☒	ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Delaware		36-7730868
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

201 N. Brand Blvd., Suite 200 Glendale, California		91203
(Address of principal executive offices)		(Zip Code)

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
None	N/A	N/A

	Large accelerated filer  ☐	Accelerated filer  ☐
	Non-accelerated filer   ☒	Smaller reporting company ☒
		Emerging growth company ☒

Table of Contents

A.

Overview

1.

The Trust

•

an aggregate of $5.0 million in cash from the Debtors for the purpose of funding the Trust’s initial expenses of operation;

•

the following Causes of Action: (i) all claims and causes of action formerly held or acquired by the Debtors and (ii) all causes of action contributed by Noteholders or Unitholders (as defined in Section C of this Item 1) to the Trust as “Contributed Claims” pursuant to the Plan;

•

all of the outstanding membership interests of the Wind-Down Entity; and

•

certain other non-real estate related assets and entities.

C.	Material Developments Leading to Confirmation of the Plan

•

A new board of managers (with no ties whatsoever to Shapiro) was formed to govern the Debtors (the “New Board”). The New Board consisted of Richard Nevins, M. Freddie Reiss, and Michael Goldberg.

•

The New Board was empowered to select a CEO or CRO, subject to the consent of the Unsecured Creditors’ Committee and the SEC.

•

The New Board was empowered, subject to the SEC’s consent, to select new counsel for the Debtors or to re-confirm Gibson Dunn & Crutcher LLP as counsel for the Debtors.

•

The holders of Units were permitted to form a single one- or two-member fiduciary Unitholder committee (the “Unitholder Committee”) to advocate for the interests of Unitholders.

•

The holders of Notes were permitted to form a single six- to nine-member fiduciary Noteholder committee (the “Noteholder Committee”) to advocate for the interests of Noteholders.

D.	Plan Provisions Regarding the Company

1.	Corporate governance provisions

2.	Treatment under the Plan of holders of claims against and equity interests in the Debtors

•

“Class 1 Claims” or “Other Secured Claims,” which are claims, other than DIP Claims, that are secured by a valid, perfected, and enforceable lien on property in which the Debtors have an interest, which lien is valid, perfected, and enforceable under applicable law and not subject to avoidance under the Bankruptcy Code or applicable non-bankruptcy law.

•

“Class 2 Claims” or “Priority Claims,” which are claims that are entitled to priority under Bankruptcy Code section 507(a), other than Administrative Claims and Priority Tax Claims.

•

“Class 3 Claims” or “Standard Note Claims,” which are any Note Claims other than Non-Debtor Loan Note Claims (as defined below).

•

“Class 4 Claims” or “General Unsecured Claims,” which are unsecured, non-priority claims that are not Note Claims, Subordinated Claims (as defined below), or Unit Claims.

•

“Class 5 Claims” or “Unit Claims,” which are Unit Claims (as defined in Item 1, Section C of this Annual Report).

•

“Class 6 Claims” or “Non-Debtor Loan Note Claims,” which are any Note Claims that are or were purportedly secured by an unreleased assignment or other security interest in any loans or related interests as to which the lender was a Debtor and the underlying borrower actually is or actually was a person that is not a Debtor.

•

“Class 7 Claims” or “Subordinated Claims,” which are collectively, (a) any claim, secured or unsecured, for any fine, penalty, or forfeiture, or for multiple, exemplary, or punitive damages, to the extent such fine, penalty, forfeiture, or damages are not compensation for actual pecuniary loss suffered by the holder of such claim and (b) any other claim that is subordinated to General Unsecured Claims, Note Claims, or Unit Claims pursuant to Bankruptcy Code section 510, a final order of the Bankruptcy Court, or by consent of the creditor holding such claim.

•

“Class 8” or “Equity Interests,” which are all previously issued and outstanding common stock, preferred stock, membership interests, or other ownership interests in any of the Debtors outstanding immediately prior to the Plan Effective Date.

•

Standard Note Claims (Class 3)

•

General Unsecured Claims (Class 4)

•

Unit Claims (Class 5)

•

Each holder of an allowed claim in Class 3 (Standard Note Claims) is deemed to hold one (1) Class A Interest for each $75.00 of Net Note Claims held by the applicable Noteholder with respect to its Allowed Note Claims.

•

Each holder of an allowed claim in Class 4 (General Unsecured Claims) is deemed to hold one (1) Class A Interest for each $75.00 of allowed General Unsecured Claims held by the applicable creditor.

•

Each holder of an allowed claim in Class 5 (Unit Claims) is deemed to hold 0.725 of a Class A Interest and 0.275 of a Class B Interest for each $75.00 of Net Unit Claims held by the applicable Unitholder with respect to its allowed Unit Claims.

3.	Assets and liabilities of the Company

		Plan
		Effective
		Date				June 30, 2024
Cash, cash equivalents and short-term investments		$	36.02			$	56.01
Restricted cash			0.32				4.91
Other assets:
Net real estate assets held for sale, net			582.71				0.50
Miscellaneous			2.29				1.96
Subtotal other assets			585.00				2.46
Total assets		$	621.34			$	63.38
Accounts payable and accrued liabilities			5.78				0.02
Distributions payable			-				0.79
Accrued liquidation costs			232.07				22.70
Total liabilities		$	237.85			$	23.51
Net assets in liquidation:
Restricted for Qualifying Victims			-				4.11
All Interestholders			383.49				35.76
Total net assets in liquidation		$	383.49			$	39.87

		Estimated					Disputed Claims
		Allowed					at Asserted
		Claims					Amount
Unimpaired Claims (Liabilities)		$	0.05				$	0.11
Impaired Claims (Beneficial Interests)		$	887.66		(a)		$	0.16

(a)	Includes an estimated $0.08 million of additional claims expected to be allowed from the approximate $0.16 million of disputed claims.

4.	Liquidation Trust Interests under the Plan

•

In the case of an allowed claim in the Plan’s Class 3 (Standard Note Claims), the holder was granted one (1) Class A Interest in the Trust for each $75.00 of Net Note Claims held by the applicable Noteholder with respect to its Allowed Note Claims. Allowed Net Note Claims are determined as the outstanding principal amount of Note Claims held by a particular Noteholder, minus the aggregate amount of all prepetition distributions (other than return of principal) received by such Noteholder.

•

In the case of an allowed claim in the Plan’s Class 4 (General Unsecured Claims), the holder was granted one (1) Class A Interest in the Trust for each $75.00 of allowed General Unsecured Claims held by the applicable creditor.

•

In the case of an allowed claim in the Plan’s Class 5 (Unit Claims), the holder was granted 0.725 of a Class A Interest in the Trust and 0.275 of a Class B Interest in the Trust for each $75.00 of Net Unit Claims held by the applicable Unitholder with respect to its allowed Unit Claims. Allowed Net Unit Claims were determined as the outstanding principal amount of Unit Claims held by a particular Unitholder, minus the aggregate amount of all prepetition distributions (other than return of principal) received by such Unitholder.

•

First, to each Interestholder of Class A Interests pro rata based on such Interestholder’s number of Class A Interests, until the aggregate amount of all such distributions on account of the Class A Interests equals the product of (i) the total number of all Class A Interests and (ii) $75.00;

•

Thereafter, to each Interestholder of Class B Interests pro rata based on such Interestholder’s number of Class B Interests, until the aggregate amount of all such distributions on account of the Class B Interests equals the product of (i) the total number of all Class B Interests and (ii) $75.00;

•

Thereafter, to each Interestholder of a Liquidation Trust Interest (whether a Class A Interest or a Class B Interest) pro rata based on such Interestholder’s number of Liquidation Trust Interests until the aggregate amount of all such distributions on account of the Liquidation Trust Interests equals an amount equivalent to interest, at a per annum fixed rate of 10%, compounded annually, accrued on the aggregate principal amount of all Net Note Claims, allowed General Unsecured Claims, and Net Unit Claims outstanding from time to time on or after December 4, 2017, treating each distribution of available cash made after the Plan Effective Date pursuant to the immediately preceding two subparagraphs as reductions of such principal amount; and

•

Thereafter, pro rata to the holders of allowed Subordinated Claims until such claims are paid in full, including interest, at a per annum fixed rate of 10% or such higher rate as may be specified in any consensual agreement or order relating to a given Interestholder, compounded annually, accrued on the principal amount of each allowed Subordinated Claim outstanding from time to time on or after December 4, 2017.

							During the Period from February 15, 2019 (inception)  through June 30, 2024 ($ in Millions)												During the Period from February 15, 2019 (inception) through September 27, 2024 ($ in Millions)
Date Declared			$ per Class A Interest				Total Declared				Paid				Restricted Cash Account				Total Declared				Paid				Restricted Cash Account
Distributions Declared
First	3/15/2019		$	3.75			$	44.70			$	42.32			$	2.38			$	44.70			$	42.32			$	2.38
Second	1/2/2020			4.50				53.44				51.20				2.24				53.44				51.20				2.24
Third	3/31/2020			2.12				25.00				24.19				0.81				25.00				24.19				0.81
Fourth	7/13/2020			2.56				29.97				29.24				0.73				29.97				29.24				0.73
Fifth	10/19/2020			2.56				29.96				29.21				0.75				29.96				29.21				0.75
Sixth	1/7/2021			4.28				50.01				48.67				1.34				50.01				48.67				1.34
Seventh (a)	5/13/2021			2.58				30.04				29.35				0.69				30.04				29.35				0.69
Eighth	10/8/2021			3.44				40.02				39.14				0.88				40.02				39.14				0.88
Ninth	2/4/2022			3.44				39.98				39.15				0.83				39.98				39.15				0.83
Tenth	6/15/2022			5.63				65.02				64.19				0.83				65.02				64.19				0.83
Eleventh	5/10/2023			2.18				25.02				24.90				0.12				25.02				24.90				0.12
Subtotal			$	37.04			$	433.16			$	421.56			$	11.60			$	433.16			$	421.56			$	11.60
Distributions Returned / (Reversed)
Disallowed/cancelled (b)																(6.68	)											(6.68	)
Returned (c)																0.74												0.74
Forfeited (d)																(1.13	)											(1.13	)
Subtotal																(7.07	)											(7.07	)
Distributions Paid from Reserve Account (e)																(3.75	)											(3.82	)
Distributions Payable, Net											as of 6/30/2024:				$	0.78							as of 9/27/2024:				$	0.71

(a)	The seventh distribution included the cash the Trust received from Fair Funds.

(b)	As a result of claims being disallowed or Class A Interests cancelled.

(c)	Distribution checks returned or not cashed.

(d)	Distributions forfeited as Interestholders did not cash checks that were over 180 days old.

(e)	Paid as claims are allowed or resolved.

E.	Operations and Management of the Company

1.

The Trust

•

review, reconcile, compromise, settle, or object to claims and resolve such objections as set forth in the Plan, free of any restrictions of the Bankruptcy Code or applicable bankruptcy rules;

•

calculate and make distributions and calculate and establish reserves under and in accordance with the Plan;

•

retain, compensate, and employ professionals and other persons to represent the Liquidation Trustee with respect to and in connection with its rights and responsibilities;

•

establish, maintain, and administer documents and accounts of the Debtors as appropriate, which are to be segregated to the extent appropriate in accordance with the Plan;

•

maintain, conserve, collect, settle, and protect the Trust’s assets (subject to the limitations described in the Plan);

•

sell, liquidate, transfer, assign, distribute, abandon, or otherwise dispose of the assets of the Trust or any part of such assets or interest in such assets upon such terms as the Liquidation Trustee determines to be necessary, appropriate, or desirable;

•

negotiate, incur, and pay the expenses of the Trust;

•

prepare and file any and all informational returns, reports, statements, tax returns, and other documents or disclosures relating to the Debtors that are required under the Plan, by any governmental unit, or by applicable law;

•

compile and maintain the official claims register, including for purposes of making initial and subsequent distributions under the Plan;

•

take such actions as are necessary or appropriate to wind-down and dissolve the Debtors;

•

comply with the Plan, exercise the Liquidation Trustee’s rights, and perform the Liquidation Trustee’s obligations; and

•

exercise such other powers as deemed by the Liquidation Trustee to be necessary and proper to implement the Plan.

•

entering into or engaging in any trade or business (other than the management and disposition of the assets of the Trust), and no part of the Trust’s assets or the proceeds, revenue or income therefrom may be used or disposed of by the Trust in furtherance of any trade or business;

•

except as expressly permitted in the Trust Agreement, reinvesting any assets of the Trust;

•

selling, transferring, or otherwise disposing of the Trust’s membership interests in the Wind-Down Entity without further approval of the Bankruptcy Court; or

•

incurring any indebtedness except as contemplated by the Plan or the Trust Agreement.

•

any sale or other disposition of an asset of the Trust, or any release, modification or waiver of existing rights as to an asset of the Trust, if the asset at issue exceeds $500,000 in estimated value;

•

any compromise or settlement of litigation or controverted matter proposed by the Liquidation Trustee involving claims in excess of $500,000; and

•

any retention by the Liquidation Trustee of professionals.

2.	The Wind-Down Group

•

retain, compensate, and employ professionals and other persons to represent the Wind-Down Entity in connection with its rights and responsibilities;

•

establish, maintain, and administer accounts of the Debtors as appropriate;

•

maintain, develop, improve, administer, operate, conserve, supervise, collect, settle, and protect the assets of the Wind-Down Entity;

•

sell, liquidate, transfer, assign, distribute, abandon, or otherwise dispose of the assets of the Wind-Down Entity, including through the formation on or after the Plan Effective Date of any new or additional legal entities to be owned by the Wind-Down Entity to own and hold particular assets of the Wind-Down Entity separate and apart from any other assets of the Wind-Down Entity, upon such terms as the Chief Executive Officer determines to be necessary, appropriate, or desirable;

•

invest cash of the Debtors and their estates, including any cash realized from the liquidation of the assets of the Wind-Down Entity;

•

negotiate, incur, and pay the expenses of the Wind-Down Entity;

•

exercise and enforce all rights and remedies regarding any loans or related interests as to which the lender was a Debtor and the underlying borrower actually is or actually was a person or organization that is not a Debtor, including any such rights or remedies that any Debtor or any estate was entitled to exercise or enforce prior to the Plan Effective Date on behalf of a holder of a Non-Debtor Loan Note Claim, and including rights of collection, foreclosure, and all other rights and remedies arising under any promissory note, mortgage, deed of trust, or other document with such underlying borrower or under applicable law;

•

comply with the Plan, exercise the Chief Executive Officer’s rights, and perform the Chief Executive Officer’s obligations; and

•

exercise such other powers as deemed by the Chief Executive Officer to be necessary and proper to implement the provisions of the Plan.

3.	Current year plan of operations

4.	Termination and dissolution of the Company

F.	Access to Information

•

Declaration and payment of distributions;

•

Timing and costs necessary to address the construction defect claim.

•

Developments affecting the prosecution of the unresolved Causes of Action;

•

Actual or anticipated fluctuations in the Trust’s or the Wind-Down Group’s quarterly or annual financial results;

•

Various market factors or perceived market factors, including rumors, whether or not correct, involving the Trust and the Wind-Down Group;;

•

Sales, or anticipated sales, of large blocks of Liquidation Trust Interests, including short selling by investors;

•

Additions or departures of key personnel;

•

Regulatory or political developments;

•

Litigation and governmental or regulatory investigations;

•

Changes in real estate market conditions; and

•

General economic, political, and financial market conditions or events.

Item 2.

Properties

Item 3.

Legal Proceedings

•

Preferential transfers and/or fraudulent transfers (Noteholders and Unitholders). Certain of the actions include claims arising under chapter 5 of the Bankruptcy Code and seek to avoid or recover payments made by the Debtors: (1) during the 90 days prior to the December 4, 2017 bankruptcy filing, including payments to former Noteholders and Unitholders; and/or (2) during the course of the Ponzi scheme (from July 2012 through the December 4, 2017 bankruptcy filing) for interest paid to former Noteholders and Unitholders.

•

Fraudulent transfers and fraud (against former agents). Certain of the actions, which arise under chapter 5 of the Bankruptcy Code and applicable state law governing fraudulent transfers, seek to avoid and recover payments made by the Debtors during the course of the Ponzi scheme (from July 2012 through the December 4, 2017 bankruptcy filing) for commissions to former agents, as well as for fraud, aiding and abetting fraud, and the unlicensed sale of securities asserted by the Trust based on claims contributed to the Trust by defrauded investors. These actions were filed by the Trust in the Bankruptcy Court between November 15, 2019 and December 4, 2019. Actions of this type are also being pursued by the SEC, and it is the Trust’s understanding that any recoveries obtained by the SEC will be transmitted to the Trust pursuant to a Fair Fund established by the SEC.

•

On May 28, 2024, the Development Entity filed suit in Los Angeles Superior Court against 13 different parties that it alleges are responsible for the alleged construction defects.  The lawsuit seeks, among other relief, contribution from these parties for the costs that the Development Entity has incurred, and may incur, in connection with the investigation and repair of the alleged construction defects.

•

On August 9, 2024, the Development Entity filed suit in Los Angeles Superior Court against two of its insurers from whom it had purchased primary and excess liability insurance to protect against the risks associated with the development of the single-family home.  The primary insurer has not agreed to provide coverage for the construction defect claim and, further, has not reimbursed the Development Entity for costs it has incurred to date.  The lawsuit seeks, among other relief, damages from the primary insurer for amounts the Development Entity has incurred, and may incur, in connection with the investigation and repair of the alleged construction defects, as well as declaratory relief against both the primary and excess insurers.

Item 4.

Mine Safety Disclosures

Item 6.

[Reserved]

Class A Liquidation Trust Interests							11,516,474
Class B Liquidation Trust Interests							675,951

		Restricted for				All
		Qualifying Victims				Interestholders				Total
Net assets in liquidation as of beginning of year		$	3,491			$	3,282			$	6,773
Change in assets and liabilities:
Restricted for Qualifying Victims -
change in carrying value of assets and liabilities, net			619				-				619
All Interestholders-
Change in carrying value of assets and liabilities, net			-				32,070				32,070
Distributions (declared) reversed, net			-				407				407
Net change in assets and liabilities			-				32,477				32,477
Net assets in liquidation, as of end of year		$	4,110			$	35,759			$	39,869

		Restricted for				All
		Qualifying Victims				Interestholders				Total
Settlement recoveries, net (1)		$	-			$	35,096			$	35,096
Remeasurement of assets and liabilities, net			633				(3,052	)			(2,419	)
Gain (loss) on sale			(14	)			25				11
Other			-				1				1
Change in carrying value of assets and liabilities, net		$	619			$	32,070			$	32,689

(1)	Net of 5% payable to the Liquidation Trustee of approximately $2,734,000 and an increase in the allowance for uncollectible settlement installment receivables of approximately $78,000 during the year ended June 30, 2024.

•

Received additional Forfeited Assets of approximately $0.56 million from the DOJ.

•

Received net proceeds from the sale of Forfeited Assets of approximately $0.29 million.

•

Reversed distributions of approximately $0.41 million from claims being disallowed.

•

Received net proceeds of approximately $0.50 million from the sale of the Hawaii property.

•

Recorded approximately $35.10 million from the settlement of other Causes of Action, net of 5% payable to the Liquidation Trustee and an increase in the allowance for uncollectible settlement installment receivables.

•

Accrued interest earnings for the period from July 1, 2024 through March 31, 2026 of approximately $2.26 million of which approximately $0.12 million relates to Forfeited Assets’ restricted cash and approximately $2.14 million relates to the Company’s remaining cash, cash equivalents, restricted cash and short-term investments.

•

The Company accrued an estimate of the initial costs to be incurred relating to the construction defect claim asserted against the Development Entity of approximately $5.0 million. The costs are primarily estimated construction and related costs for an initial phase of work as well as legal and professional fees for pursuing litigation related to the construction defect and insurance claims. Following the initial repairs, additional costs will be necessary; however, the scope of work and costs are yet to be determined and will be subject to the completion of the initial scope of work.

•

Paid construction costs of approximately $0.66 million relating to single-family homes under development.

•

Paid holding costs of approximately $0.04 million.

•

Paid general and administrative costs of approximately $9.90 million, including approximately $0.27 million of board member fees and expenses, approximately $1.92 million of payroll and other general and administrative costs, approximately $4.96 million of professional fees and approximately $2.75 million paid to the Liquidation Trustee.

		Restricted for				All
		Qualifying Victims				Interestholders				Total
Net assets in liquidation as of beginning of period		$	3,485			$	30,910			$	34,395
Change in assets and liabilities:
Restricted for Qualifying Victims -
change in carrying value of assets and liabilities, net			6				-				6
All Interestholders-
Change in carrying value of assets and liabilities, net			-				(5,197	)			(5,197	)
Distributions (declared) reversed, net			-				(22,431	)			(22,431	)
Net change in assets and liabilities			-				(27,628	)			(27,628	)
Net assets in liquidation, as of end of period		$	3,491			$	3,282			$	6,773

		Restricted for				All
		Qualifying Victims				Interestholders				Total
Remeasurement of assets and liabilities, net		$	6			$	(5,066	)		$	(5,060	)
Carrying value in excess of sales proceeds			-				(1,555	)			(1,555	)
Settlement recoveries (1)			-				206				206
Other (2)			-				1,218				1,218
Change in carrying value of assets and liabilities, net		$	6			$	(5,197	)		$	(5,191	)

(1)

Net of 5% payable to the Liquidation Trustee of approximately $33,000 and an increase in the allowance for uncollectible installment receivables of approximately $57,000 during the year ended June 30, 2023.

(2)

The components of Other are as follows ($ in thousands):

Sales of furniture, net		$	635
Cash interest earned			531
Miscellaneous			52
Total		$	1,218

•

Declared one distribution of $2.18 per Class A Interest, which totaled approximately $25.02 million. Distributions declared were also reduced by approximately $22,000 relating to claims that were denied after the tenth distribution was paid. Distributions declared were reduced by approximately $20,000 that was received from Interestholders that had been overpaid on prior distributions. Distributions declared were increased by approximately $60,000 relating to the first through tenth distributions for a claim that was allowed and for which the Company had not accrued a distribution.

•

Reversed distributions of approximately $2.63 million from claims being disallowed or Class A Interests being cancelled. Distributions that had been previously reversed were recorded of approximately $0.03 million for Interestholders that were previously deemed to have forfeited their rights to receive Class A Interest distributions but had subsequently responded.

•

Sold Forfeited Assets, including an automobile, jewelry, handbags, clothing and shoes for net proceeds of approximately $0.81 million.

•

Sold one single-family home, one other property and settled one secured loan for net proceeds of approximately $26.95 million.

•

Recorded approximately $0.30 million from the settlement of other Causes of Action, net of 5% payable to the Liquidation Trustee.

•

Accrued interest earnings for the period from July 1, 2023 through March 31, 2026 of approximately $1.63 million of which approximately $0.06 million relates to Forfeited Assets’ restricted cash and approximately $1.57 million relates to the Company’s remaining cash, cash equivalents, restricted cash and short-term investments.

•

As a result of the expected additional time required for the Company to complete its liquidation activities from February 15, 2024 to March 31, 2026, the Company accrued additional accrued liquidation costs of approximately $7.7 million. The additional costs are primarily legal and other professional fees and payroll and payroll-related costs. A portion of the accrued liquidation costs relate to estimated reserves for contingent liabilities, including potential construction defect claims and the administration of such claims after its liquidation activities are completed.

•

Paid construction costs of approximately $1.99 million relating to single-family homes under development.

•

Paid holding costs of approximately $0.68 million.

•

Paid general and administrative costs of approximately $13.25 million, including approximately $0.53 million of board member fees and expenses, approximately $6.92 million of payroll and other general and administrative costs and approximately $5.80 million of professional fees.

•

Interest Earnings: During the year ended June 30, 2024, the Company recorded interest earnings of approximately $2.26 million. Unless there is a change in the forward yield curve the Company used to estimate the interest rates to be earned or there is a change in its expected future cash balances, the Company does not expect to record a significant amount of interest earnings in the year ending June 30, 2025. At June 30, 2024, the Company had approximately $1.83 million of accrued interest recorded. The Company expects to receive approximately $1.57 million of this accrued interest during the year ending June 30, 2025.

•

Proceeds from Real Estate Transactions: As of June 30, 2024, the Company owned two real estate assets with an estimated carrying value of approximately $0.50 million. Based on the remaining real estate assets of the Company, future net proceeds will be negligible as compared to the proceeds the Company has realized in prior periods.

•

Causes of Action Recoveries: During the year ended June 30, 2024, the Company recognized approximately $37.91 million from the settlement of Causes of Action. Based on the limited remaining Causes of Action, future recoveries will be negligible as compared to the proceeds the Company has realized in prior periods.

•

Forfeited Assets: Forfeited Assets consist of cash and other assets. During the year ended June 30, 2024, the Trust sold most of its remaining Forfeited Assets and received net proceeds of approximately $0.29 million. On February 23, 2024, the Trust received approximately $0.56 million in cash from the DOJ that was received from a co-defendant of Robert Shapiro. As noted earlier, net sale proceeds from Forfeited Assets are to be distributed only to Qualifying Victims. The Company does not expect to receive any additional Forfeited Assets or generate more than nominal proceeds from the Forfeited Assets held by as of June 30, 2024.

							During the Period from February 15, 2019 (inception) through June 30, 2024 ($ in Millions)												During the Period from February 15, 2019 (inception) through September 27, 2024 ($ in Millions)
	Date Declared		$ per Class A Interest				Total Declared				Paid				Restricted Cash Account				Total Declared				Paid				Restricted Cash Account
Distributions Declared
First	3/15/2019		$	3.75			$	44.70			$	42.32			$	2.38			$	44.70			$	42.32			$	2.38
Second	1/2/2020			4.50				53.44				51.20				2.24				53.44				51.20				2.24
Third	3/31/2020			2.12				25.00				24.19				0.81				25.00				24.19				0.81
Fourth	7/13/2020			2.56				29.97				29.24				0.73				29.97				29.24				0.73
Fifth	10/19/2020			2.56				29.96				29.21				0.75				29.96				29.21				0.75
Sixth	1/7/2021			4.28				50.01				48.67				1.34				50.01				48.67				1.34
Seventh (a)	5/13/2021			2.58				30.04				29.35				0.69				30.04				29.35				0.69
Eighth	10/8/2021			3.44				40.02				39.14				0.88				40.02				39.14				0.88
Ninth	2/4/2022			3.44				39.98				39.15				0.83				39.98				39.15				0.83
Tenth	6/15/2022			5.63				65.02				64.19				0.83				65.02				64.19				0.83
Eleventh	5/10/2023			2.18				25.02				24.90				0.12				25.02				24.90				0.12
Subtotal			$	37.04			$	433.16			$	421.56			$	11.60			$	433.16			$	421.56			$	11.60
Distributions Returned / (Reversed)
Disallowed/cancelled (b)																(6.68	)											(6.68	)
Returned (c)																0.74												0.74
Forfeited (d)																(1.13	)											(1.13	)
Subtotal																(7.07	)											(7.07	)
Distributions Paid from Reserve Account (e)																(3.75	)											(3.82	)
Distributions Payable, Net											as of 6/30/2024:				$	0.78							as of 9/27/2024:				$	0.71

(a)	The seventh distribution included the cash the Trust received from recoveries of Fair Funds.

(b)	As a result of claims being disallowed or Class A Interests cancelled.

(c)	Distribution checks returned or not cashed.

(d)	Distributions forfeited as Interestholders did not cash checks that were over 180 days old.

(e)	Paid as claims are allowed or resolved.

Item 7A.

Quantitative and Qualitative Disclosures About Market Risks

Item 8.

Financial Statements and Supplementary Data

Item 9.

Changes In and Disagreements With Accountants on Accounting and Financial Disclosure

Item 9A.

Controls and Procedures

Item 9B.

Other Information

Item 9C.

Disclosure Regarding Foreign Jurisdictions That Prevent Inspections