Application of Moses Ultimate Holdings, LLC to acquire indirect control of Clearstead Trust, LLC

SUPERINTENDENT'S NOTICE TO INTERESTED PARTIES

Moses Ultimate Holdings, LLC, a Delaware limited liability company headquartered in Chicago, Illinois, has applied to the Maine Bureau of Financial Institutions' Superintendent pursuant to Title 9-B M.R.S. Chapters 101 and 121 to acquire indirect control ofClearstead Trust, LLC, a Maine nondepository trust company located in Portland, Maine. Clearstead Advisors, LLC, Cleveland, Ohio is the sole shareholder of Clearstead Trust, LLC. The indirect acquisition of control of Clearstead Trust, LLC would occur if Moses Ultimate Holdings, LLC, through its subsidiary Moses Buyer Holdings, LLC, a Delaware limited liability company, successfully acquires control of Clearstead Advisors, LLC. Clearstead Advisors, LLC would remain the direct holding company of Clearstead Trust, LLC.

The applicant, Moses Ultimate Holdings, LLC, will be directly owned by:

  1. Hartland Management Investors, LLC, Cleveland, Ohio ( a current indirect owner of Clearstead Trust, LLC as part owner of Clearstead Advisors, LLC);
  2. Flexpoint Fund IV-A, L.P ., a Cayman Islands limited partnership (Flexpoint Fund IV­A, L.P. is directly owned by both general partner Flexpoint Management IV, L.P., a Cayman Islands limited partnership, and passive investor limited partners which hold a majority of the economic interest in Flexpoint Fund IV-A, L.P.);
  3. Moses Splitter, L.P., a Delaware limited partnership (Moses Splitter L.P. is directly owned by general partner Flexpoint Management IV, L.P and Moses Blocker, Inc., a Delaware corporation. Moses Blocker, Inc. is wholly owned by Flexpoint Fund IV-B, L.P ., a Cayman Islands limited partnership, which is also directly owned by both general partner Flexpoint Management IV, L.P., and passive investor limited partners which hold a majority of the economic interest in Flexpoint Fund IV-B, L.P.); and
  4. Madison Capital Funding Co-Investment Fund L.P., a Delaware limited partnership with offices in Chicago, Illinois ( an affiliate of Madison Capital Funding, LLC, a Delaware limited liability company).

Madison Capital Funding Co-Investment Fund, L.P. and Madison Capital Funding, LLC are both indirectly majority owned by New York Life Insurance Company.

Flexpoint Management IV, L.P. is directly owned by both general partner Flexpoint Ultimate Management IV, LLC, a Cayman Islands limited liability company, and has as its limited partners the investment professionals of Edwards Capital, LLC d/b/a/ Flexpoint Ford, LLC, an Illinois limited liability company.

Flexpoint Ultimate Management IV, LLC is wholly owned and managed by Donald Edwards, a resident of the state of Illinois and founder of Edwards Capital, LLC d/b/a/ Flexpoint Ford, LLC.

The public is invited to submit written comments on this application to the Bureau of Financial Institutions, 36 State House Station, Augusta, Maine 04333-0036 or electronically through the Bureau of Financial Institutions' website at www.maine.gov/pfr/financialinstitutions. A hearing on this application will be held by the Superintendent, as provided in Title 9-B M.R.S. § 252, upon receipt of a bona fide and reasonable request. The Bureau will accept written comments and requests for a hearing through Thursday, January 6, 2022. The Superintendent's decision on this application will be based on the decision-making criteria set forth in Title 9-B M.R.S. § 253.

/s/ Lloyd P. LaFountain, III Superintendent
Gardiner, Maine