UNITED STATES OF AMERICA
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UNITED STATES OF AMERICA
Before the
SECURITIES AND EXCHANGE COMMISSION
SECURITIES EXCHANGE ACT OF 1934
Release No. 96718 / January 19, 2023
ADMINISTRATIVE PROCEEDING
File No. 3-16575
:
In the Matter of
:
:
Computer Sciences Corporation,
:
Michael Laphen, Michael Mancuso, :
Wayne Banks, Claus Zilmer, and
:
Paul Wakefield,
:
:
Respondents.
:
ORDER DIRECTING SECOND
DISTRIBUTION
On March 13, 2017, the Secretary, pursuant to delegated authority, published a Notice of
Proposed Plan of Distribution and Opportunity for Comment (“Notice”),1 pursuant to Rule 1103
of the Commission’s Rules on Fair Fund and Disgorgement Plans (“Commission’s Rules”);2 and
simultaneously posted the Proposed Plan of Distribution (the “Proposed Plan”). The Notice
advised interested persons that they could obtain a copy of the Proposed Plan from the
Commission’s public website or by submitting a written request to Nancy Chase Burton, Esq.,
United States Securities and Exchange Commission, 100 F Street, NE, Washington, DC
20549-5876. The Notice also advised that all persons desiring to comment on the Proposed Plan
could submit their comments, in writing, within 30 days of the Notice. The Commission
received no comments on the Proposed Plan during the comment period. On April 28, 2017, the
1
2
Exchange Act Rel. No. 80233 (Mar. 13, 2017).
17 C.F.R. § 201.1103.
Secretary, pursuant to delegated authority, issued the Order Approving Plan of Distribution,3 and
posted the approved Plan of Distribution (the “Plan”). The Plan provides for the distribution of
the Fair Fund,4 plus accumulated interest, less taxes, fees, and expenses, to the harmed investors
according to the methodology set forth in the Plan. The Plan further provides that if, after the
initial distribution, any funds remain, the remaining funds can be distributed to those otherwise
Eligible Claimants who filed claims with the Fund Administrator after the Claims Bar Date, or
who were late in curing a rejected claim (“Late Claimants”). Under the Plan, these Late
Claimants are to receive a distribution payment up to the Recognized Claim that they would have
received if they had filed their claims on time. The Plan further provides that if any funds
remain after the payment of claims that were filed late or cured after the Claims Bar Date, the
remaining residual funds may be distributed on a pro rata basis to all Eligible Claimants who
cashed a check or received a wire (“On-Time Claimants”), and who would receive at least the
Minimum Distribution Amount of $10.00.
On June 6, 2019, the Commission issued an Order Directing Disbursement of Fair Fund
(“Disbursement Order”),5 directing the disbursement of $194,454,692.00 from the Fair Fund to
the Fair Fund’s escrow account at The Huntington National Bank (“Huntington Bank Escrow
Account”). Pursuant to the Disbursement Order, the Fund Administrator has successfully
distributed $186,519,215.39 to On-Time Claimants (“Initial Distribution”).
The Fund Administrator has completed the Initial Distribution, and there is
$7,937,538.38 remaining in Fair Fund.
3
Exchange Act Rel. No. 80559 (Apr. 28, 2017).
All capitalized terms used herein but not defined shall have the same meanings ascribed to them in the Plan.
5
Exchange Act Rel. No. 86046 (June 6, 2019).
4
2
The Fund Administrator has identified twelve (12) Late Claimants. Given the amount
remaining in the Fair Fund, and after taking into account a reserve for any taxes, fees, or
expenses, the Fund Administrator recommends a distribution of $7,375,603.44 to the Late
Claimants and then to the On-Time Claimants in accordance with the Plan from the funds held in
the Huntington Bank Escrow Account.
Pursuant to the Plan, the Fund Administrator has submitted a payment file (“Payee List”)
to Commission staff with a reasonable assurances letter as to the completeness and accuracy of
the information contained therein. The Commission staff has reviewed and accepted the Payee
List and requests, pursuant to Rule 1101(b)(6) of the Commission’s Rules, 17 C.F.R.
§ 201.1101(b)(6), that the Commission authorize the Fund Administrator to distribute
$7,375,603.44 from the Huntington Bank Escrow Account in accordance with the Plan.
Accordingly, it is hereby ORDERED, that the Fund Administrator shall distribute
$7,375,603.44 from the Huntington Bank Escrow Account to the Late Claimants and On-Time
Claimants identified in the Payee List in accordance with the Plan.
For the Commission, by the Division of Enforcement, pursuant to delegated authority.6
Vanessa A. Countryman
Secretary
6
17 C.F.R. § 200.30-4(a)(21)(v).
3
This is a copy of a public record, reproduced as it was published. It is not legal advice, and it may not be the version a court would rely on. Check the official source before you cite it.