Exhibit 5

Case 2:18-cr-00422-DJH Document 1990-5 Filed 11/27/23 Page 1 of 3
Memorandum Page 1 of 12 U.S. Treasury Criminal Investigation 

DEPARTMENT OF THE TREASURY 

Internal Revenue Service 

Criminal Investigation 

Memorandum of Conversation

Investigation #: 1000283711 Location: Conference Call

Investigation Name: Carl Allen Ferrer 

Date: June 11, 2019 

Time: About 11:17 a.m.-3:00 

p.m. 

 

Participant(s): Carl Ferrer, Former CEO, Backpage.com

Jonathan Baum, Counsel to Ferrer

Kevin Rapp, Asst U.S. Attorney

Angela Schuetta, Paralegal, U.S. Attorney’s Office (present for 1st hour)

Richard Robinson, Special Agent 

[This MOI version includes changes proposed in the December 3, 2019 Interview.] 

On the above date, the above-named parties called in for a pre-arranged conference 

call. Portions of some documents were read to Carl Ferrer (FERRER) over the phone, 

but FERRER did not have the documents to review during the call. FERRER provided 

the following information regarding Don Moon (MOON) and others involved with 

Backpage.com (Backpage): 

MOON’S Early Involvement with Backpage 

1. MOON became involved in Backpage’s business affairs during the time when 

Ed McNally and Hemu [Hemanshu Nigam] were providing services for 

Backpage. MOON just seemed to insert himself into the mix of advisors. 

a. After that, MOON took on something of an alpha role among the 

advisors, like a chairman. 

b. McNally understood that MOON had a lot of influence. 

2. They would hear from MOON and from Jed Brunst (BRUNST) in terms of who 

among the lawyers and advisors would get paid. 

a. Early on there would be invoices and they wouldn’t make payments 

without an invoice. 

b. Later on payments to law firms were all retainers. Backpage staff would 

be told to send a check to a given law firm. 

3. After the sale, the sellers would sometimes count these sizable payments to law 

firms as principal payments, but they usually would not. FERRER has 

USAO-BP-0019794

Case 2:18-cr-00422-DJH Document 1990-5 Filed 11/27/23 Page 2 of 3
Memorandum Page 2 of 12 U.S. Treasury Criminal Investigation 

documents that would let him know exactly which payments were counted as 

principal payments. 

4. MOON would often tell FERRER how hard it was for MOON to negotiate with 

Jim Larkin (LARKIN) and how MOON felt that LARKIN undervalued MOON’S 

contributions. 

5. MOON often referred to himself as someone who had a good understanding of 

the legal environment and good business sense. 

6. Backpage received invoices from MOON for services rendered. Backpage 

would have issued a Forms 1099 for the payments made to MOON. 

7. Backpage’s business department perceived Liz McDougall (McDougall) as 

working for Backpage even though she was paid as a contractor. 

a. When McDougall was hired, Backpage was looking for someone to 

handle all things for Backpage, including hiring attorneys for cases. 

McDougall had some involvement in that, but MOON took over the hiring 

of attorneys. 

b. McDougall was to be Backpage’s counsel, but MOON didn’t feel that she 

was up to the challenge. 

8. At times, McDougall and Jim Grant could barely talk on a civil basis. Grant 

reported to MOON. 

9. By 2012, McDougall reported to MOON. MOON was running the legal strategy 

by that time. McDougall did not report to FERRER. 

10. LARKIN was not happy with McDougall. When they first received a grand jury 

subpoena from the Western District of Washington McDougall expressed that 

she may need her own attorney. This cause LARKIN to ask ‘What kind of 

attorney is she?’ 

11. McDougall would say that MOON is a blow-hard and a bully. 

a. MOON didn’t care for McDougall very much. He downplayed her 

contribution and shut her out. 

b. She was aware that she was being shut out. FERRER thinks that 

McDougall put up with this and stayed because the money was still 

pretty good. 

Marking Documents as Privileged 

12. Around 2012, Liz McDougall had advised FERRER to start documents with 

headings or phrases such as “Questions for Counsel,” “Legal Opinion,” or 

“Privileged.” 

a. Several documents often had no counsel involved, but were labeled that 

way. It was just a way to protect the documents. 

b. This began around the time that the federal grand jury investigation in 

USAO-BP-0019795

Case 2:18-cr-00422-DJH Document 1990-5 Filed 11/27/23 Page 3 of 3