Case Doc 551 Filed 06/10/16 Page 1 of 7

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1 Case Doc 551 Filed 06/10/16 Page 1 of 7 UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF MARYLAND (Baltimore Division) In re: Capital Trust Holdings, Inc. * * (f/k/a First Mariner Bancorp), Reorganized Debtor. * * * * Case No DER (Chapter 11) * * * * * * * * * * * * * * * * * * * * * * * * * * * * CHAPTER 11 FINAL REPORT AND MOTION FOR FINAL DECREE The following is the report of payments made pursuant to the Plan, confirmed by this Court on December 8, TOTAL DISTRIBUTION $ (11,749,009.19) PERCENTAGE OF CLAIMS PAID OR PROPOSED TO BE PAID TO THE GENERAL CLASS OF UNSECURED CREDITORS WITHIN THE PLAN 18.66% A. Gross Cash Receipt 14,154, B. Priority Payments of Expenses of Administration Other Than Operating Expenses: Paid Proposed Total 1. Trustee s commission (if any) Fee and expenses, Trustee s counsel C. Other Professional Fees and Expenses: 1. Fees and expenses, Accountants (149,582.62) (41,021.31) (190,603.93) 2. Fees and expenses, Auctioneers and Appraisers Fees and expenses, Attorneys for Debtor (1,330,338.21) (180,175.57) (1,510,513.78) 4. Other professional fees (specify) (597,304.58) (31,523.56) (628,828.14) 5. Taxes, fines, penalties, etc. - (8,900.00) (8,900.00) 6. Other expenses of administration (must be itemized: includes bond premiums, settlement costs, other expenses) (60,210.58) (6,500.00) (66,710.58) 7. Total (2,405,556.43)

2 Case Doc 551 Filed 06/10/16 Page 2 of 7 D. Payment to creditors: (totals under each category sufficient) 1. Payments to secured creditors Payments to priority creditors (88,000.00) - (88,000.00) 3. Payments to unsecured creditors (10,811,009.19) (850,000.00) (11,661,009.19) 4. Payments to equity security holders E. Other payments: (including surplus payments to debtor) F. TOTAL DISTRIBUTION (11,749,009.19) 2

3 Case Doc 551 Filed 06/10/16 Page 3 of 7 The Responsible Person hereby avers that all provisions of the Plan have been substantially consummated. Wherefore, the Responsible Person, having fully administered this estate, prays for entry of a Final Decree. DATE: June 10, 2016 /s/ Brad Weiland Brad Weiland, Esquire (admitted pro hac vice) David R. Seligman, P.C., Esquire (admitted pro hac vice) KIRKLAND & ELLIS LLP 300 North LaSalle Chicago, Illinois Telephone: (312) Facsimile: (312) bweiland@kirkland.com david.seligman@kirkland.com Co-Counsel to the Responsible Person -and- Joel I. Sher, Bar No Daniel J. Zeller, Bar No SHAPIRO SHER GUINOT & SANDLER 250 W. Pratt Street, Suite 2000 Baltimore, MD (410) jis@shapirosher.com diz@shapirosher.com Co-Counsel for the Responsible Person 3

4 Case Doc 551 Filed 06/10/16 Page 4 of 7 CERTIFICATE OF SERVICE I HEREBY CERTIFY on this 10th day of June, 2016, copies of the foregoing were served on the parties listed by first-class mail, unless said party is a registered CM/ECF participant and the Notice of Electronic Filing indicates that Notice was electronically mailed to said party and by firstclass mail, postage prepaid, on the attached Service List. Robert T. Schmidt, Esquire Yekaterina Chernyak, Esquire KRAMER LEVIN NAFTALIS & FRANKEL LLP 1177 AVENUE OF THE AMERICAS NEW YORK, NY Counsel to Reorganized Debtor James A. Vidmar, Jr., Esquire YUMKAS, VIDMAR, SWEENEY & MULRENIN, LLC Wincopin Circle, Suite 500 Columbia, MD Edward P. Zujkowski, Esquire Thomas Angelo Pitta, Esquire EMMET MARVIN & MARTIN LLP 120 Broadway New York, New York Counsel for Bank of New York Mellon, Indenture Trustee Andrew I. Silfen, Esquire Jeffrey Neil Rothleder, Esquire ARENT FOX LLP ARENT FOX LLP 1675 Broadway 1717 K Street, N.W. New York, New York Washington, D.C Counsel for Wilmington Trust Company, Indenture Trustee Eric Schaffer, Esquire Jared Roach, Esquire REED SMITH LLP 225 Fifth Avenue Pittsburgh, Pennsylvania Counsel for Wells Fargo Bank, N,A., Indenture Trustee Gerard R. Vetter, Esquire Edmund A. Goldberg, Esquire OFFICE OF THE UNITED STATES TRUSTEE 101 W. Lombard St., Ste Baltimore, MD /s/ Daniel J. Zeller Daniel J. Zeller 4

5 Case Doc 551 Filed 06/10/16 Page 5 of 7 SERVICE LIST First Mariner Bank Attn: Joseph F. Howard Sr. Vice President, General Counsel 1501 South Clinton Street Baltimore, Maryland Wells Fargo Bank, NA, Trustee f/b/o Mariner Capital Trust III Attn: Corporate Trust Administration 919 Market Street, Suite 700 Wilmington, Delaware Wells Fargo Bank, NA, Trustee f/b/o Mariner Capital Trust VI Attn: Corporate Trust Administration 919 Market Street, Suite 700 Wilmington, Delaware Wilmington Trust Company, Trustee f/b/o Mariner Capital Trust VII Attn: Corporate Trust Administration Rodney Square N 1100 N. Market Street Wilmington, Delaware The Bank of New York, Trustee f/b/o Mariner Capital Trustee II Attn: Corporate Trust Administration 200 White Clay Center Drive White Clay Center, Route 273 Newark, Delaware The Bank of New York, Trustee f/b/o Mariner Capital Trustee IV Attn: Corporate Trust Administration 200 White Clay Center Drive White Clay Center, Route 273 Newark, Delaware Wilmington Trust Company, Trustee f/b/o Mariner Capital Trust V Attn: Corporate Trust Administration Rodney Square N 1100 N. Market Street Wilmington, Delaware Internal Revenue Service P.O. Box 7346 Philadelphia, PA IRS Special Procedures, Insolvency Unit 31 Hopkins Plaza, Room 1150 Baltimore, Maryland Federal Reserve Bank of Richmond Attn: Richard Gilbert 701 East Byrd Street Richmond, VA Federal Deposit Insurance Corp. Attn: Julie Howland 350 Fifth Avenue New York, NY Comptroller of Maryland Compliance Division 110 Carroll Street Annapolis, Maryland Arent Fox LLP Attention: Andrew I. Silfen 1675 Broadway New York, New York Arent Fox LLP Attention: Jeffrey N. Rothleder 1717 K Street, N.W. Washington, D.C

6 Case Doc 551 Filed 06/10/16 Page 6 of 7 Cadwalader Wickersham & Taft LLP Attention: Andrew Lom One World Financial Center New York, New York Commission of Financial Regulation Attn: Mark Kaufman, Commissioner 500 North Calvert Street, Suite 401 Baltimore, Maryland Emmet, Marvin & Martin, LLP Attention: Edward Zujkowski and Thomas Pitta 120 Broadway 32nd Floor New York, New York Lawrence J. Yumkas, Esquire Counsel for Debtor Yumkas, Vidmar & Sweeney, LLC Wincopin Circle, Suite 500 Columbia, Maryland David R. Seligman, Esquire Jeffrey Gettleman, Esquire Kirkland & Ellis LLP 300 North LaSalle Chicago, Illinois Sandler O Neill & Partners LP Attention: Edward S. Stein 1251 Avenue of the Americas, 6th Floor New York, New York Trapeza CDO II, LLC Attention: Carolyn Thagard 441 Vine Street, Suite 1300 Cincinnati, Ohio Robert T. Schmidt, Esquire Yekaterina Chernyak, Esquire Kramer Levin Naftalis & Frankel LLP 1177 Avenue of the Americas New York, New York Edmund A. Goldberg, Esquire Office of U.S. Trustee 101 West Lombard Street, Suite 2625 Baltimore, Maryland Cohen & Company Financial Mgmt LLC Attention: Peter Addai, as Manager for Alesco Preferred Funding I, L Cira Centre, 2929 Arch Street, 17th Fl. Philadelphia, Pennsylvania Covington & Burling LLP Attention: Michael P. Reed 1201 Pennsylvania Avenue, NW Washington, D.C Eton Park Capital Management L.P 399 Park Avenue, 10th Floor New York, New York Gary R. Bronstein, Esquire Joel Rappoport, Esquire Kilpatrick Townsend & Stockton LLP th Street, NW Suite 900 Washington, D.C Reed Smith LLP Attention: Eric Schaffer/Jared Roach 225 Fifth Avenue Pittsburgh, Pennsylvania Skadden Arps Attention: Brian D. Christiansen 1440 New York Avenue, N.W. Washington, D.C Wachtell, Lipton, Rosen & Katz Attention: Richard K. Kim 51 West 52nd Street New York, New York Jan I. Berlage, Esquire Gohn, Hankey & Stichel, LLP 201 North Charles Street, Suite 2101 Baltimore, Maryland Thomas Angelo Pitta, Esquire Emmet Marvin & Martin LLP 120 Broadway New York, New York

7 Case Doc 551 Filed 06/10/16 Page 7 of 7 Jeffrey Neil Rothleder, Esquire Arent Fox LLP 1717 K Street NW Washington, D.C Dennis J. Shaffer, Esquire Whiteford Taylor Preston, LLP 7 Saint Paul Street Baltimore, Maryland Martin H. Schreiber, II, Esquire Law Office of Martin H Schreiber II, LLC 3600 Clipper Mill Road, Suite 201 Baltimore, Maryland Richard Wasserman, Esquire Venable LLP 750 East Pratt Street, Suite 900 Baltimore, Maryland Andrew M. Weiner, Esquire Reed Smith LLP 1301 K Street NW Suite East Tower Washington, D.C

8 Case Doc Filed 06/10/16 Page 1 of 9 UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF MARYLAND (Baltimore Division) In re: * Capital Trust Holdings, Inc. (f/k/a First Mariner Bancorp), * Case No DER Reorganized Debtor. * (Chapter 11) * * * * * * * * * * * * * MEMORANDUM IN SUPPORT OF CHAPTER 11 FINAL REPORT AND MOTION FOR FINAL DECREE Kenneth L. Tepper, in his capacity as the Responsible Person 1 for the estate of Capital Trust Holdings, Inc. (f/k/a First Mariner Bancorp) (the Reorganized Debtor, and before the Effective Date, the Debtor ), files this memorandum in support of his motion (the Motion ) seeking entry of a final decree (the Final Decree ), substantially in the form attached hereto as Exhibit A, closing the above-captioned chapter 11 case (the Chapter 11 Case ). In support of the Motion, the Responsible Person respectfully states as follows: INTRODUCTION Since his appointment as of the Effective Date, the Responsible Person has worked with the Reorganized Debtor s professionals and other stakeholders to expeditiously and efficiently resolve open claims and other matters in the Chapter 11 Case. Over the past 16 months, the Responsible Person has successfully resolved consensually where possible and through court order where required 2 all material open points in the Chapter 11 Case and now stands ready, pending entry of the Final Decree, to make a final distribution to creditors. All told, distributions 1 2 Capitalized terms not defined herein shall have the meaning ascribed to them in the Second Amended Chapter 11 Plan of Liquidation of Capital Trust Holdings, Inc. (f/k/a First Mariner Bancorp) (the Plan ) [Docket No. 390]. The Responsible Person filed and prosecuted 3 omnibus claims objections to resolve approximately 38 claims. See Docket Nos. [424, 426, and 427].

9 Case Doc Filed 06/10/16 Page 2 of 9 to creditors in the Chapter 11 Case will approach nearly $12 million in cash, more than double the initial stalking horse bid for the Debtor s sole asset: all of the shares of First Mariner Bank. With the affairs of the Reorganized Debtor s estate substantially complete, now is the time to bring the Chapter 11 Case to an end. The Responsible Person has concluded his work resolving the estate and is ready to make a final distribution to creditors. JURISDICTION 1. This Court has jurisdiction over this matter pursuant to 28 U.S.C. 157 and 1334, and Article X.P of the Plan. This matter is a core proceeding pursuant to 28 U.S.C Venue is proper in this Court pursuant to 28 U.S.C and The statutory bases for the relief requested herein are section 350 of title 11 of the United States Code, 11 U.S.C (the Bankruptcy Code ), Rule 3022 of the Federal Rules of Bankruptcy Procedure (the Bankruptcy Rules ), and Rule of the Local Rules of the United States Bankruptcy Court for the District of Maryland (the Local Rules ). RELIEF REQUESTED 4. The Reorganized Debtor respectfully requests that the Court enter the Final Decree, substantially in the form attached hereto as Exhibit A, closing the Chapter 11 Case. BACKGROUND 5. On February 10, 2014, the Debtor filed a voluntary petition for relief under chapter 11 of the Bankruptcy Code. During the pendency of this case prior to confirmation, the Debtor operated its business and managed its property as debtor in possession pursuant to section 1107(a) and 1108 of the Bankruptcy Code. No party-in-interest requested the appointment of a trustee or examiner in the Chapter 11 Case. 2

10 Case Doc Filed 06/10/16 Page 3 of 9 6. On February 12, 2014, the United States Trustee for Region Four (the U.S. Trustee ) appointed the Official Committee of Unsecured Creditors of First Mariner Bancorp (the Committee ) pursuant to section 1102 of the Bankruptcy Code [Docket No. 31]. The Committee consisted of: (a) Eton Park Capital Management L.P. as Manager of Sparrow Creek I, LLC, Sparrow Creek II, LLC, Sparrow Creek III, LLC, and Sparrow Creek IV, LLC; (b) Trapeza Capital Management, LLC as Collateral Manager for Trapeza CDO II, LLC.; and (c) Cohen & Company Financial Management, LLC as Manager for Alesco Preferred Funding I, Ltd. 7. On April 20, 2014 the Court approved the Debtor s sale of its primary asset, First Mariner Bank, pursuant to section 363 of the Bankruptcy Code [Docket No. 189]. 8. Approximately eight months later, on December 8, 2014, the Debtor filed the Plan, on December 8, 2014, the Court entered an order confirming the Plan [Docket No. 393], and on December 9, 2014, the Plan became effective (the Effective Date ). Upon the Effective Date, the Debtor was dissolved and the Equity Interests in the Debtor were cancelled and terminated. The Debtor s interests and rights in any property (including the proceeds of the sale of First Mariner Bank) remained in the estate and were vested in the Reorganized Debtor. As set forth in Article V.C of the Plan, the Plan Oversight Committee was appointed to oversee the activities of the Reorganized Debtor, and the Responsible Person was appointed to perform various duties and obligations as set forth in Article V.C of the Plan. 9. More specifically, under the Plan, the Responsible Person was appointed to liquidate any remaining assets of the Reorganized Debtor and to make all distributions contemplated under the Plan. Since his appointment, the Responsible Person has taken steps to 3

11 Case Doc Filed 06/10/16 Page 4 of 9 resolve outstanding claims against the Reorganized Debtor through consensual means where possible and by objections where necessary. 10. Over the past year, the Responsible Person has also investigated and reviewed potential causes of action the Reorganized Debtor s estate may have against third-parties, including certain of the Debtor s former directors and officers, necessitating the periodic extension of the Reorganized Debtor s ability to object to claims filed by such individuals. [See Docket Nos. 457, 496, 527, 533, 537, 542, and 549.] After due inquiry, however, the Responsible Person has determined not to pursue claims against the D&O Claimants 3 and not to object to the D&O Claimants claims (the D&O Claims ) so as to preserve the rights of the D&O Claimants with respect to insurance for the Debtor s directors and officers pursuant to Article XII.B of the Plan ( D&O Insurance ). The Responsible Person believes this presents the most cost-efficient and expeditious resolution of the D&O Claims, as objecting to the D&O Claims will incur additional litigation expenses with no hope of enhancing recoveries to the Reorganized Debtor s stakeholders. Accordingly, the Proposed Final Decree contemplates that all rights of the D&O Claimants with respect to D&O Insurance will remain in full force and effect and shall be fully preserved upon the closing of the Chapter 11 Case. Preservation of the D&O Claimants subrogation rights and allowing the D&O Claimants contingent claims will not prejudice the estate, nor will it impose any further liability on the estate because the Debtor s indemnification obligations are covered by the D&O Insurance. 3 D&O Claimants means Claimants Anirban Basu (Proof of Claim No. 21); Barry B. Bondroff (Proof of Claim No. 22); John Brown, III (Proof of Claim No. 23); Robert L. Caret (Proof of Claim No. 24); Joseph Cicero (Proof of Claim No. 25); Gregory A. Devou (Proof of Claim No. 26); Mark Keidel (Proof of Claim No. 27); George H. Mantakos (Proof of Claim No. 28); John J. Oliver Jr. (Proof of Claim No. 29); Patricia L. Schmoke (Proof of Claim No. 30); Paul Susie (Proof of Claim No. 31); Hector Torres (Proof of Claim No. 32); John McDaniel (Proof of Claim No. 34); and Edwin F. Hale Sr. (Proof of Claim No. 35), and the estate of Michael R. Watson (Proof of Claim No. 33). 4

12 Case Doc Filed 06/10/16 Page 5 of As of the date of this Motion, all motions, contested matters, and adversary proceedings in the Chapter 11 Case have been finally resolved, and all distributions to creditors under the Plan have been completed or will be made shortly. 4 Additionally, all applicable fees to date, including U.S. Trustee fees, have been satisfied. 5 Thus, there are no further actions to be taken under the Plan or that require the Chapter 11 Case to remain open. Filed contemporaneously herewith is the Responsible Person s Chapter 11 Final Report And Motion for Final Decree, in satisfaction of Local Rule (c), which also includes his certification of full administration in satisfaction of Local Rule (b). 12. In light of the foregoing, the Reorganized Debtor submits that the Estate has been substantially consummated and respectfully requests that the Chapter 11 Case be closed and the Final Decree entered. The proposed Final Decree will relieve the Court, the U.S. Trustee, and the Reorganized Debtor of the administrative burdens related to the Chapter 11 Case, and will allow the Reorganized Debtor to avoid incurring further quarterly fees under 28 U.S.C BASIS FOR RELIEF 13. Section 350(a) of the Bankruptcy Code provides that [a]fter an estate is fully administered and the court has discharged the trustee, the court shall close the case. 11 U.S.C. 350(a). Bankruptcy Rule 3022, which implements section 350 of the Bankruptcy Code, further provides that [a]fter an estate is fully administered in a chapter 11 reorganization case, the court, on its own motion or on motion of a party in interest, shall enter a final decree closing the case. Fed. R. Bankr. P The Responsible Person will make a final distribution to creditors as soon as reasonable practicable after entry of the Final Decree. The U.S. Trustee will receive a check for any final outstanding fees at the time of the hearing on the Motion. 5

13 Case Doc Filed 06/10/16 Page 6 of The term fully administered is not defined by either the Bankruptcy Code or the Bankruptcy Rules. Pursuant to Local Rule (a), however, A Chapter 11 plan will be deemed fully administered under Federal Bankruptcy Rule 3022: (1) after the completion of the following: (A) (B) (C) (D) (E) (F) six (6) months have elapsed after the entry of a final order of confirmation that has become nonappealable; the deposits required by the plan have been distributed; the property proposed by the plan to be transferred has been transferred; the debtor or the successor of the debtor under the plan has assumed the business or the management of the property dealt with by the plan; payments under the plan have commenced; and all motions, contested matters, and adversary proceedings have been finally resolved[.] 15. The Reorganized Debtor s estate has been fully administered in the Chapter 11 Case, making it appropriate for the Court to enter the Final Decree. The Confirmation Order became final and non-appealable approximately 16 months ago, all deposits or property proposed to be distributed or transferred by the Plan have been distributed or transferred, and the Responsible Person has assumed control and has distributed substantially all of the remaining assets of the Reorganized Debtor. 6 Payments on account of the plan have commenced, all motions, contested matters, and adversary proceedings filed in the Chapter 11 Case have been finally resolved, and with the entry of the Final Decree, the Responsible Person will make a final 6 All distributions by the Responsible Person are included in the Final Report filed contemporaneously herewith. As noted previously, the Reorganized Debtor shall make a final distribution as soon as reasonably practicable after entry of the Final Decree. 6

14 Case Doc Filed 06/10/16 Page 7 of 9 distribution from the Reorganized Debtor s estate and take steps to wind down the Reorganized Debtor. 16. The preservation of rights to the D&O Insurance policies by the D&O Claimants does not prevent the the Court from entering a final decree closing the case. The 1991 Advisory Committee Notes accompanying Federal Bankruptcy Rule 3022 clarify that [t]he court should not keep the case open only because of the possibility that the court's jurisdiction may be invoked in the future. Fed. R. Bankr. P Advisory Committee Notes; cited in In re Gould, 437 B.R. 34, 37 (Bankr. D. Conn. 2010). The Editors Comment to Rule 3022 further provides that Rule 3022 permits the court to determine that an estate is fully administered and should be closed even though payments or other activities involving the debtor and its creditors might continue. Fed. R. Bankr. P ed. cmt.; cited in Gould, 537 B.R. at The Gould court specifically referred to the entry of a final decree as essentially an administrative task concluding the case for record keeping purposes which delineates on the docket that the case is closed. See Gould, 437 B.R. at 38; citing In re Kliegl Bros. Universal Elec. Stage Lighting Co., Inc., 238 B.R. 531, 541 (Bankr. E.D.N.Y. 1999); In re Fibermark, Inc., 369 B.R. 761, 767 (Bankr. D. Vt. 2007). Accordingly, since the preservation of the D&O Claimants rights with respect to the D&O Insurance does not prevent the Court from issuing a final decree, and the Reorganized Debtor s estate has met all requirements of Bankruptcy Rule 3022 and Local Rule , the Responsible Person submits that the Reorganized Debtor s Estate has been fully administered within the meaning of section 350(a) of the Bankruptcy Code. 17. Therefore, the Responsible Person respectfully requests that this Court enter the Final Decree closing the Chapter 11 Case. 7

15 Case Doc Filed 06/10/16 Page 8 of 9 NOTICE 18. Pursuant to Local Bankruptcy Rule , the Responsible Person has provided notice of this Motion to: (a) the Office of the U.S. Trustee; (b) the twenty largest unsecured creditors; and (c) any persons who have filed a request for notice in the Chapter 11 Case pursuant to Bankruptcy Rule In light of the nature of the relief requested, the Responsible Person respectfully submits that no other or further notice is necessary. NO PRIOR REQUEST 19. No prior motion for the relief requested herein has been made to this or any other court. [Remainder of Page Intentionally Left Blank] 8

16 Case Doc Filed 06/10/16 Page 9 of 9 For the foregoing reasons, the Reorganized Debtor respectfully requests that the Court (a) enter a Final Decree, substantially in the form attached hereto as Exhibit A, closing the Chapter 11 Case, and (b) grant such other and further relief as the Court deems just and equitable. Dated: June 10, 2016 Respectfully Submitted, /s/ Brad Weiland Brad Weiland, Esquire (admitted pro hac vice) David R. Seligman, P.C., Esquire (admitted pro hac vice) KIRKLAND & ELLIS LLP 300 North LaSalle Chicago, Illinois Telephone: (312) Facsimile: (312) bweiland@kirkland.com david.seligman@kirkland.com Co-Counsel to the Responsible Person -and- Joel I. Sher, Bar No Daniel J. Zeller, Bar No SHAPIRO SHER GUINOT & SANDLER 250 W. Pratt Street, Suite 2000 Baltimore, MD (410) jis@shapirosher.com diz@shapirosher.com Co-Counsel to the Responsible Person 9

17 Case Doc Filed 06/10/16 Page 1 of 3 Exhibit A Proposed Final Decree

18 Case Doc Filed 06/10/16 Page 2 of 3 UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF MARYLAND (Baltimore Division) In re: * Capital Trust Holdings, Inc. (f/k/a First Mariner Bancorp), * Case No DER Reorganized Debtor. * (Chapter 11) * * * * * * * * * * * * * FINAL DECREE CLOSING THE CHAPTER 11 CASE Upon the Motion 1 of the Responsible Person for the entry of a Final Decree closing the above-captioned bankruptcy case; and the Court having found that the Court has jurisdiction over this matter pursuant to 28 U.S.C. 157 and 1334; and the Court having found that this is a core proceeding pursuant to 28 U.S.C. 157(b)(2); and the Court having found that venue of this proceeding and the Motion in this District is proper pursuant to 28 U.S.C and 1409; and the Court having found that the Reorganized Debtor s estate has been fully administered within the meaning of section 350 of the Bankruptcy Code; and the Reorganized Debtor having provided appropriate notice under the circumstances of the Motion and the opportunity for a hearing on the Motion, and that no other or further notice is required; and after due deliberation and sufficient cause appearing therefore, it is HEREBY ORDERED AND DECREED: 1 Capitalized terms used but not otherwise defined herein shall have the meanings set forth in the Motion.

19 Case Doc Filed 06/10/16 Page 3 of 3 1. The above-captioned bankruptcy case shall be closed as provided in section 350 of the Bankruptcy Code and Bankruptcy Rule 3022, effective as of the date this Final Decree is entered. 2. The Clerk of the Court shall enter this Final Decree on the docket of the Chapter 11 Case and such docket thereafter shall be marked as closed. 3. This Final Decree is without prejudice to the rights of the Reorganized Debtor or any other party in interest to seek to reopen the Chapter 11 Case for good cause shown. 4. The Reorganized Debtor is authorized to take all actions necessary to effectuate the relief granted pursuant to this Final Decree in accordance with the Motion. 5. Notwithstanding anything herein to the contrary, all rights of the D&O Claimants with respect to D&O Insurance are preserved in full and nothing herein shall be construed to adversely affect the subrogation rights of the D&O Claimants with respect to the D&O Insurance. For the avoidance of doubt, preservation of the D&O Claimants subrogation rights shall not impose any further liability on the estate. 6. Notwithstanding Bankruptcy Rules 6004(h), 7062, or 9014, the terms and conditions of this Final Decree shall be immediately effective and enforceable upon its entry. 7. The Court retains jurisdiction with respect to all matters arising from or related to the implementation of this Final Decree. END OF ORDER

20 Case Doc Filed 06/10/16 Page 1 of 2 UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF MARYLAND (Baltimore Division) In re: * Capital Trust Holdings, Inc. (f/k/a First Mariner Bancorp), * Case No DER Reorganized Debtor. * (Chapter 11) * * * * * * * * * * * * * FINAL DECREE CLOSING THE CHAPTER 11 CASE Upon the Motion 1 of the Responsible Person for the entry of a Final Decree closing the above-captioned bankruptcy case; and the Court having found that the Court has jurisdiction over this matter pursuant to 28 U.S.C. 157 and 1334; and the Court having found that this is a core proceeding pursuant to 28 U.S.C. 157(b)(2); and the Court having found that venue of this proceeding and the Motion in this District is proper pursuant to 28 U.S.C and 1409; and the Court having found that the Reorganized Debtor s estate has been fully administered within the meaning of section 350 of the Bankruptcy Code; and the Reorganized Debtor having provided appropriate notice under the circumstances of the Motion and the opportunity for a hearing on the Motion, and that no other or further notice is required; and after due deliberation and sufficient cause appearing therefore, it is HEREBY ORDERED AND DECREED: 1 Capitalized terms used but not otherwise defined herein shall have the meanings set forth in the Motion.

21 Case Doc Filed 06/10/16 Page 2 of 2 1. The above-captioned bankruptcy case shall be closed as provided in section 350 of the Bankruptcy Code and Bankruptcy Rule 3022, effective as of the date this Final Decree is entered. 2. The Clerk of the Court shall enter this Final Decree on the docket of the Chapter 11 Case and such docket thereafter shall be marked as closed. 3. This Final Decree is without prejudice to the rights of the Reorganized Debtor or any other party in interest to seek to reopen the Chapter 11 Case for good cause shown. 4. The Reorganized Debtor is authorized to take all actions necessary to effectuate the relief granted pursuant to this Final Decree in accordance with the Motion. 5. Notwithstanding anything herein to the contrary, all rights of the D&O Claimants with respect to D&O Insurance are preserved in full and nothing herein shall be construed to adversely affect the subrogation rights of the D&O Claimants with respect to the D&O Insurance. For the avoidance of doubt, preservation of the D&O Claimants subrogation rights shall not impose any further liability on the estate. 6. Notwithstanding Bankruptcy Rules 6004(h), 7062, or 9014, the terms and conditions of this Final Decree shall be immediately effective and enforceable upon its entry. 7. The Court retains jurisdiction with respect to all matters arising from or related to the implementation of this Final Decree. END OF ORDER