Case: 1:15-cv-02881 Document #: 406 Filed: 05/13/22 Page 1 of 8 PageID #:24582
`Case: 1:15-cv-02881 Document #: 406 Filed: 05/13/22 Page 1 of 8 PagelD #:24582
`
`IN THE UNITED STATES DISTRICT COURT
`FOR THE NORTHERNDISTRICT OF ILLINOIS
`EASTERN DIVISION
`
`
`U.S. COMMODITY FUTURES
`TRADING COMMISSION,
`
`Plaintiff,
`
`v.
`
`Civil Action No: 15-2881
`
`Hon, John Robert Blakey
`
`KRAFT FOODS GROUP,INC. and
`MONDELEZ GLOBAL LLC,
`
`Defendants,
`
`CONSENT ORDER
`
`On April 1, 2015, Plaintiff Commodity Futures Trading Commission (the “Commission”
`
`or “CFTC”) filed a Complaint for Injunctive Relief, Civil Monetary Penalties, and Other
`
`Equitable Relief (Dkt. 1) against Defendants Kraft Foods Group, Inc. and Mondeléz Global LLC
`
`(collectively, “Defendants”) alleging that Defendants used or attempted to use a manipulative or
`
`deceptive device in connection with the December 2011 wheat futures contract traded on the
`
`Chicago Board of Trade (Count J), manipulated or attempted to manipulatetheprice of the
`
`December 2011 wheat futures contract and of cash wheat (Count If), unlawfully held December
`
`2011 wheat futures positions in excess of speculative position limits (Count ITD, and engaged in
`
`washsales or fictitious sales by trading both sides of EFP contracts (Count IV) in violation of
`
`Sections 4a(b), 4a(e), 4c(a), 6(c)(1), 6(c)(3), and 9(a)(2) of the Commodity Exchange Act
`
`(“CEA”), 7 ULS.C. §§ 6a(b), 6a(e), 6c(a), 9(1), 9(3), 13{a)(2) (2012), and Commission
`
`Regulations (“Regulations”) 1.38, 150.2, 180.1, and 180.2, 17 CLELR. §§ 1.38, 150.2, 180.1,
`
`180.2 (2019).
`
`
`Case: 1:15-cv-02881 Document #: 406 Filed: 05/13/22 Page 1 of 8 PagelD #:24582
`
`IN THE UNITED STATES DISTRICT COURT
`FOR THE NORTHERNDISTRICT OF ILLINOIS
`EASTERN DIVISION
`
`
`U.S. COMMODITY FUTURES
`TRADING COMMISSION,
`
`Plaintiff,
`
`v.
`
`Civil Action No: 15-2881
`
`Hon, John Robert Blakey
`
`KRAFT FOODS GROUP,INC. and
`MONDELEZ GLOBAL LLC,
`
`Defendants,
`
`CONSENT ORDER
`
`On April 1, 2015, Plaintiff Commodity Futures Trading Commission (the “Commission”
`
`or “CFTC”) filed a Complaint for Injunctive Relief, Civil Monetary Penalties, and Other
`
`Equitable Relief (Dkt. 1) against Defendants Kraft Foods Group, Inc. and Mondeléz Global LLC
`
`(collectively, “Defendants”) alleging that Defendants used or attempted to use a manipulative or
`
`deceptive device in connection with the December 2011 wheat futures contract traded on the
`
`Chicago Board of Trade (Count J), manipulated or attempted to manipulatetheprice of the
`
`December 2011 wheat futures contract and of cash wheat (Count If), unlawfully held December
`
`2011 wheat futures positions in excess of speculative position limits (Count ITD, and engaged in
`
`washsales or fictitious sales by trading both sides of EFP contracts (Count IV) in violation of
`
`Sections 4a(b), 4a(e), 4c(a), 6(c)(1), 6(c)(3), and 9(a)(2) of the Commodity Exchange Act
`
`(“CEA”), 7 ULS.C. §§ 6a(b), 6a(e), 6c(a), 9(1), 9(3), 13{a)(2) (2012), and Commission
`
`Regulations (“Regulations”) 1.38, 150.2, 180.1, and 180.2, 17 CLELR. §§ 1.38, 150.2, 180.1,
`
`180.2 (2019).
`
`
`
`Case: 1:15-cv-02881 Document #: 406 Filed: 05/13/22 Page 2 of 8 PageID #:24583
`Case: 1:15-cv-02881 Document #: 406 Filed: 05/13/22 Page 2 of 8 PagelD #:24583
`
`Defendants filed their Answer (Dkt. 88) on January 15, 2016, and have denied that they
`
`(1) used or attempted to use a manipulative or deceptive device in connection with the December
`
`2011 wheat futures contract traded on the Chicago Board of Trade as alleged by the CFTC in
`
`CountI of the Complaint; (2) manipulated or attempted to manipulate the price of the December
`
`2011 wheat futures contract and of cash wheat as alleged by the CFTC in CountII of the
`
`Complaint; (3) unlawfully held December 2011 wheat futures positions in excess of speculative
`
`position limits as alleged by the CFTC in CountIII of the Complaint; and (4) engaged in wash
`
`sales orfictitious sales by trading both sides of EFP contracts as alleged by the CFTC in Count
`
`IV of the Complaint. Defendants denied any violation of Sections 4a(b), 4a(e), 4c(a), 6(c}(1),
`
`6(c)(3), and 9(a)(2) of the CEA, 7 U.S.C. §§ 6a(b), 6a(e), 6c(a), 9(1), 9(3), 13(a)(2) (2012), and
`
`Regulations 1.38, 150.2, 180.1, and 180.2, 17 C.F.R. §§ 1.38, 150.2, 180.1, 180.2 (2014).
`
`The CFTC and Defendants have reached a resolution and are settling this action in
`
`accordancewith the termsarising from the Court’s settlement conference on March 22, 2019 and
`
`as set forth below.
`
`I.
`
`CONSENTS AND AGREEMENTS
`
`To effect settlement of the matters alleged in the Complaint withouta trial on the merits
`
`or any further judicial proceedings:
`
`1,
`
`The CFTC and Defendants consent to the entry of this Consent Orderand agree to
`
`be bound byits terms;
`
`2,
`
`The Court has jurisdiction over the parties and the subject matter of this action
`
`pursuant to Section 6c of the Act, 7 U.S.C. § I3a-1 (2012),
`
`3.
`
`The CFTC has jurisdiction over the conduct and transactions at issue in this action
`
`pursuantto the Act, 7 U.S.C. §§ 1-26 (2012);
`
`4.
`
`Venueproperly lies with this Court pursuant to Section 6c(e) of the Act, 7 U.S.C.
`
`2
`
`
`
`Case: 1:15-cv-02881 Document #: 406 Filed: 05/13/22 Page 3 of 8 PageID #:24584
`Case: 1:15-cv-02881 Document #: 406 Filed: 05/13/22 Page 3 of 8 PagelD #:24584
`
`§ 13a-1(e) (2012);
`
`5.
`
`6.
`
`The CFTC and Defendants waive any and all rights of appeal from this action.
`
`The CFTC and Defendants consentto the continuedjurisdiction of this Court over
`
`them for the purpose of implementing and enforcing the termsof this Consent Order.
`
`7
`
`The CFTC and Defendants do not consent to the use of this Consent Order by any
`
`party in any other proceeding.
`
`I.
`
`INJUNCTION
`
`Nothing in this Order reflects an agreementor a legal determination that Defendants have
`
`or have not violated any provision of the CEA. Defendants agree to, and the Court hereby
`
`orders, the entry of an injunction prohibiting the Defendants from in the future violating any
`
`provision of the CEA, 7 U.S.C. §§ 1-26 (2018), and Regulations, 17 C.F.R. Pt. 1-190 (2019).
`
`Hi.
`
`CEVIL MONETARY PENALTY
`
`Defendants agree to pay, and the Court orders, a monetary penalty accordingto the terms
`
`set forth below:
`
`I,
`
`Defendant Mondeléz Global shall pay a civil monetary penalty in the amount of
`
`SIXTEEN MILLION DOLLARS($16,000,000) (“CMP Obligation”) within ninety (90) days of
`
`the date of entry of this Consent Order. Defendants are jointly and severally liable for the CMP
`
`Obligation. If the CMP Obligation is not paid in full within ninety days of the date of entry of
`
`this Consent Order, then post-judgmentinterest shall accrue on the CMP Obligation beginning
`
`on the date of entry of this Consent Order and shall be determined by using the Treasury Bill rate
`
`prevailing on the date ofentry of this Consent Order pursuant to 28 U.S.C. § 1961 (2012).
`
`2.
`
`Defendant Mondeléz Global shall pay the CMP Obligation and any post-judgment
`
`interest by electronic funds transfer, U.S. postal moneyorder, certified check, bank cashier’s
`
`check, or bank money order. If paymentis to be made other than by electronic fundstransfer,
`
`3
`
`
`
`Case: 1:15-cv-02881 Document #: 406 Filed: 05/13/22 Page 4 of 8 PageID #:24585
`Case: 1:15-cv-02881 Document #: 406 Filed: 05/13/22 Page 4 of 8 PagelD #:24585
`
`then the paymentshali be made payable to the Commodity Futures Trading Commission and
`
`sent to the address below:
`
`MMAC/ESC/AMK326
`Commodity Futures Trading Commission
`6500 S. MacArthur Blvd.
`HQ Room 266
`Oklahoma City, OK 73169
`9-amc-ar-cftc@faa.gov
`
`If paymentby electronic funds transferis chosen, Defendants shall contact Tonia King or her
`
`successorat the address above to receive payment instructions and shall fully comply with those
`
`instructions. Defendants shall accompany payment of the CMP Obligation with a coverletter
`
`that identifies Defendants and the name and docket numberofthis proceeding. Defendants shall
`
`simultaneously transmit copies of the coverletter and the form of paymentto the Chief Financial
`
`Officer, Commodity Futures Trading Commission, Three Lafayette Centre, 1155 21st Street,
`
`NW,Washington, D.C. 20581.
`
`3.
`
`Partial Satisfaction: Acceptance by the CFTC of any partial payment of
`
`Defendants’ CMP Obligation shall not be deemed a waiveroftheir obligation to make further
`
`payments pursuant to this Consent Order, or a waiver of the CFTC’s right to seek to compel
`
`paymentof any remaining balance.
`
`IV. MISCELLANEOUS PROVISIONS
`
`4,
`
`Notice: All notices required to be given by any provision in this Consent Order
`
`shall be sent certified mail, return receipt requested, with reference to the name and docket
`
`numberof this action, as follows:
`
`Notice to the CFTC:
`
`Robert Howell, Deputy Director
`U.S. Commodity Futures Trading Commission, Division of Enforcement
`77 W. Jackson Blvd.
`Chicago, IL 60661
`
`
`
`Case: 1:15-cv-02881 Document #: 406 Filed: 05/13/22 Page 5 of 8 PageID #:24586
`Case: 1:15-cv-02881 Document #: 406 Filed: 05/13/22 Page 5 of 8 PagelD #:24586
`
`Notice to Defendants:
`
`Kraft Foods Group, Inc. and Mondeléz Global LLC
`C/O Jenner & Block LLP
`Attn: Dean N. Panos and J. Kevin McCall
`353 N., Clark Street
`Chicago, [L 60654-3456
`
`5.
`
`Change of Address/Phone: Until such time as Defendants satisfy in full their
`
`CMPObligation as set forth in this Consent Order, Defendants shall provide written notice to the
`
`CFTCbycertified mail of any changeto their telephone number or mailing address within ten
`
`calendar days of the change
`
`6.
`
`Entire Agreement and Amendments: This Consent Order incorporates all of the
`
`terms and conditions ofthe settlement amongthe parties hereto to date. Nothing shall serve to
`
`amend or modify this Consent Order in any respect whatsoever, unless:
`
`(a) reduced to writing;
`
`(b) signed by all parties hereto; and (c) approved by orderof this Court.
`
`7.
`
`Invalidation: If any provision of this Consent Orderor if the application of any
`
`provision or circumstance is held invalid, then the remainder of this Consent Orderandthe
`
`application of the provision to any other person or circumstanceshall not be affected by the
`
`holding.
`
`8.
`
`Waiver: The failure of any party to this Consent Orderat any time to require
`
`performance of any provision of this Consent Order shall in no manneraffect the right of the
`
`party at a later time to enforce the same or any other provision of this Consent Order. No waiver
`
`in one or more instances of the breach of any provision contained in this Consent Ordershall be
`
`deemedto be or construed as a further or continuing waiver of such breach or waiverofthe
`
`breach of any other provision of this Consent Order.
`
`9.
`
`Continuing Jurisdiction of this Court: Upon entry by the Court of this Consent
`
`Order all of the claims asserted by the CFTC in the Complaintare dismissed with prejudice.
`
`5
`
`
`
`Case: 1:15-cv-02881 Document #: 406 Filed: 05/13/22 Page 6 of 8 PageID #:24587
`Case: 1:15-cv-02881 Document #: 406 Filed: 05/13/22 Page 6 of 8 PagelD #:24587
`
`However, this Court shall retain jurisdiction of this action to ensure compliance with this
`
`Consent Order.
`
`10.
`
` Injunctive Provisions: The injunctive provisions of this Consent Order shall be
`
`binding upon Defendants, upon any person undertheir authority or control, and upon any person
`
`whoreceives actual notice of this Consent Order insofar as he or sheis acting in active concert or
`
`participation with Defendants.
`
`11.
`
`Authority: Undersigned Counsel for Defendants hereby warrants that he is the
`
`attorney for Defendants Kraft Foods Group, Inc. and Mondeléz Global LLC,andthatthis
`
`Consent Order has been duly authorized by Defendants Kraft Foods Group, Inc. and Mondeléz
`
`Global LLC, and that he has been duly empowered to sign and submit this Consent Orderon
`
`behalf of Defendants Kraft Foods Group, Inc. and Mondeléz Global LLC.
`
`12.
`
`Counterparts and Execution: This Consent Order may be executed in two or more
`
`counterparts, all of which shall be considered one and the same agreement and shall become
`
`effective when one or more counterparts have been signed by each ofthe parties hereto and
`
`delivered (by hand delivery or certified mail) to the otherparty, it being understood thatall
`
`parties need not sign the same counterpart. Any counterpart or other signature to this Consent
`
`Orderthat is delivered by any means shall be deemed for all purposes as constituting good and
`
`valid execution and delivery by such party of this Consent Order,
`
`There being no just reason fordelay, the Clerk of the Court is hereby directed to enter
`
`this Consent Order.
`
`
`
`IT IS SO ORDEREDon this_ {7_day of NV Ay ROL?_
`
`Leal
`
`,
`
` CONSENTED TO AND APPROVEDBY:
`
`
`
`Case: 1:15-cv-02881 Document #: 406 Filed: 05/13/22 Page 7 of 8 PageID #:24588
`Case: 1:15-cv-02881 Document #: 406 Filed: 05/13/22 Page 7 of 8 PagelD #:24588
`
`Robert Flowell
`Douglas Snodgrass
`
`Attorneys for U.S. Commodity Futures
`Trading Commission
`Division of Enforcement
`77 W. Jackson Blvd.
`Chicago, IL. GO604
`(362) 96-0590 (Howell)
`(242) 596-0663 (Snodgrass)
`rhowell(@eficgov
`dsnodurass(eefte, gov
`
`
`
`Kraft Foods Group, lie.
`
`Date:
`
`*.
`aa
`ad
`io
`.
`Oe, Le 3 cet
`ondeléz GlobalLLC
`
`» M
`
`Date: May 10, 2022
`
`/Approved as'lo form: oJ, my
`e Ae i fee
`
`/
`
`Badan N. Panos
`J. Kevin MeCall
`Nicole A, Allen
`Thomas E. Quinn
`
`Jenner & Block LEP
`353 N, Clark Street
`Chicago, [L 60654-3456
`(312) 222-9350
`dpanas@ijenner.com
`
`Gregory 5, Kaufinan
`Eversheds Sutherland
`700 Sixth Street, NW
`Washington, PC 20001-3980
`(201) 383-0325
`eregkaulinan@eeversheds-sudicrland. com
`
`Attorneys fur Krafl Foods Group, inc. and
`Mondeléz Global LLC
`
`
`
`Case: 1:15-cv-02881 Document #: 406 Filed: 05/13/22 Page 8 of 8 PageID #:24589
`Case: 1:15-cv-02881 Document #: 406 Filed: 05/13/22 Page 8 of 8 PagelD #:24589
`
`Robert Howell
`Douglas Snodgrass
`
`Attorneys for U.S. Commodity Futures
`Trading Commission
`Division of Enforcement
`77 W. Jackson Blvd.
`Chicago, IL 60604
`(312) 596-0590 (Howell)
`(312) 596-0663 (Snodgrass)
`rhowell@cftc. gov
`dsnodgrass@cftc. gov
`
`VA hat
`
`Kraft Foods Group,Inc.
`
`Date:
`
`5/11/2022
`
`Mondeléz Giobal LLC
`
`Date:
`
`Approved as to form:
`
`Dean N. Panos
`J. Kevin.McCall
`Nicole A, Allen
`Thomas E. Quinn
`
`Jenner & Block LLP
`353 N, Clark Street
`Chicago, IL 60654-3456
`(312) 222-9350
`dpanos(@jenner.com
`
`Gregory S. Kaufman
`Eversheds Sutherland
`700 Sixth Street, NW
`Washington, DC 20001-3980
`(201) 383-0325
`gregkaufman@eversheds-sutherland.com
`
`Attorneys for Kraft Foods Group, Inc. and
`Mondeléz Global LLC
`
`
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