Free Appendix - District Court of Delaware - Delaware

Case 1:04-cv-01565-SLR

Document 126-11
Friedman
David

Filed 04/17/2007

Page 1 of 31
3/16/2007

FRIEDMAN could their

read

The

board
do

members you
see

next

renewed

discussion Yes
Does

that

do
that

paragraph the
to 11

relate

to

what
of an

we

were

just discussing third party
in the

selection
the

independent processes

review

debtors

Chapter

organization

proceeding
10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25
is

Yes
And paragraph
the the last

sentence

of

that
of

says

The
to

independent hold

members

Board

decided
call

telephone
to

conference potential selection

amongst

themselves

discuss
the

third-party

candidates

and

process
Yes
Is

that when

what you

you said

were

referring to Crowley
to the

moment

ago

Nr

wouldnt have
selection advisor together
or

role

with
of the

respect
the
--

or production his role new
or

independent
or putting

plan
this is the first in

Well
that he

step
the

This

would

have

no

role

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91

A1291

Case 1:04-cv-01565-SLR

Document 126-11
Friedman
David

Filed 04/17/2007

Page 2 of 31
3/16/2007

FRIEDMAN selection
was of in the

independent
to

party
no

The
in

idea the

that

addition

having no

role in

selection
process

hed

also have

role

the

plan

going And

forward
to

your

knowledge
of the

did he

have

role in

the

selection

independent

restructuring

advisor
believe
he

dont
10 role 12 13 14 15 16 17 18 19 20 21 22 23 24 25
the Is in

did
did he have

And
the of

to

your knowledge

restructuring
his he

advisors

preparation

report
certainly
was

Well
by the

interviewed

restructuring Beyond

advisor
interviewed by the

being

restructuring

advisor
believe
he

dont
it in

had

any

role
he

your understanding
the

that the

had

any role

preparation interviewed

of

second

plan beyond being
restructuring

by the

advisor
believe
the
it

dont
operative
if

he

had

role

in

terms of on

plan
or

dont
but

know

he

commented
he

not
in

dont believe

had

any

role

the

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92

A1292

Case 1:04-cv-01565-SLR

Document 126-11
Friedman
David

Filed 04/17/2007

Page 3 of 31
311612007

FRIEDMAN operative

terms
Did you have any discussions January
2000

again

now

in

this December

2000
Crowley

time frame with

Mr
the

regarding
of

this

topic

That

is

retention

an

independent MR

restructuring

advisor

BRESSLER
assume

Ill object
January

to

the

form
10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 Thank

you mean

2001

MR SLAUGHTER
you

Yes

apologize

Im
Do

sure

did them
just conceptual specific back

you

recall

only recall

discussions
and

dont

recall

forth
Conceptually Conceptually what
do

you

recall
discussed
the

believe based that upon
he

with him the

fact

that

judges

ruling
himself Coram

it

was
--

essential

excise relating
to

from

from everything
the

other than
that he

operation
--

of he

the

business

had

that

needed

to

be

disassociated going

from the and
in

reorganization

plan
to

forward

particular

anything

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Page93

A1293

Case 1:04-cv-01565-SLR

Document 126-11
Friedman David

Filed 04/17/2007

Page 4 of 31
3/1

6/2007

FRIEDMAN do with treatment
of

creditors

or

shareholders
Did you about Cerberus
Not
at

have
the

discussion

with

him

time
recall

that

You work
for

knew

that

he

was

continuing

to

Cerberus

with

respect

to non-Coram

matters

though

correct
for

dont know know Okay
procedure preparation Why

sure

dont

would
not

you

set

up
in the

in which of the

hes

involved
if he

second

plan
to

wasnt

--

wasnt continuing
arrangement
or

have with

consulting Cerberus

relationship

going

forward
--

think relationship court found with
to be

think

his

historical
the

Cerberus

was

something and
in in which not

meaningful
of the

particular came did
at to at

because and

manner
was was was

it he

light

my concern My certain

what
he

Cerberus
And

what

did

Coram
at

thought
not

it

important role
in

that

Coram he

have

any

further

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94

A1294

Case 1:04-cv-01565-SLR

Document 126-11
Friedman
David

Filed 04/17/2007

Page 5 of 31
3116/2007

FRIEDMAN
the

development Did

or

prosecution ever tell

of

plan
that
in

you

Mr

Crowley

he should
the

resign

completely January think

from Cerberus
2001

December

2000 dont

time told

frame
he

ever

him

had to

resign
Are you aware
the of

anything

that from
2000

would 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 have would

have

prevented

Coram board
in

terminating after the

Mr

Crowley was

December

first plan

denied
what
that

Im
contractual At least

not

familiar with were
on

his

arrangements not

issue

Im

now
But

Okay
contractual anything board

beyond

any

specific
of

arrangements
would have

are

you aware
the

that

prevented

Coram

from saying

Youre fired

No
Are you have aware
the of

anything

that

prevented

Coram board
sure that

from you

saying
do

stay on but make
further other with

dont

anything
In

Cerberus
the

words could
continuing

board
at

conditioned

his

retention

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95

Case 1:04-cv-01565-SLR

Document 126-11
Friedman
David

Filed 04/17/2007

Page 6 of 31
3/16/2007

FRIEDMAN Coram
on his

no

longer

working

for

Cerberus

Yes

Im
made that

sure

they

could

have

made

--

demand
Do you know
if

they

did

dont
By again 10 11 12 13 14 15 16 17 18 19
the idea first this

know time and by
Wairath
has this

time
the

mean

Judge

denied

plan Mr
is

Crowleys

relationship well-known

with

Cerberus

an obviously

fact

correct

Yes
So

who

was

hired

as

the

independent

restructuring

advisor
Golden recall
came up with

Harrison

Who
of

if you

hiring

Mr Golden
--

dont
also were how
or

dont
--

remember
that others

20
21 22 23 24 25

dont

know

that as

believe

considered
he was

well but
in the

dont
first

recall

considered

instance

who

considered Had you

hiring worked

him
with Goldin
on

any

matters

before

Coram

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96

A1296

Case 1:04-cv-01565-SLR

Document 126-11
Friedman David

Filed 04/17/2007

Page 7 of 31
3116/2007

FRIEDMAN appointment No members
at of of

Goldin
the

in

the

debtors

cases
were

debtors

management

present

such
Is

meeting
trying to
the the was that impart the of the

that that

information

special

--

committee without
was the

input

Mr

Crowley
Goldin

entity
his

that

retaining

Mr

seeking 10 11 12 13 14 15 16 17 18 19
that an
if

appointment
think

thats true
was your view approved
the at the

And
the

it

time
of as

court

retention such and
that be

independent and

restructuring
the

advisor
--

Mr Goldin
Goldin
the
--

Goldin

report

produced
that

report
or this

that plan plan
--

found should

plan and
that

confirmed

obviously
prepared
that

as

weve

discussed
the

was of

not

was

without would
be

input

Mr Crowley
to

that

20
21 22 23 24 25

sufficient with

overcome
to

the

judges

concerns

respect get

Mr Crowleys
confirmed
for

involvement

and

plan

Coram

MR
form

BRESSIjER

Ill object

to

the

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101

A1297

Case 1:04-cv-01565-SLR

Document 126-11
Friedman
David

Filed 04/17/2007

Page 8 of 31
3/16/2007

FRIEDMAN THE that

WITNESS

Could

you read back

question

MR
artfully

SLAUGHTER stated
but

It

wasnt

the
it

most

please

read

back
portion
of

the Also

record object

was to

read
the

MR NOVICK
form
10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 doing no
in If

can

just

answer

it We

this

way
we was

and

maybe

this will with what
We

suffice

had

were

confronted unique

in my experience

dilemma
was

had
an

CEO

who

by all running talking

accounts
the

doing and
so

excellent

job

company
firing At such

there was

no one

about

Crowley
the good
same

time this

CEO

who

was
was

job running mandate
to

the

company

longer
its

with

lead the

company
of the

reorganization made
we

process
bankruptcy

because

findings
so the

by the
to

court
was to

And retain

what

hoped
of

accomplish
as the

benefits
the as

Crowley
time

operator
taint of

while at Crowley

same plan

lose the and

sponsor

negotiator

and

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102

A1298

Case 1:04-cv-01565-SLR

Document 126-11
Friedman
David

Filed 04/17/2007

Page 9 of 31
3/16/2007

FRIEDMAN Goldin upon new would take over
that we

role and based
would any then
input file

his

recommendations
that

plan

no

longer

had

from

Crowley
And described process
in

this process your previous you recommended
in

that

you

just

answer
that to

was the

that

special

committee 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25
to of that

adopt

response

Judge

Wairaths

order
would say endorsed

it

dont
at

recall whether least
or in my

--

recommendation

implies
that

mind some initiative
taken
but

may

may not

have

certainly

endorsed

it Well
it

wasnt
by

--

it

wasnt
was

plan

was

developed Are you

Mr Crowley
about
the

it

talking

retention

an

independent

restructuring idea
that
--

advisor
the

Yes
Judge
to

this

response were

Wairaths
go

order and getting

how

you

going

about

second

plan

approved
It

was

not

something

that was

Mr

Crowley

sponsored

no

It

something

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103

A1299

Case 1:04-cv-01565-SLR

Document 126-11
Friedman
David

Filed 04/17/2007

Page 10 of 31
3116/2007

FRIEDMAN

attend
specific

but beyond

that

dont

recall

meetings

MR SLAUGHTER
record
to

Lets tape

go

off

the

change

the

THE end the
off of

VIDEOGRZPHER
number
of

This marks volume

the in

videotape

deposition

David time
is

Friedman

Going

record

The

1144

a.m

10 11 12 13 14 15 16 17 18 19 THE

brief recess

was

taken
This marks volume
the in The

VIDEOGRAPHER
of tape of

beginning
the

number David

deposition
is

Friedman

time

1153 a.m
continue
was

Please

Mr
quote

Goldin

labeled

as

the

independent

close
In

quote
your experience
he in fact an he in

restructuring
the

advisor
did he
--

process

was

20
21 22 23 24

independent
act

restructuring

advisor

Did

independently

Yes
Was not

absolutely
one
--

do

you
his

recall draft

whether

or

when

he

distributed having been

plan
special

25

whether

he

hired

by the

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106

Al 300

Case 1:04-cv-01565-SLR

Document 126-11
Friedman
David

Filed 04/17/2007

Page 11 of 31
3/16/2007

FRIEDMAN

committee gave
look
all at it or

the

special
he at

committee
it

first
to

whether parties

distributed
the same to that at the

interested

time form

MR NOVICK

Object
is

the he

My recollection distributed
it to

everybody
it your

same

time
that

And

was

recollection
in the

Mr
10 11 12 13 14 15 16 17 18 19 20 21 22
-23

Crowley

did not

participate

special
to

committees deliberations
if at

about

how

respond

all to

the

draft

report

Thats correct
Do special you recall
to

meeting
the

with

the

committee

discuss

draft Goldin

report
would think

did but

dont

recall
Do special you recall whether you
or

not
--

the

committee whether

and

strike

that Lets
Do

start with recall

good

question
special

you any

whether on

the

committee Goldin

had

comments

the

draft

24 25

report

No

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107

Al 301

Case 1:04-cv-01565-SLR

Document 126-11
Friedman

Filed 04/17/2007

Page 12 of 31
3/16/2007

David

FRIEDMAN Do you comments comments on on the
the

recall whether
--

you had

any any

you

or

your firm had

draft Goldin

report

No
Do committee Goldin you recall whether
the the

special
of the

adopted

recommendations

report
believe
it

did
direct
in in

10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 Meeting
of of of

MR SLAUGHTER
attention

your
the

again

counsel
you have

board
of

minutes pile that you
to the

front

July

12

2001

board

minutes

Exhibit

ii
July

MR NOVICK
MR.

12th

SLAUGHTER

July

12

2001
Miiiutes

Exhibit Friedmanli Draft
Meeting
of the

Board

of

Directors

Coram Healthcare

Corporation
for

July

12

2001 marked
this

identification Exhibit
the
11

date
Minutes
of of

says
of

the

Board

Directors

Coram

Healthcare labeled

Corporation July 12
on

200l

Its

25

Draft

it but

will

represent

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108

Al 302

Case 1:04-cv-01565-SLR

Document 126-11
Friedman
David

Filed 04/17/2007

Page 13 of 31
3/16/2007

FRIEDMAN
to

you

that

this was

produced
the

to

us

recently
we

by the
so

trustee know

and
if

is

only copy

have

dont

there was

further

version
And present
at
it

indicates

here

that

you

were

that

meeting

Mr Friedman

Yes
And
just that was

leafing
the the

through

it

it

10
11 12 13 14

appears
at that

to

be

principal Goldin

discussion

meeting

Associates

report

Yes
On page Goldin Associates paragraph
the that in that
--

under

the

15
16

heading

theres
Friedman which advised
the the of

says

Mr

on

17
18

exclusivity and

period

within

Company

Coram
file

Inc
an the

collectively plan

19 20 21 22 23 24 25

debtors

could

amended

reorganization

with

bankruptcy and advised

court
on the he was

Mr

Friedman
the

discussed directors from the special
see

duties of seeking meetings

stating

that

input as

independent

board

the

committee

Do

you

that

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109

Al 303

Case 1:04-cv-01565-SLR

Document 126-11
Friedman
David

Filed 04/17/2007

Page 14 of 31
3/16/2007

FRIEDMAN

Yes
Do you recall recall
do

that
the

discussion
specifics that
it of the

dont
discussion
but

recall

took

place
Do you
the

recall

if

not

the

specifics

general

substance
think

so
you
of the

yes
recall that about
the

10 11 12 13 14 15 16 17 18 19
the

What general

do

substance think

discussion
substance
of

general
the

discussion

was
--

that

independent
to take
--

directors needed provide company respect product
that to

should
--

needed

direction
needed what the with work
to

not

take with

direction respect going they

direction should
to of be

to

doing
that

forward had
the

plan

Goldin Associates upon
the that

before

them and

20 21
22 23 24 25

based
in

and

without they goes

including should
in

Crowley

discussion
the

determine where
its

company

terms of

ongoing

reorganization think you put

efforts
in

right there one
to

of

my follow-up

questions

was going

be

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110

Al 304

Case 1:04-cv-01565-SLR

Document 126-11
Friedman
David

Filed 04/17/2007

Page 15 of 31
3116/2007

FRIEDMAN
Was
--

when you

are talking members
are the of

about
the

the

independent

board

special

committee those
excluding

board

members

Mr Crowley
Correct
Do you recall getting
in

direction
to

from the
that

special

committee

response

request
recall receiving
that

10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 invited
to

direction
the

to

proceed

with

plan
of

embodied

recommendations
Is

Goldin
what you

that

did

Yes
One of the

recommendations
that

the

Goldin bonus

report

made was
be

Mr

Crowleys
Do you recall

compensation

reduced

that Yes
Do opinion
was

you
in

recall

what

Mr Crowleys

that

regard

think respond

that to

Mr
the

Crowley board

was
that

about

reommendation
was that he

and

believe

his

response

didnt think

it was

appropriate

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Al 305

Case 1:04-cv-01565-SLR

Document 126-11

Filed 04/17/2007

Page 16 of 31

Friedman, David M.

FRIEDMAN

position now to

--

to comment on the

existence or quality of evidence.
Q.

Was it - - you say that you were a

scribe or a conduit to the special committee in this instance, do you recall if you made recommendations to the special committee about corrections they may want to suggest to Goldin Associates with respect to the draft report? A. I don't recall - - I don't recall

havlng a particular lnterest in these comments. I think these are comments that,

you know, generally are of a business nature, and I don't know that I have much of a role, but again,'I really don't recall.
Q.

I think you testified that in

response to the direction from the special committee, you prepared a second plan and disclosure statement? A.
Q.

Yes.
And that that second plan and

disclosure statement largely adopted the recommendations of the Goldin report? A. Yes.

~ i v e ~ oWorld Service te

800.548.3668 Ext. 1

Page 120

Case 1:04-cv-01565-SLR

Document 126-11
Friedman
David

Filed 04/17/2007

Page 17 of 31
3/16/2007

FRIEDMAN regard was
facts as

based knew

on your them
at

knowledge
the

of

the

you

time
--

Yeah
almost entirely

it was on

based

it was

based
it

my understanding

that fair

was

as

understood by which
was the

it

it

was was

process entity

company
it

sold

this

sold

and

was

sold at

arms

length
10 11
12

Were time or were
this

you

aware
at

that

the

at

the

you

aware
of

any

time either
--

time

the

time

your interview

13
14

strike

that
Were you aware
at

any

time

that

the

15 16 17 18 19 20 21 22 23 24 25

sale

of

CPS as

was begun

prior to

Mr Crowleys

tenure

the

CEO
knew made
it at the of

think because think
we

time
that in

point

court
Were
sale of CPS was

you

aware

at

the

time full

that

the

approved

by the

Coram

board
think The next was aware
of

that yes
says
Do you know

bullet no

point

paydown

of

debt

damages

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153

Al 306

Case 1:04-cv-01565-SLR

Document 126-11
Friedman
David

Filed 04/17/2007

Page 18 of 31
3/16/2007

FRIEDMAN what
that

refers

to
that down prior to
the

recall vaguely bankruptcy certainly and
the

Coram

had

paid

either
principle interest and on

they had

paid

down down

some some

believe debt

they paid

owed to

Cerberus

Goldman

Foothill

Okay
10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 never any cash
the

And company that any
it

didnt think
damages
could

that

that the

caused

because caused

only have

damages been think any
the

have

would

relating
the

to

liquidity and
as

didnt it had
is

company

understood
In fact this

liquidity issues
few

one

of

companies did not

that

Ive

been

involved

with

that

require financing during
the

debtor-in-possession course
of the

bankruptcy
that its it

Indicating flows to cover

had

sufficient

opeIations

Correct
Next bullet point
at

says

There was
meeting

suggestion

any board

paren

including

privileged

apostrophe

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154

Al 307

Case 1:04-cv-01565-SLR

Document 126-11

Filed 04/17/2007

Page 19 of 31

202
T1

CERTIFICATE
STATE OF NEW OF NEW

YORK

SS
COUNTY
YORK

JENNIFER OCANPO-GtJZMAN Shorthand
and for

Reporter and
State of

Notary

Public do

within

the

New

York

hereby

certify
That
10

DAVID
is

FRIEDMAN
hereinijefore

the set

witness

whose
was

deposition

forth
that the

solemnly

sincerely affirmed and
is

12

such

deposition
of

true

record

of

13

testimony

such further

witness
certify that
the parties and that
of to

14

am not this am

15

related by blood

to

any

of

action way

16

or marriage in IN the

in no

17

interested

outcome

this have

18

WITNESS WHEREOF
this 16th day

hereunto

19

set

my hand

of March

2007

20

23

JENNIFER OCANPO-GUZMAN

24

.25

Al 308

Case 1:04-cv-01565-SLR

Document 126-11
Levy
Richard

Filed 04/17/2007

Page 20 of 31
3/22/2007

IN

THE FOR

UNITED THE

STATES

DISTRICT OF DELAWARE

COURT

DISTRICT

Certified
ARLIN Trustee

Copy

ADAMS
of

Chapter

11

the
of

Post-Confirmation Estates
of of

Bankruptcy

oram

Healthcare
Delaware

and

CORAM

INC

corporation Plaintiff

vs
DANIEL

Case DONALD

No

04-1565

CROWLEY
WILLIAM

AMARAL
PETER

CASEY
SANDRA

SMITH

and

SMOLEY

Volume

Defendants

The called by

videotaped
the

deposition

of

RICHARD taken

LEVY

defendants

for examination and under

pursuant Civil

to

notice

agreement United
of

the

Rules

of

Procedure
to

for the
the

States

District taken

Courts before

pertaining Richard public

taking CSR

depositions

Dagdigian
within and

No.084-000035
County
of

notary State
of of

for the

Cook

Illinois and

Certified

Shorthand

Reporter

said

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Al 309

Case 1:04-cv-01565-SLR

Document 126-11
Levy
Richard

Filed 04/17/2007

Page 21 of 31
312212007

point
Had entity
the in which of

you
he

represented had

Mr

Zell

as

--

or any

an.economic

interest

prior to

summer

2000 dont believe so

Had Have interests bankruptcy 10 11 12 13 14 15 16 17 18 either includes
of

you-- withdrawn
you ever represented Weinstein
or the

economic Zell
in

either

Mr

Mr

litigation Who Jenner
is the

other than

Coram
question
is just 1f it

you

in your

Block

my answer

dont

know
So

help me

with

the

question

Well Okay
Have

lets start with you Richard

Levy

you
or

ever

represented

the

interests

of

Mr

Zell

Mr

Weinstein

in bankruptcy

litigation

other You

than

Coram

19 20 21
22 23

know

Im

going

to

say

dont

think

so

certainly

cant

recall

one
lot of

Ive
years
and

represented
that to

people
is

over

52

its possible
would
like

my answer your

wrong
to

direct

attention you

24

the

year

2000

Did there come

time that

heard

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Al 310

Case 1:04-cv-01565-SLR

Document 126-11
Levy
Richard

Filed 04/17/2007

Page 22 of 31
3/2212007

of

company

called

Coram

Healthcare

Yes
When company called was Coram going
it

that

you

first heard

of

Healthcare
to

Im
spring
How

say sometime in the

late

did you

first come

to

hear

of

Coram

Healthcare
Will 10 11 12 13 14
to

Weinstein did you

called say to

me
what

What

him and

didhe

say

you
Well
--

MR TOMASHEFSKY Mr Levy
covered
not to

Im

going

to

caution would be

you

reveal

anything

that

15
16

by the
He

attorney-client said have said you

privilege
heard
of

ever

company

17
18 19

called BY

Coram

no

MR PETERS
What
else

did he

say
caution
this

20 21 22 23 24 issue issue

MR TOMASiEFSKY
need
not to

Same

consult

my attorney on
but on the

on

factual

issues

privilege

MR PETERS

wont

try to

stop

you

and

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A1311

Case 1:04-cv-01565-SLR

Document 126-11
Levy
Richard

Filed 04/17/2007

Page 23 of 31
3/22/2007

about

Coram
just

cant
lot do

approximate
of

it
many
of

Sam Zell
of

and

talk having

lot

about
to

things

them

nothing

with

the

practice
as

law
as or

Certainly not nearly Will
or

often

spoke

to

any member
for At that the

of

the

Equity about you

Committee
the

Mr

Bressler

matter
time

Coram

matter

that

had

your conversation related

in

July of

2000

with

Mr

Zell he

which an

toCoram
interest

10 11 12 13 14 15 16 17 18 19

did you
in

understand

that

had

economic

Coram Yes
An economic you

interest

yes
as

Showing Exhibit from you
to

whats been
letter dated
do

marked June

Levy
of 2000

which Dan

is

1st

Crowley

you recognize

that

Levy Deposition

Exhibit
as

No

was

marked

requested
certainly BY recognize my signature

20 21
22 23 24 you

MR PETERS
Do

you

recognize dated

that

to

be

letter

from

to

Dan

Crowley

June

1st 2000
me

MR TOMASHEFSKY
please

give

moment

to

read

it

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Al 312

Case 1:04-cv-01565-SLR

Document 126-11
Levy
Richard

Filed 04/17/2007

Page 24 of 31
3/22/2007

Yes
BY

MR PETERS
At the

time you

wrote

this had you ever

met Richard

Haydon dont believe so
though

cant

be

certain
At the

time you had you

spoke ever

--

at

the to

time you Richard

wrote

this

letter

spoken

HaydOn
10 11 12 13 14 15 16 17 18 19 20 Haydon Will Richard

Yes
When
was the first

time you

spoke

to

Haydon
Sometime between
the

my initial
of

conversation And

with Weinstein

and

date

this letter

cant

do

better

than Had

that
you ever spoken
to

Okay
prior
--

Richard with

before

your second

conversation

Weinstein

dont
Was

know
reason
that

there
of

you

wrote than

this

21
22 23 24

letter on

behalf

Mr

Haydon

rather

Mr

Weinstein

dont
Was

know
Weinstein also your client
at the

Mr

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Al 313

Case 1:04-cv-01565-SLR

Document 126-11
Levy
Richard

Filed 04/17/2007

Page 25 of 31
3/22/2007

the

SEC

web

site of

Rule

13-D

filing denominated

as

Amendment

Number The

One
page
is

cover

dated
to

July
be

25th
two

2000
days

but

the

signature

page

appears

dated

later

Okay
13-ID

Do

you
to

recognize be filed

Levy
the

as

Form

that

you

caused
of

with

SEC on or

about

July 27th

2000

Yes10 11 12 13 14 15 16 17 18 19 20 21 22 23 24
was an BY

MR TOMASHEFSKY
question

object

to

the

form of

the

Yes

MR PETERS
And
Is

represent this the

to

you 13-D

that that

--

withdrawn
filed
in

second

you

connection

with can

Coram
only say Number suppose
But so

because no

its

called

Amendment

One

have

independent

recollection

Im
original

going

to

represent

to

you 17th July

that of

there

13-D filing on July amended
the

2000 and
of

then

subsequent And
this is

filing on

27th

2000

amended

filing from July

27th

Okay

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Case 1:04-cv-01565-SLR

Document 126-11
Levy
Richard

Filed 04/17/2007

Page 26 of 31
3/22/2007

didnt want didnt feel
Is it was

to

mark

both

of

them because

necessary
to

that will

agreeable accept As
of of

you

sir

your July

representation 27th
of

Okay
representing
one

2000 were you
entities
on

the

list

persons
the

and

page

which

appear

alongside

words mean on

Group Members
the

MR
page
10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 were equity persons Coram
as

TOMSHEFSKY

You

very

first

MR

PETERS

Right
The very first page and
is --

Okay

what

is

it
BY

Its

--

an SEC form

my answer

is

yes

MR PETERS
How and
of

did you

come

to

represent
in

all

of

the

entities July
of

listed here

connection

with

2000
object
to the

MR TOMASHEFSKY
question
At number
of

form of

the

some
of

point
who

was

advised owners who

that of

there common be

people

were

the to

Coram

Healthcare
reasons
in this that

Inc
that

wished
are

represented

for the detail was

think

set

forth in some

form
the

aware

securities

law

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Al 315

Case 1:04-cv-01565-SLR

Document 126-11
Levy
Richard
F.rn

Filed 04/17/2007

Page 27 of 31
3/22/2007

requires right
--

when people more than

owning

--

and
of

think the

this is

five

percent
for

outstanding

securities necessary filing reflect

joined together
in effect to

common

purpose
of

its
by

give

public
it

notice

that

13-D

and

amending
in

from time to
or

time to

any changes And

either purpose came
to

membership
these these

thats how
Aitheimer and

represent
to

people

--

how

came

represent

people
10 and persons 12 13 14 15 16 17 18 19 20 member
of

Were
that

several were

of

the

entities
of

that

wer.e

--

member

this group

associated

with Will

Weinstein
what

dont know
Was Will

associated means
member
of

Weinstein

the

group

Yes
Was member
of the the

Will

Weinstein

Revocable

Trust

group
everybody
on the list

Well
the

on page

one

was

group
Was

Okay
Sam Zell

Samstock

LLC an had
an

entity

in which

21
22 23 24

and

his

family members

economic

interest
So

understand
you
so

Did

understand

at

the

time

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Al 316

Case 1:04-cv-01565-SLR

Document 126-11
Levy
Richard

Filed 04/17/2007

Page 28 of 31
3/22/2007

dont
Is

recall
Lurie that

Probably
and Robert Lurie
at

the Ann entity

Family
the

Foundation
was
--

an

you

understood
in

time

has

assets were

managed

part

by Will

Weinstein

dont
--

know

what

manaed

means

and

no

the

answer Did

is using your word no
you understand role Lurie that

/8

Mr

Weinstein
the

in

2000

had

any

advising and Ann think he

with

respectto

assets

10 11 12 13 14 15 16 17 18 19 20

of

the

Robert

Family Foundation

did
in

Did you Baidridge
was

understand
to

2000

that

Michiko
in

an

assistant

Will

Weinstein

his

office

Yes
Did Osher and
the

Yes
you understand
in

2000

that
of

Bernard

Osher

Trust were

clients

Mr

Weinstein

dont it
Is

presently

recall

wouldnt doubt

21
22 23 24 referred
put

ita
this

fair statement

that

Mr

Weinstein

together

group
fair statement on this group that
to

Its
everyone

Mr
or

Weinstein
to

me

someone

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Document 126-11
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Richard

Filed 04/17/2007

Page 29 of 31
3122/2007

else at Aitheimer
--

Gray for securities Weinstein you

the

purposes

of

complying

with Was

the

law yes
paying you
to do

Mr

this or

was

someone

else paying can give that

to

do

this
that

you
is that

recollection nobody
was

think
me at

is the

correct

and

paying

time
But

think

--

and

Im
were

not

certain

--

that

after Altheimer 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24
that

Gray and counsel
to

appointed

by the

Bankruptcy
that we

Court as

to

the Equity
fee

Committee

were permitted

file

application
that

which done

retrospectively pre filing and

included think

work

had

been
we

that

thats how

were

paid
And because
am

Ive said

think
that

in

recollection
the

not positive

thats

case

It

was

as

pointed

out

seven

years

ago

and

thats my

recollection

Well
you contemplate

at

the

time

you

filed

this

l3-D

did
of

subsequently

seeking

the

payment

your fees

from the

Coram bankruptcy

estate not didnt know

dont
there was
As

know
to

Probably

going

bea bankruptcy
of

matter

fact

very much

didnt

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Al 318

Case 1:04-cv-01565-SLR

Document 126-11
Levy
Richard

Filed 04/17/2007

Page 30 of 31
3/22/2007

MR TOMASHEFSKY
yes or

You

can

answer

that

no
Not
that

recall

BY

MR PETERS
Did you ever have any such discussions

with

Don

Liebentritt

MR TOMASHEFSKY
answer
that

Again

caution have

you

to

question

yes or no

if you

recollection 10 11 12 13 14 15 16 17 18 19 person stock plan were had you been BY have no

recollection

MR PETERS
As of

August
if was

9th

of

2000 you were aware
bankruptcy Coram plan
that

not

that

the

Coram

proposed

confirmed

stock

would

be

worth

nothing Well
as

they

say asked

and

answered

Yes
Were could you
to

also aware make money
of 2000

that

th.e

only way Coram

hope

purchasing
if

20 21
22 23

on August

9th

was

the

bankruptcy

were defeated

MR BRESSLER
answer
hate
to say

object

to

the

form

You

can

24

only but thats probably

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Al 319

Case 1:04-cv-01565-SLR

Document 126-11
Levy
Richard

Filed 04/17/2007

Page 31 of 31
3/22/2007

if

the

opposite was

of

defeated

is

--

if

it

was

--

sure

yes
BY

aware

MR PETERS
And
it was

your

job on August
--

9th

of

2000

to

defeat

the

Coram bankruptcy
is

That

wrong

--

that

is

wrong

and

its

offensive Ny
facts job was to

inquire and
laws

see

what

the

were

and

what

the

were

as

fiduciary
the

10 11 12 13 14 15 16 17 18 19 20 21 22 23 24

appointed
the

ultimately

by the

Court for

benefit

of

shareholders Did you understand
in August that of to

Samstock1s was
the

purchases ability of

of
--

stock

2000

bet

on

the

on your ability

defeat

Coram

bankruptcy

MR TOMASHEFSKY
the

object

to

the

form of

question
My answer BY
is

no

MR PETERS
Did you ever
to

give

any members Coram think answer

of

the

13-D

Group

instructions

stop

buying

stock
have
that to

MR TOMASHEFSKY
instruct grounds you
of to

Again
--

answer
if

not

to an

on you

the
gave

privilege

its

instruction

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Al 320