosecution of

this Action on behalf of Class Members There are no objections to Lead Counsels application for

reimbursement of their expenses

16 The Court approves payment of$1500000 to Lead Plaintiff Martin Litwin for his

reasonable time and expenses (including lost wages) relating to their representation of the Class

Such payment shall be paid out of the Settlement Fund There are no objections to Lead Plaintiff

Litwins application for reimbursement ofhis costs and expenses

17 All fees and expenses awarded or allowed in this Judgment shall except as otherwise

expressly provided in the Stipulation be paid from the Settlement Fund

18 Lead Counsel may apply from time to time for any fees andor expenses incurred by

them solely in connection with the administration of the Settlement and distribution of the Net

Settlement Fund to Class Members which except as expressly provided in the Stipulation shall be

paid from the Settlement Fund

19 Neither appellate review nor modification ofthe Plan ofDistribution set forth in the

Notice nor any action in regard to the motion by Lead Counsel for attorneys fees andor expenses

- 6 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 6 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 7 of 10

and the award ofcosts and expenses to Lead Plaintiffs shall affect the fmality ofany other portion of

this Judgment nor delay the Effective Date ofthe Stipulation and each shall be considered separate

for the purposes of appellate review of this Judgment

20 Neither the Stipulation nor the Settlement contained therein nor any act performed or

document executed pursuant to or in furtherance of the Stipulation or the Settlement (a) is or may be

deemed to be or may be used as an admission of or evidence of the validity ofany Released Claim

or ofany wrongdoing or liability of the Released Persons or (b) is or may be deemed to be or may

be used as an admission of or evidence of any fault or omission of any of the Defendants or the

Released Persons in any civil criminal or administrative proceeding in any court administrative

agency or other tribunal Defendants andor the Released Persons may file the Stipulation andor

this Judgment from this Action in any other action in which they are parties or that may be brought

against them in order to support a defense claim or counterclaim based on principles of res

judicata collateral estoppel release good faith settlement judgment bar or reduction or any theory

of claim preclusion or issue preclusion or similar defense or counterclaim

21 Without affecting the finality ofthis Judgment in any way this Court hereby retains

continuing exclusive jurisdiction over (a) implementation of this Settlement and any award or

distribution of the Settlement Fund including interest earned thereon (b) disposition of the

Settlement Fund (c) hearing and determining applications for attorneys fees interest and expenses

in the Action (d) payment of taxes by the Settlement Fund (e) all Settling Parties hereto for the

purpose ofconstruing enforcing and administering the Stipulation and (f) any other matters related

to finalizing the Settlement and distribution of proceeds of the Settlement

22 In the event that the Settlement does not become effective in accordance with the

terms of the Stipulation or the Effective Date does not occur or in the event that the Settlement

- 7 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 7 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 8 of 10

Fund or any portion thereof is returned to Defendants then this Judgment shall be rendered null and

void to the extent provided by and in accordance with the Stipulation and shall be vacated and in

such event all orders entered and releases delivered in connection herewith shall be null and void to

the extent provided by and in accordance with the StipUlation

23 Without further order of the Court the Settling Parties may agree to reasonable

extensions of time to carry out any of the provisions of the Stipulation

24 The Court finds that during the course of the Action the Settling Parties and their

respective counsel at all times complied with the requirements of Rule 11 of the Federal Rules of

Civil Procedure

25 The Court directs immediate entry of this Final Judgment by the Clerk ofthe Court

DATED Ok 10 2 TEO aRABLE HAROLD A R JR

UNITED STATES DISTRICT JUDGE

- 8 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 8 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 9 of 10

EXHIBIT A

BLACKSTONE LIST OF EXCLUSIONS

Name

1 lINA HU

2 ESTATE OF ANTHONY J FABEC

3 WILLIAM PATTERSON

4 MARY AN N SHOTWELL

5 RICHARD A LEWIS

6 JOHN MERCADENTE JR

7 DOUGLAS BARHORST

8 PATRICIA G NORMAN

9 ESTATE OF RICHARD A NORMAN

10 ROBERT W DUER

11 ANIBAL MARRERO

12 RUSS D SONNIER

13 MARCUS E ampJOANNE R NORTH

14 SUZANNE EMETAROM

15 WILLIAM W amp FRANCES E MAIN

16 ANTHONY BRIENZA

17 SHU HAO HUANG

18 KENNETH 0 PARRIS

19 DUFF S MCEVERS

20 SHERRIE L FRANTZ

21 DEBBIE CRINK

22 MARK A SUMMERS

23 PAULINE MEYEROWITZ

24 ANDREW WAHL

City

OSHAWA

WILLOUGHBY HILLS

KINGS MOUNTAIN

VIRGILINA

BULLARD

READING

SIDNEY

KEARNEY

KEARNEY

ALTA LOMA

CORAL GABLES

NEW YORK

VICTORIA

WALNUT CREEK

ROBERTS

COLD SPRING HARBOR

SNOHOMISH

ATHENS

LAGUNA NIGUEL

EUGENE

OMAHA

MINNETRISTA

FT LAUDERDALE

SAN FRANCISCO

St Country セ

ON CA lIJ7C6

OH US 44094

NC US 28086

VA US 24598

TX US 75757

PA US 19606

OH US 45365

NE US 68845

NE US 68845

CA US 91701

FL US 33134

NY US 10150

TX US 77905

CA US 94595

MT US 59070

NY US 11724

WA US 98296

GA US 30604

CA US 92677

OR US 97404

NE US 68138

MN US 55364

FL US 33308

CA US 94115

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 9 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 10 of 10

EXHIBIT 3

Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 1 of 4

UNITED STATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

--------_____________________ x

THE BOARD OF TRUSTEES OF THE Civil Action No 09-cv-09333-KBF

OPERA TING ENGINEERS PENSION

TRUST on Behalf of Itself and All Others CLASS ACTION

Similarly Situated [PROPOSES] ORDER A WARDING

Plaintiffs ATTORNEYS FEES EXPENSES AND

CASE CONTRIBUTION A WARD TO LEAD

vs PLAINTIFF

JPMORGAN CHASE BANK NATIONAL

ASSOCIATIOt USDCSDNY

DOCUMENTDefendant

ELECTRONICALLY FILED ---------------- x DOC

DATE f M i l M e M d セ ャ エ i o B B B v エ M R B B G エ M ョ M B G Q G Q Q R P セ Q M S

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 1 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 2 of 4

This matter having come before the Court on November 19 2013 on the motion of Lead

Counsel for an award ofattorneys fees and expenses in the litigation and a case contribution award

to Lead Plaintiff the Court having considered all papers filed and proceedings condueted herein

having found the settlement of this Action to be fair reasonable and adequate and otherwise being

fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by referenee the definitions in the Stipulation of Settlement

dated August 16 2013 and all capitalized terms used but not defined herein shall have the same

meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto ineluding all members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount ofS47702453 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-reeovery method

4 The fees and expenses shall be allocated among Plaintiffs Counsel in a manner

which in Lead Counsels good-faith judgment ret1ects each such counsels contribution to the

institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Lead Counsel subject to the terms conditions and obligations of the

- 1 shy

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 2 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 3 of 4

Stipulation and in particular セ Q R R thereof which terms conditions and obligations are incorporated

herein

6 The Court hereby awards Lead Plaintiff Board ofTrustees of the Operating Engineers

Pension Trust $25000 for its time and expense in representing the Class This case contribution

award shall be paid to Lead Plaintiff on or after the Effective Date subject to the terms conditions

and obligations of the Stipulation and in particular セ R S thereof which terms conditions and

obligations are incorporated herein

IT IS SO ORDERED

THE HONORABLE KATHERINE B FORREST

UNITED STATES DISTRICT JUDGE

- 2

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 3 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 4 of 4

EXHIBIT 4

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 1 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

CITILINE HOLDINGS INC Individually Civil Action No 108-cv-03612-RJS and On Behalf of All Others Similarly Situated (Consolidated)

Plaintiff CLASS ACTION

vs

ISTAR FINANCIAL INC et al

Defendants

x

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

E Albdquo

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 2 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 2 of 3

This matter having come before the Court on April 5 2013 on the motion of Co-Lead

Counsel for an award of attorneys fees and expenses in the Litigation the Court having considered

all papers filed and proceedings conducted herein having found the settlement of this action to be

fair reasonable and adequate and otherwise being fully informed in the premises and good cause

appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 5 2012 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Co-Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount of $23490171 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among Lead Plaintiffs counsel in a manner

which in Co-Lead Counsels good-faith judgment reflects each such counsels contribution to the

institution prosecution and resolution of the Litigation

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 3 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 3 of 3

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Co-Lead Counsel subject to the terms conditions and obligations of the

Stipulation and in particular para62-63 thereof which terms conditions and obligations are

incorporated herein

SO ORDERED

-2-

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 4 of 4

EXHIBIT 5

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 1 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 1 of 4

UNITED ST ATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

In re SANOFI-AVENTIS SECURITIES

LITIGATION

This Document Relates To

ALL ACTIONS

---middotmiddotmiddot-----middot--------x

i

11

middot middot FlLBD I l

JAN 2 2QJ4-~ Civil Action No 107tv-10279-GBD

CLASS ACTION f middot middot

ECFCASE

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND AN

AWARD TO PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

903068_ l

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 2 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 2 of 4

This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 3 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 3 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 35: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

EXHIBIT 1

Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 1 of 5

UNITED STATES DISTRICT COURTSOUTHERN DISTRICT OF NEW YORK

xZUBAIR PATEL Individually and on Behalf of All Others Similarly Situated

Plaintiff

vs

L-3 COMMUNICATIONS HOLDINGS INC et al

Defendants

x

Civil Action No 114-cv-06038-VEC(Consolidated)

CLASS ACTION

REVISED [PROPOSED] ORDER AWARDING ATTORNEYSrsquo FEES AND EXPENSES AND AWARDS TO LEAD PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 1 of 4

81717

USDC SDNY DOCUMENT ELECTRONICALLY FILED DOC DATE FILED

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 1 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 2 of 5

- 1 -

This matter having come before the Court on August 16 2017 on the motion of Lead

Counsel for an award of attorneysrsquo fees and expenses (the ldquoFee Motionrdquo) the Court having

considered all papers filed and proceedings conducted herein having found the Settlement of this

Litigation to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Stipulation of Settlement

dated February 22 2017 (the ldquoStipulationrdquo) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 Notice of Lead Counselrsquos Fee Motion was given to all Class Members who could be

located with reasonable effort The form and method of notifying the Class of the Fee Motion met

the requirements of Rule 23 of the Federal Rules of Civil Procedure and 15 USC sect78u-4(a)(7) the

Securities Exchange Act of 1934 as amended by the Private Securities Litigation Reform Act of

1995 due process and any other applicable law constituted the best notice practicable under the

circumstances and constituted due and sufficient notice to all persons and entities entitled thereto

4 The Court hereby awards Lead Counsel attorneysrsquo fees of 25 of the Settlement

Fund (or $8625000) plus expenses in the amount of $47598074 together with the interest earned

on both amounts for the same time period and at the same rate as that earned on the Settlement Fund

until paid The Court finds that the amount of fees awarded is appropriate and that the amount of

fees awarded is fair and reasonable under the ldquopercentage-of-recoveryrdquo method

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 2 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 2 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 3 of 5

- 2 -

5 The fees and expenses shall be allocated amongst Lead Plaintiffsrsquo Counsel in a

manner that Lead Counsel in good faith believes reflects the contributions of such counsel to the

prosecution and settlement of the Litigation

6 The awarded attorneysrsquo fees and expenses and interest earned thereon shall be paid to

Lead Counsel subject to the terms conditions and obligations of the Stipulation and in particular

para62 thereof which terms conditions and obligations are incorporated herein

7 In making this award of fees and expenses to Lead Counsel the Court has considered

and found that

(a) the Settlement has created a fund of $34500000 in cash that is already on

deposit and numerous Class Members who submit or have submitted valid Proof of Claim and

Release forms will benefit from the Settlement created by Lead Counsel

(b) over 47000 copies of the Notice were disseminated to Class Members

indicating that Lead Counsel would move for attorneysrsquo fees in the amount of 25 of the Settlement

Fund and for expenses in an amount not to exceed $600000 and no objections to the fees or

expenses were filed by Class Members

(c) Lead Counsel has pursued the Litigation and achieved the Settlement with

skill perseverance and diligent advocacy

(d) Lead Counsel has expended substantial time and effort pursuing the Litigation

on behalf of the Class

(e) Lead Counsel pursued the Litigation on a contingent basis having received no

compensation during the Litigation and any fee amount has been contingent on the result achieved

(f) the Litigation involves complex factual and legal issues and in the absence of

settlement would involve lengthy proceedings whose resolution would be uncertain

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 3 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 3 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 4 of 5

- 3 -

(g) had Lead Counsel not achieved the Settlement there would remain a

significant risk that the Class may have recovered less or nothing from Defendants

(h) Lead Counsel has devoted over 8500 hours with a lodestar value of

$439142350 to achieve the Settlement

(i) public policy concerns favor the award of reasonable attorneysrsquo fees and

expenses in securities class action litigation and

(j) the attorneysrsquo fees and expenses awarded are fair and reasonable and

consistent with awards in similar cases within the Second Circuit

8 Any appeal or any challenge affecting this Courtrsquos approval regarding the Fee Motion

shall in no way disturb or affect the finality of the Judgment entered with respect to the Settlement

9 Pursuant to 15 USC sect78u-4(a)(4) the Court awards the following amounts to Lead

Plaintiffs for the time they spent directly related to their representation of the Class $39000 to City

of Pontiac General Employeesrsquo Retirement System $86000 to Local 1205 Pension Plan and

$100000 to City of Taylor Police and Fire Retirement System

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this Order shall be

rendered null and void to the extent provided in the Stipulation and shall be vacated in accordance

with the Stipulation

IT IS SO ORDERED

DATED ______________________ ________________________________________THE HONORABLE VALERIE E CAPRONIUNITED STATES DISTRICT JUDGE

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 4 of 4

August 17 2017

___________________________________________ _________E HONORABLE VALEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEERIE E CA

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 4 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 5 of 5

EXHIBIT 2

Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 1 of 10

rus1$$i)Ny I DOCUMENT

ELECTRONICALLY FILED DOC

SOUTHERN DISTRICT OF NEW YORK

UNITED STATES DISTRICT COURT

d a t e b Z l セ e セ d M Z セ セ セ ャ M セ------------------___________ x セ セ セ セ セ セ セ ] ] セ セ セ セ

LAND MEN PARTNERS INC Individually Civil Action No 08-cv-03601-HBshy

and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff FINAL JUDGMENT AND ORDER OF

vs DISMISSAL WITH PREJUDICE

THE BLACKSTONE GROUP LP et aI

Defendants

---------------------------------x

This matter came before the Court for hearing pursuant to the Order Preliminarily Approving

Settlement and Providing for Notice to the Class (Notice Order) dated August 30 2013 on the

unopposed application ofLead Plaintiffs for approval of the Settlement set forth in the Settlement

Agreement dated August 28 2013 (Stipulation) and following a hearing on December 18 2013

Due and adequate notice having been given to the Class as required in said Order and the Court

having considered all papers filed and proceedings had herein and otherwise being fully informed in

the premises and good cause appearing therefor

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Final Judgment incorporates by reference the definitions in the Stipulation and

all terms used herein shall have the same meanings as set forth in the Stipulation unless otherwise

set forth herein

2 This Court has jurisdiction over the subject matter ofthe Action and over all Settling

Parties to the Action including all members of the Class

3 For purposes ofthis Judgment as certified by the Court s August 13 2013 Order the

Class is defined as all Persons who purchased the common units of The Blackstone Group LP

(Blackstone) in Blackstones initial public offering (IPO) or in the open market on the New

- 1 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 1 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 2 of 10

York Stock Exchange between June 21 2007 and March 12 2008 inclusive and who sustained

compensable damages in connection with any such purchase of Blackstone units pursuant to

Sections 11 and 15 of the Securities Act of 1933

Excluded from the Class are (i) the persons who submitted valid and timely requests for

exclusion from the Class who are listed on Exhibit A hereto (ii) Defendants (iii) members of the

immediate family ofeach ofthe Defendants (iv) any Person that acted as an underwriter ofthe IPO

(v) any natural Person who sold Blackstone common units to the public in the IPO or who serves or

served as an officer or director ofBlackstone or as a partner of any predecessor to Blackstone the

members of the immediate families ofany such persons and any entity in which any ofDefendants

have or had a controlling interest and (vi) the legal representatives agents affiliates heirs

successors-in-interest or assigns of any such excluded Person (collectively Excluded Persons)

For the avoidance of doubt the Excluded Persons are excluded from the Class only to the

extent they purchased Blackstone common units in the IPO for their own account and not for or on

behalf of a third-party customer or for resale to customers Further to the extent that any of the

Excluded Persons was a statutory seller who resold the Blackstone common units to a third-party

customer client account fund trust or employee benefit plan that otherwise falls within the Class

or purchased Blackstone common units in a fiduciary capacity or otherwise on behalf ofany thirdshy

party customer client account fund trust or employee benefit plan that falls within the Class the

Excluded Person is excluded from the Class but the third-party customer client account fund trust

or employee benefit plan is not excluded from the Class with respect to such purchases of

Blackstone common units

4 For purposes of this Judgment as certified by the Courts August 132013 Order

Lead Plaintiffs Martin Litwin and Francis Brady are Class Representatives and Lead Counsel

- 2 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 2 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 3 of 10

Robbins Geller Rudman amp Dowd LLP and Brower Piven A Professional Corporation are Class

Counsel

5 Pursuant to Federal Rule of Civil Procedure 23 this Court hereby approves the

Settlement set forth in the Stipulation and finds that the Settlement is in all respects fair reasonable

and adequate to the Class There are no objections to the proposed Settlement

6 Pursuant to Rule 23 of the Federal Rules ofCivil Procedure the Court finds that the

Stipulation and Settlement are fair reasonable and adequate as to each ofthe Settling Parties and

that the Stipulation and Settlement are hereby finally approved in all respects and the Settling

Parties are hereby directed to perform its terms

7 Accordingly the Court authorizes and directs implementation of all the terms and

provisions of the Stipulation as well as the terms and provisions hereof The Court hereby

dismisses as to Defendants the Action and all Released Claims ofthe Class with prejudice without

costs as to any Settling Party except as and to the extent provided in the Stipulation and herein

8 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

shall and each of the Class Members shall be deemed to have and by operation ofthis Judgment

shall have fully finally and forever released relinquished and discharged all Released Claims

against the Released Persons whether or not such Class Member executes and delivers the Proof of

Claim and Release

9 Upon the Effective Date hereof and as provided in the Stipulation each of the

Released Persons shall be deemed to have and by operation of this Judgment shall have fully

finally and forever released relinquished and discharged Lead Plaintiffs each and all of the Class

Members Lead Counsel and Abraham Fruchter amp Twersky LLP from all claims (including without

- 3 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 3 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 4 of 10

limitation Unknown Claims) arising out of relating to or in connection with the institution

prosecution assertion settlement or resolution of the Action

10 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

and each of the Class Members who have not validly opted out of the Class and their respective

predecessors successors agents representatives attorneys and affiliates and the respective heirs

executors administrators successors and assigns of each of them directly or indirectly

individually derivatively representatively or in any other capacity shall be deemed to have and by

operation of the Judgment shall have fully finally and forever released relinquished and

discharged against the Released Persons (whether or not such Class Members execute and deliver

the Proof of Claim and Release forms) any and all Released Claims (including without limitation

Unknown Claims) as well as any claims arising out of relating to or in connection with the

defense settlement or resolution of the Action or the Released Claims

11 Upon the Effective Date Lead Plaintiffs and each of the Class Members who have

not validly opted out of the Class and their respective predecessors successors agents

representatives attorneys and affiliates and the respective heirs executors administrators

successors and assigns of each of them directly or indirectly individually derivatively

representatively or in any other capacity shall be permanently barred and enjoined from the

assertion institution maintenance prosecution or enforcement against any Released Person in any

state or federal court or arbitral forum or in the court of any foreign jurisdiction of any and all

Released Claims (including without limitation Unknown Claims) as well as any claims arising out

of relating to or in connection with the defense settlement or resolution of the Action or the

Released Claims

- 4 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 4 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 5 of 10

12 The Notice ofProposed Settlement ofClass Action (Notice) given to the Class in

accordance with the Notice Order entered on August 30 2013 was the best notice practicable under

the circumstances including the individual notice to all members of the Class who could be

identified through reasonable effort ofthe proceedings and ofthe matters set forth therein including

the proposed Settlement set forth in the Stipulation the proposed Plan of Distribution of the

proceeds ofthe Settlement set forth in the Notice Lead Counsels application for attorneys fees and

reimbursement of expenses and Lead Plaintiffs request for an award of reasonable costs and

expenses relating to their representation of the Class and said Notice and notice procedures fully

satisfied the requirements of Federal Rule of Civil Procedure 23 the Private Securities Litigation

Reform Act of 1995 and the requirements of due process There are no objections to the Notice

andor notice procedures

13 The Court hereby approves the Plan ofDistribution as set forth in the Notice as fair

and equitable The Court directs Lead Counsel to proceed with processing Proofs ofClaim and the

administration of the Settlement pursuant to the terms of the Plan of Distribution and upon

completion ofthe claims processing procedure to present to this Court a proposed final distribution

order for the distribution of the Net Settlement Fund to eligible Class Members as provided in the

Stipulation and the Plan of Distribution There are no objections to the Plan of Distribution

14 The Court hereby awards Lead Counsel attorneys fees equal to 3333 percent of

the Settlement Fund (including interest accrued thereon) and litigation expenses in the amount of

$104700577 with interest to accrue thereon at the same rate and for the same periods as has

accrued by the Settlement Fund from the date ofthis Judgment to the date ofactual payment of said

attorneys fees and expenses to Lead Counsel as provided in the Stipulation The Court finds the

amount of attorneys fees awarded herein are fair and reasonable based on (a) the work performed

- 5 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 5 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 6 of 10

and costs incurred by Lead Counsel (b) the complexity ofthe case (c) the risks undertaken by Lead

Counsel and the contingent nature of their employment (d) the quality of the work performed by

Lead Counsel in this Action and their standing and experience in prosecuting similar class action

securities litigation (e) awards to successful plaintiffs counsel in other similar litigation (f) the

benefits achieved for Class Members through the Settlement and (g) the absence ofany objections

from any Class Members to either the application for an award ofattorneys fees or expenses to Lead

Counsel

15 The Court also fmds that the requested expenses are proper as the expenses incurred

by Lead Counsel including the costs ofexperts were reasonable and necessary in the prosecution of

this Action on behalf of Class Members There are no objections to Lead Counsels application for

reimbursement of their expenses

16 The Court approves payment of$1500000 to Lead Plaintiff Martin Litwin for his

reasonable time and expenses (including lost wages) relating to their representation of the Class

Such payment shall be paid out of the Settlement Fund There are no objections to Lead Plaintiff

Litwins application for reimbursement ofhis costs and expenses

17 All fees and expenses awarded or allowed in this Judgment shall except as otherwise

expressly provided in the Stipulation be paid from the Settlement Fund

18 Lead Counsel may apply from time to time for any fees andor expenses incurred by

them solely in connection with the administration of the Settlement and distribution of the Net

Settlement Fund to Class Members which except as expressly provided in the Stipulation shall be

paid from the Settlement Fund

19 Neither appellate review nor modification ofthe Plan ofDistribution set forth in the

Notice nor any action in regard to the motion by Lead Counsel for attorneys fees andor expenses

- 6 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 6 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 7 of 10

and the award ofcosts and expenses to Lead Plaintiffs shall affect the fmality ofany other portion of

this Judgment nor delay the Effective Date ofthe Stipulation and each shall be considered separate

for the purposes of appellate review of this Judgment

20 Neither the Stipulation nor the Settlement contained therein nor any act performed or

document executed pursuant to or in furtherance of the Stipulation or the Settlement (a) is or may be

deemed to be or may be used as an admission of or evidence of the validity ofany Released Claim

or ofany wrongdoing or liability of the Released Persons or (b) is or may be deemed to be or may

be used as an admission of or evidence of any fault or omission of any of the Defendants or the

Released Persons in any civil criminal or administrative proceeding in any court administrative

agency or other tribunal Defendants andor the Released Persons may file the Stipulation andor

this Judgment from this Action in any other action in which they are parties or that may be brought

against them in order to support a defense claim or counterclaim based on principles of res

judicata collateral estoppel release good faith settlement judgment bar or reduction or any theory

of claim preclusion or issue preclusion or similar defense or counterclaim

21 Without affecting the finality ofthis Judgment in any way this Court hereby retains

continuing exclusive jurisdiction over (a) implementation of this Settlement and any award or

distribution of the Settlement Fund including interest earned thereon (b) disposition of the

Settlement Fund (c) hearing and determining applications for attorneys fees interest and expenses

in the Action (d) payment of taxes by the Settlement Fund (e) all Settling Parties hereto for the

purpose ofconstruing enforcing and administering the Stipulation and (f) any other matters related

to finalizing the Settlement and distribution of proceeds of the Settlement

22 In the event that the Settlement does not become effective in accordance with the

terms of the Stipulation or the Effective Date does not occur or in the event that the Settlement

- 7 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 7 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 8 of 10

Fund or any portion thereof is returned to Defendants then this Judgment shall be rendered null and

void to the extent provided by and in accordance with the Stipulation and shall be vacated and in

such event all orders entered and releases delivered in connection herewith shall be null and void to

the extent provided by and in accordance with the StipUlation

23 Without further order of the Court the Settling Parties may agree to reasonable

extensions of time to carry out any of the provisions of the Stipulation

24 The Court finds that during the course of the Action the Settling Parties and their

respective counsel at all times complied with the requirements of Rule 11 of the Federal Rules of

Civil Procedure

25 The Court directs immediate entry of this Final Judgment by the Clerk ofthe Court

DATED Ok 10 2 TEO aRABLE HAROLD A R JR

UNITED STATES DISTRICT JUDGE

- 8 shy

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EXHIBIT A

BLACKSTONE LIST OF EXCLUSIONS

Name

1 lINA HU

2 ESTATE OF ANTHONY J FABEC

3 WILLIAM PATTERSON

4 MARY AN N SHOTWELL

5 RICHARD A LEWIS

6 JOHN MERCADENTE JR

7 DOUGLAS BARHORST

8 PATRICIA G NORMAN

9 ESTATE OF RICHARD A NORMAN

10 ROBERT W DUER

11 ANIBAL MARRERO

12 RUSS D SONNIER

13 MARCUS E ampJOANNE R NORTH

14 SUZANNE EMETAROM

15 WILLIAM W amp FRANCES E MAIN

16 ANTHONY BRIENZA

17 SHU HAO HUANG

18 KENNETH 0 PARRIS

19 DUFF S MCEVERS

20 SHERRIE L FRANTZ

21 DEBBIE CRINK

22 MARK A SUMMERS

23 PAULINE MEYEROWITZ

24 ANDREW WAHL

City

OSHAWA

WILLOUGHBY HILLS

KINGS MOUNTAIN

VIRGILINA

BULLARD

READING

SIDNEY

KEARNEY

KEARNEY

ALTA LOMA

CORAL GABLES

NEW YORK

VICTORIA

WALNUT CREEK

ROBERTS

COLD SPRING HARBOR

SNOHOMISH

ATHENS

LAGUNA NIGUEL

EUGENE

OMAHA

MINNETRISTA

FT LAUDERDALE

SAN FRANCISCO

St Country セ

ON CA lIJ7C6

OH US 44094

NC US 28086

VA US 24598

TX US 75757

PA US 19606

OH US 45365

NE US 68845

NE US 68845

CA US 91701

FL US 33134

NY US 10150

TX US 77905

CA US 94595

MT US 59070

NY US 11724

WA US 98296

GA US 30604

CA US 92677

OR US 97404

NE US 68138

MN US 55364

FL US 33308

CA US 94115

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 9 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 10 of 10

EXHIBIT 3

Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 1 of 4

UNITED STATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

--------_____________________ x

THE BOARD OF TRUSTEES OF THE Civil Action No 09-cv-09333-KBF

OPERA TING ENGINEERS PENSION

TRUST on Behalf of Itself and All Others CLASS ACTION

Similarly Situated [PROPOSES] ORDER A WARDING

Plaintiffs ATTORNEYS FEES EXPENSES AND

CASE CONTRIBUTION A WARD TO LEAD

vs PLAINTIFF

JPMORGAN CHASE BANK NATIONAL

ASSOCIATIOt USDCSDNY

DOCUMENTDefendant

ELECTRONICALLY FILED ---------------- x DOC

DATE f M i l M e M d セ ャ エ i o B B B v エ M R B B G エ M ョ M B G Q G Q Q R P セ Q M S

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 1 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 2 of 4

This matter having come before the Court on November 19 2013 on the motion of Lead

Counsel for an award ofattorneys fees and expenses in the litigation and a case contribution award

to Lead Plaintiff the Court having considered all papers filed and proceedings condueted herein

having found the settlement of this Action to be fair reasonable and adequate and otherwise being

fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by referenee the definitions in the Stipulation of Settlement

dated August 16 2013 and all capitalized terms used but not defined herein shall have the same

meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto ineluding all members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount ofS47702453 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-reeovery method

4 The fees and expenses shall be allocated among Plaintiffs Counsel in a manner

which in Lead Counsels good-faith judgment ret1ects each such counsels contribution to the

institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Lead Counsel subject to the terms conditions and obligations of the

- 1 shy

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 2 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 3 of 4

Stipulation and in particular セ Q R R thereof which terms conditions and obligations are incorporated

herein

6 The Court hereby awards Lead Plaintiff Board ofTrustees of the Operating Engineers

Pension Trust $25000 for its time and expense in representing the Class This case contribution

award shall be paid to Lead Plaintiff on or after the Effective Date subject to the terms conditions

and obligations of the Stipulation and in particular セ R S thereof which terms conditions and

obligations are incorporated herein

IT IS SO ORDERED

THE HONORABLE KATHERINE B FORREST

UNITED STATES DISTRICT JUDGE

- 2

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EXHIBIT 4

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 1 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

CITILINE HOLDINGS INC Individually Civil Action No 108-cv-03612-RJS and On Behalf of All Others Similarly Situated (Consolidated)

Plaintiff CLASS ACTION

vs

ISTAR FINANCIAL INC et al

Defendants

x

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

E Albdquo

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 2 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 2 of 3

This matter having come before the Court on April 5 2013 on the motion of Co-Lead

Counsel for an award of attorneys fees and expenses in the Litigation the Court having considered

all papers filed and proceedings conducted herein having found the settlement of this action to be

fair reasonable and adequate and otherwise being fully informed in the premises and good cause

appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 5 2012 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Co-Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount of $23490171 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among Lead Plaintiffs counsel in a manner

which in Co-Lead Counsels good-faith judgment reflects each such counsels contribution to the

institution prosecution and resolution of the Litigation

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 3 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 3 of 3

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Co-Lead Counsel subject to the terms conditions and obligations of the

Stipulation and in particular para62-63 thereof which terms conditions and obligations are

incorporated herein

SO ORDERED

-2-

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 4 of 4

EXHIBIT 5

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 1 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 1 of 4

UNITED ST ATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

In re SANOFI-AVENTIS SECURITIES

LITIGATION

This Document Relates To

ALL ACTIONS

---middotmiddotmiddot-----middot--------x

i

11

middot middot FlLBD I l

JAN 2 2QJ4-~ Civil Action No 107tv-10279-GBD

CLASS ACTION f middot middot

ECFCASE

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND AN

AWARD TO PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

903068_ l

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 2 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 2 of 4

This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 3 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 3 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 36: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

UNITED STATES DISTRICT COURTSOUTHERN DISTRICT OF NEW YORK

xZUBAIR PATEL Individually and on Behalf of All Others Similarly Situated

Plaintiff

vs

L-3 COMMUNICATIONS HOLDINGS INC et al

Defendants

x

Civil Action No 114-cv-06038-VEC(Consolidated)

CLASS ACTION

REVISED [PROPOSED] ORDER AWARDING ATTORNEYSrsquo FEES AND EXPENSES AND AWARDS TO LEAD PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 1 of 4

81717

USDC SDNY DOCUMENT ELECTRONICALLY FILED DOC DATE FILED

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 1 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 2 of 5

- 1 -

This matter having come before the Court on August 16 2017 on the motion of Lead

Counsel for an award of attorneysrsquo fees and expenses (the ldquoFee Motionrdquo) the Court having

considered all papers filed and proceedings conducted herein having found the Settlement of this

Litigation to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Stipulation of Settlement

dated February 22 2017 (the ldquoStipulationrdquo) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 Notice of Lead Counselrsquos Fee Motion was given to all Class Members who could be

located with reasonable effort The form and method of notifying the Class of the Fee Motion met

the requirements of Rule 23 of the Federal Rules of Civil Procedure and 15 USC sect78u-4(a)(7) the

Securities Exchange Act of 1934 as amended by the Private Securities Litigation Reform Act of

1995 due process and any other applicable law constituted the best notice practicable under the

circumstances and constituted due and sufficient notice to all persons and entities entitled thereto

4 The Court hereby awards Lead Counsel attorneysrsquo fees of 25 of the Settlement

Fund (or $8625000) plus expenses in the amount of $47598074 together with the interest earned

on both amounts for the same time period and at the same rate as that earned on the Settlement Fund

until paid The Court finds that the amount of fees awarded is appropriate and that the amount of

fees awarded is fair and reasonable under the ldquopercentage-of-recoveryrdquo method

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 2 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 2 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 3 of 5

- 2 -

5 The fees and expenses shall be allocated amongst Lead Plaintiffsrsquo Counsel in a

manner that Lead Counsel in good faith believes reflects the contributions of such counsel to the

prosecution and settlement of the Litigation

6 The awarded attorneysrsquo fees and expenses and interest earned thereon shall be paid to

Lead Counsel subject to the terms conditions and obligations of the Stipulation and in particular

para62 thereof which terms conditions and obligations are incorporated herein

7 In making this award of fees and expenses to Lead Counsel the Court has considered

and found that

(a) the Settlement has created a fund of $34500000 in cash that is already on

deposit and numerous Class Members who submit or have submitted valid Proof of Claim and

Release forms will benefit from the Settlement created by Lead Counsel

(b) over 47000 copies of the Notice were disseminated to Class Members

indicating that Lead Counsel would move for attorneysrsquo fees in the amount of 25 of the Settlement

Fund and for expenses in an amount not to exceed $600000 and no objections to the fees or

expenses were filed by Class Members

(c) Lead Counsel has pursued the Litigation and achieved the Settlement with

skill perseverance and diligent advocacy

(d) Lead Counsel has expended substantial time and effort pursuing the Litigation

on behalf of the Class

(e) Lead Counsel pursued the Litigation on a contingent basis having received no

compensation during the Litigation and any fee amount has been contingent on the result achieved

(f) the Litigation involves complex factual and legal issues and in the absence of

settlement would involve lengthy proceedings whose resolution would be uncertain

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 3 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 3 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 4 of 5

- 3 -

(g) had Lead Counsel not achieved the Settlement there would remain a

significant risk that the Class may have recovered less or nothing from Defendants

(h) Lead Counsel has devoted over 8500 hours with a lodestar value of

$439142350 to achieve the Settlement

(i) public policy concerns favor the award of reasonable attorneysrsquo fees and

expenses in securities class action litigation and

(j) the attorneysrsquo fees and expenses awarded are fair and reasonable and

consistent with awards in similar cases within the Second Circuit

8 Any appeal or any challenge affecting this Courtrsquos approval regarding the Fee Motion

shall in no way disturb or affect the finality of the Judgment entered with respect to the Settlement

9 Pursuant to 15 USC sect78u-4(a)(4) the Court awards the following amounts to Lead

Plaintiffs for the time they spent directly related to their representation of the Class $39000 to City

of Pontiac General Employeesrsquo Retirement System $86000 to Local 1205 Pension Plan and

$100000 to City of Taylor Police and Fire Retirement System

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this Order shall be

rendered null and void to the extent provided in the Stipulation and shall be vacated in accordance

with the Stipulation

IT IS SO ORDERED

DATED ______________________ ________________________________________THE HONORABLE VALERIE E CAPRONIUNITED STATES DISTRICT JUDGE

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 4 of 4

August 17 2017

___________________________________________ _________E HONORABLE VALEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEERIE E CA

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 4 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 5 of 5

EXHIBIT 2

Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 1 of 10

rus1$$i)Ny I DOCUMENT

ELECTRONICALLY FILED DOC

SOUTHERN DISTRICT OF NEW YORK

UNITED STATES DISTRICT COURT

d a t e b Z l セ e セ d M Z セ セ セ ャ M セ------------------___________ x セ セ セ セ セ セ セ ] ] セ セ セ セ

LAND MEN PARTNERS INC Individually Civil Action No 08-cv-03601-HBshy

and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff FINAL JUDGMENT AND ORDER OF

vs DISMISSAL WITH PREJUDICE

THE BLACKSTONE GROUP LP et aI

Defendants

---------------------------------x

This matter came before the Court for hearing pursuant to the Order Preliminarily Approving

Settlement and Providing for Notice to the Class (Notice Order) dated August 30 2013 on the

unopposed application ofLead Plaintiffs for approval of the Settlement set forth in the Settlement

Agreement dated August 28 2013 (Stipulation) and following a hearing on December 18 2013

Due and adequate notice having been given to the Class as required in said Order and the Court

having considered all papers filed and proceedings had herein and otherwise being fully informed in

the premises and good cause appearing therefor

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Final Judgment incorporates by reference the definitions in the Stipulation and

all terms used herein shall have the same meanings as set forth in the Stipulation unless otherwise

set forth herein

2 This Court has jurisdiction over the subject matter ofthe Action and over all Settling

Parties to the Action including all members of the Class

3 For purposes ofthis Judgment as certified by the Court s August 13 2013 Order the

Class is defined as all Persons who purchased the common units of The Blackstone Group LP

(Blackstone) in Blackstones initial public offering (IPO) or in the open market on the New

- 1 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 1 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 2 of 10

York Stock Exchange between June 21 2007 and March 12 2008 inclusive and who sustained

compensable damages in connection with any such purchase of Blackstone units pursuant to

Sections 11 and 15 of the Securities Act of 1933

Excluded from the Class are (i) the persons who submitted valid and timely requests for

exclusion from the Class who are listed on Exhibit A hereto (ii) Defendants (iii) members of the

immediate family ofeach ofthe Defendants (iv) any Person that acted as an underwriter ofthe IPO

(v) any natural Person who sold Blackstone common units to the public in the IPO or who serves or

served as an officer or director ofBlackstone or as a partner of any predecessor to Blackstone the

members of the immediate families ofany such persons and any entity in which any ofDefendants

have or had a controlling interest and (vi) the legal representatives agents affiliates heirs

successors-in-interest or assigns of any such excluded Person (collectively Excluded Persons)

For the avoidance of doubt the Excluded Persons are excluded from the Class only to the

extent they purchased Blackstone common units in the IPO for their own account and not for or on

behalf of a third-party customer or for resale to customers Further to the extent that any of the

Excluded Persons was a statutory seller who resold the Blackstone common units to a third-party

customer client account fund trust or employee benefit plan that otherwise falls within the Class

or purchased Blackstone common units in a fiduciary capacity or otherwise on behalf ofany thirdshy

party customer client account fund trust or employee benefit plan that falls within the Class the

Excluded Person is excluded from the Class but the third-party customer client account fund trust

or employee benefit plan is not excluded from the Class with respect to such purchases of

Blackstone common units

4 For purposes of this Judgment as certified by the Courts August 132013 Order

Lead Plaintiffs Martin Litwin and Francis Brady are Class Representatives and Lead Counsel

- 2 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 2 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 3 of 10

Robbins Geller Rudman amp Dowd LLP and Brower Piven A Professional Corporation are Class

Counsel

5 Pursuant to Federal Rule of Civil Procedure 23 this Court hereby approves the

Settlement set forth in the Stipulation and finds that the Settlement is in all respects fair reasonable

and adequate to the Class There are no objections to the proposed Settlement

6 Pursuant to Rule 23 of the Federal Rules ofCivil Procedure the Court finds that the

Stipulation and Settlement are fair reasonable and adequate as to each ofthe Settling Parties and

that the Stipulation and Settlement are hereby finally approved in all respects and the Settling

Parties are hereby directed to perform its terms

7 Accordingly the Court authorizes and directs implementation of all the terms and

provisions of the Stipulation as well as the terms and provisions hereof The Court hereby

dismisses as to Defendants the Action and all Released Claims ofthe Class with prejudice without

costs as to any Settling Party except as and to the extent provided in the Stipulation and herein

8 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

shall and each of the Class Members shall be deemed to have and by operation ofthis Judgment

shall have fully finally and forever released relinquished and discharged all Released Claims

against the Released Persons whether or not such Class Member executes and delivers the Proof of

Claim and Release

9 Upon the Effective Date hereof and as provided in the Stipulation each of the

Released Persons shall be deemed to have and by operation of this Judgment shall have fully

finally and forever released relinquished and discharged Lead Plaintiffs each and all of the Class

Members Lead Counsel and Abraham Fruchter amp Twersky LLP from all claims (including without

- 3 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 3 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 4 of 10

limitation Unknown Claims) arising out of relating to or in connection with the institution

prosecution assertion settlement or resolution of the Action

10 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

and each of the Class Members who have not validly opted out of the Class and their respective

predecessors successors agents representatives attorneys and affiliates and the respective heirs

executors administrators successors and assigns of each of them directly or indirectly

individually derivatively representatively or in any other capacity shall be deemed to have and by

operation of the Judgment shall have fully finally and forever released relinquished and

discharged against the Released Persons (whether or not such Class Members execute and deliver

the Proof of Claim and Release forms) any and all Released Claims (including without limitation

Unknown Claims) as well as any claims arising out of relating to or in connection with the

defense settlement or resolution of the Action or the Released Claims

11 Upon the Effective Date Lead Plaintiffs and each of the Class Members who have

not validly opted out of the Class and their respective predecessors successors agents

representatives attorneys and affiliates and the respective heirs executors administrators

successors and assigns of each of them directly or indirectly individually derivatively

representatively or in any other capacity shall be permanently barred and enjoined from the

assertion institution maintenance prosecution or enforcement against any Released Person in any

state or federal court or arbitral forum or in the court of any foreign jurisdiction of any and all

Released Claims (including without limitation Unknown Claims) as well as any claims arising out

of relating to or in connection with the defense settlement or resolution of the Action or the

Released Claims

- 4 shy

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12 The Notice ofProposed Settlement ofClass Action (Notice) given to the Class in

accordance with the Notice Order entered on August 30 2013 was the best notice practicable under

the circumstances including the individual notice to all members of the Class who could be

identified through reasonable effort ofthe proceedings and ofthe matters set forth therein including

the proposed Settlement set forth in the Stipulation the proposed Plan of Distribution of the

proceeds ofthe Settlement set forth in the Notice Lead Counsels application for attorneys fees and

reimbursement of expenses and Lead Plaintiffs request for an award of reasonable costs and

expenses relating to their representation of the Class and said Notice and notice procedures fully

satisfied the requirements of Federal Rule of Civil Procedure 23 the Private Securities Litigation

Reform Act of 1995 and the requirements of due process There are no objections to the Notice

andor notice procedures

13 The Court hereby approves the Plan ofDistribution as set forth in the Notice as fair

and equitable The Court directs Lead Counsel to proceed with processing Proofs ofClaim and the

administration of the Settlement pursuant to the terms of the Plan of Distribution and upon

completion ofthe claims processing procedure to present to this Court a proposed final distribution

order for the distribution of the Net Settlement Fund to eligible Class Members as provided in the

Stipulation and the Plan of Distribution There are no objections to the Plan of Distribution

14 The Court hereby awards Lead Counsel attorneys fees equal to 3333 percent of

the Settlement Fund (including interest accrued thereon) and litigation expenses in the amount of

$104700577 with interest to accrue thereon at the same rate and for the same periods as has

accrued by the Settlement Fund from the date ofthis Judgment to the date ofactual payment of said

attorneys fees and expenses to Lead Counsel as provided in the Stipulation The Court finds the

amount of attorneys fees awarded herein are fair and reasonable based on (a) the work performed

- 5 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 5 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 6 of 10

and costs incurred by Lead Counsel (b) the complexity ofthe case (c) the risks undertaken by Lead

Counsel and the contingent nature of their employment (d) the quality of the work performed by

Lead Counsel in this Action and their standing and experience in prosecuting similar class action

securities litigation (e) awards to successful plaintiffs counsel in other similar litigation (f) the

benefits achieved for Class Members through the Settlement and (g) the absence ofany objections

from any Class Members to either the application for an award ofattorneys fees or expenses to Lead

Counsel

15 The Court also fmds that the requested expenses are proper as the expenses incurred

by Lead Counsel including the costs ofexperts were reasonable and necessary in the prosecution of

this Action on behalf of Class Members There are no objections to Lead Counsels application for

reimbursement of their expenses

16 The Court approves payment of$1500000 to Lead Plaintiff Martin Litwin for his

reasonable time and expenses (including lost wages) relating to their representation of the Class

Such payment shall be paid out of the Settlement Fund There are no objections to Lead Plaintiff

Litwins application for reimbursement ofhis costs and expenses

17 All fees and expenses awarded or allowed in this Judgment shall except as otherwise

expressly provided in the Stipulation be paid from the Settlement Fund

18 Lead Counsel may apply from time to time for any fees andor expenses incurred by

them solely in connection with the administration of the Settlement and distribution of the Net

Settlement Fund to Class Members which except as expressly provided in the Stipulation shall be

paid from the Settlement Fund

19 Neither appellate review nor modification ofthe Plan ofDistribution set forth in the

Notice nor any action in regard to the motion by Lead Counsel for attorneys fees andor expenses

- 6 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 6 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 7 of 10

and the award ofcosts and expenses to Lead Plaintiffs shall affect the fmality ofany other portion of

this Judgment nor delay the Effective Date ofthe Stipulation and each shall be considered separate

for the purposes of appellate review of this Judgment

20 Neither the Stipulation nor the Settlement contained therein nor any act performed or

document executed pursuant to or in furtherance of the Stipulation or the Settlement (a) is or may be

deemed to be or may be used as an admission of or evidence of the validity ofany Released Claim

or ofany wrongdoing or liability of the Released Persons or (b) is or may be deemed to be or may

be used as an admission of or evidence of any fault or omission of any of the Defendants or the

Released Persons in any civil criminal or administrative proceeding in any court administrative

agency or other tribunal Defendants andor the Released Persons may file the Stipulation andor

this Judgment from this Action in any other action in which they are parties or that may be brought

against them in order to support a defense claim or counterclaim based on principles of res

judicata collateral estoppel release good faith settlement judgment bar or reduction or any theory

of claim preclusion or issue preclusion or similar defense or counterclaim

21 Without affecting the finality ofthis Judgment in any way this Court hereby retains

continuing exclusive jurisdiction over (a) implementation of this Settlement and any award or

distribution of the Settlement Fund including interest earned thereon (b) disposition of the

Settlement Fund (c) hearing and determining applications for attorneys fees interest and expenses

in the Action (d) payment of taxes by the Settlement Fund (e) all Settling Parties hereto for the

purpose ofconstruing enforcing and administering the Stipulation and (f) any other matters related

to finalizing the Settlement and distribution of proceeds of the Settlement

22 In the event that the Settlement does not become effective in accordance with the

terms of the Stipulation or the Effective Date does not occur or in the event that the Settlement

- 7 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 7 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 8 of 10

Fund or any portion thereof is returned to Defendants then this Judgment shall be rendered null and

void to the extent provided by and in accordance with the Stipulation and shall be vacated and in

such event all orders entered and releases delivered in connection herewith shall be null and void to

the extent provided by and in accordance with the StipUlation

23 Without further order of the Court the Settling Parties may agree to reasonable

extensions of time to carry out any of the provisions of the Stipulation

24 The Court finds that during the course of the Action the Settling Parties and their

respective counsel at all times complied with the requirements of Rule 11 of the Federal Rules of

Civil Procedure

25 The Court directs immediate entry of this Final Judgment by the Clerk ofthe Court

DATED Ok 10 2 TEO aRABLE HAROLD A R JR

UNITED STATES DISTRICT JUDGE

- 8 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 8 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 9 of 10

EXHIBIT A

BLACKSTONE LIST OF EXCLUSIONS

Name

1 lINA HU

2 ESTATE OF ANTHONY J FABEC

3 WILLIAM PATTERSON

4 MARY AN N SHOTWELL

5 RICHARD A LEWIS

6 JOHN MERCADENTE JR

7 DOUGLAS BARHORST

8 PATRICIA G NORMAN

9 ESTATE OF RICHARD A NORMAN

10 ROBERT W DUER

11 ANIBAL MARRERO

12 RUSS D SONNIER

13 MARCUS E ampJOANNE R NORTH

14 SUZANNE EMETAROM

15 WILLIAM W amp FRANCES E MAIN

16 ANTHONY BRIENZA

17 SHU HAO HUANG

18 KENNETH 0 PARRIS

19 DUFF S MCEVERS

20 SHERRIE L FRANTZ

21 DEBBIE CRINK

22 MARK A SUMMERS

23 PAULINE MEYEROWITZ

24 ANDREW WAHL

City

OSHAWA

WILLOUGHBY HILLS

KINGS MOUNTAIN

VIRGILINA

BULLARD

READING

SIDNEY

KEARNEY

KEARNEY

ALTA LOMA

CORAL GABLES

NEW YORK

VICTORIA

WALNUT CREEK

ROBERTS

COLD SPRING HARBOR

SNOHOMISH

ATHENS

LAGUNA NIGUEL

EUGENE

OMAHA

MINNETRISTA

FT LAUDERDALE

SAN FRANCISCO

St Country セ

ON CA lIJ7C6

OH US 44094

NC US 28086

VA US 24598

TX US 75757

PA US 19606

OH US 45365

NE US 68845

NE US 68845

CA US 91701

FL US 33134

NY US 10150

TX US 77905

CA US 94595

MT US 59070

NY US 11724

WA US 98296

GA US 30604

CA US 92677

OR US 97404

NE US 68138

MN US 55364

FL US 33308

CA US 94115

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 9 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 10 of 10

EXHIBIT 3

Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 1 of 4

UNITED STATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

--------_____________________ x

THE BOARD OF TRUSTEES OF THE Civil Action No 09-cv-09333-KBF

OPERA TING ENGINEERS PENSION

TRUST on Behalf of Itself and All Others CLASS ACTION

Similarly Situated [PROPOSES] ORDER A WARDING

Plaintiffs ATTORNEYS FEES EXPENSES AND

CASE CONTRIBUTION A WARD TO LEAD

vs PLAINTIFF

JPMORGAN CHASE BANK NATIONAL

ASSOCIATIOt USDCSDNY

DOCUMENTDefendant

ELECTRONICALLY FILED ---------------- x DOC

DATE f M i l M e M d セ ャ エ i o B B B v エ M R B B G エ M ョ M B G Q G Q Q R P セ Q M S

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 1 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 2 of 4

This matter having come before the Court on November 19 2013 on the motion of Lead

Counsel for an award ofattorneys fees and expenses in the litigation and a case contribution award

to Lead Plaintiff the Court having considered all papers filed and proceedings condueted herein

having found the settlement of this Action to be fair reasonable and adequate and otherwise being

fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by referenee the definitions in the Stipulation of Settlement

dated August 16 2013 and all capitalized terms used but not defined herein shall have the same

meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto ineluding all members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount ofS47702453 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-reeovery method

4 The fees and expenses shall be allocated among Plaintiffs Counsel in a manner

which in Lead Counsels good-faith judgment ret1ects each such counsels contribution to the

institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Lead Counsel subject to the terms conditions and obligations of the

- 1 shy

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 2 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 3 of 4

Stipulation and in particular セ Q R R thereof which terms conditions and obligations are incorporated

herein

6 The Court hereby awards Lead Plaintiff Board ofTrustees of the Operating Engineers

Pension Trust $25000 for its time and expense in representing the Class This case contribution

award shall be paid to Lead Plaintiff on or after the Effective Date subject to the terms conditions

and obligations of the Stipulation and in particular セ R S thereof which terms conditions and

obligations are incorporated herein

IT IS SO ORDERED

THE HONORABLE KATHERINE B FORREST

UNITED STATES DISTRICT JUDGE

- 2

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 3 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 4 of 4

EXHIBIT 4

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 1 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

CITILINE HOLDINGS INC Individually Civil Action No 108-cv-03612-RJS and On Behalf of All Others Similarly Situated (Consolidated)

Plaintiff CLASS ACTION

vs

ISTAR FINANCIAL INC et al

Defendants

x

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

E Albdquo

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 2 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 2 of 3

This matter having come before the Court on April 5 2013 on the motion of Co-Lead

Counsel for an award of attorneys fees and expenses in the Litigation the Court having considered

all papers filed and proceedings conducted herein having found the settlement of this action to be

fair reasonable and adequate and otherwise being fully informed in the premises and good cause

appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 5 2012 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Co-Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount of $23490171 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among Lead Plaintiffs counsel in a manner

which in Co-Lead Counsels good-faith judgment reflects each such counsels contribution to the

institution prosecution and resolution of the Litigation

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 3 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 3 of 3

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Co-Lead Counsel subject to the terms conditions and obligations of the

Stipulation and in particular para62-63 thereof which terms conditions and obligations are

incorporated herein

SO ORDERED

-2-

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 4 of 4

EXHIBIT 5

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 1 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 1 of 4

UNITED ST ATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

In re SANOFI-AVENTIS SECURITIES

LITIGATION

This Document Relates To

ALL ACTIONS

---middotmiddotmiddot-----middot--------x

i

11

middot middot FlLBD I l

JAN 2 2QJ4-~ Civil Action No 107tv-10279-GBD

CLASS ACTION f middot middot

ECFCASE

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND AN

AWARD TO PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

903068_ l

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 2 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 2 of 4

This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 3 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 3 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 37: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

- 1 -

This matter having come before the Court on August 16 2017 on the motion of Lead

Counsel for an award of attorneysrsquo fees and expenses (the ldquoFee Motionrdquo) the Court having

considered all papers filed and proceedings conducted herein having found the Settlement of this

Litigation to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Stipulation of Settlement

dated February 22 2017 (the ldquoStipulationrdquo) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 Notice of Lead Counselrsquos Fee Motion was given to all Class Members who could be

located with reasonable effort The form and method of notifying the Class of the Fee Motion met

the requirements of Rule 23 of the Federal Rules of Civil Procedure and 15 USC sect78u-4(a)(7) the

Securities Exchange Act of 1934 as amended by the Private Securities Litigation Reform Act of

1995 due process and any other applicable law constituted the best notice practicable under the

circumstances and constituted due and sufficient notice to all persons and entities entitled thereto

4 The Court hereby awards Lead Counsel attorneysrsquo fees of 25 of the Settlement

Fund (or $8625000) plus expenses in the amount of $47598074 together with the interest earned

on both amounts for the same time period and at the same rate as that earned on the Settlement Fund

until paid The Court finds that the amount of fees awarded is appropriate and that the amount of

fees awarded is fair and reasonable under the ldquopercentage-of-recoveryrdquo method

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 2 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 2 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 3 of 5

- 2 -

5 The fees and expenses shall be allocated amongst Lead Plaintiffsrsquo Counsel in a

manner that Lead Counsel in good faith believes reflects the contributions of such counsel to the

prosecution and settlement of the Litigation

6 The awarded attorneysrsquo fees and expenses and interest earned thereon shall be paid to

Lead Counsel subject to the terms conditions and obligations of the Stipulation and in particular

para62 thereof which terms conditions and obligations are incorporated herein

7 In making this award of fees and expenses to Lead Counsel the Court has considered

and found that

(a) the Settlement has created a fund of $34500000 in cash that is already on

deposit and numerous Class Members who submit or have submitted valid Proof of Claim and

Release forms will benefit from the Settlement created by Lead Counsel

(b) over 47000 copies of the Notice were disseminated to Class Members

indicating that Lead Counsel would move for attorneysrsquo fees in the amount of 25 of the Settlement

Fund and for expenses in an amount not to exceed $600000 and no objections to the fees or

expenses were filed by Class Members

(c) Lead Counsel has pursued the Litigation and achieved the Settlement with

skill perseverance and diligent advocacy

(d) Lead Counsel has expended substantial time and effort pursuing the Litigation

on behalf of the Class

(e) Lead Counsel pursued the Litigation on a contingent basis having received no

compensation during the Litigation and any fee amount has been contingent on the result achieved

(f) the Litigation involves complex factual and legal issues and in the absence of

settlement would involve lengthy proceedings whose resolution would be uncertain

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 3 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 3 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 4 of 5

- 3 -

(g) had Lead Counsel not achieved the Settlement there would remain a

significant risk that the Class may have recovered less or nothing from Defendants

(h) Lead Counsel has devoted over 8500 hours with a lodestar value of

$439142350 to achieve the Settlement

(i) public policy concerns favor the award of reasonable attorneysrsquo fees and

expenses in securities class action litigation and

(j) the attorneysrsquo fees and expenses awarded are fair and reasonable and

consistent with awards in similar cases within the Second Circuit

8 Any appeal or any challenge affecting this Courtrsquos approval regarding the Fee Motion

shall in no way disturb or affect the finality of the Judgment entered with respect to the Settlement

9 Pursuant to 15 USC sect78u-4(a)(4) the Court awards the following amounts to Lead

Plaintiffs for the time they spent directly related to their representation of the Class $39000 to City

of Pontiac General Employeesrsquo Retirement System $86000 to Local 1205 Pension Plan and

$100000 to City of Taylor Police and Fire Retirement System

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this Order shall be

rendered null and void to the extent provided in the Stipulation and shall be vacated in accordance

with the Stipulation

IT IS SO ORDERED

DATED ______________________ ________________________________________THE HONORABLE VALERIE E CAPRONIUNITED STATES DISTRICT JUDGE

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 4 of 4

August 17 2017

___________________________________________ _________E HONORABLE VALEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEERIE E CA

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 4 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 5 of 5

EXHIBIT 2

Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 1 of 10

rus1$$i)Ny I DOCUMENT

ELECTRONICALLY FILED DOC

SOUTHERN DISTRICT OF NEW YORK

UNITED STATES DISTRICT COURT

d a t e b Z l セ e セ d M Z セ セ セ ャ M セ------------------___________ x セ セ セ セ セ セ セ ] ] セ セ セ セ

LAND MEN PARTNERS INC Individually Civil Action No 08-cv-03601-HBshy

and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff FINAL JUDGMENT AND ORDER OF

vs DISMISSAL WITH PREJUDICE

THE BLACKSTONE GROUP LP et aI

Defendants

---------------------------------x

This matter came before the Court for hearing pursuant to the Order Preliminarily Approving

Settlement and Providing for Notice to the Class (Notice Order) dated August 30 2013 on the

unopposed application ofLead Plaintiffs for approval of the Settlement set forth in the Settlement

Agreement dated August 28 2013 (Stipulation) and following a hearing on December 18 2013

Due and adequate notice having been given to the Class as required in said Order and the Court

having considered all papers filed and proceedings had herein and otherwise being fully informed in

the premises and good cause appearing therefor

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Final Judgment incorporates by reference the definitions in the Stipulation and

all terms used herein shall have the same meanings as set forth in the Stipulation unless otherwise

set forth herein

2 This Court has jurisdiction over the subject matter ofthe Action and over all Settling

Parties to the Action including all members of the Class

3 For purposes ofthis Judgment as certified by the Court s August 13 2013 Order the

Class is defined as all Persons who purchased the common units of The Blackstone Group LP

(Blackstone) in Blackstones initial public offering (IPO) or in the open market on the New

- 1 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 1 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 2 of 10

York Stock Exchange between June 21 2007 and March 12 2008 inclusive and who sustained

compensable damages in connection with any such purchase of Blackstone units pursuant to

Sections 11 and 15 of the Securities Act of 1933

Excluded from the Class are (i) the persons who submitted valid and timely requests for

exclusion from the Class who are listed on Exhibit A hereto (ii) Defendants (iii) members of the

immediate family ofeach ofthe Defendants (iv) any Person that acted as an underwriter ofthe IPO

(v) any natural Person who sold Blackstone common units to the public in the IPO or who serves or

served as an officer or director ofBlackstone or as a partner of any predecessor to Blackstone the

members of the immediate families ofany such persons and any entity in which any ofDefendants

have or had a controlling interest and (vi) the legal representatives agents affiliates heirs

successors-in-interest or assigns of any such excluded Person (collectively Excluded Persons)

For the avoidance of doubt the Excluded Persons are excluded from the Class only to the

extent they purchased Blackstone common units in the IPO for their own account and not for or on

behalf of a third-party customer or for resale to customers Further to the extent that any of the

Excluded Persons was a statutory seller who resold the Blackstone common units to a third-party

customer client account fund trust or employee benefit plan that otherwise falls within the Class

or purchased Blackstone common units in a fiduciary capacity or otherwise on behalf ofany thirdshy

party customer client account fund trust or employee benefit plan that falls within the Class the

Excluded Person is excluded from the Class but the third-party customer client account fund trust

or employee benefit plan is not excluded from the Class with respect to such purchases of

Blackstone common units

4 For purposes of this Judgment as certified by the Courts August 132013 Order

Lead Plaintiffs Martin Litwin and Francis Brady are Class Representatives and Lead Counsel

- 2 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 2 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 3 of 10

Robbins Geller Rudman amp Dowd LLP and Brower Piven A Professional Corporation are Class

Counsel

5 Pursuant to Federal Rule of Civil Procedure 23 this Court hereby approves the

Settlement set forth in the Stipulation and finds that the Settlement is in all respects fair reasonable

and adequate to the Class There are no objections to the proposed Settlement

6 Pursuant to Rule 23 of the Federal Rules ofCivil Procedure the Court finds that the

Stipulation and Settlement are fair reasonable and adequate as to each ofthe Settling Parties and

that the Stipulation and Settlement are hereby finally approved in all respects and the Settling

Parties are hereby directed to perform its terms

7 Accordingly the Court authorizes and directs implementation of all the terms and

provisions of the Stipulation as well as the terms and provisions hereof The Court hereby

dismisses as to Defendants the Action and all Released Claims ofthe Class with prejudice without

costs as to any Settling Party except as and to the extent provided in the Stipulation and herein

8 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

shall and each of the Class Members shall be deemed to have and by operation ofthis Judgment

shall have fully finally and forever released relinquished and discharged all Released Claims

against the Released Persons whether or not such Class Member executes and delivers the Proof of

Claim and Release

9 Upon the Effective Date hereof and as provided in the Stipulation each of the

Released Persons shall be deemed to have and by operation of this Judgment shall have fully

finally and forever released relinquished and discharged Lead Plaintiffs each and all of the Class

Members Lead Counsel and Abraham Fruchter amp Twersky LLP from all claims (including without

- 3 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 3 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 4 of 10

limitation Unknown Claims) arising out of relating to or in connection with the institution

prosecution assertion settlement or resolution of the Action

10 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

and each of the Class Members who have not validly opted out of the Class and their respective

predecessors successors agents representatives attorneys and affiliates and the respective heirs

executors administrators successors and assigns of each of them directly or indirectly

individually derivatively representatively or in any other capacity shall be deemed to have and by

operation of the Judgment shall have fully finally and forever released relinquished and

discharged against the Released Persons (whether or not such Class Members execute and deliver

the Proof of Claim and Release forms) any and all Released Claims (including without limitation

Unknown Claims) as well as any claims arising out of relating to or in connection with the

defense settlement or resolution of the Action or the Released Claims

11 Upon the Effective Date Lead Plaintiffs and each of the Class Members who have

not validly opted out of the Class and their respective predecessors successors agents

representatives attorneys and affiliates and the respective heirs executors administrators

successors and assigns of each of them directly or indirectly individually derivatively

representatively or in any other capacity shall be permanently barred and enjoined from the

assertion institution maintenance prosecution or enforcement against any Released Person in any

state or federal court or arbitral forum or in the court of any foreign jurisdiction of any and all

Released Claims (including without limitation Unknown Claims) as well as any claims arising out

of relating to or in connection with the defense settlement or resolution of the Action or the

Released Claims

- 4 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 4 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 5 of 10

12 The Notice ofProposed Settlement ofClass Action (Notice) given to the Class in

accordance with the Notice Order entered on August 30 2013 was the best notice practicable under

the circumstances including the individual notice to all members of the Class who could be

identified through reasonable effort ofthe proceedings and ofthe matters set forth therein including

the proposed Settlement set forth in the Stipulation the proposed Plan of Distribution of the

proceeds ofthe Settlement set forth in the Notice Lead Counsels application for attorneys fees and

reimbursement of expenses and Lead Plaintiffs request for an award of reasonable costs and

expenses relating to their representation of the Class and said Notice and notice procedures fully

satisfied the requirements of Federal Rule of Civil Procedure 23 the Private Securities Litigation

Reform Act of 1995 and the requirements of due process There are no objections to the Notice

andor notice procedures

13 The Court hereby approves the Plan ofDistribution as set forth in the Notice as fair

and equitable The Court directs Lead Counsel to proceed with processing Proofs ofClaim and the

administration of the Settlement pursuant to the terms of the Plan of Distribution and upon

completion ofthe claims processing procedure to present to this Court a proposed final distribution

order for the distribution of the Net Settlement Fund to eligible Class Members as provided in the

Stipulation and the Plan of Distribution There are no objections to the Plan of Distribution

14 The Court hereby awards Lead Counsel attorneys fees equal to 3333 percent of

the Settlement Fund (including interest accrued thereon) and litigation expenses in the amount of

$104700577 with interest to accrue thereon at the same rate and for the same periods as has

accrued by the Settlement Fund from the date ofthis Judgment to the date ofactual payment of said

attorneys fees and expenses to Lead Counsel as provided in the Stipulation The Court finds the

amount of attorneys fees awarded herein are fair and reasonable based on (a) the work performed

- 5 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 5 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 6 of 10

and costs incurred by Lead Counsel (b) the complexity ofthe case (c) the risks undertaken by Lead

Counsel and the contingent nature of their employment (d) the quality of the work performed by

Lead Counsel in this Action and their standing and experience in prosecuting similar class action

securities litigation (e) awards to successful plaintiffs counsel in other similar litigation (f) the

benefits achieved for Class Members through the Settlement and (g) the absence ofany objections

from any Class Members to either the application for an award ofattorneys fees or expenses to Lead

Counsel

15 The Court also fmds that the requested expenses are proper as the expenses incurred

by Lead Counsel including the costs ofexperts were reasonable and necessary in the prosecution of

this Action on behalf of Class Members There are no objections to Lead Counsels application for

reimbursement of their expenses

16 The Court approves payment of$1500000 to Lead Plaintiff Martin Litwin for his

reasonable time and expenses (including lost wages) relating to their representation of the Class

Such payment shall be paid out of the Settlement Fund There are no objections to Lead Plaintiff

Litwins application for reimbursement ofhis costs and expenses

17 All fees and expenses awarded or allowed in this Judgment shall except as otherwise

expressly provided in the Stipulation be paid from the Settlement Fund

18 Lead Counsel may apply from time to time for any fees andor expenses incurred by

them solely in connection with the administration of the Settlement and distribution of the Net

Settlement Fund to Class Members which except as expressly provided in the Stipulation shall be

paid from the Settlement Fund

19 Neither appellate review nor modification ofthe Plan ofDistribution set forth in the

Notice nor any action in regard to the motion by Lead Counsel for attorneys fees andor expenses

- 6 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 6 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 7 of 10

and the award ofcosts and expenses to Lead Plaintiffs shall affect the fmality ofany other portion of

this Judgment nor delay the Effective Date ofthe Stipulation and each shall be considered separate

for the purposes of appellate review of this Judgment

20 Neither the Stipulation nor the Settlement contained therein nor any act performed or

document executed pursuant to or in furtherance of the Stipulation or the Settlement (a) is or may be

deemed to be or may be used as an admission of or evidence of the validity ofany Released Claim

or ofany wrongdoing or liability of the Released Persons or (b) is or may be deemed to be or may

be used as an admission of or evidence of any fault or omission of any of the Defendants or the

Released Persons in any civil criminal or administrative proceeding in any court administrative

agency or other tribunal Defendants andor the Released Persons may file the Stipulation andor

this Judgment from this Action in any other action in which they are parties or that may be brought

against them in order to support a defense claim or counterclaim based on principles of res

judicata collateral estoppel release good faith settlement judgment bar or reduction or any theory

of claim preclusion or issue preclusion or similar defense or counterclaim

21 Without affecting the finality ofthis Judgment in any way this Court hereby retains

continuing exclusive jurisdiction over (a) implementation of this Settlement and any award or

distribution of the Settlement Fund including interest earned thereon (b) disposition of the

Settlement Fund (c) hearing and determining applications for attorneys fees interest and expenses

in the Action (d) payment of taxes by the Settlement Fund (e) all Settling Parties hereto for the

purpose ofconstruing enforcing and administering the Stipulation and (f) any other matters related

to finalizing the Settlement and distribution of proceeds of the Settlement

22 In the event that the Settlement does not become effective in accordance with the

terms of the Stipulation or the Effective Date does not occur or in the event that the Settlement

- 7 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 7 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 8 of 10

Fund or any portion thereof is returned to Defendants then this Judgment shall be rendered null and

void to the extent provided by and in accordance with the Stipulation and shall be vacated and in

such event all orders entered and releases delivered in connection herewith shall be null and void to

the extent provided by and in accordance with the StipUlation

23 Without further order of the Court the Settling Parties may agree to reasonable

extensions of time to carry out any of the provisions of the Stipulation

24 The Court finds that during the course of the Action the Settling Parties and their

respective counsel at all times complied with the requirements of Rule 11 of the Federal Rules of

Civil Procedure

25 The Court directs immediate entry of this Final Judgment by the Clerk ofthe Court

DATED Ok 10 2 TEO aRABLE HAROLD A R JR

UNITED STATES DISTRICT JUDGE

- 8 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 8 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 9 of 10

EXHIBIT A

BLACKSTONE LIST OF EXCLUSIONS

Name

1 lINA HU

2 ESTATE OF ANTHONY J FABEC

3 WILLIAM PATTERSON

4 MARY AN N SHOTWELL

5 RICHARD A LEWIS

6 JOHN MERCADENTE JR

7 DOUGLAS BARHORST

8 PATRICIA G NORMAN

9 ESTATE OF RICHARD A NORMAN

10 ROBERT W DUER

11 ANIBAL MARRERO

12 RUSS D SONNIER

13 MARCUS E ampJOANNE R NORTH

14 SUZANNE EMETAROM

15 WILLIAM W amp FRANCES E MAIN

16 ANTHONY BRIENZA

17 SHU HAO HUANG

18 KENNETH 0 PARRIS

19 DUFF S MCEVERS

20 SHERRIE L FRANTZ

21 DEBBIE CRINK

22 MARK A SUMMERS

23 PAULINE MEYEROWITZ

24 ANDREW WAHL

City

OSHAWA

WILLOUGHBY HILLS

KINGS MOUNTAIN

VIRGILINA

BULLARD

READING

SIDNEY

KEARNEY

KEARNEY

ALTA LOMA

CORAL GABLES

NEW YORK

VICTORIA

WALNUT CREEK

ROBERTS

COLD SPRING HARBOR

SNOHOMISH

ATHENS

LAGUNA NIGUEL

EUGENE

OMAHA

MINNETRISTA

FT LAUDERDALE

SAN FRANCISCO

St Country セ

ON CA lIJ7C6

OH US 44094

NC US 28086

VA US 24598

TX US 75757

PA US 19606

OH US 45365

NE US 68845

NE US 68845

CA US 91701

FL US 33134

NY US 10150

TX US 77905

CA US 94595

MT US 59070

NY US 11724

WA US 98296

GA US 30604

CA US 92677

OR US 97404

NE US 68138

MN US 55364

FL US 33308

CA US 94115

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 9 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 10 of 10

EXHIBIT 3

Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 1 of 4

UNITED STATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

--------_____________________ x

THE BOARD OF TRUSTEES OF THE Civil Action No 09-cv-09333-KBF

OPERA TING ENGINEERS PENSION

TRUST on Behalf of Itself and All Others CLASS ACTION

Similarly Situated [PROPOSES] ORDER A WARDING

Plaintiffs ATTORNEYS FEES EXPENSES AND

CASE CONTRIBUTION A WARD TO LEAD

vs PLAINTIFF

JPMORGAN CHASE BANK NATIONAL

ASSOCIATIOt USDCSDNY

DOCUMENTDefendant

ELECTRONICALLY FILED ---------------- x DOC

DATE f M i l M e M d セ ャ エ i o B B B v エ M R B B G エ M ョ M B G Q G Q Q R P セ Q M S

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 1 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 2 of 4

This matter having come before the Court on November 19 2013 on the motion of Lead

Counsel for an award ofattorneys fees and expenses in the litigation and a case contribution award

to Lead Plaintiff the Court having considered all papers filed and proceedings condueted herein

having found the settlement of this Action to be fair reasonable and adequate and otherwise being

fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by referenee the definitions in the Stipulation of Settlement

dated August 16 2013 and all capitalized terms used but not defined herein shall have the same

meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto ineluding all members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount ofS47702453 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-reeovery method

4 The fees and expenses shall be allocated among Plaintiffs Counsel in a manner

which in Lead Counsels good-faith judgment ret1ects each such counsels contribution to the

institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Lead Counsel subject to the terms conditions and obligations of the

- 1 shy

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 2 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 3 of 4

Stipulation and in particular セ Q R R thereof which terms conditions and obligations are incorporated

herein

6 The Court hereby awards Lead Plaintiff Board ofTrustees of the Operating Engineers

Pension Trust $25000 for its time and expense in representing the Class This case contribution

award shall be paid to Lead Plaintiff on or after the Effective Date subject to the terms conditions

and obligations of the Stipulation and in particular セ R S thereof which terms conditions and

obligations are incorporated herein

IT IS SO ORDERED

THE HONORABLE KATHERINE B FORREST

UNITED STATES DISTRICT JUDGE

- 2

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 3 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 4 of 4

EXHIBIT 4

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 1 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

CITILINE HOLDINGS INC Individually Civil Action No 108-cv-03612-RJS and On Behalf of All Others Similarly Situated (Consolidated)

Plaintiff CLASS ACTION

vs

ISTAR FINANCIAL INC et al

Defendants

x

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

E Albdquo

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 2 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 2 of 3

This matter having come before the Court on April 5 2013 on the motion of Co-Lead

Counsel for an award of attorneys fees and expenses in the Litigation the Court having considered

all papers filed and proceedings conducted herein having found the settlement of this action to be

fair reasonable and adequate and otherwise being fully informed in the premises and good cause

appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 5 2012 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Co-Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount of $23490171 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among Lead Plaintiffs counsel in a manner

which in Co-Lead Counsels good-faith judgment reflects each such counsels contribution to the

institution prosecution and resolution of the Litigation

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 3 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 3 of 3

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Co-Lead Counsel subject to the terms conditions and obligations of the

Stipulation and in particular para62-63 thereof which terms conditions and obligations are

incorporated herein

SO ORDERED

-2-

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 4 of 4

EXHIBIT 5

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 1 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 1 of 4

UNITED ST ATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

In re SANOFI-AVENTIS SECURITIES

LITIGATION

This Document Relates To

ALL ACTIONS

---middotmiddotmiddot-----middot--------x

i

11

middot middot FlLBD I l

JAN 2 2QJ4-~ Civil Action No 107tv-10279-GBD

CLASS ACTION f middot middot

ECFCASE

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND AN

AWARD TO PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

903068_ l

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 2 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 2 of 4

This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 3 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 3 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 38: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

- 2 -

5 The fees and expenses shall be allocated amongst Lead Plaintiffsrsquo Counsel in a

manner that Lead Counsel in good faith believes reflects the contributions of such counsel to the

prosecution and settlement of the Litigation

6 The awarded attorneysrsquo fees and expenses and interest earned thereon shall be paid to

Lead Counsel subject to the terms conditions and obligations of the Stipulation and in particular

para62 thereof which terms conditions and obligations are incorporated herein

7 In making this award of fees and expenses to Lead Counsel the Court has considered

and found that

(a) the Settlement has created a fund of $34500000 in cash that is already on

deposit and numerous Class Members who submit or have submitted valid Proof of Claim and

Release forms will benefit from the Settlement created by Lead Counsel

(b) over 47000 copies of the Notice were disseminated to Class Members

indicating that Lead Counsel would move for attorneysrsquo fees in the amount of 25 of the Settlement

Fund and for expenses in an amount not to exceed $600000 and no objections to the fees or

expenses were filed by Class Members

(c) Lead Counsel has pursued the Litigation and achieved the Settlement with

skill perseverance and diligent advocacy

(d) Lead Counsel has expended substantial time and effort pursuing the Litigation

on behalf of the Class

(e) Lead Counsel pursued the Litigation on a contingent basis having received no

compensation during the Litigation and any fee amount has been contingent on the result achieved

(f) the Litigation involves complex factual and legal issues and in the absence of

settlement would involve lengthy proceedings whose resolution would be uncertain

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 3 of 4Case 114-cv-06038-VEC Document 167 Filed 081717 Page 3 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 4 of 5

- 3 -

(g) had Lead Counsel not achieved the Settlement there would remain a

significant risk that the Class may have recovered less or nothing from Defendants

(h) Lead Counsel has devoted over 8500 hours with a lodestar value of

$439142350 to achieve the Settlement

(i) public policy concerns favor the award of reasonable attorneysrsquo fees and

expenses in securities class action litigation and

(j) the attorneysrsquo fees and expenses awarded are fair and reasonable and

consistent with awards in similar cases within the Second Circuit

8 Any appeal or any challenge affecting this Courtrsquos approval regarding the Fee Motion

shall in no way disturb or affect the finality of the Judgment entered with respect to the Settlement

9 Pursuant to 15 USC sect78u-4(a)(4) the Court awards the following amounts to Lead

Plaintiffs for the time they spent directly related to their representation of the Class $39000 to City

of Pontiac General Employeesrsquo Retirement System $86000 to Local 1205 Pension Plan and

$100000 to City of Taylor Police and Fire Retirement System

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this Order shall be

rendered null and void to the extent provided in the Stipulation and shall be vacated in accordance

with the Stipulation

IT IS SO ORDERED

DATED ______________________ ________________________________________THE HONORABLE VALERIE E CAPRONIUNITED STATES DISTRICT JUDGE

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 4 of 4

August 17 2017

___________________________________________ _________E HONORABLE VALEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEERIE E CA

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 4 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 5 of 5

EXHIBIT 2

Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 1 of 10

rus1$$i)Ny I DOCUMENT

ELECTRONICALLY FILED DOC

SOUTHERN DISTRICT OF NEW YORK

UNITED STATES DISTRICT COURT

d a t e b Z l セ e セ d M Z セ セ セ ャ M セ------------------___________ x セ セ セ セ セ セ セ ] ] セ セ セ セ

LAND MEN PARTNERS INC Individually Civil Action No 08-cv-03601-HBshy

and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff FINAL JUDGMENT AND ORDER OF

vs DISMISSAL WITH PREJUDICE

THE BLACKSTONE GROUP LP et aI

Defendants

---------------------------------x

This matter came before the Court for hearing pursuant to the Order Preliminarily Approving

Settlement and Providing for Notice to the Class (Notice Order) dated August 30 2013 on the

unopposed application ofLead Plaintiffs for approval of the Settlement set forth in the Settlement

Agreement dated August 28 2013 (Stipulation) and following a hearing on December 18 2013

Due and adequate notice having been given to the Class as required in said Order and the Court

having considered all papers filed and proceedings had herein and otherwise being fully informed in

the premises and good cause appearing therefor

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Final Judgment incorporates by reference the definitions in the Stipulation and

all terms used herein shall have the same meanings as set forth in the Stipulation unless otherwise

set forth herein

2 This Court has jurisdiction over the subject matter ofthe Action and over all Settling

Parties to the Action including all members of the Class

3 For purposes ofthis Judgment as certified by the Court s August 13 2013 Order the

Class is defined as all Persons who purchased the common units of The Blackstone Group LP

(Blackstone) in Blackstones initial public offering (IPO) or in the open market on the New

- 1 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 1 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 2 of 10

York Stock Exchange between June 21 2007 and March 12 2008 inclusive and who sustained

compensable damages in connection with any such purchase of Blackstone units pursuant to

Sections 11 and 15 of the Securities Act of 1933

Excluded from the Class are (i) the persons who submitted valid and timely requests for

exclusion from the Class who are listed on Exhibit A hereto (ii) Defendants (iii) members of the

immediate family ofeach ofthe Defendants (iv) any Person that acted as an underwriter ofthe IPO

(v) any natural Person who sold Blackstone common units to the public in the IPO or who serves or

served as an officer or director ofBlackstone or as a partner of any predecessor to Blackstone the

members of the immediate families ofany such persons and any entity in which any ofDefendants

have or had a controlling interest and (vi) the legal representatives agents affiliates heirs

successors-in-interest or assigns of any such excluded Person (collectively Excluded Persons)

For the avoidance of doubt the Excluded Persons are excluded from the Class only to the

extent they purchased Blackstone common units in the IPO for their own account and not for or on

behalf of a third-party customer or for resale to customers Further to the extent that any of the

Excluded Persons was a statutory seller who resold the Blackstone common units to a third-party

customer client account fund trust or employee benefit plan that otherwise falls within the Class

or purchased Blackstone common units in a fiduciary capacity or otherwise on behalf ofany thirdshy

party customer client account fund trust or employee benefit plan that falls within the Class the

Excluded Person is excluded from the Class but the third-party customer client account fund trust

or employee benefit plan is not excluded from the Class with respect to such purchases of

Blackstone common units

4 For purposes of this Judgment as certified by the Courts August 132013 Order

Lead Plaintiffs Martin Litwin and Francis Brady are Class Representatives and Lead Counsel

- 2 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 2 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 3 of 10

Robbins Geller Rudman amp Dowd LLP and Brower Piven A Professional Corporation are Class

Counsel

5 Pursuant to Federal Rule of Civil Procedure 23 this Court hereby approves the

Settlement set forth in the Stipulation and finds that the Settlement is in all respects fair reasonable

and adequate to the Class There are no objections to the proposed Settlement

6 Pursuant to Rule 23 of the Federal Rules ofCivil Procedure the Court finds that the

Stipulation and Settlement are fair reasonable and adequate as to each ofthe Settling Parties and

that the Stipulation and Settlement are hereby finally approved in all respects and the Settling

Parties are hereby directed to perform its terms

7 Accordingly the Court authorizes and directs implementation of all the terms and

provisions of the Stipulation as well as the terms and provisions hereof The Court hereby

dismisses as to Defendants the Action and all Released Claims ofthe Class with prejudice without

costs as to any Settling Party except as and to the extent provided in the Stipulation and herein

8 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

shall and each of the Class Members shall be deemed to have and by operation ofthis Judgment

shall have fully finally and forever released relinquished and discharged all Released Claims

against the Released Persons whether or not such Class Member executes and delivers the Proof of

Claim and Release

9 Upon the Effective Date hereof and as provided in the Stipulation each of the

Released Persons shall be deemed to have and by operation of this Judgment shall have fully

finally and forever released relinquished and discharged Lead Plaintiffs each and all of the Class

Members Lead Counsel and Abraham Fruchter amp Twersky LLP from all claims (including without

- 3 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 3 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 4 of 10

limitation Unknown Claims) arising out of relating to or in connection with the institution

prosecution assertion settlement or resolution of the Action

10 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

and each of the Class Members who have not validly opted out of the Class and their respective

predecessors successors agents representatives attorneys and affiliates and the respective heirs

executors administrators successors and assigns of each of them directly or indirectly

individually derivatively representatively or in any other capacity shall be deemed to have and by

operation of the Judgment shall have fully finally and forever released relinquished and

discharged against the Released Persons (whether or not such Class Members execute and deliver

the Proof of Claim and Release forms) any and all Released Claims (including without limitation

Unknown Claims) as well as any claims arising out of relating to or in connection with the

defense settlement or resolution of the Action or the Released Claims

11 Upon the Effective Date Lead Plaintiffs and each of the Class Members who have

not validly opted out of the Class and their respective predecessors successors agents

representatives attorneys and affiliates and the respective heirs executors administrators

successors and assigns of each of them directly or indirectly individually derivatively

representatively or in any other capacity shall be permanently barred and enjoined from the

assertion institution maintenance prosecution or enforcement against any Released Person in any

state or federal court or arbitral forum or in the court of any foreign jurisdiction of any and all

Released Claims (including without limitation Unknown Claims) as well as any claims arising out

of relating to or in connection with the defense settlement or resolution of the Action or the

Released Claims

- 4 shy

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12 The Notice ofProposed Settlement ofClass Action (Notice) given to the Class in

accordance with the Notice Order entered on August 30 2013 was the best notice practicable under

the circumstances including the individual notice to all members of the Class who could be

identified through reasonable effort ofthe proceedings and ofthe matters set forth therein including

the proposed Settlement set forth in the Stipulation the proposed Plan of Distribution of the

proceeds ofthe Settlement set forth in the Notice Lead Counsels application for attorneys fees and

reimbursement of expenses and Lead Plaintiffs request for an award of reasonable costs and

expenses relating to their representation of the Class and said Notice and notice procedures fully

satisfied the requirements of Federal Rule of Civil Procedure 23 the Private Securities Litigation

Reform Act of 1995 and the requirements of due process There are no objections to the Notice

andor notice procedures

13 The Court hereby approves the Plan ofDistribution as set forth in the Notice as fair

and equitable The Court directs Lead Counsel to proceed with processing Proofs ofClaim and the

administration of the Settlement pursuant to the terms of the Plan of Distribution and upon

completion ofthe claims processing procedure to present to this Court a proposed final distribution

order for the distribution of the Net Settlement Fund to eligible Class Members as provided in the

Stipulation and the Plan of Distribution There are no objections to the Plan of Distribution

14 The Court hereby awards Lead Counsel attorneys fees equal to 3333 percent of

the Settlement Fund (including interest accrued thereon) and litigation expenses in the amount of

$104700577 with interest to accrue thereon at the same rate and for the same periods as has

accrued by the Settlement Fund from the date ofthis Judgment to the date ofactual payment of said

attorneys fees and expenses to Lead Counsel as provided in the Stipulation The Court finds the

amount of attorneys fees awarded herein are fair and reasonable based on (a) the work performed

- 5 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 5 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 6 of 10

and costs incurred by Lead Counsel (b) the complexity ofthe case (c) the risks undertaken by Lead

Counsel and the contingent nature of their employment (d) the quality of the work performed by

Lead Counsel in this Action and their standing and experience in prosecuting similar class action

securities litigation (e) awards to successful plaintiffs counsel in other similar litigation (f) the

benefits achieved for Class Members through the Settlement and (g) the absence ofany objections

from any Class Members to either the application for an award ofattorneys fees or expenses to Lead

Counsel

15 The Court also fmds that the requested expenses are proper as the expenses incurred

by Lead Counsel including the costs ofexperts were reasonable and necessary in the prosecution of

this Action on behalf of Class Members There are no objections to Lead Counsels application for

reimbursement of their expenses

16 The Court approves payment of$1500000 to Lead Plaintiff Martin Litwin for his

reasonable time and expenses (including lost wages) relating to their representation of the Class

Such payment shall be paid out of the Settlement Fund There are no objections to Lead Plaintiff

Litwins application for reimbursement ofhis costs and expenses

17 All fees and expenses awarded or allowed in this Judgment shall except as otherwise

expressly provided in the Stipulation be paid from the Settlement Fund

18 Lead Counsel may apply from time to time for any fees andor expenses incurred by

them solely in connection with the administration of the Settlement and distribution of the Net

Settlement Fund to Class Members which except as expressly provided in the Stipulation shall be

paid from the Settlement Fund

19 Neither appellate review nor modification ofthe Plan ofDistribution set forth in the

Notice nor any action in regard to the motion by Lead Counsel for attorneys fees andor expenses

- 6 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 6 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 7 of 10

and the award ofcosts and expenses to Lead Plaintiffs shall affect the fmality ofany other portion of

this Judgment nor delay the Effective Date ofthe Stipulation and each shall be considered separate

for the purposes of appellate review of this Judgment

20 Neither the Stipulation nor the Settlement contained therein nor any act performed or

document executed pursuant to or in furtherance of the Stipulation or the Settlement (a) is or may be

deemed to be or may be used as an admission of or evidence of the validity ofany Released Claim

or ofany wrongdoing or liability of the Released Persons or (b) is or may be deemed to be or may

be used as an admission of or evidence of any fault or omission of any of the Defendants or the

Released Persons in any civil criminal or administrative proceeding in any court administrative

agency or other tribunal Defendants andor the Released Persons may file the Stipulation andor

this Judgment from this Action in any other action in which they are parties or that may be brought

against them in order to support a defense claim or counterclaim based on principles of res

judicata collateral estoppel release good faith settlement judgment bar or reduction or any theory

of claim preclusion or issue preclusion or similar defense or counterclaim

21 Without affecting the finality ofthis Judgment in any way this Court hereby retains

continuing exclusive jurisdiction over (a) implementation of this Settlement and any award or

distribution of the Settlement Fund including interest earned thereon (b) disposition of the

Settlement Fund (c) hearing and determining applications for attorneys fees interest and expenses

in the Action (d) payment of taxes by the Settlement Fund (e) all Settling Parties hereto for the

purpose ofconstruing enforcing and administering the Stipulation and (f) any other matters related

to finalizing the Settlement and distribution of proceeds of the Settlement

22 In the event that the Settlement does not become effective in accordance with the

terms of the Stipulation or the Effective Date does not occur or in the event that the Settlement

- 7 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 7 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 8 of 10

Fund or any portion thereof is returned to Defendants then this Judgment shall be rendered null and

void to the extent provided by and in accordance with the Stipulation and shall be vacated and in

such event all orders entered and releases delivered in connection herewith shall be null and void to

the extent provided by and in accordance with the StipUlation

23 Without further order of the Court the Settling Parties may agree to reasonable

extensions of time to carry out any of the provisions of the Stipulation

24 The Court finds that during the course of the Action the Settling Parties and their

respective counsel at all times complied with the requirements of Rule 11 of the Federal Rules of

Civil Procedure

25 The Court directs immediate entry of this Final Judgment by the Clerk ofthe Court

DATED Ok 10 2 TEO aRABLE HAROLD A R JR

UNITED STATES DISTRICT JUDGE

- 8 shy

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EXHIBIT A

BLACKSTONE LIST OF EXCLUSIONS

Name

1 lINA HU

2 ESTATE OF ANTHONY J FABEC

3 WILLIAM PATTERSON

4 MARY AN N SHOTWELL

5 RICHARD A LEWIS

6 JOHN MERCADENTE JR

7 DOUGLAS BARHORST

8 PATRICIA G NORMAN

9 ESTATE OF RICHARD A NORMAN

10 ROBERT W DUER

11 ANIBAL MARRERO

12 RUSS D SONNIER

13 MARCUS E ampJOANNE R NORTH

14 SUZANNE EMETAROM

15 WILLIAM W amp FRANCES E MAIN

16 ANTHONY BRIENZA

17 SHU HAO HUANG

18 KENNETH 0 PARRIS

19 DUFF S MCEVERS

20 SHERRIE L FRANTZ

21 DEBBIE CRINK

22 MARK A SUMMERS

23 PAULINE MEYEROWITZ

24 ANDREW WAHL

City

OSHAWA

WILLOUGHBY HILLS

KINGS MOUNTAIN

VIRGILINA

BULLARD

READING

SIDNEY

KEARNEY

KEARNEY

ALTA LOMA

CORAL GABLES

NEW YORK

VICTORIA

WALNUT CREEK

ROBERTS

COLD SPRING HARBOR

SNOHOMISH

ATHENS

LAGUNA NIGUEL

EUGENE

OMAHA

MINNETRISTA

FT LAUDERDALE

SAN FRANCISCO

St Country セ

ON CA lIJ7C6

OH US 44094

NC US 28086

VA US 24598

TX US 75757

PA US 19606

OH US 45365

NE US 68845

NE US 68845

CA US 91701

FL US 33134

NY US 10150

TX US 77905

CA US 94595

MT US 59070

NY US 11724

WA US 98296

GA US 30604

CA US 92677

OR US 97404

NE US 68138

MN US 55364

FL US 33308

CA US 94115

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 9 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 10 of 10

EXHIBIT 3

Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 1 of 4

UNITED STATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

--------_____________________ x

THE BOARD OF TRUSTEES OF THE Civil Action No 09-cv-09333-KBF

OPERA TING ENGINEERS PENSION

TRUST on Behalf of Itself and All Others CLASS ACTION

Similarly Situated [PROPOSES] ORDER A WARDING

Plaintiffs ATTORNEYS FEES EXPENSES AND

CASE CONTRIBUTION A WARD TO LEAD

vs PLAINTIFF

JPMORGAN CHASE BANK NATIONAL

ASSOCIATIOt USDCSDNY

DOCUMENTDefendant

ELECTRONICALLY FILED ---------------- x DOC

DATE f M i l M e M d セ ャ エ i o B B B v エ M R B B G エ M ョ M B G Q G Q Q R P セ Q M S

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 1 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 2 of 4

This matter having come before the Court on November 19 2013 on the motion of Lead

Counsel for an award ofattorneys fees and expenses in the litigation and a case contribution award

to Lead Plaintiff the Court having considered all papers filed and proceedings condueted herein

having found the settlement of this Action to be fair reasonable and adequate and otherwise being

fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by referenee the definitions in the Stipulation of Settlement

dated August 16 2013 and all capitalized terms used but not defined herein shall have the same

meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto ineluding all members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount ofS47702453 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-reeovery method

4 The fees and expenses shall be allocated among Plaintiffs Counsel in a manner

which in Lead Counsels good-faith judgment ret1ects each such counsels contribution to the

institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Lead Counsel subject to the terms conditions and obligations of the

- 1 shy

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 2 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 3 of 4

Stipulation and in particular セ Q R R thereof which terms conditions and obligations are incorporated

herein

6 The Court hereby awards Lead Plaintiff Board ofTrustees of the Operating Engineers

Pension Trust $25000 for its time and expense in representing the Class This case contribution

award shall be paid to Lead Plaintiff on or after the Effective Date subject to the terms conditions

and obligations of the Stipulation and in particular セ R S thereof which terms conditions and

obligations are incorporated herein

IT IS SO ORDERED

THE HONORABLE KATHERINE B FORREST

UNITED STATES DISTRICT JUDGE

- 2

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 3 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 4 of 4

EXHIBIT 4

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 1 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

CITILINE HOLDINGS INC Individually Civil Action No 108-cv-03612-RJS and On Behalf of All Others Similarly Situated (Consolidated)

Plaintiff CLASS ACTION

vs

ISTAR FINANCIAL INC et al

Defendants

x

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

E Albdquo

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 2 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 2 of 3

This matter having come before the Court on April 5 2013 on the motion of Co-Lead

Counsel for an award of attorneys fees and expenses in the Litigation the Court having considered

all papers filed and proceedings conducted herein having found the settlement of this action to be

fair reasonable and adequate and otherwise being fully informed in the premises and good cause

appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 5 2012 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Co-Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount of $23490171 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among Lead Plaintiffs counsel in a manner

which in Co-Lead Counsels good-faith judgment reflects each such counsels contribution to the

institution prosecution and resolution of the Litigation

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 3 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 3 of 3

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Co-Lead Counsel subject to the terms conditions and obligations of the

Stipulation and in particular para62-63 thereof which terms conditions and obligations are

incorporated herein

SO ORDERED

-2-

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 4 of 4

EXHIBIT 5

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 1 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 1 of 4

UNITED ST ATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

In re SANOFI-AVENTIS SECURITIES

LITIGATION

This Document Relates To

ALL ACTIONS

---middotmiddotmiddot-----middot--------x

i

11

middot middot FlLBD I l

JAN 2 2QJ4-~ Civil Action No 107tv-10279-GBD

CLASS ACTION f middot middot

ECFCASE

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND AN

AWARD TO PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

903068_ l

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 2 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 2 of 4

This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 3 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 3 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 39: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

- 3 -

(g) had Lead Counsel not achieved the Settlement there would remain a

significant risk that the Class may have recovered less or nothing from Defendants

(h) Lead Counsel has devoted over 8500 hours with a lodestar value of

$439142350 to achieve the Settlement

(i) public policy concerns favor the award of reasonable attorneysrsquo fees and

expenses in securities class action litigation and

(j) the attorneysrsquo fees and expenses awarded are fair and reasonable and

consistent with awards in similar cases within the Second Circuit

8 Any appeal or any challenge affecting this Courtrsquos approval regarding the Fee Motion

shall in no way disturb or affect the finality of the Judgment entered with respect to the Settlement

9 Pursuant to 15 USC sect78u-4(a)(4) the Court awards the following amounts to Lead

Plaintiffs for the time they spent directly related to their representation of the Class $39000 to City

of Pontiac General Employeesrsquo Retirement System $86000 to Local 1205 Pension Plan and

$100000 to City of Taylor Police and Fire Retirement System

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this Order shall be

rendered null and void to the extent provided in the Stipulation and shall be vacated in accordance

with the Stipulation

IT IS SO ORDERED

DATED ______________________ ________________________________________THE HONORABLE VALERIE E CAPRONIUNITED STATES DISTRICT JUDGE

Case 114-cv-06038-VEC Document 166-1 Filed 081717 Page 4 of 4

August 17 2017

___________________________________________ _________E HONORABLE VALEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEERIE E CA

Case 114-cv-06038-VEC Document 167 Filed 081717 Page 4 of 4Case 116-cv-03925-LLS Document 57-1 Filed 092217 Page 5 of 5

EXHIBIT 2

Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 1 of 10

rus1$$i)Ny I DOCUMENT

ELECTRONICALLY FILED DOC

SOUTHERN DISTRICT OF NEW YORK

UNITED STATES DISTRICT COURT

d a t e b Z l セ e セ d M Z セ セ セ ャ M セ------------------___________ x セ セ セ セ セ セ セ ] ] セ セ セ セ

LAND MEN PARTNERS INC Individually Civil Action No 08-cv-03601-HBshy

and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff FINAL JUDGMENT AND ORDER OF

vs DISMISSAL WITH PREJUDICE

THE BLACKSTONE GROUP LP et aI

Defendants

---------------------------------x

This matter came before the Court for hearing pursuant to the Order Preliminarily Approving

Settlement and Providing for Notice to the Class (Notice Order) dated August 30 2013 on the

unopposed application ofLead Plaintiffs for approval of the Settlement set forth in the Settlement

Agreement dated August 28 2013 (Stipulation) and following a hearing on December 18 2013

Due and adequate notice having been given to the Class as required in said Order and the Court

having considered all papers filed and proceedings had herein and otherwise being fully informed in

the premises and good cause appearing therefor

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Final Judgment incorporates by reference the definitions in the Stipulation and

all terms used herein shall have the same meanings as set forth in the Stipulation unless otherwise

set forth herein

2 This Court has jurisdiction over the subject matter ofthe Action and over all Settling

Parties to the Action including all members of the Class

3 For purposes ofthis Judgment as certified by the Court s August 13 2013 Order the

Class is defined as all Persons who purchased the common units of The Blackstone Group LP

(Blackstone) in Blackstones initial public offering (IPO) or in the open market on the New

- 1 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 1 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 2 of 10

York Stock Exchange between June 21 2007 and March 12 2008 inclusive and who sustained

compensable damages in connection with any such purchase of Blackstone units pursuant to

Sections 11 and 15 of the Securities Act of 1933

Excluded from the Class are (i) the persons who submitted valid and timely requests for

exclusion from the Class who are listed on Exhibit A hereto (ii) Defendants (iii) members of the

immediate family ofeach ofthe Defendants (iv) any Person that acted as an underwriter ofthe IPO

(v) any natural Person who sold Blackstone common units to the public in the IPO or who serves or

served as an officer or director ofBlackstone or as a partner of any predecessor to Blackstone the

members of the immediate families ofany such persons and any entity in which any ofDefendants

have or had a controlling interest and (vi) the legal representatives agents affiliates heirs

successors-in-interest or assigns of any such excluded Person (collectively Excluded Persons)

For the avoidance of doubt the Excluded Persons are excluded from the Class only to the

extent they purchased Blackstone common units in the IPO for their own account and not for or on

behalf of a third-party customer or for resale to customers Further to the extent that any of the

Excluded Persons was a statutory seller who resold the Blackstone common units to a third-party

customer client account fund trust or employee benefit plan that otherwise falls within the Class

or purchased Blackstone common units in a fiduciary capacity or otherwise on behalf ofany thirdshy

party customer client account fund trust or employee benefit plan that falls within the Class the

Excluded Person is excluded from the Class but the third-party customer client account fund trust

or employee benefit plan is not excluded from the Class with respect to such purchases of

Blackstone common units

4 For purposes of this Judgment as certified by the Courts August 132013 Order

Lead Plaintiffs Martin Litwin and Francis Brady are Class Representatives and Lead Counsel

- 2 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 2 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 3 of 10

Robbins Geller Rudman amp Dowd LLP and Brower Piven A Professional Corporation are Class

Counsel

5 Pursuant to Federal Rule of Civil Procedure 23 this Court hereby approves the

Settlement set forth in the Stipulation and finds that the Settlement is in all respects fair reasonable

and adequate to the Class There are no objections to the proposed Settlement

6 Pursuant to Rule 23 of the Federal Rules ofCivil Procedure the Court finds that the

Stipulation and Settlement are fair reasonable and adequate as to each ofthe Settling Parties and

that the Stipulation and Settlement are hereby finally approved in all respects and the Settling

Parties are hereby directed to perform its terms

7 Accordingly the Court authorizes and directs implementation of all the terms and

provisions of the Stipulation as well as the terms and provisions hereof The Court hereby

dismisses as to Defendants the Action and all Released Claims ofthe Class with prejudice without

costs as to any Settling Party except as and to the extent provided in the Stipulation and herein

8 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

shall and each of the Class Members shall be deemed to have and by operation ofthis Judgment

shall have fully finally and forever released relinquished and discharged all Released Claims

against the Released Persons whether or not such Class Member executes and delivers the Proof of

Claim and Release

9 Upon the Effective Date hereof and as provided in the Stipulation each of the

Released Persons shall be deemed to have and by operation of this Judgment shall have fully

finally and forever released relinquished and discharged Lead Plaintiffs each and all of the Class

Members Lead Counsel and Abraham Fruchter amp Twersky LLP from all claims (including without

- 3 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 3 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 4 of 10

limitation Unknown Claims) arising out of relating to or in connection with the institution

prosecution assertion settlement or resolution of the Action

10 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

and each of the Class Members who have not validly opted out of the Class and their respective

predecessors successors agents representatives attorneys and affiliates and the respective heirs

executors administrators successors and assigns of each of them directly or indirectly

individually derivatively representatively or in any other capacity shall be deemed to have and by

operation of the Judgment shall have fully finally and forever released relinquished and

discharged against the Released Persons (whether or not such Class Members execute and deliver

the Proof of Claim and Release forms) any and all Released Claims (including without limitation

Unknown Claims) as well as any claims arising out of relating to or in connection with the

defense settlement or resolution of the Action or the Released Claims

11 Upon the Effective Date Lead Plaintiffs and each of the Class Members who have

not validly opted out of the Class and their respective predecessors successors agents

representatives attorneys and affiliates and the respective heirs executors administrators

successors and assigns of each of them directly or indirectly individually derivatively

representatively or in any other capacity shall be permanently barred and enjoined from the

assertion institution maintenance prosecution or enforcement against any Released Person in any

state or federal court or arbitral forum or in the court of any foreign jurisdiction of any and all

Released Claims (including without limitation Unknown Claims) as well as any claims arising out

of relating to or in connection with the defense settlement or resolution of the Action or the

Released Claims

- 4 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 4 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 5 of 10

12 The Notice ofProposed Settlement ofClass Action (Notice) given to the Class in

accordance with the Notice Order entered on August 30 2013 was the best notice practicable under

the circumstances including the individual notice to all members of the Class who could be

identified through reasonable effort ofthe proceedings and ofthe matters set forth therein including

the proposed Settlement set forth in the Stipulation the proposed Plan of Distribution of the

proceeds ofthe Settlement set forth in the Notice Lead Counsels application for attorneys fees and

reimbursement of expenses and Lead Plaintiffs request for an award of reasonable costs and

expenses relating to their representation of the Class and said Notice and notice procedures fully

satisfied the requirements of Federal Rule of Civil Procedure 23 the Private Securities Litigation

Reform Act of 1995 and the requirements of due process There are no objections to the Notice

andor notice procedures

13 The Court hereby approves the Plan ofDistribution as set forth in the Notice as fair

and equitable The Court directs Lead Counsel to proceed with processing Proofs ofClaim and the

administration of the Settlement pursuant to the terms of the Plan of Distribution and upon

completion ofthe claims processing procedure to present to this Court a proposed final distribution

order for the distribution of the Net Settlement Fund to eligible Class Members as provided in the

Stipulation and the Plan of Distribution There are no objections to the Plan of Distribution

14 The Court hereby awards Lead Counsel attorneys fees equal to 3333 percent of

the Settlement Fund (including interest accrued thereon) and litigation expenses in the amount of

$104700577 with interest to accrue thereon at the same rate and for the same periods as has

accrued by the Settlement Fund from the date ofthis Judgment to the date ofactual payment of said

attorneys fees and expenses to Lead Counsel as provided in the Stipulation The Court finds the

amount of attorneys fees awarded herein are fair and reasonable based on (a) the work performed

- 5 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 5 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 6 of 10

and costs incurred by Lead Counsel (b) the complexity ofthe case (c) the risks undertaken by Lead

Counsel and the contingent nature of their employment (d) the quality of the work performed by

Lead Counsel in this Action and their standing and experience in prosecuting similar class action

securities litigation (e) awards to successful plaintiffs counsel in other similar litigation (f) the

benefits achieved for Class Members through the Settlement and (g) the absence ofany objections

from any Class Members to either the application for an award ofattorneys fees or expenses to Lead

Counsel

15 The Court also fmds that the requested expenses are proper as the expenses incurred

by Lead Counsel including the costs ofexperts were reasonable and necessary in the prosecution of

this Action on behalf of Class Members There are no objections to Lead Counsels application for

reimbursement of their expenses

16 The Court approves payment of$1500000 to Lead Plaintiff Martin Litwin for his

reasonable time and expenses (including lost wages) relating to their representation of the Class

Such payment shall be paid out of the Settlement Fund There are no objections to Lead Plaintiff

Litwins application for reimbursement ofhis costs and expenses

17 All fees and expenses awarded or allowed in this Judgment shall except as otherwise

expressly provided in the Stipulation be paid from the Settlement Fund

18 Lead Counsel may apply from time to time for any fees andor expenses incurred by

them solely in connection with the administration of the Settlement and distribution of the Net

Settlement Fund to Class Members which except as expressly provided in the Stipulation shall be

paid from the Settlement Fund

19 Neither appellate review nor modification ofthe Plan ofDistribution set forth in the

Notice nor any action in regard to the motion by Lead Counsel for attorneys fees andor expenses

- 6 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 6 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 7 of 10

and the award ofcosts and expenses to Lead Plaintiffs shall affect the fmality ofany other portion of

this Judgment nor delay the Effective Date ofthe Stipulation and each shall be considered separate

for the purposes of appellate review of this Judgment

20 Neither the Stipulation nor the Settlement contained therein nor any act performed or

document executed pursuant to or in furtherance of the Stipulation or the Settlement (a) is or may be

deemed to be or may be used as an admission of or evidence of the validity ofany Released Claim

or ofany wrongdoing or liability of the Released Persons or (b) is or may be deemed to be or may

be used as an admission of or evidence of any fault or omission of any of the Defendants or the

Released Persons in any civil criminal or administrative proceeding in any court administrative

agency or other tribunal Defendants andor the Released Persons may file the Stipulation andor

this Judgment from this Action in any other action in which they are parties or that may be brought

against them in order to support a defense claim or counterclaim based on principles of res

judicata collateral estoppel release good faith settlement judgment bar or reduction or any theory

of claim preclusion or issue preclusion or similar defense or counterclaim

21 Without affecting the finality ofthis Judgment in any way this Court hereby retains

continuing exclusive jurisdiction over (a) implementation of this Settlement and any award or

distribution of the Settlement Fund including interest earned thereon (b) disposition of the

Settlement Fund (c) hearing and determining applications for attorneys fees interest and expenses

in the Action (d) payment of taxes by the Settlement Fund (e) all Settling Parties hereto for the

purpose ofconstruing enforcing and administering the Stipulation and (f) any other matters related

to finalizing the Settlement and distribution of proceeds of the Settlement

22 In the event that the Settlement does not become effective in accordance with the

terms of the Stipulation or the Effective Date does not occur or in the event that the Settlement

- 7 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 7 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 8 of 10

Fund or any portion thereof is returned to Defendants then this Judgment shall be rendered null and

void to the extent provided by and in accordance with the Stipulation and shall be vacated and in

such event all orders entered and releases delivered in connection herewith shall be null and void to

the extent provided by and in accordance with the StipUlation

23 Without further order of the Court the Settling Parties may agree to reasonable

extensions of time to carry out any of the provisions of the Stipulation

24 The Court finds that during the course of the Action the Settling Parties and their

respective counsel at all times complied with the requirements of Rule 11 of the Federal Rules of

Civil Procedure

25 The Court directs immediate entry of this Final Judgment by the Clerk ofthe Court

DATED Ok 10 2 TEO aRABLE HAROLD A R JR

UNITED STATES DISTRICT JUDGE

- 8 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 8 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 9 of 10

EXHIBIT A

BLACKSTONE LIST OF EXCLUSIONS

Name

1 lINA HU

2 ESTATE OF ANTHONY J FABEC

3 WILLIAM PATTERSON

4 MARY AN N SHOTWELL

5 RICHARD A LEWIS

6 JOHN MERCADENTE JR

7 DOUGLAS BARHORST

8 PATRICIA G NORMAN

9 ESTATE OF RICHARD A NORMAN

10 ROBERT W DUER

11 ANIBAL MARRERO

12 RUSS D SONNIER

13 MARCUS E ampJOANNE R NORTH

14 SUZANNE EMETAROM

15 WILLIAM W amp FRANCES E MAIN

16 ANTHONY BRIENZA

17 SHU HAO HUANG

18 KENNETH 0 PARRIS

19 DUFF S MCEVERS

20 SHERRIE L FRANTZ

21 DEBBIE CRINK

22 MARK A SUMMERS

23 PAULINE MEYEROWITZ

24 ANDREW WAHL

City

OSHAWA

WILLOUGHBY HILLS

KINGS MOUNTAIN

VIRGILINA

BULLARD

READING

SIDNEY

KEARNEY

KEARNEY

ALTA LOMA

CORAL GABLES

NEW YORK

VICTORIA

WALNUT CREEK

ROBERTS

COLD SPRING HARBOR

SNOHOMISH

ATHENS

LAGUNA NIGUEL

EUGENE

OMAHA

MINNETRISTA

FT LAUDERDALE

SAN FRANCISCO

St Country セ

ON CA lIJ7C6

OH US 44094

NC US 28086

VA US 24598

TX US 75757

PA US 19606

OH US 45365

NE US 68845

NE US 68845

CA US 91701

FL US 33134

NY US 10150

TX US 77905

CA US 94595

MT US 59070

NY US 11724

WA US 98296

GA US 30604

CA US 92677

OR US 97404

NE US 68138

MN US 55364

FL US 33308

CA US 94115

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 9 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 10 of 10

EXHIBIT 3

Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 1 of 4

UNITED STATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

--------_____________________ x

THE BOARD OF TRUSTEES OF THE Civil Action No 09-cv-09333-KBF

OPERA TING ENGINEERS PENSION

TRUST on Behalf of Itself and All Others CLASS ACTION

Similarly Situated [PROPOSES] ORDER A WARDING

Plaintiffs ATTORNEYS FEES EXPENSES AND

CASE CONTRIBUTION A WARD TO LEAD

vs PLAINTIFF

JPMORGAN CHASE BANK NATIONAL

ASSOCIATIOt USDCSDNY

DOCUMENTDefendant

ELECTRONICALLY FILED ---------------- x DOC

DATE f M i l M e M d セ ャ エ i o B B B v エ M R B B G エ M ョ M B G Q G Q Q R P セ Q M S

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 1 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 2 of 4

This matter having come before the Court on November 19 2013 on the motion of Lead

Counsel for an award ofattorneys fees and expenses in the litigation and a case contribution award

to Lead Plaintiff the Court having considered all papers filed and proceedings condueted herein

having found the settlement of this Action to be fair reasonable and adequate and otherwise being

fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by referenee the definitions in the Stipulation of Settlement

dated August 16 2013 and all capitalized terms used but not defined herein shall have the same

meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto ineluding all members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount ofS47702453 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-reeovery method

4 The fees and expenses shall be allocated among Plaintiffs Counsel in a manner

which in Lead Counsels good-faith judgment ret1ects each such counsels contribution to the

institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Lead Counsel subject to the terms conditions and obligations of the

- 1 shy

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 2 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 3 of 4

Stipulation and in particular セ Q R R thereof which terms conditions and obligations are incorporated

herein

6 The Court hereby awards Lead Plaintiff Board ofTrustees of the Operating Engineers

Pension Trust $25000 for its time and expense in representing the Class This case contribution

award shall be paid to Lead Plaintiff on or after the Effective Date subject to the terms conditions

and obligations of the Stipulation and in particular セ R S thereof which terms conditions and

obligations are incorporated herein

IT IS SO ORDERED

THE HONORABLE KATHERINE B FORREST

UNITED STATES DISTRICT JUDGE

- 2

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 3 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 4 of 4

EXHIBIT 4

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 1 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

CITILINE HOLDINGS INC Individually Civil Action No 108-cv-03612-RJS and On Behalf of All Others Similarly Situated (Consolidated)

Plaintiff CLASS ACTION

vs

ISTAR FINANCIAL INC et al

Defendants

x

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

E Albdquo

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 2 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 2 of 3

This matter having come before the Court on April 5 2013 on the motion of Co-Lead

Counsel for an award of attorneys fees and expenses in the Litigation the Court having considered

all papers filed and proceedings conducted herein having found the settlement of this action to be

fair reasonable and adequate and otherwise being fully informed in the premises and good cause

appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 5 2012 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Co-Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount of $23490171 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among Lead Plaintiffs counsel in a manner

which in Co-Lead Counsels good-faith judgment reflects each such counsels contribution to the

institution prosecution and resolution of the Litigation

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 3 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 3 of 3

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Co-Lead Counsel subject to the terms conditions and obligations of the

Stipulation and in particular para62-63 thereof which terms conditions and obligations are

incorporated herein

SO ORDERED

-2-

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 4 of 4

EXHIBIT 5

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 1 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 1 of 4

UNITED ST ATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

In re SANOFI-AVENTIS SECURITIES

LITIGATION

This Document Relates To

ALL ACTIONS

---middotmiddotmiddot-----middot--------x

i

11

middot middot FlLBD I l

JAN 2 2QJ4-~ Civil Action No 107tv-10279-GBD

CLASS ACTION f middot middot

ECFCASE

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND AN

AWARD TO PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

903068_ l

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 2 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 2 of 4

This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 3 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

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Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

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Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

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Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 40: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

EXHIBIT 2

Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 1 of 10

rus1$$i)Ny I DOCUMENT

ELECTRONICALLY FILED DOC

SOUTHERN DISTRICT OF NEW YORK

UNITED STATES DISTRICT COURT

d a t e b Z l セ e セ d M Z セ セ セ ャ M セ------------------___________ x セ セ セ セ セ セ セ ] ] セ セ セ セ

LAND MEN PARTNERS INC Individually Civil Action No 08-cv-03601-HBshy

and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff FINAL JUDGMENT AND ORDER OF

vs DISMISSAL WITH PREJUDICE

THE BLACKSTONE GROUP LP et aI

Defendants

---------------------------------x

This matter came before the Court for hearing pursuant to the Order Preliminarily Approving

Settlement and Providing for Notice to the Class (Notice Order) dated August 30 2013 on the

unopposed application ofLead Plaintiffs for approval of the Settlement set forth in the Settlement

Agreement dated August 28 2013 (Stipulation) and following a hearing on December 18 2013

Due and adequate notice having been given to the Class as required in said Order and the Court

having considered all papers filed and proceedings had herein and otherwise being fully informed in

the premises and good cause appearing therefor

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Final Judgment incorporates by reference the definitions in the Stipulation and

all terms used herein shall have the same meanings as set forth in the Stipulation unless otherwise

set forth herein

2 This Court has jurisdiction over the subject matter ofthe Action and over all Settling

Parties to the Action including all members of the Class

3 For purposes ofthis Judgment as certified by the Court s August 13 2013 Order the

Class is defined as all Persons who purchased the common units of The Blackstone Group LP

(Blackstone) in Blackstones initial public offering (IPO) or in the open market on the New

- 1 shy

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York Stock Exchange between June 21 2007 and March 12 2008 inclusive and who sustained

compensable damages in connection with any such purchase of Blackstone units pursuant to

Sections 11 and 15 of the Securities Act of 1933

Excluded from the Class are (i) the persons who submitted valid and timely requests for

exclusion from the Class who are listed on Exhibit A hereto (ii) Defendants (iii) members of the

immediate family ofeach ofthe Defendants (iv) any Person that acted as an underwriter ofthe IPO

(v) any natural Person who sold Blackstone common units to the public in the IPO or who serves or

served as an officer or director ofBlackstone or as a partner of any predecessor to Blackstone the

members of the immediate families ofany such persons and any entity in which any ofDefendants

have or had a controlling interest and (vi) the legal representatives agents affiliates heirs

successors-in-interest or assigns of any such excluded Person (collectively Excluded Persons)

For the avoidance of doubt the Excluded Persons are excluded from the Class only to the

extent they purchased Blackstone common units in the IPO for their own account and not for or on

behalf of a third-party customer or for resale to customers Further to the extent that any of the

Excluded Persons was a statutory seller who resold the Blackstone common units to a third-party

customer client account fund trust or employee benefit plan that otherwise falls within the Class

or purchased Blackstone common units in a fiduciary capacity or otherwise on behalf ofany thirdshy

party customer client account fund trust or employee benefit plan that falls within the Class the

Excluded Person is excluded from the Class but the third-party customer client account fund trust

or employee benefit plan is not excluded from the Class with respect to such purchases of

Blackstone common units

4 For purposes of this Judgment as certified by the Courts August 132013 Order

Lead Plaintiffs Martin Litwin and Francis Brady are Class Representatives and Lead Counsel

- 2 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 2 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 3 of 10

Robbins Geller Rudman amp Dowd LLP and Brower Piven A Professional Corporation are Class

Counsel

5 Pursuant to Federal Rule of Civil Procedure 23 this Court hereby approves the

Settlement set forth in the Stipulation and finds that the Settlement is in all respects fair reasonable

and adequate to the Class There are no objections to the proposed Settlement

6 Pursuant to Rule 23 of the Federal Rules ofCivil Procedure the Court finds that the

Stipulation and Settlement are fair reasonable and adequate as to each ofthe Settling Parties and

that the Stipulation and Settlement are hereby finally approved in all respects and the Settling

Parties are hereby directed to perform its terms

7 Accordingly the Court authorizes and directs implementation of all the terms and

provisions of the Stipulation as well as the terms and provisions hereof The Court hereby

dismisses as to Defendants the Action and all Released Claims ofthe Class with prejudice without

costs as to any Settling Party except as and to the extent provided in the Stipulation and herein

8 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

shall and each of the Class Members shall be deemed to have and by operation ofthis Judgment

shall have fully finally and forever released relinquished and discharged all Released Claims

against the Released Persons whether or not such Class Member executes and delivers the Proof of

Claim and Release

9 Upon the Effective Date hereof and as provided in the Stipulation each of the

Released Persons shall be deemed to have and by operation of this Judgment shall have fully

finally and forever released relinquished and discharged Lead Plaintiffs each and all of the Class

Members Lead Counsel and Abraham Fruchter amp Twersky LLP from all claims (including without

- 3 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 3 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 4 of 10

limitation Unknown Claims) arising out of relating to or in connection with the institution

prosecution assertion settlement or resolution of the Action

10 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

and each of the Class Members who have not validly opted out of the Class and their respective

predecessors successors agents representatives attorneys and affiliates and the respective heirs

executors administrators successors and assigns of each of them directly or indirectly

individually derivatively representatively or in any other capacity shall be deemed to have and by

operation of the Judgment shall have fully finally and forever released relinquished and

discharged against the Released Persons (whether or not such Class Members execute and deliver

the Proof of Claim and Release forms) any and all Released Claims (including without limitation

Unknown Claims) as well as any claims arising out of relating to or in connection with the

defense settlement or resolution of the Action or the Released Claims

11 Upon the Effective Date Lead Plaintiffs and each of the Class Members who have

not validly opted out of the Class and their respective predecessors successors agents

representatives attorneys and affiliates and the respective heirs executors administrators

successors and assigns of each of them directly or indirectly individually derivatively

representatively or in any other capacity shall be permanently barred and enjoined from the

assertion institution maintenance prosecution or enforcement against any Released Person in any

state or federal court or arbitral forum or in the court of any foreign jurisdiction of any and all

Released Claims (including without limitation Unknown Claims) as well as any claims arising out

of relating to or in connection with the defense settlement or resolution of the Action or the

Released Claims

- 4 shy

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12 The Notice ofProposed Settlement ofClass Action (Notice) given to the Class in

accordance with the Notice Order entered on August 30 2013 was the best notice practicable under

the circumstances including the individual notice to all members of the Class who could be

identified through reasonable effort ofthe proceedings and ofthe matters set forth therein including

the proposed Settlement set forth in the Stipulation the proposed Plan of Distribution of the

proceeds ofthe Settlement set forth in the Notice Lead Counsels application for attorneys fees and

reimbursement of expenses and Lead Plaintiffs request for an award of reasonable costs and

expenses relating to their representation of the Class and said Notice and notice procedures fully

satisfied the requirements of Federal Rule of Civil Procedure 23 the Private Securities Litigation

Reform Act of 1995 and the requirements of due process There are no objections to the Notice

andor notice procedures

13 The Court hereby approves the Plan ofDistribution as set forth in the Notice as fair

and equitable The Court directs Lead Counsel to proceed with processing Proofs ofClaim and the

administration of the Settlement pursuant to the terms of the Plan of Distribution and upon

completion ofthe claims processing procedure to present to this Court a proposed final distribution

order for the distribution of the Net Settlement Fund to eligible Class Members as provided in the

Stipulation and the Plan of Distribution There are no objections to the Plan of Distribution

14 The Court hereby awards Lead Counsel attorneys fees equal to 3333 percent of

the Settlement Fund (including interest accrued thereon) and litigation expenses in the amount of

$104700577 with interest to accrue thereon at the same rate and for the same periods as has

accrued by the Settlement Fund from the date ofthis Judgment to the date ofactual payment of said

attorneys fees and expenses to Lead Counsel as provided in the Stipulation The Court finds the

amount of attorneys fees awarded herein are fair and reasonable based on (a) the work performed

- 5 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 5 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 6 of 10

and costs incurred by Lead Counsel (b) the complexity ofthe case (c) the risks undertaken by Lead

Counsel and the contingent nature of their employment (d) the quality of the work performed by

Lead Counsel in this Action and their standing and experience in prosecuting similar class action

securities litigation (e) awards to successful plaintiffs counsel in other similar litigation (f) the

benefits achieved for Class Members through the Settlement and (g) the absence ofany objections

from any Class Members to either the application for an award ofattorneys fees or expenses to Lead

Counsel

15 The Court also fmds that the requested expenses are proper as the expenses incurred

by Lead Counsel including the costs ofexperts were reasonable and necessary in the prosecution of

this Action on behalf of Class Members There are no objections to Lead Counsels application for

reimbursement of their expenses

16 The Court approves payment of$1500000 to Lead Plaintiff Martin Litwin for his

reasonable time and expenses (including lost wages) relating to their representation of the Class

Such payment shall be paid out of the Settlement Fund There are no objections to Lead Plaintiff

Litwins application for reimbursement ofhis costs and expenses

17 All fees and expenses awarded or allowed in this Judgment shall except as otherwise

expressly provided in the Stipulation be paid from the Settlement Fund

18 Lead Counsel may apply from time to time for any fees andor expenses incurred by

them solely in connection with the administration of the Settlement and distribution of the Net

Settlement Fund to Class Members which except as expressly provided in the Stipulation shall be

paid from the Settlement Fund

19 Neither appellate review nor modification ofthe Plan ofDistribution set forth in the

Notice nor any action in regard to the motion by Lead Counsel for attorneys fees andor expenses

- 6 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 6 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 7 of 10

and the award ofcosts and expenses to Lead Plaintiffs shall affect the fmality ofany other portion of

this Judgment nor delay the Effective Date ofthe Stipulation and each shall be considered separate

for the purposes of appellate review of this Judgment

20 Neither the Stipulation nor the Settlement contained therein nor any act performed or

document executed pursuant to or in furtherance of the Stipulation or the Settlement (a) is or may be

deemed to be or may be used as an admission of or evidence of the validity ofany Released Claim

or ofany wrongdoing or liability of the Released Persons or (b) is or may be deemed to be or may

be used as an admission of or evidence of any fault or omission of any of the Defendants or the

Released Persons in any civil criminal or administrative proceeding in any court administrative

agency or other tribunal Defendants andor the Released Persons may file the Stipulation andor

this Judgment from this Action in any other action in which they are parties or that may be brought

against them in order to support a defense claim or counterclaim based on principles of res

judicata collateral estoppel release good faith settlement judgment bar or reduction or any theory

of claim preclusion or issue preclusion or similar defense or counterclaim

21 Without affecting the finality ofthis Judgment in any way this Court hereby retains

continuing exclusive jurisdiction over (a) implementation of this Settlement and any award or

distribution of the Settlement Fund including interest earned thereon (b) disposition of the

Settlement Fund (c) hearing and determining applications for attorneys fees interest and expenses

in the Action (d) payment of taxes by the Settlement Fund (e) all Settling Parties hereto for the

purpose ofconstruing enforcing and administering the Stipulation and (f) any other matters related

to finalizing the Settlement and distribution of proceeds of the Settlement

22 In the event that the Settlement does not become effective in accordance with the

terms of the Stipulation or the Effective Date does not occur or in the event that the Settlement

- 7 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 7 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 8 of 10

Fund or any portion thereof is returned to Defendants then this Judgment shall be rendered null and

void to the extent provided by and in accordance with the Stipulation and shall be vacated and in

such event all orders entered and releases delivered in connection herewith shall be null and void to

the extent provided by and in accordance with the StipUlation

23 Without further order of the Court the Settling Parties may agree to reasonable

extensions of time to carry out any of the provisions of the Stipulation

24 The Court finds that during the course of the Action the Settling Parties and their

respective counsel at all times complied with the requirements of Rule 11 of the Federal Rules of

Civil Procedure

25 The Court directs immediate entry of this Final Judgment by the Clerk ofthe Court

DATED Ok 10 2 TEO aRABLE HAROLD A R JR

UNITED STATES DISTRICT JUDGE

- 8 shy

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EXHIBIT A

BLACKSTONE LIST OF EXCLUSIONS

Name

1 lINA HU

2 ESTATE OF ANTHONY J FABEC

3 WILLIAM PATTERSON

4 MARY AN N SHOTWELL

5 RICHARD A LEWIS

6 JOHN MERCADENTE JR

7 DOUGLAS BARHORST

8 PATRICIA G NORMAN

9 ESTATE OF RICHARD A NORMAN

10 ROBERT W DUER

11 ANIBAL MARRERO

12 RUSS D SONNIER

13 MARCUS E ampJOANNE R NORTH

14 SUZANNE EMETAROM

15 WILLIAM W amp FRANCES E MAIN

16 ANTHONY BRIENZA

17 SHU HAO HUANG

18 KENNETH 0 PARRIS

19 DUFF S MCEVERS

20 SHERRIE L FRANTZ

21 DEBBIE CRINK

22 MARK A SUMMERS

23 PAULINE MEYEROWITZ

24 ANDREW WAHL

City

OSHAWA

WILLOUGHBY HILLS

KINGS MOUNTAIN

VIRGILINA

BULLARD

READING

SIDNEY

KEARNEY

KEARNEY

ALTA LOMA

CORAL GABLES

NEW YORK

VICTORIA

WALNUT CREEK

ROBERTS

COLD SPRING HARBOR

SNOHOMISH

ATHENS

LAGUNA NIGUEL

EUGENE

OMAHA

MINNETRISTA

FT LAUDERDALE

SAN FRANCISCO

St Country セ

ON CA lIJ7C6

OH US 44094

NC US 28086

VA US 24598

TX US 75757

PA US 19606

OH US 45365

NE US 68845

NE US 68845

CA US 91701

FL US 33134

NY US 10150

TX US 77905

CA US 94595

MT US 59070

NY US 11724

WA US 98296

GA US 30604

CA US 92677

OR US 97404

NE US 68138

MN US 55364

FL US 33308

CA US 94115

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 9 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 10 of 10

EXHIBIT 3

Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 1 of 4

UNITED STATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

--------_____________________ x

THE BOARD OF TRUSTEES OF THE Civil Action No 09-cv-09333-KBF

OPERA TING ENGINEERS PENSION

TRUST on Behalf of Itself and All Others CLASS ACTION

Similarly Situated [PROPOSES] ORDER A WARDING

Plaintiffs ATTORNEYS FEES EXPENSES AND

CASE CONTRIBUTION A WARD TO LEAD

vs PLAINTIFF

JPMORGAN CHASE BANK NATIONAL

ASSOCIATIOt USDCSDNY

DOCUMENTDefendant

ELECTRONICALLY FILED ---------------- x DOC

DATE f M i l M e M d セ ャ エ i o B B B v エ M R B B G エ M ョ M B G Q G Q Q R P セ Q M S

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 1 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 2 of 4

This matter having come before the Court on November 19 2013 on the motion of Lead

Counsel for an award ofattorneys fees and expenses in the litigation and a case contribution award

to Lead Plaintiff the Court having considered all papers filed and proceedings condueted herein

having found the settlement of this Action to be fair reasonable and adequate and otherwise being

fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by referenee the definitions in the Stipulation of Settlement

dated August 16 2013 and all capitalized terms used but not defined herein shall have the same

meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto ineluding all members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount ofS47702453 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-reeovery method

4 The fees and expenses shall be allocated among Plaintiffs Counsel in a manner

which in Lead Counsels good-faith judgment ret1ects each such counsels contribution to the

institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Lead Counsel subject to the terms conditions and obligations of the

- 1 shy

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 2 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 3 of 4

Stipulation and in particular セ Q R R thereof which terms conditions and obligations are incorporated

herein

6 The Court hereby awards Lead Plaintiff Board ofTrustees of the Operating Engineers

Pension Trust $25000 for its time and expense in representing the Class This case contribution

award shall be paid to Lead Plaintiff on or after the Effective Date subject to the terms conditions

and obligations of the Stipulation and in particular セ R S thereof which terms conditions and

obligations are incorporated herein

IT IS SO ORDERED

THE HONORABLE KATHERINE B FORREST

UNITED STATES DISTRICT JUDGE

- 2

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 3 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 4 of 4

EXHIBIT 4

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 1 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

CITILINE HOLDINGS INC Individually Civil Action No 108-cv-03612-RJS and On Behalf of All Others Similarly Situated (Consolidated)

Plaintiff CLASS ACTION

vs

ISTAR FINANCIAL INC et al

Defendants

x

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

E Albdquo

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 2 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 2 of 3

This matter having come before the Court on April 5 2013 on the motion of Co-Lead

Counsel for an award of attorneys fees and expenses in the Litigation the Court having considered

all papers filed and proceedings conducted herein having found the settlement of this action to be

fair reasonable and adequate and otherwise being fully informed in the premises and good cause

appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 5 2012 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Co-Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount of $23490171 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among Lead Plaintiffs counsel in a manner

which in Co-Lead Counsels good-faith judgment reflects each such counsels contribution to the

institution prosecution and resolution of the Litigation

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 3 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 3 of 3

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Co-Lead Counsel subject to the terms conditions and obligations of the

Stipulation and in particular para62-63 thereof which terms conditions and obligations are

incorporated herein

SO ORDERED

-2-

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 4 of 4

EXHIBIT 5

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 1 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 1 of 4

UNITED ST ATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

In re SANOFI-AVENTIS SECURITIES

LITIGATION

This Document Relates To

ALL ACTIONS

---middotmiddotmiddot-----middot--------x

i

11

middot middot FlLBD I l

JAN 2 2QJ4-~ Civil Action No 107tv-10279-GBD

CLASS ACTION f middot middot

ECFCASE

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND AN

AWARD TO PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

903068_ l

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 2 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 2 of 4

This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 3 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 3 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

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Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

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Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

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Page 41: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

rus1$$i)Ny I DOCUMENT

ELECTRONICALLY FILED DOC

SOUTHERN DISTRICT OF NEW YORK

UNITED STATES DISTRICT COURT

d a t e b Z l セ e セ d M Z セ セ セ ャ M セ------------------___________ x セ セ セ セ セ セ セ ] ] セ セ セ セ

LAND MEN PARTNERS INC Individually Civil Action No 08-cv-03601-HBshy

and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff FINAL JUDGMENT AND ORDER OF

vs DISMISSAL WITH PREJUDICE

THE BLACKSTONE GROUP LP et aI

Defendants

---------------------------------x

This matter came before the Court for hearing pursuant to the Order Preliminarily Approving

Settlement and Providing for Notice to the Class (Notice Order) dated August 30 2013 on the

unopposed application ofLead Plaintiffs for approval of the Settlement set forth in the Settlement

Agreement dated August 28 2013 (Stipulation) and following a hearing on December 18 2013

Due and adequate notice having been given to the Class as required in said Order and the Court

having considered all papers filed and proceedings had herein and otherwise being fully informed in

the premises and good cause appearing therefor

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Final Judgment incorporates by reference the definitions in the Stipulation and

all terms used herein shall have the same meanings as set forth in the Stipulation unless otherwise

set forth herein

2 This Court has jurisdiction over the subject matter ofthe Action and over all Settling

Parties to the Action including all members of the Class

3 For purposes ofthis Judgment as certified by the Court s August 13 2013 Order the

Class is defined as all Persons who purchased the common units of The Blackstone Group LP

(Blackstone) in Blackstones initial public offering (IPO) or in the open market on the New

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York Stock Exchange between June 21 2007 and March 12 2008 inclusive and who sustained

compensable damages in connection with any such purchase of Blackstone units pursuant to

Sections 11 and 15 of the Securities Act of 1933

Excluded from the Class are (i) the persons who submitted valid and timely requests for

exclusion from the Class who are listed on Exhibit A hereto (ii) Defendants (iii) members of the

immediate family ofeach ofthe Defendants (iv) any Person that acted as an underwriter ofthe IPO

(v) any natural Person who sold Blackstone common units to the public in the IPO or who serves or

served as an officer or director ofBlackstone or as a partner of any predecessor to Blackstone the

members of the immediate families ofany such persons and any entity in which any ofDefendants

have or had a controlling interest and (vi) the legal representatives agents affiliates heirs

successors-in-interest or assigns of any such excluded Person (collectively Excluded Persons)

For the avoidance of doubt the Excluded Persons are excluded from the Class only to the

extent they purchased Blackstone common units in the IPO for their own account and not for or on

behalf of a third-party customer or for resale to customers Further to the extent that any of the

Excluded Persons was a statutory seller who resold the Blackstone common units to a third-party

customer client account fund trust or employee benefit plan that otherwise falls within the Class

or purchased Blackstone common units in a fiduciary capacity or otherwise on behalf ofany thirdshy

party customer client account fund trust or employee benefit plan that falls within the Class the

Excluded Person is excluded from the Class but the third-party customer client account fund trust

or employee benefit plan is not excluded from the Class with respect to such purchases of

Blackstone common units

4 For purposes of this Judgment as certified by the Courts August 132013 Order

Lead Plaintiffs Martin Litwin and Francis Brady are Class Representatives and Lead Counsel

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Robbins Geller Rudman amp Dowd LLP and Brower Piven A Professional Corporation are Class

Counsel

5 Pursuant to Federal Rule of Civil Procedure 23 this Court hereby approves the

Settlement set forth in the Stipulation and finds that the Settlement is in all respects fair reasonable

and adequate to the Class There are no objections to the proposed Settlement

6 Pursuant to Rule 23 of the Federal Rules ofCivil Procedure the Court finds that the

Stipulation and Settlement are fair reasonable and adequate as to each ofthe Settling Parties and

that the Stipulation and Settlement are hereby finally approved in all respects and the Settling

Parties are hereby directed to perform its terms

7 Accordingly the Court authorizes and directs implementation of all the terms and

provisions of the Stipulation as well as the terms and provisions hereof The Court hereby

dismisses as to Defendants the Action and all Released Claims ofthe Class with prejudice without

costs as to any Settling Party except as and to the extent provided in the Stipulation and herein

8 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

shall and each of the Class Members shall be deemed to have and by operation ofthis Judgment

shall have fully finally and forever released relinquished and discharged all Released Claims

against the Released Persons whether or not such Class Member executes and delivers the Proof of

Claim and Release

9 Upon the Effective Date hereof and as provided in the Stipulation each of the

Released Persons shall be deemed to have and by operation of this Judgment shall have fully

finally and forever released relinquished and discharged Lead Plaintiffs each and all of the Class

Members Lead Counsel and Abraham Fruchter amp Twersky LLP from all claims (including without

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Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 3 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 4 of 10

limitation Unknown Claims) arising out of relating to or in connection with the institution

prosecution assertion settlement or resolution of the Action

10 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

and each of the Class Members who have not validly opted out of the Class and their respective

predecessors successors agents representatives attorneys and affiliates and the respective heirs

executors administrators successors and assigns of each of them directly or indirectly

individually derivatively representatively or in any other capacity shall be deemed to have and by

operation of the Judgment shall have fully finally and forever released relinquished and

discharged against the Released Persons (whether or not such Class Members execute and deliver

the Proof of Claim and Release forms) any and all Released Claims (including without limitation

Unknown Claims) as well as any claims arising out of relating to or in connection with the

defense settlement or resolution of the Action or the Released Claims

11 Upon the Effective Date Lead Plaintiffs and each of the Class Members who have

not validly opted out of the Class and their respective predecessors successors agents

representatives attorneys and affiliates and the respective heirs executors administrators

successors and assigns of each of them directly or indirectly individually derivatively

representatively or in any other capacity shall be permanently barred and enjoined from the

assertion institution maintenance prosecution or enforcement against any Released Person in any

state or federal court or arbitral forum or in the court of any foreign jurisdiction of any and all

Released Claims (including without limitation Unknown Claims) as well as any claims arising out

of relating to or in connection with the defense settlement or resolution of the Action or the

Released Claims

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12 The Notice ofProposed Settlement ofClass Action (Notice) given to the Class in

accordance with the Notice Order entered on August 30 2013 was the best notice practicable under

the circumstances including the individual notice to all members of the Class who could be

identified through reasonable effort ofthe proceedings and ofthe matters set forth therein including

the proposed Settlement set forth in the Stipulation the proposed Plan of Distribution of the

proceeds ofthe Settlement set forth in the Notice Lead Counsels application for attorneys fees and

reimbursement of expenses and Lead Plaintiffs request for an award of reasonable costs and

expenses relating to their representation of the Class and said Notice and notice procedures fully

satisfied the requirements of Federal Rule of Civil Procedure 23 the Private Securities Litigation

Reform Act of 1995 and the requirements of due process There are no objections to the Notice

andor notice procedures

13 The Court hereby approves the Plan ofDistribution as set forth in the Notice as fair

and equitable The Court directs Lead Counsel to proceed with processing Proofs ofClaim and the

administration of the Settlement pursuant to the terms of the Plan of Distribution and upon

completion ofthe claims processing procedure to present to this Court a proposed final distribution

order for the distribution of the Net Settlement Fund to eligible Class Members as provided in the

Stipulation and the Plan of Distribution There are no objections to the Plan of Distribution

14 The Court hereby awards Lead Counsel attorneys fees equal to 3333 percent of

the Settlement Fund (including interest accrued thereon) and litigation expenses in the amount of

$104700577 with interest to accrue thereon at the same rate and for the same periods as has

accrued by the Settlement Fund from the date ofthis Judgment to the date ofactual payment of said

attorneys fees and expenses to Lead Counsel as provided in the Stipulation The Court finds the

amount of attorneys fees awarded herein are fair and reasonable based on (a) the work performed

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and costs incurred by Lead Counsel (b) the complexity ofthe case (c) the risks undertaken by Lead

Counsel and the contingent nature of their employment (d) the quality of the work performed by

Lead Counsel in this Action and their standing and experience in prosecuting similar class action

securities litigation (e) awards to successful plaintiffs counsel in other similar litigation (f) the

benefits achieved for Class Members through the Settlement and (g) the absence ofany objections

from any Class Members to either the application for an award ofattorneys fees or expenses to Lead

Counsel

15 The Court also fmds that the requested expenses are proper as the expenses incurred

by Lead Counsel including the costs ofexperts were reasonable and necessary in the prosecution of

this Action on behalf of Class Members There are no objections to Lead Counsels application for

reimbursement of their expenses

16 The Court approves payment of$1500000 to Lead Plaintiff Martin Litwin for his

reasonable time and expenses (including lost wages) relating to their representation of the Class

Such payment shall be paid out of the Settlement Fund There are no objections to Lead Plaintiff

Litwins application for reimbursement ofhis costs and expenses

17 All fees and expenses awarded or allowed in this Judgment shall except as otherwise

expressly provided in the Stipulation be paid from the Settlement Fund

18 Lead Counsel may apply from time to time for any fees andor expenses incurred by

them solely in connection with the administration of the Settlement and distribution of the Net

Settlement Fund to Class Members which except as expressly provided in the Stipulation shall be

paid from the Settlement Fund

19 Neither appellate review nor modification ofthe Plan ofDistribution set forth in the

Notice nor any action in regard to the motion by Lead Counsel for attorneys fees andor expenses

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and the award ofcosts and expenses to Lead Plaintiffs shall affect the fmality ofany other portion of

this Judgment nor delay the Effective Date ofthe Stipulation and each shall be considered separate

for the purposes of appellate review of this Judgment

20 Neither the Stipulation nor the Settlement contained therein nor any act performed or

document executed pursuant to or in furtherance of the Stipulation or the Settlement (a) is or may be

deemed to be or may be used as an admission of or evidence of the validity ofany Released Claim

or ofany wrongdoing or liability of the Released Persons or (b) is or may be deemed to be or may

be used as an admission of or evidence of any fault or omission of any of the Defendants or the

Released Persons in any civil criminal or administrative proceeding in any court administrative

agency or other tribunal Defendants andor the Released Persons may file the Stipulation andor

this Judgment from this Action in any other action in which they are parties or that may be brought

against them in order to support a defense claim or counterclaim based on principles of res

judicata collateral estoppel release good faith settlement judgment bar or reduction or any theory

of claim preclusion or issue preclusion or similar defense or counterclaim

21 Without affecting the finality ofthis Judgment in any way this Court hereby retains

continuing exclusive jurisdiction over (a) implementation of this Settlement and any award or

distribution of the Settlement Fund including interest earned thereon (b) disposition of the

Settlement Fund (c) hearing and determining applications for attorneys fees interest and expenses

in the Action (d) payment of taxes by the Settlement Fund (e) all Settling Parties hereto for the

purpose ofconstruing enforcing and administering the Stipulation and (f) any other matters related

to finalizing the Settlement and distribution of proceeds of the Settlement

22 In the event that the Settlement does not become effective in accordance with the

terms of the Stipulation or the Effective Date does not occur or in the event that the Settlement

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Fund or any portion thereof is returned to Defendants then this Judgment shall be rendered null and

void to the extent provided by and in accordance with the Stipulation and shall be vacated and in

such event all orders entered and releases delivered in connection herewith shall be null and void to

the extent provided by and in accordance with the StipUlation

23 Without further order of the Court the Settling Parties may agree to reasonable

extensions of time to carry out any of the provisions of the Stipulation

24 The Court finds that during the course of the Action the Settling Parties and their

respective counsel at all times complied with the requirements of Rule 11 of the Federal Rules of

Civil Procedure

25 The Court directs immediate entry of this Final Judgment by the Clerk ofthe Court

DATED Ok 10 2 TEO aRABLE HAROLD A R JR

UNITED STATES DISTRICT JUDGE

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EXHIBIT A

BLACKSTONE LIST OF EXCLUSIONS

Name

1 lINA HU

2 ESTATE OF ANTHONY J FABEC

3 WILLIAM PATTERSON

4 MARY AN N SHOTWELL

5 RICHARD A LEWIS

6 JOHN MERCADENTE JR

7 DOUGLAS BARHORST

8 PATRICIA G NORMAN

9 ESTATE OF RICHARD A NORMAN

10 ROBERT W DUER

11 ANIBAL MARRERO

12 RUSS D SONNIER

13 MARCUS E ampJOANNE R NORTH

14 SUZANNE EMETAROM

15 WILLIAM W amp FRANCES E MAIN

16 ANTHONY BRIENZA

17 SHU HAO HUANG

18 KENNETH 0 PARRIS

19 DUFF S MCEVERS

20 SHERRIE L FRANTZ

21 DEBBIE CRINK

22 MARK A SUMMERS

23 PAULINE MEYEROWITZ

24 ANDREW WAHL

City

OSHAWA

WILLOUGHBY HILLS

KINGS MOUNTAIN

VIRGILINA

BULLARD

READING

SIDNEY

KEARNEY

KEARNEY

ALTA LOMA

CORAL GABLES

NEW YORK

VICTORIA

WALNUT CREEK

ROBERTS

COLD SPRING HARBOR

SNOHOMISH

ATHENS

LAGUNA NIGUEL

EUGENE

OMAHA

MINNETRISTA

FT LAUDERDALE

SAN FRANCISCO

St Country セ

ON CA lIJ7C6

OH US 44094

NC US 28086

VA US 24598

TX US 75757

PA US 19606

OH US 45365

NE US 68845

NE US 68845

CA US 91701

FL US 33134

NY US 10150

TX US 77905

CA US 94595

MT US 59070

NY US 11724

WA US 98296

GA US 30604

CA US 92677

OR US 97404

NE US 68138

MN US 55364

FL US 33308

CA US 94115

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EXHIBIT 3

Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 1 of 4

UNITED STATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

--------_____________________ x

THE BOARD OF TRUSTEES OF THE Civil Action No 09-cv-09333-KBF

OPERA TING ENGINEERS PENSION

TRUST on Behalf of Itself and All Others CLASS ACTION

Similarly Situated [PROPOSES] ORDER A WARDING

Plaintiffs ATTORNEYS FEES EXPENSES AND

CASE CONTRIBUTION A WARD TO LEAD

vs PLAINTIFF

JPMORGAN CHASE BANK NATIONAL

ASSOCIATIOt USDCSDNY

DOCUMENTDefendant

ELECTRONICALLY FILED ---------------- x DOC

DATE f M i l M e M d セ ャ エ i o B B B v エ M R B B G エ M ョ M B G Q G Q Q R P セ Q M S

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 1 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 2 of 4

This matter having come before the Court on November 19 2013 on the motion of Lead

Counsel for an award ofattorneys fees and expenses in the litigation and a case contribution award

to Lead Plaintiff the Court having considered all papers filed and proceedings condueted herein

having found the settlement of this Action to be fair reasonable and adequate and otherwise being

fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by referenee the definitions in the Stipulation of Settlement

dated August 16 2013 and all capitalized terms used but not defined herein shall have the same

meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto ineluding all members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount ofS47702453 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-reeovery method

4 The fees and expenses shall be allocated among Plaintiffs Counsel in a manner

which in Lead Counsels good-faith judgment ret1ects each such counsels contribution to the

institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Lead Counsel subject to the terms conditions and obligations of the

- 1 shy

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Stipulation and in particular セ Q R R thereof which terms conditions and obligations are incorporated

herein

6 The Court hereby awards Lead Plaintiff Board ofTrustees of the Operating Engineers

Pension Trust $25000 for its time and expense in representing the Class This case contribution

award shall be paid to Lead Plaintiff on or after the Effective Date subject to the terms conditions

and obligations of the Stipulation and in particular セ R S thereof which terms conditions and

obligations are incorporated herein

IT IS SO ORDERED

THE HONORABLE KATHERINE B FORREST

UNITED STATES DISTRICT JUDGE

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EXHIBIT 4

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 1 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

CITILINE HOLDINGS INC Individually Civil Action No 108-cv-03612-RJS and On Behalf of All Others Similarly Situated (Consolidated)

Plaintiff CLASS ACTION

vs

ISTAR FINANCIAL INC et al

Defendants

x

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

E Albdquo

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 2 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 2 of 3

This matter having come before the Court on April 5 2013 on the motion of Co-Lead

Counsel for an award of attorneys fees and expenses in the Litigation the Court having considered

all papers filed and proceedings conducted herein having found the settlement of this action to be

fair reasonable and adequate and otherwise being fully informed in the premises and good cause

appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 5 2012 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Co-Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount of $23490171 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among Lead Plaintiffs counsel in a manner

which in Co-Lead Counsels good-faith judgment reflects each such counsels contribution to the

institution prosecution and resolution of the Litigation

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Case 108-cv-03612-RJS Document 127 Filed 040513 Page 3 of 3

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Co-Lead Counsel subject to the terms conditions and obligations of the

Stipulation and in particular para62-63 thereof which terms conditions and obligations are

incorporated herein

SO ORDERED

-2-

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 4 of 4

EXHIBIT 5

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 1 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 1 of 4

UNITED ST ATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

In re SANOFI-AVENTIS SECURITIES

LITIGATION

This Document Relates To

ALL ACTIONS

---middotmiddotmiddot-----middot--------x

i

11

middot middot FlLBD I l

JAN 2 2QJ4-~ Civil Action No 107tv-10279-GBD

CLASS ACTION f middot middot

ECFCASE

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND AN

AWARD TO PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

903068_ l

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 2 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 2 of 4

This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 3 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

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Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

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Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

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Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

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Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

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Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

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Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 42: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

York Stock Exchange between June 21 2007 and March 12 2008 inclusive and who sustained

compensable damages in connection with any such purchase of Blackstone units pursuant to

Sections 11 and 15 of the Securities Act of 1933

Excluded from the Class are (i) the persons who submitted valid and timely requests for

exclusion from the Class who are listed on Exhibit A hereto (ii) Defendants (iii) members of the

immediate family ofeach ofthe Defendants (iv) any Person that acted as an underwriter ofthe IPO

(v) any natural Person who sold Blackstone common units to the public in the IPO or who serves or

served as an officer or director ofBlackstone or as a partner of any predecessor to Blackstone the

members of the immediate families ofany such persons and any entity in which any ofDefendants

have or had a controlling interest and (vi) the legal representatives agents affiliates heirs

successors-in-interest or assigns of any such excluded Person (collectively Excluded Persons)

For the avoidance of doubt the Excluded Persons are excluded from the Class only to the

extent they purchased Blackstone common units in the IPO for their own account and not for or on

behalf of a third-party customer or for resale to customers Further to the extent that any of the

Excluded Persons was a statutory seller who resold the Blackstone common units to a third-party

customer client account fund trust or employee benefit plan that otherwise falls within the Class

or purchased Blackstone common units in a fiduciary capacity or otherwise on behalf ofany thirdshy

party customer client account fund trust or employee benefit plan that falls within the Class the

Excluded Person is excluded from the Class but the third-party customer client account fund trust

or employee benefit plan is not excluded from the Class with respect to such purchases of

Blackstone common units

4 For purposes of this Judgment as certified by the Courts August 132013 Order

Lead Plaintiffs Martin Litwin and Francis Brady are Class Representatives and Lead Counsel

- 2 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 2 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 3 of 10

Robbins Geller Rudman amp Dowd LLP and Brower Piven A Professional Corporation are Class

Counsel

5 Pursuant to Federal Rule of Civil Procedure 23 this Court hereby approves the

Settlement set forth in the Stipulation and finds that the Settlement is in all respects fair reasonable

and adequate to the Class There are no objections to the proposed Settlement

6 Pursuant to Rule 23 of the Federal Rules ofCivil Procedure the Court finds that the

Stipulation and Settlement are fair reasonable and adequate as to each ofthe Settling Parties and

that the Stipulation and Settlement are hereby finally approved in all respects and the Settling

Parties are hereby directed to perform its terms

7 Accordingly the Court authorizes and directs implementation of all the terms and

provisions of the Stipulation as well as the terms and provisions hereof The Court hereby

dismisses as to Defendants the Action and all Released Claims ofthe Class with prejudice without

costs as to any Settling Party except as and to the extent provided in the Stipulation and herein

8 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

shall and each of the Class Members shall be deemed to have and by operation ofthis Judgment

shall have fully finally and forever released relinquished and discharged all Released Claims

against the Released Persons whether or not such Class Member executes and delivers the Proof of

Claim and Release

9 Upon the Effective Date hereof and as provided in the Stipulation each of the

Released Persons shall be deemed to have and by operation of this Judgment shall have fully

finally and forever released relinquished and discharged Lead Plaintiffs each and all of the Class

Members Lead Counsel and Abraham Fruchter amp Twersky LLP from all claims (including without

- 3 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 3 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 4 of 10

limitation Unknown Claims) arising out of relating to or in connection with the institution

prosecution assertion settlement or resolution of the Action

10 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

and each of the Class Members who have not validly opted out of the Class and their respective

predecessors successors agents representatives attorneys and affiliates and the respective heirs

executors administrators successors and assigns of each of them directly or indirectly

individually derivatively representatively or in any other capacity shall be deemed to have and by

operation of the Judgment shall have fully finally and forever released relinquished and

discharged against the Released Persons (whether or not such Class Members execute and deliver

the Proof of Claim and Release forms) any and all Released Claims (including without limitation

Unknown Claims) as well as any claims arising out of relating to or in connection with the

defense settlement or resolution of the Action or the Released Claims

11 Upon the Effective Date Lead Plaintiffs and each of the Class Members who have

not validly opted out of the Class and their respective predecessors successors agents

representatives attorneys and affiliates and the respective heirs executors administrators

successors and assigns of each of them directly or indirectly individually derivatively

representatively or in any other capacity shall be permanently barred and enjoined from the

assertion institution maintenance prosecution or enforcement against any Released Person in any

state or federal court or arbitral forum or in the court of any foreign jurisdiction of any and all

Released Claims (including without limitation Unknown Claims) as well as any claims arising out

of relating to or in connection with the defense settlement or resolution of the Action or the

Released Claims

- 4 shy

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12 The Notice ofProposed Settlement ofClass Action (Notice) given to the Class in

accordance with the Notice Order entered on August 30 2013 was the best notice practicable under

the circumstances including the individual notice to all members of the Class who could be

identified through reasonable effort ofthe proceedings and ofthe matters set forth therein including

the proposed Settlement set forth in the Stipulation the proposed Plan of Distribution of the

proceeds ofthe Settlement set forth in the Notice Lead Counsels application for attorneys fees and

reimbursement of expenses and Lead Plaintiffs request for an award of reasonable costs and

expenses relating to their representation of the Class and said Notice and notice procedures fully

satisfied the requirements of Federal Rule of Civil Procedure 23 the Private Securities Litigation

Reform Act of 1995 and the requirements of due process There are no objections to the Notice

andor notice procedures

13 The Court hereby approves the Plan ofDistribution as set forth in the Notice as fair

and equitable The Court directs Lead Counsel to proceed with processing Proofs ofClaim and the

administration of the Settlement pursuant to the terms of the Plan of Distribution and upon

completion ofthe claims processing procedure to present to this Court a proposed final distribution

order for the distribution of the Net Settlement Fund to eligible Class Members as provided in the

Stipulation and the Plan of Distribution There are no objections to the Plan of Distribution

14 The Court hereby awards Lead Counsel attorneys fees equal to 3333 percent of

the Settlement Fund (including interest accrued thereon) and litigation expenses in the amount of

$104700577 with interest to accrue thereon at the same rate and for the same periods as has

accrued by the Settlement Fund from the date ofthis Judgment to the date ofactual payment of said

attorneys fees and expenses to Lead Counsel as provided in the Stipulation The Court finds the

amount of attorneys fees awarded herein are fair and reasonable based on (a) the work performed

- 5 shy

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and costs incurred by Lead Counsel (b) the complexity ofthe case (c) the risks undertaken by Lead

Counsel and the contingent nature of their employment (d) the quality of the work performed by

Lead Counsel in this Action and their standing and experience in prosecuting similar class action

securities litigation (e) awards to successful plaintiffs counsel in other similar litigation (f) the

benefits achieved for Class Members through the Settlement and (g) the absence ofany objections

from any Class Members to either the application for an award ofattorneys fees or expenses to Lead

Counsel

15 The Court also fmds that the requested expenses are proper as the expenses incurred

by Lead Counsel including the costs ofexperts were reasonable and necessary in the prosecution of

this Action on behalf of Class Members There are no objections to Lead Counsels application for

reimbursement of their expenses

16 The Court approves payment of$1500000 to Lead Plaintiff Martin Litwin for his

reasonable time and expenses (including lost wages) relating to their representation of the Class

Such payment shall be paid out of the Settlement Fund There are no objections to Lead Plaintiff

Litwins application for reimbursement ofhis costs and expenses

17 All fees and expenses awarded or allowed in this Judgment shall except as otherwise

expressly provided in the Stipulation be paid from the Settlement Fund

18 Lead Counsel may apply from time to time for any fees andor expenses incurred by

them solely in connection with the administration of the Settlement and distribution of the Net

Settlement Fund to Class Members which except as expressly provided in the Stipulation shall be

paid from the Settlement Fund

19 Neither appellate review nor modification ofthe Plan ofDistribution set forth in the

Notice nor any action in regard to the motion by Lead Counsel for attorneys fees andor expenses

- 6 shy

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and the award ofcosts and expenses to Lead Plaintiffs shall affect the fmality ofany other portion of

this Judgment nor delay the Effective Date ofthe Stipulation and each shall be considered separate

for the purposes of appellate review of this Judgment

20 Neither the Stipulation nor the Settlement contained therein nor any act performed or

document executed pursuant to or in furtherance of the Stipulation or the Settlement (a) is or may be

deemed to be or may be used as an admission of or evidence of the validity ofany Released Claim

or ofany wrongdoing or liability of the Released Persons or (b) is or may be deemed to be or may

be used as an admission of or evidence of any fault or omission of any of the Defendants or the

Released Persons in any civil criminal or administrative proceeding in any court administrative

agency or other tribunal Defendants andor the Released Persons may file the Stipulation andor

this Judgment from this Action in any other action in which they are parties or that may be brought

against them in order to support a defense claim or counterclaim based on principles of res

judicata collateral estoppel release good faith settlement judgment bar or reduction or any theory

of claim preclusion or issue preclusion or similar defense or counterclaim

21 Without affecting the finality ofthis Judgment in any way this Court hereby retains

continuing exclusive jurisdiction over (a) implementation of this Settlement and any award or

distribution of the Settlement Fund including interest earned thereon (b) disposition of the

Settlement Fund (c) hearing and determining applications for attorneys fees interest and expenses

in the Action (d) payment of taxes by the Settlement Fund (e) all Settling Parties hereto for the

purpose ofconstruing enforcing and administering the Stipulation and (f) any other matters related

to finalizing the Settlement and distribution of proceeds of the Settlement

22 In the event that the Settlement does not become effective in accordance with the

terms of the Stipulation or the Effective Date does not occur or in the event that the Settlement

- 7 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 7 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 8 of 10

Fund or any portion thereof is returned to Defendants then this Judgment shall be rendered null and

void to the extent provided by and in accordance with the Stipulation and shall be vacated and in

such event all orders entered and releases delivered in connection herewith shall be null and void to

the extent provided by and in accordance with the StipUlation

23 Without further order of the Court the Settling Parties may agree to reasonable

extensions of time to carry out any of the provisions of the Stipulation

24 The Court finds that during the course of the Action the Settling Parties and their

respective counsel at all times complied with the requirements of Rule 11 of the Federal Rules of

Civil Procedure

25 The Court directs immediate entry of this Final Judgment by the Clerk ofthe Court

DATED Ok 10 2 TEO aRABLE HAROLD A R JR

UNITED STATES DISTRICT JUDGE

- 8 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 8 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 9 of 10

EXHIBIT A

BLACKSTONE LIST OF EXCLUSIONS

Name

1 lINA HU

2 ESTATE OF ANTHONY J FABEC

3 WILLIAM PATTERSON

4 MARY AN N SHOTWELL

5 RICHARD A LEWIS

6 JOHN MERCADENTE JR

7 DOUGLAS BARHORST

8 PATRICIA G NORMAN

9 ESTATE OF RICHARD A NORMAN

10 ROBERT W DUER

11 ANIBAL MARRERO

12 RUSS D SONNIER

13 MARCUS E ampJOANNE R NORTH

14 SUZANNE EMETAROM

15 WILLIAM W amp FRANCES E MAIN

16 ANTHONY BRIENZA

17 SHU HAO HUANG

18 KENNETH 0 PARRIS

19 DUFF S MCEVERS

20 SHERRIE L FRANTZ

21 DEBBIE CRINK

22 MARK A SUMMERS

23 PAULINE MEYEROWITZ

24 ANDREW WAHL

City

OSHAWA

WILLOUGHBY HILLS

KINGS MOUNTAIN

VIRGILINA

BULLARD

READING

SIDNEY

KEARNEY

KEARNEY

ALTA LOMA

CORAL GABLES

NEW YORK

VICTORIA

WALNUT CREEK

ROBERTS

COLD SPRING HARBOR

SNOHOMISH

ATHENS

LAGUNA NIGUEL

EUGENE

OMAHA

MINNETRISTA

FT LAUDERDALE

SAN FRANCISCO

St Country セ

ON CA lIJ7C6

OH US 44094

NC US 28086

VA US 24598

TX US 75757

PA US 19606

OH US 45365

NE US 68845

NE US 68845

CA US 91701

FL US 33134

NY US 10150

TX US 77905

CA US 94595

MT US 59070

NY US 11724

WA US 98296

GA US 30604

CA US 92677

OR US 97404

NE US 68138

MN US 55364

FL US 33308

CA US 94115

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 9 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 10 of 10

EXHIBIT 3

Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 1 of 4

UNITED STATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

--------_____________________ x

THE BOARD OF TRUSTEES OF THE Civil Action No 09-cv-09333-KBF

OPERA TING ENGINEERS PENSION

TRUST on Behalf of Itself and All Others CLASS ACTION

Similarly Situated [PROPOSES] ORDER A WARDING

Plaintiffs ATTORNEYS FEES EXPENSES AND

CASE CONTRIBUTION A WARD TO LEAD

vs PLAINTIFF

JPMORGAN CHASE BANK NATIONAL

ASSOCIATIOt USDCSDNY

DOCUMENTDefendant

ELECTRONICALLY FILED ---------------- x DOC

DATE f M i l M e M d セ ャ エ i o B B B v エ M R B B G エ M ョ M B G Q G Q Q R P セ Q M S

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 1 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 2 of 4

This matter having come before the Court on November 19 2013 on the motion of Lead

Counsel for an award ofattorneys fees and expenses in the litigation and a case contribution award

to Lead Plaintiff the Court having considered all papers filed and proceedings condueted herein

having found the settlement of this Action to be fair reasonable and adequate and otherwise being

fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by referenee the definitions in the Stipulation of Settlement

dated August 16 2013 and all capitalized terms used but not defined herein shall have the same

meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto ineluding all members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount ofS47702453 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-reeovery method

4 The fees and expenses shall be allocated among Plaintiffs Counsel in a manner

which in Lead Counsels good-faith judgment ret1ects each such counsels contribution to the

institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Lead Counsel subject to the terms conditions and obligations of the

- 1 shy

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 2 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 3 of 4

Stipulation and in particular セ Q R R thereof which terms conditions and obligations are incorporated

herein

6 The Court hereby awards Lead Plaintiff Board ofTrustees of the Operating Engineers

Pension Trust $25000 for its time and expense in representing the Class This case contribution

award shall be paid to Lead Plaintiff on or after the Effective Date subject to the terms conditions

and obligations of the Stipulation and in particular セ R S thereof which terms conditions and

obligations are incorporated herein

IT IS SO ORDERED

THE HONORABLE KATHERINE B FORREST

UNITED STATES DISTRICT JUDGE

- 2

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 3 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 4 of 4

EXHIBIT 4

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 1 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

CITILINE HOLDINGS INC Individually Civil Action No 108-cv-03612-RJS and On Behalf of All Others Similarly Situated (Consolidated)

Plaintiff CLASS ACTION

vs

ISTAR FINANCIAL INC et al

Defendants

x

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

E Albdquo

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 2 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 2 of 3

This matter having come before the Court on April 5 2013 on the motion of Co-Lead

Counsel for an award of attorneys fees and expenses in the Litigation the Court having considered

all papers filed and proceedings conducted herein having found the settlement of this action to be

fair reasonable and adequate and otherwise being fully informed in the premises and good cause

appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 5 2012 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Co-Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount of $23490171 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among Lead Plaintiffs counsel in a manner

which in Co-Lead Counsels good-faith judgment reflects each such counsels contribution to the

institution prosecution and resolution of the Litigation

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 3 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 3 of 3

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Co-Lead Counsel subject to the terms conditions and obligations of the

Stipulation and in particular para62-63 thereof which terms conditions and obligations are

incorporated herein

SO ORDERED

-2-

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 4 of 4

EXHIBIT 5

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 1 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 1 of 4

UNITED ST ATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

In re SANOFI-AVENTIS SECURITIES

LITIGATION

This Document Relates To

ALL ACTIONS

---middotmiddotmiddot-----middot--------x

i

11

middot middot FlLBD I l

JAN 2 2QJ4-~ Civil Action No 107tv-10279-GBD

CLASS ACTION f middot middot

ECFCASE

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND AN

AWARD TO PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

903068_ l

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 2 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 2 of 4

This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 3 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 3 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 43: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

Robbins Geller Rudman amp Dowd LLP and Brower Piven A Professional Corporation are Class

Counsel

5 Pursuant to Federal Rule of Civil Procedure 23 this Court hereby approves the

Settlement set forth in the Stipulation and finds that the Settlement is in all respects fair reasonable

and adequate to the Class There are no objections to the proposed Settlement

6 Pursuant to Rule 23 of the Federal Rules ofCivil Procedure the Court finds that the

Stipulation and Settlement are fair reasonable and adequate as to each ofthe Settling Parties and

that the Stipulation and Settlement are hereby finally approved in all respects and the Settling

Parties are hereby directed to perform its terms

7 Accordingly the Court authorizes and directs implementation of all the terms and

provisions of the Stipulation as well as the terms and provisions hereof The Court hereby

dismisses as to Defendants the Action and all Released Claims ofthe Class with prejudice without

costs as to any Settling Party except as and to the extent provided in the Stipulation and herein

8 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

shall and each of the Class Members shall be deemed to have and by operation ofthis Judgment

shall have fully finally and forever released relinquished and discharged all Released Claims

against the Released Persons whether or not such Class Member executes and delivers the Proof of

Claim and Release

9 Upon the Effective Date hereof and as provided in the Stipulation each of the

Released Persons shall be deemed to have and by operation of this Judgment shall have fully

finally and forever released relinquished and discharged Lead Plaintiffs each and all of the Class

Members Lead Counsel and Abraham Fruchter amp Twersky LLP from all claims (including without

- 3 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 3 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 4 of 10

limitation Unknown Claims) arising out of relating to or in connection with the institution

prosecution assertion settlement or resolution of the Action

10 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

and each of the Class Members who have not validly opted out of the Class and their respective

predecessors successors agents representatives attorneys and affiliates and the respective heirs

executors administrators successors and assigns of each of them directly or indirectly

individually derivatively representatively or in any other capacity shall be deemed to have and by

operation of the Judgment shall have fully finally and forever released relinquished and

discharged against the Released Persons (whether or not such Class Members execute and deliver

the Proof of Claim and Release forms) any and all Released Claims (including without limitation

Unknown Claims) as well as any claims arising out of relating to or in connection with the

defense settlement or resolution of the Action or the Released Claims

11 Upon the Effective Date Lead Plaintiffs and each of the Class Members who have

not validly opted out of the Class and their respective predecessors successors agents

representatives attorneys and affiliates and the respective heirs executors administrators

successors and assigns of each of them directly or indirectly individually derivatively

representatively or in any other capacity shall be permanently barred and enjoined from the

assertion institution maintenance prosecution or enforcement against any Released Person in any

state or federal court or arbitral forum or in the court of any foreign jurisdiction of any and all

Released Claims (including without limitation Unknown Claims) as well as any claims arising out

of relating to or in connection with the defense settlement or resolution of the Action or the

Released Claims

- 4 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 4 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 5 of 10

12 The Notice ofProposed Settlement ofClass Action (Notice) given to the Class in

accordance with the Notice Order entered on August 30 2013 was the best notice practicable under

the circumstances including the individual notice to all members of the Class who could be

identified through reasonable effort ofthe proceedings and ofthe matters set forth therein including

the proposed Settlement set forth in the Stipulation the proposed Plan of Distribution of the

proceeds ofthe Settlement set forth in the Notice Lead Counsels application for attorneys fees and

reimbursement of expenses and Lead Plaintiffs request for an award of reasonable costs and

expenses relating to their representation of the Class and said Notice and notice procedures fully

satisfied the requirements of Federal Rule of Civil Procedure 23 the Private Securities Litigation

Reform Act of 1995 and the requirements of due process There are no objections to the Notice

andor notice procedures

13 The Court hereby approves the Plan ofDistribution as set forth in the Notice as fair

and equitable The Court directs Lead Counsel to proceed with processing Proofs ofClaim and the

administration of the Settlement pursuant to the terms of the Plan of Distribution and upon

completion ofthe claims processing procedure to present to this Court a proposed final distribution

order for the distribution of the Net Settlement Fund to eligible Class Members as provided in the

Stipulation and the Plan of Distribution There are no objections to the Plan of Distribution

14 The Court hereby awards Lead Counsel attorneys fees equal to 3333 percent of

the Settlement Fund (including interest accrued thereon) and litigation expenses in the amount of

$104700577 with interest to accrue thereon at the same rate and for the same periods as has

accrued by the Settlement Fund from the date ofthis Judgment to the date ofactual payment of said

attorneys fees and expenses to Lead Counsel as provided in the Stipulation The Court finds the

amount of attorneys fees awarded herein are fair and reasonable based on (a) the work performed

- 5 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 5 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 6 of 10

and costs incurred by Lead Counsel (b) the complexity ofthe case (c) the risks undertaken by Lead

Counsel and the contingent nature of their employment (d) the quality of the work performed by

Lead Counsel in this Action and their standing and experience in prosecuting similar class action

securities litigation (e) awards to successful plaintiffs counsel in other similar litigation (f) the

benefits achieved for Class Members through the Settlement and (g) the absence ofany objections

from any Class Members to either the application for an award ofattorneys fees or expenses to Lead

Counsel

15 The Court also fmds that the requested expenses are proper as the expenses incurred

by Lead Counsel including the costs ofexperts were reasonable and necessary in the prosecution of

this Action on behalf of Class Members There are no objections to Lead Counsels application for

reimbursement of their expenses

16 The Court approves payment of$1500000 to Lead Plaintiff Martin Litwin for his

reasonable time and expenses (including lost wages) relating to their representation of the Class

Such payment shall be paid out of the Settlement Fund There are no objections to Lead Plaintiff

Litwins application for reimbursement ofhis costs and expenses

17 All fees and expenses awarded or allowed in this Judgment shall except as otherwise

expressly provided in the Stipulation be paid from the Settlement Fund

18 Lead Counsel may apply from time to time for any fees andor expenses incurred by

them solely in connection with the administration of the Settlement and distribution of the Net

Settlement Fund to Class Members which except as expressly provided in the Stipulation shall be

paid from the Settlement Fund

19 Neither appellate review nor modification ofthe Plan ofDistribution set forth in the

Notice nor any action in regard to the motion by Lead Counsel for attorneys fees andor expenses

- 6 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 6 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 7 of 10

and the award ofcosts and expenses to Lead Plaintiffs shall affect the fmality ofany other portion of

this Judgment nor delay the Effective Date ofthe Stipulation and each shall be considered separate

for the purposes of appellate review of this Judgment

20 Neither the Stipulation nor the Settlement contained therein nor any act performed or

document executed pursuant to or in furtherance of the Stipulation or the Settlement (a) is or may be

deemed to be or may be used as an admission of or evidence of the validity ofany Released Claim

or ofany wrongdoing or liability of the Released Persons or (b) is or may be deemed to be or may

be used as an admission of or evidence of any fault or omission of any of the Defendants or the

Released Persons in any civil criminal or administrative proceeding in any court administrative

agency or other tribunal Defendants andor the Released Persons may file the Stipulation andor

this Judgment from this Action in any other action in which they are parties or that may be brought

against them in order to support a defense claim or counterclaim based on principles of res

judicata collateral estoppel release good faith settlement judgment bar or reduction or any theory

of claim preclusion or issue preclusion or similar defense or counterclaim

21 Without affecting the finality ofthis Judgment in any way this Court hereby retains

continuing exclusive jurisdiction over (a) implementation of this Settlement and any award or

distribution of the Settlement Fund including interest earned thereon (b) disposition of the

Settlement Fund (c) hearing and determining applications for attorneys fees interest and expenses

in the Action (d) payment of taxes by the Settlement Fund (e) all Settling Parties hereto for the

purpose ofconstruing enforcing and administering the Stipulation and (f) any other matters related

to finalizing the Settlement and distribution of proceeds of the Settlement

22 In the event that the Settlement does not become effective in accordance with the

terms of the Stipulation or the Effective Date does not occur or in the event that the Settlement

- 7 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 7 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 8 of 10

Fund or any portion thereof is returned to Defendants then this Judgment shall be rendered null and

void to the extent provided by and in accordance with the Stipulation and shall be vacated and in

such event all orders entered and releases delivered in connection herewith shall be null and void to

the extent provided by and in accordance with the StipUlation

23 Without further order of the Court the Settling Parties may agree to reasonable

extensions of time to carry out any of the provisions of the Stipulation

24 The Court finds that during the course of the Action the Settling Parties and their

respective counsel at all times complied with the requirements of Rule 11 of the Federal Rules of

Civil Procedure

25 The Court directs immediate entry of this Final Judgment by the Clerk ofthe Court

DATED Ok 10 2 TEO aRABLE HAROLD A R JR

UNITED STATES DISTRICT JUDGE

- 8 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 8 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 9 of 10

EXHIBIT A

BLACKSTONE LIST OF EXCLUSIONS

Name

1 lINA HU

2 ESTATE OF ANTHONY J FABEC

3 WILLIAM PATTERSON

4 MARY AN N SHOTWELL

5 RICHARD A LEWIS

6 JOHN MERCADENTE JR

7 DOUGLAS BARHORST

8 PATRICIA G NORMAN

9 ESTATE OF RICHARD A NORMAN

10 ROBERT W DUER

11 ANIBAL MARRERO

12 RUSS D SONNIER

13 MARCUS E ampJOANNE R NORTH

14 SUZANNE EMETAROM

15 WILLIAM W amp FRANCES E MAIN

16 ANTHONY BRIENZA

17 SHU HAO HUANG

18 KENNETH 0 PARRIS

19 DUFF S MCEVERS

20 SHERRIE L FRANTZ

21 DEBBIE CRINK

22 MARK A SUMMERS

23 PAULINE MEYEROWITZ

24 ANDREW WAHL

City

OSHAWA

WILLOUGHBY HILLS

KINGS MOUNTAIN

VIRGILINA

BULLARD

READING

SIDNEY

KEARNEY

KEARNEY

ALTA LOMA

CORAL GABLES

NEW YORK

VICTORIA

WALNUT CREEK

ROBERTS

COLD SPRING HARBOR

SNOHOMISH

ATHENS

LAGUNA NIGUEL

EUGENE

OMAHA

MINNETRISTA

FT LAUDERDALE

SAN FRANCISCO

St Country セ

ON CA lIJ7C6

OH US 44094

NC US 28086

VA US 24598

TX US 75757

PA US 19606

OH US 45365

NE US 68845

NE US 68845

CA US 91701

FL US 33134

NY US 10150

TX US 77905

CA US 94595

MT US 59070

NY US 11724

WA US 98296

GA US 30604

CA US 92677

OR US 97404

NE US 68138

MN US 55364

FL US 33308

CA US 94115

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 9 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 10 of 10

EXHIBIT 3

Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 1 of 4

UNITED STATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

--------_____________________ x

THE BOARD OF TRUSTEES OF THE Civil Action No 09-cv-09333-KBF

OPERA TING ENGINEERS PENSION

TRUST on Behalf of Itself and All Others CLASS ACTION

Similarly Situated [PROPOSES] ORDER A WARDING

Plaintiffs ATTORNEYS FEES EXPENSES AND

CASE CONTRIBUTION A WARD TO LEAD

vs PLAINTIFF

JPMORGAN CHASE BANK NATIONAL

ASSOCIATIOt USDCSDNY

DOCUMENTDefendant

ELECTRONICALLY FILED ---------------- x DOC

DATE f M i l M e M d セ ャ エ i o B B B v エ M R B B G エ M ョ M B G Q G Q Q R P セ Q M S

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 1 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 2 of 4

This matter having come before the Court on November 19 2013 on the motion of Lead

Counsel for an award ofattorneys fees and expenses in the litigation and a case contribution award

to Lead Plaintiff the Court having considered all papers filed and proceedings condueted herein

having found the settlement of this Action to be fair reasonable and adequate and otherwise being

fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by referenee the definitions in the Stipulation of Settlement

dated August 16 2013 and all capitalized terms used but not defined herein shall have the same

meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto ineluding all members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount ofS47702453 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-reeovery method

4 The fees and expenses shall be allocated among Plaintiffs Counsel in a manner

which in Lead Counsels good-faith judgment ret1ects each such counsels contribution to the

institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Lead Counsel subject to the terms conditions and obligations of the

- 1 shy

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 2 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 3 of 4

Stipulation and in particular セ Q R R thereof which terms conditions and obligations are incorporated

herein

6 The Court hereby awards Lead Plaintiff Board ofTrustees of the Operating Engineers

Pension Trust $25000 for its time and expense in representing the Class This case contribution

award shall be paid to Lead Plaintiff on or after the Effective Date subject to the terms conditions

and obligations of the Stipulation and in particular セ R S thereof which terms conditions and

obligations are incorporated herein

IT IS SO ORDERED

THE HONORABLE KATHERINE B FORREST

UNITED STATES DISTRICT JUDGE

- 2

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 3 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 4 of 4

EXHIBIT 4

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 1 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

CITILINE HOLDINGS INC Individually Civil Action No 108-cv-03612-RJS and On Behalf of All Others Similarly Situated (Consolidated)

Plaintiff CLASS ACTION

vs

ISTAR FINANCIAL INC et al

Defendants

x

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

E Albdquo

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 2 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 2 of 3

This matter having come before the Court on April 5 2013 on the motion of Co-Lead

Counsel for an award of attorneys fees and expenses in the Litigation the Court having considered

all papers filed and proceedings conducted herein having found the settlement of this action to be

fair reasonable and adequate and otherwise being fully informed in the premises and good cause

appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 5 2012 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Co-Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount of $23490171 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among Lead Plaintiffs counsel in a manner

which in Co-Lead Counsels good-faith judgment reflects each such counsels contribution to the

institution prosecution and resolution of the Litigation

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 3 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 3 of 3

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Co-Lead Counsel subject to the terms conditions and obligations of the

Stipulation and in particular para62-63 thereof which terms conditions and obligations are

incorporated herein

SO ORDERED

-2-

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 4 of 4

EXHIBIT 5

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 1 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 1 of 4

UNITED ST ATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

In re SANOFI-AVENTIS SECURITIES

LITIGATION

This Document Relates To

ALL ACTIONS

---middotmiddotmiddot-----middot--------x

i

11

middot middot FlLBD I l

JAN 2 2QJ4-~ Civil Action No 107tv-10279-GBD

CLASS ACTION f middot middot

ECFCASE

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND AN

AWARD TO PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

903068_ l

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 2 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 2 of 4

This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 3 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 3 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 44: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

limitation Unknown Claims) arising out of relating to or in connection with the institution

prosecution assertion settlement or resolution of the Action

10 Upon the Effective Date hereof and as provided in the Stipulation Lead Plaintiffs

and each of the Class Members who have not validly opted out of the Class and their respective

predecessors successors agents representatives attorneys and affiliates and the respective heirs

executors administrators successors and assigns of each of them directly or indirectly

individually derivatively representatively or in any other capacity shall be deemed to have and by

operation of the Judgment shall have fully finally and forever released relinquished and

discharged against the Released Persons (whether or not such Class Members execute and deliver

the Proof of Claim and Release forms) any and all Released Claims (including without limitation

Unknown Claims) as well as any claims arising out of relating to or in connection with the

defense settlement or resolution of the Action or the Released Claims

11 Upon the Effective Date Lead Plaintiffs and each of the Class Members who have

not validly opted out of the Class and their respective predecessors successors agents

representatives attorneys and affiliates and the respective heirs executors administrators

successors and assigns of each of them directly or indirectly individually derivatively

representatively or in any other capacity shall be permanently barred and enjoined from the

assertion institution maintenance prosecution or enforcement against any Released Person in any

state or federal court or arbitral forum or in the court of any foreign jurisdiction of any and all

Released Claims (including without limitation Unknown Claims) as well as any claims arising out

of relating to or in connection with the defense settlement or resolution of the Action or the

Released Claims

- 4 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 4 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 5 of 10

12 The Notice ofProposed Settlement ofClass Action (Notice) given to the Class in

accordance with the Notice Order entered on August 30 2013 was the best notice practicable under

the circumstances including the individual notice to all members of the Class who could be

identified through reasonable effort ofthe proceedings and ofthe matters set forth therein including

the proposed Settlement set forth in the Stipulation the proposed Plan of Distribution of the

proceeds ofthe Settlement set forth in the Notice Lead Counsels application for attorneys fees and

reimbursement of expenses and Lead Plaintiffs request for an award of reasonable costs and

expenses relating to their representation of the Class and said Notice and notice procedures fully

satisfied the requirements of Federal Rule of Civil Procedure 23 the Private Securities Litigation

Reform Act of 1995 and the requirements of due process There are no objections to the Notice

andor notice procedures

13 The Court hereby approves the Plan ofDistribution as set forth in the Notice as fair

and equitable The Court directs Lead Counsel to proceed with processing Proofs ofClaim and the

administration of the Settlement pursuant to the terms of the Plan of Distribution and upon

completion ofthe claims processing procedure to present to this Court a proposed final distribution

order for the distribution of the Net Settlement Fund to eligible Class Members as provided in the

Stipulation and the Plan of Distribution There are no objections to the Plan of Distribution

14 The Court hereby awards Lead Counsel attorneys fees equal to 3333 percent of

the Settlement Fund (including interest accrued thereon) and litigation expenses in the amount of

$104700577 with interest to accrue thereon at the same rate and for the same periods as has

accrued by the Settlement Fund from the date ofthis Judgment to the date ofactual payment of said

attorneys fees and expenses to Lead Counsel as provided in the Stipulation The Court finds the

amount of attorneys fees awarded herein are fair and reasonable based on (a) the work performed

- 5 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 5 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 6 of 10

and costs incurred by Lead Counsel (b) the complexity ofthe case (c) the risks undertaken by Lead

Counsel and the contingent nature of their employment (d) the quality of the work performed by

Lead Counsel in this Action and their standing and experience in prosecuting similar class action

securities litigation (e) awards to successful plaintiffs counsel in other similar litigation (f) the

benefits achieved for Class Members through the Settlement and (g) the absence ofany objections

from any Class Members to either the application for an award ofattorneys fees or expenses to Lead

Counsel

15 The Court also fmds that the requested expenses are proper as the expenses incurred

by Lead Counsel including the costs ofexperts were reasonable and necessary in the prosecution of

this Action on behalf of Class Members There are no objections to Lead Counsels application for

reimbursement of their expenses

16 The Court approves payment of$1500000 to Lead Plaintiff Martin Litwin for his

reasonable time and expenses (including lost wages) relating to their representation of the Class

Such payment shall be paid out of the Settlement Fund There are no objections to Lead Plaintiff

Litwins application for reimbursement ofhis costs and expenses

17 All fees and expenses awarded or allowed in this Judgment shall except as otherwise

expressly provided in the Stipulation be paid from the Settlement Fund

18 Lead Counsel may apply from time to time for any fees andor expenses incurred by

them solely in connection with the administration of the Settlement and distribution of the Net

Settlement Fund to Class Members which except as expressly provided in the Stipulation shall be

paid from the Settlement Fund

19 Neither appellate review nor modification ofthe Plan ofDistribution set forth in the

Notice nor any action in regard to the motion by Lead Counsel for attorneys fees andor expenses

- 6 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 6 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 7 of 10

and the award ofcosts and expenses to Lead Plaintiffs shall affect the fmality ofany other portion of

this Judgment nor delay the Effective Date ofthe Stipulation and each shall be considered separate

for the purposes of appellate review of this Judgment

20 Neither the Stipulation nor the Settlement contained therein nor any act performed or

document executed pursuant to or in furtherance of the Stipulation or the Settlement (a) is or may be

deemed to be or may be used as an admission of or evidence of the validity ofany Released Claim

or ofany wrongdoing or liability of the Released Persons or (b) is or may be deemed to be or may

be used as an admission of or evidence of any fault or omission of any of the Defendants or the

Released Persons in any civil criminal or administrative proceeding in any court administrative

agency or other tribunal Defendants andor the Released Persons may file the Stipulation andor

this Judgment from this Action in any other action in which they are parties or that may be brought

against them in order to support a defense claim or counterclaim based on principles of res

judicata collateral estoppel release good faith settlement judgment bar or reduction or any theory

of claim preclusion or issue preclusion or similar defense or counterclaim

21 Without affecting the finality ofthis Judgment in any way this Court hereby retains

continuing exclusive jurisdiction over (a) implementation of this Settlement and any award or

distribution of the Settlement Fund including interest earned thereon (b) disposition of the

Settlement Fund (c) hearing and determining applications for attorneys fees interest and expenses

in the Action (d) payment of taxes by the Settlement Fund (e) all Settling Parties hereto for the

purpose ofconstruing enforcing and administering the Stipulation and (f) any other matters related

to finalizing the Settlement and distribution of proceeds of the Settlement

22 In the event that the Settlement does not become effective in accordance with the

terms of the Stipulation or the Effective Date does not occur or in the event that the Settlement

- 7 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 7 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 8 of 10

Fund or any portion thereof is returned to Defendants then this Judgment shall be rendered null and

void to the extent provided by and in accordance with the Stipulation and shall be vacated and in

such event all orders entered and releases delivered in connection herewith shall be null and void to

the extent provided by and in accordance with the StipUlation

23 Without further order of the Court the Settling Parties may agree to reasonable

extensions of time to carry out any of the provisions of the Stipulation

24 The Court finds that during the course of the Action the Settling Parties and their

respective counsel at all times complied with the requirements of Rule 11 of the Federal Rules of

Civil Procedure

25 The Court directs immediate entry of this Final Judgment by the Clerk ofthe Court

DATED Ok 10 2 TEO aRABLE HAROLD A R JR

UNITED STATES DISTRICT JUDGE

- 8 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 8 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 9 of 10

EXHIBIT A

BLACKSTONE LIST OF EXCLUSIONS

Name

1 lINA HU

2 ESTATE OF ANTHONY J FABEC

3 WILLIAM PATTERSON

4 MARY AN N SHOTWELL

5 RICHARD A LEWIS

6 JOHN MERCADENTE JR

7 DOUGLAS BARHORST

8 PATRICIA G NORMAN

9 ESTATE OF RICHARD A NORMAN

10 ROBERT W DUER

11 ANIBAL MARRERO

12 RUSS D SONNIER

13 MARCUS E ampJOANNE R NORTH

14 SUZANNE EMETAROM

15 WILLIAM W amp FRANCES E MAIN

16 ANTHONY BRIENZA

17 SHU HAO HUANG

18 KENNETH 0 PARRIS

19 DUFF S MCEVERS

20 SHERRIE L FRANTZ

21 DEBBIE CRINK

22 MARK A SUMMERS

23 PAULINE MEYEROWITZ

24 ANDREW WAHL

City

OSHAWA

WILLOUGHBY HILLS

KINGS MOUNTAIN

VIRGILINA

BULLARD

READING

SIDNEY

KEARNEY

KEARNEY

ALTA LOMA

CORAL GABLES

NEW YORK

VICTORIA

WALNUT CREEK

ROBERTS

COLD SPRING HARBOR

SNOHOMISH

ATHENS

LAGUNA NIGUEL

EUGENE

OMAHA

MINNETRISTA

FT LAUDERDALE

SAN FRANCISCO

St Country セ

ON CA lIJ7C6

OH US 44094

NC US 28086

VA US 24598

TX US 75757

PA US 19606

OH US 45365

NE US 68845

NE US 68845

CA US 91701

FL US 33134

NY US 10150

TX US 77905

CA US 94595

MT US 59070

NY US 11724

WA US 98296

GA US 30604

CA US 92677

OR US 97404

NE US 68138

MN US 55364

FL US 33308

CA US 94115

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 9 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 10 of 10

EXHIBIT 3

Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 1 of 4

UNITED STATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

--------_____________________ x

THE BOARD OF TRUSTEES OF THE Civil Action No 09-cv-09333-KBF

OPERA TING ENGINEERS PENSION

TRUST on Behalf of Itself and All Others CLASS ACTION

Similarly Situated [PROPOSES] ORDER A WARDING

Plaintiffs ATTORNEYS FEES EXPENSES AND

CASE CONTRIBUTION A WARD TO LEAD

vs PLAINTIFF

JPMORGAN CHASE BANK NATIONAL

ASSOCIATIOt USDCSDNY

DOCUMENTDefendant

ELECTRONICALLY FILED ---------------- x DOC

DATE f M i l M e M d セ ャ エ i o B B B v エ M R B B G エ M ョ M B G Q G Q Q R P セ Q M S

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 1 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 2 of 4

This matter having come before the Court on November 19 2013 on the motion of Lead

Counsel for an award ofattorneys fees and expenses in the litigation and a case contribution award

to Lead Plaintiff the Court having considered all papers filed and proceedings condueted herein

having found the settlement of this Action to be fair reasonable and adequate and otherwise being

fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by referenee the definitions in the Stipulation of Settlement

dated August 16 2013 and all capitalized terms used but not defined herein shall have the same

meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto ineluding all members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount ofS47702453 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-reeovery method

4 The fees and expenses shall be allocated among Plaintiffs Counsel in a manner

which in Lead Counsels good-faith judgment ret1ects each such counsels contribution to the

institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Lead Counsel subject to the terms conditions and obligations of the

- 1 shy

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 2 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 3 of 4

Stipulation and in particular セ Q R R thereof which terms conditions and obligations are incorporated

herein

6 The Court hereby awards Lead Plaintiff Board ofTrustees of the Operating Engineers

Pension Trust $25000 for its time and expense in representing the Class This case contribution

award shall be paid to Lead Plaintiff on or after the Effective Date subject to the terms conditions

and obligations of the Stipulation and in particular セ R S thereof which terms conditions and

obligations are incorporated herein

IT IS SO ORDERED

THE HONORABLE KATHERINE B FORREST

UNITED STATES DISTRICT JUDGE

- 2

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 3 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 4 of 4

EXHIBIT 4

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 1 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

CITILINE HOLDINGS INC Individually Civil Action No 108-cv-03612-RJS and On Behalf of All Others Similarly Situated (Consolidated)

Plaintiff CLASS ACTION

vs

ISTAR FINANCIAL INC et al

Defendants

x

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

E Albdquo

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 2 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 2 of 3

This matter having come before the Court on April 5 2013 on the motion of Co-Lead

Counsel for an award of attorneys fees and expenses in the Litigation the Court having considered

all papers filed and proceedings conducted herein having found the settlement of this action to be

fair reasonable and adequate and otherwise being fully informed in the premises and good cause

appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 5 2012 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Co-Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount of $23490171 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among Lead Plaintiffs counsel in a manner

which in Co-Lead Counsels good-faith judgment reflects each such counsels contribution to the

institution prosecution and resolution of the Litigation

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 3 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 3 of 3

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Co-Lead Counsel subject to the terms conditions and obligations of the

Stipulation and in particular para62-63 thereof which terms conditions and obligations are

incorporated herein

SO ORDERED

-2-

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 4 of 4

EXHIBIT 5

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 1 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 1 of 4

UNITED ST ATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

In re SANOFI-AVENTIS SECURITIES

LITIGATION

This Document Relates To

ALL ACTIONS

---middotmiddotmiddot-----middot--------x

i

11

middot middot FlLBD I l

JAN 2 2QJ4-~ Civil Action No 107tv-10279-GBD

CLASS ACTION f middot middot

ECFCASE

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND AN

AWARD TO PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

903068_ l

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This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

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Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

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Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

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Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

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Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

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Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

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Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

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THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

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were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

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10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

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Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

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Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 45: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

12 The Notice ofProposed Settlement ofClass Action (Notice) given to the Class in

accordance with the Notice Order entered on August 30 2013 was the best notice practicable under

the circumstances including the individual notice to all members of the Class who could be

identified through reasonable effort ofthe proceedings and ofthe matters set forth therein including

the proposed Settlement set forth in the Stipulation the proposed Plan of Distribution of the

proceeds ofthe Settlement set forth in the Notice Lead Counsels application for attorneys fees and

reimbursement of expenses and Lead Plaintiffs request for an award of reasonable costs and

expenses relating to their representation of the Class and said Notice and notice procedures fully

satisfied the requirements of Federal Rule of Civil Procedure 23 the Private Securities Litigation

Reform Act of 1995 and the requirements of due process There are no objections to the Notice

andor notice procedures

13 The Court hereby approves the Plan ofDistribution as set forth in the Notice as fair

and equitable The Court directs Lead Counsel to proceed with processing Proofs ofClaim and the

administration of the Settlement pursuant to the terms of the Plan of Distribution and upon

completion ofthe claims processing procedure to present to this Court a proposed final distribution

order for the distribution of the Net Settlement Fund to eligible Class Members as provided in the

Stipulation and the Plan of Distribution There are no objections to the Plan of Distribution

14 The Court hereby awards Lead Counsel attorneys fees equal to 3333 percent of

the Settlement Fund (including interest accrued thereon) and litigation expenses in the amount of

$104700577 with interest to accrue thereon at the same rate and for the same periods as has

accrued by the Settlement Fund from the date ofthis Judgment to the date ofactual payment of said

attorneys fees and expenses to Lead Counsel as provided in the Stipulation The Court finds the

amount of attorneys fees awarded herein are fair and reasonable based on (a) the work performed

- 5 shy

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and costs incurred by Lead Counsel (b) the complexity ofthe case (c) the risks undertaken by Lead

Counsel and the contingent nature of their employment (d) the quality of the work performed by

Lead Counsel in this Action and their standing and experience in prosecuting similar class action

securities litigation (e) awards to successful plaintiffs counsel in other similar litigation (f) the

benefits achieved for Class Members through the Settlement and (g) the absence ofany objections

from any Class Members to either the application for an award ofattorneys fees or expenses to Lead

Counsel

15 The Court also fmds that the requested expenses are proper as the expenses incurred

by Lead Counsel including the costs ofexperts were reasonable and necessary in the prosecution of

this Action on behalf of Class Members There are no objections to Lead Counsels application for

reimbursement of their expenses

16 The Court approves payment of$1500000 to Lead Plaintiff Martin Litwin for his

reasonable time and expenses (including lost wages) relating to their representation of the Class

Such payment shall be paid out of the Settlement Fund There are no objections to Lead Plaintiff

Litwins application for reimbursement ofhis costs and expenses

17 All fees and expenses awarded or allowed in this Judgment shall except as otherwise

expressly provided in the Stipulation be paid from the Settlement Fund

18 Lead Counsel may apply from time to time for any fees andor expenses incurred by

them solely in connection with the administration of the Settlement and distribution of the Net

Settlement Fund to Class Members which except as expressly provided in the Stipulation shall be

paid from the Settlement Fund

19 Neither appellate review nor modification ofthe Plan ofDistribution set forth in the

Notice nor any action in regard to the motion by Lead Counsel for attorneys fees andor expenses

- 6 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 6 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 7 of 10

and the award ofcosts and expenses to Lead Plaintiffs shall affect the fmality ofany other portion of

this Judgment nor delay the Effective Date ofthe Stipulation and each shall be considered separate

for the purposes of appellate review of this Judgment

20 Neither the Stipulation nor the Settlement contained therein nor any act performed or

document executed pursuant to or in furtherance of the Stipulation or the Settlement (a) is or may be

deemed to be or may be used as an admission of or evidence of the validity ofany Released Claim

or ofany wrongdoing or liability of the Released Persons or (b) is or may be deemed to be or may

be used as an admission of or evidence of any fault or omission of any of the Defendants or the

Released Persons in any civil criminal or administrative proceeding in any court administrative

agency or other tribunal Defendants andor the Released Persons may file the Stipulation andor

this Judgment from this Action in any other action in which they are parties or that may be brought

against them in order to support a defense claim or counterclaim based on principles of res

judicata collateral estoppel release good faith settlement judgment bar or reduction or any theory

of claim preclusion or issue preclusion or similar defense or counterclaim

21 Without affecting the finality ofthis Judgment in any way this Court hereby retains

continuing exclusive jurisdiction over (a) implementation of this Settlement and any award or

distribution of the Settlement Fund including interest earned thereon (b) disposition of the

Settlement Fund (c) hearing and determining applications for attorneys fees interest and expenses

in the Action (d) payment of taxes by the Settlement Fund (e) all Settling Parties hereto for the

purpose ofconstruing enforcing and administering the Stipulation and (f) any other matters related

to finalizing the Settlement and distribution of proceeds of the Settlement

22 In the event that the Settlement does not become effective in accordance with the

terms of the Stipulation or the Effective Date does not occur or in the event that the Settlement

- 7 shy

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Fund or any portion thereof is returned to Defendants then this Judgment shall be rendered null and

void to the extent provided by and in accordance with the Stipulation and shall be vacated and in

such event all orders entered and releases delivered in connection herewith shall be null and void to

the extent provided by and in accordance with the StipUlation

23 Without further order of the Court the Settling Parties may agree to reasonable

extensions of time to carry out any of the provisions of the Stipulation

24 The Court finds that during the course of the Action the Settling Parties and their

respective counsel at all times complied with the requirements of Rule 11 of the Federal Rules of

Civil Procedure

25 The Court directs immediate entry of this Final Judgment by the Clerk ofthe Court

DATED Ok 10 2 TEO aRABLE HAROLD A R JR

UNITED STATES DISTRICT JUDGE

- 8 shy

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EXHIBIT A

BLACKSTONE LIST OF EXCLUSIONS

Name

1 lINA HU

2 ESTATE OF ANTHONY J FABEC

3 WILLIAM PATTERSON

4 MARY AN N SHOTWELL

5 RICHARD A LEWIS

6 JOHN MERCADENTE JR

7 DOUGLAS BARHORST

8 PATRICIA G NORMAN

9 ESTATE OF RICHARD A NORMAN

10 ROBERT W DUER

11 ANIBAL MARRERO

12 RUSS D SONNIER

13 MARCUS E ampJOANNE R NORTH

14 SUZANNE EMETAROM

15 WILLIAM W amp FRANCES E MAIN

16 ANTHONY BRIENZA

17 SHU HAO HUANG

18 KENNETH 0 PARRIS

19 DUFF S MCEVERS

20 SHERRIE L FRANTZ

21 DEBBIE CRINK

22 MARK A SUMMERS

23 PAULINE MEYEROWITZ

24 ANDREW WAHL

City

OSHAWA

WILLOUGHBY HILLS

KINGS MOUNTAIN

VIRGILINA

BULLARD

READING

SIDNEY

KEARNEY

KEARNEY

ALTA LOMA

CORAL GABLES

NEW YORK

VICTORIA

WALNUT CREEK

ROBERTS

COLD SPRING HARBOR

SNOHOMISH

ATHENS

LAGUNA NIGUEL

EUGENE

OMAHA

MINNETRISTA

FT LAUDERDALE

SAN FRANCISCO

St Country セ

ON CA lIJ7C6

OH US 44094

NC US 28086

VA US 24598

TX US 75757

PA US 19606

OH US 45365

NE US 68845

NE US 68845

CA US 91701

FL US 33134

NY US 10150

TX US 77905

CA US 94595

MT US 59070

NY US 11724

WA US 98296

GA US 30604

CA US 92677

OR US 97404

NE US 68138

MN US 55364

FL US 33308

CA US 94115

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 9 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 10 of 10

EXHIBIT 3

Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 1 of 4

UNITED STATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

--------_____________________ x

THE BOARD OF TRUSTEES OF THE Civil Action No 09-cv-09333-KBF

OPERA TING ENGINEERS PENSION

TRUST on Behalf of Itself and All Others CLASS ACTION

Similarly Situated [PROPOSES] ORDER A WARDING

Plaintiffs ATTORNEYS FEES EXPENSES AND

CASE CONTRIBUTION A WARD TO LEAD

vs PLAINTIFF

JPMORGAN CHASE BANK NATIONAL

ASSOCIATIOt USDCSDNY

DOCUMENTDefendant

ELECTRONICALLY FILED ---------------- x DOC

DATE f M i l M e M d セ ャ エ i o B B B v エ M R B B G エ M ョ M B G Q G Q Q R P セ Q M S

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 1 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 2 of 4

This matter having come before the Court on November 19 2013 on the motion of Lead

Counsel for an award ofattorneys fees and expenses in the litigation and a case contribution award

to Lead Plaintiff the Court having considered all papers filed and proceedings condueted herein

having found the settlement of this Action to be fair reasonable and adequate and otherwise being

fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by referenee the definitions in the Stipulation of Settlement

dated August 16 2013 and all capitalized terms used but not defined herein shall have the same

meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto ineluding all members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount ofS47702453 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-reeovery method

4 The fees and expenses shall be allocated among Plaintiffs Counsel in a manner

which in Lead Counsels good-faith judgment ret1ects each such counsels contribution to the

institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Lead Counsel subject to the terms conditions and obligations of the

- 1 shy

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 2 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 3 of 4

Stipulation and in particular セ Q R R thereof which terms conditions and obligations are incorporated

herein

6 The Court hereby awards Lead Plaintiff Board ofTrustees of the Operating Engineers

Pension Trust $25000 for its time and expense in representing the Class This case contribution

award shall be paid to Lead Plaintiff on or after the Effective Date subject to the terms conditions

and obligations of the Stipulation and in particular セ R S thereof which terms conditions and

obligations are incorporated herein

IT IS SO ORDERED

THE HONORABLE KATHERINE B FORREST

UNITED STATES DISTRICT JUDGE

- 2

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 3 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 4 of 4

EXHIBIT 4

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 1 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

CITILINE HOLDINGS INC Individually Civil Action No 108-cv-03612-RJS and On Behalf of All Others Similarly Situated (Consolidated)

Plaintiff CLASS ACTION

vs

ISTAR FINANCIAL INC et al

Defendants

x

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

E Albdquo

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 2 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 2 of 3

This matter having come before the Court on April 5 2013 on the motion of Co-Lead

Counsel for an award of attorneys fees and expenses in the Litigation the Court having considered

all papers filed and proceedings conducted herein having found the settlement of this action to be

fair reasonable and adequate and otherwise being fully informed in the premises and good cause

appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 5 2012 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Co-Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount of $23490171 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among Lead Plaintiffs counsel in a manner

which in Co-Lead Counsels good-faith judgment reflects each such counsels contribution to the

institution prosecution and resolution of the Litigation

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 3 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 3 of 3

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Co-Lead Counsel subject to the terms conditions and obligations of the

Stipulation and in particular para62-63 thereof which terms conditions and obligations are

incorporated herein

SO ORDERED

-2-

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 4 of 4

EXHIBIT 5

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 1 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 1 of 4

UNITED ST ATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

In re SANOFI-AVENTIS SECURITIES

LITIGATION

This Document Relates To

ALL ACTIONS

---middotmiddotmiddot-----middot--------x

i

11

middot middot FlLBD I l

JAN 2 2QJ4-~ Civil Action No 107tv-10279-GBD

CLASS ACTION f middot middot

ECFCASE

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND AN

AWARD TO PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

903068_ l

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 2 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 2 of 4

This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 3 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 3 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 46: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

and costs incurred by Lead Counsel (b) the complexity ofthe case (c) the risks undertaken by Lead

Counsel and the contingent nature of their employment (d) the quality of the work performed by

Lead Counsel in this Action and their standing and experience in prosecuting similar class action

securities litigation (e) awards to successful plaintiffs counsel in other similar litigation (f) the

benefits achieved for Class Members through the Settlement and (g) the absence ofany objections

from any Class Members to either the application for an award ofattorneys fees or expenses to Lead

Counsel

15 The Court also fmds that the requested expenses are proper as the expenses incurred

by Lead Counsel including the costs ofexperts were reasonable and necessary in the prosecution of

this Action on behalf of Class Members There are no objections to Lead Counsels application for

reimbursement of their expenses

16 The Court approves payment of$1500000 to Lead Plaintiff Martin Litwin for his

reasonable time and expenses (including lost wages) relating to their representation of the Class

Such payment shall be paid out of the Settlement Fund There are no objections to Lead Plaintiff

Litwins application for reimbursement ofhis costs and expenses

17 All fees and expenses awarded or allowed in this Judgment shall except as otherwise

expressly provided in the Stipulation be paid from the Settlement Fund

18 Lead Counsel may apply from time to time for any fees andor expenses incurred by

them solely in connection with the administration of the Settlement and distribution of the Net

Settlement Fund to Class Members which except as expressly provided in the Stipulation shall be

paid from the Settlement Fund

19 Neither appellate review nor modification ofthe Plan ofDistribution set forth in the

Notice nor any action in regard to the motion by Lead Counsel for attorneys fees andor expenses

- 6 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 6 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 7 of 10

and the award ofcosts and expenses to Lead Plaintiffs shall affect the fmality ofany other portion of

this Judgment nor delay the Effective Date ofthe Stipulation and each shall be considered separate

for the purposes of appellate review of this Judgment

20 Neither the Stipulation nor the Settlement contained therein nor any act performed or

document executed pursuant to or in furtherance of the Stipulation or the Settlement (a) is or may be

deemed to be or may be used as an admission of or evidence of the validity ofany Released Claim

or ofany wrongdoing or liability of the Released Persons or (b) is or may be deemed to be or may

be used as an admission of or evidence of any fault or omission of any of the Defendants or the

Released Persons in any civil criminal or administrative proceeding in any court administrative

agency or other tribunal Defendants andor the Released Persons may file the Stipulation andor

this Judgment from this Action in any other action in which they are parties or that may be brought

against them in order to support a defense claim or counterclaim based on principles of res

judicata collateral estoppel release good faith settlement judgment bar or reduction or any theory

of claim preclusion or issue preclusion or similar defense or counterclaim

21 Without affecting the finality ofthis Judgment in any way this Court hereby retains

continuing exclusive jurisdiction over (a) implementation of this Settlement and any award or

distribution of the Settlement Fund including interest earned thereon (b) disposition of the

Settlement Fund (c) hearing and determining applications for attorneys fees interest and expenses

in the Action (d) payment of taxes by the Settlement Fund (e) all Settling Parties hereto for the

purpose ofconstruing enforcing and administering the Stipulation and (f) any other matters related

to finalizing the Settlement and distribution of proceeds of the Settlement

22 In the event that the Settlement does not become effective in accordance with the

terms of the Stipulation or the Effective Date does not occur or in the event that the Settlement

- 7 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 7 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 8 of 10

Fund or any portion thereof is returned to Defendants then this Judgment shall be rendered null and

void to the extent provided by and in accordance with the Stipulation and shall be vacated and in

such event all orders entered and releases delivered in connection herewith shall be null and void to

the extent provided by and in accordance with the StipUlation

23 Without further order of the Court the Settling Parties may agree to reasonable

extensions of time to carry out any of the provisions of the Stipulation

24 The Court finds that during the course of the Action the Settling Parties and their

respective counsel at all times complied with the requirements of Rule 11 of the Federal Rules of

Civil Procedure

25 The Court directs immediate entry of this Final Judgment by the Clerk ofthe Court

DATED Ok 10 2 TEO aRABLE HAROLD A R JR

UNITED STATES DISTRICT JUDGE

- 8 shy

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EXHIBIT A

BLACKSTONE LIST OF EXCLUSIONS

Name

1 lINA HU

2 ESTATE OF ANTHONY J FABEC

3 WILLIAM PATTERSON

4 MARY AN N SHOTWELL

5 RICHARD A LEWIS

6 JOHN MERCADENTE JR

7 DOUGLAS BARHORST

8 PATRICIA G NORMAN

9 ESTATE OF RICHARD A NORMAN

10 ROBERT W DUER

11 ANIBAL MARRERO

12 RUSS D SONNIER

13 MARCUS E ampJOANNE R NORTH

14 SUZANNE EMETAROM

15 WILLIAM W amp FRANCES E MAIN

16 ANTHONY BRIENZA

17 SHU HAO HUANG

18 KENNETH 0 PARRIS

19 DUFF S MCEVERS

20 SHERRIE L FRANTZ

21 DEBBIE CRINK

22 MARK A SUMMERS

23 PAULINE MEYEROWITZ

24 ANDREW WAHL

City

OSHAWA

WILLOUGHBY HILLS

KINGS MOUNTAIN

VIRGILINA

BULLARD

READING

SIDNEY

KEARNEY

KEARNEY

ALTA LOMA

CORAL GABLES

NEW YORK

VICTORIA

WALNUT CREEK

ROBERTS

COLD SPRING HARBOR

SNOHOMISH

ATHENS

LAGUNA NIGUEL

EUGENE

OMAHA

MINNETRISTA

FT LAUDERDALE

SAN FRANCISCO

St Country セ

ON CA lIJ7C6

OH US 44094

NC US 28086

VA US 24598

TX US 75757

PA US 19606

OH US 45365

NE US 68845

NE US 68845

CA US 91701

FL US 33134

NY US 10150

TX US 77905

CA US 94595

MT US 59070

NY US 11724

WA US 98296

GA US 30604

CA US 92677

OR US 97404

NE US 68138

MN US 55364

FL US 33308

CA US 94115

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 9 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 10 of 10

EXHIBIT 3

Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 1 of 4

UNITED STATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

--------_____________________ x

THE BOARD OF TRUSTEES OF THE Civil Action No 09-cv-09333-KBF

OPERA TING ENGINEERS PENSION

TRUST on Behalf of Itself and All Others CLASS ACTION

Similarly Situated [PROPOSES] ORDER A WARDING

Plaintiffs ATTORNEYS FEES EXPENSES AND

CASE CONTRIBUTION A WARD TO LEAD

vs PLAINTIFF

JPMORGAN CHASE BANK NATIONAL

ASSOCIATIOt USDCSDNY

DOCUMENTDefendant

ELECTRONICALLY FILED ---------------- x DOC

DATE f M i l M e M d セ ャ エ i o B B B v エ M R B B G エ M ョ M B G Q G Q Q R P セ Q M S

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 1 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 2 of 4

This matter having come before the Court on November 19 2013 on the motion of Lead

Counsel for an award ofattorneys fees and expenses in the litigation and a case contribution award

to Lead Plaintiff the Court having considered all papers filed and proceedings condueted herein

having found the settlement of this Action to be fair reasonable and adequate and otherwise being

fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by referenee the definitions in the Stipulation of Settlement

dated August 16 2013 and all capitalized terms used but not defined herein shall have the same

meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto ineluding all members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount ofS47702453 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-reeovery method

4 The fees and expenses shall be allocated among Plaintiffs Counsel in a manner

which in Lead Counsels good-faith judgment ret1ects each such counsels contribution to the

institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Lead Counsel subject to the terms conditions and obligations of the

- 1 shy

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 2 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 3 of 4

Stipulation and in particular セ Q R R thereof which terms conditions and obligations are incorporated

herein

6 The Court hereby awards Lead Plaintiff Board ofTrustees of the Operating Engineers

Pension Trust $25000 for its time and expense in representing the Class This case contribution

award shall be paid to Lead Plaintiff on or after the Effective Date subject to the terms conditions

and obligations of the Stipulation and in particular セ R S thereof which terms conditions and

obligations are incorporated herein

IT IS SO ORDERED

THE HONORABLE KATHERINE B FORREST

UNITED STATES DISTRICT JUDGE

- 2

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 3 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 4 of 4

EXHIBIT 4

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 1 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

CITILINE HOLDINGS INC Individually Civil Action No 108-cv-03612-RJS and On Behalf of All Others Similarly Situated (Consolidated)

Plaintiff CLASS ACTION

vs

ISTAR FINANCIAL INC et al

Defendants

x

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

E Albdquo

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 2 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 2 of 3

This matter having come before the Court on April 5 2013 on the motion of Co-Lead

Counsel for an award of attorneys fees and expenses in the Litigation the Court having considered

all papers filed and proceedings conducted herein having found the settlement of this action to be

fair reasonable and adequate and otherwise being fully informed in the premises and good cause

appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 5 2012 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Co-Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount of $23490171 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among Lead Plaintiffs counsel in a manner

which in Co-Lead Counsels good-faith judgment reflects each such counsels contribution to the

institution prosecution and resolution of the Litigation

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 3 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 3 of 3

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Co-Lead Counsel subject to the terms conditions and obligations of the

Stipulation and in particular para62-63 thereof which terms conditions and obligations are

incorporated herein

SO ORDERED

-2-

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 4 of 4

EXHIBIT 5

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 1 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 1 of 4

UNITED ST ATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

In re SANOFI-AVENTIS SECURITIES

LITIGATION

This Document Relates To

ALL ACTIONS

---middotmiddotmiddot-----middot--------x

i

11

middot middot FlLBD I l

JAN 2 2QJ4-~ Civil Action No 107tv-10279-GBD

CLASS ACTION f middot middot

ECFCASE

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND AN

AWARD TO PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

903068_ l

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 2 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 2 of 4

This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 3 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 3 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 47: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

and the award ofcosts and expenses to Lead Plaintiffs shall affect the fmality ofany other portion of

this Judgment nor delay the Effective Date ofthe Stipulation and each shall be considered separate

for the purposes of appellate review of this Judgment

20 Neither the Stipulation nor the Settlement contained therein nor any act performed or

document executed pursuant to or in furtherance of the Stipulation or the Settlement (a) is or may be

deemed to be or may be used as an admission of or evidence of the validity ofany Released Claim

or ofany wrongdoing or liability of the Released Persons or (b) is or may be deemed to be or may

be used as an admission of or evidence of any fault or omission of any of the Defendants or the

Released Persons in any civil criminal or administrative proceeding in any court administrative

agency or other tribunal Defendants andor the Released Persons may file the Stipulation andor

this Judgment from this Action in any other action in which they are parties or that may be brought

against them in order to support a defense claim or counterclaim based on principles of res

judicata collateral estoppel release good faith settlement judgment bar or reduction or any theory

of claim preclusion or issue preclusion or similar defense or counterclaim

21 Without affecting the finality ofthis Judgment in any way this Court hereby retains

continuing exclusive jurisdiction over (a) implementation of this Settlement and any award or

distribution of the Settlement Fund including interest earned thereon (b) disposition of the

Settlement Fund (c) hearing and determining applications for attorneys fees interest and expenses

in the Action (d) payment of taxes by the Settlement Fund (e) all Settling Parties hereto for the

purpose ofconstruing enforcing and administering the Stipulation and (f) any other matters related

to finalizing the Settlement and distribution of proceeds of the Settlement

22 In the event that the Settlement does not become effective in accordance with the

terms of the Stipulation or the Effective Date does not occur or in the event that the Settlement

- 7 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 7 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 8 of 10

Fund or any portion thereof is returned to Defendants then this Judgment shall be rendered null and

void to the extent provided by and in accordance with the Stipulation and shall be vacated and in

such event all orders entered and releases delivered in connection herewith shall be null and void to

the extent provided by and in accordance with the StipUlation

23 Without further order of the Court the Settling Parties may agree to reasonable

extensions of time to carry out any of the provisions of the Stipulation

24 The Court finds that during the course of the Action the Settling Parties and their

respective counsel at all times complied with the requirements of Rule 11 of the Federal Rules of

Civil Procedure

25 The Court directs immediate entry of this Final Judgment by the Clerk ofthe Court

DATED Ok 10 2 TEO aRABLE HAROLD A R JR

UNITED STATES DISTRICT JUDGE

- 8 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 8 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 9 of 10

EXHIBIT A

BLACKSTONE LIST OF EXCLUSIONS

Name

1 lINA HU

2 ESTATE OF ANTHONY J FABEC

3 WILLIAM PATTERSON

4 MARY AN N SHOTWELL

5 RICHARD A LEWIS

6 JOHN MERCADENTE JR

7 DOUGLAS BARHORST

8 PATRICIA G NORMAN

9 ESTATE OF RICHARD A NORMAN

10 ROBERT W DUER

11 ANIBAL MARRERO

12 RUSS D SONNIER

13 MARCUS E ampJOANNE R NORTH

14 SUZANNE EMETAROM

15 WILLIAM W amp FRANCES E MAIN

16 ANTHONY BRIENZA

17 SHU HAO HUANG

18 KENNETH 0 PARRIS

19 DUFF S MCEVERS

20 SHERRIE L FRANTZ

21 DEBBIE CRINK

22 MARK A SUMMERS

23 PAULINE MEYEROWITZ

24 ANDREW WAHL

City

OSHAWA

WILLOUGHBY HILLS

KINGS MOUNTAIN

VIRGILINA

BULLARD

READING

SIDNEY

KEARNEY

KEARNEY

ALTA LOMA

CORAL GABLES

NEW YORK

VICTORIA

WALNUT CREEK

ROBERTS

COLD SPRING HARBOR

SNOHOMISH

ATHENS

LAGUNA NIGUEL

EUGENE

OMAHA

MINNETRISTA

FT LAUDERDALE

SAN FRANCISCO

St Country セ

ON CA lIJ7C6

OH US 44094

NC US 28086

VA US 24598

TX US 75757

PA US 19606

OH US 45365

NE US 68845

NE US 68845

CA US 91701

FL US 33134

NY US 10150

TX US 77905

CA US 94595

MT US 59070

NY US 11724

WA US 98296

GA US 30604

CA US 92677

OR US 97404

NE US 68138

MN US 55364

FL US 33308

CA US 94115

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 9 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 10 of 10

EXHIBIT 3

Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 1 of 4

UNITED STATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

--------_____________________ x

THE BOARD OF TRUSTEES OF THE Civil Action No 09-cv-09333-KBF

OPERA TING ENGINEERS PENSION

TRUST on Behalf of Itself and All Others CLASS ACTION

Similarly Situated [PROPOSES] ORDER A WARDING

Plaintiffs ATTORNEYS FEES EXPENSES AND

CASE CONTRIBUTION A WARD TO LEAD

vs PLAINTIFF

JPMORGAN CHASE BANK NATIONAL

ASSOCIATIOt USDCSDNY

DOCUMENTDefendant

ELECTRONICALLY FILED ---------------- x DOC

DATE f M i l M e M d セ ャ エ i o B B B v エ M R B B G エ M ョ M B G Q G Q Q R P セ Q M S

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 1 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 2 of 4

This matter having come before the Court on November 19 2013 on the motion of Lead

Counsel for an award ofattorneys fees and expenses in the litigation and a case contribution award

to Lead Plaintiff the Court having considered all papers filed and proceedings condueted herein

having found the settlement of this Action to be fair reasonable and adequate and otherwise being

fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by referenee the definitions in the Stipulation of Settlement

dated August 16 2013 and all capitalized terms used but not defined herein shall have the same

meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto ineluding all members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount ofS47702453 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-reeovery method

4 The fees and expenses shall be allocated among Plaintiffs Counsel in a manner

which in Lead Counsels good-faith judgment ret1ects each such counsels contribution to the

institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Lead Counsel subject to the terms conditions and obligations of the

- 1 shy

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 2 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 3 of 4

Stipulation and in particular セ Q R R thereof which terms conditions and obligations are incorporated

herein

6 The Court hereby awards Lead Plaintiff Board ofTrustees of the Operating Engineers

Pension Trust $25000 for its time and expense in representing the Class This case contribution

award shall be paid to Lead Plaintiff on or after the Effective Date subject to the terms conditions

and obligations of the Stipulation and in particular セ R S thereof which terms conditions and

obligations are incorporated herein

IT IS SO ORDERED

THE HONORABLE KATHERINE B FORREST

UNITED STATES DISTRICT JUDGE

- 2

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 3 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 4 of 4

EXHIBIT 4

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 1 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

CITILINE HOLDINGS INC Individually Civil Action No 108-cv-03612-RJS and On Behalf of All Others Similarly Situated (Consolidated)

Plaintiff CLASS ACTION

vs

ISTAR FINANCIAL INC et al

Defendants

x

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

E Albdquo

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 2 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 2 of 3

This matter having come before the Court on April 5 2013 on the motion of Co-Lead

Counsel for an award of attorneys fees and expenses in the Litigation the Court having considered

all papers filed and proceedings conducted herein having found the settlement of this action to be

fair reasonable and adequate and otherwise being fully informed in the premises and good cause

appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 5 2012 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Co-Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount of $23490171 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among Lead Plaintiffs counsel in a manner

which in Co-Lead Counsels good-faith judgment reflects each such counsels contribution to the

institution prosecution and resolution of the Litigation

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 3 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 3 of 3

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Co-Lead Counsel subject to the terms conditions and obligations of the

Stipulation and in particular para62-63 thereof which terms conditions and obligations are

incorporated herein

SO ORDERED

-2-

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 4 of 4

EXHIBIT 5

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 1 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 1 of 4

UNITED ST ATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

In re SANOFI-AVENTIS SECURITIES

LITIGATION

This Document Relates To

ALL ACTIONS

---middotmiddotmiddot-----middot--------x

i

11

middot middot FlLBD I l

JAN 2 2QJ4-~ Civil Action No 107tv-10279-GBD

CLASS ACTION f middot middot

ECFCASE

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND AN

AWARD TO PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

903068_ l

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 2 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 2 of 4

This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 3 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 3 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 48: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

Fund or any portion thereof is returned to Defendants then this Judgment shall be rendered null and

void to the extent provided by and in accordance with the Stipulation and shall be vacated and in

such event all orders entered and releases delivered in connection herewith shall be null and void to

the extent provided by and in accordance with the StipUlation

23 Without further order of the Court the Settling Parties may agree to reasonable

extensions of time to carry out any of the provisions of the Stipulation

24 The Court finds that during the course of the Action the Settling Parties and their

respective counsel at all times complied with the requirements of Rule 11 of the Federal Rules of

Civil Procedure

25 The Court directs immediate entry of this Final Judgment by the Clerk ofthe Court

DATED Ok 10 2 TEO aRABLE HAROLD A R JR

UNITED STATES DISTRICT JUDGE

- 8 shy

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 8 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 9 of 10

EXHIBIT A

BLACKSTONE LIST OF EXCLUSIONS

Name

1 lINA HU

2 ESTATE OF ANTHONY J FABEC

3 WILLIAM PATTERSON

4 MARY AN N SHOTWELL

5 RICHARD A LEWIS

6 JOHN MERCADENTE JR

7 DOUGLAS BARHORST

8 PATRICIA G NORMAN

9 ESTATE OF RICHARD A NORMAN

10 ROBERT W DUER

11 ANIBAL MARRERO

12 RUSS D SONNIER

13 MARCUS E ampJOANNE R NORTH

14 SUZANNE EMETAROM

15 WILLIAM W amp FRANCES E MAIN

16 ANTHONY BRIENZA

17 SHU HAO HUANG

18 KENNETH 0 PARRIS

19 DUFF S MCEVERS

20 SHERRIE L FRANTZ

21 DEBBIE CRINK

22 MARK A SUMMERS

23 PAULINE MEYEROWITZ

24 ANDREW WAHL

City

OSHAWA

WILLOUGHBY HILLS

KINGS MOUNTAIN

VIRGILINA

BULLARD

READING

SIDNEY

KEARNEY

KEARNEY

ALTA LOMA

CORAL GABLES

NEW YORK

VICTORIA

WALNUT CREEK

ROBERTS

COLD SPRING HARBOR

SNOHOMISH

ATHENS

LAGUNA NIGUEL

EUGENE

OMAHA

MINNETRISTA

FT LAUDERDALE

SAN FRANCISCO

St Country セ

ON CA lIJ7C6

OH US 44094

NC US 28086

VA US 24598

TX US 75757

PA US 19606

OH US 45365

NE US 68845

NE US 68845

CA US 91701

FL US 33134

NY US 10150

TX US 77905

CA US 94595

MT US 59070

NY US 11724

WA US 98296

GA US 30604

CA US 92677

OR US 97404

NE US 68138

MN US 55364

FL US 33308

CA US 94115

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 9 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 10 of 10

EXHIBIT 3

Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 1 of 4

UNITED STATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

--------_____________________ x

THE BOARD OF TRUSTEES OF THE Civil Action No 09-cv-09333-KBF

OPERA TING ENGINEERS PENSION

TRUST on Behalf of Itself and All Others CLASS ACTION

Similarly Situated [PROPOSES] ORDER A WARDING

Plaintiffs ATTORNEYS FEES EXPENSES AND

CASE CONTRIBUTION A WARD TO LEAD

vs PLAINTIFF

JPMORGAN CHASE BANK NATIONAL

ASSOCIATIOt USDCSDNY

DOCUMENTDefendant

ELECTRONICALLY FILED ---------------- x DOC

DATE f M i l M e M d セ ャ エ i o B B B v エ M R B B G エ M ョ M B G Q G Q Q R P セ Q M S

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 1 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 2 of 4

This matter having come before the Court on November 19 2013 on the motion of Lead

Counsel for an award ofattorneys fees and expenses in the litigation and a case contribution award

to Lead Plaintiff the Court having considered all papers filed and proceedings condueted herein

having found the settlement of this Action to be fair reasonable and adequate and otherwise being

fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by referenee the definitions in the Stipulation of Settlement

dated August 16 2013 and all capitalized terms used but not defined herein shall have the same

meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto ineluding all members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount ofS47702453 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-reeovery method

4 The fees and expenses shall be allocated among Plaintiffs Counsel in a manner

which in Lead Counsels good-faith judgment ret1ects each such counsels contribution to the

institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Lead Counsel subject to the terms conditions and obligations of the

- 1 shy

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 2 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 3 of 4

Stipulation and in particular セ Q R R thereof which terms conditions and obligations are incorporated

herein

6 The Court hereby awards Lead Plaintiff Board ofTrustees of the Operating Engineers

Pension Trust $25000 for its time and expense in representing the Class This case contribution

award shall be paid to Lead Plaintiff on or after the Effective Date subject to the terms conditions

and obligations of the Stipulation and in particular セ R S thereof which terms conditions and

obligations are incorporated herein

IT IS SO ORDERED

THE HONORABLE KATHERINE B FORREST

UNITED STATES DISTRICT JUDGE

- 2

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 3 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 4 of 4

EXHIBIT 4

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 1 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

CITILINE HOLDINGS INC Individually Civil Action No 108-cv-03612-RJS and On Behalf of All Others Similarly Situated (Consolidated)

Plaintiff CLASS ACTION

vs

ISTAR FINANCIAL INC et al

Defendants

x

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

E Albdquo

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 2 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 2 of 3

This matter having come before the Court on April 5 2013 on the motion of Co-Lead

Counsel for an award of attorneys fees and expenses in the Litigation the Court having considered

all papers filed and proceedings conducted herein having found the settlement of this action to be

fair reasonable and adequate and otherwise being fully informed in the premises and good cause

appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 5 2012 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Co-Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount of $23490171 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among Lead Plaintiffs counsel in a manner

which in Co-Lead Counsels good-faith judgment reflects each such counsels contribution to the

institution prosecution and resolution of the Litigation

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 3 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 3 of 3

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Co-Lead Counsel subject to the terms conditions and obligations of the

Stipulation and in particular para62-63 thereof which terms conditions and obligations are

incorporated herein

SO ORDERED

-2-

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 4 of 4

EXHIBIT 5

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 1 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 1 of 4

UNITED ST ATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

In re SANOFI-AVENTIS SECURITIES

LITIGATION

This Document Relates To

ALL ACTIONS

---middotmiddotmiddot-----middot--------x

i

11

middot middot FlLBD I l

JAN 2 2QJ4-~ Civil Action No 107tv-10279-GBD

CLASS ACTION f middot middot

ECFCASE

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND AN

AWARD TO PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

903068_ l

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 2 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 2 of 4

This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 3 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 3 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 49: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

EXHIBIT A

BLACKSTONE LIST OF EXCLUSIONS

Name

1 lINA HU

2 ESTATE OF ANTHONY J FABEC

3 WILLIAM PATTERSON

4 MARY AN N SHOTWELL

5 RICHARD A LEWIS

6 JOHN MERCADENTE JR

7 DOUGLAS BARHORST

8 PATRICIA G NORMAN

9 ESTATE OF RICHARD A NORMAN

10 ROBERT W DUER

11 ANIBAL MARRERO

12 RUSS D SONNIER

13 MARCUS E ampJOANNE R NORTH

14 SUZANNE EMETAROM

15 WILLIAM W amp FRANCES E MAIN

16 ANTHONY BRIENZA

17 SHU HAO HUANG

18 KENNETH 0 PARRIS

19 DUFF S MCEVERS

20 SHERRIE L FRANTZ

21 DEBBIE CRINK

22 MARK A SUMMERS

23 PAULINE MEYEROWITZ

24 ANDREW WAHL

City

OSHAWA

WILLOUGHBY HILLS

KINGS MOUNTAIN

VIRGILINA

BULLARD

READING

SIDNEY

KEARNEY

KEARNEY

ALTA LOMA

CORAL GABLES

NEW YORK

VICTORIA

WALNUT CREEK

ROBERTS

COLD SPRING HARBOR

SNOHOMISH

ATHENS

LAGUNA NIGUEL

EUGENE

OMAHA

MINNETRISTA

FT LAUDERDALE

SAN FRANCISCO

St Country セ

ON CA lIJ7C6

OH US 44094

NC US 28086

VA US 24598

TX US 75757

PA US 19606

OH US 45365

NE US 68845

NE US 68845

CA US 91701

FL US 33134

NY US 10150

TX US 77905

CA US 94595

MT US 59070

NY US 11724

WA US 98296

GA US 30604

CA US 92677

OR US 97404

NE US 68138

MN US 55364

FL US 33308

CA US 94115

Case 108-cv-03601-HB-FM Document 191 Filed 121813 Page 9 of 9Case 116-cv-03925-LLS Document 57-2 Filed 092217 Page 10 of 10

EXHIBIT 3

Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 1 of 4

UNITED STATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

--------_____________________ x

THE BOARD OF TRUSTEES OF THE Civil Action No 09-cv-09333-KBF

OPERA TING ENGINEERS PENSION

TRUST on Behalf of Itself and All Others CLASS ACTION

Similarly Situated [PROPOSES] ORDER A WARDING

Plaintiffs ATTORNEYS FEES EXPENSES AND

CASE CONTRIBUTION A WARD TO LEAD

vs PLAINTIFF

JPMORGAN CHASE BANK NATIONAL

ASSOCIATIOt USDCSDNY

DOCUMENTDefendant

ELECTRONICALLY FILED ---------------- x DOC

DATE f M i l M e M d セ ャ エ i o B B B v エ M R B B G エ M ョ M B G Q G Q Q R P セ Q M S

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 1 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 2 of 4

This matter having come before the Court on November 19 2013 on the motion of Lead

Counsel for an award ofattorneys fees and expenses in the litigation and a case contribution award

to Lead Plaintiff the Court having considered all papers filed and proceedings condueted herein

having found the settlement of this Action to be fair reasonable and adequate and otherwise being

fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by referenee the definitions in the Stipulation of Settlement

dated August 16 2013 and all capitalized terms used but not defined herein shall have the same

meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto ineluding all members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount ofS47702453 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-reeovery method

4 The fees and expenses shall be allocated among Plaintiffs Counsel in a manner

which in Lead Counsels good-faith judgment ret1ects each such counsels contribution to the

institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Lead Counsel subject to the terms conditions and obligations of the

- 1 shy

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 2 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 3 of 4

Stipulation and in particular セ Q R R thereof which terms conditions and obligations are incorporated

herein

6 The Court hereby awards Lead Plaintiff Board ofTrustees of the Operating Engineers

Pension Trust $25000 for its time and expense in representing the Class This case contribution

award shall be paid to Lead Plaintiff on or after the Effective Date subject to the terms conditions

and obligations of the Stipulation and in particular セ R S thereof which terms conditions and

obligations are incorporated herein

IT IS SO ORDERED

THE HONORABLE KATHERINE B FORREST

UNITED STATES DISTRICT JUDGE

- 2

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 3 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 4 of 4

EXHIBIT 4

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 1 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

CITILINE HOLDINGS INC Individually Civil Action No 108-cv-03612-RJS and On Behalf of All Others Similarly Situated (Consolidated)

Plaintiff CLASS ACTION

vs

ISTAR FINANCIAL INC et al

Defendants

x

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

E Albdquo

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 2 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 2 of 3

This matter having come before the Court on April 5 2013 on the motion of Co-Lead

Counsel for an award of attorneys fees and expenses in the Litigation the Court having considered

all papers filed and proceedings conducted herein having found the settlement of this action to be

fair reasonable and adequate and otherwise being fully informed in the premises and good cause

appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 5 2012 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Co-Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount of $23490171 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among Lead Plaintiffs counsel in a manner

which in Co-Lead Counsels good-faith judgment reflects each such counsels contribution to the

institution prosecution and resolution of the Litigation

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 3 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 3 of 3

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Co-Lead Counsel subject to the terms conditions and obligations of the

Stipulation and in particular para62-63 thereof which terms conditions and obligations are

incorporated herein

SO ORDERED

-2-

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 4 of 4

EXHIBIT 5

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 1 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 1 of 4

UNITED ST ATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

In re SANOFI-AVENTIS SECURITIES

LITIGATION

This Document Relates To

ALL ACTIONS

---middotmiddotmiddot-----middot--------x

i

11

middot middot FlLBD I l

JAN 2 2QJ4-~ Civil Action No 107tv-10279-GBD

CLASS ACTION f middot middot

ECFCASE

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND AN

AWARD TO PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

903068_ l

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 2 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 2 of 4

This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 3 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 3 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 50: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

EXHIBIT 3

Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 1 of 4

UNITED STATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

--------_____________________ x

THE BOARD OF TRUSTEES OF THE Civil Action No 09-cv-09333-KBF

OPERA TING ENGINEERS PENSION

TRUST on Behalf of Itself and All Others CLASS ACTION

Similarly Situated [PROPOSES] ORDER A WARDING

Plaintiffs ATTORNEYS FEES EXPENSES AND

CASE CONTRIBUTION A WARD TO LEAD

vs PLAINTIFF

JPMORGAN CHASE BANK NATIONAL

ASSOCIATIOt USDCSDNY

DOCUMENTDefendant

ELECTRONICALLY FILED ---------------- x DOC

DATE f M i l M e M d セ ャ エ i o B B B v エ M R B B G エ M ョ M B G Q G Q Q R P セ Q M S

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 1 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 2 of 4

This matter having come before the Court on November 19 2013 on the motion of Lead

Counsel for an award ofattorneys fees and expenses in the litigation and a case contribution award

to Lead Plaintiff the Court having considered all papers filed and proceedings condueted herein

having found the settlement of this Action to be fair reasonable and adequate and otherwise being

fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by referenee the definitions in the Stipulation of Settlement

dated August 16 2013 and all capitalized terms used but not defined herein shall have the same

meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto ineluding all members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount ofS47702453 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-reeovery method

4 The fees and expenses shall be allocated among Plaintiffs Counsel in a manner

which in Lead Counsels good-faith judgment ret1ects each such counsels contribution to the

institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Lead Counsel subject to the terms conditions and obligations of the

- 1 shy

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 2 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 3 of 4

Stipulation and in particular セ Q R R thereof which terms conditions and obligations are incorporated

herein

6 The Court hereby awards Lead Plaintiff Board ofTrustees of the Operating Engineers

Pension Trust $25000 for its time and expense in representing the Class This case contribution

award shall be paid to Lead Plaintiff on or after the Effective Date subject to the terms conditions

and obligations of the Stipulation and in particular セ R S thereof which terms conditions and

obligations are incorporated herein

IT IS SO ORDERED

THE HONORABLE KATHERINE B FORREST

UNITED STATES DISTRICT JUDGE

- 2

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 3 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 4 of 4

EXHIBIT 4

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 1 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

CITILINE HOLDINGS INC Individually Civil Action No 108-cv-03612-RJS and On Behalf of All Others Similarly Situated (Consolidated)

Plaintiff CLASS ACTION

vs

ISTAR FINANCIAL INC et al

Defendants

x

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

E Albdquo

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 2 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 2 of 3

This matter having come before the Court on April 5 2013 on the motion of Co-Lead

Counsel for an award of attorneys fees and expenses in the Litigation the Court having considered

all papers filed and proceedings conducted herein having found the settlement of this action to be

fair reasonable and adequate and otherwise being fully informed in the premises and good cause

appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 5 2012 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Co-Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount of $23490171 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among Lead Plaintiffs counsel in a manner

which in Co-Lead Counsels good-faith judgment reflects each such counsels contribution to the

institution prosecution and resolution of the Litigation

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 3 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 3 of 3

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Co-Lead Counsel subject to the terms conditions and obligations of the

Stipulation and in particular para62-63 thereof which terms conditions and obligations are

incorporated herein

SO ORDERED

-2-

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 4 of 4

EXHIBIT 5

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 1 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 1 of 4

UNITED ST ATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

In re SANOFI-AVENTIS SECURITIES

LITIGATION

This Document Relates To

ALL ACTIONS

---middotmiddotmiddot-----middot--------x

i

11

middot middot FlLBD I l

JAN 2 2QJ4-~ Civil Action No 107tv-10279-GBD

CLASS ACTION f middot middot

ECFCASE

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND AN

AWARD TO PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

903068_ l

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 2 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 2 of 4

This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 3 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 3 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 51: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

UNITED STATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

--------_____________________ x

THE BOARD OF TRUSTEES OF THE Civil Action No 09-cv-09333-KBF

OPERA TING ENGINEERS PENSION

TRUST on Behalf of Itself and All Others CLASS ACTION

Similarly Situated [PROPOSES] ORDER A WARDING

Plaintiffs ATTORNEYS FEES EXPENSES AND

CASE CONTRIBUTION A WARD TO LEAD

vs PLAINTIFF

JPMORGAN CHASE BANK NATIONAL

ASSOCIATIOt USDCSDNY

DOCUMENTDefendant

ELECTRONICALLY FILED ---------------- x DOC

DATE f M i l M e M d セ ャ エ i o B B B v エ M R B B G エ M ョ M B G Q G Q Q R P セ Q M S

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 1 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 2 of 4

This matter having come before the Court on November 19 2013 on the motion of Lead

Counsel for an award ofattorneys fees and expenses in the litigation and a case contribution award

to Lead Plaintiff the Court having considered all papers filed and proceedings condueted herein

having found the settlement of this Action to be fair reasonable and adequate and otherwise being

fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by referenee the definitions in the Stipulation of Settlement

dated August 16 2013 and all capitalized terms used but not defined herein shall have the same

meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto ineluding all members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount ofS47702453 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-reeovery method

4 The fees and expenses shall be allocated among Plaintiffs Counsel in a manner

which in Lead Counsels good-faith judgment ret1ects each such counsels contribution to the

institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Lead Counsel subject to the terms conditions and obligations of the

- 1 shy

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 2 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 3 of 4

Stipulation and in particular セ Q R R thereof which terms conditions and obligations are incorporated

herein

6 The Court hereby awards Lead Plaintiff Board ofTrustees of the Operating Engineers

Pension Trust $25000 for its time and expense in representing the Class This case contribution

award shall be paid to Lead Plaintiff on or after the Effective Date subject to the terms conditions

and obligations of the Stipulation and in particular セ R S thereof which terms conditions and

obligations are incorporated herein

IT IS SO ORDERED

THE HONORABLE KATHERINE B FORREST

UNITED STATES DISTRICT JUDGE

- 2

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 3 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 4 of 4

EXHIBIT 4

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 1 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

CITILINE HOLDINGS INC Individually Civil Action No 108-cv-03612-RJS and On Behalf of All Others Similarly Situated (Consolidated)

Plaintiff CLASS ACTION

vs

ISTAR FINANCIAL INC et al

Defendants

x

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

E Albdquo

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 2 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 2 of 3

This matter having come before the Court on April 5 2013 on the motion of Co-Lead

Counsel for an award of attorneys fees and expenses in the Litigation the Court having considered

all papers filed and proceedings conducted herein having found the settlement of this action to be

fair reasonable and adequate and otherwise being fully informed in the premises and good cause

appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 5 2012 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Co-Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount of $23490171 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among Lead Plaintiffs counsel in a manner

which in Co-Lead Counsels good-faith judgment reflects each such counsels contribution to the

institution prosecution and resolution of the Litigation

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 3 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 3 of 3

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Co-Lead Counsel subject to the terms conditions and obligations of the

Stipulation and in particular para62-63 thereof which terms conditions and obligations are

incorporated herein

SO ORDERED

-2-

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 4 of 4

EXHIBIT 5

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 1 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 1 of 4

UNITED ST ATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

In re SANOFI-AVENTIS SECURITIES

LITIGATION

This Document Relates To

ALL ACTIONS

---middotmiddotmiddot-----middot--------x

i

11

middot middot FlLBD I l

JAN 2 2QJ4-~ Civil Action No 107tv-10279-GBD

CLASS ACTION f middot middot

ECFCASE

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND AN

AWARD TO PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

903068_ l

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 2 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 2 of 4

This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 3 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 3 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 52: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

This matter having come before the Court on November 19 2013 on the motion of Lead

Counsel for an award ofattorneys fees and expenses in the litigation and a case contribution award

to Lead Plaintiff the Court having considered all papers filed and proceedings condueted herein

having found the settlement of this Action to be fair reasonable and adequate and otherwise being

fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by referenee the definitions in the Stipulation of Settlement

dated August 16 2013 and all capitalized terms used but not defined herein shall have the same

meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto ineluding all members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount ofS47702453 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-reeovery method

4 The fees and expenses shall be allocated among Plaintiffs Counsel in a manner

which in Lead Counsels good-faith judgment ret1ects each such counsels contribution to the

institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Lead Counsel subject to the terms conditions and obligations of the

- 1 shy

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 2 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 3 of 4

Stipulation and in particular セ Q R R thereof which terms conditions and obligations are incorporated

herein

6 The Court hereby awards Lead Plaintiff Board ofTrustees of the Operating Engineers

Pension Trust $25000 for its time and expense in representing the Class This case contribution

award shall be paid to Lead Plaintiff on or after the Effective Date subject to the terms conditions

and obligations of the Stipulation and in particular セ R S thereof which terms conditions and

obligations are incorporated herein

IT IS SO ORDERED

THE HONORABLE KATHERINE B FORREST

UNITED STATES DISTRICT JUDGE

- 2

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 3 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 4 of 4

EXHIBIT 4

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 1 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

CITILINE HOLDINGS INC Individually Civil Action No 108-cv-03612-RJS and On Behalf of All Others Similarly Situated (Consolidated)

Plaintiff CLASS ACTION

vs

ISTAR FINANCIAL INC et al

Defendants

x

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

E Albdquo

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 2 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 2 of 3

This matter having come before the Court on April 5 2013 on the motion of Co-Lead

Counsel for an award of attorneys fees and expenses in the Litigation the Court having considered

all papers filed and proceedings conducted herein having found the settlement of this action to be

fair reasonable and adequate and otherwise being fully informed in the premises and good cause

appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 5 2012 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Co-Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount of $23490171 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among Lead Plaintiffs counsel in a manner

which in Co-Lead Counsels good-faith judgment reflects each such counsels contribution to the

institution prosecution and resolution of the Litigation

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 3 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 3 of 3

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Co-Lead Counsel subject to the terms conditions and obligations of the

Stipulation and in particular para62-63 thereof which terms conditions and obligations are

incorporated herein

SO ORDERED

-2-

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 4 of 4

EXHIBIT 5

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 1 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 1 of 4

UNITED ST ATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

In re SANOFI-AVENTIS SECURITIES

LITIGATION

This Document Relates To

ALL ACTIONS

---middotmiddotmiddot-----middot--------x

i

11

middot middot FlLBD I l

JAN 2 2QJ4-~ Civil Action No 107tv-10279-GBD

CLASS ACTION f middot middot

ECFCASE

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND AN

AWARD TO PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

903068_ l

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 2 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 2 of 4

This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 3 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 3 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 53: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

Stipulation and in particular セ Q R R thereof which terms conditions and obligations are incorporated

herein

6 The Court hereby awards Lead Plaintiff Board ofTrustees of the Operating Engineers

Pension Trust $25000 for its time and expense in representing the Class This case contribution

award shall be paid to Lead Plaintiff on or after the Effective Date subject to the terms conditions

and obligations of the Stipulation and in particular セ R S thereof which terms conditions and

obligations are incorporated herein

IT IS SO ORDERED

THE HONORABLE KATHERINE B FORREST

UNITED STATES DISTRICT JUDGE

- 2

Case 109-cv-09333-KBF Document 159 Filed 112013 Page 3 of 4Case 116-cv-03925-LLS Document 57-3 Filed 092217 Page 4 of 4

EXHIBIT 4

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 1 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

CITILINE HOLDINGS INC Individually Civil Action No 108-cv-03612-RJS and On Behalf of All Others Similarly Situated (Consolidated)

Plaintiff CLASS ACTION

vs

ISTAR FINANCIAL INC et al

Defendants

x

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

E Albdquo

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 2 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 2 of 3

This matter having come before the Court on April 5 2013 on the motion of Co-Lead

Counsel for an award of attorneys fees and expenses in the Litigation the Court having considered

all papers filed and proceedings conducted herein having found the settlement of this action to be

fair reasonable and adequate and otherwise being fully informed in the premises and good cause

appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 5 2012 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Co-Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount of $23490171 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among Lead Plaintiffs counsel in a manner

which in Co-Lead Counsels good-faith judgment reflects each such counsels contribution to the

institution prosecution and resolution of the Litigation

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 3 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 3 of 3

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Co-Lead Counsel subject to the terms conditions and obligations of the

Stipulation and in particular para62-63 thereof which terms conditions and obligations are

incorporated herein

SO ORDERED

-2-

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 4 of 4

EXHIBIT 5

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 1 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 1 of 4

UNITED ST ATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

In re SANOFI-AVENTIS SECURITIES

LITIGATION

This Document Relates To

ALL ACTIONS

---middotmiddotmiddot-----middot--------x

i

11

middot middot FlLBD I l

JAN 2 2QJ4-~ Civil Action No 107tv-10279-GBD

CLASS ACTION f middot middot

ECFCASE

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND AN

AWARD TO PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

903068_ l

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 2 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 2 of 4

This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 3 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 3 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 54: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

EXHIBIT 4

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 1 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

CITILINE HOLDINGS INC Individually Civil Action No 108-cv-03612-RJS and On Behalf of All Others Similarly Situated (Consolidated)

Plaintiff CLASS ACTION

vs

ISTAR FINANCIAL INC et al

Defendants

x

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

E Albdquo

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 2 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 2 of 3

This matter having come before the Court on April 5 2013 on the motion of Co-Lead

Counsel for an award of attorneys fees and expenses in the Litigation the Court having considered

all papers filed and proceedings conducted herein having found the settlement of this action to be

fair reasonable and adequate and otherwise being fully informed in the premises and good cause

appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 5 2012 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Co-Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount of $23490171 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among Lead Plaintiffs counsel in a manner

which in Co-Lead Counsels good-faith judgment reflects each such counsels contribution to the

institution prosecution and resolution of the Litigation

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 3 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 3 of 3

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Co-Lead Counsel subject to the terms conditions and obligations of the

Stipulation and in particular para62-63 thereof which terms conditions and obligations are

incorporated herein

SO ORDERED

-2-

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 4 of 4

EXHIBIT 5

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 1 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 1 of 4

UNITED ST ATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

In re SANOFI-AVENTIS SECURITIES

LITIGATION

This Document Relates To

ALL ACTIONS

---middotmiddotmiddot-----middot--------x

i

11

middot middot FlLBD I l

JAN 2 2QJ4-~ Civil Action No 107tv-10279-GBD

CLASS ACTION f middot middot

ECFCASE

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND AN

AWARD TO PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

903068_ l

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 2 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 2 of 4

This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 3 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 3 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 55: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

CITILINE HOLDINGS INC Individually Civil Action No 108-cv-03612-RJS and On Behalf of All Others Similarly Situated (Consolidated)

Plaintiff CLASS ACTION

vs

ISTAR FINANCIAL INC et al

Defendants

x

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

E Albdquo

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 2 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 2 of 3

This matter having come before the Court on April 5 2013 on the motion of Co-Lead

Counsel for an award of attorneys fees and expenses in the Litigation the Court having considered

all papers filed and proceedings conducted herein having found the settlement of this action to be

fair reasonable and adequate and otherwise being fully informed in the premises and good cause

appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 5 2012 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Co-Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount of $23490171 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among Lead Plaintiffs counsel in a manner

which in Co-Lead Counsels good-faith judgment reflects each such counsels contribution to the

institution prosecution and resolution of the Litigation

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 3 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 3 of 3

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Co-Lead Counsel subject to the terms conditions and obligations of the

Stipulation and in particular para62-63 thereof which terms conditions and obligations are

incorporated herein

SO ORDERED

-2-

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 4 of 4

EXHIBIT 5

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 1 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 1 of 4

UNITED ST ATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

In re SANOFI-AVENTIS SECURITIES

LITIGATION

This Document Relates To

ALL ACTIONS

---middotmiddotmiddot-----middot--------x

i

11

middot middot FlLBD I l

JAN 2 2QJ4-~ Civil Action No 107tv-10279-GBD

CLASS ACTION f middot middot

ECFCASE

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND AN

AWARD TO PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

903068_ l

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 2 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 2 of 4

This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 3 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 3 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 56: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 2 of 3

This matter having come before the Court on April 5 2013 on the motion of Co-Lead

Counsel for an award of attorneys fees and expenses in the Litigation the Court having considered

all papers filed and proceedings conducted herein having found the settlement of this action to be

fair reasonable and adequate and otherwise being fully informed in the premises and good cause

appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 5 2012 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Co-Lead Counsel attorneys fees of 30 of the Settlement

Fund plus expenses in the amount of $23490171 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount of fees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among Lead Plaintiffs counsel in a manner

which in Co-Lead Counsels good-faith judgment reflects each such counsels contribution to the

institution prosecution and resolution of the Litigation

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 3 of 4

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 3 of 3

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Co-Lead Counsel subject to the terms conditions and obligations of the

Stipulation and in particular para62-63 thereof which terms conditions and obligations are

incorporated herein

SO ORDERED

-2-

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 4 of 4

EXHIBIT 5

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 1 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 1 of 4

UNITED ST ATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

In re SANOFI-AVENTIS SECURITIES

LITIGATION

This Document Relates To

ALL ACTIONS

---middotmiddotmiddot-----middot--------x

i

11

middot middot FlLBD I l

JAN 2 2QJ4-~ Civil Action No 107tv-10279-GBD

CLASS ACTION f middot middot

ECFCASE

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND AN

AWARD TO PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

903068_ l

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 2 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 2 of 4

This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 3 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 3 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 57: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

Case 108-cv-03612-RJS Document 127 Filed 040513 Page 3 of 3

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Co-Lead Counsel subject to the terms conditions and obligations of the

Stipulation and in particular para62-63 thereof which terms conditions and obligations are

incorporated herein

SO ORDERED

-2-

Case 116-cv-03925-LLS Document 57-4 Filed 092217 Page 4 of 4

EXHIBIT 5

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 1 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 1 of 4

UNITED ST ATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

In re SANOFI-AVENTIS SECURITIES

LITIGATION

This Document Relates To

ALL ACTIONS

---middotmiddotmiddot-----middot--------x

i

11

middot middot FlLBD I l

JAN 2 2QJ4-~ Civil Action No 107tv-10279-GBD

CLASS ACTION f middot middot

ECFCASE

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND AN

AWARD TO PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

903068_ l

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 2 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 2 of 4

This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 3 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 3 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 58: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

EXHIBIT 5

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 1 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 1 of 4

UNITED ST ATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

In re SANOFI-AVENTIS SECURITIES

LITIGATION

This Document Relates To

ALL ACTIONS

---middotmiddotmiddot-----middot--------x

i

11

middot middot FlLBD I l

JAN 2 2QJ4-~ Civil Action No 107tv-10279-GBD

CLASS ACTION f middot middot

ECFCASE

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND AN

AWARD TO PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

903068_ l

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 2 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 2 of 4

This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 3 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 3 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

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TAE FA

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THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

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Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

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were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

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10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

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EXHIBIT 8

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UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

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THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

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fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

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EXHIBIT 9

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Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

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WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

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Page 59: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 1 of 4

UNITED ST ATES DISTRICT COURT

SOUTHERN DISTRICT OF NEW YORK

In re SANOFI-AVENTIS SECURITIES

LITIGATION

This Document Relates To

ALL ACTIONS

---middotmiddotmiddot-----middot--------x

i

11

middot middot FlLBD I l

JAN 2 2QJ4-~ Civil Action No 107tv-10279-GBD

CLASS ACTION f middot middot

ECFCASE

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND AN

AWARD TO PLAINTIFFS PURSUANT TO 15 USC sect78u-4(a)(4)

903068_ l

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This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

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Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

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EXHIBIT 6

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Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

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THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

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6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

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difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

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(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

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EXHIBIT 7

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OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

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THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

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were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

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10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

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EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 60: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 2 of 4

This matter having come before the Court on January 9 2014 on the motion of Class

Counsel for an award of attorneys fees and expenses and an award to Plaintiffs for time and

expenses incurred in the action the Court having considered all papers filed and proceedings

conducted herein having found the settlement of this action to be fair reasonable and adequate and

otherwise being fully informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 This Order incorporates by reference the definitions in the Settlement Agreement

dated September 19 2013 (the Stipulation) and all capitalized terms used but not defined herein

shall have the same meanings as set forth in the Stipulation

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Class who have not timely and validly requested

exclusion

3 The Court hereby awards Class Counsel attorneys fees of 275 of the Settlement

Fund plus expenses in the amount of $76966225 together with the interest earned on both amounts

for the same time period and at the same rate as that earned on the Settlement Fund until paid The

Court finds that the amount off ees awarded is appropriate and that the amount of fees awarded is

fair and reasonable under the percentage-of-recovery method

4 The fees and expenses shall be allocated among other counsel for any named plaintiff

or the Class in a manner which in Class Counsels good-faith judgment reflects each such counsels

contribution to the institution prosecution and resolution of the litigation

5 The awarded attorneys fees and expenses and interest earned thereon shall

immediately be paid to Class Counsel subject to the terms conditions and obligations of the

- 1 -903068_1

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 3 of 4

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 3 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 61: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

Case 107-cv-10279-GBD-FM Document 282 Filed 012214 Page 3 of 4

Stipulation and in particular ~7 2 thereof which terms conditions and obligations arc incorporated

herein

6 The Court finds that pursuant to 15 USC sect78u-4(a)(4) an award of$2868750 to

Hawaii Annuity Trust for Operating Engineers and $16300 to New England Carpenters Guaranteed

Annuity Fund is appropriate

7 The Court having reviewed the objection to the fee award filed by Jeffrey M Brown

finds that Mr Brown failed to establish he is a Member of the Class and thus lacks standing to

object Even if the Court were to consider the objection it is without merit and therefore overruled

in its entirety

IT IS SO ORDERED

DATED _I lEL~y-1_

903068_1

- 2 -

BLE GEORGE B DANIELS

TES DISTRICT JUDGE

Case 116-cv-03925-LLS Document 57-5 Filed 092217 Page 4 of 4

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 3 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 62: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

EXHIBIT 6

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 1 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 3 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 63: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 1 of 7 rre r 6 5

UNITED STATES DISTRICT COURT I

SOUTHERN DISTRICT OF NEW YORK r

x KEVIN CORN WELL Individually and On Behalf of All Others Similarly Situated

Plaintiff

vs

CREDIT SUISSE GROUP et al

Defendants

x

Civil Action No 08-cv-03758(VM) (Consolidated)

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES

IJSDC SDNY

DOCUMENT

ELECTRONICALLY FILED

JOC

DATE FILED

635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 2 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 3 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 64: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 2 of 7

THIS MATTER having come before the Court on July 18 2011 on the motion of Lead

Plaintiffs counsel for an award of attorneys fees and expenses incurred in the Action the Court

having considered all papers filed and proceedings conducted herein having found the settlement of

the Action to be fair reasonable and adequate and otherwise being fully informed in the premises

and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated March 7 2011

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiffs are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gernert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa USA Inc 396 F3d 96 121 (2d Cir 2005)

4 Lead Plaintiffs counsel have moved for an award of attorneys fees of 275 of the

Settlement Fund plus interest

5 This Court adopts the percentage-of-recovery method of awarding fees in this case

and concludes that the percentage of the benefit is the proper method for awarding attorneys fees in

this case

-1- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 3 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 65: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 3 of 7

6 The Court hereby awards attorneys fees of 275 of the Settlement Fund plus

interest at the same rate as earned on the Settlement Fund The Court finds the fee award to be fair

and reasonable The Court further finds that a fee award of 275 of the Settlement Fund is

consistent with awards made in similar cases

7 Said fees shall be allocated among plaintiffs counsel by Co-Lead Counsel in manner

which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Action

8 The Court hereby awards expenses in an aggregate amount of $28507262 plus

interest

9 In making this award of attorneys fees and expenses to be paid from the Settlement

Fund the Court has considered each of the applicable factors set fort in Goldberger v Integrated

Res Inc 209 F3d 43 50 (2d Cir 2000) In evaluating the Goldberger factors the Court finds that

(a) Counsel for Lead Plaintiffs expended considerable effort and resources over

the course of the Action researching investigating and prosecuting Lead Plaintiffs claims Lead

Plaintiffs counsel have represented that they have reviewed tens of thousands of pages of

documents interviewed witnesses and opposed legally and factually complex motions to dismiss

The parties also engaged in settlement negotiations that lasted several months The services

provided by Lead Plaintiffs counsel were efficient and highly successful resulting in an outstanding

recovery for the Settlement Class without the substantial expense risk and delay of continued

litigation Such efficiency and effectiveness supports the requested fee percentage

(b) Cases brought under the federal securities laws are notably difficult and

notoriously uncertain In re AOL Time Warner Inc Sec amp ERISA Litig No MDL 1500 2006 US

Dist LEXIS 17588 at 31 (SDNY Apr 6 2006) [S]ecurities actions have become more

-2- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 4 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 66: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 4 of 7

difficult from a plaintiffs perspective in the wake of the PSLRA In re Ikon Office Solutions Inc

Sec Litig 194 FRD 166 194 (ED Pa 2000) Despite the novelty and difficulty of the issues

raised and the procedural posture of the case Lead Plaintiffs counsel secured an excellent result for

the Settlement Class

(c) The recovery obtained and the backgrounds of the lawyers involved in the

lawsuit are the best evidence that the quality of Lead Plaintiffs counsels representation of the

Settlement Class supports the requested fee Lead Plaintiffs counsel demonstrated that

notwithstanding the barriers erected by the PSLRA they would develop evidence to support a

convincing case Based upon Lead Plaintiffs counsels diligent efforts on behalf of the Settlement

Class as well as their skill and reputations Lead Plaintiffs counsel were able to negotiate a very

favorable result for the Settlement Class Lead Plaintiffs counsel are among the most experienced

and skilled practitioners in the securities litigation field and have unparalleled experience and

capabilities as preeminent class action specialists Their efforts in efficiently bringing the Action to

a successful conclusion against the Defendants are the best indicator of the experience and ability of

the attorneys involved In addition Defendants were represented by highly experienced lawyers

from a prominent firm The standing of opposing counsel should be weighed in determining the fee

because such standing reflects the challenge faced by plaintiffs attorneys The ability of Lead

Plaintiffs counsel to obtain such a favorable settlement for the Settlement Class in the face of such

formidable opposition confirms the superior quality of their representation and the reasonableness of

the fee request

(d) The requested fee of 275 of the settlement is within the range normally

awarded in cases of this nature

-3- 635891_1

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 5 of 6

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 67: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

Case 108-cv-03758-VM -JCF Document 117 Filed 072011 Page 5 of 7

(e) Public policy supports the requested fee because the private attorney general

role is vital to the continued enforcement and effectiveness of the Securities Acts Taft v

Ackermans No 02 Civ 7951(PKL) 2007 US Dist LEXIS 9144 at 33 (SDNY Jan 31 2007)

(citation omitted)

(f) Lead Plaintiffs counsels total lodestar is $404963150 A 275 fee

represents a multiplier of 47 Given the public policy and judicial economy interests that support

the expeditious settlement of cases Maley v Del Global Techs Corp 186 F Supp 2d 358 373

(SDNY 2002) the requested fee is reasonable

10 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Co-Lead Counsel from the Settlement Fund immediately after the date this Order is executed

subject to the terms conditions and obligations of the Settlement Agreement and in particular para62

thereof which terms conditions and obligations are incorporated herein

IT IS SO ORDERED

Dated New York NY THE1IONORABLE VICTOR MARRERO

2011 UNITED STATES DISTRICT JUDGE

-4- 635891_I

Case 116-cv-03925-LLS Document 57-6 Filed 092217 Page 6 of 6

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 68: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

EXHIBIT 7

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 1 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 69: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 1 of 5 PagelD 6572

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 1 of 5 PagelD 6562

OGk1JampSY UNITED STATES DISTRICT COURT EASTERN DISTRICT OF NEW YORK

x

MASSACHUSETTS BRICKLAYERS AND Civil Action No 208-cv-03 I78-LDW-ARL MASONS TRUST FUNDS Individually and On Behalf of All Others Similarly Situated CLASS ACTION

Plaintiff ORDER AWARDING LEAD COUNSEL ATTORNEYS FEES AND

vs LITIGATION EXPENSES

DEUTSCHE ALT-A SECURITIES INC et al

Defendants

mdashx

U S w-P14

TCO ~deg

zoIv 202

TAE FA

N

O~cFC

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 2 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 70: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 2 of 5 PagelD 6573

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 2 of 5 PagelD 6563

THIS MATTER having come before the Court on July II 2012 for a hearing to

determine among other things whether and in what amount to award Lead Counsel in the

above-captioned consolidated securities class action (the Litigation) fees and litigation

expenses and Lead Plaintiffs expenses relating to representation of the Settlement Class The

Court having considered all matters submitted to it at the hearing and otherwise and it appearing

that a notice of the hearing substantially in the form approved by the Court (the Notice) was

mailed to all reasonably identified Persons who purchased or otherwise acquired Deutsche Alt-B

Securities Mortgage Loan Trust 2006-AB4 Mortgage Pass-Through Certificates andor Deutsche

Alt-A Securities Mortgage Loan Trust 2006-AR5 Mortgage Pass-Through Certificates during the

period between May 1 2006 through May 30 2007 inclusive and that a summary notice of the

hearing (the Summary Notice) substantially in the form approved by the Court was published

in Investors Business Daily and transmitted over PR Newswire and the Court having considered

and determined the fairness and reasonableness of the award of attorneys fees and litigation

expenses requested

NOW THEREFORE IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 The Court has jurisdiction over the subject matter of this Litigation and over all

parties to the Litigation including all Settlement Class Members and the Claims Administrator

2 All capitalized terms used herein have the meanings as set forth and defined in the

Stipulation and Agreement of Settlement (the Stipulation) dated as of March 15 2012

3 Notice of Lead Counsels motion for attorneys fees and payment of litigation

expenses was given to all Settlement Class Members who could be identified with reasonable

effort The form and method of notifying the Settlement Class of the motion for attorneys fees

and expenses met the requirements of Rules 23 and 54 of the Federal Rules of Civil Procedure

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 3 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 71: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 3 of 5 PagelD 6574

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 3 of 5 PagelD 6564

Section 27 of the Securities Act of I933 15 USC sect77z-1 (a)(3)(B) as amended by the Private

Securities Litigation Reform Act of 1995 (the PSLRA) due process and any other applicable

law constituted the best notice practicable under the circumstances and constituted due and

sufficient notice to all persons and entities entitled thereto

4 Lead Counsel is hereby awarded attorneys fees in the amount of $8612500 plus

interest at the same rate earned by the Gross Settlement Fund (or 265 of the Gross Settlement

Fund which includes interest earned thereon) and payment of litigation expenses in the amount

of $78920487 plus interest at the same rate earned by the Gross Settlement Fund which sums

the Court finds to be fair and reasonable

5 In accordance with 15 USC sect77z- I (a)(4) for their representation of the

Settlement Class Massachusetts Bricklayers and Masons Trust Funds is hereby awarded $9770

and Pipefitters Local 597 Retirement Fund is hereby awarded $2338758

6 The award of attorneys fees and litigation expenses may be paid to Lead Counsel

from the Gross Settlement Fund immediately upon entry of this Order subject to the terms

conditions and obligations of the Stipulation which terms conditions and obligations are

incorporated herein

7 In making this award of attorneys fees and litigation expenses to be paid from the

Gross Settlement Fund the Court has considered and found that

(a) The Settlement has created a fund of $325 million in cash and that

numerous Settlement Class Members who submit acceptable Proofs of Claim will benefit from

the Settlement created by the efforts of Lead Counsel

(b) The requested attorneys fees and payment of litigation expenses have

been reviewed and approved as fair and reasonable by Lead Plaintiffs institutional investors that

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 4 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 72: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 4 of 5 PagelD 6575

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 4 of 5 PagelD 6565

were directly involved in the prosecution and resolution of the Litigation and who have a

substantial interest in insuring that any fees paid to Lead Counsel are duly earned and not

excessive

(c) Notice was disseminated to putative Settlement Class Members stating

that Lead Counsel was moving for attorneys fees in an amount not to exceed 29 of the

Settlement Amount plus interest and payment of expenses incurred in connection with the

prosecution of this Litigation in an amount not to exceed $950000 plus interest and no

Settlement Class Member has filed an objection to the fees and expenses requested by Lead

Counsel

(d) Lead Counsel conducted the Litigation and achieved the Settlement with

skillful and diligent advocacy

(e) The Litigation involves complex factual and legal issues and in the

absence of settlement would involve lengthy proceedings whose resolution would be uncertain

(f) Lead Counsel has devoted more than 21000 hours with a lodestar value

of $876508875 to achieve the Settlement and

(g) The amount of attorneys fees awarded and litigation expenses paid from

the Gross Settlement Fund are fair and reasonable and consistent with awards in similar cases

8 Any appeal or any challenge affecting this Courts approval regarding any

attorneys fee and expense application shall in no way disturb or affect the finality of the

Judgment entered with respect to the Settlement

9 Exclusive jurisdiction is hereby retained over the subject matter of this Litigation

and over all parties to the Litigation including the administration and distribution of the Net

Settlement Fund to Settlement Class Members

-4-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 5 of 6

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 73: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

Case 208-cv-03178-LDW-ARL Document 147 Filed 071112 Page 5 of 5 PagelD 6576

Case 208-cv-03178-LDW-ARL Document 145-4 Filed 070312 Page 5 of 5 PagelD 6566

10 In the event that the Settlement is terminated or does not become Final or the

Effective Date does not occur in accordance with the terms of the Stipulation this order shall be

rendered null and void to the extent provided by the Stipulation and shall be vacated in

accordance with the Stipulation

IT IS SO ORDERED

DATED 1 7 1 9 1 ~~

Centr 1 Islip New York THlHON0RABLE LEONARD D WEB UNITED STATES DISTRICT JUDGE

-5-

Case 116-cv-03925-LLS Document 57-7 Filed 092217 Page 6 of 6

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 74: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

EXHIBIT 8

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 1 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 75: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 1 of 3

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

USDC SDI4Y

DOCUMENT

ELECIRONICALLY FILED

DOC - DATE FILED ( 1 2

x In re CIT GROUP INC SECURITIES LITIGATION

Master File No 108-cv-06613-BSJ-THK

CLASS ACTION

ORDER AWARDING ATTORNEYS FEES AND EXPENSES AND PLAINTIFFS EXPENSES PURSUANT TO

x 15 USC sect78u-4(a)(4) AND 15 USC sect77z-1(a)(4)

This Document Relates To

ALL ACTIONS

709269_1

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 2 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 76: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 2 of 3

THIS MATTER having come before the Court on June 13 2012 on the Motion of Lead

Counsel for an award of attorneys fees and expenses and plaintiffs expenses incurred in the

Litigation the Court having considered all papers filed and proceedings conducted herein having

found the settlement of this Litigation to be fair reasonable and adequate and otherwise being fully

informed in the premises and good cause appearing therefore

IT IS HEREBY ORDERED ADJUDGED AND DECREED that

1 All of the capitalized terms used herein shall have the same meanings as set forth in

the Settlement Agreement dated as of March 13 2012 (the Stipulation)

2 This Court has jurisdiction over the subject matter of this application and all matters

relating thereto including all Members of the Settlement Class who have not timely and validly

requested exclusion

3 Counsel for the Lead Plaintiff are entitled to a fee paid out of the common fund

created for the benefit of the Settlement Class Boeing Co v Van Gemert 444 US 472 478-79

(1980) In class action suits where a fund is recovered and fees are awarded therefrom by the court

the Supreme Court has indicated that computing fees as a percentage of the common fund recovered

is the proper approach Blum v Stenson 465 US 886 900 n16 (1984) The Second Circuit

recognizes the propriety of the percentage-of-the-fund method when awarding fees Wal-Mart

Stores Inc v Visa U SA Inc 396 F3d 96 121 (2d Cir 2005)

4 The Court has carefully considered the objection to Lead Counsels fee request

submitted by John D Leonard finds the objection to be without merit and hereby overrules the

objection

5 The Court hereby awards attorneys fees of 265 of the Settlement Amount plus

interest at the same rate as earned on the Settlement Fund The Court finds that a 265 fee award is

-1- 709269_I

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 3 of 4

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 77: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

Case 108-cv-06613-BSJ-DCF Document 184 Filed 061312 Page 3 of 3

fair and reasonable based on the circumstances of this case and the factors set forth in Goldberger v

Integrated Res Inc 209 F3d 43 50 (2d Cir 2000)

6 The fees awarded shall be allocated among counsel for plaintiffs by Lead Counsel in

a manner which in their good faith judgment reflects each counsels contribution to the institution

prosecution and resolution of the Litigation

7 The Court hereby awards plaintiffs counsels litigation expenses in the amount of

$114144932 plus interest at the same rate as earned on the Settlement Fund until paid

8 The awarded attorneys fees and expenses and interest earned thereon shall be paid

to Lead Counsel from the Settlement Fund immediately after the date this Order is executed subject

to the terms conditions and obligations of the Stipulation and in particular para72 thereof which

terms conditions and obligations are incorporated herein

9 Pursuant to 15 USC sect78u-4(a)(4) and 15 USC sect77z-1(a)(4) Lead Plaintiff is

hereby awarded the sum of $2542300 proposed class representative Road Carriers Local 707

Pension Fund is hereby awarded the sum of $586805 and proposed class representative Don

Pizzuti is hereby awarded the sum of $3000000 as reimbursement for time and expenses incurred in

this Litigation Such reimbursements are appropriate considering each of the foregoing plaintiffs

participation in the Litigation

IT IS SO ORDERED

DATED (D mdash02 mdash

Case 116-cv-03925-LLS Document 57-8 Filed 092217 Page 4 of 4

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 78: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

EXHIBIT 9

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 1 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 79: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 1 of 2ROBBINS GELLER RUDMA PAGE 0203

Case 1middot14-cv-01123-NRB Document 1401 el of 2

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK

-------------- セIn re INTERCEPT PHARMACEUTICALS INC SECURITIES LmGA TION

This Document Relates To

ALL ACTIONS

USDC SDiY

DOCUMENT

ELECTRONICALLY FILED

D6C ____ _---+--c-1----

DA TE FILED l () 11)

Civil Action No 1 14-cv-01123-NRB

CLASS ACTION

fPROPOSEDJORDER AWARDING REIMBURSEMENT OF EXPENSES TOPLAINTIBFSPURSUANTTO

-------------- x 15 USC sect78u-4(a)(4)

I l97($S_I

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 2 of 3

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3

Page 80: UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW … · 1308528_1 UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK x DONALD P. BOLAND and MARY A. BOLAND, Individually

Case 114-cv-01373-NRB Document 23 Filed 102016 Page 2 of 21-ACi t1303

Case 114~cv-01123-NRB Document 140-1 Filed 101916 Page 2 of 2

WHEREAS this matter having come before the Court on September 8 2016 on Lead

Counsels motion for an award of attorneys fees and expenses and award of Plaintiffs expenses

pursuant to 15 USC sect78u-4(a)(4) and

WHEREAS due to the inadvertence of Lead Counsel the [Proposed] Order Awarding

Attorneys Fees and Expenses did not include a provision for the award of expenses to Plaintiffs

pursuant to 15 USC sect78u-4(a)(4)

THEREFORE the Court now orders that pursuant to 15 USC sect78u-4(a)(4) Plainciffs

George Burton and Scot H Atwood are awarded tl1eir expenses directly relating to the representation

of the Class as follows $527500 to George Burton and $740125 to Scot H Atwood

IT IS SO ORDERED

DATED (J~ 28 UJamp I セ セ

UNITED STATES DISTRICT JUDGE

- 1 -1197655_1

Case 116-cv-03925-LLS Document 57-9 Filed 092217 Page 3 of 3