Searching over 5,500,000 cases.


searching
Buy This Entire Record For $7.95

Download the entire decision to receive the complete text, official citation,
docket number, dissents and concurrences, and footnotes for this case.

Learn more about what you receive with purchase of this case.

Adams v. Compass Partners, LLC

United States District Court, D. Nevada

July 24, 2018

LEONARD C. ADAMS, et al, Plaintiffs,
v.
COMPASS PARTNERS, LLC, et al., Defendants.

          LISA A. RASMUSSEN, ESQ.

          WILLIAM A. BREWER III. ESQ., MICHAEL J. COLLINS. ESQ. Admitted Pro Hac Vice ROBERT M. MILLIMET. ESQ. BREWER, ATTORNEYS & COUNSELORS Attorneys for Plaintiffs

          Daniel T. hayward Attorney For the Campass Defendants

          AGREED ORDER APPROVING SETTLEMENT AGREEMENT

          Hon. Robert C. Jones United States district Judge

         On July 9, 2018, the Court held a hearing with respect to Plaintiffs' Request for a Hearing to Approve Settlement Agreement (the "Motion") [Docket No. 265]. The Court has considered and relied upon the declarations that were submitted with the Motion, the Joinders filed by the Compass Defendants (as defined below) [Docket No. 271] and the Kehl Family Members and John L. Anderson, Trustee of the Charles B. Anderson and Rita B. Anderson Trust [Docket No. 269], the argument of counsel, and the agreement of the parties as expressed in this Order itself (which is agreed to by the settling parties as to form and content). Based on the foregoing, the Court approves the parties' Settlement (as defined below).

         I.

         INTRODUCTION

         1. The settlement agreement which is the subject of the Motion (the "Settlement") resolves the Causes of Action (as defined below) being asserted by almost all plaintiffs (the "Settling Plaintiffs") in this action (the "210 Case") against the "Compass Defendants" and Mark Olson. The Court has previously dismissed all other defendants [Docket Nos. 124, 143, 173, 174, 197, 218].

         2. The Settlement also resolves the appeal taken to the United States Court of Appeals for the Ninth Circuit by certain Compass Defendants in connection with the related action styled 3685 San Fernando Lenders, LLC, et al. v. Compass USA SPE, LLC, et al, No. 2:07-cv-00892-RCJ-GWF (the "892 Case").

         3. The "Compass Defendants" means, jointly and severally: Compass Partners LLC, a Delaware limited liability company; Compass USA SPE, LLC, a Delaware limited liability company; Compass Financial Partners, LLC, a Nevada limited liability company; Compass Financial Partners, LLC, a Delaware limited liability company; Compass FP Corp., a Delaware corporation; Compass USA Holding, LLC, a Delaware limited liability company; Compass USA, LP, a Delaware limited partnership; Compass USA GP, LLC, a Delaware limited liability company; Repotex, Inc., a Delaware corporation; Leonard Mezei; Economic Growth Group, Inc., a New York corporation; Jay Cohen; Ron Friedman; and David Blatt.

         4. Except with respect to the resolution and dismissal with prejudice of the Settling Plaintiffs' Causes of Action against the Compass Defendants and Mark Olson, the Settlement does not alter, amend, modify, or otherwise affect the Court's Agreed Order Regarding Settlement and Related Relief [BK-S-09-32824-RCJ No. 1915].

         II.

         THE SETTLEMENT IS APPROVED AS FAIR AND REASONABLE

         5. As set forth in more detail below and throughout this Order, the Court finds that the Settlement is fair, reasonable, and adequate, has been reached in good faith by the parties under all potentially-applicable standards (whether under federal law or the law(s) of Nevada, California, Florida, New York, or some other state), and good cause exists for granting the Motion and approving the Settlement.

         III.

         THE SETTLING PLAINTIFFS

         6. The 210 Case involves 934 individual plaintiffs, whose Causes of Actions against the Compass Defendants and Mark Olson are based on vesting positions totaling $187, 347, 608.10 UPB in the "USACM Loans," which were represented to be fully-secured, short-term commercial real estate loans to independent borrowers and guarantors that were originated by USA Commercial Mortgage Company and its affiliates ("USACM") for the benefit of thousands of persons across the United States ("Direct Lenders") who invested hundreds of millions of dollars to acquire fractionalized "direct lender" beneficial interests ("DL Interests") in the USACM Loans.

         7. The Settling Plaintiffs are 851 individuals, with vesting positions in the USACM Loans totaling $177, 759, 447.19. The Settling Plaintiffs include almost 95% (vesting positions) of the plaintiffs in the 210 Case. In addition, all the plaintiffs (vesting positions) in the 892 Case have approved the Settlement. The identity of the Settling Plaintiffs has been provided to the Compass Defendants.

         8. The remaining plaintiffs in the 210 Case either have returned a vote against the Settlement (the "Non-Settling Plaintiffs"), or have failed to return a vote for or against the Settlement (the "Non-Voting Plaintiffs").

         9. The Non-Settling Plaintiffs are 5 individuals, with vesting positions in the USACM Loans totaling $362, 891.35 UPB in the USACM Loans. The Non-Settling Plaintiffs constitute approximately 0.2% (vesting positions) of the plaintiffs in the 210 Case. The identity of the Non-Settling Plaintiffs has been provided to the Compass Defendants.

         10. The Non-Voting Plaintiffs are 78 individuals, with vesting positions in the USACM Loans totaling $9, 225, 269.56 UPB in the USACM Loans. The Non-Voting Plaintiffs constitute approximately 5% (vesting positions) of the plaintiffs in the 210 Case. The identity of the Non-Voting Plaintiffs has been provided to the Compass Defendants.

         11. The Court has reviewed the declarations submitted in connection with the Motion, which attest that there were direct written communications about the Settlement with all plaintiffs in the 892 and 210 Cases, that there were several telephonic conference calls for all those plaintiffs to ask questions and receive answers directly from their lawyers about the Settlement, that all those plaintiffs were asked to return a vote for or against approval of the Settlement, and that the voting process resulted in the identification of the Settling, Non-Settling, and Non-Voting Plaintiffs.

         12. Based upon the foregoing, as well as the representations of plaintiffs' attorneys at the hearing on the Motion, the Court: (a) finds that each of the Settling Plaintiffs has provided individualized, informed consent to the Settlement; (b) concludes that the Qualified Settlement Trust (the "QST") is authorized to receive in trust for the Settling Plaintiffs all the cash to be paid to the Settling Plaintiffs under the Settlement; and (c) declares that Brewer is authorized to execute releases of claims and other documents to otherwise close and implement the Settlement on behalf of each and all of the Settling Plaintiffs. Other than making the Assignments (as defined below) of cash and other assets to the QST in trust for the Settling Plaintiffs pursuant to this Order, the Compass Defendants and their counsel shall have not have any direct or indirect responsibility, duty, obligation, or liability whatsoever to any Settling Plaintiffs or any other person or entity relating to or arising out of such Assignments.

         13. With respect to the Non-Settling and Non-Voting Plaintiffs, any of those plaintiffs who vote to approve the Settlement after the filing of the Motion but prior to the Effective Date of the Settlement (as defined below) shall be deemed automatically a "Settling Plaintiff under this Order and ...


Buy This Entire Record For $7.95

Download the entire decision to receive the complete text, official citation,
docket number, dissents and concurrences, and footnotes for this case.

Learn more about what you receive with purchase of this case.