Register for free to join our community of investors and share your ideas. You will also get access to streaming quotes, interactive charts, trades, portfolio, live options flow and more tools.
Register for free to join our community of investors and share your ideas. You will also get access to streaming quotes, interactive charts, trades, portfolio, live options flow and more tools.
Correct, the only thing that matter now is CFC question 6 related to its decision
to deny the motion to dismiss Petitioners’ derivative claims:
The shares you bought in 2011 will have the same end result as the 2013 ones, as your initial thought as investor was a “net worth sweep” is not possible legal wise, so the perspective stay the same as long as you bought before the sweep, it doesn’t matter if you bought additional ones
it does however matter if you sold all and bought back all in 2018, although you still need to be compensated, but my guess is the relisting takes care of that relief total compensation for pre conservatorship will be imo in the $ 20.- range and the stock will be relisted for around $ 20.- that should give $ 40.- per share and is reasonable considering the decade old litigation (excluding the pre-2008 holders who are entitled to a lot more of course)
(All imo, this is NOT an investment advice)
you underestimate the problem, in order to solve something the problem doesn’t go away if the specific problem is not addressed in court, but it still remains a problem to solve the matter, in the lawsuits the 3th amendment is challenged, in order to rule if it was legal or illegal and facts must confirm the ruling, then the judge must know
1) Was there consent / or law requirements
2) Is the FHFA allowed to establish conservatorship per the law
3) Did the FHFA act outside their statute by implementing the 3th amendment
4) Was it logical that this 3th amendment was adopted
5) Did the FHFA make sure the companies are sound and solvent by adapting the 3th amendment
Then the BOD’s agreed to conservatorship and gave the FHFA their consent, this new obtained consent could only be only to act in the best interest of the shareholders as otherwise they would have breached their duty of candor so the FHFA and the FHFA-C can ONLY act in the best interest of the shareholders (regardless of HERA illegal can act in the best interest of FHFA) as otherwise they lack consent, and if there is no consent they cannot do it, so one way or the other we shareholders must know what the implied-in-fact contract contains in order to agree to void the claims or even proceed to recapitalization, was it legal or not ?
If found legal we need to see/hear the facts from the old BOD on consent
If found illegal damages must be paid
If found legal we are at the top of the iceberg
If found illegal it will be settled
two and three are already proven in th 5th circuit en banc and one is per the constitution a taking (Nondisclosure of facts/breach of BOD consent or breaching duty of candor by the old BOD)
Correct
Thanks Guido2
correct hold do not swap or sell and buy
Maybe you misunderstood,
The shares are all the same, if you bought after conservatorship you can expect the FHFA to release Fannie and Freddie so you have standing if they do not release, but everybody has standing as the 3th amendment is contrary to conservatorship statute
The companies agreed by consent to conservatorship so the FHFA Received the Fiduciary the BOD has towards shareholders, and because they are conservator they also must stabilize and put the companies in sound and solvent condition
Then we have a problem as the FHFA did not do what a conservator should have done “put in sound and solvent condition” they confiscated profits in perpetually instead
Then because they acted as receiver and not as conservator people bought preferred stock as when the companies would go down they still would receive their money, now logical the receivership mantra is stopped and the conservatorship is back again, with this conservatorship come duties and that is put in sound and solvent condition, this gives common stock valuation as it does to preferred too only with a max of par
The lawsuits Challenge a list of several pages and almost everything is covered we can think of right now
1) The FHFA put FnF into conservatorship on agreed consent, then the liquidation preference should be paid down but the companies are not allowed to do so per contract.
2) The FHFA acted as Receiver but their statute was conservatorship (see 5th circuit en banc)
3) 5 U.S.C. § 706(2)(C), (D), affords relief because FHFA exceeded its statutory conservator authority under 12 U.S.C. § 4617(b)(2)(D).
Etc etc etc
The statute of limitation are several, if you are an owner pre conservatorship you have standing, if you bought after the conservatorship you agreed to buy stock in in conservatorship companies, so it is depending on what they do and how they un-raffle the (temporary) conservatorship and if they do what a conservator should do(preserve and conserve), and it is depending on what plaintiffs ask for
The succession act is under fire, as HERA itself contains a lot of conflicts, how can you for instance “preserve and conserve” and act simultaneously in the best interest of the FHFA itself, then if right are received under the succession clause they better be legal and not conflict each other or they need to be withdrawn, and this is the issue in the lawsuits, so because you received rights it doesn’t mean you can act beyond your conservator statute, what obviously happened here
O R D E R
http://www.cafc.uscourts.gov/sites/default/files/opinions-orders/20-121.ORDER.6-18-2020_1605834.pdf
Fairholme Funds, Inc. et al. (collectively, “Fairholme”) and the United States separately petition pursuant to 28 Case: 20-121 Document: 18 Page: 2 Filed: 06/18/2020
FAIRHOLME FUNDS, INC. v. US 3 U.S.C. § 1292(d)(2) to appeal the interlocutory order certi-fied by the United States Court of Federal Claims. Both petitions are unopposed.
Owl Creek Asia I, L.P. et al.;
Ap-paloosa Investment Limited Partnership I et al.;
Akanthos Opportunity Fund, L.P.;
CSS, LLC; and
Mason Capital L.P. et al. (collectively, “Owl Creek”)
move for leave to file a brief amici curiae in support of neither party.
This court determines for itself whether it will grant permission to appeal an interlocutory order certified by a trial court. See In re Convertible Rowing Exerciser Patent Litig., 903 F.2d 822, 822 (Fed. Cir. 1990). We agree with the Claims Court and the parties that at least one of the issues raised by the certified order appears to satisfy the criteria set forth in § 1292(d) and warrants immediate re-view. We deem it proper to grant both petitions, leaving it ultimately up to the merits panel to decide what issues are appropriate to address on interlocutory appeal.
Accordingly,
IT IS ORDERED THAT:
(1) The petitions are granted. This case is transferred to the regular docket. The appeals will be consolidated. Fairholme’s appeal will be designated as the lead appeal, and the government’s appeal will be designated as a cross-appeal. Fairholme’s opening brief is due within 60 days of the date of filing of this order.
(2) Owl Creek’s motion is granted to the extent that the amicus brief is accepted for filing. Any request for fur-ther relief from the court should be made after docketing.
June 18, 2020
Date
FOR THE COURT
/s/ Peter R. Marksteiner
Peter R. Marksteiner
Clerk of Court
Lucky us Multimember boards consists of both republicans and democrats
Both equal imo, the multimember board will have both republicans and democrats so it ends in non-decisions, and single director under HUD will have huge fiduciary duty toward Fannie and Freddie as they also operate Ginnie
If “for cause” is severed by SCOTUS the FHFA becomes either an executive agency or will need to be headed by a multimember board
1) Executive agency it need to obey the wishes of HUD and has fiduciary duty towards Fannie and Freddie
2) Multimember board it can only act on regulation and rules and no longer on the beliefs of the director
Both very good for shareholders
The decisions challenged will have implications for the other “illegal” actions they took, for instance “for cause” is illegal, do they have the authority to put companies into conservatorship that are solvent, and even though the BOD agreed would they have agreed to act in the worst case possible for shareholders, and because they acted the way they did is the old BOD responsible or FHFA-C, the law says certain things and those things even if not challenged will give a problem to the solution, as the government cannot act outside their own statute, so relief must be given on the lawsuits, and challenged wrongdoings, and all actions taken by FHFA-C that do not follow their statute need to be reversed, because they need to follow the statute on which they act and that is not implement or allow a 3th amendment so it needs to be reversed inside court or outside, it is just something that NO regulator could do
Then they agree to the SPSPA but is that what the BOD agreed to? and where they received consent for? either the SPSPA is voided or we need to hear from the old BOD on which/what they gave the consent and what the terms are, it is very easy to say something but it will prove to be harder to take action on meritless claims they have which are backed by an implied-in-fact contract that becomes voidable ones the 3th amendment is voided by FHFA or the courts, then because they took on the duties of the BOD they are obligated to act in the best interest of the shareholders and void the SPSPA as that is something a regulator should do “delete claims if possible”
Then 12 U.S.C. § 4617(b)(2)(J) (to act in the best interest of itself) is in conflict with U.S.C. § 4617(b)(2)(D) (conserve and preserve) but because it can act in the best interest of itself the lawsuits are dismissed, does that mean they are gone? No, one of the 2 need to go, and solvency law says “conserve and preserve” so probably this conflict in law needs to be severed for HERA, but then the lawsuits were dismissed on the wrong legal standing.
And the list goes on and on, But to make a long story short, FHFA runs into problems that are not challenged but still need to be fixed
In theory yes you can drive thru a red traffic light but is that a wise thing to do?
The conservator stepped into the shoes of BOD (and so the shareholders,) and because they did not do what they should have done we have the lawsuits, so yes in theory they again could do something out of their conservator statute or even not act in the best interest of the shareholders (on which they received consent) but when the 3th amendment is ruled illegal the contract becomes voidable, and the new issued shares need to be withdrawn because they again did not what they should have done in the first place, act on consent received
Sorry I don’t follow, you want to issue shares from a company that has dozens of lawsuits from shareholders who feel mistreated? And you want to issue even more shares while the litigation is going on ? and that would not be a fiduciary problem for the company towards the “old” holders?
What exactly does the BOD do in your opinion?
This is an ongoing saga and sure the way to solve it fast and dismiss and recapitalize and convert and see all the options, is logical, but in the end the holders want justice and if you have 40 lawsuits against your company you bet there is something going on, there were 1.1B shares outstanding in 2008 and we went from 20.000 shareholders to only 8.000 but this doesn’t mean the all the shareholder who bought the stock for $60.- are gone they probably are still among us
And still question what went wrong
Then in the end, only the facts matter and since this is a 12 year old story it is logical to forget some of the details
One changing event will be point 6 of the CFC who identified six “controlling questions of law”
(6) Whether plaintiffs’ allegations that the FHFA entered into an implied-in-fact contract with the Enterprises to operate the conservatorships for shareholder benefit fail as a matter of law.
http://www.glenbradford.com/wp-content/uploads/2020/03/20-121-0002.pdf
if you read this question, it tells you things are little harder then it appears, the BOD entered into an implied-in-fact contract with the FHFA, but it only (because of the duty of candor) could have made the wishes the companies and shareholders survive and the FHFA could have only taken actions that benefit the companies and shareholders and not implementing 3th amendments or say into the open air we want to run down the company or state the company is run for the benefit of the taxpayer, that is contrary to the consent they received and why Sweeney granted it accordingly of course
C. Plaintiffs’ derivative breach-of-implied-contract claims survive because defendant fails to establish that plaintiffs inadequately pleaded mutuality of intent to contract.
Finally, defendant turns to plaintiffs’ breach-of-implied-contract claims, which are
premised on the FHFA-C purportedly agreeing to operate the Enterprises for the benefit of the
shareholders in exchange for the Enterprises’ boards consenting to conservatorship. A party alleging an implied-in-fact contract with the government must plead four elements:
“(1) ‘mutuality of intent to contract,’ (2) ‘consideration,’ (3) ‘lack of ambiguity in offer and acceptance,’ and (4) ‘actual authority’ of the government representative whose conduct is relied upon to bind the government.” Moda Health Plan, Inc. v. United States, 892 F.3d 1311, 1329 (Fed. Cir. 2018) (quoting Lewis v. United States, 70 F.3d 597, 600 (Fed. Cir. 1995)), cert. -48- granted, 139 S. Ct. 2743 (2019). Defendant focuses both of its arguments on the first element, mutuality of intent to contract.44
For a contract to exist, “[s]omething more is necessary” than just the agency exercising its powers.
Then if point 6 is ruled in favor of plaintiffs the conservatorship is illegal and must be unwound
And is it is ruled in favor or defendants the BOD needs to testify what was agreed to in the implied-in-fact contract
All in all an implied-in-fact contract is not something the government can win there should have been a transcript of the meeting minutes but instead it became an implied-in-fact contract, as the FHFA states:
” The Agency is acting as conservator for Seller under Section 1367 of the FHE Act. The Board of Directors of Seller, by valid action at a duly called meeting of the Board of Directors on September 6, 2008, consented to the appointment of the Agency as conservator “
But implied in-fact should clearly should be:
“The principles underlying an implied contract are that no person should receive unjust benefits at the expense of another person, and a written or verbal agreement is not needed to get fair play.”
https://www.investopedia.com/terms/i/implied_contract.asp
Then if this is established we can conclude it is a voidable contract
https://www.investopedia.com/terms/v/voidable-contract.asp
and also why they better should have settled years ago, and to come back to your question punitive damages if the conservatorship is ruled illegal, could be ruled by District of Columbia, Texas, Michigan, Minnesota, Pennsylvania, for now, but who knows depending on ruling the District Court Kentucky, New Jersey, Iowa, Delaware, Illinois or District Court Virginia might come into play too
then to sum up when the 3th amendment is ruled unconstitutional the contract is a voidable contract
https://www.investopedia.com/terms/v/voidable-contract.asp
and must be void because of the duty of candor the FHFA-C received from the shareholders, so in the end the FHFA is our friend
The FHFA-C agreed with the 3th amendment so it is FHFA-C who is responsible for consequential damages, as it steps into the shoes of the shareholders and it is the responsibility of a conservator to act in the best interest of shareholders and the companies as otherwise the boards of directors would not have agreed to the conservatorship at all
Before judgment in the lawsuits, the company cannot issue new shares,
this will derail the lawsuits and makes the FHFA responsible for the damages.
Sure
Sweeny 74B
CSP 1.2B
Retained earning end of this year $20B (now 14.6B)
Adjustment to capital rule $ 35B
Relist at $ 20.-
Compensatory and punitive damages together $20.-per share
No need for SPO relist at $ 20.- and current holders receive $ 20.- in relief
How to un-raffle the mystery
Agree but Solving mysteries is difficult and making sense of a lot of information is testing
We first look at a few facts presented to get the scope of thinking:
1) Plaintiffs prayer for relief is they want the 3th amendment voided
2) Plaintiffs and Defendants think the “for cause” removal is unconstitutional
3) The 5th circuit holds that “for cause” U.S.C. § 4512(b)(2) violates the Constitution’s separation-of-powers principles
4) Up to date 40 lawsuits are filed 30 are pending and 10 are dismissed because of 12 U.S.C. § 4617(f).(no court may take any action) see post 609567 for pending and post 609728 for the dismissed cases
5) With 12 U.S.C. § 4617(b)(2)(J) the FHFA can act in the best interest of itself and violates thereby their own statute to “preserve and conserve” 12 U.S. Code §?4617(2)(B)(iv)
6) So far Fannie and Freddie are obligated to pay all their profits to treasury in perpetually, this lately changed that they can keep the profits but it still increases their obligations to treasury
7) Sweeney states: “Otherwise stated, Fannie was not in financial distress or otherwise at risk of insolvency. Id. ¶¶ 47-51, 54.” https://ecf.cofc.uscourts.gov/cgi-bin/show_public_doc?2013cv0608-74-0
8) The warrant is one step away also according to Sweeney one step away
9) Oral arguments like mob and death grip, also give away some issues that are surfacing https://www.valueplays.net/wp-content/uploads/Fairholme-Condensed-Transcript-1.pdf
Then we must recognize there are 2 groups of lawsuits:
1) The groups that filed in a District Court
2) The groups that filed in US Court of Federal Claims
Under these groups we have:
1) Common and Preferred stock holders
2) Direct and Derivative claims &
3) Class action
Then we have the contract the FHFA signed in name of Fannie and /Freddie,
this Senior Preferred Stock Purchase Agreements (PSPA, SPSPA) contains 2 important things:
1) A liquidation preference, initially given on $1B ($1,000 per share) now the value is $135.4 billion as of March 31, 2020 https://www.fanniemae.com/resources/file/ir/pdf/quarterly-annual-results/2019/q42019.pdf
2) and a warrant representing 79.9% of the common stock https://www.fhfa.gov/Conservatorship/Pages/Senior-Preferred-Stock-Purchase-Agreements.aspx
Then after these facts we can conclude:
1) The company was solvent at time conservatorship was implemented
2) The funds were sufficient according to regulation
3) The FHFA did not conserve and preserve
4) The government has been fighting shareholders
Then it raises other questions as:
1) The Government lacks authority to takeover adequately chaptalized companies
2) The Government takes property and does not want to pay for that taking
3) The Government is changing the rules as we go
4) The Government made a deal with itself (when declared unconstitutional in Collins)
Then we have 2 types of agencies:
1) Independent agencies that funds itself must be run by a multimember board
2) Executive agency controlled by the president and are funded thru the appropriations act
Then in settlement negotiations being this far down the road I cannot imagine shareholders would give in a dime on their prayer for relief, what however is likely is that the “for cause” will soon be ruled unconstitutional in the Collins case, and be stricken down from HERA, however, deleting things from HERA is difficult, as the whole document is based on the fact the FHFA is an “independent agency” suddenly the lines in HERA that give the power to the director must be replaced with either a “multimember board” which can only regulate on rules (not on “suspect” as the current director does) so most of these lines need to be deleted or it can stay in HERA the way it is but will have a serious issue on “Fiduciary duty” and “Conflict of interest” as an executive agency under HUD and simultaneously operating Ginnie Mae
Then we have 2 options
1) Go back to a Lame Duck Regulator (multimember board, but good for shareholders)
2) Go back to current FHFA (single director, receive ~3B back from FHFA, and fiduciary duty comes back into play, good for shareholders)
Then Judge Sweeney and fairholme are afraid for double recovery (oral arguments last nov 2019)(Sweeney and Lamberth direct versus derivative) and think Sweeney is going to give derivative claims relief and Lamberth is going to give the direct claims relief
Then MR. THOMPSON is saying : “Well, and I’m going to get to……Your Honor…..I will just point out that that the thorny issues -- one last point -- on why the issues could be thorny is if the Collins case does not decide and neither does Bhatti or Rock, the Government has said in their Treasury report that what they might do is take the liquidation preference and convert it into common. And if they do that, that will be massively dilutive to the common, who will continue to have a permanent taking claim, but a complete taking claim, but it might well restore the junior preferreds, and then they would have a temporary taking claim. So it could --this could play out in a multiplicity of different ways, which will have ramifications for who is entitled to a check at the end of the day in this Court.(federal claims court)
Then : The Court of Federal Claims and the Court of Appeals for the Federal Circuit have recognized that only one thing matters for a takings case and that is the value of the property on the date of the alleged taking. The date matters from an economic impact
Then to make sense of all the above we can conclude
1) Collins needs to be decided (“for cause” or “at will”)
2) Washington Federal needs to be decided not settled to exclude new lawsuits from old shareholders
3) Then the other 38 lawsuits need to be settled with the different demands among the Common, Preferred, Direct, Derivative, and class action lawsuit claims
Then for most lawsuits to go away it needs to be recognized that either it was lawful or unlawful to enter into conservatorship, to prevent future wrongdoing and to calm the markets as this might happen again in the future then if that is established in Collins and Washington Federal we have 4 options
1) For cause is illegal(likely)
2) For cause is legal (unlikely as it conflicts the constitution separation of powers)
3) The conservatorship was legal (with proof on paper they were insolvent)
4) The conservatorship is not legal (Likely because the government doesn’t want to proof anything and withhold documents and keeps on fighting)
Then we know Sweeney has 124B (60/40) so that is 74B for Fannie and 50B for Freddie
Sweeney now dismissed 6 Direct claim cases:
13-698C Arrowood Indemnity Company . Preferred Direct
18-281C Owl Creek Asia I L.P...........………. Preferred, Direct
18-369C Akanthos Opportunity Master Fund .. Preferred, Direct
18-370C Appaloosa Investment .........……. Preferred, Direct
18-371C CSS LLC ……………………………………. Preferred, Direct
18-529C Mason Capital L.P...........………….. Preferred, Direct
Arrowood: https://ecf.cofc.uscourts.gov/cgi-bin/show_public_doc?2018cv0371-59-0
Owl creek: https://ecf.cofc.uscourts.gov/cgi-bin/show_public_doc?2018cv0281-64-0
Akanthos: https://ecf.cofc.uscourts.gov/cgi-bin/show_public_doc?2018cv0369-60-0
Appaloosa: https://ecf.cofc.uscourts.gov/cgi-bin/show_public_doc?2018cv0370-62-0
CSS: https://ecf.cofc.uscourts.gov/cgi-bin/show_public_doc?2018cv0371-59-0
Mason: https://ecf.cofc.uscourts.gov/cgi-bin/show_public_doc?2018cv0529-58-0
Then depending on the outcome of the court we have multiple situations but my best guess is:
For cause is ruled unconstitutional in Collins, the FHFA head stays, as regulators cannot work with multimember boards in times of decision making, so FHFA needs to return all assessments as it no longer is independent, From Sweeney 74B+ is rewarded, the stock needs to be relisted, pref holders will be paid missed dividends as otherwise future pref offerings will have a problem, common holder dividends are reinstalled, the conservatorship is abandoned, the CSP/ CSS debacle funds will be returned (2B) and will be abandoned by Fannie and Freddie as there is no need to run a company that nobody uses in the foreseeable future, and since the capital requirement are so high, FHFA makes clear there will be no competitors in the foreseeable future. The 4.2 basis points affordable housing is a problem as the capital rule is higher so the 4.2BP needs to be lowered accordingly as the piece of the pie is not endless
The warrant needs to be voided as nothing was paid for it and the companies never would voluntary agree to such a thing in solvent condition nor does their Duty of Candor allow such a thing The liquidation preference needs to be returned in full or partial depending on rulings, but since the board agreed it probably will be partial as “sweeney states 124B”
Damages needs to be paid for the wrongdoing when conservatorship started fannie traded at $ 6.19, with compensatory damages that is (now trading at ~$2.00)= $4.19 and with punitive damages max of 4 times compensatory damages that is $4.19*4= $16.76+4.19= give or take $ 20.- per share in damages (and it will be the max IMO as this is a 12 years saga) then The new capital rule is too difficult and will have serious problems like above mentioned so it will be hard to implement without serious adjustment or does not make it at all the new capital rule is naïve and ill-considered the more difficult you make the rules the more vulnerable the system gets as nobody has any idea or even can calculate how the current state is beside the unpredictable FHFA, but it sets a precedent nobody can ever enter again into this market, which in the long run is good for shareholders of course
Then will the dismiss of the jones days plaintiff advance common shareholders ?
The problem with dismissing the lawsuits is not solving by dismissing the case, the judges claim they have no jurisdiction, but that is the problem in “for cause” too, the 3 branches of the government should all be able to control each other, so it is illegal per the constitution to veto the court, and the dismissed cases are not gone, but only temporary on hold
the 3 branches that control each other:
1) Legislative Power (the power to pass laws) to Congress
2) Executive Power (the power to administer the laws) to the President
3) Judicial Power (the power to interpret and enforce the laws) to the Courts
In the latest SEC filing the 2008-1 series preferred stock also known as
FANIP (CUSIP 313586745), automatically convert into shares
of common stock of Fannie Mae pursuant to the terms of the Coupon, it was due 5/13/11, now it is terminated as it has no outstanding shares
https://www.sec.gov/Archives/edgar/data/310522/000031052220000261/form15document.htm
This series had following lawsuit
Sandman v. J.P. Morgan Securities, Inc., et al.
On September 29, 2008, Dennis Sandman filed a securities class action complaint in the U.S. District Court for the Southern District of New York against former officers and directors Stephen B. Ashley, Robert J.Levin, Daniel H. Mudd and Stephen Swad, and underwriters Banc of America Securities LLC, Goldman Sachs & Co., J.P. Morgan Securities, Inc., Lehman Brothers, Inc. and Merrill Lynch, Pierce, Fenner & Smith, Inc. Fannie Mae was not named as a defendant. The complaint was filed on behalf of purchasers of Fannie Mae’s 8.75% Non-Cumulative Mandatory Convertible Preferred Stock Series 2008-1 from May 14, 2008 to September 5, 2008. The complaint alleges that the defendants violated Sections 10(b) (and Rule 10b-5 promulgated thereunder) and 20(a) of the Exchange Act. The plaintiff seeks compensatory damages, including interest, and costs and expenses, including attorneys’ and experts’ fees.
https://www.fanniemae.com/resources/file/ir/pdf/proxy-statements/form10k_022609.pdf
currently following stock is outstanding
1) Common stock $1.16B
https://finance.yahoo.com/quote/FNMA/key-statistics/
2) Preferred stock $0.14B (As of Mar. 2020)( $139,966M)
https://www.gurufocus.com/term/Preferred+Stock/FNMA/Preferred%252BStock/Fannie%2BMae
A junior to pref conversion cannot happen, Collins is the first in row to be decided weeks from now as soon as Seila law case is decided, and both plaintiff and defendant think in Seila law the “for cause” is unconstitutional, so when the “for cause” is declared unconstitutional a lot of HERA needs to be changed as it is written in “independent” agency style, then there are 2 options:
1) FHFA will install a multimember board and lose all oversight and go even lower in enforcement and power as OFHEO had or
2) FHFA will keep the single director and agree FHFA now needs to obey the wishes of HUD, as it had become an dependent agency under the presidents control, that will be included in the appropriation act, and in that case the funds distributed so far under the then assessment clauses need to be returned in full
Then not only HERA is changed but it(FHFA) never had the power to act the way they did, and the decisions already made are the decisions of a government agency versus another government agency(treasury), so it is HUD versus Treasury, of course then the Fiduciary duty towards Fannie and Freddie will come into play as HUD also operates Ginnie Mae, and then we are in a hornet nest, the difficulties that will bring are endless
But to name a few
1) The parent agency of Ginnie mea decides how free market companies like Fannie and Freddie are run
2) The government/Ginnie mea decides how much money free market players make
3) The government/Ginnie mea sets rules for capitalization but what if Ginnie is undercapitalized
4) The government can direct market share from Ginnie to Fannie and Freddie as it wishes to abandon risk
Etc etc etc etc etc etc
But to come back to the “Calabria and Mnuchin it is a possibility the junior could convert to common”, I really think they did look at that possibility, to soon find out it is impossible as it does not resolve a problem, it solves 1 problem and creates another problem for the common holders, so indeed they might have that wishful thinking, only it will solve nothing and therefore is abandoned, but we will see soon enough what their thinking is
In a future settlement of course all the parties are invited to solve the lawsuits and Common and prefs are sitting at the table, the only logical solution is that Common and prefs (because of the lengthy procedure) will not give in a dime, as the end stage is already here, behind the closed doors they find a solution for Commons and prefs, but this new found invention they came up with will however never be a junior to common conversion as common holders want compensation for that wrongdoing, and the conversion rate flowing out of that settlement talk will be lower than the market value as the common and pref ones traded equal in price, then of course you can look at the price the prefs were bought for and convert then to current market value, but in the end I think this too difficult and raises more questions than answers
And the problem stays, if a conversion is justifiable then there was a problem and commons should not pay for the error the FHFA/Treasury made, all in all not a smart move to convert
The problem with settling is the problem the FHFA and treasury have on their hands, right now, the commons and prefs filed lawsuits that the “in perpetually 3th amendment” is not something a controlling(illegally) agency can do lawfully, so ones the 3 amendment is voided the funds need to be returned that are distributed under this illegal arrangement, not convert junior to common, return funds and reinstall dividend for Commons and prefs, as all lawsuits ask for
Expedience has nothing to do with the lawsuits, all agree including FHFA that the for cause and the 3th amendment are illegal, the capital is something to worry about when the lawsuits are settled, before settlement all is wishful thinking, Common and prefs have to agree on both sides, otherwise nothing will happen, only how to solve it ?
There will not be a conversion from junior pref to common, none of the plaintiffs ask for this remedy
and it not settle the Common claims, it makes the problem worse.
10 out of the 30 lawsuits have both common and pref holders, remedy in these cases can only be given to both Common and pref holders equal
If the prefs are converted they agree relief is justified based on facts, and if they do, the commons should also have their relief based on these same facts, consequently a pref to common is the road to nowhere
The prefs are in suspension mode, only wrongdoings confirmed by the court will give backward looking relief, this relief will also give relief to Fannie and Freddie and because they received relief, the commons also have their relief as the capital of Fannie and Freddie directs their common share prices
1) 19-422 Patrick J Collins v. Mnuchin.…Common & Preferred, Derivative
2) 13-1053 Fairholme Fund, Inc. v. FHFA……Preferred, Direct & Derivative
3) 13-1288 in re Fannie Mae/Freddie Mac …… Common & Preferred, Class Action, Direct & Derivative
4) 13-1439 Arrowood Indemnity Company v. Fannie Mae……Preferred, Direct & Derivative
5) 16-3113 Patrick J Collins v. Lew …………………….…Common & Preferred, Derivative
6) 17-497 Rop v. Federal Housing Finance agency…….Common & Preferred, Derivative
7) 18-2506 Atif F. Bhatti vs. FHFA………………………Common & Preferred, Derivative
8) 18-3478 Wazee Street Opportunities v. US………Common, Class action, Derivative
9) 20-121FAIRHOLME FUNDS, INC. v. US………..Common & Preferred, Direct & Derivative
10) 13-466C Joseph Cacciapalle ………..………… Preferred, Class Action, Direct
11) 13-496C American European Insurance.…. Preferred, Class Action, Direct
12) 13-542C Francis J. Dennis ………………….…. Preferred
13) 13-385C Washington Federal v. US…... Common & Preferred, Class Action, Direct
14) 13-608C Bryndon Fisher (FNMA) .........….. Common Derivative
15) 14-152C Bruce Reid (FMCC) …………………… Common Derivative
16) 13-672C Erick Shipmon……..…………………… Common Derivative
17) 13-698C Arrowood Indemnity Company . Preferred Direct
18) 14-740C Louise Rafter .........…………………. Common Direct & Derivative
19) 18-281C Owl Creek Asia I L.P...........………. Preferred, Direct
20) 18-369C Akanthos Opportunity Master Fund .. Preferred, Direct
21) 18-370C Appaloosa Investment .........……. Preferred, Direct
22) 18-371C CSS LLC ……………………………………. Preferred, Direct
23) 18-529C Mason Capital L.P...........………….. Preferred, Direct
24) 18-1124C Wazee Street……………….………… Common, Class Action, Direct & Derivative
25) 18-1150C Highfields Capital………………….. Common & Preferred, Direct
26) 18-711C 683 Capital Partners………..……….. Common, Preferred, Direct
27) 18-712C Joseph S. Patt………………………..… Preferred, Direct
28) 18-1226C Perry Capital LLC……………………. Common & Preferred, Direct & Derivative
29) 18-1155C CRS Master Fund LP…..…………… Preferred, Direct
30) 18-1240C Quinn Opportunities Master LP … Preferred, Direct
If it looks like a duck, swims like a duck, and quacks like a duck, then it probably is a….
From Treasury, the amount is higher by now but back then it was 124B
I’m not familiar with the case but looking briefly at it, it looks like the SCOTUS did not come to the conclusion
On : https://www.gibsondunn.com/supreme-court-upholds-the-appointments-of-the-members-of-the-puerto-rico-financial-oversight-and-management-board/
“these powers are backed by Puerto Rican law”
The opinion: https://www.gibsondunn.com/wp-content/uploads/2020/06/FOMB-v.-Aurelius-18-1334_8m58.pdf
“And, in doing so, Congress has both made local law directly and also created structures of local government, staffed by local officials, who them¬selves have made and enforced local law.”
So we have to wait for Seila Law and the “for cause” removal to get things going in the Fannie and Freddie litigation, 3-4 more weeks and we know if the SCOTUS thinks the same as plaintiffs and defendant already know
“for cause is unconstitutional if headed by a single director”
Thanks for that I’ll update it accordingly
Fannie and Freddie Conservator Litigation Lost Cases
Time to evaluate, so far only 12 cases are considered a loss and the merit in none of the cases was touched,
Pending for resolution are 30 cases (unconsolidated) with the first one being Seila law(outside the 30) being the most important, the rights received in the 30 cases and Seila Law will travel with other cases as soon as there is an opinion on the merit of the cases
Below are all the cases lost in Fannie & Freddie conservatorship litigation that are filed by shareholders:
1) Perry Capital LLC v. Jacob Lew
CASE LOST ON: HERA (What might serve in a banana republic will not do in a constitutional one.)
https://www.gpo.gov/fdsys/pkg/USCOURTS-caDC-14-05254/pdf/USCOURTS-caDC-14-05254-3.pdf
2) Continental Western Insurance Company v. FHFA
CASE LOST ON: HERA (—has already been decided by Perry Capital)
https://www.courtlistener.com/recap/gov.uscourts.iasd.51533.68.0.pdf
3) Rafter v. Department Of The Treasury
CASE LOST ON: Voluntary Dismissal (one business day before Defendants dispositive motions)
https://www.courtlistener.com/recap/gov.uscourts.dcd.167678.20.0.pdf
4) Saxton v. Federal Housing Finance Agency
CASE LOST ON: HERA (a troublesome verdict for the government “no typo (8)” ”created a monster”)
https://cases.justia.com/federal/appellate-courts/ca8/17-1727/17-1727-2018-08-23.pdf?ts=1535038225)
5) Arnetia Robinson v. Fed. Housing Fin. Agency
CASE LOST ON: HERA (“Congress is the proper governmental body to address poor legislative decisions” )
https://www.courtlistener.com/opinion/4445969/arnetia-robinson-v-fed-housing-fin-agency/
6) Jacobs v. Federal Housing Finance Agency
CASE LOST ON: HERA (requested relief would effectively unwind the Third Amendment. Doing so would restrain or affect the Agency’s exercise of its powers as conservator(HERA)
http://www.glenbradford.com/wp-content/uploads/2018/11/17-3794-0033.pdf
7) David J. Voacolo V. Federal National Mortgage Association
CASE LOST ON: Voacolo’s failure to reply and oppose the motion
https://gselinks.com/Court_Filings/Voacolo2/17-cv-05667-0020.pdf
8) Pagliara v. Federal National Mortgage Association (FNMA)
CASE LOST ON: Failure to state a claim upon which relief can be granted
http://courts.delaware.gov/Opinions/Download.aspx?id=257440
9) Pagliara v. Federal Home Loan Mortgage Corporation (FMCC)
CASE LOST ON: The Court has little confidence Pagliara seeks these records for valuation purposes the motion to voluntarily dismiss, and there appearing no opposition, the court grants the motion
https://www.courtlistener.com/docket/4536190/pagliara-v-federal-home-loan-mortgage-corporation/
10) Christopher Roberts v. FHFA
CASE LOST ON: HERA, ((HERA) disempowers courts and existing stockholders, directors, and officers….HERA prevents this court from granting the relief requested)
https://www.courtlistener.com/opinion/4495195/christopher-roberts-v-fhfa/
11) Joshua J. Angel v. BOD of FNMA,FMCC & FHFA-C
CASE LOST ON: Statute Of Limitations (Angel’s claims are time-barred)
http://www.glenbradford.com/wp-content/uploads/2020/04/19-7062-1839674.pdf
12) Arrowood Indemnity Company v. United States
CASE LOST ON: HERA as it lacks jurisdiction (May 15, 2020 the court dismisses plaintiffs’ claims because it lacks jurisdiction to entertain their fiduciary duty and implied-in-fact-contract claims, and plaintiffs lack standing to pursue any of their claims. The court therefore GRANTS defendant’s motion to dismiss.)
https://www.courtlistener.com/opinion/4754489/arrowood-indemnity-company-v-united-states/
--------------------------------------------------------
BELOW ARE THE CASES IN MORE DETAIL:
--------------------------------------------------------
Perry Capital LLC v. Jacob Lew (D.C. Cir. 2014) (13-1025 (1:13-cv-01025-RCL), 14-5243)
CLAIM: Derivative APA, 3th amendment
District Court, District of Columbia
Judge: Royce C. Lamberth
https://www.courtlistener.com/docket/4212073/perry-capital-llc-v-lew/
https://www.courtlistener.com/docket/3054444/perry-capital-llc-v-jacob-lew/
Court of Appeals for the D.C. Circuit
On appeal before Judge: Brown, Millett, Ginsburg
Consolidated with:
1:13-cv-01053, 14-5254(fairholme)
1:13-cv-01439, 14-5260 (Arrowood),
1:13-cv-01288, 14-5262 (In re: Fannie Mae/Freddie Mac Senior)
CASE LOST ON: HERA (What might serve in a banana republic will not do in a constitutional one.)
https://www.gpo.gov/fdsys/pkg/USCOURTS-caDC-14-05254/pdf/USCOURTS-caDC-14-05254-3.pdf
Continental Western Insurance Company v. FHFA (District Court, S.D. Iowa, 2014)
(14-42)( 4:14-cv-00042)
CLAIM: Derivative & Direct, APA 3th amendment, Damages
Judge: Robert W. Pratt
District Court, S.D. Iowa
https://www.courtlistener.com/docket/4247079/continental-western-insurance-company-v-the-federal-housing-finance-agency/
CASE LOST ON: HERA (—has already been decided by Perry Capital)
https://www.courtlistener.com/recap/gov.uscourts.iasd.51533.68.0.pdf
Rafter v. Department Of The Treasury 14-1404 (1:14-cv-01404)
District Court, District of Columbia
Judge: Royce C. Lamberth
https://www.courtlistener.com/docket/4212962/rafter-v-department-of-the-treasury/
https://www.valueplays.net/2015/01/21/lambreth-rules-pershing-v-treasury/
CASE LOST ON: Voluntary Dismissal (one business day before Defendants dispositive motions)
https://www.courtlistener.com/recap/gov.uscourts.dcd.167678.20.0.pdf
Saxton v. Federal Housing Finance Agency (N.D. Iowa 2015)
(15-0047)(15-047) (1:15-cv-00047)(17-1727)
CLAIM: Derivative & Direct, APA 3th amendment, Damages
District Court, N.D. Iowa
Judge: Linda R. Reade
https://www.courtlistener.com/docket/5391361/saxton-v-federal-housing-finance-agency/
On appeal before judge: Benton, Kelly, and Stras
CASE LOST ON: HERA (A troublesome verdict for the government “no typo (8)” ”created a monster”) https://cases.justia.com/federal/appellate-courts/ca8/17-1727/17-1727-2018-08-23.pdf?ts=1535038225)
Arnetia Robinson v. Fed. Housing Fin. Agency (6th Cir. 2017)
(15-109, 7:15-cv-00109, 7:15-cv-109, 16-6680 )
CLAIM: Derivative, APA 3th amendment
District Court, E.D. Kentucky
Judge: Karen K. Caldwell
https://www.courtlistener.com/docket/4510286/robinson-v-federal-housing-finance-agency/ ??
On appeal before judge: Batchelder, Gibbons, and Cook
https://www.courtlistener.com/opinion/4445969/arnetia-robinson-v-fed-housing-fin-agency/
CASE LOST ON: HERA (“Congress is the proper governmental body to address poor legislative decisions” )
https://www.courtlistener.com/opinion/4445969/arnetia-robinson-v-fed-housing-fin-agency/
Jacobs v. Federal Housing Finance Agency (D. Del. 2015)
(1:15-cv-00708)(15-708)(17-3794)
CLAIM: Derivative & Direct, 3th amendment, Damages
District Court, D. Delaware
Judge: Gregory Moneta Sleet
https://www.courtlistener.com/docket/4220900/jacobs-v-federal-housing-finance-agency/
https://www.courtlistener.com/docket/7297926/david-jacobs-v-federal-housing-finance-agency/
On appeal Before judge: Hardiman, Krause, and Bibas
CASE LOST ON: HERA(requested relief would effectively unwind the Third Amendment. Doing so would restrain or affect the Agency’s exercise of its powers as conservator(HERA))
http://www.glenbradford.com/wp-content/uploads/2018/11/17-3794-0033.pdf
David J. Voacolo V. Federal National Mortgage Association (D.N.J. 2017)
(1:16-cv-01324)(16-1324)(17-5667)
https://www.courtlistener.com/docket/4214876/voacolo-v-federal-national-mortgage-association-fannie-mae/
District Court, D. New Jersey,
CLAIM: Derivative & Direct, APA 3th amendment, Damages (shares would have value of $35.- as of Aug-2017) https://gselinks.com/Court_Filings/Voacolo2/17-cv-05667-0001.pdf
Judge: Rudolph Contreras
On appeal https://www.courtlistener.com/docket/6354770/voacolo-v-fannie-mae/
Judge: Brian R. Martinotti
CASE LOST ON: Voacolo’s failure to reply and oppose the motion
https://gselinks.com/Court_Filings/Voacolo2/17-cv-05667-0020.pdf
Pagliara v. Federal National Mortgage Association (FNMA) (1:16-cv-00193)
District Court, D. Delaware
Judge: Gregory Moneta Sleet
https://www.courtlistener.com/docket/4499522/pagliara-v-federal-national-mortgage-association/
CASE LOST ON: Failure to state a claim upon which relief can be granted
http://courts.delaware.gov/Opinions/Download.aspx?id=257440
Pagliara v. Federal Home Loan Mortgage Corporation (FMCC) (1:16-cv-00337)
District Court, E.D. Virginia
Judge: James Chris Cacheris
CASE LOST ON: The Court has little confidence Pagliara seeks these records for valuation purposes
https://www.courtlistener.com/docket/4536190/pagliara-v-federal-home-loan-mortgage-corporation/
Christopher Roberts v. FHFA (7th Cir. 2018)
(16-2107)(1:16-cv-02107)(17-1880)
CLAIM: Derivative, 3th amendment, Treasury’s securities declared invalid
Judge: Edmond E. Chang
District Court, N.D. Illinois
https://www.courtlistener.com/docket/5642392/roberts-v-the-federal-housing-finance-agency/
On appeal before judge Wood, Bauer and Easterbrook
CASE LOST ON: HERA, ((HERA) disempowers courts and existing stockholders, directors, and officers.
https://www.courtlistener.com/opinion/4495195/christopher-roberts-v-fhfa/
19-7062 (1:18-cv-01142) (18-1142)
Joshua J. Angel v. BOD of FNMA,FMCC & FHFA-C ….….Preferred, Direct
Previously assigned to: Honorable: Royce C. Lamberth
https://www.courtlistener.com/docket/6880882/angel-v-federal-home-loan-mortgage-corporation/
Claim: Breach of quarterly BOD duties, breach of contract, breached the implied covenant of good faith and fair dealing, breach of contractual rights for dividends, Breach of implicit guaranty on Junior Preferred dividends
District Court for the District of Columbia
https://www.courtlistener.com/docket/26534/joshua-angel-v-federal-home-loan-mortgage-co/
On appeal Judges Henderson, Griffith and Wilkins decided Mr. Angel’s appeal without oral argument
They decided april 24, 2020: “We affirm. The district court properly dismissed Angel’s initial complaint as time-barred.” “ ORDERED and ADJUDGED that the decision of the district court be AFFIRMED”
CASE LOST ON: Statute Of Limitations (Angel’s claims are time-barred)
http://www.glenbradford.com/wp-content/uploads/2020/04/19-7062-1839674.pdf
13-698C
Arrowood Indemnity Company v. United States, Preferred Direct
Judge: Margaret M. Sweeney
United States Court of Federal Claims
CASE LOST ON: HERA as it lacks jurisdiction (May 15, 2020 the court dismisses plaintiffs’ claims because it lacks jurisdiction to entertain their fiduciary duty and implied-in-fact-contract claims, and plaintiffs lack standing to pursue any of their claims. The court therefore GRANTS defendant’s motion to dismiss.)
https://www.courtlistener.com/opinion/4754489/arrowood-indemnity-company-v-united-states/
Fannie Mae & Freddie Mac Litigation, FNMA, FMCC updated May 19, 2020
19-422 Patrick J Collins v. Mnuchin (Pending petition SCOTUS) .…Common & Preferred, Derivative
Claim: “for cause” separation of powers §?4512(b)(2)
https://www.scotusblog.com/case-files/cases/collins-v-mnuchin/
(Decided according to David Thompson 1 week after resolution in Seila Law, ~first week of july-2020)
19-563 Mnuchin v. Patrick J Collins (Pending petition SCOTUS)…….Relates to all cases
Claim: § 4617(f) prevents ruling on 3th amendment, § 4617(b)(2)(A) (i) forbids challenging the Third Amendment
(Decided according to David Thompson 1 week after resolution in Seila Law, ~first week of july-2020)
https://www.scotusblog.com/case-files/cases/mnuchin-v-collins/
13-1053 (14-5254) (1:13-cv-01053)
Fairholme Fund, Inc. v. FHFA……Preferred, Direct & Derivative
Honorable: Royce C. Lamberth
Claim: 3th amendment, breach of fiduciary duty, breach of contract, breach of the implied covenant of good faith and fair dealing
District Court for the District of Columbia
RFP’s Granted
https://www.courtlistener.com/docket/4212077/fairholme-funds-inc-v-federal-housing-finance-agency/
Fact discovery was to close on April 30, 2020, Trial was set for March 31, 2021 (with a pretrial 30-60 days before)
May 9, 2020 - The deadlines in the Second Amended Scheduling Order are hereby adjourned
pending further order of this Court, The parties are directed to submit proposed amended deadlines no later than June 30, 2020. https://www.courtlistener.com/recap/gov.uscourts.dcd.160910/gov.uscourts.dcd.160910.118.0.pdf
13-1288 (1:13-mc-01288)
In re Fannie Mae/Freddie Mac Senior Preferred Stock Purchase Agreement
Class Action Litigations ………………………… Common & Preferred, Class Action, Direct & Derivative
Honorable: Royce C. Lamberth
District Court for the District of Columbia
Plaintiffs demand a Trial by Jury
Direct claim, breaches of contract, breaches of the implied
covenant of good faith and fair dealing, breaches of fiduciary duties,
and violations of Delaware and Virginia law governing dividends
If the Direct claims is denied it also claims these Derivative: breaches of fiduciary duty, compensatory damages and disgorgement, breached the terms of the certificates of designation and the implied covenant of good faith and fair dealing, appropriate equitable and injunctive relief to remedy breaches of contract, breaches of the implied covenant of good faith and fair dealing, breaches of fiduciary duty, and violations of Delaware and Virginia Corporate law, including rescission of the Third Amendment. https://www.courtlistener.com/recap/gov.uscourts.dcd.163155/gov.uscourts.dcd.163155.71.0.pdf
https://www.courtlistener.com/docket/4212341/in-re-fannie-maefreddie-mac-senior-preferred-stock-purchase-agreement/
The Class:
1) N. Bradford Isbell ....... Common
2) Michelle M. Miller ...... Common
3) Charles Rattley ………… Common
4) Timothy J. Cassell ...... Common
5) 111 John Realty Corp… Preferred
8) United Equities Commodities Com ….. Preferred
6) 1:13-cv-01149 Joseph Cacciapalle ..... Preferred
7) 1:13-cv-01421 Marneu Holdings, Co .. Preferred
9) 1:13-cv-01169 American European Insurance Co ... Preferred
10) 1:13-cv-01443 Barry P. Borodkin ....... Preferred
11) 1:13-cv-01094 Mary Meiya Liao ....... Preferred
https://www.courtlistener.com/docket/4212341/in-re-fannie-maefreddie-mac-senior-preferred-stock-purchase-agreement/
Fact discovery was to close on April 30, 2020, Trial was set for March 31, 2021 (with a pretrial 30-60 days before)
May 9, 2020 - The deadlines in the Second Amended Scheduling Order are hereby adjourned
pending further order of this Court, The parties are directed to submit proposed amended deadlines no later than June 30, 2020.
https://www.courtlistener.com/recap/gov.uscourts.dcd.160910/gov.uscourts.dcd.160910.118.0.pdf
May 9, 2020 –Document 118 Order on Motion for Miscellaneous Relief
13-1439 (1:13-cv-01439)
Arrowood Indemnity Company v. Fannie Mae……Preferred, Direct & Derivative
Honorable: Royce C. Lamberth
Claim: 3th amendment, breach of fiduciary duty, breach of contract, breach of the implied covenant of good faith and fair dealing
District Court for the District of Columbia
https://www.courtlistener.com/docket/6995674/arrowood-indemnity-company-v-federal-national-mortgage-association/
Fact discovery was to close on April 30, 2020, Trial was set for March 31, 2021 (with a pretrial 30-60 days before)
May 9, 2020 - The deadlines in the Second Amended Scheduling Order are hereby adjourned
pending further order of this Court, The parties are directed to submit proposed amended deadlines no later than June 30, 2020. https://www.courtlistener.com/recap/gov.uscourts.dcd.160910/gov.uscourts.dcd.160910.118.0.pdf
16-3113 (4:16-cv-03113)
Patrick J Collins v. Lew …………………….…Common & Preferred, Derivative
Honorable: Judge Nancy F Atlas in District Court
Claim: “for cause” separation of powers §?4512(b)(2)
https://www.courtlistener.com/docket/4533994/collins-v-lew/
After appeal 17-20364, the 5th circuit remanded this back to Judge Nancy F Atlas in District Court, S.D. Texas, after a decision in Seila Law it will proceed (~first week of july-2020)
17-497 (1:17-cv-00497)
Rop v. Federal Housing Finance agency…….Common & Preferred, Derivative
Honorable: Paul L. Maloney
Claim: voiding 3th amendment & “for cause” separation of powers and
striking down HERA 12 U.S.C. §§ 4511(a), 4512(b)(2), and 4617(a)(7)
District Court, W.D. Michigan
https://www.courtlistener.com/docket/13521280/rop-v-federal-housing-finance-agency/
No next Date available (waiting on Collins, document 64 says “notice of supplemental authority concerning Collins v. Mnuchin” http://www.glenbradford.com/wp-content/uploads/2019/09/17-cv-00497-0064.pdf )
18-2506 (17-2185) (0:17-cv-02185)
Atif F. Bhatti vs. FHFA……………Common & Preferred, Derivative
Honorable: Patrick Joseph Schiltz
District Court, D. Minnesota
Claim: 3th amendment & “for cause” separation of powers §?4512(b)(2)
https://www.courtlistener.com/docket/7379258/bhatti-v-federal-housing-finance-agency-the/
On appeal in the 8th circuit, Oral Argument 10/15/2019
http://media-oa.ca8.uscourts.gov/OAaudio/2019/10/182506.mp3
https://www.courtlistener.com/audio/65849/atif-bhatti-v-federal-housing-finance-agency/
(The court strives to issue the opinion within 90 days after oral
Argument or submission to a nonargument panel. http://media.ca8.uscourts.gov/newrules/coa/iops06-19update.pdf)
18-3478 (2:18-cv-03478)
Wazee Street Opportunities v. United States………Common, Class action, Derivative
Honorable: Nitza I Quinones Alejandro
Claim: voiding 3th amendment & “for cause” separation of powers
District Court, E.D. Pennsylvania
https://www.courtlistener.com/docket/7681282/wazee-street-opportunities-fund-iv-lp-v-the-federal-housing-finance-agency/
waiting on Collins as document 38 says Supplemental authority filed by Defendant ….. in the matter of Collins v. Mnuchin, No. 17-20364, now 19-422 / 19-563)
19-7062 (1:18-cv-01142)
Joshua J. Angel v. BOD of FNMA,FMCC & FHFA-C ….….Preferred, Direct
Previously assigned to: Honorable: Royce C. Lamberth (18-1142)
https://www.courtlistener.com/docket/6880882/angel-v-federal-home-loan-mortgage-corporation/
Claim: Breach of quarterly BOD duties
District Court for the District of Columbia
It was Decided april 24, 2020: We affirm. The district court properly dismissed Angel’s initial complaint as time-barred.“ ORDERED and ADJUDGED that the decision of the district court be AFFIRMED”
This case is lost on the statute of limitation and not on merit
http://www.glenbradford.com/wp-content/uploads/2020/04/19-7062-1839674.pdf
-----------------------------------------------------------------
Cases in Sweeney’s U.S. Court of Federal Claims
-----------------------------------------------------------------
20-121 (20-122) (13-465C) (1:13-cv-00465) (17-1122)(17-104)
FAIRHOLME FUNDS, INC. v. United States………..Common & Preferred, Direct & Derivative
Honorable: Margaret M. Sweeney
United States Court of Federal Claims
Claim: **SEALED** 413 AMENDED COMPLAINT (Entered: 03/08/2018)
Redacted version without coercion attacks available at:
https://www.docketbird.com/court-documents/Fairholme-Funds-Inc-et-al-v-USA/REDACTED-DOCUMENT-filed-by-ACADIA-INSURANCE-COMPANY-ADMIRAL-INDEMNITY-COMPANY-ADMIRAL-INSURANCE-COMPANY-ANDREW-T-BARRETT-BERKLEY-INSURANCE-COMPANY-BERKLEY-REGIONAL-INSURANCE-COMPANY-CAROLINA-CASUALTY-INSURANCE-COMPANY-CONTINENTAL-WESTERN-INSURANCE-CO/cofc-1:2013-cv-00465-00422
March 9, 2020 the interlocutory appeal was granted the
CFC identified six “controlling questions of law” raised by its order, the first three of
which pertain to the CFC’s decision to dismiss Petitioners’ direct claims:
(1) Whether the court lacks subject-matter jurisdiction over plaintiffs’ direct
claims for breach of fiduciary duty and breach of implied-in-fact contracts.
(2) Whether plaintiffs who purchased stock in Fannie and Freddie after the
PSPA amendments lack standing to pursue their direct claims.
(3) Whether plaintiffs lack standing to pursue their self-styled direct claims
because those claims are substantively derivative in nature.
The last three controlling questions identified by the CFC related to its decision
to deny the motion to dismiss Petitioners’ derivative claims:
(4) Whether plaintiffs have standing to assert derivative claims notwithstanding HERA’s succession clause.
(5) Whether the [FHFA-as-conservator’s] actions are attributable to the United States such that the court possesses subject-matter jurisdiction to entertain plaintiffs’ derivative takings and illegal exaction claims.
(6) Whether plaintiffs’ allegations that the FHFA entered into an implied-in-fact contract with the Enterprises to operate the conservatorships for shareholder benefit fail as a matter of law.
http://www.glenbradford.com/wp-content/uploads/2020/03/20-121-0002.pdf
By no later than 14 days after the completion of that process (interlocutory appeal), the parties shall file a joint status report in which they propose further proceedings, if any are necessary.
The following List Of Fannie Mae and Freddie Mac Shareholder Suits are Pending In The Court Of Federal Claims awaiting a decision in the Fairholmes interlocutory appeal, with below each group their stand on the interlocutory appeal, and further replies
1) 13-466C Joseph Cacciapalle ………..………… Preferred, Class Action, Direct*
2) 13-496C American European Insurance.…. Preferred, Class Action, Direct
3) 13-542C Francis J. Dennis ………………….…. Preferred
March 27, 2020 above 3 Plaintiff’s think none of their counts should be dismissed
4) 13-385C Washington Federal v. United States . Common & Preferred, Class Action, Direct*
April 2, 2020 Plaintiff argues None of the claims in Fairholme apply to their case
April 16, 2020 the government thinks:
a) Fannie Mae And Freddie Mac Shareholders Lack Standing To Assert Substantively-Derivative Claims As Direct Claims
b) The Court Lacks Jurisdiction To Review The Merits Of The Enterprises’ Placement In Conservatorship
c) The Washington Federal Plaintiffs May Not Pursue Derivative Claims
5) 13-608C Bryndon Fisher (FNMA) .........….. Common Derivative*
6) 14-152C Bruce Reid (FMCC) …………………… Common Derivative*
May 18, 2020 Fisher/Reid file motion to certify interlocutory appeal
7) 13-672C Erick Shipmon……..…………………… Common Derivative
March 27, 2020 above 3 Plaintiff’s think their claim is substantially the same as Fairholme’s
April 7, 2020 TRANSCRIPT of proceedings held on March 5, 2020 before Chief Judge Margaret M. Sweeney. Total No. of Pages: 1-77.
Release of Transcript Restriction set for 7/6/2020.
8) 13-698C Arrowood Indemnity Company . Preferred Direct*
April 6, 2020 Plaintiff’s think none of the Fairholme counts apply to their case
May 15, 2020 the court dismisses plaintiffs’ claims because it lacks jurisdiction to entertain their fiduciary duty and implied-in-fact-contract claims, and plaintiffs lack standing to pursue any of their claims. The court therefore GRANTS defendant’s motion to dismiss.
9) 14-740C Louise Rafter .........…………………. Common Direct & Derivative*
March 31, 2020 plaintiff continue to stay until 21 days following resolution of Fairholme
10) 18-281C Owl Creek Asia I L.P...........………. Preferred, Direct *
11) 18-369C Akanthos Opportunity Master Fund .. Preferred, Direct *
12) 18-370C Appaloosa Investment .........……. Preferred, Direct *
13) 18-371C CSS LLC ……………………………………. Preferred, Direct *
14) 18-529C Mason Capital L.P...........………….. Preferred, Direct *
March 26, 2020 above 5 plaintiffs don’t want to give up the direct claims and doubt the counts in Fairholme properly represent their counts, and point out the law was breached
15) 18-1124C Wazee Street……………….………… Common, Class Action, Direct & Derivative
16) 18-1150C Highfields Capital………………….. Common & Preferred, Direct
17) 18-711C 683 Capital Partners………..……….. Common, Preferred, Direct
18) 18-712C Joseph S. Patt………………………..… Preferred, Direct
19) 18-1226C Perry Capital LLC……………………. Common & Preferred, Direct & Derivative
20) 18-1155C CRS Master Fund LP…..…………… Preferred, Direct
Above 6 Plaintiffs are staying
21) 18-1240C Quinn Opportunities Master LP … Preferred, Direct
May 19, 2020 - Status unknown
* Jones Days plaintiffs
Sisti v. Federal Housing Finance Agency
Case number: 17-005 (90-1762)(17-042)
Honorable: John James McConnell, Jr
District Court, D. Rhode Island
Claim: FHFA, Fannie Mae, and Freddie Mac are government entities
https://www.courtlistener.com/docket/6900150/sisti-v-federal-housing-finance-agency/
March 24, 2020 Stipulation ~Until - Set Scheduling Order Deadlines
The Parties report to the Court that they are currently re-engaged in negotiations aimed at resolving the action. In order to afford the Parties with sufficient time to complete these discussions and discovery (if necessary), the Parties jointly request the Court extend the scheduling order deadlines by three (3) months to the following:
Factual Discovery to close by 6/30/2020;
Plaintiff's Expert Disclosures shall be made by 7/30/2020;
Defendants' Expert Disclosures shall be made by 8/28/2020;
Expert Discovery to close by 9/30/2020; and
Dispositive Motions due by 10/30/2020.
https://www.courtlistener.com/recap/gov.uscourts.rid.41482/gov.uscourts.rid.41482.53.0.pdf
When decided FHFA, FNMA and FMCC are government entities for matters of constitutional claims of due process and will confirm or not the paragraph nobody can take action while in conservatorship.
https://ecf.rid.uscourts.gov/cgi-bin/show_public_doc?2017cv0005-39
Seila law v. Consumer Financial Protection bureau
***Decision in the last 2 weeks of June 2020***
Case number: 19-7 (17-56324)
Court: Supreme Court of the United States
Issues: (1) Whether the vesting of substantial executive authority in the Consumer Financial Protection Bureau, an independent agency led by a single director, violates the separation of powers; and (2) whether, if the Consumer Financial Protection Bureau is found unconstitutional on the basis of the separation of powers, 12 U.S.C. §5491(c)(3) can be severed from the Dodd-Frank Act.
https://www.scotusblog.com/case-files/cases/seila-law-llc-v-consumer-financial-protection-bureau/
Transcript of argument on Tuesday, March 3, 2020.
https://www.supremecourt.gov/oral_arguments/argument_transcripts/2019/19-7_j4ek.pdf
Audio: https://www.oyez.org/cases/2019/19-7
1) Questions asked by plaintiff: for cause violates the separation of powers
2) The Court added a second question: can for cause be severed from Dodd-Frank Act
Plaintiff and the government agree on the first question that “for cause” violates the constitution, but disagree on the second question
Plaintiff contends reverse the judgment and either decline to reach the question of severability or declare it is not severable.
The government argues that the Court should remand for further proceedings.
(The decision in this case will decide on Collins SCOTUS 19-422 “backward-looking relief” witch the 5th circuit en banc declined)
Fannie Mae & Freddie Mac Lawsuits (FNMA FMCC) updated april 2020
19-422 Patrick J Collins v. Mnuchin (Pending petition SCOTUS) .…Common & Preferred, Derivative
Claim: “for cause” separation of powers §?4512(b)(2)
https://www.scotusblog.com/case-files/cases/collins-v-mnuchin/
(Decided according to David Thompson 1 week after resolution in Seila Law, ~first week of july-2020)
19-563 Mnuchin v. Patrick J Collins (Pending petition SCOTUS)…….Relates to all cases
Claim: § 4617(f) prevents ruling on 3th amendment, § 4617(b)(2)(A) (i) forbids challenging the Third Amendment
(Decided according to David Thompson 1 week after resolution in Seila Law, ~first week of july-2020)
https://www.scotusblog.com/case-files/cases/mnuchin-v-collins/
16-3113 (4:16-cv-03113)
Patrick J Collins v. Lew …………………….…Common & Preferred, Derivative
Honorable: Judge Nancy F Atlas in District Court
Claim: “for cause” separation of powers §?4512(b)(2)
https://www.courtlistener.com/docket/4533994/collins-v-lew/
After appeal 17-20364, the 5th circuit remanded this back to Judge Nancy F Atlas in District Court, S.D. Texas, after a decision in Seila Law it will proceed (~first week of july-2020)
18-2506 (17-2185) (0:17-cv-02185)
Atif F Bhatti vs. FHFA……………Common & Preferred, Derivative
Honorable: Patrick Joseph Schiltz
District Court, D. Minnesota
Claim: 3th amendment & “for cause” separation of powers §?4512(b)(2)
https://www.courtlistener.com/docket/7379258/bhatti-v-federal-housing-finance-agency-the/
On appeal in the 8th circuit, Oral Argument 10/15/2019
http://media-oa.ca8.uscourts.gov/OAaudio/2019/10/182506.mp3
https://www.courtlistener.com/audio/65849/atif-bhatti-v-federal-housing-finance-agency/
(The court strives to issue the opinion within 90 days after oral
Argument or submission to a nonargument panel. http://media.ca8.uscourts.gov/newrules/coa/iops06-19update.pdf)
13-1288 (1:13-mc-01288)
In re Fannie Mae/Freddie Mac Senior Preferred Stock Purchase Agreement
Class Action Litigations ………………………… Common & Preferred, Class Action Direct & Derivative
Honorable: Royce C. Lamberth
District Court for the District of Columbia
Direct claim, breaches of contract, breaches of the implied
covenant of good faith and fair dealing, breaches of fiduciary duties,
and violations of Delaware and Virginia law governing dividends
If the Direct claims is denied it also claims these Derivative: breached of fiduciary duty, compensatory damages and disgorgement, breached the terms of the certificates of designation and the implied covenant of good faith and fair dealing, appropriate equitable and injunctive relief to remedy breaches of contract, breaches of the implied covenant of good faith and fair dealing, breaches of fiduciary duty, and violations of Delaware and Virginia Corporate law, including rescission of the Third Amendment. https://www.courtlistener.com/recap/gov.uscourts.dcd.163155/gov.uscourts.dcd.163155.71.0.pdf
https://www.courtlistener.com/docket/4212341/in-re-fannie-maefreddie-mac-senior-preferred-stock-purchase-agreement/
The Class:
1) N. Bradford Isbell ....... Common
2) Michelle M. Miller ...... Common
3) Charles Rattley ………… Common
4) Timothy J. Cassell ...... Common
5) Joseph Cacciapalle .... Preferred
6) Marneu Holdings, Co .. Preferred
7) United Equities Co ….. Preferred
8) American European Insurance Co ... Preferred
9) Barry P. Borodkin ....... Preferred
10) Mary Meiya Liao ....... Preferred
https://www.courtlistener.com/docket/4212341/in-re-fannie-maefreddie-mac-senior-preferred-stock-purchase-agreement/
Fact discovery Shall close on April 30, 2020, Trial is set for March 31, 2021 (with a pretrial 30-60 days before)
17-497 (1:17-cv-00497)
Rop v. Federal Housing Finance agency…….Common & Preferred, Derivative
Honorable: Paul L. Maloney
Claim: voiding 3th amendment & “for cause” separation of powers and
striking down HERA 12 U.S.C. §§ 4511(a), 4512(b)(2), and 4617(a)(7)
District Court, W.D. Michigan
https://www.courtlistener.com/docket/13521280/rop-v-federal-housing-finance-agency/
No next Date available (waiting on Collins, as document 64 says “notice of supplemental authority concerning Collins v. Mnuchin” )
18-3478 (2:18-cv-03478)
Wazee Street Opportunities v. United States………Common, Class action, Derivative
Honorable: Nitza I Quinones Alejandro
Claim: voiding 3th amendment & “for cause” separation of powers
District Court, E.D. Pennsylvania
https://www.courtlistener.com/docket/7681282/wazee-street-opportunities-fund-iv-lp-v-the-federal-housing-finance-agency/
Aug 2, 2019 Stipulation and Order doc#36 (waiting on Collins as document 38 says Supplemental authority filed by Defendant ….. in the matter of Collins v. Mnuchin, No. 17-20364)
19-7062 (1:18-cv-01142)
Joshua J. Angel v. BOD of FNMA,FMCC & FHFA-C ….….Preferred, Direct
Previously assigned to: Honorable: Royce C. Lamberth (18-1142)
https://www.courtlistener.com/docket/6880882/angel-v-federal-home-loan-mortgage-corporation/
Claim: Breach of quarterly BOD duties, breach of contract, breached the implied covenant of good faith and fair dealing, breach of contractual rights for dividends, Breach of implicit guaranty on Junior Preferred dividends
District Court for the District of Columbia
On appeal in the United States Court of Appeals for the district of columbia circuit
https://www.courtlistener.com/docket/26534/joshua-angel-v-federal-home-loan-mortgage-co/
Judges Henderson, Griffith and Wilkins will decide Mr. Angel’s appeal without the need for oral argument that was planned for Tues., Apr. 7, 2020
13-1439 (1:13-cv-01439)
Arrowood Indemnity Company v. Fannie Mae……Preferred, Direct & Derivative
Honorable: Royce C. Lamberth
Claim: 3th amendment, breach of fiduciary duty, breach of contract, breach of the implied covenant of good faith and fair dealing
District Court for the District of Columbia
https://www.courtlistener.com/docket/6995674/arrowood-indemnity-company-v-federal-national-mortgage-association/
(Related to case Arrowood 13-698C & Joshua J. Angel, 18-1142 Doc# 3 & 89)
Fact discovery Shall close on April 30, 2020, Trial is set for March 31, 2021 (with a pretrial 30-60 days before)
13-1053 (1:13-cv-01053)
Fairholme Fund, Inc. v. FHFA……Preferred, Direct & Derivative
Honorable: Royce C. Lamberth
Claim: 3th amendment, breach of fiduciary duty, breach of contract, breach of the implied covenant of good faith and fair dealing
District Court for the District of Columbia
https://www.courtlistener.com/docket/4212077/fairholme-funds-inc-v-federal-housing-finance-agency/
Fact discovery Shall close on April 30, 2020, Trial is set for March 31, 2021 (with a pretrial 30-60 days before)
Document # 116 Mar 18, 2020 Order on Motion to Modify
----------------------------------------------------------------
Cases in Sweeney’s U.S. Court of Federal Claims
---------------------------------------------------------------
20-121 (20-122) (13-465C) (1:13-cv-00465)
FAIRHOLME FUNDS, INC. v. United States………..Common & Preferred, Direct & Derivative
Honorable: Margaret M. Sweeney
United States Court of Federal Claims
Claim: **SEALED** 413 AMENDED COMPLAINT (Entered: 03/08/2018)
Redacted version without coercion attacks available at:
https://www.docketbird.com/court-documents/Fairholme-Funds-Inc-et-al-v-USA/REDACTED-DOCUMENT-filed-by-ACADIA-INSURANCE-COMPANY-ADMIRAL-INDEMNITY-COMPANY-ADMIRAL-INSURANCE-COMPANY-ANDREW-T-BARRETT-BERKLEY-INSURANCE-COMPANY-BERKLEY-REGIONAL-INSURANCE-COMPANY-CAROLINA-CASUALTY-INSURANCE-COMPANY-CONTINENTAL-WESTERN-INSURANCE-CO/cofc-1:2013-cv-00465-00422
March 9, 2020 the interlocutory appeal was granted the
CFC identified six “controlling questions of law” raised by its order, the first three of
which pertain to the CFC’s decision to dismiss Petitioners’ direct claims:
(1) Whether the court lacks subject-matter jurisdiction over plaintiffs’ direct
claims for breach of fiduciary duty and breach of implied-in-fact contracts.
(2) Whether plaintiffs who purchased stock in Fannie and Freddie after the
PSPA amendments lack standing to pursue their direct claims.
(3) Whether plaintiffs lack standing to pursue their self-styled direct claims
because those claims are substantively derivative in nature.
The last three controlling questions identified by the CFC related to its decision
to deny the motion to dismiss Petitioners’ derivative claims:
(4) Whether plaintiffs have standing to assert derivative claims notwithstanding HERA’s succession clause.
(5) Whether the [FHFA-as-conservator’s] actions are attributable to the United States such that the court possesses subject-matter jurisdiction to entertain plaintiffs’ derivative takings and illegal exaction claims.
(6) Whether plaintiffs’ allegations that the FHFA entered into an implied-in-fact contract with the Enterprises to operate the conservatorships for shareholder benefit fail as a matter of law.
http://www.glenbradford.com/wp-content/uploads/2020/03/20-121-0002.pdf
By no later than 14 days after the completion of that process (interlocutory appeal), the parties shall file a joint status report in which they propose further proceedings, if any are necessary.
1) 13-466C Joseph Cacciapalle ………..………… Preferred, Class Action, Direct*
2) 13-496C American European Insurance.…. Preferred, Class Action, Direct
3) 13-542C Francis J. Dennis ………………….…. Preferred
March 27, 2020 above 3 Plaintiff’s think none of their counts should be dismissed
4) 13-385C Washington Federal v. United States . Common & Preferred, Class Action, Direct*
April 2, 2020 Plaintiff argues None of the claims in Fairholme apply to their case
5) 13-608C Bryndon Fisher (FNMA) .........….. Common Derivative*
6) 14-152C Bruce Reid (FMCC) …………………… Common Derivative*
7) 13-672C Erick Shipmon……..…………………… Common Derivative
March 27, 2020 above 3 Plaintiff’s thinks their claim is substantially the same as Fairholme
8) 13-698C Arrowood Indemnity Company . Preferred Direct*
April 6, 2020 Plaintiff’s think none of the Fairholme counts apply to their case
9) 14-740C Louise Rafter .........…………………. Common Direct & Derivative*
March 31, 2020 plaintiff continue to stay until 21 days following resolution of Fairholme
10) 18-281C Owl Creek Asia I L.P...........………. Preferred, Direct *
11) 18-369C Akanthos Opportunity Master Fund .. Preferred, Direct *
12) 18-370C Appaloosa Investment .........……. Preferred, Direct *
13) 18-371C CSS LLC ……………………………………. Preferred, Direct *
14) 18-529C Mason Capital L.P...........………….. Preferred, Direct *
March 26, 2020 above 5 plaintiffs don’t want to give up the direct claims and doubt the counts in Fairholme properly represent their counts, and point out the law was breached
15) 18-1124C Wazee Street……………….………… Common, Class Action, Direct & Derivative
16) 18-1150C Highfields Capital………………….. Common & Preferred, Direct
17) 18-711C 683 Capital Partners………..……….. Common, Preferred, Direct
18) 18-712C Joseph S. Patt………………………..… Preferred, Direct
19) 18-1226C Perry Capital LLC……………………. Common & Preferred, Direct & Derivative
20) 18-1155C CRS Master Fund LP…..…………… Preferred, Direct
Above 6 Plaintiffs are staying
21) 18-1240C Quinn Opportunities Master LP… Preferred, Direct
Plaintiff above is untraceable, if you have info send it so I can update accordingly
* Jones Days plaintiffs
Sisti v. Federal Housing Finance Agency
Case number: 17-005 (90-1762)(17-042)
Honorable: John J. McConnell, Jr
District Court, D. Rhode Island
Claim: FHFA, Fannie Mae, and Freddie Mac are government entities
https://www.courtlistener.com/docket/6900150/sisti-v-federal-housing-finance-agency/
March 24, 2020 Stipulation ~Until - Set Scheduling Order Deadlines
The Parties report to the Court that they are currently re-engaged in negotiations aimed at resolving the action. In order to afford the Parties with sufficient time to complete these discussions and discovery (if necessary), the Parties jointly request the Court extend the scheduling order deadlines by three (3) months to the following:
Factual Discovery to close by 6/30/2020;
Plaintiff's Expert Disclosures shall be made by 7/30/2020;
Defendants' Expert Disclosures shall be made by 8/28/2020;
Expert Discovery to close by 9/30/2020; and
Dispositive Motions due by 10/30/2020.
https://www.courtlistener.com/recap/gov.uscourts.rid.41482/gov.uscourts.rid.41482.53.0.pdf
When decided FHFA, FNMA and FMCC are government entities for matters of constitutional claims of due process and will confirm the paragraph nobody can take action while in conservatorship.
Seila law v. Consumer Financial Protection bureau
Decision in the last 2 weeks of June 2020
Case number: 19-7 (17-56324)
Court: Supreme Court of the United States
Claim: “for cause”” removal violates the separation of powers
https://www.scotusblog.com/case-files/cases/seila-law-llc-v-consumer-financial-protection-bureau/
Transcript of argument on Tuesday, March 3, 2020.
https://www.supremecourt.gov/oral_arguments/argument_transcripts/2019/19-7_j4ek.pdf
Audio: https://www.oyez.org/cases/2019/19-7
1) Questions asked by plaintiff: for cause violates the separation of powers
2) The Court added a second question: can for cause be severed from Dodd-Frank Act
Plaintiff and the government agree on the first question that “for cause” violates the constitution, but disagree on the second question
Plaintiff contends reverse the judgment and either decline to reach the question of severability or declare it is not severable.
The government argues that the Court should remand for further proceedings.
(The decision in this case will decide on Collins SCOTUS 19-422 “backward-looking relief” witch the 5th circuit en banc declined)
The government is asking the court :
In 20-122-002
CONCLUSION
This Court should grant the government’s petition for permission to appeal an interlocutory order under 28 U.S.C. § 1292(d)(2).
http://www.glenbradford.com/wp-content/uploads/2020/04/20-122-0002.pdf
very sloppy as the law says
28 U.S. Code §?1292 (d)(2)
(2)When the chief judge of the United States Court of Federal Claims issues an order under section 798(b) of this title, or when any judge of the United States Court of Federal Claims, in issuing an interlocutory order, includes in the order a statement that a controlling question of law is involved with respect to which there is a substantial ground for difference of opinion and that an immediate appeal from that order may materially advance the ultimate termination of the litigation, the United States Court of Appeals for the Federal Circuit may, in its discretion, permit an appeal to be taken from such order, if application is made to that Court within ten days after the entry of such order.
https://www.law.cornell.edu/uscode/text/28/1292
20-122-002 was filed 03/22/2020 while the reissuing 449 REPORTED OPINION and ORDER following order granting 456 MOTION to Certify Interlocutory Appeal was filed 03/09/2020
Now the difference between 9 and 22 is only 13 days but still it is not the ten days the law requests
Doc 464 04/07/2020 TRANSCRIPT of proceedings held on March 5, 2020 before Chief Judge Margaret M. Sweeney. Total No. of Pages: 1-77. Procedures Re: Electronic Transcripts and Redactions. To order a copy of the transcript, click HERE. Notice of Intent to Redact due 4/14/2020. Redacted Transcript Deadline set for 5/5/2020. Release of Transcript Restriction set for 7/6/2020.
PLS Litigation Settlements
1. General Electric Company $6.25 million
2. CitiGroup Inc. $250 million
3. UBS Americas, Inc. (Union Bank of Switzerland) $885 million
4. J.P. Morgan Chase & Co. $4 billion
5. Deutsche Bank AG $1.925 billion
6. Ally Financial, Inc. $475 million
7. Morgan Stanley $1.25 billion
8. SG Americas (Societe Generale) $122 million
9. Credit Suisse Holdings (USA) Inc. $885 million
10. Bank of America Corp.
11. Merrill Lynch & Co.
12. Countrywide Financial Corporation $5.83 billion
13. Barclays Bank PLC $280 million
14. First Horizon National Corp. $110 million
15. RBS Securities, Inc. (in Ally action) $99.5 million
16. Goldman Sachs & Co. $1.2 billion
17. HSBC North America Holdings, Inc. (Hong Kong Shanghai Banking Corp.) $550 million
18. Royal Bank of Scotland Group, plc? $5.5 billion
19. Nomura Holdings America, Inc. $846.8 million
Non-Litigation PLS Settlements
Wells Fargo Bank, N.A. $335.23 million
Ancillary Recoveries? (noted above) $335 million
Total (rounded) $24.9 billion
??[NOTE: The Enterprises have other claims, such as where they are participants along with other parties in purchases covered by trusts. Settlements discussed here only involve PLS cases initiated by FHFA].
https://www.fhfa.gov/Media/PublicAffairs/Pages/FHFA-Final-Update-on-Private-Label-Securities-Actions-9172018.aspx
Yes think the Securities Act of 1933 will apply here, as it will be more or less the same as the duty of condor from the BOD, then while Fannie and Freddie volunteered or were forced by coercion, the BOD could never have imagined it would bowl down to a voluntary give away the companies, the financial situation at time of the takeover is very important as that is the situation that allowed FHFA consent/coercion, as we all know Fannie and Freddie were not in need of funds and were not having trouble before the takeover,(provision for credit losses $27.9B and deferred Tax assets provision of $30.8 Billion that in Q2 2013 were returned and confiscated by FHFA)
The Exchange Act of 1934 will be more difficult as we already had: https://www.courtlistener.com/opinion/2477301/in-re-fannie-mae-2008-securities-litigation/?q=re%20Fannie%20Mae%202008%20Securities%20Litigation
Indeed it would be weird if common shareholders would not have any say in this, and a paid advisor would be an option, but the common shares are also currently represented by plaintiffs, depending on the outcome of the court a committee can always be formed as standing only start when we have a final ruling
The shareholder vote will be difficult, currently the FHFA represents the BOD of Fannie and Freddie and while the FHFA is facing serious trouble defending the shareholders rights (consent) they breached, it is not yet concluded by court they did the opposite thing as a “normal” conservator should have been doing, so for now I don’t think we can vote on anything, and must wait for final resolution by court
Think it is too early for the appraisal rights, courts yet have to decide FHFA legitimately entered into this saga, if appraisal rights are already awarded and the FHFA has done illegal things, the relief on appraisal rights would need to be overwritten and other relief need to be given instead
The Recapitalization is a problem Fannie and Freddie face and not FHFA, that is at least what the FHFA said, now in order to get new investors in line the conservatorship needs to end and the companies need to be in sound and solvent condition as that is expected after the 12 years of conservatorship, then after the final ruling the funds are returned and extra relief is given to Fannie and Freddie and shareholders for the misconduct, and the companies are recapitalized, the “old” shareholders will vote for a complete new BOD, and an investigation starts as to where it all did go wrong any new investor will only enter ones this investigation by the BOD is final, no SPO no conversion no nothing will happen, or of course the court will determine all of the misconduct that happened, but I think it will be 50/50, the problems will be ruled on by the court and the details will need to be investigated by the new BOD
The problem FHFA faces as world class regulator is loss of face, so far they have not done what is expected, nor does the FHFA publicly state they made a mistake, the continuous fighting and lieing of FHFA makes them vulnerable in the future and no new investor is willing to gamble away their money with such an unpredictable instable stubborn mentality as the FHFA currently shows, even after a ruling they have to come clean and declare what they have done is unprecedented and illegal, so the problem they face is huge and that includes the federal and state securities laws
The fiduciary duty is always present as the law says so, a stock otherwise cannot be sold, you would not buy it, I would not but it, nor somebody else, the scope of things is much greater then you imagine, so the fiduciary duty is always present as I also pointed out in earlier posts, but the court lacks authority because HERA is claiming unconstitutional things, as it FORBIDS judicial power
Then considering the law gives fiduciary duty https://www.law.cornell.edu/wex/fiduciary_duty to all persons (so also to shareholders), it is IMPOSSIBLE for HERA to claim it forbids judicial review, and because HERA claims that (unconstitutional judicial review) it does not owe fiduciary duty, so HERA here is wrong, and ones HERA is voided re-written or the “for cause” is changed the Fiduciary duty is back