II. TOPICS OF INQUIRY PARA KOSTUROS
1. The current ownership of the Trust Preferred Securities.
2. Any purported “Conditional Exchange” of the Trust Preferred Securities.
3. The Downstream Undertaking.
4. Any and all communications between WMI and/or WMB, the OTS and/or the
FDIC regarding the Trust Preferred Securities and/or any assets associated with the Trust
Preferred Securities.
5. Communications between WMI and/or WMB and any other party regarding the
purported occurrence of a “Conditional Exchange.”
6. Any purported transfer of the Trust Preferred Securities from Washington Mutual,
Inc. to Washington Mutual Bank.
7. Any purported transfer of the Trust Preferred Securities to JPMorgan Chase Bank.
8. The underwriting, offering and/or issuance of the Trust Preferred Securities.
9. Preparation of the offering circulars prepared in connection with the offering of
each of the Trust Preferred Securities.
10. The current administration and/or servicing of the collateral pool underlying the
Trust Preferred Securities.
11. Communications between WMI and investors in the Trust Preferred Securities.
12. The strategic decisions of WMI and/or WMB with regard to mortgage lending
between 2003 and 2008.
13. Subprime lending operations of WMI and/or WMB, including but not limited to
the lending operations of Long Beach Mortgage Company (“Long Beach”).
14. Mortgage underwriting practices and procedures of WMI and/or WMB.
15. Compensation systems of Long Beach and/or WMB loan processing personnel
and/or sales associates.
16. The due diligence performed by JPMC regarding any attempt to acquire, merge
with, or invest in WMI or WMB during 2008, or thereafter.
17. The assets of WMB purportedly acquired by JPMC on or after September 25,
2008.
18. The determination of the amount of the bid submitted by JPMC to the FDIC for
the purchase of WMB assets.
19. Negotiation of the terms of the Global Settlement Agreement and/or the Plan.
20. The purported “Settlement with the REIT Series Holders” referenced in Section
I.C.8 of the Debtors’ Disclosure Statement, including but not limited to the negotiation of that
“settlement” and the identity(ies) of the party(ies) claimed to have negotiated that “settlement.”
21. The treatment of the Trust Preferred Securities under the Global Settlement
Agreement and/or the Plan.
22. Any investigation and/or analysis performed by WMI relating to the Global
Settlement Agreement and/or the Plan.
23. Any analysis or investigation of claims performed by WMI related to the Global
Settlement Agreement and/or the Plan.
24. Any valuation performed by WMI related to the Global Settlement Agreement
and/or the Plan.
25. The releases, exculpations and/or injunctions proposed to be granted or issued
under the Global Settlement Agreement and/or the Plan, including but not limited to the
negotiation of such releases, exculpations and/or injunctions and the identity(ies) of the
party(ies) claimed to have negotiated those releases, exculpations and/or injunctions.
26. The allocation of the Tax Refunds under the Global Settlement Agreement.
27. The Debtors’ conclusions as to the “substantial expense of litigating the issues” as
that phrase is used in Section I.C. of the Disclosure Statement.
28. The Debtors’ conclusions as to the “complexity and uncertainty involved” as that
phrase is used in Section I.C. of the Disclosure Statement.
29. The Debtors’ conclusions as to the “length of time necessary to resolve each of
the issues presented in the pending litigation” as that phrase is used in Section I.C. of the
Disclosure Statement.
30. The Debtors’ conclusions as to “the existence of potential additional claims and
causes of action of the Debtors and the Debtors’ chapter 11 estates against JPMC” as that phrase
was used in Section I.C. of the Disclosure Statement.
31. Any analysis and/or “business judgment” and/or determination “that the benefits
of settling with the JPMC entities, the FDIC Receiver, FDIC Corporate, and the other parties to
the Global Settlement Agreement far outweigh any gains likely to be achieved by continuing
litigation with such parties” as stated in Section I.C of the Disclosure Statement.
32. The Debtors’ understanding or knowledge of “claims against the Debtors and
JPMC arising out of, related to, or resulting from, among other things, the issuance or
assignment of the Trust Preferred Securities or any commitment, disclosure or non-disclosure
with respect thereto, the declaration of any Exchange Event, the assignment of the Trust
Preferred Securities subsequent thereto, and any and all claims in any way related to the Trust
Preferred Securities or the REIT Series . . .” as that phrase is used in Section I.C.8. of the
Disclosure Statement.
33. Any conflicts of interest of professionals for the Debtors, including without
limitation, information related to: (a) conflicts of interest of Weil Gotshal & Manges LLP in
these chapter 11 cases; (b) the participation of Weil Gotshal & Manges LLP in negotiating the
Global Settlement Agreement and/or the Plan; and (c) the participation of Quinn Emanuel
Urquhart & Sullivan, LLP (or any other party claimed to have acted on behalf of the Debtors) in
such negotiations.