IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE

REDEEMER COMMITTEE OF THE

HIGHLAND CRUSADER FUND,

Plaintiff, Counterclaim
Defendant,

v.

1-IIGHLAND CAPITAL
MANAGEMENT, L.P., C.A. No. 12533-VCZ

Defendant, Counterclaim
and Third-Party Plaintiff,

v.

HOUSE I-IANOVER, LLC and

ALVAREZ & MARSAL CRF
MANAGEMENT, LLC,

Thi rd-Party Defendants.

AFFIDA vrr OF SCOTT ELLINGTON, ESQ. IN FURTHER SUPPORT OF

HIGHLAND'S BRIEF IN OPPOSITION TO PLAINTIFF'S
MOTION FOR ENTRY OF A STATUS QUO ORDER

COUNTY OF DALLAS
: SS
ST ATE OF TEXAS

Scott Ellington, Esq., upon being duly swom according to the law, deposes

and says as follows:

1. I am General Counsel of Highland Capital Management, L.P.

("Highland") and am familiar with Highland's business operations.

7(1JJ2i00f11- I 7080~4 7v I
 2. For the purposes of this Affidavit, I assume the Partial Final Award

dated March 6, 2019, awards relief against Highland, including all damages,

interests, fees, costs, and other monetary relief, of $175 million. As of March 6,

2019, the value of High.land's assets exceeded the amount of the Partial Final

Award. However, Highland did not have cash, cash equivalents, or immediately

liquid assets equal to the amount of the Partial Final Award.

3. As of March 21, 2019, the value of Highland's assets exceeded the

amount of the Partial Final Award as that amount was estimated on March 21.

Hmvever, Highland does not have cash, cash equivalents, or immediately liquid

assets equal to the amount of the Partial Final Award.

4. Between today and the date of a judgment obtained by Plaintiff, if

any, Highland does not intend to sell, lease, transfer, assign, license, pledge,

leverage, abandon, or otherwise dispose of or encumber Highland's assets

(including fund management agreements) for less than reasonably equivalent

value, as determined in Highland's reasonable business judgment.

2
76332/0063-170805-l 7v I
Further affiant sayeth not.

~ESQ.
Dated: March 22, 2019

Subscribed to and sworn before me

this 22nd day of March 2019.