PRIVILEGED AND CONFIDENTIAL — ATTORNEY WORK PRODUCT
INTERNAL MEMORANDUM
CALDERWOOD & HARKNESS LLP 1001 Fannin Street, Suite 4200 Houston, Texas 77002
February 12, 2024
TO: File
FROM: Catherine Bloom, Responsible Partner
C&H MATTER NUMBER: 1016-00004
C&H BILLING CODE: 71420.00001
RE: Matter Closing Memorandum — FERC Office of Enforcement Investigation, Docket No. IN23-7-000 — Dunmore Energy Holdings Ltd. and Dunmore Power Trading LLC
This memorandum is protected by the attorney-client privilege and the attorney work product doctrine. It is prepared solely for the internal files of Calderwood & Harkness LLP in connection with the above-referenced matter. This memorandum is not to be disclosed, distributed, or otherwise made available to any person or entity outside Calderwood & Harkness LLP without the prior written authorization of the Responsible Partner. Unauthorized disclosure may constitute a waiver of applicable privileges.
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I. EXECUTIVE SUMMARY
This memorandum constitutes the comprehensive closing record of Calderwood & Harkness LLP's ("C&H" or the "Firm") representation of Dunmore Energy Holdings Ltd. ("DEH") and its wholly owned subsidiary Dunmore Power Trading LLC ("DPT," and together with DEH, "Dunmore" or the "Client") in connection with the Federal Energy Regulatory Commission ("FERC") Office of Enforcement ("OE") non-public investigation, Docket No. IN23-7-000. The purpose of this memorandum is to provide a complete record of the matter from initial engagement through final resolution, documenting the factual background, defense strategy, investigation proceedings, settlement negotiations, financial summary, key documents, ongoing obligations, and lessons learned, for the Firm's permanent files.
Client. DEH is a Cayman Islands exempted company (EIN: 98-1347562) and the parent entity of a vertically integrated energy holding company with upstream oil and gas, midstream pipeline, and power generation assets across the U.S. Midwest and Gulf Coast. DPT is a Delaware limited liability company (EIN: 82-4519763) wholly owned by DEH, which holds FERC market-based rate authorization and operates a MISO energy trading desk.
Matter. C&H was retained on May 24, 2023, to represent DEH and DPT in connection with a FERC OE non-public investigation into alleged market manipulation in the Midcontinent Independent System Operator ("MISO") Day-Ahead and Real-Time energy markets during the period from January 3, 2022 through March 17, 2023 (the "Relevant Period"). The investigation was formally opened on June 12, 2023, following a referral by Velthorn Market Analytics, Inc. (the MISO Independent Market Monitor) and independent surveillance by FERC's Division of Analytics and Surveillance.
Outcome. The matter was resolved through a Stipulation and Consent Agreement (the "Consent Agreement"), executed on January 31, 2024, and approved by FERC order on February 9, 2024. The material terms of the resolution are as follows:
• Civil Penalty: $4.75 million, payable in two equal installments of $2.375 million each (the first due within 30 days of the FERC order, or March 10, 2024; the second due within 180 days, or August 7, 2024).
• Disgorgement: $0 — FERC Staff accepted C&H's argument, supported by expert economic analysis, that the alleged unjust profits were speculative and unquantifiable with sufficient certainty to support a disgorgement order.
• Neither Admit Nor Deny: Dunmore neither admitted nor denied the allegations set forth in the Consent Agreement.
• Enhanced Compliance Plan: A 36-month enhanced compliance plan, attached as Appendix A to the Consent Agreement, requiring, among other things, quarterly compliance audits by an independent monitor, annual compliance training, implementation of automated trade surveillance systems, and quarterly reporting to FERC OE through February 9, 2027.
Result Versus Initial Demand. FERC Staff's initial demand, communicated through its Preliminary Findings letter dated October 2, 2023, sought aggregate monetary penalties of $30.8 million, consisting of an $18 million civil penalty (a base penalty of $9 million, doubled for duration and scope under the FERC Penalty Guidelines) plus $12.8 million in disgorgement of estimated unjust profits. The final resolution of $4.75 million — with zero disgorgement — represents total savings to the Client of $26.05 million, or an approximately 84.6% reduction from the initial demand. This is a highly favorable outcome by any measure, and particularly so given the scope and nature of the conduct alleged.
Engagement Team. The C&H engagement team for this matter consisted of Catherine Bloom (Responsible Partner), Alan Ngo (Billing Partner), Hannah Brinkley (Lead Associate), and Patrick Gallagher (Working Associate).
Ongoing Obligations. Although the FERC investigation is formally closed and C&H's active enforcement representation has concluded, the Consent Agreement imposes ongoing compliance monitoring obligations on Dunmore that continue through February 9, 2027. C&H may be consulted on compliance implementation matters as they arise, but the enforcement matter itself is closed as of the date of this memorandum.
II. CLIENT AND PARTIES
A. Dunmore Energy Holdings Ltd. (DEH)
Dunmore Energy Holdings Ltd. is a Cayman Islands exempted company with its registered office at 4th Floor, Harbour Place, 103 South Church Street, George Town, Grand Cayman, KY1-1002, Cayman Islands. DEH's Employer Identification Number is 98-1347562. Its principal U.S. office is located at 2200 Post Oak Boulevard, Suite 3100, Houston, Texas 77056.
DEH is a vertically integrated energy holding company with operations spanning upstream oil and gas exploration and production, midstream natural gas gathering and pipeline infrastructure, and electric power generation. DEH's power generation portfolio includes natural gas-fired, wind, and solar generation assets located across the U.S. Midwest and Gulf Coast regions.
DEH is a privately held entity. Equity ownership and control are structured as follows:
• Gavin Harcourt (Founder, Chairman & CEO): 38% direct equity interest, plus an additional 16% held through the Harcourt Family Trust (an irrevocable trust organized under the laws of the State of Texas), for a combined effective controlling interest of 54%.
• Pendleton Capital Partners, LP (Managing Partner: Richard Ostrander): 27% equity interest.
• Greenvale Infrastructure Fund III (Managing Director: Susan Tanaka): 19% equity interest.
For fiscal year 2022, DEH reported the following key financial metrics on a consolidated basis: total revenue of approximately $3.82 billion; earnings before interest, taxes, depreciation, and amortization ("EBITDA") of approximately $891 million; and U.S. net generation capacity of approximately 4,280 megawatts ("MW"), consisting of approximately 2,650 MW of natural gas-fired generation, approximately 1,130 MW of wind generation, and approximately 500 MW of solar generation.
The following Dunmore personnel were directly involved in or had material relevance to this matter:
• Gavin Harcourt, Chairman & Chief Executive Officer — ultimate decision-maker for the Client; provided authorization for settlement and execution of the Consent Agreement.
• Elena Mirova, President & Chief Operating Officer — participated in key strategic discussions and was briefed regularly throughout the investigation.
• Martin Llewellyn, General Counsel — primary client contact who engaged C&H and served as the principal liaison between the Client and the Firm throughout the representation. Mr. Llewellyn served as the signatory for DEH on the final Consent Agreement.
• Rhonda Vasquez, Vice President, Regulatory Affairs — served as the primary internal coordinator for regulatory filings, document collection, and communication with FERC on non-legal matters.
• Jennifer Caulfield, Chief Compliance Officer — hired by Dunmore on February 6, 2023, prior to the commencement of the FERC investigation. Ms. Caulfield's appointment was a significant mitigating factor in the settlement negotiations, as it demonstrated Dunmore's proactive commitment to compliance.
B. Dunmore Power Trading LLC (DPT)
Dunmore Power Trading LLC is a Delaware limited liability company and a wholly owned subsidiary of DEH. DPT's registered agent is Capitol Registered Agents Inc., located at 1209 Orange Street, Wilmington, Delaware 19801. DPT's principal office is co-located with DEH at 2200 Post Oak Boulevard, Suite 3100, Houston, Texas 77056. Its Employer Identification Number is 82-4519763.
DPT holds FERC market-based rate authorization pursuant to Docket No. ER05-1128-000, which permits DPT to sell electric energy, capacity, and ancillary services at market-based rates in the wholesale energy markets, including the MISO markets. For fiscal year 2022, DPT reported revenue of approximately $614 million and traded approximately 18.4 million megawatt-hours ("MWh") in the MISO markets.
During the Relevant Period, DPT's MISO trading desk was staffed by 14 traders and was supervised by Derek Sung, Senior Vice President, Power Marketing & Trading. The two traders most directly implicated in the conduct alleged by FERC Staff were:
• Kyle Renfro, Senior Trader, MISO Day-Ahead Desk — responsible for submitting Day-Ahead energy offers for Dunmore's gas-fired generation units at Indiana Hub, and for managing DPT's Financial Transmission Rights ("FTR") portfolio.
• Anastasia Petrov, Trader, MISO Real-Time Desk — responsible for submitting virtual positions (Increment Offers and Decrement Bids) at the Minnesota Hub in the MISO Real-Time market.
C. Dunmore Midstream Partners LP (DMP)
Dunmore Midstream Partners LP is a Delaware limited partnership with the same principal U.S. office at 2200 Post Oak Boulevard, Suite 3100, Houston, Texas 77056. Its Employer Identification Number is 47-8831205. DMP operates natural gas gathering and pipeline infrastructure that supplies natural gas to Dunmore's gas-fired generation plants.
DMP is relevant to this matter because FERC Staff alleged that DPT coordinated the timing and volume of natural gas nominations through DMP in order to support uneconomic generation offers submitted by Kyle Renfro at Indiana Hub, thereby masking the true marginal cost of Dunmore's gas-fired generation units. This allegation formed the basis of the third category of alleged manipulative conduct (Physical-Financial Coordination), as described in further detail in Section III.C below.
D. FERC Office of Enforcement — Key Staff
The following FERC OE personnel were principally involved in the investigation and settlement negotiations:
• Margaret Hollowell, Director, Division of Investigations — the senior FERC official overseeing the investigation. Ms. Hollowell participated in the October 10, 2023 meeting with C&H and Dunmore leadership and was a decision-maker with respect to settlement authority.
• Thomas Adebayo, Lead Investigator — the primary FERC Staff contact for data requests, document productions, and day-to-day investigative matters. Mr. Adebayo was the addressee for C&H's data request responses and document production cover letters.
• Christine Pham, Senior Attorney — the lead FERC counsel for settlement negotiations. Ms. Pham served as the addressee for C&H's settlement proposals and counter-proposals, and executed the Consent Agreement on behalf of FERC Staff.
• Dr. Samuel Breck, Senior Economist, Division of Analytics and Surveillance — authored FERC Staff's economic analysis of DPT's trading patterns and estimated the $12.8 million in alleged unjust profits. Dr. Breck's analysis was the primary target of Dr. Whitfield's expert rebuttal.
E. MISO Independent Market Monitor
Velthorn Market Analytics, Inc. serves as the Independent Market Monitor ("IMM") for MISO. Velthorn's principal office is located at 900 North Michigan Avenue, Suite 1400, Chicago, Illinois 60611, and its President is Dr. Patricia Engel.
Velthorn's role in this matter was as the entity that identified and flagged the bidding patterns in DPT's MISO trading activity that led to the FERC investigation. Velthorn authored the referral report to FERC OE dated April 3, 2023, which described the suspicious bidding patterns and recommended further investigation. The referral report was a critical triggering document for the investigation and was addressed in detail in C&H's Response to FERC Staff Preliminary Findings.
F. Prior Counsel — Aldercroft & Beane LLP
Aldercroft & Beane LLP, located at 1875 K Street NW, Suite 600, Washington, D.C. 20006 (named partner: Warren Aldercroft), had previously served as Dunmore's regulatory counsel, handling FERC market-based rate filings and routine regulatory matters. Upon receipt of the FERC OE preliminary inquiry letter on May 22, 2023, Dunmore initially contacted Aldercroft & Beane regarding representation in the enforcement matter.
However, Aldercroft & Beane was unable to undertake the representation due to a conflict of interest arising from its concurrent representation of another MISO market participant that was also under investigation by FERC OE. This conflict was identified during C&H's pre-engagement conflict check on May 23, 2023, and was confirmed by Aldercroft & Beane. The conflict necessitated Dunmore's retention of new counsel for the enforcement matter, which led to the engagement of Calderwood & Harkness LLP.
III. INVESTIGATION BACKGROUND
A. Origin and Triggering Events
The FERC investigation that gave rise to this matter originated from two independent sources that converged to focus regulatory attention on DPT's trading activity in the MISO markets.
First, Velthorn Market Analytics, Inc., in its capacity as the MISO Independent Market Monitor, identified certain bidding patterns in DPT's MISO Day-Ahead and Real-Time trading activity that Velthorn considered anomalous. Specifically, Velthorn's surveillance systems flagged a pattern of persistent negative-price offers by DPT for gas-fired generation units at Indiana Hub, coupled with contemporaneous virtual trading positions at Minnesota Hub and FTR holdings that appeared to benefit from the congestion patterns created by the negative-price offers. On April 3, 2023, Velthorn transmitted a formal referral letter to the FERC Office of Enforcement describing its observations and recommending that FERC OE conduct a further investigation into potential market manipulation by DPT.
Second, and independently of the Velthorn referral, the FERC Division of Analytics and Surveillance identified trading anomalies in DPT's MISO activity through its own market surveillance program. The Division of Analytics and Surveillance's independent identification of the same trading patterns reinforced the concerns raised by the Velthorn referral and contributed to FERC OE's decision to initiate a formal investigation.
On May 22, 2023, FERC OE issued a preliminary inquiry letter to Dunmore, which formally opened the matter. The preliminary inquiry letter identified the general subject matter of the inquiry — DPT's bidding activity at Indiana Hub and Minnesota Hub during the Relevant Period — and requested that Dunmore preserve all relevant documents and identify counsel authorized to receive communications from FERC OE.
B. Formal Investigation
On June 12, 2023, FERC OE issued a formal non-public order of investigation pursuant to 18 C.F.R. Part 1b, assigning the matter Docket No. IN23-7-000. The investigation was conducted pursuant to Section 222 of the Federal Power Act, 16 U.S.C. § 824v, which prohibits the use or employment of any manipulative or deceptive device or contrivance in connection with the purchase or sale of electric energy or the purchase or sale of transmission services subject to FERC's jurisdiction, and 18 C.F.R. § 1c.2, which implements the anti-manipulation prohibition of Section 222 by defining and prohibiting specific categories of manipulative conduct in the wholesale energy markets.
The non-public nature of the investigation, as required by 18 C.F.R. Part 1b, imposed confidentiality obligations on all parties and restricted the public disclosure of the existence and substance of the investigation until such time as FERC authorized public disclosure through a settlement, an order to show cause, or other formal Commission action.
C. Relevant Period and Alleged Conduct
The Relevant Period for the investigation, as defined by FERC Staff, extended from January 3, 2022 through March 17, 2023, a span of approximately 14.5 months. The MISO pricing nodes at issue were the Indiana Hub and the Minnesota Hub, both of which are major liquidity points within the MISO market footprint.
FERC Staff alleged three categories of manipulative conduct by DPT during the Relevant Period:
1. Uneconomic Day-Ahead Bidding. FERC Staff alleged that Kyle Renfro, DPT's Senior Trader on the MISO Day-Ahead Desk, submitted Day-Ahead energy offers for Dunmore's gas-fired generation units at Indiana Hub at prices significantly below the marginal cost of production. Specifically, FERC Staff identified offers submitted at prices ranging from as low as negative $15 per MWh to negative $40 per MWh, which FERC Staff characterized as "uneconomic" and lacking any legitimate business justification. FERC Staff further alleged that DPT submitted these below-cost offers with the intent to create artificial congestion patterns on the transmission system between Indiana Hub and other MISO pricing nodes, while DPT simultaneously held Financial Transmission Rights that would increase in value as a result of the artificially created congestion. The total volume of allegedly uneconomic Day-Ahead offers during the Relevant Period was approximately 2,840 gigawatt-hours ("GWh"), and DPT's FTR positions had a notional value of approximately $47.3 million.
2. Cross-Product Manipulation. FERC Staff alleged that DPT took Real-Time virtual positions — specifically, Increment Offers ("INCs") and Decrement Bids ("DECs") — at the Minnesota Hub that were designed to amplify the congestion differential created by the uneconomic Day-Ahead bids at Indiana Hub. FERC Staff characterized these virtual positions as a complementary component of the overall manipulative scheme, intended to magnify the profitability of DPT's FTR holdings by widening the congestion spread between Indiana Hub and Minnesota Hub. The volume of virtual trading at Minnesota Hub during the Relevant Period was approximately 1,620 GWh.
3. Physical-Financial Coordination. FERC Staff alleged that DPT coordinated the timing and volume of natural gas nominations through Dunmore Midstream Partners LP ("DMP") to support the uneconomic generation offers at Indiana Hub. Specifically, FERC Staff alleged that DPT adjusted gas nominations to ensure that Dunmore's gas-fired generation units would be physically capable of running at the levels implied by the below-cost Day-Ahead offers, thereby masking the true marginal cost of the generation units and concealing the uneconomic nature of the offers from MISO's market monitoring systems.
FERC Staff estimated the total "unjust profits" attributable to the alleged scheme at $12.8 million, based on Dr. Samuel Breck's economic analysis of the congestion differentials, FTR valuations, and virtual trading profits during the Relevant Period.
IV. ENGAGEMENT OF CALDERWOOD & HARKNESS LLP
A. Conflict Check and Clearance
Upon being contacted by Martin Llewellyn, General Counsel of DEH, on May 22, 2023, C&H initiated its standard pre-engagement conflict check. An internal conflict check memorandum was prepared and circulated on May 23, 2023. The conflict check encompassed all entities associated with the proposed representation, including DEH, DPT, DMP, the equity investors (Pendleton Capital Partners, LP and Greenvale Infrastructure Fund III), the Harcourt Family Trust, and all key personnel identified as potentially relevant to the matter.
The conflict check identified the conflict affecting Aldercroft & Beane LLP, Dunmore's prior regulatory counsel, which arose from Aldercroft & Beane's concurrent representation of another MISO market participant that was separately under investigation by FERC OE. This conflict precluded Aldercroft & Beane from representing Dunmore in the enforcement matter and necessitated the engagement of new counsel.
No conflicts were identified with respect to C&H's existing client base, and the Firm was cleared to proceed with the engagement.
B. Engagement Terms
The engagement letter was executed on May 24, 2023, by Catherine Bloom and Alan Ngo on behalf of C&H, and by Martin Llewellyn on behalf of DEH and DPT. The scope of the engagement encompassed the representation of both DEH and DPT in connection with the FERC OE preliminary inquiry and any resulting formal investigation arising under Docket No. IN23-7-000, including all aspects of the response to the investigation, negotiations with FERC Staff, and the resolution of any enforcement action.
The engagement letter specified the following hourly billing rates for the engagement team:
• Catherine Bloom (Responsible Partner): $1,250 per hour
• Alan Ngo (Billing Partner): $1,150 per hour
• Hannah Brinkley (Lead Associate): $725 per hour
• Patrick Gallagher (Working Associate): $575 per hour
The engagement letter provided an estimated fee range of $1.5 million to $2.8 million, subject to the scope and duration of the investigation. A retainer of $250,000 was required, which was received from the Client on May 30, 2023.
C&H filed a notice of appearance with FERC OE on June 5, 2023, identifying Catherine Bloom as lead counsel and Hannah Brinkley as associate counsel authorized to communicate with FERC Staff on behalf of DEH and DPT.
V. DEFENSE STRATEGY
A. Core Defensive Theories
Following a thorough review of the available facts, the applicable legal framework, and the FERC OE's stated theories of violation, C&H developed and pursued the following core defensive theories throughout the investigation and settlement negotiations:
1. Legitimate Portfolio Optimization. DPT's Day-Ahead offers at Indiana Hub were consistent with a legitimate portfolio optimization strategy and did not constitute manipulation under 18 C.F.R. § 1c.2. The FERC anti-manipulation rule requires a showing of fraudulent or deceptive conduct undertaken with scienter — that is, an intent to manipulate or deceive. DPT's bidding strategy reflected a rational economic approach to managing a diversified energy portfolio that included physical generation assets, FTR positions, and virtual trading positions, and was consistent with the optimization strategies employed by numerous other sophisticated market participants in the MISO markets.
2. Legitimate Basis for Negative Offers. The negative-price offers identified by FERC Staff reflected genuine opportunity costs and contractual commitments associated with DPT's gas-fired generation units, not artificial price suppression. Specifically, Dunmore's gas-fired units were subject to minimum generation requirements under their interconnection agreements and gas transportation contracts, which created economic incentives to continue operating even when short-run marginal costs exceeded the prevailing Day-Ahead price at Indiana Hub. Negative offers were a rational strategy to ensure dispatch and avoid the costs associated with decommitment and recommitment cycling.
3. FTR Positions as Routine Hedging. DPT's FTR positions were acquired months before the commencement of the Relevant Period as part of a routine hedging strategy to manage congestion risk associated with DPT's physical generation portfolio. The temporal separation between the acquisition of the FTR positions and the allegedly manipulative bidding activity during the Relevant Period undermined FERC Staff's theory that the FTR positions were acquired as part of a manipulative scheme. DPT's FTR acquisition activity was consistent with its historical hedging practices and was documented in contemporaneous internal memoranda and risk management reports.
4. Congestion Driven by Transmission Outages. The congestion patterns at Indiana Hub during the Relevant Period were primarily driven by transmission outage events and other exogenous factors, not by DPT's bidding activity. Dr. Whitfield's expert analysis demonstrated that the vast majority of the congestion observed during the Relevant Period could be attributed to planned and unplanned transmission outages, load growth, and other market conditions unrelated to DPT's offers, and that DPT's offers had only a marginal and intermittent impact on congestion at Indiana Hub.
5. Limited Actual Market Impact. The actual market impact of DPT's trading activity was substantially less than the $12.8 million estimated by FERC Staff. Dr. Whitfield's independent economic analysis, which employed a counterfactual simulation methodology that isolated the incremental impact of DPT's offers on congestion and pricing, concluded that the actual market impact attributable to DPT's activity was no more than $2.1 million — a figure approximately 84% lower than FERC Staff's estimate.
6. Mitigating Factors. Multiple mitigating factors weighed in favor of a reduced penalty, including: (a) Dunmore's pre-existing compliance program, which, while not fully effective in preventing the conduct at issue, demonstrated a baseline commitment to regulatory compliance; (b) Dunmore's proactive hiring of Jennifer Caulfield as Chief Compliance Officer on February 6, 2023 — notably, before the FERC investigation commenced — which demonstrated an independent recognition of the need to strengthen compliance oversight; and (c) Dunmore's full cooperation throughout the investigation, including the production of 187,000 documents and the availability of six employees for testimony, which exceeded what was strictly required by law.
B. Retention of Expert and Compliance Consultant
To support the defense strategy, C&H recommended the retention of two outside consultants, both of whom were engaged through C&H to preserve work product protection.
Whitfield Economic Advisors LLC. C&H retained Dr. Leonard Whitfield of Whitfield Economic Advisors LLC, located at 1700 Pennsylvania Avenue NW, Suite 550, Washington, D.C. 20006, as the economic expert for the matter. The engagement letter was executed on July 10, 2023, at a rate of $475 per hour. Dr. Whitfield was retained through C&H, rather than directly by the Client, to preserve the attorney work product protection applicable to his analysis and communications with the Firm. The scope of Dr. Whitfield's engagement included: (i) analysis of pricing and congestion patterns at Indiana Hub and Minnesota Hub during the Relevant Period; (ii) evaluation of DPT's FTR valuations and their relationship to congestion patterns; (iii) assessment of the impact of transmission outage events on congestion; and (iv) preparation of an expert report quantifying the actual market impact of DPT's trading activity. Dr. Whitfield's analysis proved to be the single most effective element of the defense strategy, as discussed in further detail below.
Ridgeway Compliance Solutions LLC. C&H retained Dr. Carolyn Whitford of Ridgeway Compliance Solutions LLC, located at 3000 Richmond Avenue, Suite 800, Houston, Texas 77098, as the compliance consultant for the matter. Dr. Whitford is a former FERC OE attorney with extensive experience in energy market compliance program design and implementation. The engagement letter was executed on October 15, 2023, at a flat fee of $385,000, covering compliance program design, training development, and 12 months of compliance monitoring. Ridgeway was retained on C&H's recommendation as part of the Firm's strategy to present a comprehensive enhanced compliance plan as a mitigating factor in settlement negotiations. Ridgeway was subsequently designated as the independent compliance monitor under the Consent Agreement's Enhanced Compliance Plan.
VI. INVESTIGATION PROCEEDINGS — CHRONOLOGICAL SUMMARY
A. Initial Response Phase (May–June 2023)
The initial phase of the matter was focused on establishing the engagement, implementing document preservation measures, conducting an initial assessment of the facts and legal exposure, and filing C&H's notice of appearance and initial response to FERC OE's preliminary inquiry.
May 22, 2023: FERC OE's preliminary inquiry letter was received by Dunmore. Martin Llewellyn, General Counsel of DEH, contacted C&H the same day to discuss potential representation.
May 23, 2023: C&H completed its internal conflict check and prepared a conflict check memorandum. The conflict check identified the Aldercroft & Beane conflict and confirmed that C&H had no conflicts with respect to the proposed representation.
May 24, 2023: The engagement letter was executed by Catherine Bloom and Alan Ngo (for C&H) and Martin Llewellyn (for DEH and DPT), formalizing the attorney-client relationship.
May 25, 2023: Hannah Brinkley, Lead Associate, issued a comprehensive litigation hold memorandum to Martin Llewellyn and Rhonda Vasquez, directing Dunmore to preserve all documents and electronically stored information potentially relevant to the investigation. The litigation hold identified 11 custodians whose files, email accounts, electronic devices, and physical records were subject to the preservation obligation. The preservation scope extended from January 1, 2021 forward, which was intentionally broader than the Relevant Period to ensure comprehensive preservation of contextual documents predating the alleged conduct. The litigation hold memorandum outlined the categories of documents subject to preservation, the custodians' obligations, and the consequences of non-compliance. C&H followed up with individual custodian acknowledgment letters to ensure that each custodian confirmed receipt and understanding of the hold.
May 30, 2023: The $250,000 retainer was received from the Client and deposited into C&H's client trust account.
June 5, 2023: C&H filed a notice of appearance with FERC OE, identifying Catherine Bloom as lead counsel and Hannah Brinkley as associate counsel authorized to communicate with FERC Staff on behalf of DEH and DPT in Docket No. IN23-7-000.
June 8, 2023: Hannah Brinkley and Patrick Gallagher prepared and circulated an internal case assessment memorandum to Catherine Bloom. The memorandum provided a preliminary analysis of the factual record, the applicable legal standards under Section 222 of the Federal Power Act and 18 C.F.R. § 1c.2, and an initial assessment of the Client's legal exposure. The memorandum identified the key strengths and vulnerabilities of the Client's position and recommended a defense strategy centered on demonstrating the legitimate business justification for DPT's trading activity.
June 10, 2023: C&H prepared and delivered a client memorandum providing an overview of the FERC enforcement process to Gavin Harcourt, Elena Mirova, and Martin Llewellyn. The memorandum described the procedural stages of a FERC OE investigation, including the preliminary inquiry phase, the formal investigation phase, the data request and testimony process, the issuance of preliminary findings, the settlement negotiation process, and the potential outcomes (including settlement, order to show cause, or closure of the investigation). The memorandum also discussed the confidentiality obligations applicable to non-public investigations under 18 C.F.R. Part 1b and the potential financial exposure under the FERC Penalty Guidelines.
June 12, 2023: FERC OE issued the formal non-public order of investigation, assigning the matter Docket No. IN23-7-000 and authorizing the investigation under 18 C.F.R. Part 1b.
June 14, 2023: C&H filed a response to the preliminary inquiry letter (Catherine Bloom to Margaret Hollowell), providing general background information about Dunmore's business operations and MISO trading activities, confirming Dunmore's willingness to cooperate with the investigation, and reserving all rights and defenses.
B. Data Requests and Document Productions (June–October 2023)
The data request and document production phase constituted the most resource-intensive phase of the investigation. FERC Staff issued two rounds of data requests, and C&H managed three rolling document productions totaling 187,000 documents and approximately 1.24 million pages.
June 26, 2023: FERC OE served its first data request, which contained 41 interrogatories and 23 document requests. The interrogatories covered a broad range of topics, including DPT's trading strategies, Day-Ahead and Real-Time bidding methodologies, FTR acquisition and management practices, gas nomination processes, trader compensation structures, internal communications regarding trading strategies, and the organizational structure and supervisory hierarchy of DPT's MISO trading desk. The document requests sought production of trading records, offer data, FTR contracts and allocations, gas nomination records, internal memoranda, email communications, instant messages, and risk management reports.
June 30, 2023: Patrick Gallagher prepared an internal analysis memorandum assessing each interrogatory and document request in the first data request. The memorandum identified responsive information and documents, potential objections, privilege issues, and areas requiring further factual investigation by the engagement team.
July 10, 2023: The engagement letter with Whitfield Economic Advisors LLC was executed, formalizing Dr. Whitfield's retention as expert economist for the matter.
July 17, 2023: C&H submitted its objections and responses to the first data request (Catherine Bloom to Thomas Adebayo). The submission included substantive responses to all 41 interrogatories, subject to certain objections (including objections based on relevance, overbreadth, undue burden, and privilege), and identification of responsive documents to be produced.
July 24, 2023: C&H completed the first document production, which consisted of 48,200 documents bearing Bates numbers DUNMORE-000001 through DUNMORE-048200. The production was accompanied by a cover letter from Hannah Brinkley to Thomas Adebayo describing the scope of the production, the search methodology employed, and the custodians whose files were included. A privilege log identifying documents withheld or redacted on the basis of attorney-client privilege and/or attorney work product protection was produced concurrently.
August 7, 2023: FERC OE served its second data request, which contained 18 supplemental interrogatories. The second data request was more narrowly focused than the first and targeted specific areas of concern identified by FERC Staff during its initial review of the first production, including gas nominations through DMP, trader compensation and incentive structures (with particular attention to whether traders' compensation was tied to FTR profitability), and internal communications between Kyle Renfro and Anastasia Petrov regarding the coordination of Day-Ahead and Real-Time positions.
August 10, 2023: Patrick Gallagher prepared an internal analysis memorandum on the second data request, following the same format as the analysis of the first data request.
August 18, 2023: C&H submitted its objections and responses to the second data request (Catherine Bloom to Thomas Adebayo).
August 21, 2023: C&H completed the second document production, which consisted of 63,400 documents bearing Bates numbers DUNMORE-048201 through DUNMORE-111600. This production brought the cumulative total to 111,600 documents. The production was accompanied by a cover letter and an updated privilege log.
October 30, 2023: C&H completed the third and final document production, which consisted of 75,400 documents bearing Bates numbers DUNMORE-111601 through DUNMORE-187000. This brought the cumulative total to 187,000 documents, comprising approximately 1.24 million pages, collected from 11 custodians. The production was accompanied by a cover letter and a final updated master privilege log.
All document processing, hosting, and review platform services were provided by Crestline Document Solutions LLC, located at 1400 Smith Street, Suite 2100, Houston, Texas 77002. Crestline's services included data collection and processing, de-duplication, keyword and concept searching, technology-assisted review support, and production formatting. C&H maintained a comprehensive master privilege log throughout the production process, which was produced to FERC Staff with each rolling production. Documents withheld or redacted on grounds of attorney-client privilege and/or attorney work product protection were identified on the privilege log with sufficient specificity to enable FERC Staff to evaluate the asserted bases for privilege.
C. Testimony Phase (September 2023)
FERC Staff requested testimony from Dunmore employees pursuant to 18 C.F.R. § 1b.12, which authorizes FERC OE to take testimony under oath in connection with non-public investigations. Dunmore made six employees available for testimony as part of its cooperation commitment, though FERC Staff ultimately elected to take testimony from only three.
Kyle Renfro — September 5, 2023. Mr. Renfro, DPT's Senior Trader on the MISO Day-Ahead Desk, provided testimony to FERC Staff. The testimony covered a wide range of topics, including his Day-Ahead bidding strategy at Indiana Hub, the rationale for submitting negative-price offers, DPT's FTR portfolio and his role in managing FTR positions, his communications with Anastasia Petrov regarding the coordination of Day-Ahead and Real-Time positions, and the coordination between the trading desk and gas scheduling personnel with respect to gas nominations through DMP. C&H prepared Mr. Renfro extensively for his testimony, including a detailed testimony preparation outline prepared by Hannah Brinkley and Patrick Gallagher, dated August 28, 2023. Catherine Bloom attended the testimony session and represented Mr. Renfro throughout.
Anastasia Petrov — September 12, 2023. Ms. Petrov, a Trader on DPT's MISO Real-Time Desk, provided testimony to FERC Staff. The testimony focused on her role in submitting virtual positions (Increment Offers and Decrement Bids) at the Minnesota Hub, her understanding of the relationship between the Day-Ahead positions at Indiana Hub and the Real-Time virtual positions at Minnesota Hub, her communications with Mr. Renfro regarding trading strategies, and her understanding of the portfolio optimization rationale for the positions she submitted. A testimony preparation outline was prepared by Hannah Brinkley and Patrick Gallagher, dated September 6, 2023. Catherine Bloom attended and represented Ms. Petrov.
Derek Sung — September 19, 2023. Mr. Sung, DPT's Senior Vice President, Power Marketing & Trading, provided testimony to FERC Staff. The testimony covered his supervisory role over the 14-trader MISO trading desk, his approval and oversight of the bidding strategies employed by Mr. Renfro and Ms. Petrov, the risk management framework applicable to DPT's trading activity, his communications with Dunmore Midstream Partners regarding gas nominations, and his knowledge of and involvement in the portfolio optimization rationale underlying the trading strategies at issue. A testimony preparation outline was prepared by Hannah Brinkley and Patrick Gallagher, dated September 13, 2023. Catherine Bloom attended and represented Mr. Sung.
In addition to the three employees who testified, Dunmore made three additional employees — from the trading desk and operations departments — available for testimony at FERC Staff's request. FERC Staff elected not to call these additional witnesses, which C&H interpreted as a positive signal regarding the strength of Dunmore's cooperation posture and the sufficiency of the testimony already obtained.
D. FERC Preliminary Findings and Response (October–November 2023)
October 2, 2023: FERC Staff issued its Preliminary Findings letter to C&H. The Preliminary Findings letter set forth FERC Staff's conclusions regarding the investigation, including its determination that DPT had engaged in market manipulation in violation of Section 222 of the Federal Power Act and 18 C.F.R. § 1c.2, and its initial monetary demand. FERC Staff's initial demand totaled $30.8 million, consisting of: (i) an $18 million civil penalty, calculated under the FERC Penalty Guidelines with a base penalty of $9 million doubled for the duration and scope of the alleged scheme; and (ii) $12.8 million in disgorgement of estimated unjust profits, based on Dr. Breck's economic analysis of congestion differentials, FTR valuations, and virtual trading profits.
October 5, 2023: Catherine Bloom prepared and circulated an internal strategic memorandum to the engagement team analyzing the Preliminary Findings letter. The memorandum assessed the strengths and weaknesses of FERC Staff's position, identified the most vulnerable aspects of Staff's case (particularly the speculative nature of the disgorgement estimate and the failure to account for transmission outage events in the congestion analysis), and outlined the recommended strategy for the formal response.
October 10, 2023: A meeting was held between C&H, Dunmore representatives (including Gavin Harcourt, Elena Mirova, and Martin Llewellyn), and FERC Enforcement leadership (including Margaret Hollowell and Christine Pham). The meeting provided an opportunity for direct dialogue between senior Dunmore and FERC officials and for C&H to preview the key themes of the forthcoming formal response. Catherine Bloom led the presentation on behalf of Dunmore, emphasizing the legitimate business justifications for DPT's trading activity, the role of transmission outages in driving congestion, and Dunmore's proactive compliance measures.
November 6, 2023: C&H submitted the formal Response to FERC Staff Preliminary Findings (Catherine Bloom to Margaret Hollowell and Christine Pham). The Response was approximately 45 pages in length, plus exhibits, and was analogous in substance and function to a Wells submission in a securities enforcement matter. The Response provided a comprehensive rebuttal to each of the three categories of alleged manipulative conduct, presenting detailed factual and legal arguments supported by documentary evidence and Dr. Whitfield's economic analysis. An exhibit book and index were submitted concurrently.
The Response argued, among other things, that: (i) DPT's Day-Ahead offers reflected legitimate opportunity costs and contractual obligations, not artificial price suppression; (ii) the FTR positions were acquired as routine hedging months before the Relevant Period and were not part of any manipulative scheme; (iii) the congestion patterns at Indiana Hub were primarily driven by transmission outages; (iv) FERC Staff's $12.8 million disgorgement estimate was speculative and methodologically flawed; and (v) multiple mitigating factors — including Dunmore's pre-existing compliance program, proactive hiring of a CCO, and full cooperation with the investigation — warranted a substantially reduced penalty.
November 15, 2023: An internal C&H memorandum summarizing Dr. Whitfield's economic analysis was prepared for the engagement team, consolidating the key findings and their implications for the settlement negotiations.
November 20, 2023: Dr. Whitfield's expert report was formally submitted to FERC OE. The report contained four principal findings: (a) DPT's negative-price offers were consistent with a legitimate portfolio optimization strategy and reflected genuine contractual minimum generation obligations at DPT's gas-fired units; (b) the congestion patterns at Indiana Hub during the Relevant Period were primarily driven by transmission outage events and other exogenous factors, not by DPT's offers; (c) the actual market impact attributable to DPT's trading activity was no more than $2.1 million, substantially less than FERC Staff's estimate of $12.8 million; and (d) DPT's FTR positions were acquired months before the Relevant Period as part of a routine hedging strategy, consistent with DPT's historical FTR acquisition patterns.
VII. SETTLEMENT NEGOTIATIONS
A. Negotiation Timeline
Settlement negotiations began in late November 2023 and continued through late January 2024, culminating in the parties' agreement on final terms on January 24, 2024, and the execution of the Stipulation and Consent Agreement on January 31, 2024.
November 28, 2023: C&H prepared an internal settlement strategy memorandum setting forth the Firm's recommended negotiation framework for the Client. The memorandum defined the following key parameters:
• Target Range: $3 million to $5 million civil penalty, with no disgorgement.
• Walk-Away Point: Any resolution in excess of $7 million in total monetary penalties, or any resolution requiring an admission of liability, was identified as beyond the Client's acceptable range and would require a reassessment of strategy, including potential preparation for contested proceedings.
• Negotiation Tactics: The memorandum recommended leading with the strength of Dr. Whitfield's economic analysis to challenge the disgorgement component; emphasizing the speculative and methodologically flawed nature of FERC Staff's $12.8 million unjust profits estimate; leveraging the comprehensive enhanced compliance plan as tangible mitigation justifying a reduced penalty; and identifying comparable FERC enforcement settlements to establish benchmarks for the appropriate penalty range.
The memorandum analyzed several comparable FERC enforcement settlements in market manipulation cases, noting that penalty amounts in comparable cases ranged from approximately $1.5 million to $12 million depending on the scope, duration, and market impact of the alleged conduct. The memorandum concluded that a resolution in the $3 million to $5 million range was achievable and would represent a favorable outcome for the Client.
December 4, 2023: The first settlement conference was held between C&H (Catherine Bloom and Hannah Brinkley) and FERC Staff (Christine Pham and Thomas Adebayo). During the conference, C&H presented the key themes from the Response to Preliminary Findings and Dr. Whitfield's expert report, emphasizing the limited actual market impact and the strength of the mitigating factors. FERC Staff acknowledged the thoroughness of Dunmore's response and indicated a willingness to engage in further settlement discussions, though Staff maintained its position that the conduct at issue warranted a significant penalty.
December 8, 2023: C&H submitted a settlement proposal letter to Christine Pham, setting forth Dunmore's initial settlement offer. The letter proposed a civil penalty of $3.5 million with no disgorgement, together with a comprehensive 36-month enhanced compliance plan, and argued that this proposal was consistent with comparable FERC enforcement settlements and appropriately reflected the mitigating factors present in this case.
December 18, 2023: FERC Staff issued a revised settlement offer, proposing a civil penalty of $8.5 million plus disgorgement of $3.2 million, for a total of $11.7 million. This represented a substantial reduction — approximately 62% — from the initial demand of $30.8 million, but remained significantly above Dunmore's target range. Notably, however, the revised offer reduced the disgorgement component from $12.8 million to $3.2 million, suggesting that FERC Staff's confidence in the full disgorgement amount had been undermined by Dr. Whitfield's analysis.
December 20, 2023: Hannah Brinkley prepared an internal analysis memorandum assessing the FERC revised offer and recommending next steps. The memorandum concluded that: (i) FERC Staff's significant reduction of the disgorgement component validated the effectiveness of the Whitfield expert analysis; (ii) the remaining $3.2 million disgorgement demand was still speculative and should be further challenged; (iii) the $8.5 million penalty remained above the benchmark range established by comparable settlements; and (iv) C&H should submit a counter-proposal emphasizing the speculative nature of the remaining disgorgement and the comprehensive nature of the compliance plan.
January 8, 2024: C&H submitted a counter-proposal letter to Christine Pham, proposing a civil penalty of $3.5 million with no disgorgement (Catherine Bloom to Christine Pham). The letter argued that the disgorgement component should be eliminated entirely because FERC Staff's revised estimate of $3.2 million in unjust profits was still speculative and unquantifiable with sufficient certainty, as demonstrated by Dr. Whitfield's analysis showing that the congestion patterns were predominantly driven by transmission outages and that the actual incremental market impact of DPT's offers was no more than $2.1 million. The letter also proposed a two-installment payment schedule for the penalty.
January 17, 2024: The second settlement conference was held between C&H and FERC Staff. The conference involved substantive discussion of the remaining gap between the parties' positions. FERC Staff indicated a willingness to consider eliminating the disgorgement component entirely if the penalty amount was adjusted upward from $3.5 million, and expressed interest in the structure of the enhanced compliance plan.
January 24, 2024: Following further discussions, the parties reached agreement on final terms. Catherine Bloom emailed Martin Llewellyn (with copies to Alan Ngo and Hannah Brinkley) summarizing the agreed terms and requesting authorization from the DEH Board of Directors to finalize and execute the Stipulation and Consent Agreement. The agreed terms reflected a civil penalty of $4.75 million, payable in two equal installments, with zero disgorgement and a comprehensive 36-month enhanced compliance plan.
B. Final Agreed Terms
The final terms of the resolution, as reflected in the Stipulation and Consent Agreement, are as follows:
Civil Penalty. $4,750,000, payable in two equal installments of $2,375,000 each:
• First installment due within 30 days of the date of the FERC order approving the Consent Agreement (due date: March 10, 2024).
• Second installment due within 180 days of the date of the FERC order (due date: August 7, 2024).
Disgorgement. $0. FERC Staff accepted C&H's argument — supported by Dr. Whitfield's expert analysis — that the alleged unjust profits were speculative and could not be quantified with sufficient certainty to support a disgorgement order. The elimination of the entire $12.8 million disgorgement component was the most significant financial achievement of the settlement negotiations.
Neither Admit Nor Deny. Pursuant to standard FERC enforcement practice, Dunmore neither admitted nor denied the allegations set forth in the Consent Agreement. This resolution preserved Dunmore's ability to contest the factual and legal bases for the allegations in any subsequent proceedings, including any potential private litigation by market participants.
Enhanced Compliance Plan. A 36-month Enhanced Compliance Plan, attached as Appendix A to the Stipulation and Consent Agreement, included the following principal requirements:
• Jennifer Caulfield, Chief Compliance Officer, to report directly to the DEH Board of Directors (rather than to management) for the duration of the compliance period.
• Annual compliance training for all DPT trading personnel, with a minimum of 16 hours of training per year, covering FERC anti-manipulation rules, market manipulation red flags, reporting obligations, and compliance policies and procedures.
• Quarterly compliance audits by an independent compliance monitor (Ridgeway Compliance Solutions LLC), with audit reports submitted to FERC OE.
• Implementation of automated trade surveillance systems capable of detecting potential manipulation patterns, including anomalous bidding patterns, cross-product position correlations, and deviations from historical trading norms.
• Quarterly reporting to FERC OE for the full 36-month compliance period (through February 9, 2027).
• Annual compliance certification by Gavin Harcourt (CEO) and Jennifer Caulfield (CCO), attesting to Dunmore's compliance with the terms of the Enhanced Compliance Plan and certifying the adequacy of Dunmore's compliance program.
Cooperation Commitment. Dunmore agreed to continue cooperating with FERC OE in connection with any related investigations, including providing access to documents and personnel upon reasonable request.
Total Savings Versus Initial Demand. The final resolution of $4.75 million, compared to FERC Staff's initial monetary demand of $30.8 million, represents total savings to the Client of $26.05 million, or an approximately 84.6% reduction from the initial demand. This outcome exceeded the Firm's internal target range and represented a highly favorable resolution of the matter.
VIII. CONSENT AGREEMENT EXECUTION AND FERC APPROVAL
C&H prepared the initial draft of the Stipulation and Consent Agreement, which was circulated internally for review by Catherine Bloom and Hannah Brinkley with proposed revisions and marginal comments. The draft was then submitted to FERC Staff for review and further negotiation. Several rounds of comments and revisions were exchanged between C&H and FERC Staff before the parties agreed on a final execution version.
The final execution version of the Stipulation and Consent Agreement was dated January 31, 2024. The Agreement was executed by the following signatories:
• Christine Pham, Senior Attorney, on behalf of FERC Office of Enforcement Staff.
• Martin Llewellyn, General Counsel, on behalf of Dunmore Energy Holdings Ltd. and Dunmore Power Trading LLC.
• Catherine Bloom, Partner, Calderwood & Harkness LLP, as counsel of record for DEH and DPT.
The Consent Agreement expressly referenced Section 222 of the Federal Power Act, 16 U.S.C. § 824v, and 18 C.F.R. § 1c.2, and set forth the factual background, the terms of the resolution, the penalty payment schedule, the Enhanced Compliance Plan, and the neither-admit-nor-deny language.
On February 9, 2024, FERC issued an order approving the Stipulation and Consent Agreement and formally closing the investigation. The order was not published in the Federal Register but was issued as a non-public order consistent with the procedures applicable to the resolution of non-public investigations under 18 C.F.R. Part 1b. Upon issuance of the order, the Consent Agreement and its terms became effective, and the compliance monitoring period commenced.
On February 1, 2024, C&H issued a client memorandum from Catherine Bloom to Gavin Harcourt, Elena Mirova, and the DEH Board of Directors summarizing the final resolution, the material terms of the Consent Agreement, the payment schedule, and the ongoing compliance obligations. The memorandum included a discussion of the Enhanced Compliance Plan requirements and the compliance monitoring timeline, and recommended specific steps for implementation.
IX. FINANCIAL SUMMARY
A. Calderwood & Harkness Fees
The actual fees billed through the closure of the matter totaled $2,143,750, which fell within the initial estimated range of $1.5 million to $2.8 million provided in the engagement letter. The fees were billed at the hourly rates specified in the engagement letter: Catherine Bloom at $1,250 per hour; Alan Ngo at $1,150 per hour; Hannah Brinkley at $725 per hour; and Patrick Gallagher at $575 per hour.
B. Third-Party Costs
C. Resolution Costs to Client
The following table summarizes the total all-in cost to the Client of resolving the FERC enforcement matter:
The total all-in cost to the Client of $7,938,250 — including all legal fees, expert fees, compliance consultant fees, e-discovery costs, and the civil penalty — remains substantially below FERC Staff's initial monetary demand of $30.8 million (which itself did not include any legal or professional costs that would have been incurred in a contested proceeding).
D. Financial Statement Impact
Dunmore's independent auditor, Prescott & Hargrove LLP (engagement partner: Douglas Fenn, CPA), located at 700 Louisiana Street, Suite 3500, Houston, Texas 77002, was consulted regarding the financial statement impact of the FERC penalty and related reserves. C&H coordinated with Martin Llewellyn and Dunmore's finance department to ensure that the auditor received appropriate information regarding the terms of the Consent Agreement and the associated financial obligations, subject to the confidentiality restrictions of 18 C.F.R. Part 1b and the terms of the Consent Agreement itself. The specific accounting treatment and reserve analysis were handled by the Client and its auditor and are beyond the scope of this memorandum.
X. DOCUMENT PRODUCTION SUMMARY
The following table summarizes the three document productions made by C&H on behalf of Dunmore to FERC OE during the investigation:
Total Pages: Approximately 1.24 million pages of documents were produced across the three rolling productions.
Custodians: Documents were collected from 11 custodians, including Kyle Renfro, Anastasia Petrov, Derek Sung, Rhonda Vasquez, Jennifer Caulfield, Elena Mirova, and five additional trading desk and operations personnel whose files were identified as containing potentially responsive documents.
Date Range of Responsive Documents: The responsive documents spanned the period from January 1, 2021 through May 22, 2023, encompassing the Relevant Period as well as pre-period contextual documents.
E-discovery Vendor: All document processing, hosting, search, review, and production services were performed by Crestline Document Solutions LLC, located at 1400 Smith Street, Suite 2100, Houston, Texas 77002.
Privilege Log: A comprehensive master privilege log was maintained by C&H throughout the document production process and was produced to FERC Staff with each rolling production. The privilege log identified all documents withheld in full or redacted in part on the basis of attorney-client privilege and/or attorney work product protection, with sufficient specificity to permit FERC Staff to evaluate the asserted bases for privilege. No privilege disputes arose during the investigation.
XI. KEY DOCUMENTS INDEX
The following is a comprehensive chronological index of all key documents generated, received, or produced during the course of this matter. All documents listed below are maintained in the Firm's permanent file for Matter No. 1016-00004.