In the Matter of Wilmington Trust Corporation, Respondent,
Securities and Exchange Commission Administrative Proceeding File No. 3-16098
If you purchased or otherwise acquired shares of Wilmington Trust Corporation (“WTC” or “Respondents”) common stock during the period January 18, 2008 through October 31, 2010, inclusive and suffered a loss according to the Plan of Distribution (the “Plan”), you may be eligible for a Distribution Payment from the Wilmington Trust Distribution Fund, a distribution fund established as a result of the administrative proceeding before the United States Securities and Exchange Commission, Wilmington Trust Corporation, File No. 3-16098 (Sept. 22, 2014).
There will be no claims process; you do not need to file a claim in order to be considered for a distribution. Investors will be identified, and claims evaluated based on information previously obtained by the Fund Administrator in connection with the related Class Action, In re Wilmington Trust Securities Litigation, No. 1:10-CV-990 (D. Del.). However, if you filed an exclusion from the class in connection with the class notice portion of the Class Action and would like to participate in this distribution, you will need to submit certain information—please see below, under “Eligibility”.
Please read the Plan of Distribution (the “Plan”) for more detailed information on the distribution. A copy of the Plan and other relevant documents can be found under the Important Documents page or at https://www.sec.gov/divisions/enforce/claims/wilmington-trust-corporation.htm.
On September 11, 2014, the Securities and Exchange Commission (the “Commission” or “SEC”) issued an Order Instituting Cease-and-Desist Proceedings Pursuant to Section 8A of the Securities Act of 1933 and Section 21C of the Securities Exchange Act of 1934, Making Findings, and Imposing Remedial Sanctions and a Cease-and-Desist Order (the “Order”) against the Respondent. According to the Order, the administrative proceeding arose out of false and misleading disclosures by WTC concerning its accruing loans past due 90 days or more over multiple quarters during 2009 and 2010, its non-accruing loans in the third quarter of 2009, and its reserves for loan losses in the third and fourth quarters of 2009. The Commission found, among other things, that WTC omitted almost $339 million in matured loans past due 90 days or more from its disclosures in its filings with the Commission for the third quarter of 2009; omitted over $330 million in matured loans past due 90 days or more from its disclosures in its filings for the year ended 2009; and incorporated its false and misleading Form 10-K for 2009 by reference in the offering materials for a February 2010 public offering in which WTC sold $287 million of its common stock. The Commission determined that, by its conduct, WTC violated Sections 17(a)(2) and 17(a)(3) of the Securities Act of 1933, and Sections 13(a), 13(b)(2)(A), and 13(b)(2)(B) of the Securities Exchange Act of 1934 and Rules 13a-1, 13a-11, 13a-13, and 12b-20 thereunder. The Commission ordered the WTC to pay disgorgement of $16,000,000 and prejudgment interest of $2,545,896.16 to the Commission (the “Distribution Fund”). WTC has paid in full.
The Distribution Fund is comprised of the $18,545,896.16 collected in the Commission’s administrative action, $43,993,288.93 collected by the Department of Justice in a related Forfeiture Action, United States v. $44,000,000 in United States Currency, 17-cv-01416-RGA (D. Del.), and by Order dated October 1, 2020, $114,703.72 collected in a related civil action, SEC v. Gibson, et al., 15-cv-00363 (RGA) (D. Del.). It is deposited in an interest-bearing account at the United States Department of the Treasury’s Bureau of Fiscal Service (“BFS”), where it will be held until disbursement is ordered. Accrued interest and any additional funds received pursuant to court or Commission order and/or agreement shall be added to the Distribution Fund.
By Order dated April 30, 2020, the Commission appointed Epiq Systems, Inc. as the Fund Administrator for the Wilmington Trust Distribution Fund ("Epiq" or the “Fund Administrator”).
The Plan was approved by the Commission on September 3, 2020 and provides for the distribution of the Wilmington Trust Distribution Fund, plus interest, less taxes, investment fees, and fees and expenses of tax and fund administration (“Net Available Distribution Fund”) to "Eligible Investors", as defined in the Plan.
If you purchased or otherwise acquired shares of WTC common stock during the period January 18, 2008 through October 31, 2010, inclusive (the "Relevant Period"), are not an Excluded Party as defined in the Plan and restated below, and suffered a loss according to the Plan, you may be eligible for a Distribution Payment from the Wilmington Trust Distribution Fund.
To be eligible for a payment from the Wilmington Trust Distribution Fund, you must have purchased or otherwise acquired shares of WTC common stock during Relevant Period; filed a claim in the Class Action on or before July 9, 2020, or filed an exclusion from the class in connection with the class notice portion of the Class Action (“opted out”); and satisfy the other criteria set forth in the Plan. Distribution Payments will be subject to a $10.00 Minimum Distribution Amount.
There will be no claims process. Investors will be identified, and claims evaluated based on information previously obtained by the Fund Administrator in connection with the related Class Action, In re Wilmington Trust Securities Litigation, No. 1:10-CV-990 (D. Del.). However, persons who opted out from the Class Action will have to submit additional documentation to be considered for eligibility in this distribution, as further explained below.
If you opted out of the Class Action and would like to participate in this distribution, the Fund Administrator will require information from you regarding your transactions in WTC common stock during the Relevant Period. If you have been identified as an individual or entity that opted out of the Class Action, you will be mailed a letter with additional information and directions on how to participate in this distribution. Please read the letter carefully. You must follow the directions in the letter in order to be considered for eligibility. If you believe you opted out but did not receive a letter from the Fund Administrator, please contact the Fund Administrator by calling toll-free 855-917-3486; emailing info@WilmingtonTrustSECDistributionFund.com; or writing to:
Wilmington Trust Distribution Fund
P.O. Box 3058
Portland, OR 97208-3058
Excluded Parties are set forth in paragraph 9 of the Plan and are: Wilmington Trust Corporation, any person who was an officer or director of the Respondent during the Relevant Period, and any firm, trust, corporation, or other entity in which the Respondent has or had a controlling interest; the defendants in USA v. North, et al., 15-cr-23 (D. Del.) against whom judgments have been entered and their assigns, heirs, spouses, parents, dependents or controlled entity(ies); and the Fund Administrator, its employees, agents, and those persons assisting the Fund Administrator in its role as Fund Administrator.
The Eligible Loss Amount incurred by an Eligible Investor shall be determined as set forth in the Plan. The methodology used to determine eligibility and calculate Distribution Payments are set forth in Paragraphs 22-34 of the Plan, which is available here.
Additional information or specification may be requested by the Fund Administrator before the commencement of Distribution Payments. Investors who do not timely provide requested information to the Fund Administrator may be deemed ineligible for a distribution under the Plan.