EX-99 7 s596413.txt EXHIBIT T3D.3 - ORDER AND FINAL JUDGMENT Exhibit T3D.3 UNITED STATES DISTRICT COURT EASTERN DISTRICT OF PENNSYLVANIA : IN RE: RITE AID CORPORATION : SECURITIES LITIGATION : MDL Docket No. 1360 : : ----------------------------------------: ----------------------------- THIS DOCUMENT RELATED TO: : MASTER FILE NO. CLASS ACTIONS : 99-CV-1349 : : CLASS ACTION REVISED ORDER AND FINAL JUDGMENT RE: RITE AID SETTLING DEFENDANTS AND NOW, this 16th day of August, 2001, a hearing having been held before this Court to determine: (1) whether the terms and conditions of the Stipulation and Agreement of Settlement with Ride Aid Settling Defendants dated as of December 18, 2000 (the "Class Stipulation") are fair, reasonable and adequate for the settlement of all claims asserted by the Class against the Settling Defendants in the Third Consolidated Amended Class Action Com plaint (the "Complaint") now pending in this Court under In re Rite Aid Corporation Securities Litigation, United States District Court, E.D. Pa., Master File No. 99-CV-1349 (STEWART DALZELL) (consolidated with class actions numbered: 99-1323, 99-1339, 99-1340, 99-1348, 99-1351, 99-1430, 99-1413, 99-1549, 99-1677, 99-1714, 99-1800, 99-1938, 99-1987, 99-2262, 99-5729, 99-5925, 99-6082) (the "Federal Class Action"), including the release of the Settling Defendants and the Released Parties, and should be approved; (2) whether judgment should be entered dismissing the Complaint on the merits and with prejudice in favor of the Settling Defendants only and as against all persons or entities who are members of the Class herein who have not requested exclusion therefrom; (3) whether to approve the Plan of Allocation as a fair and reasonable method to allocate the settlement proceeds among the members of the Class; and (4) whether and in what amount to award Plaintiffs' Counsel fees and reimbursement of expenses. The Court having considered all matters submitted to it at the hearing and otherwise; and it appearing that a notice of the hearing substantially in the form approved by the Court was mailed to all persons or entities reasonably identifiable; who purchased Rite Aid securities on the open market during the period from May 2, 1997 through November 10, 1999, inclusive (the "Class Period"), except those persons or entities excluded from the definition of the Class, as shown by the records of Rite Aid's transfer agent, at the respective addresses set forth in such records, and that a summary notice of the hearing substantially in the form approved by the Court was published in the national edition of The Wall Street Journal pursuant to the specifications of the Court; and the Court having considered and determined the fairness and reasonableness of the award of attorneys' fees and expenses requested; and the Court having on June 8, 2001 issued a Memorandum and Order disapproving the Class Stipulation without prejudice, sustaining in part and overruling in part objections to the Class Stipulation asserted by the Non-Settling Defen dants, and granting the Settling Parties leave to submit a revised Class Stipulation conformably with the Court's Memorandum; and the Settling Parties having on June 25, 2001 submitted a revised Class Stipulation (the "Revised Class Stipulation") conformably with the Court's Memorandum, and the Court having by an Order dated August 15, 2001 overruled the Non- Settling Defendants' objections to the Revised Class Stipulation; and all capitalized terms used herein having the meanings as set forth and defined in the Revised Class Stipulation. It is hereby ORDERED that: 1. The Court has jurisdiction over the subject matter of the Action, the Plaintiffs, all Class Members, the Settling Defendants, and the Non-Settling Defendants; 2. The Court finds that the prerequisites for a class action under Fed. R. Civ. P. 23 (a) and (b) (3) have been satisfied in that: (i) the number of Class Members is so numerous that joinder of all members thereof is impracticable; (ii) there are questions of law and fact common to the Class; (iii) the claims of the Class Representatives are typical of the claims of the Class they seek to represent; (iv) the Class Representatives have and will fairly and adequately represent the interests of the Class; (v) the questions of law and fact common to the members of the Class predominate over any questions affecting only individual members of the Class; and (vi) a class action is superior to other available methods for the fair and efficient adjudication of the controversy; 3. Pursuant to Rule 23 of the Federal Rules of Civil Procedure this Court hereby finally certifies this action as a class action on behalf of all persons who purchased(1) Rite Aid securities(2) on the open market during the period from May 2, 1997 through November 10, 1999, inclusive and who suffered damages thereby. Excluded from the Class are Defendants in these Actions, members of the immediate families (parents, siblings and children) of each of the individual Defendants, any person, firm, trust, corporation, entity in which any Defendant has a controlling interest, the officers, directors, parents, subsidiaries and affiliates of any corporate Defendant, the partners and principals of any partnership defendant, and the legal representatives, heirs, successors in interest or assigns of any such excluded party. Also excluded from the Class are the persons and/or entities who requested exclusion from the Class as listed on Exhibit A annexed hereto; 4. Notice of the pendency of this action as a class action and of the proposed settlement was given to all Class Members who could be identified with reasonable effort. The form and method of notifying the Class of the pendency of the action as a class action and of the -------- (1) A sale or writing of a Put Option on Rite Aid common stock shall be deemed to be a purchase of Rite Aid securities for the purposes hereof. (2) "Rite Aid securities" includes common stock, Call Options on Rite Aid common stock, Put Options on Rite Aid common stock, and the following Rite Aid Notes: 5-1/4% Notes due 09/15/02, issued 9/10/97; 6.7% Notes due 12/15/01 issued 12/20/96; 6-7/8% Notes due 08/15/13 issued 08/23/93; 7-1/8% Notes due 01/15/07 issued 12/20/96; 7-5/8% Notes due 04/15/05 issued 04/20/95; 7.7% Notes due 02/15/27 issued 12/20/96; 5.5% Notes due 12/15/00 issued 12/21/98; 6.0% Notes due 10/1/03 issued 9/22/98; 6.0% Notes due 12/15/05 issued 12/21/98; 6.125% Notes due 12/15/08 issued 12/21/98; 6.875% Notes due 12/15/28 issued 12/21/98. Settlement and its terms and conditions met the requirements of Fed. R. Civ. P. 23, Section 2lD(a) (7) of the Exchange Act, 15 U.S.C. 78u-4(1) (7) as amended by the Private Securities Litigation Reform Act of 1995, and due process, constituted the best notice practicable under the circumstances, and constituted due and sufficient notice to all persons and entities entitled thereto; 5. The Revised Class Stipulation is APPROVED AND SO ORDERED as fair, reasonable and adequate, and the Class Members and the parties are directed to consummate the Revised Class Stipulation in accordance with its terms and provisions. The Settlement Securities are to be issued in exchange for bona fide outstanding claims; all parties to whom it is proposed to issue such securities have had the right to appear at the hearing on the fairness of the Settlement; and the Settlement Securities are therefore unrestricted and freely tradeable exempted securities pursuant to ss. 3(a) (10) of the Securities Act of 1933, 15 U.S.C. ss. 77c (a) (10); 6. The Complaint, which the Court finds was filed on a good faith basis in accordance with the Private Securities Litigation Reform Act and Rule 11 of the Federal Rules of Civil Procedure based upon all publicly available information, is hereby DISMISSED WITH PREJUDICE and without costs as against the Settling Defendants only; 7. Members of the Class and the successors and assigns of any of them, are hereby PERMANENTLY BARRED AND ENJOINED from instituting, commencing or prosecuting, either directly or in any other capacity, any and all claims, rights, demands, suits, matters, issues or causes of action, whether known or unknown, against the Released Parties (as defined below), whether under state or federal law, including the federal securities laws, and whether directly, indirectly, derivatively, representatively or in any other capacity, in connection with, based upon, arising out of, or relating to any claim that has been or could be raised in the Actions or the acts, facts or events alleged in the Actions or in connection with, based upon, arising out of, or relating to the Settlement (but excluding any claims to enforce the terms of the Settlement) (the "Settled Claims") against any and all of the Settling Defendants and their respective predecessors, successors, affiliates, officers, agents, insurers, and assigns (other than Plaintiffs), and any attorney who may have, prior to the commencement of the litigation, rendered advice with respect to any matter challenged in the litigation, (but excluding the Non- Settling Defendants) (the "Released Parties"). The Settled Claims are hereby compromised, settled, released, discharged and dismissed as against the Released Parties on the merits and with prejudice by virtue of the proceedings herein and this Order and Final Judgment; 8. The Settling Defendants and the successors and assigns of any of them, are hereby PERMANENTLY BARRED AND ENJOINED from instituting, commencing or prosecuting, either directly or in any other capacity, any and all claims relating to the institution or prosecution of the Actions (the "Settled Defendants' Claims") against any of the Plaintiffs, Class Members or their attorneys. The Settled Defendants' Claims are hereby compromised, settled, released, discharged and dismissed on the merits and with prejudice by virtue of the proceedings herein and this Order and Final Judgment; 9. In accordance with Section 4(f) (7) (A) of the Private Securities Litigation Reform Act of 1995, 15 U.S.C. ss. 78u-4 (f) (7) (A), each of the Released Parties is by virtue of the Settlement discharged from all claims for contribution that have been or may hereafter be brought by or on behalf of any of the Non-Settling Defendants or any of the Settling Defendants based upon, relating to, or arising out of the Settled Claims. Accordingly, (a) the Non-Settling Defendants and the Settling Defendants are hereby permanently barred, enjoined and restrained from commencing, prosecuting, or asserting any such claim for contribution against any Released Party based upon, relating to, or arising out of the Settled Claims, and (b) the Released Parties are hereby permanently barred, enjoined and restrained from commencing, prosecuting, or asserting any claim for contribution against the Non-Settling Defendants based upon, relating to, or arising out of the Settled Claims. For purposes of this paragraph 9 and the following paragraphs 10-12, "Non-Settling Defendants" shall include any person who Plaintiffs may hereafter sue on any claim based upon, relating to, or arising out of the Settled Claims; 10. In accordance with otherwise applicable federal and state law (including, without limitation, 10 Del. C.ss.6304 (b) and 42 Pa. Cons. Stat. Ann.ss.8327), and in light of the Settlement and the provisions of paragraph 28 (e) of the Revised Class Stipulation, (a) the Non- Settling Defendants and the Settling Defendants are hereby PERMANENTLY BARRED, ENJOINED AND RESTRAINED from commencing, prosecuting, or asserting any other claim, however styled, whether for indemnification, contribution or otherwise, and whether arising under state, federal or common law, against the Released Parties based upon, arising out of or relating to the Settled Claims; and (b) the Released Parties are hereby permanently barred, enjoined and restrained from commencing, prosecuting, or asserting any other claim, however styled, whether for indemnification, contribution or otherwise, and whether arising under state, federal or common law against Non-Settling Defendants based upon, arising out of, or relating to the Settled Claims. Further, in accordance with the applicable provisions of the Uniform Contribution Among Joint Tortfeasors Act (10 Del. C. ss. 6302(c) and 42 Pa. C.S.A. ss. 8324(c)) plaintiffs, as assignees of Rite Aid, are hereby PERMANENTLY BARRED, ENJOINED AND RESTRAINED from commencing, prosecuting, or asserting any claim of Rite Aid to recover contribution from the Non-Settling Defendants as joint tortfeasors; 11. In accordance with Section 4(a) (7) (B) of the Reform Act, 15 U.S.C. ss. 78u-4 (f) (7) (B), otherwise applicable federal and state law, and paragraph 28 (e) of the Revised Class Stipulation, any final verdict or judgment that may be obtained by or on behalf of Plaintiffs or the Class shall be reduced by the greater of (a) an amount that corresponds to the percentage of responsibility of the Settling Defendants and the Released Parties for the claims asserted by or on behalf of Plaintiffs and the Class, or (b) the value of the consideration paid by or on behalf of the Settling Defendants to Plaintiffs and the Class in connection with the Settlement; 12. In accordance with paragraph 28(e) of the Class Stipulation, any judgment plaintiffs may obtain against any Non-Settling Defendant shall be reduced or credited (up to the amount of such judgment) by an amount equal to the amount of any final non-appealable judgment which such Non-Settling Defendant may obtain against any of the Released Parties based upon, arising out of or relating to the Settled Claims; provided, however, that such judgment reduction shall not apply to any judgment on the claims of the Non-Settling Defendants described in paragraph 13 below; 13. Notwithstanding the foregoing, this Order does not bar, extinguish or otherwise affect or apply to: (a) any claim of Messrs. Grass, Bergonzi or Noonan against Rite Aid arising by contract or under Rite Aid's Bylaws or Articles of Incorporation for the advancement of the reasonable costs of the defense of any action or proceeding in which they are or to which they may become a party by virtue of their service as officers and/or directors of Rite Aid; (b) any direct claim of KPMG against any of the Released Parties for reimbursement of the reasonable costs of its defense of these actions in the event it is judicially determined that KPMG is not liable to Plaintiffs; (c) any claim of Mr. Noonan or Mr. Bergonzi against Rite Aid under their respective separation agreements, and any claim of Mr. Grass against Rite Aid relating to his separation from Rite Aid; (d) any claim of the Non-Settling Defendants for defamation; and nothing in this paragraph shall be deemed to create or acknowledge the existence or validity of any claim of the Non-Settling Defendants or limit any defense to any such claim; 14. Neither the releases effected by this settlement nor this bar order shall operate to release, bar, extinguish or otherwise effect, and the term "Settled Claims" shall not be deemed to include, any claim against the Released Parties under the Employee Retirement Income Security Act of 1974, 29 U.S.C. Sec. 1001, et seq. (ERISA) to recover losses sustained by any employee pension benefit plan sponsored by Rite Aid and qualified under ERISA (including the Rite Aid 401(k) Employee Investment Opportunity Plan, the Rite Aid Distribution Employees Savings Plan and the Perry Distributors, Inc. 401(k) Plan (collectively, the "Plans")) arising (a) uniquely under ERISA, or (b) from Rite Aid's failure to file a form S-8 for the Plans or to take corrective measures (including freezing stock purchases and seeking recission of prior stock purchases) when Rite Aid discovered no such filing had been made, or any claim that may arise from the assertion of such ERISA claims. Nothing in this paragraph shall be deemed to create or acknowledge the existence or validity of any claim on behalf of the Plans or limit any defense to any such claim; 15. Neither this Judgment, the Revised Class Stipulation, nor any of its terms and provisions, nor any of the negotiations or proceedings connected with it, nor any of the documents or statements referred to therein shall be: (a) offered or received against the Settling Defendants or against the Plaintiffs or the Class as evidence of or construed as or deemed to be evidence of any presump tion, concession, or admission by any of the Settling Defendants or by any of the Plaintiffs or the Class with respect to the truth of any fact alleged by Plaintiffs or the validity of any claim that had been or could have been asserted in the Action or in any litigation, or the deficiency of any defense that has been or could have been asserted in the Action or in any litigation, or of any liability, negligence, fault, or wrongdoing of Settling Defendants; (b) offered or received against the Settling Defendants as evidence of a presumption, concession or admission of any fault, misrepresentation or omission with respect to any statement or written document approved or made by any Settling Defendant, or against the Plaintiffs and the Class as evidence of any infirmity in the claims of Plaintiffs and the Class; (c) offered or received against the Settling Defendants or against the Plaintiffs or the Class as evidence of a presumption, concession or admission with respect to any liability, negligence, fault or wrongdoing, or in any way referred to for any other reason as against any of the parties to the Stipulation, in any other civil, criminal or administrative action or proceeding, other than such proceedings as may be necessary to effectuate the provisions of the Stipulation; provided, however, that Settling Defendants may refer to the Stipulation to effectuate the liability protection granted them thereunder; (d) construed against the Settling Defendants or the Plaintiffs and the Class as an admission or concession that the consideration to be given hereunder represents the amount which could be or would have been recovered after trial; or (e) construed as or received in evidence as an admission, concession or presumption against Plaintiffs or the Class or any of them that any of their claims are without merit or that damages recoverable under the Complaint would not have exceeded the Settlement Fund; 16. The Plan of Allocation is APPROVED as fair and reasonable, and Plaintiffs' Counsel and the Claims Administrator are directed to administer the Stipulation in accordance with its terms and provisions; 17. The Court finds that all parties and their counsel have complied with each requirement of Rule 11 of the Federal Rules of Civil Procedure as to all proceedings herein; 18. Plaintiffs counsel are hereby AWARDED attorney's fees of 25% of the respective cash consideration (including interest earned thereon from the date the cash portion of the Settlement Fund was funded to the date of payment) and Stock Consideration portions of the Gross Settlement Fund, which award the Court finds to be fair and reasonable, and $499,988.61 in reimbursement of expenses. The award of attorney's fees shall be allocated among Plaintiffs' Counsel in a fashion which, in the opinion of Plaintiffs' Co-Lead Counsel, fairly compensates Plaintiffs' Counsel for their respective contributions in the prosecution of the Action; 19. Exclusive jurisdiction is hereby retained over the parties to the Action and the Class Members for all matters relating to this Action, including the administration, interpreta tion, effectuation or enforcement of the Revised Class Stipulation and this Order and Final Judgment, and including any application for fees and expenses incurred in connection with administering and distributing the settlement proceeds to the members of the Class; 20. Without further order of the Court, the parties may agree to reasonable extensions of time to carry out any of the provisions of the Revised Class Stipulation; and 21. There is no just reason for delay in the entry of this Order and Final Judgment and immediate entry by the Clerk of the Court is expressly directed pursuant to Rule 54(b) of the Federal Rules of Civil Procedure. BY THE COURT: /s/ Stewart Dalzell -------------------------- Stewart Dalzell, J. PEOPLE REQUESTING EXCLUSION IN RITE AID 1. Pat Jerome P.R. & E. D. Jerome 3525 Del Mar Hts Rd. #115 San Diego, CA 92130 2. Flora P. Olmo 704 Plymouth Way Burlingame, CA 94010 3. Neal T. Thompson 21 Fairway Dr. Frisco, TX 75034 4. John S. & Donna J. Kiser Rev Trust 11600 North Ashford Dr Yukon, OK 73099-8010 5. Joan T. Chippendale 5A Auburn Ct Red Bank, NJ 07701-5428 6. Francis L. Williams Trust Evansville, IN (incomplete address) 7. Elizabeth A. Zorn 1511 Burlington Ave Billings, MT 59102 8. Francis J. Newby 4603 Fairmont Dr Pascagoula, MS 39581-3515 9. William J. Feczko 86-51 110th St Richmond Hill, NY 11418 10. Henry Gremosnik 8441 NW 26th St Sunrise, FL 33322 11. Henry J. & Samuel H. Schaus Jtten 7890 Territorial Rd Watervliet, MI 49098 12. Betty Bingham PO Box 755 Truro, MA 02666-0755 13. David A. & Roberta Mocabee 204 N. Running Spring DR Green Valley, AZ 85614 14. Edward J. Ziober 509 Gale Rd Camp Hill, PA 17011 15. John Jackson 421 Bauman Rd Williamsville, NY 14221 16. Tom Emmish 605 Crest Ridge Irving, TX 75061 17. Claire M. Whitehill 233 North Kent St Chestertown, MD 20001 18. Jeffrey Leader Cathy Linta-Leader 4706 Ruth Ann St Harrisburg, PA 17109-3025 19. Kenneth G. Meyer Shirley G. Meyer Revoc Trust 14409 S. 13th Way Phoenix, AZ 85048 20. Rebecca A. Thompson 21 Fairway Dr Frisco, TX 75034 21. John Henry Stewart IRA RO (no address) 22. Richard D. Slater 7426 Redding Rd Houston. TX 77036-5542 23. Alvin & Alice L. Townsend Trust 1430 N. Man O'War Dr Hernando, FL 34442 24. Samuel B. Spotts 389 Rambo Hill Rd Shermans Dale, PA 17090 25. Joyce Mefford 6385 Hwy 127 N New Liberty, KY 40355 26. D. Mefford PO Box 59 New Liberty, KY 40355 27. Horace J. Cochran & Christina S. Cochran Trust 24022 Huber Ave Torrance, CA 3l0534-3893 28. Carlie W. Davis 2720 N. Taylor ST Philadelphia, PA 19132 29. Henry J. Schaus Samuel H. Schaus Jtten 7890 Territorial Rd Watervliet, MI 49098 30. Carmita S. Patten 780 County Route 77 Greenwich, NY 12834 31. William Buros C/o Private Client Services 8601 N. Scottsdale Rd Ste 150 Scottsdale, AZ 85253 32. Janet D. Wallace Irrevoc Trust PO Box 390 Seal Rock, OR 97376 33. Donald B. Johnstone Helen B. Johnstone 183 Rudgate Rd Colchester, VT 05446 34. Michelle & Lucy Dallmeyer 606 Belle Vista Dr Enola, PA 17025-1318 35. Linda G. Roberts 620 N. Coppel Rd Ste 3204 Coppell, TX 75019 36. Carolyn G. Shults 1 Stafford Rd Millport, NY 14864 37. Edward A. France Jr. 452 San Nicolas Way St. Augustine, Fl 32080-7734 38. Terrence Mott TOD Nancy A. Mott Subject to PO Box 5 Diamond, OH 44412 Terrence Mott Nancy A. Mott Jtten PO Box 5 Diamond, OH 44412 39. Charles E. & Peggy Phillips Jtten 621 Sandra Ave Harrisburg, PA (no- zip code) 40. Douglas W. & Robin M. Oas 12 Heathfield Cobham, Surrey KT11 2QY United Kingdom 41. Janet Hill 26 Channing Pl Apt 1R Eastchester, NY 10709-1028 42. Donald E. Judd 13110 Humphrey Dr Austin, TX 78729 43. Joseph & Hallie R. Taherl 17833 N. 42nd Place Phoenix, AZ 85032-1716 44. Fred Bliss Jr. PO Box 476 Redfield, ME 04355-0476 45. Carol R. Baysinger 3118 Anchorage Dr Annapolis, MD 21403 46. Robert D. Fritz III UTMA NJ Robert D. Fritz Jr. Cust 18 Willow Dr Chester, NJ 07930 Kimberly Ann Fritz UTMA NJ Robert D. Fritz Jr. Cust 18 Willow Dr Chester, NJ 07930 47. Walter W. Merkel Jr. 620 Shady Lane W Lakeland, FL 33803 48. Preston L. Hancock PO Box 338 Seahurst, WA 98062 49. William R. Bearse 1901 Dayton Rd. #161 Chico, CA 95928 50. Argent Classic Convertible Arbitrage Fund, L.P. 500 West Putnam Avenue Grennwich, CT 06830 51. William A. Shelton & Claudia C. Shelton Tic 917 Dunsinane Rd Signal Mtn, TN 37377 52. Frank T. Murphy PO Box 10142 Newport Beach, CA 92658 53. Robert B. Suttman 1809 Janell Rene' Circle Deer Park, TX 77536 Georgette Suttman 4400 Memorial Dr. 1026 Houston, TX 77002 54. Terrence Mott TOD Nancy A. Mott Subject to PO Box 5 Diamond, OH 44412 Terrence Mott Nancy A. Mon Jtten PO Box 5 Diamond, OH 44412 55. Argent Convertible Arbitrage Fund, Ltd. 73 Front Street Hamilton HM 12 Bermuda 56. Argent Classic Convertible Arbitrage Fund L.P. (Bermuda) 73 Front Street Hamilton HM 12 Bermuda 57. Mizuho Trust & Banking Co (USA) (Previously known as Yasuda Bank & Trust Co) 666 Fifth Ave Suite 802 New York, NY 10103 58. R. A. Borthwick C/o Transmark, NAT Ramses Bldg, Ramses Square PO Box 466 Cairo 11794 Egypt 59. Gregory J. & Judith M. Gaudio 5915 Stephen's Crossing Mechanicsburg, PA 17050 60. Robert M. Caldwell 5351 Landings Blvd Sarasota, FL 34231 61. Argent Classic Convertible Arbitrage Fund, L.P. 500 West Putnam Avenue Greenwich, CT 06830 62. Leslie E. Lo Baugh Jr. 300 Erie Blvd West Syracuse, NY 13202 63. Loretta Salomon 28 Utopian Ave Suffern, NY 10901 64. Beth J. Kaplan General Delivery Stevenson, MD 21153-999 65. Robert & Derith Sherensky 2019-J Fairview Ave East Seattle, WA 98102 66. James E. & Karen G. McLain 6131 So San Gabriel Ave Tucson, AZ 85746-5157 67. James Buhaty 2002 Lorimer Dr Parma, OH 44134-4018 68. Bank One Trust Co Mary F. Smith Trust Dowdy Crut Florence M. Dowdy Trust 1A Marvin Etal PSP J Marvin 1900 Polaris Parkway Columbus, OH 43240-2020 69. Baptist Fdn of Texas S/P Barra Growth 3 Mellon Center, Ste 3631 Pittsburgh, PA 15259-0003 70. William E. & Gudrun R. Johnson 1476 Allenford Ave Los Angeles, CA 90049 71. Argent Classic Convertible Arbitrage Fund, L.P. 500 West Putnam Avenue Greenwich, CT 06830 72. Morris Michael & Hortensia Carmen Stroman 6847 E. Dartmouth Ave. Denver, CO 80224-2835