IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re: PHOENIX BRANDS LLC, et al.,' Chapter 11 Case No. 16-11242 (BLS) Debtors. ~ (Joitltly Administered) Objection Deadline: January 27, 2017 at 4:00 p.m. Hearing Date: February 27, 2017 at 10:00 a.m. SECOND QUARTERLY APPLICATION FOR COMPENSATION AND REIMBURSEMENT OF EXPENSES OF P~CHULSKI STANG ZIEHL &JONES LLP, AS CO -COUNSEL FOR THE DEBTORS AND llEBTORS IN POSSESSION, FOR THE PERIOD FROM AUGUST 1, 2016 THROUGH OCTOBER 31, 2016 Name of Applicant: Pachulski Stang Ziehl &Jones LLP Authorized to Provide Professional Services Debtors and Debtors in Possession to: Date of Retention: Nunc P~~o Tunc to May 19, 2016 by order signed June 15, 2016 Period for which Compensation and August 1, 2016 through October 31, 2016 2 Reimbursement is Sought: Amount of Compensation Sought as Actual, X149,239.50 Reasonable and Necessary: Amount of Expense Reimbursement Sought $ 4,766.82 as Actual, Reasonable and Necessary: This is a: monthly x interim final application. The total time expended for fee application preparation is approximately 2.0 hours and the corresponding compensation requested is approximately $800.00. 'The Debtors, together with the last four digits of each Debtor's tax identification number, are: Phoenix Brands LLC, (4609), Phoenix Brands Parent LLC, (8729), Phoenix North LLC, (no EIN), Phoenix Brands Canada ULC (a Nova Scotia Company), Phoenix Brands Canada Laundry LLC (no EIN), and Phoenix RI`T LLC, (5149). The address of each of the Debtors is l Landmark Square, Suite 1810, Stamford, CT 06901, except Phoenix Brands Canada ULC, which is Box 50, ]First Canadian Place, Toronto, Ontario, Canada MSX l B8. '` The applicant reserves the right to include any time expended in the time period indicated above in future applications) if it is not included herein. ROCS DL:210486.1 70787/001 Case 16-11242-BLS Doc 690 Filed 01/06/17 Page 1 of 11
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Case 16-11242-BLS Doc 690 Filed 01/06/17 Page 1 of 11IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re: PHOENIX BRANDS LLC, et al.,' Chapter 11 Case No. 16-11242
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IN THE UNITED STATES BANKRUPTCY COURT
FOR THE DISTRICT OF DELAWARE
In re:
PHOENIX BRANDS LLC, et al.,'
Chapter 11
Case No. 16-11242 (BLS)
Debtors. ~ (Joitltly Administered)Objection Deadline: January 27, 2017 at 4:00 p.m.Hearing Date: February 27, 2017 at 10:00 a.m.
SECOND QUARTERLY APPLICATION FOR COMPENSATIONAND REIMBURSEMENT OF EXPENSES OF
P~CHULSKI STANG ZIEHL &JONES LLP, AS CO-COUNSELFOR THE DEBTORS AND llEBTORS IN POSSESSION, FOR
THE PERIOD FROM AUGUST 1, 2016 THROUGH OCTOBER 31, 2016
Name of Applicant: Pachulski Stang Ziehl &Jones LLP
Authorized to Provide Professional ServicesDebtors and Debtors in Possession
to:
Date of Retention:Nunc P~~o Tunc to May 19, 2016 by order signedJune 15, 2016
Period for which Compensation andAugust 1, 2016 through October 31, 2016
2Reimbursement is Sought:Amount of Compensation Sought as Actual,
X149,239.50Reasonable and Necessary:Amount of Expense Reimbursement Sought $ 4,766.82as Actual, Reasonable and Necessary:
This is a: monthly x interim final application.
The total time expended for fee application preparation is approximately 2.0 hours
and the corresponding compensation requested is approximately $800.00.
'The Debtors, together with the last four digits of each Debtor's tax identification number, are: Phoenix Brands
LLC, (4609), Phoenix Brands Parent LLC, (8729), Phoenix North LLC, (no EIN), Phoenix Brands Canada ULC (a
Nova Scotia Company), Phoenix Brands Canada Laundry LLC (no EIN), and Phoenix RI`T LLC, (5149). The
address of each of the Debtors is l Landmark Square, Suite 1810, Stamford, CT 06901, except Phoenix BrandsCanada ULC, which is Box 50, ]First Canadian Place, Toronto, Ontario, Canada MSX l B8.'` The applicant reserves the right to include any time expended in the time period indicated above in futureapplications) if it is not included herein.
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Case 16-11242-BLS Doc 690 Filed 01/06/17 Page 1 of 11
Laura Davis Jones Partner 2000; Joined Firm 2000; $1,050.00 60.60 $63,630.00Member of DE Bar since 1986
Andrew W. Caine Partner 1989; Member of CA Bar $ 950.00 0.40 $ 380.00since 1983
Steven J. Kahn Of Counse12001; Member of CA $ 875.00 0.10 $ 87.50Bar since 1977
James E. O'Neill Partner 2005; Member of PA Bar $ 795.00 10.00 $ 7,950.00since 1985; Member of DE Barsince 2001
William L. Ramseyer Of Counsel 1989; Member of CA $ 675.00 14.30 $ 9,652.50Bar since 1980
Joseph M. Mulvihill Associate 2015; Member of DE $ 425.00 81.10 $34,467.50Bar since 2014; Member of PABar since 2015
Timothy P. Cairns Law Clerk 2016 $ 325.00 19.70 $ 6,402.50Karina K. Yee Paralega12000 $ 325.00 47.80 $15,535.00Cheryl A. Knotts Paralega12000 $ 305.00 2.90 $ 884.50Sheryle L. Pitman Case Management Assistant 2001 $ 250.00 0.50 $ 125.00Andrea R. Paul Case Management Assistant 2001 $ 250.00 10.30 $ 2,575.00Charles J. Bouzoukis Case Management Assistant 2001 $ 250.00 12.50 $ 3,125.00Karen S. Neil Case Management Assistant 2003 $ 250.00 12.30 $ 3,075.00Beatrice M. Koveleski Case Management Assistant 2009 $ 250.00 5.40 $ 1,350.00
Grand Total: $149,238.50Total Hours: 277.90Blended Rate: $ 537.03
DOCS DE210486.1 70787/001
Case 16-11242-BLS Doc 690 Filed 01/06/17 Page 3 of 11
COMPENSATION BY CATEGORY
Pra~~ct ~:~te~a~•~~s T's~t~i ~~c~~a~~; 'Total F~:c~Asset Disposition 11.30 $ 9,147.50Bankruptcy Litigation 62.70 $38,041.50Case Administration 50.90 $13,739.00Claims Admin/Objections 3.70 $ 2,450.00Compensation of Professional 22.50 $14,520.50Compensation of Prof/Others 45.90 $21,146.00Employee Benefit/Pension 29.80 $21,367.50Executory Contracts 18.40 $ 8,504.50Financial Filings 8.80 $ 4,632.50Financing 0.20 $ 159.00Plan &Disclosure Statement 21.70 $14,582.50Retention of Professional 0.50 $ 162.50Retention of Pro£/Other 0.90 $ 531.50Stay Litigation 0.60 $ 255.00
EXPENSE SUMMARY
~J.1.~k.~I1JL ~Ei~l~'~~I~ ~.l i. ~i~i~~i E~V~~li3~E~
I~ LI ~ AS~ti~~V
~TV EYi{
1'J.'i Jt ~~4~
Conference Call AT'~i'I Conference Call $ 6.21Delivery/Courier Service Digital Legal $ 391.95Legal Research Lexis/Nexis $2,183.11Court Research Pacer $ 664.10Re roduction Expense $ 757.80Reproduction/ Scan Copy $ 671.50Transcript Escribes $ 92.15
3 PSZ&J may use one or more service providers. The service providers identified herein below are the primaryservice providers for the categories described.
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Case 16-11242-BLS Doc 690 Filed 01/06/17 Page 4 of 11
IN THE UNITED STATES BANKRUPTCY COURT
FOR THE DISTRICT OF DELAWARE
Chapter 11
PHOENIX BRANDS LLC, et al., Case No. 16-11242 (BLS)
(Jointly Administered)Objection Deadline: January 27, 2017 at 4:00 p.m.Hearing Date: February 27, 2017 at 10:00 a.m.
SECOND QUARTERLY APPLICATION FOR COIbiP~NSATIONAND REIMBURSEMENT OF EXPENSES OF
PACHULSKI STANG ZIE~-IL &JONES LLP, AS CO-COUNSELFOR THE DEBTORS AND DEBTORS IN POSSESSION, FOR
THE PERIOD FROi~T AUGUST 1, 2016 THROUGI3 OCTOBER 31, 2016
Pursuant to sections 330 and 331 of Title 11 of the United States Code (the
"Bankruptcy Code"), Rule 2016 of the Federal Rules of Bankruptcy Procedure (collectively, the
"Bankruptcy Rules"), and the Court's "Order Establishing Procedures for Interim Compensation
and Reimbursement of Expenses of Professionals," signed on or about July 8, 2016 (the
"Administrative Order"), Pachulski Stang Ziehl &Jones LLP ("PSZ&J" or the "Firm"), co-
counsel for the Debtors and Debtors in Possession ("Debtors"), hereby submits its Second
Quarterly Application for Compensation and for Reimbursement of Expenses for the Period from
August 1, 2016 through October 31, 2016 (the "Application").
By this Application PS7_.&J seeks an interim allowance of compensation in the
amount of $149,239.50 and actual and necessary expenses in the amount of $4,766.82 for a total
' ̀ I~he Debtors, together with the last foul• digits of each Debtor's tax identification number, are: Phoenix BrandsLLC, (4609), Phoenix Brands Parent LLC, (8729), Phoenix North LLC, (no EW), Phoenix Brands Canada ULC (aNova Scotia Company), Phoenix Brands Canada La~mdry LLC (no EIN), ar~d Phoenix RIT LLC, (5]49). Theaddress of each of the Debtors is 1 Land~roarl< Square, Suite l 8l 0, Stamford, CT 06901, except Phoenix BrandsCanada ULC, which is Box 50, l First Canadian Place, Toronto, Ontario, Canada MSX IB8.
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Case 16-11242-BLS Doc 690 Filed 01/06/17 Page 5 of 11
allowance of $154,006.32, and payment of the unpaid amount of such fees and expenses, for the
period August 1, 2016 through October 31, 2016 (the "Interim Period"). In support of this
Application, PSZ&J respectfully represents as follows:
Background
1. On May 19, 2016, Debtors commenced their cases by filing voluntary
petitions for relief under chapter 11 of the Bankruptcy Code. The Debtors continue in possession
of their properties and continue to operate and manage their businesses as debtors in possession
pursuant to sections 1107(a) and 1108 of the Bankruptcy Code. No trustee or examiner has been
appointed in any of the Debtors' chapter 11 cases.
2. The Court has jurisdiction over this matter pursuant to 28 U.S.C. §§ 157
and 1334. This is a core proceeding pursuant to 28 U.S.C. § 157(b)(2).
3. On or about July 8, 2016, the Court signed the Administrative Order,
authorizing certain professionals ("Professionals") to submit monthly applications for interim
compensation and reimbursement for expenses, pursuant to the procedures specified therein.
The Administrative Order provides, among other things, that a Professional may submit monthly
fee applications. If no objections are made within twenty-one (21) days after service of the
monthly fee application the Debtors are authorized to pay the Professional eighty percent (80%)
of the requested fees and one hundred percent (100%) of the requested expenses. Beginning
with the period ending July 31, 2016, and at three-month intervals or such other intervals
convenient to the Court, each of the Professionals may file and serve an interim fee application
_ \
__ _~._ __DOCS' DE:210486.1 70989/001 ___ ,__ 2
Case 16-11242-BLS Doc 690 Filed 01/06/17 Page 6 of 11
for allowance of the amounts sought in its monthly fee applications for that period. All fees and
expenses paid are on an interim basis until final allowance by the Court.
4. The retention of PSZ&J, as co-counsel for the Debtors, was approved
effective as of May 19, 2016 by this Court's "Order Pursuant to Section 327(a) of the
Bankruptcy Code, Rule 2014 of the Federal Rules of Bankruptcy Procedure and Local Rule
2014-1 Authorizing the Employment and Retention of Pachulski Stang Ziehl &Jones LLP as
Co-Counsel for the Debtors and Debtors in Possession Nunc PNo Tunc to the Petition Date,"
signed on or about June 15, 2016 (the "Retention Order"). The Retention Order authorized
PSZ&J to be compensated on an hourly basis and to be reimbursed for actual and necessary out-
of-pocket expenses.
PSZ&J's APPLICATION FOR COMPENSATION ANDFOR REIMBURSEIVIENT OF EXPENSES
Compensation Paid and Its Source
5. The Monthly Tee Applications for the periods August 1, 2016 through
October 31, 2016 of PSZ&J have been filed and served pursuant to the Administrative Order.
6. On November 15, 2016, PSZ&J filed its Fourth Monthly Application of
Pachulski Stang Ziehl &Jones LLP for Compensation and for Reimbursement of Expenses as
Co-counsel for the Debtors and Debtors in Possession for the Period from August 1, 2016
through August 31, 2016 ("Fourth Monthly Fee Application") requesting $76,799.00 in fees and
$3,113.46 in expenses. PSZ&J has not received any payment of fees or expenses requested in
the Fourth Monthly Application. A true and correct copy of the Fourth Monthly Fee Application
is attached hereto as Exhibit A.
DOGS DE210486.170787/001 3
Case 16-11242-BLS Doc 690 Filed 01/06/17 Page 7 of 11
7. On November 30, 2016, PSZ&J filed its Fifth Monthly Application of
Pachulski Stang Ziehl &Jones LLP for Compensation and for Reimbursement of Expenses as
Co-counsel for the Debtors and Debtors in Possession for the Period from September 1, 2016
through September 30, 2016 ("Fifth Monthly Fee Application") requesting $41,370.00 in fees
and $744.90 in expenses. PSZ&J has not received any payment of fees or expenses requested in
the Fifth Monthly Application. A true and correct copy of the Fifth Monthly Fee Application is
attached hereto as Exhibit B.
8. On January 5, 2017, PSZ&J filed its Sixth Monthly Application of
Pachulski Stang Ziehl &Jones LLP for Compensation and for Reimbursement of Expenses as
Co-counsel for the Debtors and Debtors in Possession for the Period from October 1, 2016
through October 31, 2016 ("Sixth Monthly Fee Application") requesting $31,070.50 in fees and
$908.46 in expenses. The Sixth Monthly Fee Application is pending. A true and correct copy of
the Sixth Monthly Fee Application is attached hereto as Exhibit C.
9. The Monthly Fee Applications covered by this Application contain
detailed daily time logs describing the actual azid necessary services provided by PSZ&J during
the Interim Period as well as other detailed information required to be included in fee
applications.
Requested Relief
10. By this Application, PSZ&J requests that the Court approve payment of
one-hundred percent (100%) of the fees and expenses incurred by PSZ&J during the Interim
Period of August 1, 2016 through October 31, 2016.
DOCS DE210486.1 70787/001 4
Case 16-11242-BLS Doc 690 Filed 01/06/17 Page 8 of 11
11. At all relevant dines, PSZ&J has been a disinterested person as that term is
defined in § 101(14) of the Bankruptcy Code and has not represented or held an interest adverse
to the interest of the Debtors.
12. All services for which PSZ&J requests compensation were performed for
or on behalf of the Debtors.
13. PSZ&J has received no payment and no promises for payment from any
source other than from the Debtors for services rendered or to be rendered in any capacity
whatsoever in connection with the matters covered by this Application. There is no agreement or
understanding between PSZ&J and any other person other than the partners of PSZ&J for the
sharing of compensation to be received for services rendered in this case. PSZ&J has received
payments from the Debtors during the year prior to the Petition Date in the amount of
$96,868.00, including the Debtors' aggregate filing fees for these cases, in connection with the
preparation of initial documents and its prepetition representation of the Debtors. Upon final
reconciliation of the amount actually expended prepetition, any balance remaining from the
prepetition payments to the Firm was credited to the Debtors and utilized as PSZ&J's retainer to
apply to postpetition fees and expenses pursuant to the compensation procedures approved by
this Court in accordance with the Bankruptcy Code.
14. The professional services and related expenses for which PSZ&J requests
interim allowance of compensation and reimbursement of expenses were rendered and incurred
in connection with this case in the discharge of PSZ&J's professional responsibilities as
attorneys for the Debtors in these chapter 11 cases. PSZ&J's services have been necessary and
DOCS D~210486.1 70787/001
Case 16-11242-BLS Doc 690 Filed 01/06/17 Page 9 of 11
beneficial to the Debtors and their estates and to any committee, creditors and other parties in
interest.
15. In accordance with the factors enumerated in section 330 of the
Bankruptcy Code, it is respectfully submitted that the amount requested by PSZ&J is fair and
reasonable given. (a) the complexity of the case, (b) the time expended, (c) the nature and extent
of the services rendered, (d) the value of such services, and (e) the costs of comparable services
other than in a case under the Bankruptcy Code. Moreover, PSZ&J has reviewed the
requirements of Del. Bankr. LR 2016-2 and the Administrative Order and believes that this
Application complies with such Rule and Order.
WHEREFORE, PSZ&J respectfully requests that the Court enter an order, in the
form attached hereto, providing that an interim allowance be made to PSZ&J for the period from
August 1, 2016 through October 31, 2016 in the sum of $149,239.50, as compensation for
necessary professional services rendered, and the suin of $4,766.82, for reimbursement of actual
necessary costs and expenses, for a total of $154,006.32; that the Debtors be authorized and
directed to pay to PSZ&J the outstanding amount of such sums; and for such other and further
relief as may be just and proper.
Dated: January ~ , 2017 P~~,~I~~JLSKI S NG ZIEHL &JONES LLP~~
,aura D`~ 's Jones (DE Bar~NNo. 2436)Joseph M. Mulvihill (DE Bar No. 6061)919 N. Market Street, 17th FloorWilmington, DE 19801Telephone: (302) 652-4100Facsimile: (302) 652-4400
Co-counsel for the Debtors and Debtors in Possession
DOGS DE210486.1 70787/001 6
Case 16-11242-BLS Doc 690 Filed 01/06/17 Page 10 of 11
VERIFICATION
STATE OF DELAWARE
COUNTY OF NEW CASTLE
Laura Davis Jones, after being duly sworn according to law, deposes and says:
a) I am a partner with the applicant law firm Pachulski Stang Ziehl &Jones
LLP, and have been admitted to appear before this Court.
b) I am familiar with the work performed on behalf of the Debtors by the
lawyers and paraprofessionals of PSZ&J.
c) I have reviewed the foregoing Application and the facts set forth therein
are true and correct to the best of my knowledge, information and belie£ Moreover, I have
reviewed Del. Bankr. LR 2016-2 and the Administrative Order signed on or about July 8, 2016,
and submit that the Application substantially complies with such Rule and Order.
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DOCS DE210486.1 70787/001
Case 16-11242-BLS Doc 690 Filed 01/06/17 Page 11 of 11
IN THE UNITED STATES BANKRUPTCY COURTFOR THE DISTRICT OF DELAWARE
In re:
PHOENIX BRANDS LLC, et al.,l
Chapter 11
Case No. 16-11242 (BLS)(Jointly Administered)
Debtors.
Objection Deadline: January 27, 2017 at 4:00 p.m.Hearing Date: February 27, 2017 at 10:00 a.m.
NOTICE OF FILING OF FEE APPLICATION
PLEASE TAKE NOTICE that Pachulski Stang Ziehl &Jones LLP ("PSZ&J"), as
co-counsel for the above captioned debtors and debtors in possession (collectively, the
"Debtors"), in the above-captioned cases, has filed their Second Qua~~terly Application fog
Compensation and Reimbus•sement of Expenses of Pachulski Stang Ziehl &Jones LLP, as Co-
Counsel for the Debtors and Debtors in Possession, fog^ the Period from Augzsst 1, 2016 through
OctobeN 31, 2016 (the "Application") seeking fees in the amount of $149,239.50 and
reimbursement of actual and necessary expenses in the amount of $4,766.82 for the period from
August 1, 2016 through October 31, 2016.
PLEASE TAKE FURTHER NOTICE that any objection or response to the
Application must be made in writing and be filed with the United States Bankruptcy Court for
the District of Delaware (the "Bankruptcy"), 824 N. Market Street, 3rd Floor, Wilmington,
Delaware 19801, on or before January 27, 2017 at 4:00 p.m. prevailing pastern Time.
' ̀The Debtors, together with the last four digits of each Debtor's tax identification number, are: Phoenix Brands
LLC, (4609), Phoenix Brands Parent LLC, (8729), Phoenix North LLC, (no EIN), Phoenix Brands Canada ULC (a
Nova Scotia Company), Phoenix Brands Canada Laundry LLC (no ElN), and Phoenix RIT LLC, (5149). The
address of each of the Debtors is 1 Landmar]< Square, Suite 1810, Stamford, CT 06901, except Phoenix Brands
Canada ULC, which is Box 50, 1 r'irst Canadian Place, Toronto, Ontario, Canada MSX 1 B8.
noes nr_:zos~~n.s ~o~s~ioo~
Case 16-11242-BLS Doc 690-1 Filed 01/06/17 Page 1 of 3
At the same time, you must also serve a copy of the objection or response, if any,
upon the following: (i) the Debtors: Phoenix Brands LLC, et al., 1 Landmark Square #18,
Stamford, CT 06901 (Attn: Bill Littlefield); (ii) counsel to the Debtors: (a) Morrison Cohen
LLP, 909 Third Avenue, New York, NY 10022 (Attu: Joseph T. Moldovan and Robert K.
Dakis) and (b) Pachulski Stang Ziehl &Jones LLP, 919 N. Market Street, 17th Floor, P.O. Box
8705, Wilmington, DE 19899-8705 (Attn: Laura Davis Jones and Joseph M. Mulvihill); (iii) the
Office of the United States Trustee for the District of Delaware, 844 King Street, Suite 2207,
Lockbox 35, Wilmington, DE 19801 (Attn: Hannah McCollum); (iv) agent for the Debtor's
senior credit facility: (a) Madison Capital Funding, 30 S. Wacker Drive, Suite 3700, Chicago, IL
60606 (Attn: James Powell and Kevin Bolash) and (b) agent's counsel: (1) Goldberg Kohn Ltd.,
55 E. Monroe, Suite 3300, Chicago, IL 60603 (Attn: Dimitri Karcazes and Zach Garrett) and (2)
Wilmington, DE 19899-1347 (Attn: Robert Dehney and Curtis Miller); (v) holder of the
Debtor's senior debt and of the Debtors' subordinated debt: Fifth Street Asset Management Inc.,
777 W. Putnam Avenue, 3rd Floor, Greenwich, CT 06830 (Attn: Brian Finkelstein, Michael
Shannon, and Irene Chen); and (vi) counsel to the Official Committee of Unsecured Creditors:
(a) Saul Ewing LLP, One Riverfront Plaza, 1037 Raymond Boulevard, Suite 1520, Newark, NJ
07102-5426 (Attn: Sharon L. Levine and Dipesh Patel) and (b) Saul Ewing LLP, 1201 N. Market
Street, Suite 2300, P.O. Box 1266, Wilmington, DE 19899 (Attn: Mark Minuti and Lucian B.
Murley).
IF YOU FAIL TO RESPOND OR OBJECT IN ACCORDANCE WITH THIS
NOTICE, "THE COURT MAY GRANT THE RELIEF REQUEST~ll IN THE APPLICATION
WITHOUT FURTHER NOTICE OR HARING.
2DOCS DE:208914.8 70787/OOl
Case 16-11242-BLS Doc 690-1 Filed 01/06/17 Page 2 of 3
A HEARING ON THE APPLICATION WILL B~ HELD BEFORE THE
HONORABLE BRENDAN L. SHANNON, CHIEF UNITED STATES BANKRUPTCY
COURT JUDGE, AT THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT
OF DELAWARE, 824 MARKET STREET, 6TH FLOOR, COURTROOM NO. 1,
WILMINGTON, DELAWARE 19801 ON FEBRUARY 27, 2017 AT 10:00 A.M.
PREVAILING EASTERN TIME.
Dated: January 6, 2017 PACH~-~I~~~I~G ZIEHL &JONES LLP
~~
Laura I)av' ones~E Bar No.-2436)Joseph .Mulvihill (DE Bar No. 6061)919 N. Market Street, 17th FloorWilmington, DE 19801Telephone: (302) 652-4100Facsimile: (302) 652-4400Email: lj ones@pszj law.com
j mulvihill @p szj law. com
-and-
MORRISON COHEN LLPJoseph T. Moldovan (admitted p~~o hac vzce)Robert K. Dakis (admitted pro hac vice)909 Third AvenueNew York, NY 10022Telephone: (212) 735-8600Facsimile: (212) 735-8708Email: [email protected]
rdakis@morn soncohen. com
Counsel to the DebtoJ~s and Debto~~s in Possession
3DOCS Dr208914.5 70787/001
Case 16-11242-BLS Doc 690-1 Filed 01/06/17 Page 3 of 3
EXHIBIT A
Case 16-11242-BLS Doc 690-2 Filed 01/06/17 Page 1 of 46
Case 16-11242-BLS Doc 537 Filed 11/15/16 Page 1 of 16
IN THE UNITED STATES BANKRUPTCY COURT
FOR TI-I~ llISTRICT Or DELAWARE
In re:
P~IOENIX BRANDS LLC, et al,,l
C~iapter 11
Case No. 16-11242 (BLS)
Debtors. (Jointly Administe~~ed)Objection Deadline: llecember 6, 2016 at 4:00 p.m.Hearing Date: Scheduled oily if Necessary
FOURT'I~ N[ONT~~~,Y AYYLICATION FOR COM~CNSATYONAND REIMI3U12SEMENT OF EXPENSES OF
PACI-~ULSKI STANG ZIEHL &JONES LLP, AS CO-COUNSELF4R T~-IE DE~3TORS AND DEBTORS IN POSS~SSIDN, FQR
TIIE PERIOD FROM AUGUST 1, 2016 THROUGI-~ AUGUST 3l, 2016
Name of Applicant: Pachulski Stang Ziehl &Jones LLP
Authorized to Provide Professional Services Debtors and Debtors in Possessionto:
Nunc Pro Tunc to May 19, 2016 by order signedDate of Retention: June 15, 2016
Period for which Compexasation acid August 1, 2016 through August 31, 2016 a
Reimbursement is Sought:Amount of Compensation Sought as Actual, ~~6,799.00Reasonable and Necessary:Amount of expense Reimbursement Sought ~ 3,113.46as Actual, Reasonable and Necessary:
This is a: x monthly interim final application.
The total tune expended for• fee application preparation is approximately 3.0 hours
and the corresponding compensation requested is approximately $1,000.00.
~ Tl~e Debtors, together with the last iaur digits of each Debtor's tax identification number, are: Phoenix Brands
LL.C, (4609), Phoenix Brands Parent LLC, (8729), ~'hoenix North LLC, (no EIN), Phoenix Brands Canada ULC (a
Nova Scotia Company), Phoenix Brands Canada Laund~•y LLC {no EIN), and Phoenix RTT Z.,T.,C, (5149). The
address of each of the Debtors is 1 Landmark Squal•e, Suite 1810, Stamford, CT 06901, except Phoenix Brands
Canada ULC, which is .Box S0, 1 First Canadian Place, Toronto, Ontario, Canada MSX 1134.
2 The applicant rese~•ves the right to include any time expended in the time period indicated above in future
applications) if it is not included hei•eit1.
ROCS DE:21.0437.2 70787/001
Case 16-11242-BLS Doc 690-2 Filed 01/06/17 Page 2 of 46
Case 16-11242-BLS Doc 537 Filed 11/15/16 Page 2 of 16
Karim K. Yee Paralega12000 $ 325.00 12.00. $ 3,900.00
Cheryl A. Knotts Paralegal 2000 $ 305.00 1.00 $ 305.00
Andrea k. Paul Case Management Assistant 2041 $ 250.00 4.60 $ 1,150.00
Charles J. Bouzoukis Case Ma~~agement Assistant 2001 $ 250.00 4.10 $ 1,025.00
Karen S. Neil Case Management Assistant 2003 $ 250.00 5.40 $ 1,350.00
Beatrice M. Koveleski Case Management Assistant 2009 $ 250.00 2.00 $ 500.00
Grand Total: ~76,799.Q0Total ]C~aurs: 133.90Blended Rate: $ 573.55
26, The nature of worl~ performed by these persons is fully set fo~~th in Exhibit
A attached hereto. These are PSZ&J's normal hourly rates for work of this chazacter. The
reasonable value of the services rendered by PSZ&J fot• the Debtors during the Interim Period is
$76,799.00.
27. In accordance with the factors enumerated in section 330 ofthe
Bankruptcy Code, it is respectfully submitted that the amount requested by PSZ&J is fair and
reasonable given (a) the complexity of the case, (b} the time expended, (c) the nature and extent
of the services rendered, (d) the value of such services, and (e) the costs of comparable services
other than in a case under the Bankruptcy Code. Moreover, PSZ&J has reviewed the
requirements of Del. Ba~11cr. LR 2016-2 and the Administrative Order and believes that this
Application complies with such Rule and. Order.
WHEREFORE, PSZ&J respactf'ully requests that, for the period August 1, 2016
through August 31, 2016, an interim allowance be made to PSZ&J for compensation in the
amount of $76,799.00 and actual and necessary expenses in the amount of $3,113.46 for a total
DOCS DE210437.2 707A7/001 1 1
Case 16-11242-BLS Doc 690-2 Filed 01/06/17 Page 15 of 46
Case 16-11242-BLS Doc 537 Filed 11/15/16 Page 15 of 16
allowance of $79,912.46 and payment of $61,439.20 (80% of tlae allowed fees} and
reimbursement of $3,113.46 (100% of the allowed expenses) be authorized for a total payment of
$64,SS2.66, and for such other and further relief as this Court may deem just and proper.
Dated: November (~, 2016 PACHULSKI STANG ZIEHL &JONES LLP
~ ~ .IrT~.~ ~ e` ill'"~ % ..,/
1~aura D~~x~~~~ones (DE Bar No. 2436)Joseph M. Mulvihill (DE Ba~~ Na. 6061)919 N. Market Street, 17th rlaorWilmington, DE 19801Telephone: (302) 652-4100Facsimile: (302) 652-4400Email: l~ones(c~pszi law.com
j mulvihi lip szj law. corn
Co-counsel for the Debtors and Debtors in Possession
DOCS ll~210~37.2 70787/001 12
Case 16-11242-BLS Doc 690-2 Filed 01/06/17 Page 16 of 46
Case 16-11242-BLS Doc 537 Filed 11/15/16 Page 16 of 16
VERIFICATION
STA`I"F OF DELAWARE
COUNTY Or NSW CASTLE
Laura Davis 3on~s, after being duly sworn according to law, deposes and says:
a) I am a partner with the applicant law firm Pachulski Stang Ziehl &Jones
LLP, and have been admitted to appear before this Court.
b} I am familiar with the work performed on behalf of the Debtors by the
lawyers and paraprofessionals of PSZ&J.
c} I have reviewed the foregoing Application and the facts set forth therein
are true and correct to the best of my knowledge, information and belief. Moreover, T have
reviewed Del. Bankr, LR 2016-2 and the Administrative Order sigzaed on or about July 8, 2016,
and submit that the Application substantially complies with such Rule and Order.
Laura Davis Jones
SWORN AND SUBSCRIBED~-before me this ~S day o C , 2016.
otary ~P ~~?:i,, IVf~~ (a~r~i:ssion Expires:
~H,~R~'~. A. KNOTTSNC3~~(~Y F'UgLlC
STA~~ t~F a~'L..A1/U~1f~~~'~Y ~Qr~mission ~xgires May 5, 2013
DOCS D1::210437J 70787/001
Case 16-11242-BLS Doc 690-2 Filed 01/06/17 Page 17 of 46
Case 16-11242-BLS Doc 537-2 Filed 11/15/16 Page 1 of 29
EXHIBIT A
Case 16-11242-BLS Doc 690-2 Filed 01/06/17 Page 18 of 46
Case 16-11242-BLS Doc 537-2 Filed 11/15/16 Page 2 of 29
Pacli~~is~~i Stang Ziehl &Janes LLP919 North Market Street
17th FloorWilmington, DE 19801
August 31, 2016
Peter Furman Invoice 114754
Chief Restructu~•ii~g Officer Client 70787Hun.terPoint LLC; tvlatter 00001.641 Lexington Ave., I St}Z f loon, New York, NY 10022
LDJRB: Debtor Representation
STATEMENT Off' PR~F~SSIONAL SERVICES R~NDER~.D THROUGH 08/3l/2016
FEES $76,799.00
EXPENSES $3,113.46
TOTAL CURRENT CHARGES X79,912.46
I3ALANC~ FORWARD X277,024.28
TOTAL BALANCE DUE $356,936.74
Case 16-11242-BLS Doc 690-2 Filed 01/06/17 Page 19 of 46
Case 16-11242-BLS Doc 537-2 Filed 11/15/16 Page 3 of 29
KSN Neil, Karen. S. Case Man. Asst. 250.00 5~~~ $1,350,00
LDJ Joaies, Laura Davis Partner 1050.00 3720 $39,060.00
TPC Cair~ls, Timothy P. Law Clerk 325.00 13.20 $4,290.00
WLR Ramseyar, William L. Counsel 675.00 8.10 $5,467.50
].33.90 $76,799:00
Suinznary of Expenses
Descri tp ion Amount
Case 16-11242-BLS Doc 690-2 Filed 01/06/17 Page 20 of 46
Case 16-11242-BLS Doc 537-2 Filed 11/15/16 Page 4 of 29
Pachulski Stang Zie]il &Jones LLP Page: 3
Phoenix Brands LLC Invoice 114754
70787 00001 August 31, 2016
Summary of E~eYises
Description Amount
Delivery/Courier Service $292.50
LexislNexis- Legal Resea►•ch [E $1,859.11
Pacer• - Coui•t Research $253.60
Reproduction Expense [E101] $317.50
Reproduction/ Scan Copy $298.60
Transcript [E116] $92.15
$3,113.46
Case 16-11242-BLS Doc 690-2 Filed 01/06/17 Page 21 of 46
Case 16-11242-BLS Doc 537-2 Filed 11/15/16 Page 5 of 29
Pachulski Stang Ziehl &Jones LLP
Phoenix Brands LLC
70787 00001
Page: 4
Invoice 1X4754
August 31, 2016
hours Rate Amount
Asset Disposition [5130]
08/01/2016 J,DJ AD Correspondence with Robert Dakis regarding 0.20 1050.00 $210.00settlement deposit
08/01/2016 LDJ AD Attention to sale closing pending tasks, issues 2.00 1050.00 $2,100.00
08/02/2016 LDJ AD 'Telephone conference with Joe Moldovan, Robez•t 0.30 1050.00 $315.00Dakis regarding closing issues, motion to file,motion to shor•teil
08/03/2016 ICKy AU Prepa~•e for fili3i~ and service revised disclosure 0.20 325.00 $65.00schedules to Nalcoma APA
08/03/2016 I{I{y AD ~mai] to claims agent re service of revised 0.10 325.00 $32.50disclosure schedules to Nakoma APA
08/03/2016 LDJ AD 'Teleph.one conference with clients, professionals 0.70 1050.00 $735.00regarding closings
08/05/2016 I.,DJ AD Correspondence with Joe Mulvihill regarding sale 0.20 1050.00 $210,00closing issues
08/05/2016 LDJ AD Telephone conference with clients and professionals 0.60 J 050.00 $630.00regarding closing issues
08/05/2016 LDJ AD Telephone conference with co-counsel regarding 0,50 1050.00 $525.00closing issues
08/05/2016 LDJ AD Continued attention to closing issues, pending tasks 1.50 1050.00 $1,575.00
08/22/2016 X{I{y CPO Draft certification of counsel re lst fee app of Osler 0.20 325.00 $65.00Hoskin for 5/19/].6 through 6/30/16
08/22/2016 I<ICY CPO File (.l) and prepare for filing and service (.2) 0.30 325.00 $97.50supplement to 1st fee app of Osler Hoskin forS/19/16 through 6/30/16
08/22/2016 KI~Y CPO Email to claims agent re service of supplement to 1st 0,10 325.00 $32,50fee app of Osler Hoskin for 5/19/16 through 6/30/16
08/22/ZOl.6 ICKY CPO Draft certification of no objection re 1st fee app of 0.2d 325.00 $65.00Morrison Coheri for 5/19/16 tluough 6/30/16
08/18/2016 KKY EC Pr•eparc service list t•e 36S(d)(4) extension motion 0,60 325.00 $195.00
08/l 8/2016 KKY EC File (.1) and prepare for filing (.2) certification of 0.30 325,00 $97.50counsel. re order approving transition services agentwith XPO Logistics
08/18/2016 ICI{y EC Email to claims agent re service of certification of0.10 325.00 $32.50counsel re order ap}~roving transition services agentwith. XPO Logistics
08/18/2016 JMM rC Attention to service of 365 motion on lease 0.90 425.00 $382,50coui~terpar~ties,
08/22/2016 DC 70787.00001 Digital Legal Charges for QS-22-16 44.00
08/22/2016 RE (12 @0.10 PBR PG) 1.20
08/22/2016 RE (6 @0.10 PER PG) 0.60
08/22/2016 R~ (3 @0.10 PER PG) 0.30
08/22/2016 RE (10 @0.10 PER PG) 1.00
08/22/2016 RE (4 @0.10 PER PG) 0.40
08/22/2016 RE (9 @0.10 PER PG) 0.90
Case 16-11242-BLS Doc 690-2 Filed 01/06/17 Page 43 of 46
Case 16-11242-BLS Doc 537-2 Filed 11/15/16 Page 27 of 29
Pachulski Sta~Ig Ziehl &Jones LLP
Phoenix Brands LLC
70787 00001
08/23/2016 RE
08/23/2016 RE
08/23/2016 R~
08/23/2016 RE
08/23/2016 R~
08/23/2016 RE
08/23/2016 RE
08/23/2016 RE
08/23/2016 RE
08/23/2016 R~
08/23/2016 RE
08/23/2016 lZT'2
08/23/2016 R~2
08/23/2016 RE2
08/24/201 b RE
08/24/2016 RE
08/24/2016 RE
(8 @0.10 PER T'G)
(6 @0.10 PER PG)
(2 @0,10 PL1Z PG)
(2 @0.10 PER PG)
( 24 @0,10 PGR PG)
(2 @0.10 PER PG)
(1 @0.10 PER PG)
(l @0.10 PE.R PG)
(3 @0.1.0 PER PG)
(8 @0.10 PER PG)
{ 2 @0.1 d PER PG)
SCAN/COPY (3 @0,10 PER PG)
SCAN/COPY (6 @0.10 PER PG)
SCAN/COPY (3 @0.10 PER PG)
(3 @0.1 Q PEK PG)
(2 @0.10 PER PG)
(3 @0.10 PBR PG}
08/24/2016 RE
08/24/201.6 RF
08/24/2016 RE
(2 @0.10 PBR PG)
(2 @0, X 0 PER .PG)
( 42 @0.10 PT'R PG)
Page: 26
Invoice 114754
August 31, 2016
0.80
0.60
0.20
0.20
2.40
0.20
0.10
0.10
0.30
0.80
0.20
0.30
0.60
0.30
0.30
0.20
0.30
0.20
0.20
4.20
08/24/2016 RE2 SCAN/COPY (7 @0.10 PER PG) 0.70
Case 16-11242-BLS Doc 690-2 Filed 01/06/17 Page 44 of 46
Case 16-11242-BLS Doc 537-2 Filed 11/15/16 Page 28 of 29
Pachulski Stang Ziehl &Jones LLP
Phoenix B~•ands LLC
7078'7 OOOOI
08/24/2016 RE2
08/24/2016 RE2
08124/201.6 RE2
08/24/2016 RE2
08/24/2016 RE2
08/25/2016 RE
08/25/2016 R~
08/25/2016 R~
08/25/2016 RE
08/25/2016 RE
08/25/2016 RE
08/25/2016 RE2
08/25/2016 RE2
08/25/2016 RE2
08/26/2016 RE
08/26/2016 RE
08/26/2016 RE
SCAN/COPY (7 @0.10 PER PG)
SCAN/COPY (51 @0.10 PER PG)
SCAN/COPY (7 @0.1.0 I?~R PG)
SCAN/COPY (7 @0.10 PER PG)
SCAN/COPY (34 @0.10 PER PG)
( 12 @0.10 PER PG)
(2 @Q.10 PER PG)
( 17 @O.10 PAR PG)
( 17 @0.10 PER PG)
( 12 @0.10 PER PG)
(2 @0.10 PER PG)
SCAN/CONY { 3& @0.10 PER PG)
SCAN/COPY (36 @0.10 PER PG)
SCAN/COPY (36 @0.10 PER PG)
(2 @0.10 PER PG)
(4 @0.14 PER PG)
(b6 @0.10 PAR PG)
08/26/2016 RE (6 @0,10 PER PG)
08/26/2016 RE (8 @0.101'S~R I'G)
08/26/2016 RE (8 @0.10 PER PG)
Page: 27
Invoice 114754
August 31, 2016
0.70
5.10
0.70
0.70
3.40
1.20
0.20
1.70
1.70
1,20
0.20
3.80
3.60
3.60
0.20
0.40
6.60
'! .1
0.80
0.80
08/26/2016 RE (8 @0.10 PLR PG) 0.80
Case 16-11242-BLS Doc 690-2 Filed 01/06/17 Page 45 of 46
Case 16-11242-BLS Doc 537-2 Filed 11/15/16 Page 29 of 29
Pachulski Stang Ziehl &Jones LLP
Phoenix Brands LLC
70787 00001
08/26/2016 RE
08/26/20 ].6 RE2
08/26/2016 RE2
08/26/2016 R~2
08/26/2016 RE2
08/29/20] 6 IZE
08/29/2016 RE2
08/30/2016 RT'
68/30/2016 RE
08/30/201b RE
08/30/2016 RE2
08/31/2016 PAC
08/31/2016 R~
08/31/2016 RE
08/31/2016 RE2
08/31/2016 RE2
08/31/2016 RE2
(8 @0,10 PER I'G)
SCAN/COPY (19 @0.10 PER PG)
scaNicoPY ~ 22 @o.lo ~~~i ~~)
SCAN/COPY (20 @0.10 PER PG)
SCAN/COPY (S @0.10 I'ER PG}
(2 @0.10 I~ER PG)
SCAN/COPY (264 @0.10 PER PG)
Reproduction Expense. [E101] 14 pages, WLR
Reproduction Expense. [8101] 79 pages, WLR
(4 @0.10 PER PG)
SCAN/COPY (4 ~0. ].0 PI;R PG)
Pacer -Count Research
( 14 @0. ] 0 PER PG)
(7 @0.10 PER PG)
SCAN/COPY (48 @0.10 PER PG)
SCAN/COPY (7 @0,10 I'ER PG)
SCAN/COPY (5X0.10 PER I'G)
Page: 28
Invoice 114754
August 31, 2016
0.80
1.90
2.20
2.00
0.50
0,20
26.40
1.40
7.90
0.40
0.40
253.b4
1.40
0.70
x.80
0.70
0.50
Total Expenses for this Matter $3,113.46
Case 16-11242-BLS Doc 690-2 Filed 01/06/17 Page 46 of 46
.. ~ II 1~
Case 16-11242-BLS Doc 690-3 Filed 01/06/17 Page 1 of 45
Case 16-11242-BLS Doc 588 Filed 11/30/16 Page 1 of 16
IN THE UNITED STATES BANKRUPTCY COURT
F'OR THE DISTRICT OF DELAWARE
Chapter 11
PHOENIX BRANDS LLC, et al., Case Nn. 16-11242 (BLS)
(Jointly Administered)Objection Deadline: December 21, 2016 at 4:00 p.m.Hearing Date: Scheduled only if Necessary
FIFTH 11~ONTHI,Y APPLICATION FOR COMPENSATIONAND REIMBURSEMENT OF EXPENSES 4F
PACHULSKI STANG ZIEHL &JONES LLP, AS CO-CC}UNSELFOR THE DEBTORS AND DEBTORS IN POSSESSION, FAR
T IE PERIOD F~Ol~~ SEPTEMBER 1, 201b THROUGH SEPTEn'IBER 30, 2016
Name of Applicant: Pachulslci Stang Ziehl &Jones LLP
Authorized to Provide Professional Services Debtors and Debtors in Possessionto:
Nunc ~~^o Tunc to May 19, 2016 by order signedDate of Retention: June I5, 2016
Period for which Compensation and September 1, 2016 through September 30, 2016 zReimbursement is Sought:Amount of Compensation Sought as Actual, $q.1,370.00Reasonable and Necessary:Amount of Expense Reimbursement Sought ~ X44.90as Actual, Reasonable and Necessary:
This is a: x monthly interim final application.
The total time expended far fee application preparation is approximately 2.0 hours
and the corresponding compensation requested is approximately $800.00.
~ The Debtors, together with the last four digits of each Debtor's tax identification number, are: Phoenix Brands
LLC, (4609), Phoenix Brands Parent LLC, (8729), Phoenix North LLC, (no EIN), Phoenix Brands Canada ULC (a
Nova Scotia Company), Phoenix Brands Canada Laundry LLC (no EIN), and Phoenix RIT LLC, (5149). The
address of each of the Debtors is 1 Landmark Square, Suite 1810, Stamford, CT 06901, except Phoenix .B~•ands
Canada ULC, which is Box 50, 1 First Canadian. I?lace, Toronto, Ontaj•io, Canada MSX 1138.
z The applicant reserves the right to include any time expended in the time period indicated above in future
applications) if it is not included herein.
DOCS DF.,:210857.1 70787/001
Case 16-11242-BLS Doc 690-3 Filed 01/06/17 Page 2 of 45
Case 16-11242-BLS Doc 588 Filed 11/30/16 Page 2 of 16
Laura Davis es (DE Bar 9Vo. 2436)Joseph Mulvihill (DE Bar No. 6061)919 N. Market Street, 17th floorWilmington, DE 19801Telephone: (302) 652-4100Facsimile: (302) 652-4400Email: ljones a~szilaw.com
j inulvihill (a~pszj law. com
Co-counsel for the Debtors and Debtors in Possession
Rocs vL:a~oas~.~ ~o~svoo~ 12
Case 16-11242-BLS Doc 690-3 Filed 01/06/17 Page 16 of 45
Case 16-11242-BLS Doc 588 Filed 11/30/16 Page 16 of 16
VERIFICATION
STATE Or DELAWARE
COUNTY OP NEVI CASTLE
Laura Davis Janes, after being duly sworn according to law, deposes and says:
a) I am a partner with the applicant law firm Pachulski Stang Ziehl &Jones
LLP, and have been admitted to appear before this Caurt.
b) I am familiar with the woric performed on behalf of the Debtors by the
lawyers and paraprofessionals of PSZ&J.
c) I have reviewed the foregoing Application and the facts set forth therein
are true and correct to the best of my knowledge, i~aformation and belief Moreover, I have
reviewed Del. Banlcr. LR 2016-2 and the Administrative Order signed on or about July 8, 2016,
and submit that the Application substantially complies with such Rule and Order.
Davis Jones
SWOR,I~i~ND~SUBS~ RIB~Db~ m this Ada of , 2016.
\~~~~\ 11 l I I ! 11 /~~
pry Public ~̀~,~,F, GOM M ~SS~•F'A
Commission expires:, • -~ ° . ~.o ~ EXPIRES ~
SEPT.16.2018 a,G ~~' ,`
~~~i~TF~OF p~~-P~P~~~
~~~~llll 1 {I t~1\~~~
DOCS DE:210857.1 70787/001
Case 16-11242-BLS Doc 690-3 Filed 01/06/17 Page 17 of 45
Case 16-11242-BLS Doc 588-2 Filed 11/30/16 Page 1 of 28
EXHIBIT A
Case 16-11242-BLS Doc 690-3 Filed 01/06/17 Page 18 of 45
Case 16-11242-BLS Doc 588-2 Filed 11/30/16 Page 2 of 28
Pachulski Sta~ig Ziehl &Jones LLP919 North. Market Street
17th FloorWilmington, DE 19801
September 30, 2016
Peter Furman Invoice 114943
Chief Restructuring Officer Client 70787HunterPoint LLC Matter 00001641 Lexington Ave„ 15th Floor, New York, NY 10022
LDJRL: Debtor Rept~esentation
STAT~M~NT OF PROFESSIONAL SERVICES REND~R~D THROUGH 09/30/2016
FEES $41,370.00
EXPENSES $~~4•~p
TOTAL CURRENT CHARGES $42,114.90
BALANCE FOR'~'VARD $356,936.74
TOTAL BALANCE DUB $399,051.64
Case 16-11242-BLS Doc 690-3 Filed 01/06/17 Page 19 of 45
Case 16-11242-BLS Doc 588-2 Filed 11/30/16 Page 3 of 28
Pachulslci Stang Ziehl &Jones T.,LP Page; 2
Phoenix Brands LI,C Invoice 114943
70787 00001 September• 30, 2016
Summa~~y of Services b~Task Code
Task Code Description Hours Amount
BL Bankruptcy Litigation [L430] 16.60 $10,275.00
CA Case Administration [8110] 17.50 $4,757.50
CO Claims Admin/Objections[B310] 1.90 $1,215.00
CP Compensation Prof. [B160] 6.80 $4,064.00
CPO Comp, of Prof./Others 20,50 $10,181.00
~B Employee Benefit/Pension-B220 1.30 $825.00
EC Executory Contracts jB185] 1.60 $1,037.00
FF Financial Filings [B110] 3.00 $1,610,00
PN Financing [B230] 0.20 $159.00
PD Plan &Disclosure Stmt. [B320] 8.10 $6,762.50
RP Retention of Prof, [B 160] 0.50 $162.50
RPO Ret. of Pro£/Other 0.70 $321.50
78.70 $41,370.00
Summary of Services by Professional
ID Name Title Rate Hom~s Amount
ARP Pau], Andrea R. Case Man. Asst. 250.00 3.00 $750.00
BMI< I~oveleski, Beatrice M. Case Man. Asst. 250.00 Z•g~ $450.00
CAIN Knolls, Cheryl A. Paralegal 305.00 1.80 $549.00
CJB Bouzoukis, Charles J. Case Man. Asst. 250.00 6.40 $1,600.00
JEO O'Neill, Janes E. Farmer 795.00 9 80 $7,791.00
JMM Mulvihill, Joseph M. Associate 425.00 11.80 $5,015.00
KKY Yee, Karina K. Paralegal. 325.04 21.60 $7,020.00
KSN Neil, I{aren S. Case Man. Asst. 250.00 3.50 $875.00
LDJ Jones, Laura Davis Partnej• 1050.00 14.10 $14,805.00
SJTC I{ahn, Steven 1, Counsel 875.00 0.10 $87.50
SLP Pitman, L. Sheryle Case Man. Asst. 250.00 0.10 $25.00
TPC Cairns, Timothy P. Law Clerk 325.00 220 $715.00
WLR Ramseyer, William L. Counsel 6'75.00 2.50 $1,687.50
78.70 $41,370.00
Case 16-11242-BLS Doc 690-3 Filed 01/06/17 Page 20 of 45
Case 16-11242-BLS Doc 588-2 Filed 11/30/16 Page 4 of 28
Pachulski Stang Ziel~l &Jones I,LP
Phoenix Brands LLC
70787 00001
Summary of Expenses
Description
Delivery/Courier Service
Page: 3
Invoice 114943
September 30, 2016
Amount
$19.50
Pacer -Court Research
Reproduction Expense [8101
Reproduction/ Scan Copy
$158.30
$345.OQ
$222.10
$744.90
Case 16-11242-BLS Doc 690-3 Filed 01/06/17 Page 21 of 45
Case 16-11242-BLS Doc 588-2 Filed 11/30/16 Page 5 of 28
Pachulski Stang Ziehl &Jones LLP
P3~oenix Brands LLC
70787 OOQO1
Bankruptcy Litigation [L430]
09/02/2016 KI{y BL Draft (.1), ale (.1), and prepare for ding (.1)cei•ti~cation of rio objection re removal extensionmotion
09/02/2016 KI{y BL Email to claims agent re service of certification ofno objection re removal extension motion
09/02/2016 KKY ~~ Review and revise 9/8/16 agenda
09/02/2016 LDJ ~L Correspondence with Joseph M. Mulvihill regardingpending; CNOs
09/02/2016 LDJ BL Review and reuse motion to approve stipulation
09/02/2016 CJB BL Prepare hearing binde~•s for hearing on 9/8/16.
09/02/2016 JMM BL Co~mespondence with chambers re: October hearingdate.
09/02/2016 JMM BI, Attention to ding of CNOs for removal motion and365 extension.
09/02/2016 JMM B~ Attention to CNO for• motion to seal for filing.
09/02/2016 JMM ~~ Coordinating service of filings with Claims agent.
09/02/2016 LDJ BL Correspondence with Joseph M. Mulvihill regardingomnibus hearing schedule
09/06/20]6 KKY BL Email to claims agent re service of [signed] removalextension order•
09/06/2016 KKY BL Correspond with Joseph M. Mulvihill re 9/8/l6agenda
09/30/2016 }3MK CA Prepared daily memo naimative and coordinated 4.20 250.00 $50.00client distribution,
17.50 X4,757.50
Case 16-11242-BLS Doc 690-3 Filed 01/06/17 Page 25 of 45
Case 16-11242-BLS Doc 588-2 Filed 11/30/16 Page 9 of 28
Pachulski Stang Ziehl &Jones T,LP
Phoenix Brands LI,C
70787 00001
Page. 8
Invoice 114943
September 30, 2016
I-lours Rate Amount
Claims Admin/Objections[B310]
09/01./2016 LDJ L~ Review cointnittee cort•espondence to Court 0.10 1050.00 $105.00regarding stipulation to toll bar• date
09/01/2016 LDJ CO Correspondence with I.,uke Murley regarding bar 0.10 1050.00 $105.00date stipulation
09/O1/20I6 JMM CO mails with Jennifer Castillo re: bar date stipulation. 0.10 425.00 $42.50
Q9/02/2016 KKY CO Prepare for ding and service amended stipulation to 0.20 325.00 $65.00toll bar date (for cet•Caui parties)
09/02/2016 LDJ ~O Correspondence with Joe Moldovan, Robert Dakis 0.20 l OSO.Od $210.00regarding stipulation to toll bar date; employeeprogram motion, order
09/02/2016 LDJ CO Correspondence with Joseph M. Mulvihill (multiple 0.30 1050.00 $315.00emails) regarding stipulation to toll bar date
09/02/2016 JMM CO Attention to stipulation to toll bar date, fl.80 425.00 $340.00
09/06/2016 KKY GO Email to claims agent r•e service of [signed] order 0.10 325,00 $32.50approving stipulation to toll bar date (for certainparties)
1.90 X1,215.00
Compensation Prof. (B160]
09/01/2016 LAIC ~p Revise June fee application 0.40 305.00 $122.00
09/01/2016 KKY CP Prepare for filing and service 2nd fee app of PSZ&J 0.30 325.00 $97.50for 6/1/16 through 6/30/16
09/Q 1/2016 LDJ CP Correspondence with Cheryl A. Knotts re~ardirig 0.20 1050.00 $210.00quarterly £ee application
09/01/2016 LDJ Cl' Review and finalize June 2016 fee application notice 0.10 1050.00 $105.00
09/09/2016 KKY CPO Draft (.2), ale (.1) and prepare for filing and service 0.50 325.00 $162.50(.2) notice of ding of exhibit to 2nd fee app ofMorrison Cohen for July 2016
09/09/2016 KKY CPO Email. to claims agent re service of notice of ding of 0.10 325.00 $32.50exhibit to 2nd fee app of Morrison Cohen fax• July2016
09/09/2016 JEO CPO Review status of First Monthly Application of 0.20 795.00 $159.00Morrison Cohen I,LP and sign CNO re same.
09/l2/20J6 KKY CPO File (.1) and prepa~•e for filing and service (.3) 1st 0.40 325.00 $I30.00quarter3y fee app of Houlihan for S/19/16 through7/3 U16
09/12/2016 KKy CPO File (.1) and prepare for filing and service (.4) 1st 0.50 325,00. $162.50quarterly fee app of Osler for 5/19/I6 through7/31/16
09/12/2016 T~KY CPO Email to claims agent re service of 1st quarterly fee 0.10 325.00 $32.50app of Houlihan for 5/19/16 through 7/31/Ib
Case 16-11242-BLS Doc 690-3 Filed 01/06/17 Page 27 of 45
Case 16-11242-BLS Doc 588-2 Filed 11/30/16 Page 11 of 28
Pachulski Stang Zie1~l & Jones LLP
Phoenix Brands LLC
70787 00001
Page: 10
Invoice 114943
September 30, 2016
Hours Rate Amount
09/12/2016 I{I{y CPO email to claims agent re service of 1st quarterly fee 0.10 325.00 $32.50app of Osler for 5/19/16 through 7/31/16
09/30/2016 ICKY CPO Draft (.2) and prepare for ding and service (.2} 0.40 325.00 $130.00notice of filing of exhibit to 3rd fee app of MorrisonCohen for August 2016
09/30/2016 JMM CPO Attention to ding of exhibit to MC fee application. 0.50 425.00 $212.50
20.50 $10,181.00
Case 16-11242-BLS Doc 690-3 Filed 01/06/17 Page 29 of 45
Case 16-11242-BLS Doc 588-2 Filed 11/30/16 Page 13 of 28
Pachulski Stang Ziehl &Jones LLI' Page: 12
Phoenix Brands LLC Invoice 114943
70787 00001 September 30, 2016
Hours Kate Amount
Employee Benefit/Pension-B220
09/01/2016 LDJ ~"-~ Telephone conference with Haimah McCullom, 0.30 1050.00 $315.00Robert Dakis regarding employee program motion
09/02/2016 KI{y EB Draft (.1), file (.1), and prepare for filing (.1) 0.30 325.00 $97.50ce~~ti~cation of no objection re under seal motion reexhibits to employee motion
09/02/2016 ICKY EB ~tnail to claims agent re service of certification of 0.10 325.00 $32.50no objection re under seal motion re exhibits toemployee motion
09/06/2016 LDJ ~B Corresponde~~ce with Roberrt Dakis regarding 0.20 1050.00 $210.00employee program order
l .30 $825.00
Executory Contracts [8185]
09/02/2016 KI<Y EC Draft (,l), ale {.1), and prepare for• ding (.1) 0.30 325.00 $97.50certification of no objection re 365(4)(4) extensionmotion
Q9/02/2016 KICY EC email to claims agent re service of certification of 0.10 325.00 $32.50no objection re 365(4)(4) extension motion
09/06/2016 KKY EC Email to claims agent re service of [signed] 0.10 325.00 $32.50365(4)(4) extension order
09/12/2016 J~O ~C Review cert of counsel re Motion for an Order 0.30 795.00 $238.50Compelling the Debtors to Assume or RejectExecutory Contract .
09/12/2016 JEO ~C email with co-counsel and call with co-counsel re 0.20 795.00 $159.00Motion for an Order Compelling the Debtors toAssume or Reject ~:xecutoty Contract.
09/12/2016 JEO EC Email with Kathy Millet• re Motion for an Order 0.20 795.00 $159.00Compelling the Debtors to Assume or RejectExecutory Contract,
09/1 2120 1 6 JEO EC Review filed cent of counsel on Motion for an Order• 0.20 795.00 $159,00Compelling the Debtors to /assume ar RejectExecutory Contract.
09/13/2016 JEO EC Review entered order on motion to compel and 0.20 795.00 $159.00email ca-counsel re saute.
Case 16-11242-BLS Doc 690-3 Filed 01/06/17 Page 31 of 45
Case 16-11242-BLS Doc 588-2 Filed 11/30/16 Page 15 of 28
Pachulski Stang Ziehl &Jones LLP
Phoenix Brands LI,C
70787 00001.
09/22/2016 LDJ ~'D
09/29/2016 LDJ PD
objection,
Review plan issues
Review committee objection to exclusivity
Page: 14
Invoice 114943
September 30, 2016
Hours Rate
2.2~ 1050.00
0.30 1050.00
$.10
Retention of Prof. [B160]
09/12/2016 Tl'C RP Investigate HP role iv cases for PSZ&J disclosure. 0.50
0.50
Rat. of k'rof./Other
09/06/2016 TCKY RPO
09/06/2016 KI{y RPO
09/lb/2016 I{I{y RPO
09/16/2016 JEO RPO
Email to claims agent re service of [signed] of~derapproving employment motion
Email to claims agent re service of [signed] orderapproving udder seal motion re exhibits toemployment motion
Prepare for ding a~ld service 2nd supplementaldeclaration of Houlihan in support of Houlihant•etention app
Review and finalize Supplemental Declaration(Second) of Ryan Sandahl in Support of Debtors'Application Pursuant to Sections 328(a) and 1103 ofthe Bankruptcy Code, Bankruptcy Rules 2014 and5002 and Loca] Bankruptcy Rule 2014-1 for anOrder Aixthorizing Them to Retain and EmployHoulihan T~okey Capital, Inc. as Investment Banker•.
TOTAL SERVICES FOR THIS MATTER:
325.00
O.iO 325.00
0.10 325.00
0.30 325.00
Q•24 795.00
0.70
Amount
$2,310.00
$315.00
$6,762.50
$162.50
$1 G2.50
$32.50
$32.50
$97.50
$159.00
$321.50
$41,370.00
Case 16-11242-BLS Doc 690-3 Filed 01/06/17 Page 32 of 45
Case 16-11242-BLS Doc 588-2 Filed 11/30/16 Page 16 of ~8
Pachulski Stang Ziehl &Jones 1,I,I'
Phoenix Brands LLC
70787 00001
Page: 15
Invoice 114943
September 30, 2016
Expenses
09/01%2016 RE
09/01/2016 RE
09/01/2016 RE
09/01/2016 RE
09/O1/201b RE
09/0 l /2016 R~
09/0 ] /2016 R~
09/01 /2016 RE
09/01 /2016 RE
09/01/2016 RE
09/O1/2U16 RE
09/01/2016 R~
09/01 /2016 RE
09/01 /2016 RE
09/01/2016 RE
09/01/2016 R~
( 12 @0.10 PAR PG)
(48 @0.10 PAR T'G)
( 10 @0.10 PER PG)
(2 @4.10 PAR PG)
( 68 @0.10 PER PG}
(4 @0.10 PAR PG)
( 24 @0.10 PER PG)
( 14 @0.10 PER PG)
(2 @0.70 PER PG)
(2 @0.10 PAR PG)
(30 @0.10 PER PG)
( 32 @0.10 PER PG)
(2 @0.10 PER PG)
( 12 @0.10 PER .PG)
(2 @0.10 PER I'G)
(2 @0.10 PER PG)
1.20
4.80
i .00
0.20
6.80
0.40
2.40
1.40
0.20
0.20
3.00
3.20
0.20
1.20
0.20
0.20
09/01/2016 RE
09/01/2016 RE
09/01 /2016 R~
(2 @0.10 PER PG}
( 10 @0.10 PER PG)
1.20
0.2Q
1.00
X9/01/2016 RE (6 @0;10 PER PG) 0.60
Case 16-11242-BLS Doc 690-3 Filed 01/06/17 Page 33 of 45
Case 16-11242-BLS Doc 588-2 Filed 11/30/16 Page 17 of 28
Pachulski Stang Ziehl &Jones LLP
Phoenix Brands LLC
70787 00001
09/O l /2016 RE
09/01/2016 RE
09/01/2016 RE
09/01/2016 RE
09/01/2016 RE
09/Ol/2016 RE
09/01 /2016 RE.
09/01/2016 RB
09/O1/201b RE
09101 /2016 RE
09/01/2016 R~
09/01/2016 RE
09/01/2016 R~
09/dl/2016 RE
09/01 /20 ] 6 RE
09/01/2016 RB
09/01/2016 RE
(2 @0.1.0 PEIZ PG)
(4 @0.10 PAR PG)
( 134 @0.1 U PAR PG)
( 22 @0.10 PER PG)
( 118 @0.10 PAR PG)
( 80 @Q.10 PER PG)
(8 @0.10 PT'R PG)
(2 @0.10 PAR PG)
( 24 @0.10 PER PG)
(2 @0.14 PER PG)
( 14 @0.10 PBK PG)
{ 26 @O.l 0 PFR PG)
( 18 @0.10 PER PG)
(2 cr 0.10 PER PG}
(4 @0.1 d PER PG)
{ 2 @0.10 PEK PG)
09/01/2016 RE2
09/01 /2016 RE2
09/01 /20 ] 6 RE2
SCAN/COPY (16 @0.10 PER PG)
SCAN/COPY (2 @0.10 PER PG)
SCAN/COPY (3 @0.10 PER T'G)
Page: 16
Invoice 114943
September 30, 2016
0.20
0,40
13.40
2.20
11.80
8.00
0.80
o.2a
2.40
0.20
1.40
2.60
1.80
020
0.40
0.20
0.40
1.60
0.20
0.30
Q9/O1/201b RE2 SCAN/COPY (126 @0.10 PER PG} 12.60
Case 16-11242-BLS Doc 690-3 Filed 01/06/17 Page 34 of 45
Case 16-11242-BLS Doc 588-2 Filed 11/30/16 Page 18 of 28
Pachulski Stang Zrehl &Jones LLP Page: 17
Phoenix Brands LLC invoice 114943
70787 00001 September 30, 2016
09/O l /2016 RB2 SCAN/COPY (2 @0.10 PER PG) 0.20
09/01/2016 RE2 SCAN/COPY (59 @0.10 PER PG) 5.90
09/01/2016 RE2 SCAN/COPY (4 @0.10 PBR PG) 0.40
09/01./2016 RE2 SCAN/COPY (48 @0.10 PFR PG) 4.80
09/01 /2016 R~2 SCAN/COPY (40 X0.10 PER PG} 4.00
09/01 /2016 RE2 SCAN/COPY (4 @0. l 0 PER PG) 0.40
09/02/2016 DC 70'7&7.00001 Digital Legal Charges for 09-02-16 6.50
09/02/201 b RE (1 @0. ] 0 PER PG) 0.10
09/02/2016 RE (1 @0.10 PER PG) 0.10
09/02/2016 IZ~ (2 @0.10 PER PG) 0.20
09/02/2016 R~ (6 @0.10 PER PG) 0.60
09/02/2016 R~ (6 @0.10 PER PG) 0.60
09/02/2016 RE (6 @0.10 PER PG) 0.60
09/02/2016 RE (6 @0.10 PER PG} 0.60
09/02/2016 RE (8 @0.10 PER PG) 0.80
09/02/2016 RE (34 X0.10 PER PG) 3.40
09/02/2016 RE (76 ~0.101'FR PG) 7.60
09/02/2016 RE (94 @0.10 PER PG) 9.40
09/02/2016 RE (278 @0.10 PER PG) 27.80
09/02/2016 RE2 SCAN/COPY (6 @0.10 PER PG) 0.60
09/02/2016 RE2 SCAN/COPY (2 @0.1.0 PAR PG) 0.20
Case 16-11242-BLS Doc 690-3 Filed 01/06/17 Page 35 of 45
Case 16-11242-BLS Doc 588-2 Filed 11%30/16 Page 19 of 28
Pachulski Stang Zieh] &Jones LLP
Phoenix Brands LLC
'70787 00001
09/02/2016 RE2
09/02/2016 RE2
09/02/2016 RE2
09/02/201 b It~2
09/02/2016 RE2
09/02/201 h RE2
09/02/2016 RE2
09/02/2016 RE2
09/02/2016 RE2
09/02/2016 RE2
09/03/2016 RE
09/03/2016 RE
09/06/2016 RE
09/06/2016 R~
09/06/2016 RE
09/06/2016 R~
09/06/2016 RE
09/06/201 G RE
09/06/2016 RB
09/06/201.6 RE
SCAN/COPY (6 @0.10 PER PG)
SCAN/COPY (17 @0.10 PER PG)
SCAN/COPY (1 @0.10 PER PG)
SCAN/COPY (17 @0.10 PER PG)
SCAN/COPY (47 @0.10 PER PG)
SCAN/COPY (6 @0:10 PER PG)
SCAN/COPY (47 @0.10 PER PG}
SCAN/COPY { 2 @0.10 PER PG)
SCAN/COPY (2 @0,10 PAR PG)
SCAN/COPY (23 @0.10 PAR PG)
Reproduction Expense. [E102] 27 pages, WLR
Reproduction Expense. [E 101 ] 18 pages, WLR
(1 @0.10 PER PG)
(1 @0.10 PER PG)
(2 @0.10 PAR I'G)
(2 ~r 0.10 PER PG)
(2 @0.10 PER PG)
{ 2 @0.10 PER PG)
(6 @0.10 PBR PG)
{ 14 @O.1Q PBR PG}
Page. 18
Invoice 114943
September 30, 201.6
0.60
1.70
a10
1.70
4.70
0.60
4.70
0.20
0.20
2.3 0
2.70
1.80
0.10
0.10
0.20
0.20
0.20
0.20
1 .1
1.40
09/06/2016 RE (16 @0.10 PER PG) 1,60
Case 16-11242-BLS Doc 690-3 Filed 01/06/17 Page 36 of 45
Case 16-11242-BLS Doc 588-2 Filed 11/30/16 Page 20 of 28
Pachulski Stang Ziehl &Jones T,LP
Phoenix Brands LLC
70787 00001
09/06/2016 RE
09/06/2016 RE
09/06/2Q 16 RE2
09/06/2016 RE2
09/06/2016 RE2
09/06/2016 RE2
09/08/2016 RE
09/09/2016 RT'
09/09/2016 R~
09/09/2016 RE
09/09/2016 R~
09/09/2016 RE
09/09/2016 RE
09/09/2016 RE
09/09/2016 RE
09/09/201.6 RE
09/09/2016 RE2
( 16 @0.10 PAR PG)
( 36 @0.10 PAR PG)
SCAN/COPY (3 @0.10 PER PG)
SCAN/COPY (6 @0.10 PER PG)
SCAN/COPY (12 @0.10 PER PG)
SCAN/COPY (30 @0.10 PER PG)
( 82 @0.10 PER PG)
(1 @0.10 PER PG)
(1 @0.10 PER PG)
(2 @0.10 PER PG)
(3 @0.10 PER PG)
(4 @0.10 PBR PG}
(4 @0.10 PAR PG)
(4 @0.10 PER PG)
( 17 @0.10 PER PG}
{ 46 @0.10 PER PG)
SCAN/COPY (16 @0.10 PER PG)
09!09/2016 RE2 SCAN/COPY (7 @0.10 1'ER PG)
09/09/2016 R~2 SCAN/COPY (3 @0.10 PER PG)
09/09/2016 R~2 SCAN/COPY (43 @0.10 PER PG)
Page: 19
Invoice ] 1~t943
Septembea~ 30, 2016
1.60
3.60
0.30
0.60
1.20
3,00
8.20
0.10
0.10
O,ZQ
0.30
0.40
0.40
0.40
1.'70
4.60
1.60
0.70
0.30
4.30
09/09/2016 RE2 SCAN/COPY (29 @0,10 PAR PG) 2,94
Case 16-11242-BLS Doc 690-3 Filed 01/06/17 Page 37 of 45
Case 16-11242-BLS Doc 588-2 Filed 11/30/16 page 21 of 28
PACHULSKI STANG ZIEHL &.TONES LLP, AS CO-COUNSELFOR THE DEBTORS AND DEBTORS IN POSSESSION, FAR
THE PE~OD FROM OCTOBER 1, 2016 THROUGI3 OCTOBER 31, 2016
Name of Applicant: Pachulski Stang Ziel~l &Jones LLP
fluthorizad to Provide Professional ServicesDebtors and Debtors in Possession
to:
Date of Retention:Nune Pro Tunc to May 19, 2016 by order signedJune 1 S, 2016
Period for which Compensation andOctober 1, 2016 through October 31, 2016
2Reimbursement is Sought:Amount oCCompensation Sought as Actual,
$31,070.50Reasonable and Necessary:Amount of Expense Reimbursement Sought
~ 908.46as Actual, Reasonable and Necessary:
This is a: x monthly interim final application.
The total time expended for fee application preparation is approximately 2.0 hours
a~ad the corresponding compensation requested is approximately $800.00.
' The Debtors, together with the last four digits of each Debtor's tax identification number•, are: Phoenix BrandsLLC, (4609), phoenix Bra~~ds Parent LI,C, (8729}, Phoenix North LLC, (no EIN), Phoenix Brands Canada UI,C (aNova Scotia Company), Phoenix Brands Canada Laundry LLC (no EIN), and Phoenix RIT LLC, (5149}. Theaddress of each of the Debtors is 1 I,andmarlc Square, Suite 1810, Stamford, CT 06901, except Phoenix BrandsCanada ULC, which is Box 50, 1 rirst Canadian Place, Toronto, Ontario, Canada M5X 188.2 The applicant reserves tl~e right to include any time expended in the. time period indicated above in futureapplications) if it is not included herein.
ROCS D~:211080.2 '10787/001
Case 16-11242-BLS Doc 690-4 Filed 01/06/17 Page 2 of 35
Case 16-11242-BLS Doc 682 Filed 01/05/17 Page 2 of 15
Laura Davis Jones Partner 2000; Joined Firm 2000; $1,050.00 9.30 $9,765.00Member of D~ Bar since 1986
Andrew W. Caine Partner 1989; Member of CA Bar $ 950.00 0.40 $ 380.00 ~since 1983 ''
William L. Ramseyer Of Counsel 1989; Member of CA $ 675.00 3.70 $2,497.50Sar since 1980
Toseph M. Mulvihill Associate 2015; Member• of DE $ 425.00 23.20 $9,860.00Bar since 2014; Mez~ber of PABar since 2015
Timothy P. Cairns Law Clerk 2016 $ 325.00 4.30 $1,397.50
Karma K. Yee Paralega12000 $ 325.00 14.20 $4,615.00
Cheryl A. Knotts Paralega12000 $ 305.00 0.10 $ 30.50
Sheryle L. Pitman Case Ivla~la~ement assistant 2001 $ 250.00 0.40 $ 100.00
Andrea R. Paul Case Management Assistant 2001 $ 250.00 2.70 $ 675.00
Chax•les J. Bouzoulcis Case Management Assistant 2001 $ 250.00 2.00 $ 500.00Karen S. Neil Case Ma~lagement Assista~lt 2003 $ 250.00 3.40 $ 850.00Beatrice M. Koveleslci Case Management Assistant 2009 $ 250.00 1.60 $ 400.00
Grand Total: $31,0'[email protected] Fours: 65.34Blended Rate: $ 475.81
ROCS DB:21 ].080.2 70787/001
Case 16-11242-BLS Doc 690-4 Filed 01/06/17 Page 3 of 35
Case 16-11.242-BLS Doc 682 Filed 01/05/17 Page 3 of 15
~e~i~e ~atr~~~ ~~rvic~ ~`~~t~~~.~rif a 1.ic~~~~ ..
' Trst~lE~ €~r~s~,~
Conference_ Call ~ AT&T Conference Call $ 6.21Delivery/Courier Service Digital Legal $ 79.95Legal Research Lexis/Nexis $324.00Count Research Pacer $252.20Reproduction Expense $ 95.30Reproduction/ Scan Copy $150.80
PSZ&J may use one or more service providers. The service providers identified herein below are the prirnalyservice providers for the categories described.
DOCS DI~21 1080.2 70787/001 3
Case 16-11242-BLS Doc 690-4 Filed 01/06/17 Page 4 of 35
Case 16-11242-BLS Doc 682 Filed 01/05/17 Page 4 of 15
IN THE UNITED STATES .BANKRUPTCY COURT
I'OR THE DISTRICT OF DELAWARE
In re:
I'HO~NIX BRANDS LLC, et al.,'
Debtors.
Chapter 11
Case No. 16-11242 (BLS)
J (Jointly Administered)abjection Deadline: January 26, 2017 at 4:00 p.m.Hearing Date: Scheduled only if Necessary
SIXTH MONTHLY APPLICATION FOR COMPENSATIONAND R~IMBUIZS~MENT OF EXPENSES OF
PACHULSKT STANG ZIEI3L &JONES LLP, AS CO-COUNSELFOR THE DEBTORS AND I?EBTORS ~N POSSESSION, F4R
THE PERIOD FROM OCTOBER 1, 2016 THRQUGI-I OCTOBER 31, 2016
Pursuant to sections 330 and 331 of Title 11 of the United States Code (the
"I3anlcruptcy Code"), Rule 2016 of the Federal Rules of Banlc~uptcy Procedure (collectively, the
`Banl~ruptcy Rules"), and the Court's "Order ~stablzshing Procedures for Interim Compensation
and Reimbursement of Expenses of Professionals," signed on or about July 8, 2016 (the
"Administrative Order"), Pachulski Stang Z,iehl &Jones LLP ("PSZ&J" or the "Firm"), co-
counsel for the Debtors and Debtors in Possession ("Debtors"), hereby submits its Sixth Monthly
Application fox• Compensation and for Reimbursement of Expenses for the Period from October
1, 2016 through October 31, 2016 {the "Application").
~ The Debtors, together• with the last four digits of each Debtor°s tax identification number, are: Phoenix Brands
LLC, (4609), Phoenix Brands Parent LLC, (8729), Phoenix North LLC, (no ITN), Phoenix Brands Canada ULC (a
Nova Scotia Company), Phoenix Brands Canada Laundt•y LI~C (no SIN), and Phoenix RIT LLC, (5149}. Theaddress of each of the Debtors is 1 Landmark Square, Suite 1810, Stamford, CT 06901, except Phoenix Brands
Canada UT.,C, which is Box 50, 1 First Canadian Place, Toronto, Ontario, Canada M5X 188.
DOCS D~;211080.2 70787/001
Case 16-11242-BLS Doc 690-4 Filed 01/06/17 Page 5 of 35
Case 16-11242-BLS Doc 682 Filed 01/05/17 Page 5 of 15
By this Application PSZ&J seeks a monthly interim allowance of compensation
in the amount of $31,070.50 and actual and necessary expenses in the amount of $908.46 far a
total allowance of $31,978.96 and payment of $24,856.40 (80% ofthe allowed fees) and
reimbursement of $908.6 (100% of tlae allowed expenses) for a total payment of $2S,'164.86 for
the period October 1, 2016 tluough October 31, 2016 (the "Interim Period"). Ix~ support of this
Application, PSZ&J respectfully represents as follows:
B~ck~i•aund
On May 19, 2016, Debtors commenced their cases by filing voluntary
petitions for relief under chapter 11 of the Bankruptcy Code. The Debtors continue in possession
of their properties and conti~~ue to operate and manage their businesses as debtors in possession
pursuant to sections 110'7(a) and 1108 of the Bankruptcy Code. No trustee or examiner has been
appointed in any of the Debtors' chapter 11 cases.
2. The Court has jurisdiction over this matter pursuant to 28 U.S.C. §§ 157
and 133A. This is a core proceeding pursuant to 28 U.S.C. § 1S7(b)(2).
3. On or about July 8, 2016, the Court signed the Administrative Order,
autho~•izing certain professionals ("Professionals"} to submit monthly applicatiofls for interim
compensation and reimbursement for expenses, pursuant to the procedures specified therein.
The Administrative Order• provides, among other things, that a Professional may submit monthly
fee applications. If no objections at•e made within twenty-one (21) days after service of the
monthly fee application the Debtors are authorized to pay the Professional eighty percent (80%)
of the requested fees and one hundred percent (100%) of the requested expenses. Beginning
rocs nc:a>>oso.a~o~a~ioo~ 2
Case 16-11242-BLS Doc 690-4 Filed 01/06/17 Page 6 of 35
Case 16-11242-BLS Doc 682 Filed 01/05/17 Page 6 of 15
with the period ending July 31, 2016, and at three-month intervals or such other intervals
convenient to the Court, each of the Professionals may file and serve an interim fee application
for allowance of the ainaunts sought in its monthly fee applications for that period. All fees and.
expenses paid are on an interim basis until final allowance by the Court.
4. 'I'IZe retention of PSZ&J, as co-counsel for the Debtors, was approved
effective as of May 19, 2016 by this Court's "Order Pursuant to Section 327(a) of the
Bankruptcy Code, Rule 2014 of the Fede~•al Rules of Baz~lcruptcy Procedure and Local Rule
2014-1 Authorizing the employment and Retention of Pachulski Stang Liehl &Jones LLP as
Co-Counsel for the Debtors and Debtors in Possession Nunc PNo Tunc to the Petition Date,"
signed on or about June 15, 2016 (the "Retention Order"). The Retention Order authorized
PSZ&J to be compensated on an hourly basis and to be reimbursed for actual and necessary out-
of pocket expenses.
PSZ&3's APPLICATION F4K C4IVIPENSATION ANDFOR REIMBURSEMENT OF EXPENSES
Compensation Paid and Its Source
All services for which PS7&J requests compensation were performed fo~~
or on behalf of the Debtors.
6. PSZ&J has received no payment and. no promises for payment from any
source other than from the Debtors for services rendered or to be rendered in any capacity
whatsoever in connection with the matters covered by this Application. There is no agreementi or
understanding between PSL&J and any other person other than the partners of PSZ&J for the
sharing of compensation to be received for services rendered in this case. PSZ&J has received
vocs vLzi ioso.z ~o~s~ioor 3
Case 16-11242-BLS Doc 690-4 Filed 01/06/17 Page 7 of 35
Case 16-11242-BLS Doc 682 Filed 01/05/17 Page 7 of 15
payments from the Debto~•s during the year prior to the Petition Date i~a the amount of
$96,868.00, including the Debtors' aggregate filing fees for these cases, in connection with the
preparation of initial documents and its prepetition representation of the Debtors. Upon final
reconciliation of'the amount actually expended prepetition, any balance remaining from the
prepetition payments to the rirzn was credited to the Debtors and utilized as }?SL&J's retainer to
apply to postpetition fees and expenses pursuant to the compensation procedures approved by
this Court in accordance with the Bankruptcy Code.
Fee Statemejits
7. The fee statements for the Interim Period are attached hereto as Exhibit A.
These statements contain daily time logs describing the time spent by each attorney and
paraprofessional during the Interim Period. To the best of PSZ&J's knowledge, this Application
complies with sections 330 and 331 of the Bankruptcy Code, the Bankruptcy Rules and. the
Administrative Order. PSZ&J's time reports are initially handwritten by the attorney or
paralegal performing the described services. The time reports are organized on a daily basis.
PSZ&J is particularly sensitive to issues of "lumping" and, unless time was spent in one time
frame on a variety of different matters for a particular client, separate tinge entries are set forth in
the time reports. 1'SZ&J's charges for its professional services are based upon the time, natux•e,
extent az~d value of such services and the cost of comparable services other than in a case under
the Bankruptcy Code. ~'SZ&J has reduced its charges related to any non-workizlg "travel time"
to fifty perce~lt (SO%) of PSZ&J's standard hourly rate. To tihe extent it is feasible, PSZ&1
professionals attempt to work during tl•avel.
Does Dr:ai ioso.a ~o~a~ioor 4
Case 16-11242-BLS Doc 690-4 Filed 01/06/17 Page 8 of 35
Case 16-1.1242-BLS Doc 682 Filed 01/05/17 Page 8 of 15
Actual and Necessary Expenses
!~ summary of actual and necessary expenses incurred by PSZ&1 for the
Tnte~•im Period is attached hereto as part of exhibit A. PSZ&J customarily_ charges $0.10 per
pale far photocopying expenses related to cases, such as these, arising in Delaware. PSZ&J's
photocopying machines automatically record the number of copies made when the person that is
doing the copying entez•s the client's account number into a device attached to the photocopier.
PSZ&J summarizes each client's photocopying charges on a daily basis.
9, PSZ&J charges $1.00 peg• page for out-doing facsimile transmissions.
Tl~ez•e is no additional eha~•ge for long distance telephone calls on faxes. The charge for outgoing
facsimile transmissions reflects PSZ&J's calculation of the actual costs incurred by PSZ&J for
the machines, supplies and extra labor expenses associated with sending telecopies and is
reasonable in relation to the amount charged by outside vendors who provide similar services.
PSZ&J does not charge the Debtors for the receipt of faxes in these cases.
10. With respect to providers of on-line legal research services (e.g., LEXIS
and WESTLAW), PSZ&J charges the standard usage rates these providers charge for
computerized legal research. PSZ&J bills its clients the actual amounts charged by such
services, with no premium. Any volume discount received by PSZ&J is passed onto the client.
11. PSZ&J believes the foregoing rates are the market Yates that the majority
of law firms charge clients for such services. In addition, PSZ&J believes that such cha~•ges are
in accordance with the American Bar Association's ("ABA") guidelines, as set forth in the
ROCS DE211080.2 70787/001
Case 16-11242-BLS Doc 690-4 Filed 01/06/17 Page 9 of 35
Case 16-11242-BLS Doc 682 Filed 01/05/17 Page 9 of 15
ABA's Statement of Principles, dated January 12, 1995, regarding billing for disbursements and
other charges.
Summai~~ of Services ~2endeY•ecl
12. The names of the partners and associates of PSZ,&J who leave rendered
professional se~~vices in these cases during the Interim. Period, and the paralegals and case
management assistants of PSZ&J who provided services to these attorneys during the Interim
Period, are set forth in the attached Txhibit A.
13. PSZ&J, by and through such persons, has prepared and assisted in the
preparation of various motions and orders submitted to the Court fay consideration, advised the
Debtors on a zegular basis with respect to various matters in connection with the llebtors'
banlc~uptcy cases, and performed all necessary praressional services which are described and
narrated in detail below. PSZ&J's efforts have been extensive due to the size and complexity of
the Debtors' bankruptcy cases.
Summary of Services by Proiect
14. The services rendered by PS%&J during the Interim Period can be grouped
into the categories set forth below. 1'SZ&J attempted to place the services provided in the
category that best relates to such services. However, because certain services may relate to one
or more categories, services pertaining to one category may iza fact be included in another
category. These services performed, by categories, are generally described below, with a more
detailed identification of the actual services provided set forth on the attached Exhibit A. Exhibit
A identifies the attorneys and pat~aprolessionals vvho rer7dered services relating io each category,
vocs »r:a> > oso.a ~o~a~iooi 6
Case 16-11242-BLS Doc 690-4 Filed 01/06/17 Page 10 of 35
Case 16-11242-BLS Doc 682 Filed 01/05/17 Page 10 of 15
along with tlae number• of hours for each individual and tlae total coinpensatioz~ sought far each
catego~•y.
A. Banl~ruptcy Litigation
15. This catego~•y relates to work regarding motions or adversary proceedings
in the Bankruptcy Court. During the Interim Period, the Firm, a~~ong other thins:
(1 }performed work regarding Agenda Notices and Hearing Binders; (2) attended to scheduling
issues; (3) performed work regarding orders; (4) reviewed and analyzed a rnotioi~ to convert;
(5) performed resea~•ch; (6) reviewed and analyzed preferential transfer issues; and (7) conferred
and corresponded regarding bankruptcy litigation issues.
Fees: $10,175.00; Hours: 19.20
B. Case Administration
16. This categoz•y relates to work regarding administration of this case.
During the Interim Period, the Firm, among other things, maintained document control, and
maintained a memorandum of critical dates.
Tees: $3,568.00; I-fours: 13.20
C. Claims Administration and Objections
17. This category relates to work regarding claims administration and claims
objections. During the Interim Period, the Firin, among other things, performed work regaz•ding
di~•ector and officer claim issues.
Fees: $520.00; Hours: 1.00
rocs Dr::a~ ioso.a ~o7a~ioo~ 7
Case 16-11242-BLS Doc 690-4 Filed 01/06/17 Page 11 of 35
Case 16-11242-BLS Doc 682 Filed 01/05/17 Page 11 of 15
D. Compensation of Professionals
18. This category relates to issues regaY•ding compensation of the Firm.
During the Interim Period, the firm, among other things, drafted its August 2016 monthly fee
application.
Tees: $2,707.50; Hours: 3.90
E. Compensation of Professionals--Others
19. This category relates to issues regarding compensation of professionals,
other than the Finn. During the Interim Period, the Firm, among other things: (1) performed
work regarding the I~oulihan Lokey, Oster and Deloitte fee matters; (2) performed work
regarding fee application binders; (3) attended to fee hearing issues; and (4) conferred and
corresponded regarding fee issues.
Fees: $4,967.50; Hours: 11.90
F. Executory Contracts
20. This category relates to work regarding executory contracts and. unexpired
leases of real property. During the Interim Period, the Firm, among other things, performed
research regazdizag a motion to reject leases.
Fees: $2SS.00; Hours: 0.60
G. Financial Filings
21. This category relates to issues regarding compliance with reporting
requirements. During the Interim Period, the Firm, among other things, performed worl~
regaX•ding Monthly Operating Reports and United States Trustee fees.
fees: $847.50; Fours: 1.70
Rocs n~:a~ ~oso.a ~o~s~ioo~ 8
Case 16-11242-BLS Doc 690-4 Filed 01/06/17 Page 12 of 35
Case 16-11242-BLS Doc 682 Filed 01/05/17 Page 12 of 15
H. Ylan and Disclosure Statement
22. This catego~~y relates to issues regarding a Plan of Reorganization ("Plan")
axid Disclosure Statement. Du~~ing the Interim Period, the Firm, amozag other things:
(1) performed research; (2) performed warlc regarding a motion to extend exclusivity;
{3) performed wor1~ regarding a Committee objection to extension of exclusivity and a reply to
such objection; (4) performed work regarding a motion for leave to file late reply; and
(5) corresponded and conferred regarding Ilan issues.
Fees: $7,820.00; Hours: 13.60
Y. Retention of Professionals--Others
23. This category relates to issues regarding the retention of professionals,
other than the Firm. During the Interim Period, the rirm, among other things, performed work
regarding the Houlihan Lokey retention.
tees: $210.00; ~Iours: 0.20
Valuation of Services
24. Attorneys and paraprofessionals of PSZ&J expended a tota165.30 hours in
connection with their representation of the Debtors during the Interim Period, as follows:
William L, Ra~nseyer Of Counsel 1989• Member of C~1 $ 675.00 3.70__
$ 2,497.50Bar since 1980
Joseph NI. Mulvihill Associate 2015; Member of DE $ 425.00 23.20 $ 9,860.00Bar since 2014; Member of PABar since 2015
Timothy P. Cairns Law Cleric 2016 $ 325.00 4.30 $ 1,397.50Karina K. Yee Paralega12000 $ 325.00 14.20 $ 4,615.00Cheryl F+. Knotts Paralega12000 $ 305.00 0.10 $ 30.50Sheryle L. Pitman Case Maaiageinent Assistant 2001 $ 250.00 0.40 $ 100.00Andrea R. Paul Case Management Assistant 2001 $ 254.00 2.70 $ 675.00Charles J, Bouzoulcis Case Management Assista~at 2001 $ 250.00 2.00 $ 500.00Karen S. Neil Case Management Assistant 2003 $ 250.00 3.40 $ 850.00Beatrice M. Koveleski Case Management Assistant 2009 $ 250.00 1.60 $ 400.00
Grand Total: $31,070.50Total ~-Iours: 65.3QBlended Rate: $ 475.81
25. The nature of work performed by these persons is fully set forth in Exhibit
A attached hereto. These are PSZ&J's nozznal hourly rates far work of this character. The
reasonable value of the services x•endered by PSZ&J for the Debtors during; the Interim Period is
$31,070.50.
26. In accordance wi1:h the factors enumerated in section 330 of the
Bankruptcy Code, it is respectfully submitted that the alr~ount requested by PSZ&J is fair and
reasonable liven (a) the complexity of the case, (b) the time expezaded, {c) the nature and extent
of the services rendered, (d) the value of such services, and {e) the costs of comparable services
other than in a case under the Bankruptcy Code. Moreover, PSZ&J has reviewed the
ROCS D1~:211080.2 70787/001 1 ~
Case 16-11242-BLS Doc 690-4 Filed 01/06/17 Page 14 of 35
Case 16-11242-BLS Doc 682 Filed 01/05/17 Page 14 of 15
requirements of Del. Banlcr. LR 2016-2 and the Administrative Order and believes that this
Application complies with such Rule and Order.
WHEI2EFOIZE, PSZ&J respectfully requests that, for the period OctoUex• 1, 2016
through October 31, 2016, an interim allowance be made to PSZ&J for compensation in the
amou~lt of $31,070.50 and actual and. necessary expenses in the amount of $908.46 for a total
allowance of $31,978.96 and payment of $24,856.40 {80% of the allowed fees) and
reimbursement of $908.46 (100% of the allowed expenses) be authorized for a total payment of
$25,764.86, and for such other and further• relief as this Court may deem just and proffer.
Dated: January ,.~, 2017 PACHULSKI STANG 7.,IF,HL &JONES LLP
Laura Dam-~-s:ones (DE Bar No. 2436)Joseph M. IVlulvihill (DE Bat No. 6061)919 N. Market Street, 17th FloorWilmington, DE 19801Telephone: (302) 652-4100Tacsimile: (302) 652-4400Email : li onesn~pszi 1 aw. com
jmulvihill(a~pszilaw.cam
Co~caunsel far the Debtors and Debtors in Possession
ROCS DE:211080,2 70787/001 7 1
Case 16-11242-BLS Doc 690-4 Filed 01/06/17 Page 15 of 35
Case 16-11242-BLS Doc 682 Filed 01/05/17 Page 15 of 15
VERIFICATION
STATE OF DELAWARE
COUNTY OF NEW CASTLE
Laura Davis Jones, after being duly sworn according to law, deposes and says:
a} I ain a partner with the applicant law firm Pachulski Stang Zieh1 &Jones
LLP, and have been admitted to appear before this Court.
h) I am familiar with the work performed on behalf of the Debtors by the
lawyers and paraprofessionals of P~7&J.
c) I have reviewed the foregoing Application and the facts set fo~~th therein
are true and correct to the best of my knowledge, information and belief, iVloreover, I have
reviewed Del. 13anlcr. LR 2016-2 and the Administrative Order signed on or about July 8, 2016,
and submit that the Application substantially complies with such Rule and Order.
~~~~r~
Laura Davis Janes
SWORN AND SUBSCRIBEDbefore me this -~ day of , ~~~ , 2017,
10/20/2016 KKY BL Draft (.2), ale (.l), and prepare for filing and service OSQ 325.00 $162.50(.2) notice of rescheduled hearing from 11/15/16 to11/16/16
] 0/20/2416 KKy BL ,mail to claims agent t•e service of notice of 0.10 325.OQ $32.50resebedul.ed hearing from 11/15/16 to 11/16/16
10/20/2016 LDJ BL Correspondence wrth Joseph M. Mulvihill regarding 0.20 1050.00 $210.0011/15 hearing
10/20/2016 LDJ ~~ Con esponden.ce with Joe Moldovan t•egarding Fifth. 0.20 1050.00 $27.0.00Street negotiataans
10/20/2016 JMM B~ Attention to rescheduled hearing time issues. 0.30 425.00 $127.50
] 0/13/2016 JMM ~'D Call with Dave K re: reply to committee exclusivity 0.20 425.00 $85.00objection.
10/16/2016 LDJ pD Correspondence with Joseph M. Mulvihill regarding 0.20 1050,00 $210.00reply to exclusivity extension
10/] 6/2016 TPC PD Review proposed reply to Committee objection to 1.20 325.00 $390.00extension of exclusivity and provide comments toLaura Davis Jones.
10/17/2016 JMM PD Drafting motion for leave to file late reply. 0.60 425.00 $255.00
10/17/2016 JMM PD Drafting motion to shorten for motion to leave to ale '0.50 425.00 $212,50late reply.
10/17/2016 JMM pD Incorporating MC comXne~ats to motion for• leave to 0.30 425.00 $127.50file a late reply.
10/17/2016 J1VIM PD Piling Reply to UCC Objection to exclusivity 0.30 425.00 $127,50motion.
10/17/2016 JMM 1'D Call with David IC re: filing of late reply. 0.20 425.00 $85.00
] 0/] 7/2016 JM. M 1'D Bmail to Laura Davis Jones re: ding of late reply. 0.10 425.00 $42.50
10/1$/2016 KKY pD Draft (.2), ale (.1), and prepare for ~lin~ and service 0.40 325.00 $130.00(. L) notice re motion. for leave to file reply tocommittee's objection to exclusivity extensionmotion
10/l 8/201.6 T~T<Y PD Email to claims agent re service of notice re motion 0,10 325.00 $32,50for leave Yo file reply to committee's objection toexclusivity extension motion
10/l8/201b LDJ pD Vat~ious emails with MC and committee regarding 0.30 1050.00 $315,00exclusivity extension
10/19/2016 LDJ 1'D Review and comment on stipulation resolving 0.30 1050.00 $315.00exclusivity
10/19/2016 I,DJ pD Review plan issues 1.50 1050.00 $1,575.00
10/19/2016 J.MM ~'D Call. and email with Dave Kozlowski re: exclusivity 0.40 425.00 $170.00hearing.
10/24/201b I{Ky PD Ernail to claims agent re service of [signed] 0.10 325.00 $32.50exclusivity extension order•
1.0/27/2016 LDJ ~'v Review draft plan deck 0.80 1050.00 $840.00
13.60 X7,820.00
Ret. of Yrof./Other•
10/17/20]6 LDJ ~'O Correspondence with Joseph M. Mulvihill regarding 0.20 1050.00 $210.00HL retention.
0.20 $2l 0.00
TOTAL SERVICES FOI2 TI-IIS MATTER: $31,070.50
Case 16-11242-BLS Doc 690-4 Filed 01/06/17 Page 28 of 35
Case 16-11242-BLS Doc 682-2 Filed 01/05/17 Page 13 of 19
Case 16-11242-BLS Doc 690-4 Filed 01/06/17 Page 33 of 35
Case 16-11242-BLS Doc 682-2 Filed 01/05/17 Page 18 of 19
l?achulski Stand Kehl &Jones .I,LP Page: 17Phoenix Brands LLC Invoice 11515170787 00001. October 31, 2016
10/25/2016 RE (6 @0, l 0 PER PG) 0,60
]0/25/2016 RC2 SCAN/COPY (12 @0.10 PER PG) I.20
10/25/2016 RE2 SCAN/COPY (1.24 @0.10 PAR PG) 12.40
10/2S/2016 RE2 SCAN/COPY (123 @0.10 PAR PG) 12.30
10/25/2016 RE2 SCAN/CO.PY (123 @0.10 PER PG) 12.30
10/25/2016 It~2 SCAN/COPY (2 @0.10 PER PG) 0.20
10/26/2016 DC 7078.00001 Digital Legal Charges for 10-26-16 6.50
10/27/2016 CC Confe►•ence Call [105] AT&T Confet•ence Call., I..DJ 6.21
10/27/2016 RE (1 @0.10 PL,R PG) 0.10
1Q127/2016 RE (8 @0.10 NLR PG) 0.80
10/27/20] 6 K~ (14 @0.10 PER PG) 1.40
10/28/2016 DC 70787.00001 Digital Legal Charges for 10-28-16 6.50
10/28/2016 RE (4 @0. IO PAR 1'G) 0.40
10/3 l /2016 PAC Pacer -Court Research 252.20
Total Expenses foi• this Matter $908.46
Case 16-11242-BLS Doc 690-4 Filed 01/06/17 Page 34 of 35
Case 16-11242-BLS Doc 682-2 Filed 01/05/17 Page 19 of 19
Pachulski StangLiehl &Jones LLP
Phoetux Brands LLC
70787 00001
REMITTANCE AllVICE
Please include this Remittance Advice with your payment
For current services rendered through 10/31/2016
Total Fees
Chargeable costs and disbursements
Total Due on Current Invoice .....................
Page: 18
Invoice 115151
October• 31, 2016
$3I,070.50
$908.46
$31,978.96
Outstanding Balance from prior Invoices as of 10/31/2016 (may not reflect recent paymenfs)
Invoice Number Invoice Date Fees Billed Expenses Billed
114754 08/31/201b
114943 09/30/2016
$76,799.00
$41,370.00
X3,113.46
$744.90
Balance Due
$79,912.46
$42,114, 90
Total Amount Due on Carrent and Prior Invoices $154,006.32
Case 16-11242-BLS Doc 690-4 Filed 01/06/17 Page 35 of 35
IN THE UNITED STATES BANKRUPTCY COURT
FOR THE DISTRICT OF DELAWARE
Chapter 11
PHOENIX BRANDS LLC, et al., Case No. 16-11242 (BLS)
(Jointly Administered)
ORDER GRANTING SECOND QUARTERLY APPLICATION FORCOMPENSATION AND REIMBURSEMENT OF EXPENSES OFPACHULSKI STANG ZIEHL &JONES LLP, AS CO-COUNSELFOR THE DEBTORS AND DEBTORS IN POSSESSION, FOR
THE PERIOD FRO1Vi AUGUST 1, 2016 THROUGH OCTOBER 31, 2016
Pachulski Stang Ziehl &Jones LLP ("PSG&J"), as co-counsel for the Debtors and
Debtors in Possession in the above-captioned cases, filed a Second Quarterly application for
allowance of compensation and reimbursement of expenses for August 1, 2016 through October
31, 2016 (the "Second Quarterly Application"). The Court has reviewed the Second Quarterly
Application and finds that: (a) the Court has jurisdiction over this matter pursuant to 28 U.S.C.
§§ 157 and 1334; (b) notice of the Second Quarterly Application, and any hearing on the Second
Quarterly Application, was adequate under the circumstances; and (c) all persons with standing
have been afforded the opportunity to be heard on the Second Quarterly Application.
Accordingly, it is hereby
~ The Debtors, together with the last four digits of each Debtor's tax identification number, are: Phoenix Brands
LLC, (4609), Phoenix Brands Parent LLC, (8729), Phoenix North LLC, (no EIN), Phoenix Brands Canada ULC (a
Nova Scotia Company), Phoenix Brands Canada Laundry LLC (no EIN), and Phoenix RIT LLC, (5149). The
address of each of the Debtors is 1 Landmark Square, Suite 1810, Stamford, CT 06901, except Phoenix Brands
Canada iJLC, which is Box 50, 1 First Canadian Place, Toronto, Ontario, Canada MSX 1B8.
DOGS DE210486.1 70787/001
Case 16-11242-BLS Doc 690-5 Filed 01/06/17 Page 1 of 2
ORDERED that the Second Quarterly Application is GRANTED, on an interim
basis. Debtors in the above cases shall pay to PSZ&J the sum of $149,239.50 as compensation
and $4,766.82 as reimbursement of expenses, for a total of $154,006.32 for services rendered
and disbursements incurred by PSZ&J for the period August 1, 2016 through October 31, 2016,
less any amounts previously paid in connection with the monthly fee applications; and it is
further
ORDERED that this Court retains jurisdiction with respect to all matters arising
from or related to the implementation, interpretation, and enforcement of this Order.
Dated:
The Honorable Brendan L. ShannonChief United States Bankruptcy Judge
DOCS D~210486.1 70787/001 9
Case 16-11242-BLS Doc 690-5 Filed 01/06/17 Page 2 of 2