Notice to Public. Contested Hearing. MICHAEL BOND and SESTO DELUCA. December 20, 2006 No Suggested Routing Trading Legal and Compliance
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1 Notice to Public Contested Hearing December 20, 2006 No Suggested Routing Trading Legal and Compliance MICHAEL BOND and SESTO DELUCA Relevant UMIR Provisions 2.2 Manipulative and Deceptive Method of Trading Policy 2.2 Manipulative and Deceptive Method of Trading 7.1(4) Trading Supervision Obligations Policy 7.1 Trading Supervision Obligations Summary Commencing at 10:00 a.m. on Monday, February 26, 2006, an RS Hearing Panel will convene at RS, 9 th floor, 145 King Street West, Toronto to consider whether Michael Bond and Sesto DeLuca have contravened certain Requirements of UMIR as set out in the Statement of Allegations. The proceeding is open to the public. Links Notice of Hearing Statement of Allegations Schedule A Schedule B Questions / Further Information For further information or questions concerning this notice contact: Chilwin Cheng Chief Counsel, Western Region Telephone: Fax: Chilwin.cheng@rs.ca
2 IN THE MATTER OF THE UNIVERSAL MARKET INTEGRITY RULES AND IN THE MATTER OF MICHAEL BOND and SESTO DELUCA NOTICE OF HEARING TAKE NOTICE that commencing on February 26, 2006, Market Regulation Services Inc. ( RS ) will hold a hearing pursuant to Part 9 of Policy 10.8 of the Universal Market Integrity Rules ( UMIR ) at the offices of RS, at 145 King Street West, 9 th Floor, Toronto, Ontario, commencing at 10:00 a.m. The hearing is open to the public. THE PURPOSE OF THE HEARING is to determine whether Michael Bond ( Bond ) and Sesto DeLuca ( DeLuca ) (Hereinafter collectively referred to as the Respondents ) have contravened the following Requirements of UMIR, by reason of the allegations set out in the Statement of Allegations annexed as Appendix A hereto and such additional allegations as counsel may advise and the Hearing Panel permit: 1. Bond RS alleges that: (a) Between 4 April 2005 and 29 July 2005, Michael Bond, a trader employed by a Member of the TSX Venture Exchange (the TSXV) and a Participating Organization of the Toronto Stock Exchange, entered orders on the TSXV to buy securities of Tearlach Resources Ltd., that he knew, or ought reasonably to have known, would create, or could reasonably be expected to create, an artificial bid price for Tearlach Resources Ltd. on the TSXV, contrary to Universal Market Integrity Rule (UMIR) 2.2(2)(b) and UMIR Policy 2.2, for which he is liable under UMIR 10.4(1). (b) Between 4 April 2005 and 29 July 2005, Michael Bond, a trader employed by a Member of the TSXV and a Participating Organization of the Toronto Stock Exchange, entered orders on the TSXV to buy securities of Norzan Enterprises Limited, that he knew, or ought reasonably to have known, would create, or could
3 reasonably be expected to create, an artificial bid price for Norzan Enterprises Limited on the TSXV, contrary to UMIR 2.2(2)(b) and UMIR Policy 2.2, for which he is liable under UMIR 10.4(1). (c) Between 4 April 2005 and 29 July 2005, Michael Bond, a trader employed by a Member of the TSXV and a Participating Organization of the Toronto Stock Exchange, entered orders on the TSXV to buy securities of Gee-Ten Ventures Inc., that he knew, or ought reasonably to have known, would create, or could reasonably be expected to create, an artificial bid price for Gee-Ten Ventures Inc. on the TSXV, contrary to UMIR 2.2(2)(b) and UMIR Policy 2.2, for which he is liable under UMIR 10.4(1). 2. DeLuca RS alleges that: (a) Between April 2005 and July 2005, Sesto DeLuca, an officer and employee, of a Member of the TSX Venture Exchange and a Participating Organization of the Toronto Stock Exchange, failed to fully and properly supervise Bond as necessary to ensure the compliance of Bond with UMIR and its Policies, contrary to UMIR 7.1(4) and Policy 7.1. AND TAKE FURTHER NOTICE that if the Hearing Panel finds that the Respondents have contravened the Requirement above, the Hearing Panel may impose one or more of the following orders under UMIR 10.5: 1. a reprimand; 2. a fine not to exceed the greater of: (a) (b) $1,000,000 per contravention of a Requirement; and, an amount equal to triple the financial benefit which accrued to the Respondent as a result of committing each contravention. 3. a restriction, suspension or revocation of access to the marketplace for such period and upon such terms and conditions, if any, considered appropriate; and 2
4 4. any other remedy determined to be appropriate under the circumstances. AND TAKE FURTHER NOTICE that under UMIR 10.7 the Hearing Panel may assess the expenses incurred by RS as a result of the investigation and proceedings resulting in the order. AND TAKE FURTHER NOTICE that the Respondents have the right to appear and be heard at the hearing. Under Section 9.1 of UMIR Policy 10.8, the Respondents are required to serve a Reply. If the Respondents fail to serve a Reply, or to attend or participate at the hearing, the Hearing Panel may proceed with the hearing on the matter on the date and at the time and place set out in this Notice of Hearing without further notice to the Respondents and in their absence, and the Hearing Panel may accept the facts alleged or conclusions drawn in the Statement of Allegations as having been proven and the Hearing Panel may impose any one or more of the penalties or remedies authorized by UMIR and assess expenses as authorized by UMIR. DATED at Toronto, Ontario this 20 th day of December, Market Regulation Services Inc. Suite 900, Box King Street West Toronto, Ontario M5H 1J8 Investigations and Enforcement Telephone: Facsimile: To: Ellen J. Bessner Gowlings Lafleur Henderson LLP First Canadian Place 100 King St. W., Suite 1600 Toronto, Ontario M5X 1G5 Telephone: (416) Facsimile: (416) AND TO: Michael Bond 863 Royal York Road Etobicoke, Ontario M8Y 2V3 Telephone: (416)
5 IN THE MATTER OF THE UNIVERSAL MARKET INTEGRITY RULES AND IN THE MATTER OF MICHAEL BOND and SESTO DELUCA STATEMENT OF ALLEGATIONS Requirements Contravened Between 4 April 2005 and 29 July 2005, Michael Bond, a trader employed by a Member of the TSX Venture Exchange (the TSXV) and a Participating Organization of the Toronto Stock Exchange, entered orders on the TSXV to buy securities of Tearlach Resources Ltd., that he knew, or ought reasonably to have known, would create, or could reasonably be expected to create, an artificial bid price for Tearlach Resources Ltd. on the TSXV, contrary to Universal Market Integrity Rule (UMIR) 2.2(2)(b) and UMIR Policy 2.2, for which he is liable under UMIR 10.4(1). Between 4 April 2005 and 29 July 2005, Michael Bond, a trader employed by a Member of the TSXV and a Participating Organization of the Toronto Stock Exchange, entered orders on the TSXV to buy securities of Norzan Enterprises Limited, that he knew, or ought reasonably to have known, would create, or could reasonably be expected to create, an artificial bid price for Norzan Enterprises Limited on the TSXV, contrary to UMIR 2.2(2)(b) and UMIR Policy 2.2, for which he is liable under UMIR 10.4(1). Between 4 April 2005 and 29 July 2005, Michael Bond, a trader employed by a Member of the TSXV and a Participating Organization of the Toronto Stock Exchange, entered orders on the TSXV to buy securities of Gee-Ten Ventures Inc., that he knew, or ought reasonably to have known, would create, or could reasonably be expected to create, an artificial bid price for Gee-Ten Ventures Inc. on the TSXV, contrary to UMIR 2.2(2)(b) and UMIR Policy 2.2, for which he is liable under UMIR 10.4(1). Between April 2005 and July 2005, Sesto DeLuca, an officer and employee, of a Member of the TSX Venture Exchange and a Participating Organization of the
6 Toronto Stock Exchange, failed to fully and properly supervise Bond as necessary to ensure the compliance of Bond with UMIR and its Policies, contrary to UMIR 7.1(4) and Policy Schedule "A" sets out the text of the relevant Requirements. Relevant Facts and Conclusions Overview 2. Between 4 April 2005 and 29 July 2005 (the Relevant Period ), Bond established high closing bid prices for three securities, Tearlach Resources Ltd. ( TEA ), Norzan Enterprises Limited ( NRZ ), and Gee-Ten Ventures Inc. ( GTV ) that were not justified by the real demand for these securities, by entering orders to buy these securities on the TSXV without any intention that those orders would be executed. He entered these orders to inflate the value of his inventory accounts, thereby increasing his potential commission payout or minimizing the loss of his potential commission payout. 3. Between 4 April 2005 and 29 July 2005, DeLuca knew of facts that would have caused a reasonable person with the responsibility for supervising trading by W.D. Latimer employees to review and monitor Bond s practice of entering artificially high closing bids without any intention that these orders be executed, and to prevent Bond from entering further such orders. He failed to take steps that a reasonable person with authority over Bond s trading would have taken in similar circumstances. Parties 4. W.D. Latimer Co. Limited (W.D. Latimer) was and is a Participating Organization of the Toronto Stock Exchange and a Member of the TSXV.
7 5. Bond has been a trader since 1987 and has worked at several investment dealers. Bond was employed as an approved trader at W.D. Latimer from October 2002 until April Throughout the Relevant Period, DeLuca was W.D. Latimer s President, Chief Financial Officer, Chief Compliance Officer and the person responsible for supervising trading by W.D. Latimer employees, including Bond, pursuant to UMIR 7.1(4) and Policy 7.1. The allegations against DeLuca herein focus on his failings as trading supervisor. 7. The TSXV and the Toronto Stock Exchange are marketplaces under UMIR 1.1. All of the orders referred to in this Statement of Allegations were submitted to the TSXV. 8. TEA, NRZ, and GTV are each companies whose shares trade on the TSXV. 9. Unless otherwise stated, all of the events and facts described in this Statement of Allegations occurred or were true during the Relevant Period. Bond s Inventory Account 10. W.D. Latimer earned its revenue primarily by trading securities as principal using its own capital. It employed traders who through the firm s inventory accounts W.D. Latimer conducted 70% of its trading activity from inventory account trading. 11. W.D. Latimer compensated its inventory traders by paying them a share of profits earned from trading in the inventory accounts. 12. W.D. Latimer assigned an inventory account to Bond for his trading, identified as the YA Inventory Account.
8 13. Bond had complete discretion, to a maximum use of $400,000 of the firm s capital, over what orders to enter and which securities to buy and sell for the YA Inventory Account. 14. Bond knew, on a daily basis, the value of the YA Inventory Account because he received and reviewed a daily report describing the account s security positions, the market and cost price of each security, and the account s profit and loss position. 15. Bond s compensation consisted of a 50% share of the profits earned in the YA Inventory Account. He received a bi-weekly draw against commissions that were paid at month end. 16. Normally, W.D. Latimer valued its inventory accounts, and specifically the YA Inventory Account, by valuing the securities held in those accounts by the closing bid price posted on the TSXV. Further, at the beginning of each month, W.D. Latimer also re-set the cost base of securities held in the YA Inventory Account by the closing bid price on that day. Order Entry for TEA, Norzan and GTV TEA 17. Bond entered a total of 53 orders to buy shares of TEA on the TSXV within the last hour of the trading session, which improved on the prevailing best bid price: Further Bond entered the majority of these orders within the last minutes of the trading session: a) 20 within the last minute;
9 b) 30 within the last 2 minutes; and, c) 43 within the last 10 minutes. 18. Bond entered 36 of the 53 orders (68%) as an order for one standard trading unit (500 shares). 19. With the exception of four bids which resulted in trades, the orders expired at the end of the trading session unfilled. 20. Bond set the closing bid on 40 of the 83 trading session during the Relevant Period. 21. In the 40 sessions when Bond set the closing bid, the daily value inflation of the TEA shares held in the YA Inventory Account ranged from $1,665 to $9, Table 1 of Schedule B provides further particulars of the order entry, value inflation and profit and loss position for TEA. NRZ 23. Bond entered a total of 65 orders to buy shares of NRZ on the TSXV within the last hour of the trading session, which improved on the prevailing best bid price: a) 17 of the 65 orders were entered within the last minute; b) 28 of the 65 orders were entered within the last 2 minutes; and
10 c) 48 of the 65 orders were entered within the last 10 minutes. 24. Bond entered 23 of the 65 orders (35%) as an order for one standard trading unit (500 shares). 25. With the exception of four bids which resulted in trades, the orders expired at the end of the trading session unfilled. 26. Bond set the closing bid on 54 of the 83 trading sessions during the Relevant Period. 27. In the fifty-four sessions when Bond set the closing bid, the daily value inflation of the NRZ shares held in the YA Inventory Account ranged from $88 to $5, Table 2 of Schedule B provides further particulars of the order entry, value inflation and profit and loss position for NRZ. GTV 29. Bond entered a total of 69 orders to buy shares of GTV on the TSXV within the last hour of the trading session which improved on the prevailing best bid price: a) 48 of the 69 orders were entered within the last minute; b) 66 of the 69 orders were entered within the last 10 minutes. 30. Bond entered 38 of the 69 orders (55%) as orders for one to two standard trading units (1,000 shares).
11 31. With the exception of 4 bids which resulted in trades, the orders expired at the end of the trading day unfilled. 32. Bond set the closing bid on 52 of the 83 trading days during the Relevant Period. 33. On the 52 days when Bond set the closing bid, the daily value inflation of the GTV shares held in the YA Inventory Account ranged from $830 to $10, Table 3 of Schedule B provides further particulars of the order entry, value inflation and profit and loss position for GTV. Bond s Artificial Pricing 35. The prices at which Bond submitted his orders to buy shares in TEA, NRZ, and GTV on the TSXV were not justified by the real supply and demand for the shares of TEA, NRZ, and GTV traded on the TSXV as described in UMIR Policy 2.2, Part 3 and thereby created, or could reasonably be expected to create, an artificial bid price for the shares of TEA, NRZ, and GTV on the TSXV, the particulars of which include as follows: a) Bond entered 56% of the orders to buy in the last minute of the trading session, giving the market little, if any, time to react to the bids. b) Bond entered 89% of the orders to buy in the last ten minutes of the trading session, giving the market little time to react to the bids. c) Bond entered all of the orders to buy at prices that were higher than the last trade price and prevailing bid price.
12 d) Bond entered all of the orders to buy as day orders, which, with the exception of a small number that resulted in trades, expired at the end of the day unfilled. e) The orders were all entered for the YA inventory account, an account in which Bond had a direct financial interest. f) Bond had a motivation to establish an artificially high bid price to maintain the valuation of his YA Inventory. By entering these artificial bids, Bond improved the daily valuation of the YA Inventory, since the account positions were valued based on the closing bid of each security, reduced the loss position that Bond held in TEA, NRZ, and GTV by misrepresenting the actual performance of these securities, and therefore allowed Bond to avoid any consequent reduction to his compensation. 36. The facts described in paragraph 35 also establish Bond s lack of any intention that his orders be executed, as proscribed by UMIR Policy 2.2, Part 2(f). 37. Given the facts described in this Statement of Allegations, Bond knew, or ought reasonably to have known, that the entry of his orders to buy TEA, NRZ, and GTV for the YA Inventory during the Relevant Period would create or could reasonably be expected to create an artificial bid price for TEA, NRZ, and GTV during the Relevant Period, contrary to UMIR 2.2(2)(b).
13 DeLuca s Failure to Supervise Bond s Trading 38. During the Relevant Period, in his role as trading supervisor, DeLuca supervised W.D. Latimer s trade desk and trading in its inventory accounts. Specifically, he did the following: a) supervised Bond s trading in the YA Inventory; and, b) monitored accounts for compliance with credit policies and monitored the credit and asset position of W.D. Latimer daily. 39. As part of his trade supervision duties, DeLuca knew of the credit risk inherent in the valuation of inventories. Consequently, he also knew of W.D. Latimer s heightened exposure to the risk that its employees would enter artificially high bid prices to inflate their inventory positions. 40. The Compliance Procedures Manual required a review of daily inventory reports to review positions sizes, profit and loss positions, and capital usages. During the Relevant Period, DeLuca reviewed all inventory reports, including the YA Inventory, every day. 41. From this daily review of the YA Inventory Account, DeLuca knew of the following facts: a) by March 2005 that the YA Inventory Account held approximately 300,000 shares of TEA and approximately 200,000 shares of GTV;
14 b) Bond was experiencing losses in the YA Inventory Account during the Relevant Period; c) the holdings of TEA and GTV in the YA Inventory Account represented numerically large holdings relative to the total number of shares in the YA inventory account; d) Bond had not reduced the YA Inventory positions in TEA or GTV; and, e) Bond had incurred substantial losses on the YA inventory account as recently as January 2005 and that these positions constituted illiquid stock that Bond could not sell without incurring further trading losses that could affect Bond s commission payout. 42. DeLuca knew of the specific credit risk that Bond s positions in TEA and GTV posed to W.D. Latimer. As such, DeLuca took steps to protect W.D. Latimer s credit position. Though W.D. Latimer did not generally distinguish between realized and unrealized trading profits when it calculated commission payouts for inventory traders, DeLuca excluded the TEA and GTV positions from Bond s commission payout calculation from March 2005 onwards. 43. As a person responsible for supervising trading, DeLuca failed to take any or all of the following steps that a reasonable supervisor, having the knowledge of facts specifically described in paragraph 42, would have undertaken to prevent violations from occurring: a) monitor Bond s order entry, particularly near the end of a training session;
15 b) prevent Bond from entering any bids for TEA or GTV. c) review his Removed Orders List, which W.D. Latimer received, for orders that Bond had entered for TEA and GTV near the end of the trading session; d) review orders and trades which Bond entered in those securities, particularly those entered or executed near the end of the trading session; e) question Bond about the losses occurring in the YA Inventory Account; or, f) freeze the YA Account. 44. As the person with the authority and responsibility to supervise Bond s trading, DeLuca failed to fully and properly supervise Bond as necessary to ensure that Bond complied with UMIR 2.2(2)(b), contrary to UMIR 7.1(4). Summary 45. As an experienced trader, Bond knew that his order entry activity would create, or could reasonably be expected to create, an artificial bid price. Bond s end-of-day order entry activity had no legitimate purpose. Bond s sole purpose was to safeguard his level of compensation and misrepresent the profit and loss of the TEA, NRZ, and GTV shares. This purpose was carried out in violation of UMIR and at the expense of market integrity.
16 46. Although DeLuca was aware of risks and potential problems with the YA Inventory Account, he took no steps to review Bond s order entry activity and thereby failed to fully or properly supervise Bond s trading. December 20, 2006 Market Regulation Services Inc. Suite 900, Box King Street West Toronto, Ontario M5H 1J8 Investigations and Enforcement Telephone: Facsimile: TO: Ellen J. Bessner Gowlings Lafleur Henderson LLP First Canadian Place 100 King St. W., Suite 1600 Toronto, Ontario M5X 1G5 Telephone: (416) Fax: (416)
17 EXCERPTS FROM THE UNIVERSAL MARKET INTEGRITY RULES 2.2 Manipulative and Deceptive Activities (2) A Participant or Access Person shall not, directly or indirectly, enter an order or execute a trade on a marketplace if the Participant or Access Person knows or ought reasonably to know that the entry of the order or the execution of the trade will create or could reasonably be expected to create: (b) an artificial ask price, bid price or sale price for the security or a related security. POLICY 2.2. MANIPULATIVE AND DECEPTIVE ACTIVITIES Part 2 False or Misleading Appearance of Trading Activity or Artificial Price For the purposes of subsection (2) of Rule 2.2 and without limiting the generality of that subsection, if any of the following activities are undertaken on a marketplace and create or could reasonably be expected to create a false or misleading appearance of trading activity or interest in the purchase or sale of a security or an artificial ask price, bid price or sale price, the entry of the order or the execution of the trade shall constitute a violation of subsection (2) of Rule 2.2: (e) entering an order or orders for the purchase or sale of a security to: (f) (ii) effect a high or low closing sale price, ask price or bid price, or entering an order or a series of orders for a security that are not intended to be executed; If persons know or ought reasonably to know that they are engaging or participating in these or similar types of activities those persons will be in breach of subsection (2) of Rule 2.2 irrespective of whether such activity results in a false or misleading appearance of trading activity or interest in the purchase or sale of a security or an artificial ask price, bid price or sale price for a security or a related security.
18 Part 3 Artificial Pricing For the purposes of subsection (2) of Rule 2.2, an ask price, bid price or sale price will be considered artificial if it is not justified by real demand or supply in a security. Whether or not a particular price is "artificial" depends on the particular circumstances. Some of the relevant considerations in determining whether a price is artificial are: (b) (d) (e) the change in the last sale price, best ask price or best bid price that results from the entry of the order on a marketplace; the time the order is entered and any instructions relevant to the time of entry of the order; and whether any Participant, Access Person or account involved in the order: has any motivation to establish an artificial price, or The absence of any one or more of these considerations is not determinative that a price is or is not artificial. 7.1 Trading Supervision Obligations (4) The head of trading together with each person who has authority or supervision over or responsibility to the Participant for an employee of the Participant shall fully and properly supervise such employee as necessary to ensure the compliance of the employee with these Rules and each Policy Extension of Restrictions (1) A related entity of a Participant and a director, officer, partner or employee of the Participant or a related entity of the Participant shall: (a) (b) comply with the provisions of these Rules and any Policies with respect to just and equitable principles of trade, manipulative and deceptive activities, short sales and frontrunning as if references to Participant in Rules 2.1, 2.2, 2.3, 3.1 and 4.1 included reference to such person; and in respect of the failure to comply with the Rules and Policies referred to in clause (a), be subject to the practice and procedures and to penalties and remedies set out in this Part.
19 TABLE 1 SCHEDULE B Mkt. Price pre- Bond end-of-day YA Inventory a/c bid(s) Time of Bond's end Bond end-of-day YA of-day YA Inventory a/c bids Inventory a/c bids Value Inflation by Bond end-of day YA Inventory a/c bid(s) Unrealized P/L of TEA pre-bond end-ofday YA Inventory a/c bid(s) Unrealized P/L of TEA (per Daily Inventory Report) Additional Cost to Bond to hit end of day Offer Date Number of TEA Shares Cost Price Mkt Price End of day offer 04-Apr , $ :58:23 3,330-4,995-1,665 $0.13 $5 05-Apr , $ :59:26 6,660-8,325-1,665 $0.13 $20 06-Apr , $ :57:01 1,665-3,330-1,665 $0.13 $5 07-Apr , $ :58:17 3,330-4,995-1,665 $0.13 $5 08-Apr , $ :58:37 6,660-8,325-1,665 $0.13 $5 11-Apr , $0.12 $ :58:59 15:59:46 8,325-6,660 1,665 $0.20 $ Apr , $ :59:31 3,330-1,665 1,665 $0.14 $5 13-Apr , $ :57:43 4,995-8,325-3,330 $0.12 $ Apr , $0.115 $0.12 $ :55:28 15:55:53 15:59:59 9,990-8,325 1,665 $0.14 $ Apr , $ :59:30 6,660-8,325-1,665 $0.14 $10 18-Apr , $ :58:36 15:58:46 9,990-8,325 1,665 $0.22 $45 19-Apr , $0.12 $ :46:12 15:57:48 9,990-8,325 1,665 $0.165 $40 20-Apr , Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -3,330 Not Applicable Not Applicable 21-Apr , $0.115 $ :50:34 15:50:49 4,995-8,325-8,325 $0.12 $2.50 $0.115 $0.12 $ :09:02 15:45:34 15:59:33 6,680-5,010 1,670 $0.15 $ Apr , $ :57:16 25-Apr , $ :59:38 6,200-1,764 4,436 $0.165 $55 26-Apr , Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable 4,436 Not Applicable Not Applicable 27-Apr , Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable 4,436 Not Applicable Not Applicable $0.14* 15:58:28* 28-Apr , $0.120 $0.135* 15:59:30* Not Applicable Not Applicable -1,782 Not Applicable Not Applicable 29-Apr , $ :58:51 4,740-1,833 2,907 $0.14 $ May , $ :56:46 4,740-4,740 0 $0.15 $ May , Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -4,740 Not Applicable Not Applicable 04-May , $ :55:55 4,740-4,740 0 $0.15 $ May , $ :53:01 4,740-4,740 0 $0.15 $ May , $ :59:43 4,740-4,740 0 $0.15 $ May , $0.13 $ :58:38 15:59:06 4,740-4,740 0 $0.14 $ May , $0.11* $0.115* 15:58:48* 15:59:50* Not Applicable Not Applicable -14,255 Not Applicable Not Applicable 11-May , $ :59:38 6,350-14,255-7,905 $0.12 $5 12-May , $0.11 $ :59:02 15:59:20 6,350-14,255-7,905 $0.12 $5 13-May , $ :59:53 6,350-14,255-7,905 $0.12 $5 16-May , $ :59:31 4,763-12,668-7,905 $0.12 $5 17-May , $ :57:51 15:59:11 4,763-12,668-7,905 $0.12 $15 18-May , :59:22 4,763-14,255-9,493 $0.11 $2.50
20 TABLE 1 SCHEDULE B 19-May , Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -11,080 Not Applicable Not Applicable 20-May , Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -11,080 Not Applicable Not Applicable 24-May , Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -11,080 Not Applicable Not Applicable 25-May , Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -11,080 Not Applicable Not Applicable 26-May , Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -11,080 Not Applicable Not Applicable 27-May , Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -11,080 Not Applicable Not Applicable 30-May , Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -14,255 Not Applicable Not Applicable 31-May , Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -14,396 Not Applicable Not Applicable 01-Jun ,500** Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable 0 Not Applicable Not Applicable 02-Jun , Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -5,440 Not Applicable Not Applicable 03-Jun , Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -10,935 Not Applicable Not Applicable 06-Jun , $ :00:20 2,878-8,287-5,409 $0.10 $60 07-Jun , $ :48:19 2,878-2, $0.10 $10 08-Jun , Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable 346 Not Applicable Not Applicable 09-Jun , $ :40:39 2,888-8,316-5,428 $0.10 $20 10-Jun , $ :19:45 2,890-5,491-2,601 $0.10 $15 13-Jun , $ :37:45 2,895-5,443-2,548 $0.10 $15 14-Jun , Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable 347 Not Applicable Not Applicable 15-Jun , Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable 347 Not Applicable Not Applicable 16-Jun , Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable 347 Not Applicable Not Applicable 17-Jun , Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable 347 Not Applicable Not Applicable 20-Jun , Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable 347 Not Applicable Not Applicable 21-Jun , Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable 347 Not Applicable Not Applicable 22-Jun , Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable 347 Not Applicable Not Applicable 23-Jun , Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable 347 Not Applicable Not Applicable 24-Jun , Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -2,548 Not Applicable Not Applicable 27-Jun , $ :45:25 2,895-8,338-5,443 $0.085 $10 28-Jun , $ :59:38 2,895-8,338-5,443 $0.095 $30 29-Jun , Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -8,366 Not Applicable Not Applicable 30-Jun , Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -8,366 Not Applicable Not Applicable 04-Jul , Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable 0 Not Applicable Not Applicable 05-Jul , $ :46:01 2,905-2,905 0 $0.08 $10 06-Jul , Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -2,556 Not Applicable Not Applicable 07-Jul , Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -2,556 Not Applicable Not Applicable 08-Jul , Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -8,352 Not Applicable Not Applicable 11-Jul , Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -8,352 Not Applicable Not Applicable 12-Jul , Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -5,452 Not Applicable Not Applicable 13-Jul , $ :34:25 2,900-8,352-5,452 $0.070 $5 14-Jul , $ :07:01 2,900-8,352-5,452 $0.070 $ Jul , Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -5,452 Not Applicable Not Applicable 18-Jul , Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -5,452 Not Applicable Not Applicable 19-Jul , $ :41:35 2,900-2, $0.080 $50 20-Jul , Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable 348 Not Applicable Not Applicable 21-Jul , Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -2,552 Not Applicable Not Applicable 22-Jul , Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -2,552 Not Applicable Not Applicable 25-Jul , Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -5,452 Not Applicable Not Applicable 26-Jul , Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -5,431 Not Applicable Not Applicable 27-Jul , Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -5,431 Not Applicable Not Applicable 28-Jul , $ :59:07 2,920-8,351-5,431 $0.070 $5 29-Jul , $ :55:53 2,920-5,431-2,511 $0.075 $5 ** + PP shares Revaluation
21 TABLE 2 SCHEDULE B Mkt. Price pre- Bond end-of-day YA Inventory a/c bid(s) Bond end-of-day YA Inventory a/c bids Time of Bond's end-of-day YA Inventory a/c bids Value Inflation by Bond end-of day YA Inventory a/c bid(s) Unrealized P/L of NRZ pre-bond end-ofday YA Inventory a/c bid(s) Unrealized P/L of NRZ (per Daily Inventory Report) Additional cost to Bond to hit end of day offer Date Number of NRZ Cost Price Mkt Price End of day offer 04-Apr-05 5, Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -51 Not Applicable Not Applicable 05-Apr-05 5, Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -77 Not Applicable Not Applicable 06-Apr-05 5, Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -103 Not Applicable Not Applicable 07-Apr-05 5, Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -103 Not Applicable Not Applicable 08-Apr-05 5, $ :58: $0.48 $15 $0.45 $0.49 $20 11-Apr-05 8, $ 0.45* 15:59: $ :49:04 12-Apr-05 24, $ :59: $0.49 $30 13-Apr-05 25, $ :58:01 1,539-2, $0.45 $5 14-Apr-05 25, $ :55: $0.50 $15 15-Apr-05 25, $ :59:24 1,796-2, $0.47 $10 18-Apr-05 25, $ :58:57 1,796-2, $0.47 $10 19-Apr-05 25, $0.44 $ :48:53 15:57:36 1,796-2, $0.47 $25 20-Apr-05 25, $ :59: $0.47 $5 21-Apr-05 28, $0.44 $0.48* $ :55:22 15:59:13 15:59:30 1,719-1, $0.45 $0.49 $20 22-Apr-05 28, $ :59: , $0.45 $5 25-Apr-05 28, Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -1,678 Not Applicable Not Applicable 26-Apr-05 28, Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -2,824 Not Applicable Not Applicable 27-Apr-05 26, $ :58:10 1,066-2,892-1,826 $0.40 $5 28-Apr-05 26, Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -2,360 Not Applicable Not Applicable 29-Apr-05 26, $ :56:52 1,333-4,224-2,891 $0.40 $25 02-May-05 26, $ :57:41 1,333-1,333 0 $0.40 $25 03-May-05 26, Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -1,465 Not Applicable Not Applicable 04-May-05 26, $ :57:05 1,333-1,333 0 $0.39 $20 05-May-05 26, $ :59:59 1,333-1, $0.35 $50 06-May-05 29, $0.34* 15:59:50 1,458-1, Not Applicable Not Applicable 09-May-05 29, $ :59:14 1,458-1, $0.39 $25 10-May-05 29, $ :58:36 2,041-1, $0.39 $15 11-May-05 29, $ :56: $0.39 $15 12-May-05 29, $ :58:38 1,458-1, $0.35 $5 13-May-05 29, $0.34 $ :57:31 15:59:13 1,458-1, $0.35 $10 16-May-05 29, $ :56:27 1,458-1, $0.35 $5 17-May-05 29, $ :58:11 1,458-1, $0.35 $5 18-May-05 29, $ :59:31 2,624-2, $0.35 $5 19-May-05 27, Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -801 Not Applicable Not Applicable 20-May-05 21, $ :25: ,110-1,004 $0.33 $ May-05 21, Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -687 Not Applicable Not Applicable 25-May-05 13, $ :44: , $0.32 $60 26-May-05 19, $0.225 $ :18:29 15:58: ,556-1,360 $0.245 $0.25 $ May-05 19, $0.265 $ :58:27 11:24: $0.34 $ Jun-05 13, Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -41 Not Applicable Not Applicable 02-Jun-05 8, Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable 358 Not Applicable Not Applicable 03-Jun-05 3, Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable 42 Not Applicable Not Applicable 06-Jun-05 3, Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -31 Not Applicable Not Applicable
22 TABLE 2 SCHEDULE B 07-Jun-05 57, $0.43* 15:49:50 1, $0.43 $0.485 $ Jun-05 29, $ :56: $0.48 $50 09-Jun-05 29, $ :59:37 1, ,003 $0.47 $20 10-Jun-05 29, $ :59:45 1,483-1, $0.45 $20 13-Jun-05 29, $ :55: $0.47 $40 14-Jun-05 29, Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -480 Not Applicable Not Applicable 15-Jun-05 29, $ :57: , $0.47 $70 16-Jun-05 40, Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -2,313 Not Applicable Not Applicable 17-Jun-05 40, $ :44:15 2,008-3,116-1,108 $0.47 $ Jun-05 40, $ :03:11 2,008-3,116-1,108 $0.47 $ Jun-05 40, Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -1,108 Not Applicable Not Applicable 22-Jun-05 40, Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -1,108 Not Applicable Not Applicable 23-Jun-05 40, Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -1,108 Not Applicable Not Applicable 24-Jun-05 40, Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -2,313 Not Applicable Not Applicable 27-Jun-05 45, $ :57: ,262-1,810 $0.425 $ Jun-05 45, $0.30 $ :40:12 15:59:23 3,612-5,423-1,811 $0.39 $ Jun-05 45, $ :02:05 4,515-7,680-3,165 $0.425 $ Jun-05 55, Not Applicable Not Applicable Not Applicable Not Applicable -1,175-1,175 Not Applicable Not Applicable 04-Jul-05 55, $ :45:41 2,206-2,206 0 $0.42 $80 05-Jul-05 53, Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -2,126 Not Applicable Not Applicable 06-Jul-05 48, Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -2,126 Not Applicable Not Applicable 07-Jul-05 48, $ :58:55 1,926-3,852-1,926 $0.35 $50 08-Jul-05 48, $ :58:39 1,926-2, $0.35 $60 11-Jul-05 48, Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -963 Not Applicable Not Applicable 12-Jul-05 48, Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -963 Not Applicable Not Applicable 13-Jul-05 51, $0.20 $0.25 $ :02:40 15:05:20 15:59:15 5,115-8,506-3,391 $0.29 $2, Jul-05 51, Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -3,391 Not Applicable Not Applicable 15-Jul-05 51, Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -3,391 Not Applicable Not Applicable 18-Jul-05 58, Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -3,114 Not Applicable Not Applicable 19-Jul-05 57, $ :58:13 1, $0.31 $40 20-Jul-05 62, $0.29 $ :54:32 15:57:25 3,108-1,802 1,306 $0.34 $ Jul-05 57, $ :57: ,892 2,178 $0.34 $ Jul-05 58, $ :49: $0.30 $10 25-Jul-05 51, $0.26 $ :51:05 15:59:16 1,808-1, $0.30 $ Jul-05 51, $0.28 $ :49:10 15:00:26 1,291-1, $0.31 $ Jul-05 54, $ :56: , $0.295 $15 28-Jul-05 54, $ :58:58 1,354-1, $0.29 $10 29-Jul-05 66, * Revaluation Traded in part $0.25 $0.26 $0.27 $ :08:10 15:08:57 15:43:18 15:55:22 3,333-3, $0.29 $0.31 $440
23 TABLE 3 SCHEDULE B Date Number of GTV Cost Price Mkt Price Mkt. Price pre- Bond end-of-day YA Inventory a/c bid(s) Bond end-of-day YA Inventory a/c bids $0.35 $0.36 $0.36 $0.35 $0.35 $0.34 Time of Bond's end-of-day YA Inventory a/c bids 15:58:38 Value Inflation by Bond end-of day YA Inventory a/c Unrealized P/L of GTV pre-bond end-ofday YA Inventory Unrealized P/L of GTV (per Daily Inventory Report) End of day offer Additional cost to Bond to hit end of day offer 04-Apr , :59:04 5,050 9,090 14,140 $0.38 $50 15:59:15 05-Apr , :59:56 6,060 8,080 14,140 $0.365 $5 15:59:51 06-Apr , :59:57 6,060 6,060 12,120 $0.36 $10 07-Apr , $ :59:46 4,040 6,060 10,100 $0.345 $5 08-Apr , $ :59:54 4,040 2,020 6,060 $0.34 $20 $ :59:39 11-Apr , $ :59:51 6,060 2,020 8,080 $0.335 $5 $ :01:55 12-Apr , $ :59:54 5,050 3,030 8,080 $0.335 $30 13-Apr , Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -6,134 Not Applicable Not Applicable 14-Apr , $ :59:44 4, ,566 $0.335 $15 15-Apr , $ :59:54 3,710 1,855 5,565 $0.33 $10 18-Apr , $0.31 $ :59:08 15:59:55 5, ,493 $0.335 $ Apr , $ :59:55 5, ,637 $0.32 $5 $0.29 $0.30 $ :56:15 15:58:50 15:59:56 10,203-2,783 7,420 $0.335 $85 20-Apr , Apr , $ :59:52 7, ,712 $0.34 $10 22-Apr , Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -4,965 Not Applicable Not Applicable 25-Apr , $ :59:51 1,945 3,793 5,738 $0.335 $15 26-Apr , $0.29 $ :59:32 15:59:39 5,865-5, $0.295 $25 27-Apr , $ :59:50 1,945-3,987-2,042 $0.29 $5 28-Apr , $ :59:24 2,918-7,877-4,959 $0.27 $ Apr , $ :58:44 5,970-8,796-2,826 $0.31 $ May , $ :59:49 6,965-6,965 0 $0.31 $35 03-May , Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable 153 Not Applicable Not Applicable 04-May , $ :59:55 5,760-4,646 1,114 $0.295 $15 05-May , $ :59:53 6,720-6, $0.28 $25 06-May , $0.25 $ :56:34 15:59:55 6,060-5, $0.28 $65 09-May , $0.275* 15:59:54 6,195-5, $0.285 $5 10-May , $ :59:58 6,195-6, $0.275 $5 11-May , $0.27* 15:59:55 8,380-8, $0.285 $15 12-May , $ :59:51 6,270-6, $0.285 $15 13-May , $0.27 $ :59:48 15:59:58 9,405-10,450-1,045 $0.285 $35 16-May , $ :59:58 7,315-10,450-3,135 $0.265 $5 17-May , Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -4,616 Not Applicable Not Applicable 18-May , $ :59:43 5,670-10,130-4,460 $0.245 $10 19-May , Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -5,405 Not Applicable Not Applicable 20-May , Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -10,130 Not Applicable Not Applicable 24-May , Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -10,130 Not Applicable Not Applicable 27-May , Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -8,246 Not Applicable Not Applicable 30-May , Not Applicable Not Applicable Not Applicable Not Applicable Not Applicable -6,390 Not Applicable Not Applicable
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