EFTA01374033.pdf

AGP LP 519 Alpha Group Caudal Paul Barrett Page 2 Schedule A The Solicitors are subject to the following disqualifying events specified in Section 506(d)(iiiXB), which arefinal orders of state securities commissions that are based on a violation of any law or regulation that prohibits fraudulent, manipulative, or deceptive conduct within the last ten (10) years. Solicitors intend to seek a waiver from the SEC for these disqualifying events, a copy of which will be provided to you promptly. Without admitting or denying any allegations, Solicitors have agreed to settle with 40 states, Puerto Rico (PR) the Virgin Islands (VI) and the District of Columbia (DC) allegations that they failed to supervise and/or engaged in dishonest or unethical practices (or substantially equivalent non-fraud based terms under relevant state statutes) related to the sale of auction rate securities (ARS.) The basis of the allegations is that Solicitors offered and sold to some of their customers ARS while not accurately characterizing or while failing to adequately disclose the true nature and risks associated with these investments. Although Solicitors' ARS trade confirmations disclosed the risk that ARS auctions could fail and that Solicitors were not obliged to ensure their success, at the point-of-sale, some of Solicitors' financial advisers inaccurately described ARS. As a condition of the settlements with the 40 states, PR, VI and DC, Solicitors offered to purchase eligible ARS from eligible customers and to pay fines to the states entering into settlement orders with Solicitors. Solicitors have completed all undertakings required under the state settlement orders. These are listed below: STATE Completed Date Florida 7/7/11 Texas 7/7/11 Indiana 8/15/11 Nevada 882/11 Puerto Rico 9/2/11 South Carolina 9/2/11 Alabama 9112/11 South Dakota 9/12/11 New Jersey 9/12/11 Vermont 9/16/l1 Rhode Island 9/16/11 Montana 9/21/11 Tennessee 9/21/11 North Dakota 9/29/11 Idaho 10/6/11 New Mexico 10/12/11 Wyoming 10/12/11 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0068538 CONFIDENTIAL SDNY_GM_00214722 EFTA01374033