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ITEM 7.01
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Regulation FD Disclosure.
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As previously disclosed, on September 15, 2008, Lehman Brothers Holdings Inc. (“LBHI”) filed a voluntary petition for
relief under Chapter 11 of the United States Code in the United States Bankruptcy Court for the Southern District of New York (the “Bankruptcy Court”). Together with the Chapter 11 cases thereafter filed by certain subsidiaries
(collectively with LBHI, the “Debtors”), the cases are being jointly administered under the case caption In re Lehman Brothers Holdings Inc., et. al., Case Number 08-13555 (the “Chapter 11 Proceeding”) pursuant to Rule 1015(b) of
the Federal Rules of Bankruptcy Procedure. On March 6, 2012, the Modified Third Amended Joint Chapter 11 Plan of Lehman Brothers Holdings Inc. and its Affiliated Debtors (the “Plan”) became effective.
As contemplated under the Plan, on December 28, 2012 , LBHI, the Plan Administrator, filed the Balance Sheets as of September 30,
2012, Management’s Discussion and Analysis and Accompanying Schedules (collectively, the “Balance Sheets”) of LBHI and Other Debtors and Debtor-Controlled Entities (collectively, the “Company”) with the Bankruptcy Court. A
copy of the court filing is attached hereto as Exhibit 99.1 to this Current Report on Form 8-K.
Limitation on
Incorporation by Reference
In accordance with General Instruction B.2 of Form 8-K, the information in this Item 7.01
shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information be deemed
incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.
Cautionary Statements Regarding Financial and Operating Data
The Company
cautions the reader not to place undue reliance upon the information contained in the Balance Sheets, as they were not prepared for the purpose of providing the basis for an investment decision directly or indirectly relating to the Company or any
of its securities. The Balance Sheets were not prepared in accordance with U.S. generally accepted accounting principles, were not audited or reviewed by independent accountants, will not be subject to audit or review by external auditors at any
time in the future, are in a format consistent with applicable bankruptcy laws, and are subject to future adjustment and reconciliation. There can be no assurances that the Balance Sheets are accurate or complete. The Balance Sheets contain a
further description of limitations on the information contained therein. The Balance Sheets also contain information which might not be indicative of the Company’s financial condition. Results set forth in the Balance Sheets should not be
viewed as indicative of future results.
Cautionary Statement Regarding Forward-Looking Statements
This Current Report on Form 8-K and Exhibit 99.1 hereto may contain forward-looking statements within the meaning of the Private
Securities Litigation Reform Act of 1995 with respect to the Company’s financial condition, results of operations, and business that is not historical information. Forward-looking statements reflect the Company’s current views with respect
to future events as well as various estimates, assumptions and comparisons based on available information up to the date of this report, many of which are subject to risks and uncertainties. All statements other than statements of historical fact
are statements that could be deemed forward-looking statements, including all statements regarding information regarding the intent, belief or current expectation of the Company and members of its management. The words “believe,”
“expect,” “plan,” “intend,” “estimate,” or “anticipate” and similar
expressions, as well as future or conditional verbs such as “will,” “should,” “would,” and “could,” often identify forward-looking statements. These
statements speak only as of the date hereof and involve known and unknown risks, uncertainties and other factors, including factors which are outside the Company’s control, which may cause the Company’s actual condition, results,
performance or achievements to be materially different from any future condition, results, performances or achievements express or implied by these forward-looking statements. Such factors include, without limitation, the potential adverse impact of
the Chapter 11 Proceeding on the Company’s liquidity or results of operations. The Company undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise,
but reserves the right to do so. Readers of this report should not place undue reliance on these forward-looking statements.
The Company’s informational filings with the Bankruptcy Court, including the Balance Sheets included in Exhibit 99.1, are available
to the public at the office of the Clerk of the Bankruptcy Court, Alexander Hamilton Custom House, One Bowling Green, New York, New York 10004-1408. Such informational filings may be available electronically, for a fee, through the Bankruptcy
Court’s Internet world wide web site (www.nysb.uscourts.gov), and/or free of cost, at a world wide web site maintained by the Company’s Bankruptcy Court-approved noticing agent (www.lehman-docket.com).