Excerpts from the depositions - Wall Street Journal
Excerpts from the depositions - Wall Street Journal
Excerpts from the depositions - Wall Street Journal
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Case 2:11-cv-10549-MRP-MAN Document 254-1 Filed 03/28/13 Page 4 of 35 Page ID<br />
#:16593<br />
• “Q. Based on your experience in <strong>the</strong> business world and your role as lead negotiator for<br />
AIG, did you believe that AIG was transferring its rights to bring fraud, or fraud<br />
claims―its rights to bring fraud claims to ML II? A. Absolutely not. I mean, it’s―we<br />
were working collaboratively, and those issues just weren’t discussed and/or<br />
transferred as far as our final document and final agreement.” 86:4–14.<br />
• “Q. Mr. Swift, based on all of <strong>the</strong> facts that you are aware of and your experience both as<br />
a businessman and lead negotiator for AIG, are you firm in your conviction that AIG did<br />
not transfer fraud claims to ML II? A. Absolutely. [Objections] A. We did not<br />
negotiate it; we did not intend to transfer it. And we were working, you know,<br />
collaboratively with <strong>the</strong> Fed and we talked about everything that was significant, we<br />
had a transparent discussion, <strong>the</strong>y had <strong>the</strong>ir interest, we had ours. But this was<br />
never, ever discussed.” 127:4–21.<br />
Swift testified that he did not believe AIG transferred any fraud claims to ML II.<br />
• “Q. What is your understanding regarding whe<strong>the</strong>r or not <strong>the</strong> Asset Purchase Agreement<br />
transferred litigation claims <strong>from</strong> AIG to Maiden Lane II? [Objection] A. Again, as<br />
we―as we negotiated <strong>the</strong> tax points, as you mentioned before, or <strong>the</strong> residual equity<br />
interest, you know, that <strong>the</strong> five-sixth, one-sixth split, as we talked with, you know,<br />
<strong>the</strong> Finance Committee, <strong>the</strong> regulators, we did not talk about, you know, litigation<br />
because it really wasn’t a negotiated point. We didn’t believe we were transferring;<br />
we didn’t negotiate a transfer price. We didn’t talk about it because it just<br />
wasn’t―wasn’t part of, you know, <strong>the</strong> deal terms and conditions that we―we were<br />
trying to solve for.” 60:21–61:15.<br />
• “A. RMBS’s [are] generally made up of multiple of individual mortgages that<br />
go―that are pooled. So, I believe what we were transferring was, you know, <strong>the</strong><br />
securities and all <strong>the</strong> rights, stuff that back-up <strong>the</strong> mortgages that make up <strong>the</strong><br />
RMBS security. Q. Is it your understanding that AIG was transferring something more<br />
than <strong>the</strong> securities? [Objection] A. No. I―what I believe we―we negotiated on <strong>the</strong><br />
Term Sheet and that we were primarily responsible for was <strong>the</strong> sale of securities. Q.<br />
Was <strong>the</strong>re anything else besides <strong>the</strong> securities that AIG was transferring as part of <strong>the</strong><br />
Maiden Lane II Asset Purchase Agreement? [Objection] A. It was transferring <strong>the</strong><br />
securities and <strong>the</strong> rights of those securities. I mean, we were conveying to <strong>the</strong> Fed, in<br />
exchange, you know, for cash, <strong>the</strong> securities and <strong>the</strong> rights that securities have<br />
with―with those securities.” 64:2–65:4.<br />
• “A. [W]hen you trade a security, you’re giving up, you know, <strong>the</strong> economic rights to<br />
<strong>the</strong> underlying cash flows of it. So, whe<strong>the</strong>r it be in a market trade or <strong>the</strong> trade we<br />
did with <strong>the</strong> Fed, you know, <strong>the</strong>―<strong>the</strong> economics that back up <strong>the</strong> certificates, you<br />
know, <strong>the</strong> fees that you had to pay <strong>from</strong> a mortgage servicing side, <strong>the</strong> interests, <strong>the</strong><br />
principal collections, all that is part of that security that we were selling. Q. And<br />
were <strong>the</strong>re any o<strong>the</strong>r rights, besides that collection of rights, that you understood AIG was<br />
selling to Maiden Lane II? A. No, I’m not aware of anything else, and I probably<br />
should have been since, I mean, I was principally responsible for <strong>the</strong> Term Sheet.”<br />
68:14–69:7.<br />
EXHIBIT 1<br />
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