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Gov Uscourts Nysd 516941 89 2
Gov Uscourts Nysd 516941 89 2
Exhibit B
Case 1:19-cv-05244-AKH Document 89-2 Filed 10/20/20 Page 2 of 6
vs.
Defendant.
Complaint and Defendant Kik Interactive Inc. having entered a general appearance; consented to
the Court’s jurisdiction over Defendant and the subject matter of this action; consented to entry
of this Final Judgment; and waived any right to appeal from this Final Judgment and any other
The Court having previously issued an Opinion and Order dated September 30, 2020,
granting summary judgment in favor of the Commission and against Defendant with respect to
the Commission’s claim under the Securities Act of 1933 (the “Securities Act”) Section 5 [15
I.
permanently restrained and enjoined from violating Section 5 of the Securities Act [15 U.S.C. §
1
Case 1:19-cv-05244-AKH Document 89-2 Filed 10/20/20 Page 3 of 6
or of the mails to sell such security through the use or medium of any prospectus
or otherwise;
instruments of transportation, any such security for the purpose of sale or for
interstate commerce or of the mails to offer to sell or offer to buy through the use
statement has been filed with the Commission as to such security, or while the
registration statement is the subject of a refusal order or stop order or (prior to the
Federal Rule of Civil Procedure 65(d)(2), the foregoing paragraph also binds the following who
receive actual notice of this Final Judgment by personal service or otherwise: (a) Defendant’s
officers, agents, servants, employees, and attorneys; and (b) other persons in active concert or
II.
21(d)(5) of the Exchange Act [15 U.S.C. § 78u(d)(5)], with respect to the three trillion Kin
tokens issued by Defendant to itself on September 26, 2017 and any new “cryptocurrency,”
2
Case 1:19-cv-05244-AKH Document 89-2 Filed 10/20/20 Page 4 of 6
“digital coin,” “digital token,” or similar digital asset issued or transferred using distributed
ledger technology (the “Covered Assets”), Defendant, for a period of three years beginning on
the date of entry of this Final Judgment, shall give to the Commission forty-five (45) days’
notice before Defendant participates, directly or indirectly, in an issuance, offer, sale or transfer
of any Covered Asset. Nothing in this paragraph requires, or should be construed to require,
Defendant to seek the Commission’s approval or consent prior to issuing, offering, selling, or
transferring any Covered Asset encompassed by this paragraph, nor should this paragraph be
construed to require Defendant to provide the Commission with any information beyond the
notice contemplated herein. Defendant shall transmit the notice required by this paragraph to the
Federal Rule of Civil Procedure 65(d)(2), the foregoing paragraph also binds the following who
receive actual notice of this Final Judgment by personal service or otherwise: (a) Defendant’s
officers, agents, servants, employees, and attorneys; and (b) other persons in active concert or
III.
is liable for a civil penalty in the amount of $5,000,000 pursuant to Section 20(d) of the
Securities Act [15 U.S.C. § 77t(d)]. Defendant shall satisfy this obligation by paying $5,000,000
to the Securities and Exchange Commission within 30 days after entry of this Final Judgment.
Defendant may transmit payment electronically to the Commission, which will provide
detailed ACH transfer/Fedwire instructions upon request. Payment may also be made directly
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cashier’s check, or United States postal money order payable to the Securities and Exchange
and shall be accompanied by a letter identifying the case title, civil action number, and name of
this Court; Kik Interactive Inc. as a defendant in this action; and specifying that payment is made
identifying information to the Commission’s counsel in this action. By making this payment,
Defendant relinquishes all legal and equitable right, title, and interest in such funds and no part
The Commission may enforce the Court’s judgment for penalties by the use of all
collection procedures authorized by law, including the Federal Debt Collection Procedures Act,
28 U.S.C. § 3001 et seq., and moving for civil contempt for the violation of any Court orders
issued in this action. Defendant shall pay post judgment interest on any amounts due after 30
days of the entry of this Final Judgment pursuant to 28 U.S.C. § 1961. The Commission shall
hold the funds, together with any interest and income earned thereon (collectively, the “Fund”),
The Commission may propose a plan to distribute the Fund subject to the Court’s
approval. Such a plan may provide that the Fund shall be distributed pursuant to the Fair Fund
provisions of Section 308(a) of the Sarbanes-Oxley Act of 2002. The Court shall retain
jurisdiction over the administration of any distribution of the Fund and the Fund may only be
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Regardless of whether any such Fair Fund distribution is made, amounts ordered to be
paid as civil penalties pursuant to this Judgment shall be treated as penalties paid to the
government for all purposes, including all tax purposes. To preserve the deterrent effect of the
civil penalty, Defendant shall not, after offset or reduction of any award of compensatory
damages in any Related Investor Action based on Defendant’s payment of disgorgement in this
action, argue that it is entitled to, nor shall it further benefit by, offset or reduction of such
compensatory damages award by the amount of any part of Defendant’s payment of a civil
penalty in this action (“Penalty Offset”). If the court in any Related Investor Action grants such
a Penalty Offset, Defendant shall, within 30 days after entry of a final order granting the Penalty
Offset, notify the Commission’s counsel in this action and pay the amount of the Penalty Offset
to the United States Treasury or to a Fair Fund, as the Commission directs. Such a payment shall
not be deemed an additional civil penalty and shall not be deemed to change the amount of the
civil penalty imposed in this Judgment. For purposes of this paragraph, a “Related Investor
Action” means a private damages action brought against Defendant by or on behalf of one or
more investors based on substantially the same facts as alleged in the Complaint in this action.
IV.
IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that this Court shall retain
jurisdiction of this matter for the purposes of enforcing the terms of this Final Judgment.
____________________________________
UNITED STATES DISTRICT JUDGE