18 unchanged sentences
Accordingly, the Company's estimate will change from time to time, and actual losses may be materially more than the current estimate.
−Removed: Auction Rate Securities Matters
−Removed: For a number of years, the Company offered auction rate securities ("ARS") to its clients.
−Removed: A significant portion of the market in ARS 'failed' in February 2008 due to credit market conditions, and dealers were no longer willing or able to purchase the imbalance between supply and demand for ARS.
−Removed: As previously disclosed, Oppenheimer, without admitting or denying liability, entered into a Consent Order (the "Order") with the Massachusetts Securities Division (the "MSD") on February 26, 2010 and an Assurance of Discontinuance ("AOD") with the New York Attorney General ("NYAG" and together with the MSD, the "Regulators") on February 23, 2010, each in connection with Oppenheimer's sales of ARS to retail and other investors in the Commonwealth of Massachusetts and the State of New York.
−Removed: Pursuant to the terms of the Order and the AOD, the Company commenced and closed twenty offers to purchase ARS from customer accounts when the Company's latest offer to purchase was accepted and implemented on September 27, 2021.
−Removed: As of September 30, 2021, the Company had purchased and holds (net of redemptions) $37.0 million of ARS pursuant to settlements with the Regulators and legal settlements and awards.
−Removed: Oppenheimer has agreed with the NYAG that it will offer to purchase Eligible ARS from Eligible Investors who did not receive an initial purchase offer, periodically, as excess funds become available to Oppenheimer.
−Removed: As of September 30, 2021, the Company has no remaining commitments to purchase ARS related to the settlements with the Regulators.
−Removed: Further, Oppenheimer has agreed to (1) no later than 75 days after Oppenheimer has completed extending a purchase offer to all Eligible Investors (as defined in the AOD), use its best efforts to identify any Eligible Investor who purchased Eligible ARS (as defined in the AOD) and subsequently sold those securities below par between February 13, 2008 and February 23, 2010 and pay the investor the difference between par and the price at which the Eligible Investor sold the Eligible ARS, plus reasonable interest thereon;
−Removed: (2) no later than 75 days after Oppenheimer has completed extending a Purchase Offer to all Eligible Investors, use its best efforts to identify Eligible Investors who took out loans from Oppenheimer after February 13, 2008 that were secured by Eligible ARS that were not successfully auctioning at the time the loan was taken out from Oppenheimer and who paid interest associated with the ARS-based portion of those loans in excess of the total interest and dividends received on the Eligible ARS during the duration of the loan (the "Loan Cost Excess") and reimburse such investors for the Loan Cost Excess, plus reasonable interest thereon;
−Removed: and (3) upon providing liquidity to all Eligible Investors, participate in a special arbitration process for the exclusive purpose of arbitrating any Eligible Investor's claim for consequential damages against Oppenheimer related to the investor's inability to sell Eligible ARS;
−Removed: Oppenheimer believes that because of Items (1) through (3) above will occur only after it has provided liquidity to all Eligible Investors, it will take an extended period of time before the requirements of items (1) through (3) will take effect.
−Removed: If Oppenheimer fails to comply with any of the terms set forth in the Order, the MSD may institute an action to have the Order declared null and void and reinstitute the previously pending administrative proceedings.
−Removed: If Oppenheimer defaults on any obligation under the AOD, the NYAG may terminate the AOD, at her sole discretion, upon 10 days written notice to Oppenheimer.
−Removed: Reference is made to the Order and the AOD, each as described in Item 3 of the Company's Annual Report on Form 10-K for the year ended December 31, 2009 and attached thereto as Exhibits 10.24 and 10.22 respectively, as well as the subsequent disclosures related thereto in the Company's Quarterly Reports on Form 10-Q for the quarters ended March 31, 2010 through June 30, 2021 and in the Company's Annual Reports on Form 10-K for the years ended December 31, 2010 through and including 2020, for additional details of the agreements with the MSD and NYAG.
−Removed: As of September 30, 2021, the Company has no remaining commitments to purchase ARS as a result of legal settlements.
−Removed: In January 2015, a complaint in an action styled Sands Brothers Venture Capital II, LLC v.
−Removed: Park Avenue Bank et.
−Removed: was filed in New York Supreme Court, New York County.
−Removed: Plaintiffs are four venture capital funds who in 2008 and 2009 collectively purchased five notes from a company known as O2HR LLC in amounts totaling $3,533,978.
−Removed: O2HR defaulted on the notes, and the plaintiffs are seeking damages sounding in fraudulent conveyance from a large number of parties, including Oppenheimer, in this and three other actions in New York, as well as other actions in Kentucky.
−Removed: The New York actions have been consolidated for purposes of pretrial discovery;
−Removed: it is an open question as to whether those cases will be consolidated for trial as well.
−Removed: Plaintiffs do not allege that Oppenheimer itself received any of O2HR’s funds, only that Oppenheimer gave material assistance to others who diverted O2HR cash for less than fair value.
−Removed: Oppenheimer’s motion for summary judgment was denied on May 2, 2020;
−Removed: Oppenheimer has appealed that ruling and that motion remains pending.
−Removed: The Company intends to vigorously defend itself against the claims made in this action.
On August 31, 2021, a complaint in a class action entitled 6694 Dawson Blvd, LLC, Individually and on Behalf of a Class of Similarly Situated Persons v.
6 unchanged sentences
Plaintiff purports to represent a class of investors in Horizon Private Equity, III, LLC (“Horizon”).
−Removed: Horizon is alleged to be a fraudulent scheme and plaintiff is seeking unspecified damages sounding in violations of the Georgia RICO statute, breach of fiduciary duty, procurement of breach of fiduciary duty, negligent misrepresentation, aiding and abetting fraud, unjust enrichment, punitive damages and attorneys’ fees.
+Added: Horizon is alleged to be a fraudulent scheme and plaintiff is seeking unspecified damages alleging violations of the Georgia RICO statute, breach of fiduciary duty, procurement of breach of fiduciary duty, negligent misrepresentation, aiding and abetting fraud, unjust enrichment, punitive damages and attorneys’ fees.
Plaintiff does not allege Oppenheimer received any of the funds invested in Horizon, rather that Oppenheimer’s failure to properly supervise its employees allowed the alleged scheme to occur and continue.
−Removed: Oppenheimer intends to vigorously defend itself against the claims made in this action.
−Removed: During the nine months ended September 30, 2021, there were no material changes to the information contained in Part I, Item 1A of the Company's Annual Report on Form 10-K for the year ended December 31, 2020.
+Added: On November 22, 2021, Oppenheimer filed a motion to dismiss the complaint on a number of grounds.
+Added: The motion to dismiss was fully briefed on January 17, 2021.
+Added: Oppenheimer believes the
+Added: claims to be without merit and intends to vigorously defend itself against the claims made in this action.
+Added: In addition to the class action described in the preceding paragraph Oppenheimer has also been named as a respondent in twenty arbitrations, many containing multiple claimants, each filed before FINRA, relating to investments made by former Oppenheimer clients who invested in Horizon.
+Added: Claimants allege many of the causes of action alleged in the class action described in the preceding paragraph.
+Added: The arbitrations claiming specific monetary damages allege damages of approximately $38.0 million in the aggregate while others claim unspecified damages.
+Added: Oppenheimer believes these claims to be without merit and intends to defend itself vigorously against these claims.
+Added: During the three months ended March 31, 2022, there were no material changes to the information contained in Part I, Item 1A of the Company's Annual Report on Form 10-K for the year ended December 31, 2021.
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.