Napier Park Global Capital Ltd

Allegations: THE SEC ALLEGED THAT FIRST EAGLE AND FEF DISTRIBUTORS IMPROPERLY CAUSED THE FIRST EAGLE MUTUAL FUNDS TO MAKE PAYMENTS TO TWO FINANCIAL INTERMEDIARIES FOR DISTRIBUTION RELATED SERVICES OUTSIDE OF A WRITTEN, APPROVED RULE 12B-1 PLAN, AND THAT WERE NOT PAID BY FIRST EAGLE OUT OF ITS OWN RESOURCES. IN ADDITION, THE SEC ALLEGED THAT THE USE OF THE FUNDS' ASSETS TO PAY FOR THESE DISTRIBUTION-RELATED SERVICES RENDERED THE FUNDS' DISCLOSURES CONCERNING PAYMENTS FOR DISTRIBUTION-RELATED SERVICES INACCURATE. Status: Final Sanction Detail: THE ORDER IMPOSES A CIVIL PENALTY OF $12.5 MILLION AND DISGORGEMENT AND INTEREST PAYMENT OF $27,247,879 MILLION. PURSUANT TO THE ORDER, THESE AMOUNTS (THE "DISTRIBUTION FUND") WERE DEPOSITED TO AN ESCROW ACCOUNT. FIRST EAGLE WAS RESPONSIBLE FOR ADMINISTERING THE DISBURSEMENT OF AMOUNTS PAYABLE FROM THE DISTRIBUTION FUND TO AFFECTED SHAREHOLDER ACCOUNTS THAT HELD SHARES OF THE FUNDS DURING THE RELEVANT PERIOD, PURSUANT TO THE PLAN APPROVED BY THE SEC STAFF, WHICH PROCESS WAS COMPLETED DURING THE QUARTER ENDED DECEMBER 31, 2018, AND THE SEC WAS NOTIFIED OF ITS COMPLETION. Summary: THE SEC ADMINISTRATIVE ORDER IS FINAL. THE DISGORGEMENT, PREJUDGMENT INTEREST AND CIVIL MONETARY PENALTY WERE PAID INTO THE ESCROW ACCOUNT WITHIN 10 DAYS OF THE ENTRY OF THE ORDER. A DISBURSEMENT CALCULATION METHODOLOGY WAS SUBMITTED TO THE SEC STAFF AND APPROVED. THE DISBURSEMENT OF AMOUNTS PAYABLE TO AFFECTED SHAREHOLDERS WAS COMPLETED DURING THE QUARTER ENDED DECEMBER 31, 2018, AND THE SEC WAS NOTIFIED OF ITS COMPLETION. PER THE ORDER, FEF DISTRIBUTORS RETAINED A CONSULTANT TO REVIEW ITS POLICIES AND PROCEDURES RELATED TO THE USE OF FUND ASSETS FOR ANY ACTIVITY WHICH IS PRIMARILY INTENDED TO RESULT IN THE SALE OF FUND SHARES.