HTML Document View

Full title: Reply In Support of Motion to Compel the Debtors to Produce Claim Files and Comply with Case Management Order (RE: related document(s)1967 Motion (Other) filed by Interested Party Sander Esserman, 2018 Response filed by Debtor Bestwall LLC) filed by Felton Parrish on behalf of Sander Esserman, The Official Committee of Asbestos Claimants of Bestwall, LLC. (Parrish, Felton) (Entered: 08/26/2021)

Document posted on Aug 25, 2021 in the bankruptcy, 14 pages and 0 tables.

Bankrupt11 Summary (Automatically Generated)

Fairness is not served by permitting the Debtor to wield privileged material as a sword to argue that historical claim values were attributable to evidence suppression and the desire to avoid defense costs, while simultaneously claiming privilege as a shield against the Claimants’ Representatives’ legitimate efforts to discern what the Debtor and Old GP actually knew about the asserted claims and the actual reasons behind why they settled those claims at the values appearing in the claims database.Moreover, given that the privileged material in the Sample Claim Files relates to cases that have already been fully resolved through the tort system, invocation of privilege over the Sample Claim Files fails to further the policy rationales underlying the attorney-client privilege or work-product doctrine.All that the Debtor argues is that disclosure of work product could give plaintiffs’ counsel insight into how defense counsel may defend other claims against other defendants.4 To the contrary, the Debtor waived privilege, not because the Sample Claim Files are relevant to the Debtor’s case-in-chief, but because, as the Debtor itself acknowledges, “the touchstone of identifying at-issue waiver is whether an attorney-client communication or work product material forms ‘an essential element of a party’s claim.’” Under Rhone and Dudley, the Debtor has put privileged material at issue and waived any privilege or protection that would otherwise apply.

List of Tables

Document Contents

UNITED STATES BANKRUPTCY COURT WESTERN DISTRICT OF NORTH CAROLINA CHARLOTTE DIVISION In re Chapter 11 BESTWALL LLC1 Case No. 17-31795 (LTB) Debtor. THE OFFICIAL COMMITTEE OF ASBESTOS CLAIMANTS’ AND THE FUTURE CLAIMANTS’ REPRESENTATIVE’S REPLY IN SUPPORT OF MOTION TO COMPEL THE DEBTORS TO PRODUCE CLAIM FILES AND COMPLY WITH CASE MANAGEMENT ORDER The Official Committee of Asbestos Claimants (the “ACC”) and Sander L. Esserman (the “FCR” and together with the ACC, the “Claimants’ Representatives”), as the legal representative for persons who have not yet asserted an asbestos-related personal-injury claim against the above-captioned debtor (the “Debtor”), but may in the future assert such a claim, hereby file this reply (the “Reply”) in response to the Debtor’s Opposition to the Official Committee of Asbestos Claimants’ and the Future Claimants Representative’s Motion to Compel the Debtor to Produce Claim Files and Comply with Case Management Order [D.I. 2018] (the “Objection”), and in further support of the Claimants’ Representatives’ motion for entry of an order compelling the Debtor to (1) comply with its obligations under the Court-approved Case Management Order for Estimation of the Debtor’s Liability for Mesothelioma Claims [D.I. 1685] (the “CMO”), and (2) produce the Sample Claim Files, in full and without redactions (the “Motion”) [D.I. 1967].2 1 The last four digits of the Debtor’s taxpayer identification number are 5815. The Debtor’s address is 133 Peachtree Street, N.W., Atlanta, GA 30303. 2 Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Motion or the Objection, as applicable.

1

PRELIMINARY STATEMENT 1. Each day that the Debtor is permitted to continue its stall tactics and delay production of requested discovery to the Claimants’ Representatives increases the likelihood that estimation will not fairly reflect the value of asbestos claims against the Debtor—to the detriment of current and future claimants. Fairness is not served by permitting the Debtor to wield privileged material as a sword to argue that historical claim values were attributable to evidence suppression and the desire to avoid defense costs, while simultaneously claiming privilege as a shield against the Claimants’ Representatives’ legitimate efforts to discern what the Debtor and Old GP actually knew about the asserted claims and the actual reasons behind why they settled those claims at the values appearing in the claims database. 2. In the Fourth Circuit, the party objecting to discovery bears the burden of demonstrating why a motion to compel production of discovery should not be granted. Further, when a privilege is called into question, it is again the objecting party that must demonstrate both the existence of the privilege and that the objecting party has not waived privilege. Here, the Debtor fails to satisfy either burden. 3. No privilege or protection excuses the Debtor’s failure to produce the Sample Claim Files. Even if there was an applicable privilege—which the Claimants’ Representatives do not concede—the Debtor has waived any such privilege by itself questioning the legitimacy of its historic settlements and challenging its own reasons for settling asbestos claims. Having put these very issues in play, the Debtor cannot now shield the Sample Claim Files from disclosure as part of the Estimation Proceeding. 4. Moreover, given that the privileged material in the Sample Claim Files relates to cases that have already been fully resolved through the tort system, invocation of privilege over

2

the Sample Claim Files fails to further the policy rationales underlying the attorney-client privilege or work-product doctrine. 5. Even if the Court were to determine that work-product protection applies, the Claimants’ Representatives are entitled to production of the Sample Claim Files in their entirety and without redaction because the Claimants’ Representatives have demonstrated substantial need for the work product contained within the Sample Claim Files. Because the Debtor has asserted that its and Old GP’s settlements were impacted by, among other things, evidence suppression and a desire to avoid defense costs, the Claimants’ Representatives must be permitted to evaluate, analyze, and test whether these now-advanced reasons were reasons or even material considerations when the Debtor and Old GP were actually settling the cases. Because the Sample Claim Files are exclusively within the possession of the Debtor, the Claimants’ Representatives are unable to obtain this information from any other source. 6. Given the importance of the Estimation Proceeding in the larger scheme, and the need for full and fair information in connection with estimation, the Claimants’ Representatives believe that time is of the essence and that the Debtor must turn over the Sample Claim Files—in full and without redaction—with enough time for them to be of practical use to the Claimants’ Representatives in preparing for the Estimation Proceeding. As the Claimants’ Representatives explained in their Motion, the Debtor’s failure to produce the requested documents is extremely prejudicial to the Claimants’ Representatives, and given the Debtor’s ongoing refusal to produce the Sample Claim Files and the pace of the Debtor’s discovery response to date, even the current estimation date of May 2022 is infeasible. REPLY 7. The Objection is ill founded, and none of the Debtor’s arguments are sufficient to meet its several burdens. See United States v. Bolander, 722 F.3d 199, 222 (4th Cir. 2013)

3

(holding that the party asserting privilege has the burden to show that a privilege exists and has not been waived); Kinetic Concepts, Inc. v. ConvaTec Inc., 268 F.R.D. 226, 243 (M.D.N.C. 2010) (“Over the course of more than four decades, district judges and magistrate judges in the Fourth Circuit have repeatedly ruled that the party or person resisting discovery, not the party moving to compel discovery, bears the burden of persuasion.”). First, the Motion is timely. Second, the Debtor has waived attorney-client privilege and work-product protection under either the Hearn or Rhone standard, properly understood. Third, the Claimants’ Representatives are entitled to work product in the Sample Claim Files because the Claimants’ Representatives have demonstrated a substantial need. Finally, the Debtor’s objection does not resolve the issues with the Debtor’s privilege log. I. The Claimants’ Representatives’ waiver argument is timely. 8. The Claimants’ Representatives’ Motion is not premature. From the first day of this case, the Debtor has advertised that it intends to challenge the legitimacy of its settlements and to put on the case that its settlements were impacted by, among other things, the suppression of exposure evidence and the desire to avoid defense costs. See Informational Brief of Bestwall LLC [D.I. 12] at 41–42 (explaining that, unless a quick settlement was reached with the Claimants’ Representatives, “the Debtor will ask this Court to estimate the aggregate amount of current and future asbestos liability for plan purposes” and that “[a]s in Garlock, [the Debtor] will seek an estimation of its actual legal liability in respect of asbestos-related claims”). Georgia-Pacific’s reason for creating the Debtor and domiciling it in North Carolina, home of the Garlock estimation decision, is transparent. Through the chapter 11 process, Georgia-Pacific—through the Debtor—intended to challenge the legitimacy of Old GP’s settlement history. If that was not the intended purpose, there would have no need for this bankruptcy, and Bestwall, with

4

the Funding Agreement, could have gone forward by continuing to pay all asbestos claims in full in the ordinary course of business. 9. The Debtor has been consistent in its aims throughout the chapter 11 case: to present evidence during the Estimation Proceeding that previous settlements were “infected by the withholding and manipulation of exposure evidence.”3 Objection at 5 (quoting Motion of the Debtor for Estimation of Current and Future Mesothelioma Claims ¶ 40 [D.I. 875]. The Debtor is pursuing the discovery that it claims to need in order to make this specific argument. See, e.g., Motion for Bankruptcy Rule 2004 Examination of Bankruptcy Trusts ¶ 25 [D.I. 1237] (asserting that the Debtor “has discovered that evidence manipulation took place in cases against Old GP, with the involvement of many different law firms across many different jurisdictions”). The Claimants’ Representatives are entitled to nothing less—the right to have the discovery they need to prove that any purported evidence suppression played no role in Old GP’s and the Debtor’s settlement decisions. 10. The Debtor attempts to argue that “[n]othing material has changed since the Court denied the Claimant Representatives’ prior privilege waiver motion,” but of course, that is not so. For one, the Debtor has by now amply demonstrated its reluctance or inability to timely produce documents responsive to the Claimants’ Representatives’ discovery requests. For another, the Debtor has formally disclosed its case-in-chief for estimation. That case includes, among other things, “the impact of any [evidence suppression] on Old GP’s and Bestwall’s resolutions of asbestos cases” and the “impact of litigation costs on asbestos litigation against Old GP, Bestwall, and other defendants.” This is precisely the situation presented in the 3 Objection at 5 (quoting Motion of the Debtor for Estimation of Current and Future Mesothelioma Claims [D.I. 875] (the “Estimation Motion”), ¶ 40.

5

Lidoderm case that the Debtor tries to distinguish: the court in that case declined to find waiver initially but did so once the defendants identified the matters that they intended to introduce or rely on at trial. See In re Lidoderm Antitrust Litig., No. 14-MD-02521-WHO, 2016 WL 4191612, at *1 (N.D. Cal. Aug. 9, 2016). The Debtor has now stated its estimation case-in-chief—the Claimants’ Representatives are simply taking the Debtor at its word. Here, as in Lidoderm, the Claimants’ Representatives must be allowed to test the Debtor’s case-in-chief in advance of the estimation trial itself. The Motion is timely and should be granted. II. The Debtor has waived attorney-client privilege and work-product protection. 11. As an initial matter, where, as here, the Debtor’s assertion of privilege fails to advance the fundamental purpose for which the privilege exists, the Fourth Circuit requires that the privilege yield to permit a full and fair investigation of the truth. N.L.R.B. v. Harvey, 349 F.2d 900, 907 (4th Cir. 1965) (instructing that, because the assertion of privilege “pose[s] an obstacle to the investigation of the truth,” it must “be strictly confined within the narrowest possible limits consistent with the logic of its principle”); cf. Doe 1 v. Baylor Univ., 335 F.R.D. at 496 (“When a party seeks a greater advantage from its control over work-product than the law must provide to maintain a healthy adversary system, the privilege should give way.” (quoting Pamida, Inc. v. E.S. Originals, 281 F.3d 726, 732 (8th Cir. 2002))). Despite having the burden on this issue, the Debtor does not explain how its invocation of privilege and work-product protection here would serve the purposes underlying those doctrines. All that the Debtor argues is that disclosure of work product could give plaintiffs’ counsel insight into how defense counsel may defend other claims against other defendants.4 Notably, the Debtor offers no case law 4 The Debtor is wrong that “[s]ome of the country’s most prominent asbestos plaintiffs’ lawyers serve on the ACC.” Objection at 10. To be clear, the membership of the Official Committee of Asbestos Claimants is composed of the individual victims of Old GP’s asbestos-containing products. See, e.g., D.I. 97.

6

suggesting that this is a valid basis for the assertion of work-product protection—if it were, no work product could ever be disclosed. Even if this were a valid concern, the Court is more than capable of crafting an order that would appropriately limit the use or disclosure of the work product. 12. In any event, the Debtor’s claim that it has not yet waived privilege rests on an excessively narrow interpretation of waiver under Rhone. As explained in the Claimants’ Representatives’ Motion, the Fourth Circuit has not picked a standard, but even under Rhone, properly understood, the Debtor has waived privilege. The crux of the Rhone court’s analysis rested, not on whether a party specifically disclosed or described an attorney-client communication, but on whether attorney-client communications or work-product material formed “an essential element of [the party’s] claim.”5 Under the Rhone framework, if a party would need to rely on attorney-client communications or work product to prove an “essential element” of its case, the party has placed that material “at issue” for purposes of the litigation.6 13. Consequently, any otherwise applicable privilege that might have protected such communications and work-product from disclosure is required to yield to the opposing party’s discovery request. Since the decision in Rhone was rendered, this interpretation of its holding 5 32 F.3d at 864. 6 The Objection argues that the Debtor did not waive privilege simply because the Sample Claim Files are “relevant.” See Objection at 8. To the contrary, the Debtor waived privilege, not because the Sample Claim Files are relevant to the Debtor’s case-in-chief, but because, as the Debtor itself acknowledges, “the touchstone of identifying at-issue waiver is whether an attorney-client communication or work product material forms ‘an essential element of a party’s claim.’” Objection at 8. Here, the Sample Claim Files do.

7

has been espoused by numerous courts within the Third Circuit,7 several courts within the Fourth Circuit,8 and other jurisdictions across the country.9 14. As set forth in greater detail in the Motion, the recent Eastern District of North Carolina decision, Dudley v. City of Kinston, offers an apt illustration of this principle. In Dudley, the Court held that the attorney-client privilege had been waived with respect to the plaintiff’s evidence-suppression claims because the plaintiff was required to establish that evidence suppression occurred to prove his prima facie case, “[a]nd to do that he [would] eventually need to show that neither he nor his attorney knew about the allegedly withheld information.”10 Because the plaintiff would “need to rely on privileged information to prove [this element of] his claim,” under Rhone the Court found that the plaintiff had “waived the attorney-client privilege by putting his attorney’s advice at issue.”11 15. Here, as in Dudley, the Debtor’s case-in-chief will require it to rely on privileged information. For instance, because the Debtor seeks to prove that historic settlements entered into by and it Old GP were based on plaintiffs’ suppression of evidence, the Debtor will be 7 See, e.g. Noonan v. Kane, Civ. Action No. 15-6082, 2019 WL 5722213, at *2 (E.D. Pa. Nov. 5, 2019); N.J. Mfrs. Ins. Co. v. Brady, Civ. Action No. 3:15-CV-02236, 2017 WL 264457, at *12-13 (M.D. Pa. Jan. 20, 2017); Mine Safety Appliances Co. v. N. River Ins. Co., 73 F.Supp.3d 544, 572 (W.D. Pa. 2014); In re Processed Egg Prods. Antitrust Litig., MDL No. 2002, No. 08-MD-02002, 2014 WL 6388436, at *9 (E.D. Pa. Nov. 17, 2014); Mine Safety Appliances Co. v. N. River Ins. Co., Civ. Action No. 2:09-CV-00348-DSC, 2012 WL 12930275, at *5 (W.D. Pa. Mar. 9, 2012); Astrazeneca LP v. Breath Ltd., Civ. Action No. 08-1512 (RBK/AMD), 2010 WL 11428457, at *5-7 (D.N.J. Aug. 26, 2010); In re Benun, 339 B.R. 115, 132 (Bankr. D.N.J. 2006); Haynes Int’l, Inc. v. Special Metals Corp., 2:04CV1046, 2005 WL 8174644, at *3 (W.D. Pa. Dec. 15, 2005); McCrink v. Peoples Benefit Life Ins. Co., No. Civ.A.2:04CV01068LDD, 2004 WL 2743420, at *2 (E.D. Pa. Nov. 29, 2004); Sheehan v. Mellon Bank, N.A., No. Civ. A. 95-2969, 1996 WL 243468, at *2 (E.D. Pa. Apr. 23, 1996). 8 See, e.g., Botkin v. Donegal Mut. Ins. Co., Civ. Action No. 5:10CV00077, 2011 WL 2447939, at *6 (W.D. Va. Jun. 15, 2011); Twigg v. Pilgrim’s Pride Corp., Civ. Action No. 3:05-CV-40, 2007 WL 676208, at *8 (N.D. W.Va. Mar. 1, 2007). 9 See, e.g., Plate, LLC v. Elite Tactical Sys., LLC, No. 3:18-CV-265-CLC-HBG, 2020 WL 5209303, at *10 (E.D. Tenn. Sept. 1, 2020); Jackson v. City of Chicago, No. 03 C 8289, 2006 WL 2224052, at *7 (N.D. Ill. July 31, 2006). 10 Dudley v. City of Kinston, 2021 WL 1222798, at *7. 11 Id. at *7-8.

8

required to demonstrate that plaintiffs’ other exposures were a material consideration when settling claims and that neither it, nor Old GP, nor any of their counsel knew about plaintiffs’ other potential exposures. Consequently, the Debtor, like the plaintiff in Dudley, will “need to rely on privileged information to prove [this element of] [their] claim.”12 For the Debtor to prove that its settlements were impacted by plaintiffs’ nondisclosures or by a desire to avoid defense costs, it must show that these were material considerations when the Debtor settled. Otherwise, the Court must assume that the Debtor had all of the information it needed to settle claims at valued that fairly reflected its liability. See, e.g., Nayab v. Capital One Bank (USA), N.A., 942 F.3d 480, 494 (9th Cir. 2019) (“It is a general rule of evidence that where the subject-matter of a negative averment lies peculiarly within the knowledge of the other party, the averment is taken as true unless disproved by that party.” (internal quotation marks omitted)); see also Campbell v. United States, 365 U.S. 85, 96 (1961) (“[T]he ordinary rule, based on considerations of fairness, does not place the burden upon a litigant of establishing facts peculiarly within the knowledge of his adversary.”). The Debtor, after all, has so far refused to enter into a consensual 502(d) order with the Claimants’ Representatives that would allow the Debtor to produce the Sample Claim Files without waiving any privilege or protection; this refusal strongly suggests that the Sample Claim Files do not support the Debtor’s contentions. 16. Under Rhone and Dudley, the Debtor has put privileged material at issue and waived any privilege or protection that would otherwise apply. The Debtor knows it cannot counter the Dudley standard; the Objection devotes only one paragraph to the issue. In its half-hearted response to Dudley, the Debtor argues that the Dudley court allowed the producing party 12 Id. at *7.

9

to redact material unrelated to the waiver.13 However, this is an unremarkable proposition—a waiver is only as broad as the material put at issue. The Dudley court, in crafting a relatively narrow waiver, focused on what Dudley knew about a particular piece of evidence. That the waiver here would be much broader is not a result of overreach by the Claimants’ Representatives, but a result of the Debtor putting at issue the entirety of Old GP’s knowledge regarding each asbestos plaintiffs’ exposures and the reasons that the Debtor and Old GP settled claims at the amounts they did. 17. The Debtor’s only other response to Dudley is that, putting aside the waiver issues, the court in that case concluded that the defendants had not shown a substantial need for Dudley’s work product. That is a separate issue from the waiver holding, however, and as discussed in more detail in the Motion and below, the Claimants’ Representatives have demonstrated a substantial need for this work product. Importantly, the Objection is devoid of any effort—not even the barest attempt—to refute the Claimants’ Representatives’ substantial need argument. III. The Claimants’ Representatives are entitled to work product. 18. The Objection fares no better with its contentions that the Debtor should be allowed to withhold work product in the Sample Claim Files. None of the cases cited by the Debtor support its contention that a party who has waived privilege and work-product protection can continue to withhold documents on the theory that counsel has not separately waived work-product protection. See Objection at 9. The Hanson case certainly does not say that—it holds only that a party to ADR may continue to assert work-product protection even when the third- 13 See also Objection at 11–12 (citing Lidoderm for the proposition that the defendant’s waiver of privilege as to the merits of its petition to the FDA and impact of that petition on the FDA’s review did not did not waive privilege as to the details of the product launch).

10

party neutral unilaterally disclosed work product without the party’s consent and in violation of his contractual obligations. It is simply not the case that work-product protection must be waived twice before the work product (from resolved cases no less) can be produced. See, e.g., Doe 1 v. Baylor Univ., 335 F.R.D. 476, 488 (W.D. Tex. 2020) (“[M]any district courts have ruled that a party waives work product when it asserts a claim or defense that relies on work product to prove . . . the reasonableness of its conduct.”). 19. The Baylor case is instructive. There, Baylor University hired a law firm to investigate its institutional policies and procedures, and then published two documents summarizing the firm’s findings and recommendations to show that Baylor had responded properly to reports of sexual assault and adopted appropriate reforms. Id. at 480-83. The court held that Baylor waived protection for work product related to the investigation by putting actions it took as a result of the investigation at-issue. Id. at 497-501. More specifically, the court found that Baylor waived work-product protection because it used work product to “defend[] itself by pointing to the investigation and reforms, and claiming they were reasonable responses, while simultaneously restricting Plaintiffs’ discovery of the facts underlying the very same investigation and reform efforts.” Id. at 495-96. According to the court, this was “a classic case of a party trying to use the work product doctrine as a sword and a shield . . . .” Id. at 495. 20. Here, much like in Baylor, the Debtor has put at issue why it settled claims at the amounts it did; it cannot now use privilege and work-product protection to shield the actual reasons it settled claims at the amounts it did. 21. Moreover, the Claimants’ Representatives have demonstrated substantial need for the disclosure of the work product at issue. The Objection does not even attempt to refute the Claimants’ Representatives’ substantial need for that work product. See generally Objection

11

(omitting any discussion of substantial need). As set forth in greater detail in the Motion, work product is discoverable if a party has a substantial need and the material is not available from other sources. See Fed. R. Civ. P. 26(b)(3); see also Washington v. Follin, Civ. Act. No. 4:14-CV-00416 RBH-KDW, 2016 WL 1614166, at *13 (D.S.C. Apr. 22, 2016) (explaining that fact work product enjoys only qualified immunity and that even opinion work product can be discoverable in appropriate circumstances). Here, for the reasons set forth in the Motion, the Claimants’ Representatives have demonstrated a “substantial need” for the work product contained within the Sample Claim Files—and the only source of this information is the Sample Claims Files within the Debtor’s exclusive possession. V. The Debtor’s privilege log is still unresponsive to the Claimants’ Representatives’ requests. 22. Given the Debtor’s at-issue waiver of privilege discussed above, a privilege log is largely unnecessary in this case. Nevertheless, the Objection failed to address the Claimants’ Representatives’ central arguments regarding the insufficiency of the Debtor’s privilege log. As set forth in greater detail in the Motion, the Debtor’s privilege log is insufficient because, among other things: (i) it fails to include a number of unlogged documents, (ii) the documents it does include are provided without any way to identify which claimant’s file is the source of a particular document or why the privilege applies to the “Associated Legal Personnel” included in correspondence related to that file, and (iii) the privilege log fails to comport with the plain language of the agreed-upon Discovery Plan in this case.14 23. The Debtor’s response to the first of these objections is to allege that the Debtor only agreed to “produce to the Committee and the FCR reliance materials for approximately 14 See Mot. at 24-25.

12

2,200 resolved mesothelioma claims against the Debtor requested by Bates White.”15 As the argument goes, because Bates White requested only a subset of the documents associated with each Resolved Mesothelioma Claim, the Debtor was not required to turn over anything more than the relevant and non-privileged material in this subset.16 24. However, the Claimants’ Representatives did not merely request the subset of documents requested by Bates White for further review, but instead requested the entirety of the Sample Claim Files that the Debtor, Old GP, and their professionals have had the benefit of reviewing for several years.17 The fact that Bates White determined—or more likely was directed—that it only wanted a discrete subset of the Sample Claim Files is of no significance to the Claimants’ Representatives’ request and offers no justification for the Debtor’s failure to comply with the terms of the CMO.18 To this end, the Debtor concedes in footnote 6 of the Objection that it is in possession of at least 500,000 additional documents beyond the Bates White subset.19 The fact that the Debtor and its professionals have already been afforded the opportunity to review these documents and determine for themselves whether they are “unnecessary to any anticipated analysis in this case,” only underscores the prejudice that the Claimants’ Representatives have suffered and will continue to suffer due to the Debtor’s delayed compliance with the terms of the CMO and the Claimants’ Representatives discovery requests. 15 Objection at 13. 16 Objection at 13. 17 Mot. at 10. 18 The CMO incorporates the Joint Discovery Plan and Report (ESI Protocol) (the “Discovery Plan”) as Exhibit 1. 19 Objection at 14.

13

CONCLUSION For the reasons set forth above and in the Motion, the Claimants’ Representatives respectfully request that the Court approve the Motion and grant such other and further relief as is just and appropriate. Dated: Charlotte, North Carolina August 26, 2021 /s/ Glenn C. Thompson /s/ Felton E. Parrish Glenn C. Thompson (Bar No. 37221) Felton E. Parrish (NC Bar No. 25448) HAMILTON STEPHENS STEELE ALEXANDER RICKS PLLC + MARTIN, PLLC 1420 E. 7th Street, Suite 100 525 North Tyron Street, Suite 1400 Charlotte, North Carolina 28204 Charlotte, North Carolina 28202 Telephone: 704-365-3656 Telephone: (704) 344-1117 Facsimile: 704-365-3676 Facsimile: (704) 344-1483 Email: felton.parrish@alexanderricks.com Email: gthompson@lawhssm.com -and- -and- James L. Patton, Jr. (Delaware Bar No. 2202) Judy D. Thompson (Bar No. 15617) Edwin J. Harron (Delaware Bar No. 3396) Linda W. Simpson (Bar No. 12596) Sharon M. Zieg (NC Bar No. 29536) JD THOMPSON LAW Travis G. Buchanan (Delaware Bar No. 5595) Post Office Box 33127 YOUNG CONAWAY STARGATT & Charlotte, North Carolina 28233 TAYLOR, LLP Telephone: (828) 489-6578 Rodney Square Email: jdt@jdthompsonlaw.com 1000 North King Street lws@jdthompsonlaw.com Wilmington, Delaware 19801 Telephone: (302) 571-6600 -and- Facsimile: (302) 571-1253 Email: jpatton@ycst.com Natalie D. Ramsey (DE Bar No. 5378) eharron@ycst.com Davis Lee Wright (DE Bar No. 4324) szieg@ycst.com ROBINSON & COLE LLP tbuchanan@ycst.com 1201 N. Market Street, Suite 1406 Wilmington, Delaware 19801 Counsel to the Future Claimants’ Telephone: (302) 516-1700 Representative Email: nramsey@rc.com dwright@rc.com Counsel to the Official Committee of Asbestos Claimants

14