Summary Notice of Distribution of the Fifth Street Fair Fund Established by the Securities & Exchange Commission ("Commission")
BEAVERTON, Ore., Aug. 30, 2019 /PRNewswire/ -- / The following statement is being issued by Epiq regarding the Fifth Street Fair Fund.
UNITED STATES OF AMERICA
Before the
SECURITIES AND EXCHANGE COMMISSION
ADMINISTRATIVE PROCEEDING File
No. 3-18909
In the Matter of Fifth Street Management, LLC, Respondent.
If you invested in the common stock of Fifth Street Management, LLC's ("Fifth Street" or the "Respondent") former business development company ("BDC") clients: Fifth Street Finance Corp. ("FSC") and Fifth Street Senior Floating Rate Corp. ("FSFR") (collectively, the "BDC Clients") and held common stock of FSC during the period April 1, 2013 through December 31, 2014, inclusive, and/or held common stock of FSFR during the period September 1, 2013 through December 31, 2014, inclusive (the "Investment Period"), and suffered a loss according to the Plan of Distribution (the "Plan"), you may be entitled to a Distribution Payment from the Fifth Street Fair Fund.
PLEASE READ THIS NOTICE CAREFULLY AND IN ITS ENTIRETY. IF YOU SATISFY THE ELIGIBILITY CRITERIA UNDER THE PLAN, YOU MAY BE ELIGIBLE FOR A DISTRIBUTION PAYMENT FROM THE FIFTH STREET FAIR FUND. THIS NOTICE CONTAINS IMPORTANT INFORMATION REGARDING THE FIFTH STREET FAIR FUND, THE PLAN, AND ELIGIBILITY UNDER THE PLAN.
Background
On December 3, 2018, the Securities and Exchange Commission (the "Commission") issued an Order Instituting Administrative and Cease-and-Desist Proceedings Pursuant to Section 8A of the Securities Act of 1933, Section 21C of the Securities Exchange Act of 1934, Sections 203(e) and 203(k) of the Investment Advisers Act of 1940, and Section 9(f) of the Investment Company Act of 1940, Making Findings, and Imposing Remedial Sanctions and a Cease-and-Desist Order (the "Order") against Fifth Street. The Commission determined, in relevant part, that, in 2013 and 2014, Fifth Street improperly allocated to Fifth Street's former BDC clients rent and other overhead expenses, and certain compensation expenses that Fifth Street should have paid. The Commission ordered Fifth Street to pay disgorgement of $1,999,115.86, prejudgment interest of $334,545.65, and a civil money penalty of $1,650,000, and created a Fair Fund pursuant to Section 308(a) of the Sarbanes-Oxley Act of 2002 for the ordered monetary relief (the "Fair Fund" or "Fifth Street Fair Fund"). Fifth Street has since paid in full, and the Fair Fund currently holds approximately $4 million, comprised of disgorgement, prejudgment interest, civil money penalty, and accrued interest.
The Fair Fund is deposited in an interest-bearing account at the United States Treasury Department's Bureau of the Fiscal Service. The assets of the Fair Fund are subject to the continuing jurisdiction and control of the Commission.
By Order dated April 18, 2019, the Commission appointed Epiq Class Action & Claims Solutions, Inc. ("Epiq") as the Fund Administrator for the Fair Fund (the "Fund Administrator"), responsible for administering the Fair Fund in accordance with the distribution plan discussed below.
By Order dated August 1, 2019, the Commission approved a plan of distribution (the "Plan") to distribute the funds collected from the Respondent to compensate Eligible Claimants for the Respondent's misallocation of expenses during the Investment Period.
Who is Potentially Eligible for Compensation?
To qualify for a payment from the Fifth Street Fair Fund, you must have held an investment in the common stock of the BDC Clients during the Investment Period and satisfy other criteria set forth in the Plan.
If you held common stock of FSC during the period April 1, 2013 through December 31, 2014, inclusive and/or held common stock of FSFR during the period September 1, 2013 through December 31, 2014, inclusive; are not an Excluded Party as defined in the Plan; and suffered a loss according to the Plan; you may be eligible for a Distribution Payment from the Fifth Street Fair Fund. Distribution Payments will be subject to a $10.00 Minimum Distribution Amount.
Excluded Parties are defined as the Respondent, its affiliates, assigns, subsidiaries, successors-in-interest, and any firm, trust, corporation, or other entity in which Respondent has or had a controlling interest during the Investment Period, and the Fund Administrator (Epiq), its employees, and those persons assisting the Fund Administrator in its role as Fund Administrator.
How to Make a Claim
You can file a Claim Form by mailing the completed form to:
Fifth Street Fair Fund
Fund Administrator
P.O. Box 6659
Portland, OR 97228-6659
You must complete and sign the Claim Form and submit it to Fund Administrator so that it is postmarked or, if not sent by U.S. Mail, received no later than November 29, 2019.
The Claim Form can be downloaded at www.FifthStreetFairFund.com. If you have any questions or would like us to send you a Claim Form, call 855-424-7675 or email [email protected].
If you do not complete and timely submit a Claim Form, you will not be considered for eligibility to receive a Distribution Payment under the Plan.
Obtaining a Plan of Distribution and Additional Information
You can get a copy of the Plan and additional information concerning the Fifth Street Fair Fund at www.FifthStreetFairFund.com and https://www.sec.gov/divisions/enforce/claims/fifth-street-management.htm. You can also obtain a copy of the Plan and additional information by calling the Fund Administrator toll-free 855-424-7675, emailing [email protected]. or writing to Fifth Street Fair Fund, Fund Administrator, P.O. Box 6659, Portland, OR 97228-6659.
SOURCE Epiq
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