Contract analysis

From: Elaine Forsythe <eforsythe@calderwoodharkness.com> To: Denise Kowalski <denise.kowalski@usdoj.gov> Cc: Marcus Reeves <marcus.reeves@usdoj.gov> Date: Mon, 28 Mar 2022 02:47:00 -0000 Subject: In re Grand Jury Subpoena No. GJ-22-0194-SD-003 — Proposed Rolling Production Schedule (Torchlight Mining Corp.)

I write on behalf of our client, Torchlight Mining Corp. ("TMC"), in connection with the above-referenced grand jury investigation, Grand Jury No. GJ-22-0194, pending in the United States District Court for the Northern District of California, San Francisco Division. As you know, Calderwood & Harkness LLP represents TMC in this matter.

This correspondence concerns Subpoena No. GJ-22-0194-SD-003, which was served on TMC on February 14, 2022. We appreciate the Antitrust Division's accommodation in granting the 60-day extension of the initial return date, as reflected in my February 22, 2022 letter acknowledging receipt of the subpoena. The purpose of this email is to propose a rolling production schedule for TMC's responsive documents, consistent wit

On March 15, 2022, Calderwood & Harkness retained Redstone Digital Forensics Inc. to conduct forensic data collection, processing, and hosting of TMC's electronically stored information responsive to the subpoena. Collection is currently underway from 34 identified custodians across TMC's U.S. Specialty Minerals Division and other relevant business units. Data sources under collection include email archives (both act

As anticipated given the scope of the subpoena, the volume of potentially responsive data is substantial. Initial estimates suggest that several hundred thousand documents will require review for responsiveness and privilege. Privilege review is proceeding in accordance with Calderwood & Harkness's established review protocol. In that regard, TMC intends to seek entry of a clawback order pursuant to Federal Rule of E

Additionally, TMC issued company-wide and custodian-specific litigation hold notices on March 1, 2022 to ensure comprehensive preservation of all potentially relevant materials.

We propose the following rolling production schedule:

*First Rolling Production — Week of April 4, 2022.* This initial production will prioritize the highest-priority document categories identified in the subpoena, including pricing communications, competitor-contact records, and trade-association-related materials — specifically, materials related to NASMC conferences and related correspondence. We estimate this production will encompass approximately 40,000 to 45,000

*Second Rolling Production — Approximately Mid-May 2022.* This production will cover additional custodian files, including broader commercial and sales records for the three product categories at issue: high-purity feldspar, industrial talc, and rare-earth concentrates.

*Subsequent Rolling Productions — Monthly, Approximately June Through August 2022.* Subsequent monthly productions will cover remaining custodians, ancillary data sources, and any supplemental collections as warranted. Depending on overall volume and the scope of any additional collections, further productions may extend into the fourth quarter of 2022.

TMC is committed to producing documents on a rolling basis as expeditiously as practicable. Calderwood & Harkness will provide updated volume estimates and revised timelines as the review progresses, and we will promptly advise your office of any material changes to this schedule.

Consistent with our prior discussions and DOJ Antitrust Division production specifications, documents will be produced in load-file format, including TIFF images with extracted text, associated metadata, and native files where appropriate. Each production will be accompanied by a cover letter identifying the applicable Bates-number ranges and any relevant production notes. A privilege log identifying documents withhe

TMC remains committed to cooperating fully with the Antitrust Division's investigation. We are happy to discuss the proposed schedule by telephone at your and Mr. Reeves's convenience, and we are willing to adjust the schedule and prioritization of document categories based on the Division's investigative priorities. Please do not hesitate to contact me or Aaron Liu directly to arrange a call.

We appreciate the Division's willingness to accommodate a rolling production approach, which we believe will facilitate the efficient and orderly production of TMC's responsive materials. Please let us know if you have any questions or would like to discuss any aspect of this proposal.

This communication is made on behalf of Torchlight Mining Corp. and is without waiver of any rights, privileges, or defenses, all of which are expressly reserved.

**Elaine Forsythe** Partner, Antitrust & Competition Practice Group Calderwood & Harkness LLP 555 California Street, 40th Floor San Francisco, CA 94104 Direct: (415) 555-2840 Email: eforsythe@calderwoodharkness.com

**Aaron Liu**, Associate Direct: (415) 555-2917 Email: aliu@calderwoodharkness.com

*CONFIDENTIALITY NOTICE: This email message and any attachments are intended solely for the use of the addressee(s) named above and may contain information that is privileged, confidential, and/or exempt from disclosure under applicable law, including attorney-client privilege and attorney work product. If you are not the intended recipient, you are hereby notified that any dissemination, distribution, copying, or ot