Page 1 - FINDINGS, RECOMMENDATION, AND ORDER (1) APPROVING 

COMPROMISES OF CLAIMS, (2) APPROVING AND AUTHORIZING 

PERFORMANCE OF SETTLEMENT AGREEMENTS, (3) ENTERING CLAIMS BARS,

and (4) REMOVING A RECEIVERSHIP ENTITY AND AN EXTENDED ENTITY 

SCHWABE, WILLIAMSON & WYATT, P.C. 

Attorneys at Law 

Pacwest Center 1211 SW 5th Ave., Suite 1900 

Portland, OR 97204 

Telephone: 503.222.9981 Fax: 503.796.2900 

PDX\129912\215141\AP\27970012.3

Troy D. Greenfield, OSB #892534 

Email: tgreenfield@schwabe.com 

Alex I. Poust, OSB #925155 

Email: apoust@schwabe.com 

Lawrence R. Ream (Admitted Pro Hac Vice) 

Email: lream@schwabe.com 

Schwabe, Williamson & Wyatt, P.C. 

Pacwest Center 

1211 SW 5th Ave., Suite 1900 

Portland, OR 97204 

Telephone: 503.222.9981 

Facsimile: 503.796.2900 

Attorneys for the Receiver for Defendants 

AEQUITAS MANAGEMENT, LLC; AEQUITAS HOLDINGS, 

LLC; AEQUITAS COMMERCIAL FINANCE, LLC; AEQUITAS 

CAPITAL MANAGEMENT, INC.; AEQUITAS INVESTMENT 

MANAGEMENT, LLC 

IN THE UNITED STATES DISTRICT COURT 

FOR THE DISTRICT OF OREGON 

PORTLAND DIVISION 

SECURITIES AND EXCHANGE 

COMMISSION, 

Plaintiff, 

v. 

AEQUITAS MANAGEMENT, LLC; 

AEQUITAS HOLDINGS, LLC; 

AEQUITAS COMMERCIAL FINANCE, 

LLC; AEQUITAS CAPITAL 

MANAGEMENT, INC.; AEQUITAS 

INVESTMENT MANAGEMENT, LLC; 

ROBERT J. JESENIK; BRIAN A. OLIVER; 

and N. SCOTT GILLIS, 

Defendants.

No. 3:16-cv-00438-JR

FINDINGS, RECOMMENDATIONS, AND 

ORDER (1) APPROVING COMPROMISES 

OF CLAIMS, (2) APPROVING AND 

AUTHORIZING PERFORMANCE OF 

SETTLEMENT AGREEMENTS, (3) 

ENTERING CLAIMS BARS, and (4) 

REMOVING A RECEIVERSHIP ENTITY 

AND AN EXTENDED ENTITY
Page 2 - FINDINGS, RECOMMENDATION, AND ORDER (1) APPROVING 

COMPROMISES OF CLAIMS, (2) APPROVING AND AUTHORIZING 

PERFORMANCE OF SETTLEMENT AGREEMENTS, (3) ENTERING CLAIMS BARS,

and (4) REMOVING A RECEIVERSHIP ENTITY AND AN EXTENDED ENTITY 

SCHWABE, WILLIAMSON & WYATT, P.C. 

Attorneys at Law 

Pacwest Center 1211 SW 5th Ave., Suite 1900 

Portland, OR 97204 

Telephone: 503.222.9981 Fax: 503.796.2900 

PDX\129912\215141\AP\27970012.3

This matter having come before the Honorable Jolie A. Russo on the Receiver’s Motion 

for Order (1) Approving Compromises of Claims, (2) Approving and Authorizing Performance 

of Settlement Agreements, (3) Entering Claims Bars, and (4) Removing a Receivership Entity 

and an Extended Entity [Dkt. 852] (the “Motion”), and the Court, being fully advised in the 

premises, now, therefore, 

THE COURT FINDS as follows: 

A. On March 10, 2016, the Securities and Exchange Commission (“SEC”) filed a

complaint in this Court against the Entity Defendants1 and three individual defendants, Robert J. 

Jesenik, Brian A. Oliver, and N. Scott Gillis. 

B. On March 16, 2016, pursuant to the Stipulated Interim Order Appointing

Receiver, the Receiver was appointed as receiver for the Entity Defendants and 43 related 

entities on an interim basis (the “Interim Receivership Order”). On April 14, 2016, pursuant to 

the Final Receivership Order, the Receiver was appointed as receiver of the Entity Defendants 

and 43 related entities on a final basis. 

C. Due, timely, and adequate notice of the Motion was given, and such notice was

good, sufficient, and appropriate under the circumstances. No other or further notice of the 

Motion is or shall be required. 

D. It is in the best interests of the Receivership Entity, its creditors, and investors to

(1) approve a compromise of the Receivership Entity’s claims against various individuals and

entities on and pursuant to the terms of the Settlement Agreements, (2) approve and authorize the

performance of the Settlement Agreements, (3) enter claims bars, and (4) remove (a) ACC

Funding Series Trust 2015-5 from the Receivership Entity, and (b) Aequitas International

Opportunities, LP, as an Extended Entity.

1

 Capitalized terms not otherwise defined in this Order shall have the meanings ascribed to them 

in the Motion. 
Page 3 - FINDINGS, RECOMMENDATION, AND ORDER (1) APPROVING 

COMPROMISES OF CLAIMS, (2) APPROVING AND AUTHORIZING 

PERFORMANCE OF SETTLEMENT AGREEMENTS, (3) ENTERING CLAIMS BARS,

and (4) REMOVING A RECEIVERSHIP ENTITY AND AN EXTENDED ENTITY 

SCHWABE, WILLIAMSON & WYATT, P.C. 

Attorneys at Law 

Pacwest Center 1211 SW 5th Ave., Suite 1900 

Portland, OR 97204 

Telephone: 503.222.9981 Fax: 503.796.2900 

PDX\129912\215141\AP\27970012.3

E. The terms of the Receivership Entity’s compromises, as memorialized in the

Settlement Agreements, are the result of good faith negotiations at arm’s length after diligent 

investigation by the Receiver and, in the exercise of the Receiver’s business judgment, are in the 

best interests of the creditors of, and investors in, the Receivership Entity. 

F. In relation to the recommendation below to enter the proposed partial judgment,

which accompanies these Findings, Recommendations, and Order, the Court further finds that: 

(i) The findings set forth in the proposed partial judgment are supported by

the record.

(ii) Where creditors of a receivership estate may have claims against third

parties, including professionals, numerous district courts in receivership

actions have barred certain further claims against those professionals in

conjunction with authorizing settlements of certain other claims against

the professionals. See, e.g., SEC v. DeYoung, 850 F.3d 1172, 1183 n.5

(10th Cir. 2017) (collecting examples of such cases).

(iii) The availability of such orders facilitates settlement, promotes equitable

recoveries by creditors, and maximizes assets available to creditors in the

aftermath of a Ponzi scheme. Zacarias v. Stanford Int’l Bank, Ltd., 931

F.3d 382, 398-99 (5th Cir. 2019).

(iv) District courts often set forth claims bars in partial judgments entered

pursuant to Rule 54(b). SEC v. Alleca, No. 1:12-cv-3261-WSD, 2016 U.S.

Dist. LEXIS 64218, at *4-5 (N.D. Ga. May 16, 2016).

(v) There are multiple claims and parties before this Court and, as set forth in

settlement agreements filed by the Receiver, the settlement of claims

involving certain parties was conditioned upon the Receiver seeking or

obtaining claims bars. In particular, the Receiver seeks to bar:
Page 4 - FINDINGS, RECOMMENDATION, AND ORDER (1) APPROVING 

COMPROMISES OF CLAIMS, (2) APPROVING AND AUTHORIZING 

PERFORMANCE OF SETTLEMENT AGREEMENTS, (3) ENTERING CLAIMS BARS,

and (4) REMOVING A RECEIVERSHIP ENTITY AND AN EXTENDED ENTITY 

SCHWABE, WILLIAMSON & WYATT, P.C. 

Attorneys at Law 

Pacwest Center 1211 SW 5th Ave., Suite 1900 

Portland, OR 97204 

Telephone: 503.222.9981 Fax: 503.796.2900 

PDX\129912\215141\AP\27970012.3

(a) Any Contribution Claim (as that term is defined in the

applicable Settlement Agreements); 

(b) Pursued by any Individual Defendant, Director, Officer,

Advisory Board Member, or Registered Investment Adviser; 

(c) Where such a Contribution claim is against any of the

Professional Firms—specifically, Tonkon Torp, LLP (“Tonkon”), 

Integrity Bank & Trust and Integrity Trust (together, “Integrity”), 

EisnerAmper LLP (“EisnerAmper”), Sidley Austin LLP (“Sidley”), TD 

Ameritrade, Inc. (“TD Ameritrade”), Duff & Phelps, LLC (“Duff”) or 

Deloitte & Touche LLP—or any of the Terrell Parties—specifically, 

Patrick Terrell, Richard Terrell, Kimberly Terrell, Meagan Terrell, Terrell 

Group Management, LLC (“TGM”) or PatRick Investments, LLC. 

(vi) The proposed claims bar is reasonable and fair. It is tailored to bar only

Contribution Claims of parties who were very closely affiliated with

Aequitas and/or involved in the efforts to sell Aequitas Securities.

Further, the Court accepts the Receiver’s business judgment that the

Professional Firms and the Terrell Parties have made reasonable and in

many cases generous payments benefiting the Defrauded Investors, the

vast majority of whom are members of one of the Investor Litigation

Groups, such that the Professional Firms and the Terrell Parties have, in

effect, paid their fair share. In addition, if any party subject to the

injunction barring Contribution Claims is sued by an Aequitas Investor,

that party will receive the benefit of the earlier settlement between that

Aequitas Investor and the Professional Firm or Terrell Party that would

otherwise be subject to a contribution claim, in the form of a reduction of
Page 5 - FINDINGS, RECOMMENDATION, AND ORDER (1) APPROVING

COMPROMISES OF CLAIMS, (2) APPROVING AND AUTHORIZING 

PERFORMANCE OF SETTLEMENT AGREEMENTS, (3) ENTERING CLAIMS BARS,

and (4) REMOVING A RECEIVERSHIP ENTITY AND AN EXTENDED ENTITY 

SCHWABE, WILLIAMSON & WYATT, P.C. 

Attorneys at Law 

Pacwest Center 1211 SW 5th Ave., Suite 1900 

Portland, OR 97204 

Telephone: 503.222.9981 Fax: 503.796.2900 

PDX\129912\215141\AP\27970012.3

any judgment entered against that party. Finally, the Professional Firms 

have afforded the Individual Defendants, former Directors and Officers, 

and former Advisory Board Members contingent releases. 

(vii) There is no just reason for delaying entry of a judgment effectuating the

claims bars. The issues resolved by entry of the proposed Limited

Judgment under Rule 54(b) are sufficiently distinct from those remaining

before this Court that, if appellate review were sought, duplicative

appellate review is unlikely. Further, entry of the claims bar order as a

Limited Judgment under Rule 54(b) will facilitate finality, productively

channel any direct attack on the order, and preclude collateral attack.

The Court, having reviewed the Motion, and being duly advised, 

IT IS HEREBY ORDERED AND DECREED as follows. 

1. The Motion is granted in its entirety as to each issue within the scope of

Rule 72(a). 

2. The Receivership Entity’s compromises of the claims by and against the

counterparties to the Settlement Agreements are approved. 

3. The Settlement Agreements are approved.

4. The parties to the Settlement Agreements are authorized to perform their

obligations thereunder and to take such actions and execute and deliver all documents and 

instruments required or reasonably contemplated thereby. 

5. ACC Funding Series Trust 2015-5 is hereby removed from the Receivership

Entity. 

6. Aequitas International Opportunities, LP is hereby removed as an Extended Entity

under the Final Receivership Order. 
Page 6 - FINDINGS, RECOMMENDATION, AND ORDER (1) APPROVING 

COMPROMISES OF CLAIMS, (2) APPROVING AND AUTHORIZING 

PERFORMANCE OF SETTLEMENT AGREEMENTS, (3) ENTERING CLAIMS BARS,

and (4) REMOVING A RECEIVERSHIP ENTITY AND AN EXTENDED ENTITY 

SCHWABE, WILLIAMSON & WYATT, P.C. 

Attorneys at Law 

Pacwest Center 1211 SW 5th Ave., Suite 1900 

Portland, OR 97204 

Telephone: 503.222.9981 Fax: 503.796.2900 

PDX\129912\215141\AP\27970012.3

7. This Order shall be binding in all respects on all creditors and interest holders of

the Receivership Entity and their successors and assigns. 

Further, having reviewed the Motion, and being duly advised, 

THE COURT RECOMMENDS as follows: 

1. The District Court should grant the Motion in its entirety as to each issue within

the scope of Rule 72(b). 

2. The District Court should adopt the above-stated findings as its own.

3. The District Court should enter the proposed Limited Judgment, which

accompanies these Findings, Recommendations, and Order. 

Scheduling Order

The Findings and Recommendations will be referred to the Honorable Marco A. 

Hernández for review. Objections, if any, are due within fourteen (14) days. If no objections are 

filed, then the Findings and Recommendations will go under advisement on that date. 

If objections are filed, then a response is due within fourteen (14) days after being served 

with a copy of the objections. When the response is due or filed, whichever date is earlier, the 

Findings and Recommendations will go under advisement. 

Dated this 10th day of November, 2020. 

United States Magistrate Judge Jolie A. Russo 

/ / / 

/ / / 

/ / / 

/s/ Jolie A. Russo
Page 7 - FINDINGS, RECOMMENDATION, AND ORDER (1) APPROVING

COMPROMISES OF CLAIMS, (2) APPROVING AND AUTHORIZING 

PERFORMANCE OF SETTLEMENT AGREEMENTS, (3) ENTERING CLAIMS BARS,

and (4) REMOVING A RECEIVERSHIP ENTITY AND AN EXTENDED ENTITY 

SCHWABE, WILLIAMSON & WYATT, P.C. 

Attorneys at Law 

Pacwest Center 1211 SW 5th Ave., Suite 1900 

Portland, OR 97204 

Telephone: 503.222.9981 Fax: 503.796.2900 

PDX\129912\215141\AP\27970012.3

SUBMITTED BY: 

SCHWABE, WILLIAMSON & WYATT, P.C. 

By: /s/ Alex I. Poust

Troy D. Greenfield, OSB #892534 

tgreenfield@schwabe.com 

Lawrence R. Ream (Admitted Pro Hac Vice) 

lream@schwabe.com 

Alex I. Poust, OSB #925155 

apoust@schwabe.com 

Telephone: 503.222.9981 

Facsimile: 503.796.2900 

Attorneys for the Receiver for Defendants 

Aequitas Management, LLC, Aequitas 

Holdings, LLC, Aequitas Commercial 

Finance, LLC, Aequitas Capital Management, 

Inc., and Aequitas Investment Management, LLC