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1 4821-7887-7638.3
Holland N. O’Neil (TX 14864700) FOLEY & LARDNER LLP 2021 McKinney Avenue, Suite 1600 Dallas, Texas 75201 Telephone: 214-999-4961 Email: honeil@foley.com
SPECIAL TEXAS COUNSEL FOR THE DEBTOR AND DEBTOR-IN-POSSESSION
IN THE UNITED STATES BANKRUPTCY COURT FOR THE NORTHERN DISTRICT OF TEXAS
DALLAS DIVISION
In re:
HIGHLAND CAPITAL MANAGEMENT, L.P.,1
Debtor.
§ § § § § § § § §
Chapter 11
Case No. 19-34054-sgj11
Objection deadline: August 27, 2020 at 5:00 p.m. (CT)Hearing Date: September 10, 2020 at 1:30 p.m. (CT)
SECOND INTERIM APPLICATION FOR COMPENSATION AND REIMBURSEMENT OF EXPENSES OF FOLEY & LARDNER LLP2 AS SPECIAL
TEXAS COUNSEL TO THE DEBTOR FOR THE PERIOD FROM APRIL 1, 2020 THROUGH JULY 31, 2020
Name of Applicant: Foley & Lardner LLP
Authorized to Provide Professional Services to: Debtor and Debtor in Possession
Date of Retention: March 11, 2020, Nunc Pro Tunc to the Petition Date
Period for which Compensation and Reimbursement is sought:
April 1, 2020 through July 31, 2020
Total Fees Allowed by Interim Order to Date: $387,672.083
Total Expenses Allowed by Interim Order to Date: $10,455.04
Total Allowed Fees Paid to Date: $387,672.08
1 The Debtor’s last four digits of its taxpayer identification number are (6725). The headquarters and service address for the above-captioned Debtor is 300 Crescent Court, Suite 700, Dallas, TX 75201. 2 On April 1, 2020, Foley Gardere officially became “Foley & Lardner LLP.” 3 See Order Granting First Interim Application for Compensation and Reimbursement of Expenses of Foley & Lardner LLP as Special Texas Counsel to the Debtor for the Period from October 16, 2019 through March 31, 2020 [Dkt. No. 670] authorizing interim payment of 80% of fees, with a holdback of the remaining 20%.
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Total Allowed Expenses Paid to Date: $10,455.04
Blended Hourly Rate in this Application for All Timekeepers:
$710.84
Amount of Fees sought as actual, reasonable and necessary:
$87,931.00
Amount of Expense Reimbursement sought as actual, reasonable, and necessary:
$833.49
Number of Professionals Included in this Application
5
Are any rates higher than those approved or disclosed at retention? If yes, calculate and disclose the total compensation sought in this application using the rates originally disclosed in the retention application.
No
Date of Application: August 6, 2020
Interim or Final: Interim
This is a: monthly interim final application.
PRIOR MONTHLY APPLICATIONS FILED
Date Filed Period Covered Requested
Fees Requested Expenses
Approved Fees
Approved Expenses
03/20/2020 (Amendment) 10/16/19 – 11/30/19 $84,194.00 $3,458.87 Interim 80%
Interim Approval
03/20/2020 (Amendment) 12/01/19 – 12/31/19 $143,328.50 $2,808.29 Interim 80%
Interim Approval
03/20/2020 01/01/20 – 01/31/20 $88,520.60 $2,180.35 Interim 80% Interim
Approval
03/20/2020 02/01/20 – 02/29/20 $86,276.50 $1,994.83 Interim 80% Interim
Approval
04/28/2020 03/01/20 – 03/31/20 $82,270.50 $12.70 Interim 80% Interim
Approval
06/16/2020 4/01/20 – 4/30/20 $32,602.50 $0.00 Interim 80% Interim
Approval
06/18/2020 5/01/20 – 5/01/20 $27,822.00 $489.80 Interim 80% Interim
Approval
07/22/2020 06/01/20 – 06/31/20 $21,242.00 $343.69 Pending Pending
08/6/2020 07/01/20 – 07/31/20 $6,264.50 $0.00 Pending Pending
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3 4821-7887-7638.3
FOLEY PROFESSIONALS
Name of Professional
Person
Initials of Professional Person or Other Reference
ID Used in the Application for the Professional Person
Position of the Applicant, Number of Years in that Position,
Prior Relevant Experience, Year of Obtaining License to
Practice, Area of Expertise
Hourly Billing Rates4 Total Hours Billed
Total Compensation
O'Neil, Holland N. HNO
Partner 1995; Member TX Bar 1987;
Bankruptcy $1,080 64.70 $69,876.00
Bales, Melina T. MTB
Associate 2017 Member TX Bar 2018
Bankruptcy $470 12.60 $5,922.00
Mohan, Timothy C. TCM
Associate 2014 Member CO Bar 2017
Bankruptcy $645 0.60 $387.00
Shanks, Emily F. EFS
Associate 2019 Member TX Bar 2019
Litigation $420 3.00 $1,260.00
Harrison, Janelle C. JCH Paralegal 2019 $245 42.80 $10,486.00
Grand Total: $87,931.00Total Hours: 123.70Blended Rate: $710.84
Summary of Compensation Requested by Project Category5
Task Code
Project Categories Total Hours Total Fees
B110 Case Administration 20.00 $11,914.00 B160 Fee/Employment Applications 53.40 $34,219.00 B190 Other Contested Matters 16.30 $14,412.00 B310 Claims Administration and Objections 2.40 $1,506.50 B430 Claims Administration/Review and Analyze 11.80 $9,694.00 B440 Adverse Proceedings/Appeals 19.80 $16,185.50
TOTAL 123.70 $87,931.00
4 These new billing rates took effect on February 1, 2020. 5 Detailed time entries concerning the services rendered by Foley may be found in the redacted invoices attached hereto as Exhibit A, which are fully incorporated herein by reference.
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Summary of Expense Reimbursement Requested by Category
Expense Category Total Expenses Depositions/Transcripts, Exams $205.70 Electronic Legal Research Services $572.90 Shipping Charges $12.54 Transcripts $42.35
$ 833.49
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1 4821-7887-7638.3
Holland N. O’Neil (TX 14864700) FOLEY & LARDNER LLP 2021 McKinney Avenue, Suite 1600 Dallas, Texas 75201 Telephone: 214-999-4961 Email: honeil@foley.com
SPECIAL TEXAS COUNSEL FOR THE DEBTOR AND DEBTOR-IN-POSSESSION
IN THE UNITED STATES BANKRUPTCY COURT FOR THE NORTHERN DISTRICT OF TEXAS
DALLAS DIVISION
In re:
HIGHLAND CAPITAL MANAGEMENT, L.P.,1
Debtor.
§ § § § § §
Chapter 11
Case No. 19-34054-sgj11
SECOND INTERIM APPLICATION FOR COMPENSATION AND REIMBURSEMENT OF EXPENSES OF FOLEY & LARDNER LLP2 AS SPECIAL
TEXAS COUNSEL TO THE DEBTOR FOR THE PERIOD FROM APRIL 1, 2020 THROUGH JULY 31, 2020
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 Delaware Court’s Order Establishing Procedures for Interim Compensation and
Reimbursement of Expenses of Professionals, entered on November 14, 2019 [DE Doc. No. 136,
TX Doc. No. 141] (the “Administrative Order”), Foley & Lardner LLP (“Foley” or the “Firm”),
Special Texas counsel for the above-captioned debtor and debtor in possession (the “Debtor”)
hereby submits its Second Interim Application for Compensation and for Reimbursement of
1 The Debtor’s last four digits of its taxpayer identification number are (6725). The headquarters and service address for the above-captioned Debtor is 300 Crescent Court, Suite 700, Dallas, TX 75201. 2 On April 1, 2020, Foley Gardere officially became “Foley & Lardner LLP.”
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Expenses of Foley & Lardner LLP as Special Texas Counsel to the Debtor for the Period from
April 1, 2020 through July 31, 2020 (the “Second Interim Fee Application”).
By this Second Interim Fee Application and in accordance with the Administrative Order,
Foley seeks interim allowance of fees in the amount of $87,931.00 and actual and necessary
expenses in the amount of $833.49 for a total allowance of $88,764.49 for the period of April 1,
2020 through and including July 31, 2020 (the “Second Interim Period”). In support of this
Second Interim Fee Application, Foley respectfully represents as follows:
JURISDICTION
1. This Court has jurisdiction to consider this matter pursuant to 28 U.S.C. §§ 157 and
1334. This is a core proceeding pursuant to 28 U.S.C. § 157(b). Venue is proper before this Court
pursuant to 28 U.S.C. §§ 1408 and 1409. The predicates for the relief requested herein are 11
U.S.C. §§ 330 and 331, Federal Rule of Bankruptcy Procedure 2016(a), the Local Rules of the
United States Bankruptcy Court for the Northern District of Texas (the “Local Rules”), and the
Court’s Administrative Order.
BACKGROUND
2. On October 16, 2019 (the “Petition Date”), the Debtor filed its voluntary petition
for relief under chapter 11 of the Bankruptcy Code in the United States Bankruptcy Court for the
District of Delaware (the “Delaware Court”). The Debtor has continued in the possession of its
property and has continued to operate and manage its business as a debtor in possession pursuant
to sections 1107(a) and 1108 of the Bankruptcy Code. No trustee or examiner has been appointed
in this chapter 11 case.
3. On October 29, 2019, the Office of the United States Trustee (the “U.S. Trustee”)
for the District of Delaware filed its Notice of Appointment of Committee of Unsecured Creditors
[Docket No. 65] (the “Committee”).
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4. On November 14, 2019, the Delaware Court signed the Administrative Order,
authorizing certain professionals and members of any official committee (“Professionals”) to
submit monthly applications for interim compensation and reimbursement for expenses, pursuant
to the procedures specified therein. Beginning with the period ending December 31, 2019, and at
three-month intervals or such other intervals convenient to the Court, each Professional shall file
and serve an interim application 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.
5. On October 29, 2019, the Debtor filed its Application for an Order Authorizing the
Retention and Employment of Foley Gardere, Foley & Lardner LLP as Special Texas Counsel,
Nunc Pro Tunc to the Petition Date on October 29, 2019 [DE Doc. No. 69, TX Doc. No. 68] (the
“Foley Employment Application”), seeking approval nunc pro tunc to the Petition Date.
6. The hearing on the Foley Employment Application was originally set for December
2, 2019 in the Delaware court; however, the Delaware court ordered the case transferred to the
Northern District of Texas on such date and deferred ruling on the Foley Employment Application.
7. On December 4, 2019, the Delaware Court entered an order transferring venue of
this case from the District of Delaware to the Northern District of Texas [Docket No. 1084].
8. The hearing on the Foley Employment Application was then reset to January 21,
2020. However, on January 17, 2020, a joint motion was filed by the Debtor and the Committee
to continue the hearing on the Foley Employment Application [Docket No. 370], and a subsequent
order was entered the same day [Docket No. 371].
9. The hearing on the Foley Employment Application was again reset and
subsequently heard on February 19, 2020.
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10. On March 11, 2020, the Court entered the Order Authorizing the Retention and
Employment of Foley Gardere, Foley & Lardner LLP as Special Texas Counsel, Nunc Pro Tunc
to the Petition Date [Docket No. 513] (the “Foley Employment Order”).
MONTHLY FEE APPLICATIONS DURING SECOND INTERIM PERIOD
11. Pursuant to the Administrative Order, the Second Interim Fee Application is
required to include a brief description of the monthly fee statements that are the subject of the
Second Interim Fee Application.
12. With respect to this Second Interim Fee Application, during the Second Interim
Period, Foley filed and served monthly fee statements setting forth the fees and expenses incurred
during each applicable monthly period. Foley has been paid a total of $48,829.40 on the monthly
fee statements in the Second Interim Period. The fees and expenses incurred in each monthly
period are as follows:
Monthly Fee Statements Fees ExpensesTotal
Compensation Amount
Paid
Remaining Outstanding
Balance
Sixth Monthly Fee Application
(April 1-30, 2020)3$32,602.50 $0.00 $32,602.50 $26,082.00 $6,520.50
Seventh Monthly Fee Application
(May 1-31, 2020)4$27,822.00 $489.80 $28,311.80 $22,747.40 $5,564.40
Eighth Monthly Fee Application
(June 1-30, 2020)5$21,242.00 $343.69 $21,585.69 $0.00 $21,585.69
Ninth Monthly Fee Application
(July 1-31, 2020)6$6,264.50 $0.00 $6,264.50 $0.00 $6,264.50
3 Dkt. No. 751. 4 Dkt. No. 762. 5 Dkt. No. 884. 6 Dkt. No. 922.
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Monthly Fee Statements Fees ExpensesTotal
Compensation Amount
Paid
Remaining Outstanding
Balance
Total Monthly Fee Statement Amounts from Second Interim Period:
$87,931.00 $833.49 $88,764.49 $48,829.40 $39,935.09
FOLEY’S APPLICATION FOR COMPENSATION AND FOR REIMBURSEMENT OF EXPENSES
Compensation Paid and Its Source
13. The services for which Foley requests compensation are related to advising the
Debtor in connection with all aspects of the bankruptcy proceedings, In re Acis Capital
Management, L.P. and Acis Capital Management GP, LLC, jointly administered under Case No.
18-30264-SGJ-11 in the United States Bankruptcy Court for the Northern District of Texas, Dallas
Division (the “Acis Proceedings”), where Foley has been representing the Debtor since April 2018,
and performing the range of services as described in the Foley Employment Application. There is
no agreement or understanding between Foley and any other person other than the partners of
Foley for the sharing of compensation to be received for services rendered in this case.
Fee Statements
14. The fee statements for the Second 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 Second Interim Period. The fee statements have been redacted to
protect privileged information. To the best of Foley’s knowledge, this Second Interim Fee
Application complies with sections 330 and 331 of the Bankruptcy Code, the Bankruptcy Rules
and the Administrative Order. Foley 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
time entries are set forth in the time reports. Foley’s charges for its professional services are based
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upon the time, nature, extent and value of such services and the cost of comparable services other
than in a case under the Bankruptcy Code.
Actual and Necessary Expenses
15. A summary of actual and necessary expenses incurred by Foley on behalf of the
Debtor for the Second Interim Period is attached hereto as part of Exhibit A. Foley customarily
charges $0.15 per page for photocopying expenses and faxes are billed at $.50 per page.
16. Foley bills its clients for conference calls using an “800” number service at $.035
per minute per participant.
17. With respect to providers of on-line legal research services (e.g., LEXIS and
WESTLAW), Foley charges the standard usage rates these providers charge for computerized legal
research. Foley bills its clients the actual amounts charged by such services, with no premium.
Any volume discount received by Foley is passed on to the client.
18. Foley believes the foregoing rates are the market rates that the majority of law firms
charge clients for such services. In addition, Foley believes that such charges are in accordance
with the American Bar Association’s (“ABA”) guidelines, as set forth in the ABA’s Statement of
Principles, dated January 12, 1995, regarding billing for disbursements and other charges.
Summary of Services by Project
19. The services rendered by Foley during the Second Interim Period can be grouped
into the categories set forth below. Foley 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 in 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 invoices attached as Exhibit A.
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Exhibit A identifies the attorneys and paraprofessionals who rendered services relating to each
category, along with the number of hours for each individual and the total compensation sought
for each category.
A. Adverse Proceedings/Appeals
20. Time billed to this category relates to the Acis Proceedings, both the Acis
bankruptcy proceeding and the related pending adversary proceeding. During the Second Interim
Period, the Firm addressed any matters related to issues stemming from the pending bankruptcy
proceeding of Acis, including Acis’ post-confirmation business operations and lack of financial
disclosures, as well as the filing of a Stay Motion and an Abatement Motion by Acis. The total
fees and hours of professional services during the Second Interim Period in this category are
provided in the table below:
Timekeeper Hours Amount Bales, Melina Tabibian 5.10 $2,397.00 Harrison, Janelle C. 2.50 $612.50 O’Neil, Holland N. 12.20 $13,176.00
19.80 $16,185.50
B. Case Administration
21. Time billed to this category relates to work regarding general matters and
monitoring of actions in this bankruptcy proceeding as may impact the Acis Proceedings. During
the Second Interim Period, the Firm has given the Debtor’s bankruptcy counsel insight into various
matters as requested and/or responded to inquiries by the Independent Board. The total fees and
hours of professional services during the Second Interim Period in this category are provided in
the table below:
Timekeeper Hours Amount Harrison, Janelle C. 11.60 $2,842.00 O’Neil, Holland N. 8.40 $9,072.00
20.00 $11,914.00
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C. Claims Administration/Review and Analyze and Objections
22. Time billed to this category relates to review and analysis of claims and potential
objections to claims. During the Second Interim Period, the Firm has reviewed and analyzed the
claims filed by Acis in this proceeding and advised Debtor’s bankruptcy counsel in relation to
potential objections to Acis’ claim. The total fees and hours of professional services during the
Second Interim Period in this category are provided in the table below:
Timekeeper Hours Amount Bales, Melina Tabibian 5.00 $2,350.00 Harrison, Janelle C. 1.30 $318.50 O’Neil, Holland N. 7.90 $8,532.00
14.20 $11,200.50
D. Fee/Employment Applications
23. Time billed to this category relates to preparation of employment and fee
applications for Foley and analysis of objections and comments related thereto. During the Second
Interim Period, Foley prepared and filed their sixth, seventh and eighth monthly fee statements as
well as their first interim fee application. Foley also addressed and resolved objections to their
monthly fee statements and first interim fee application. The total fees and hours of professional
services during the Second Interim Period in this category are provided in the table below:
Timekeeper Hours Amount Bales, Melina Tabibian 2.50 $1,175.00 Harrison, Janelle C. 25.00 $6,125.00 Mohan, Timothy C. 0.60 $387.00 O’Neil, Holland N. 24.10 $26,028.00 Shanks, Emily F. 1.20 $504.00
53.40 $34,219.00
E. Other Contested Matters
24. Time billed to this category relates to advising the Debtor in relation to adverse
pleadings filed in the Acis Proceedings and responses thereto. The total fees and hours of
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9 4821-7887-7638.3
professional services during the Second Interim Period in this category are provided in the table
below:
Timekeeper Hours Amount Harrison, Janelle C. 2.40 $588.00 O’Neil, Holland N. 12.10 $13,068.00 Shanks, Emily F. 1.80 $756.00
16.30 $14,412.00
F. Billings related to Appeals
25. Due to COVID-19, the Fifth Circuit appeals were effectively abated then
rescheduled then abated again until further notice. During the Second Interim Period, a de
minimus amount of $2,093.50 in fees was billed to Neutra related to the Fifth Circuit appeals and
a de minimis amount of $342.50 was billed to the Debtor’s estate related to the pending appeals.
Valuation of Services
26. Attorneys and paraprofessionals of Foley expended a total 123.70 hours in
connection with their representation of the Debtor as Special Texas Counsel during the Second
Interim Period.
27. The nature of work performed by these persons is fully set forth in the invoices that
are Exhibit A attached hereto. These are Foley’s normal hourly rates for work of this character.
The reasonable value of the services rendered by Foley for the Debtor during the Second Interim
Period is $87,931.00.
28. In accordance with the factors enumerated in section 330 of the Bankruptcy Code,
it is respectfully submitted that the amount requested by Foley is fair and reasonable given (a) the
complexity of this 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
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10 4821-7887-7638.3
the Bankruptcy Code. Moreover, Foley has reviewed the requirements of the Administrative Order
and the Guidelines for Reviewing Applications for Compensation and Reimbursement of Expenses
by Attorneys in Large Chapter 11 Cases, effective November 1, 2013 (the “Guidelines”) and
believes that this Second Interim Fee Application complies with such Administrative Order and
Guidelines.
WHEREFORE, Foley respectfully requests that the Court enter an order, substantially in
the form attached hereto as Exhibit B, (a) approving the Second Interim Fee Application; (b)
allowing Foley compensation for professional services to the Debtor during the Second Interim
Period in the amount of $87,931.00; (c) awarding Foley reimbursement of expenses during the
Second Interim Period in the amount of $833.49, for a total allowance of $88,764.49; and (d)
granting such other further relief as the Court may deem just and proper.
Dated: August 6, 2020
FOLEY & LARDNER LLP
/s/ Holland N. O’Neil Holland N. O’Neil (TX 14864700) 2021 McKinney Avenue, Suite 1600 Dallas, Texas 75201 Telephone: 214-999-4961 Email: honeil@foley.com
SPECIAL TEXAS COUNSEL FOR THE DEBTOR AND DEBTOR-IN-POSSESSION
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11 4821-7887-7638.3
Holland N. O’Neil (TX 14864700) FOLEY & LARDNER LLP 2021 McKinney Avenue, Suite 1600 Dallas, Texas 75201 Telephone: 214-999-4961 Email: honeil@foley.com
SPECIAL TEXAS COUNSEL FOR THE DEBTOR AND DEBTOR-IN-POSSESSION
IN THE UNITED STATES BANKRUPTCY COURT FOR THE NORTHERN DISTRICT OF TEXAS
DALLAS DIVISION
In re:
HIGHLAND CAPITAL MANAGEMENT, L.P.,7
Debtor.
§ § § § § §
Chapter 11
Case No. 19-34054-sgj11
CERTIFICATION OF HOLLAND N. O’NEIL
Holland N. O’Neil, under penalty of perjury, certifies as follows:
1. I am a partner with the law firm of Foley & Lardner LLP (“Foley”).8 I make this
certification in accordance with Appendix F of the Local Bankruptcy Rules of the United States
Bankruptcy Court for the Northern District of Texas (“Appendix F”) regarding the contents of
applications for compensation and expenses.
2. I have read the Second Interim Application for Compensation and for
Reimbursement of Expenses of Foley & Lardner LLP as Special Texas Counsel to the Debtor for
the Period from April 1, 2020 through July 31, 2020 (the “Second Interim Fee Application”).
7 The Debtor’s last four digits of its taxpayer identification number are (6725). The headquarters and service address for the above-captioned Debtor is 300 Crescent Court, Suite 700, Dallas, TX 75201. 8 On April 1, 2020, Foley Gardere officially became “Foley & Lardner LLP.”
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12 4821-7887-7638.3
3. Pursuant to section I.G of Appendix F, I hereby certify to the best of my knowledge,
information and belief, formed after reasonable inquiry, that (a) the compensation and expense
reimbursement sought is in conformity with Appendix F, except as specifically noted in the Second
Interim Fee Application and (b) the compensation and expense reimbursement requested are billed
at rates in accordance with practices no less favorable than those customarily employed by the
applicant and generally accepted by the applicant’s clients.
4. I have reviewed the requirements of the Guidelines for Reviewing Applications for
Compensation and Reimbursement of Expenses by Attorneys in Large Chapter 11 Cases, effective
November 1, 2013 (the “Guidelines”) and I believe that the Second Interim Fee Application
complies with the Guidelines.
Dated: August 6, 2020
/s/ Holland N. O’Neil Holland N. O’Neil
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FOLEY & LARDNER LLP2021 MCKINNEY AVENUESUITE 1600DALLAS, TEXAS 75201TELEPHONE (214) 999-3000FACSIMILE (214) 999-4667 WWW.FOLEY.COM
Please reference your account number 118712-0102 and your invoice number 50015924 with your remittance payable to Foley & Lardner LLP. Payment is due promptly upon receipt of our invoice.
Federal Employer Number: 39-0473800
Highland Capital Management, L.P.300 Crescent Court, Ste. 700*these invoices are emailed by assistant*Dallas, TX 75201
Date: May 13, 2020Our Ref. No.: 118712-0102
Statement of Account
Outstanding Invoices:
Date Invoice No. Amount Credits Balance11/11/2019 40285522 ($19,324.80)12/20/2019 40309102 ($36,750.07)01/24/2020 40316807 ($47,575.81)02/29/2020 40327742 ($69,753.23)03/13/2020 40341797 ($45,724.64)04/22/2020 50000662
$24,156.00$45,072.87$58,767.69$86,646.45$56,667.94$20,573.70 ($16,461.10)
$4,831.20 $8,322.80
$11,191.88$16,893.22$10,943.30 $4,112.60
Total Balance Outstanding: $56,295.00
Current Invoice:
Date Invoice No. Amount Credits Balance05/13/2020 50015924 $32,602.50 $0.00 $32,602.50
Total Amount Due: $88,897.50
Redacted
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FOLEY & LARDNER LLP2021 MCKINNEY AVENUESUITE 1600DALLAS, TEXAS 75201TELEPHONE (214) 999-3000FACSIMILE (214) 999-4667 WWW.FOLEY.COM
Please reference your account number 118712-0102 and your invoice number 50015924 with your remittance payable to Foley & Lardner LLP. Payment is due promptly upon receipt of our invoice.
Federal Employer Number: 39-0473800
Highland Capital Management, L.P.300 Crescent Court, Ste. 700*these invoices are emailed by assistant*Dallas, TX 75201
Date: May 13, 2020Invoice No.: 50015924Our Ref. No.: 118712-0102
Services through April 30, 2020
Amount due for professional services rendered regarding $32,602.50Special Texas Counsel
Amount Due: $32,602.50
Case 19-34054-sgj11 Doc 924-1 Filed 08/06/20 Entered 08/06/20 12:53:48 Page 3 of 26
Highland Capital Management L.P.Our Ref. No.: 118712-0102Invoice No.: 50015924
Page 2Foley & Lardner LLP
May 13, 2020
Professional Services Detail
B110 - Case Administration
Date Attorney/Description Hours04/02/20 H. O'Neil (HNO) 0.40
Telephone conference with Greg Demo regarding status on various matters and exchange of emails with J. Pomerantz regarding Acis request on lift stay.
04/08/20 J. Harrison (JCH) 1.00Download and circulate recently filed pleadings (.5); calendar hearing on first interim fee apps (.5).
04/13/20 H. O'Neil (HNO) 0.60Review and respond to information request from S. Vitiello and confer with Janelle Harrison regarding same (.3); review of incoming claim objection filed in the Acis case regarding Stinson Leonard (.3).
04/14/20 H. O'Neil (HNO) 0.30Emails with Greg Demo regarding status conference issues.
04/16/20 H. O'Neil (HNO) 0.30Emails from and to Greg Demo.
04/29/20 J. Harrison (JCH) 1.20Download recently filed pleadings (.5); calendar hearing date for omnibus fee apps (.2); call to Clerk's office regarding Clerk's correspondence related to Foley Second Monthly Fee App (.5).
B160 - Fee/Employment Applications
Date Attorney/Description Hours04/07/20 J. Harrison (JCH) 0.80
Review of Foley invoices for March, 2020 time.
04/09/20 H. O'Neil (HNO) 0.40Emails with Janelle Harrison regarding fee application issues and emails with Greg Demo regarding same.
04/09/20 J. Harrison (JCH) 1.70Review Interim Comp Order related to parties entitled to objecting to fee statements and interim payments if objections are filed to fee statements (1.2); email to H. O'Neil regarding same (.5).
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Highland Capital Management L.P.Our Ref. No.: 118712-0102Invoice No.: 50015924
Page 3Foley & Lardner LLP
May 13, 2020
04/10/20 H. O'Neil (HNO) 1.10
Review and respond to questions from Sidley regarding fee applications and confer with PSZJ regarding same (.4); review draft of pleading sent from Sidley and comment to same with email agreement on extension of objection date (.4); brief review of objection filed by Acis and confer with Ms. Bales regarding same (.3).
04/11/20 H. O'Neil (HNO) 2.70Review of Objection to fee applications filed by Acis and assess same and pull information requested by Sidley (2.0); emails with PSZJ regarding review and same and transmission to Sidley (.3); emails with Ms. Bales regarding objection and pulling base data (.4).
04/11/20 M. Bales (MTB) 2.50Review Acis' Objection of Foley's Applications for Compensation and provide H. O'Neil Summary of the same.
04/12/20 H. O'Neil (HNO) 0.80Address objections to fee applications.
04/13/20 H. O'Neil (HNO) 0.80Emails with Mr. Demo regarding responding to requests from the UCC on fees (.2); review of information from Janelle Harrison regarding objections filed by Acis (.4); emails with Sidley regarding extension of objection deadline (.2).
04/13/20 J. Harrison (JCH) 1.60Review filed monthly fee apps for time related to Winstead appeal and calculate fees per H. O'Neil (.8); prepare breakdown of same by specific tasks (.8).
04/14/20 H. O'Neil (HNO) 1.20Emails with Greg Demo regarding responding to Sidley on fees (.3); emails with Janelle Harrison regarding same and to prepare summary (.4); emails with Sidley regarding fee explanation (.4); followup with Mr. Demo (.1).
04/14/20 J. Harrison (JCH) 1.20Prepare chart with Foley's four filed monthly fee apps, amounts requested and interim payment amounts (1.0); send same to H. O'Neil (.2).
04/20/20 J. Harrison (JCH) 0.50Prepare draft Foley Fifth monthly fee app.
04/24/20 H. O'Neil (HNO) 1.00Finalize the Interim Fee Application and email regarding status (.5); extended discussion with J. Nelms regarding status (.5).
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Highland Capital Management L.P.Our Ref. No.: 118712-0102Invoice No.: 50015924
Page 4Foley & Lardner LLP
May 13, 2020
04/26/20 H. O'Neil (HNO) 1.50
Fee Applications.
04/27/20 H. O'Neil (HNO) 2.20Fifth Fee Application (1.1); First Interim Fee Application (1.1).
04/27/20 J. Harrison (JCH) 3.70Revisions to Foley Fifth Monthly Fee App (1.2); extensive revisions to finalize Foley First Interim Fee App (2.5).
04/28/20 H. O'Neil (HNO) 2.10Finalize the first Interim Fee Application and the Fifth Monthly Fee Application (1.5); emails with Janelle Harrison regarding same and regarding exhibits (.4); emails with PSZJ regarding same (.2).
04/28/20 J. Harrison (JCH) 2.50Prepare proposed order for Foley First Interim Fee app (.5); revisions to Foley Fifth Monthly and First Interim Fee Apps per H. O'Neil edits (1.2); file Foley Fifth Monthly and First Interim Fee Apps (.8).
B440 - Adverse Proceedings
Date Attorney/Description Hours04/07/20 H. O'Neil (HNO) 3.80
Review and respond to emails from S. Vitiello regarding PSZJ analysis of the Acis adversary proceeding (.3); proceed to review and analyze same to provide comments (3.5).
04/11/20 H. O'Neil (HNO) 2.20Review of Complaint filed in the Acis case regarding various Highland individual employees and emails with client, PSZJ and Mark Maloney regarding same.
04/12/20 M. Bales (MTB) 2.00Analyze complaint and prepare summary to provide to H. O'Neil regarding the same.
04/13/20 M. Bales (MTB) 3.10Finalize and send H.O'Neil summary of complaint Acis filed.
04/15/20 H. O'Neil (HNO) 0.60Review and respond to inquiry from client regarding scope of
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Highland Capital Management L.P.Our Ref. No.: 118712-0102Invoice No.: 50015924
Page 5Foley & Lardner LLP
May 13, 2020
04/15/20 J. Harrison (JCH) 0.70
Review Acis Plan and Confirmation Order for references to the Plan Injunction per request of H. O'Neil (.5); email excerpts and highlighted portions to H. O'Neil (.2).
04/20/20 H. O'Neil (HNO) 1.50Review of Acis Stay Motion related to pursuit of claims for alleged violation of Acis Plan Injunction.
Professional Services Summary
Task Code Task Description Hours AmountB110 B110 - Case Administration 3.80 2,267.00B160 B160 - Fee/Employment Applications 28.30 19,019.00B440 B440 - Adverse Proceedings 13.90 11,316.50Totals 46.00 $32,602.50
Case 19-34054-sgj11 Doc 924-1 Filed 08/06/20 Entered 08/06/20 12:53:48 Page 7 of 26
Highland Capital Management L.P.Invoice No.: 50015924
Foley & Lardner LLPMay 13, 2020
Professional Services Summary
Service Provider Initials Title Hours Rate AmountMelina Tabibian Bales MTB Associate 7.60 $470.00 $3,572.00Janelle C. Harrison JCH Paralegal 14.90 $245.00 $3,650.50Holland N. O'Neil HNO Partner 23.50 $1,080.00 $25,380.00Totals 46.00 $32,602.50
Case 19-34054-sgj11 Doc 924-1 Filed 08/06/20 Entered 08/06/20 12:53:48 Page 8 of 26
FOLEY & LARDNER LLP2021 MCKINNEY AVENUESUITE 1600DALLAS, TEXAS 75201TELEPHONE (214) 999-3000FACSIMILE (214) 999-4667 WWW.FOLEY.COM
Please reference your account number 118712 and your invoice number 50036708 with your remittance payable to Foley & Lardner LLP. Payment is due promptly upon receipt of our invoice.
Federal Employer Number: 39-0473800
Highland Capital Management, L.P.300 Crescent Court, Ste. 700*these invoices are emailed by assistant*Dallas, TX 75201
Date: June 17, 2020Invoice No.: 50036708
Services through May 31, 2020
Summary of Services
Our Ref. Description Services Expenses Total
118712-0102 Special Texas Counsel $27,822.00 $489.80 $28,311.80
Totals: $27,822.00 $489.80 $28,311.80
Amount Due: $28,311.80
Case 19-34054-sgj11 Doc 924-1 Filed 08/06/20 Entered 08/06/20 12:53:48 Page 9 of 26
Highland Capital Management L.P.Our Ref. No.: 118712-0102Invoice No.: 50036708Special Texas Counsel
Page 2Foley & Lardner LLP
June 17, 2020
Professional Services Detail
B110 - Case Administration
Date Attorney/Description Hours05/14/20 H. O'Neil (HNO) 1.10
Telephone conference with J.P. Sevilla and Stephanie Vitiello to discuss Acis' issues related to
(.5); commence review of Acis' Plan terms related to same (.6).
05/15/20 J. Harrison (JCH) 0.50Calendar upcoming hearing date.
05/22/20 J. Harrison (JCH) 0.80Prepare index and electronic binder for May 26, 2020 hearing.
05/26/20 J. Harrison (JCH) 1.00Calendar updated deadlines (.5); prepare and submit request for portion of hearing transcript (.5).
05/28/20 H. O'Neil (HNO) 0.90Conference call with J.P. Sevilla and S. Vitiello to discuss preparation for Acis Status Conference (.5); emails with Acis counsel regarding requested information (.4).
B160 - Fee/Employment Applications
Date Attorney/Description Hours05/04/20 J. Harrison (JCH) 2.50
Numerous redactions to Foley's invoices in LEDES format for submission to U.S. Trustee's office.
05/05/20 J. Harrison (JCH) 0.70Finalize redactions to LEDES format files for submission to U.S. Trustee's office (.5); email to K. Rust at U.S. Trustee's office regarding redaction of LEDES files (.2).
05/06/20 J. Harrison (JCH) 0.70Email from K. Rust at U.S. Trustee's office requesting LEDES data for Foley invoices (.2); email to K. Rust sending same (.5).
05/13/20 J. Harrison (JCH) 1.20Prepare draft of Foley's Sixth monthly fee app.
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Highland Capital Management L.P.Our Ref. No.: 118712-0102Invoice No.: 50036708Special Texas Counsel
Page 3Foley & Lardner LLP
June 17, 2020
05/18/20 H. O'Neil (HNO) 0.40Exchange of emails with Ms. Lambert regarding propriety of redacting fee invoices to protect attorney-client privilege.
05/19/20 H. O'Neil (HNO) 1.40Emails with Ms. Lambert regarding agreement as to the Foley Fee Application (.5); emails with Debtor's counsel and Ms. Lambert (.5); review of objection to fee application filed by Acis and brief review of exhibits (.4).
05/20/20 H. O'Neil (HNO) 0.60Telephone conference with Jamie O'Neill regarding fee application hearing preparation (.3); review of exhibits received from Winstead (.3).
05/21/20 H. O'Neil (HNO) 0.70Review of objections to fee application and confer with PSZJ regarding same (.4); review of draft of W&E list and emails regarding same (.3).
05/22/20 E. Shanks (EFS) 1.00Research and analyze case law and guidelines regarding objections to fee applications due to redactions of privileged information.
05/22/20 H. O'Neil (HNO) 1.50Work on resolution of Objections and draft and negotiate form of Agreed Order (.8); myriad of emails regarding same (.7).
05/22/20 T. Mohan (TCM) 0.60Research regarding fee issues (.4); correspond with Foley working group regarding same (.2).
05/24/20 E. Shanks (EFS) 0.20Review Department of Justice guidelines for assessing and objecting to fee applications and correspond with H. O'Neil regarding the same.
05/24/20 H. O'Neil (HNO) 1.10Emails to resolve fee application objections and revise agreed order.
05/25/20 H. O'Neil (HNO) 2.00Work on resolving objections and hearing preparation.
05/26/20 H. O'Neil (HNO) 0.80Preparation for and attend fee application hearing and followup regarding entry of order.
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Highland Capital Management L.P.Our Ref. No.: 118712-0102Invoice No.: 50036708Special Texas Counsel
Page 4Foley & Lardner LLP
June 17, 2020
05/26/20 J. Harrison (JCH) 0.80
Prepare spreadsheet showing payment allocations to outstanding invoices.
B430 - Claims Administration/Review and Analyze
Date Attorney/Description Hours05/05/20 H. O'Neil (HNO) 1.60
Review and respond to request for information from J.P. Sevilla and Katie Irving related to Acis QORs (.6); Commence review of draft
of the Acis entities per the client's request (1.0).
05/06/20 H. O'Neil (HNO) 5.20Telephone conference with client personnel to discuss
(.5); confer with Melina Bales regarding preparation of a letter regarding same (.2); review and modifications to same and provide to client for review (.5); review and respond to additional emails received from client regarding the issues (.4); review and respond to emails from Katie Irving requesting additional information (.3); Extensive review of draft objection to
and send email to J.P. Sevilla and Stephanie Vitiello regarding same (3.3).
05/06/20 M. Bales (MTB) 5.00Analyze the issue of and prepare memo regarding the same.
B440 - Adverse Proceedings
Date Attorney/Description Hours05/16/20 H. O'Neil (HNO) 2.00
Extensive analysis of the Acis Plan and Confirmation Order to address the issues raised by the clients as to expenses.
05/17/20 H. O'Neil (HNO) 1.10Complete review of documents to address the client's issue on post-confirmation business operation of Acis.
05/18/20 H. O'Neil (HNO) 0.50Reconvene for conference call with J.P. Sevilla and Stephanie Vitiello on the Acis business operations issues.
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Highland Capital Management L.P.Our Ref. No.: 118712-0102Invoice No.: 50036708Special Texas Counsel
Page 5Foley & Lardner LLP
June 17, 2020
Professional Services Summary
Task Code Task Description Hours AmountB110 B110 - Case Administration 4.30 2,723.50B160 B160 - Fee/Employment Applications 16.20 11,516.50B430 B430 - Claims Administration/Review and
Analyze11.80 9,694.00
B440 B440 - Adverse Proceedings 3.60 3,888.00Totals 35.90 $27,822.00
Expenses Incurred
Description AmountElectronic Legal Research Services $489.80Expenses Incurred Total $489.80
Certain services and expenses, which involve payments made to third parties, include an additional charge based upon our internal costs with respect to those services and expenses.
Matter Total: $28,311.80
Case 19-34054-sgj11 Doc 924-1 Filed 08/06/20 Entered 08/06/20 12:53:48 Page 13 of 26
Highland Capital Management L.P.Invoice No.: 50036708
Foley & Lardner LLPJune 17, 2020
Professional Services Summary
Service Provider Initials Title Hours Rate AmountEmily F. Shanks EFS Associate 1.20 $420.00 $504.00Melina Tabibian Bales MTB Associate 5.00 $470.00 $2,350.00Timothy C. Mohan TCM Associate 0.60 $645.00 $387.00Janelle C. Harrison JCH Paralegal 8.20 $245.00 $2,009.00Holland N. O'Neil HNO Partner 20.90 $1,080.00 $22,572.00Totals 35.90 $27,822.00
Case 19-34054-sgj11 Doc 924-1 Filed 08/06/20 Entered 08/06/20 12:53:48 Page 14 of 26
FOLEY & LARDNER LLP2021 MCKINNEY AVENUESUITE 1600DALLAS, TEXAS 75201TELEPHONE (214) 999-3000FACSIMILE (214) 999-4667 WWW.FOLEY.COM
Please reference your account number 118712 and your invoice number 50050426 with your remittance payable to Foley & Lardner LLP. Payment is due promptly upon receipt of our invoice.
Federal Employer Number: 39-0473800
Highland Capital Management, L.P.300 Crescent Court, Ste. 700*these invoices are emailed by assistant*Dallas, TX 75201
Date: July 16, 2020Invoice No.: 50050426
Services through June 30, 2020
Summary of Services
Our Ref. Description Services Expenses Total
118712-0102 Special Texas Counsel $21,242.00 $343.69 $21,585.69
Totals: $21,242.00 $343.69 $21,585.69
Amount Due: $21,585.69
Case 19-34054-sgj11 Doc 924-1 Filed 08/06/20 Entered 08/06/20 12:53:48 Page 15 of 26
Highland Capital Management L.P.Our Ref. No.: 118712-0102Invoice No.: 50050426Special Texas Counsel
Page 2Foley & Lardner LLP
July 16, 2020
Professional Services Detail
B110 - Case Administration
Date Attorney/Description Hours06/03/20 J. Harrison (JCH) 0.70
Download and circulate numerous pleadings filed in the Acis BK case (.5); request transcript of Acis Status Conference (.2).
06/04/20 H. O'Neil (HNO) 0.50Edits to draft letter to send to Acis and emails with Leventon and Demo regarding same.
06/10/20 H. O'Neil (HNO) 1.10Modifications to letter to Ms. Patel and Mr. Shaw and circulate to client and PSZJ for comment and dispatch same.
06/12/20 H. O'Neil (HNO) 0.80Gather information requested by Greg Demo related to Acis.
06/15/20 H. O'Neil (HNO) 0.40Review of email received from counsel for Acis and relay to PSZJ for further direction from the Board(.4).
06/15/20 J. Harrison (JCH) 0.90Download recently filed pleadings (.5); calendar upcoming hearing date (.4).
06/24/20 J. Harrison (JCH) 0.70Download recently filed pleadings (.5); calendar hearings related to same (.2).
06/26/20 J. Harrison (JCH) 0.50Download and circulate recently filed pleadings.
06/29/20 J. Harrison (JCH) 0.20Download and circulate pleadings filed in Acis bankruptcy.
06/30/20 J. Harrison (JCH) 0.20Download and circulate pleadings filed in Acis bankruptcy matter.
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Highland Capital Management L.P.Our Ref. No.: 118712-0102Invoice No.: 50050426Special Texas Counsel
Page 3Foley & Lardner LLP
July 16, 2020
B160 - Fee/Employment Applications
Date Attorney/Description Hours06/15/20 H. O'Neil (HNO) 1.00
Review and finalize on monthly fee applications (x2).
06/15/20 J. Harrison (JCH) 0.50Revisions to Foley Sixth Monthly Fee App.
06/16/20 J. Harrison (JCH) 1.60Finalize and file Foley's Sixth Monthly Fee App (.8); prepare draft of Foley's Seventh Monthly Fee App (.8).
06/16/20 J. Harrison (JCH) 0.50Calendar objection deadline to Foley's Sixth monthly fee app (.2); calendar upcoming hearing date (.3).
06/17/20 H. O'Neil (HNO) 0.80Review & revise Seventh Monthly Fee Application.
06/17/20 J. Harrison (JCH) 0.80Revisions to Foley's Seventh Monthly Fee App. (.5); correspondence with H. O'Neil regarding same (.3).
06/18/20 J. Harrison (JCH) 0.30File Foley's Seventh Monthly Fee Statement.
06/18/20 J. Harrison (JCH) 0.20Calendar objection deadline to Foley's Seventh Monthly Fee Statement.
06/30/20 J. Harrison (JCH) 0.50Email correspondence with C. Ecker at the Court in response to a Clerk's correspondence filed requesting an order for Foley's first interim fee app.
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Highland Capital Management L.P.Our Ref. No.: 118712-0102Invoice No.: 50050426Special Texas Counsel
Page 4Foley & Lardner LLP
July 16, 2020
B190 - Other Contested Matters (excluding assumption/rejecti
Date Attorney/Description Hours06/01/20 H. O'Neil (HNO) 1.20
Review of email received from R. Patel regarding response to information requested prior to the status conference and intent to file a 107 Motion (.3); emails with PSZJ regarding same and next steps (.4); address preparation for the 6/3 status conference (.5).
06/02/20 E. Shanks (EFS) 1.80Research and analyze debtor's obligation to file quarterly operating reports post-confirmation and the genesis for the need for quarterly operating reports (1.5); draft research findings and correspond with H. O'Neil regarding the same (.3).
06/02/20 H. O'Neil (HNO) 1.40Preparation for Acis Status Conference on 6/3, including emails and call with PSZJ and call with counsel for HCLOF.
06/03/20 H. O'Neil (HNO) 3.10Conference call with Greg Demo regarding preparation for status conference (.5); brief review of MOR filed in the Acis GP case (.1); brief review of the 107 motion filed by Acis (.3); further preparation for and participate in Acis Status Conference and followup regarding same (1.9); debrief with client (.3).
06/09/20 J. Harrison (JCH) 0.40Email from H. O'Neil regarding deadline for motion filed in Acis bankruptcy case (.2); calendar objection deadline to Acis' motion to seal documents (.2).
06/17/20 H. O'Neil (HNO) 1.30Telephone conference with counsel for HCLOF regarding 107 motion and other matters (.8); emails with PSZJ regarding same and regarding response to 107 motion (.5).
06/18/20 H. O'Neil (HNO) 0.50Review and comment on draft of Objection to the Acis' 107 Motion and emails with PSZJ regarding same.
06/19/20 H. O'Neil (HNO) 2.10Provide specific edits to the Objection to the Acis' 107 motion and emails with G. Demo regarding same (1.0); conference call with counsel for HCLOF and HCM in-house team to discuss status and the 107 motion (.8); follow-up telephone conference with Greg Demo (.3).
Case 19-34054-sgj11 Doc 924-1 Filed 08/06/20 Entered 08/06/20 12:53:48 Page 18 of 26
Highland Capital Management L.P.Our Ref. No.: 118712-0102Invoice No.: 50050426Special Texas Counsel
Page 5Foley & Lardner LLP
July 16, 2020
06/22/20 H. O'Neil (HNO) 0.50
Emails from and to Greg Demo regarding finalizing on draft of the objection to the Acis' 107 motion (.3); address situation with Acis' withdrawal of the motion and various emails regarding same (.2).
06/23/20 H. O'Neil (HNO) 0.40Telephone conference with Greg Demo to discuss status and emails with Jamie O'Neill regarding issues with objection deadlines (.4).
06/23/20 J. Harrison (JCH) 0.50Email correspondence with Debtor's counsel regarding objection deadlines.
06/25/20 H. O'Neil (HNO) 0.40Review and assess revised filing of M/Seal QORs filed by Acis.
06/25/20 J. Harrison (JCH) 1.00Download and circulate recently filed pleadings in Acis bankruptcy matter (.8); calendar objection deadline to Acis Motion to File Redacted QOR's (.2).
06/26/20 H. O'Neil (HNO) 0.80Emails with Greg Demo regarding new motion filed by Acis (.4); address modifications from prior 107 motion and emails regarding same (.4).
06/26/20 J. Harrison (JCH) 0.50Minor revisions to Highland's response to Acis' motion to file redacted QOR's.
06/29/20 H. O'Neil (HNO) 0.40Review and respond to latest draft of Objection to the Acis seal motion and confer with Mr. Demo regarding same.
Professional Services Summary
Task Code Task Description Hours AmountB110 B110 - Case Administration 6.00 3,808.00B160 B160 - Fee/Employment Applications 6.20 3,022.00B190 B190 - Other Contested Matters (excluding
assumption/rejecti16.30 14,412.00
Totals 28.50 $21,242.00
Case 19-34054-sgj11 Doc 924-1 Filed 08/06/20 Entered 08/06/20 12:53:48 Page 19 of 26
Highland Capital Management L.P.Our Ref. No.: 118712-0102Invoice No.: 50050426Special Texas Counsel
Page 6Foley & Lardner LLP
July 16, 2020
Expenses Incurred
Description AmountDepositions / Transcripts, Exams $205.70Electronic Legal Research Services $83.10Shipping Charges $12.54Transcripts $42.35Expenses Incurred Total $343.69
Certain services and expenses, which involve payments made to third parties, include an additional charge based upon our internal costs with respect to those services and expenses.
Matter Total: $21,585.69
Case 19-34054-sgj11 Doc 924-1 Filed 08/06/20 Entered 08/06/20 12:53:48 Page 20 of 26
Highland Capital Management L.P.Invoice No.: 50050426
Foley & Lardner LLPJuly 16, 2020
Professional Services Summary
Service Provider Initials Title Hours Rate AmountEmily F. Shanks EFS Associate 1.80 $420.00 $756.00Janelle C. Harrison JCH Paralegal 10.00 $245.00 $2,450.00Holland N. O'Neil HNO Partner 16.70 $1,080.00 $18,036.00Totals 28.50 $21,242.00
Case 19-34054-sgj11 Doc 924-1 Filed 08/06/20 Entered 08/06/20 12:53:48 Page 21 of 26
FOLEY & LARDNER LLP2021 MCKINNEY AVENUESUITE 1600DALLAS, TEXAS 75201TELEPHONE (214) 999-3000FACSIMILE (214) 999-4667 WWW.FOLEY.COM
Please reference your account number 118712 and your invoice number 50063328 with your remittance payable to Foley & Lardner LLP. Payment is due promptly upon receipt of our invoice.
Federal Employer Number: 39-0473800
Highland Capital Management, L.P.300 Crescent Court, Ste. 700*these invoices are emailed by assistant*Dallas, TX 75201
Date: August 5, 2020Invoice No.: 50063328
Services through July 31, 2020
Summary of Services
Our Ref. Description Services Expenses Total
118712-0102 Special Texas Counsel $6,264.50 $0.00 $6,264.50
Totals: $6,264.50 $0.00 $6,264.50
Amount Due: $6,264.50
Case 19-34054-sgj11 Doc 924-1 Filed 08/06/20 Entered 08/06/20 12:53:48 Page 22 of 26
Highland Capital Management L.P.Our Ref. No.: 118712-0102Invoice No.: 50063328Special Texas Counsel
Page 2Foley & Lardner LLP
August 05, 2020
Professional Services Detail
B110 - Case Administration
Date Attorney/Description Hours07/06/20 J. Harrison (JCH) 0.10
Calendar omnibus hearing date.
07/07/20 H. O'Neil (HNO) 1.40Review and respond to emails from G. Demo regarding information request (.6); work with Janelle Harrison regarding same (.2); review of followup emails and respond to same (.2); review of email from Winstead with subpoena and coordinate with Mr. Demo regarding same (.4).
07/09/20 H. O'Neil (HNO) 0.30Review of incoming pleadings and email with Mr. Demo regarding same.
07/09/20 J. Harrison (JCH) 0.50Download and circulate recently filed pleadings.
07/10/20 J. Harrison (JCH) 0.70Download and circulate pleadings filed in Acis-related adversary and Highland bankruptcy (.5); calendar related deadlines (.2).
07/15/20 J. Harrison (JCH) 0.80Download and circulate numerous recently filed pleadings.
07/16/20 J. Harrison (JCH) 0.70Download and circulate recently filed pleadings (.5); calendar omnibus hearing date (.2).
07/17/20 H. O'Neil (HNO) 0.30Emails and telephone conference with Jamie O'Neill regarding claims objection issues.
07/17/20 J. Harrison (JCH) 0.50Download and circulate recently filed pleadings (.3); calendar upcoming hearing (.2).
07/20/20 J. Harrison (JCH) 0.20Download and circulate recently filed pleadings.
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Highland Capital Management L.P.Our Ref. No.: 118712-0102Invoice No.: 50063328Special Texas Counsel
Page 3Foley & Lardner LLP
August 05, 2020
07/22/20 J. Harrison (JCH) 0.40
Download recently filed pleadings (.2); calendar status conference regarding Debtor's objection to Acis' claim (.2).
B160 - Fee/Employment Applications
Date Attorney/Description Hours07/10/20 J. Harrison (JCH) 0.70
Prepare Certification of No Objection for Foley Seventh Monthly Fee App (.2); file Certifications of No Objection for Foley Sixth and Seventh Monthly Fee Apps (.5).
07/17/20 J. Harrison (JCH) 0.80Prepare Foley's Eighth Monthly Fee Statement.
07/21/20 J. Harrison (JCH) 0.70Finalize Foley Eighth monthly fee app (.5); email correspondence with H. O'Neil regarding review of same (.2).
07/22/20 J. Harrison (JCH) 0.50File Foley Eighth Monthly Fee App (.3); calendar related objection deadline (.2).
B310 - Claims Administration and Objections
Date Attorney/Description Hours07/06/20 H. O'Neil (HNO) 0.30
Telephone conference with J.P. Sevilla regarding HCM's proof of claim in the Acis bankruptcy case.
07/13/20 H. O'Neil (HNO) 0.80Review of objections filed to the Acis POC in the HCM bankruptcy (.3); emails with Independent Board members (.2); emails with Jamie O'Neill with PSZJ regarding claim objections deadlines (.3).
07/13/20 J. Harrison (JCH) 0.50Email correspondence with J. O'Neill regarding claim objections.
Case 19-34054-sgj11 Doc 924-1 Filed 08/06/20 Entered 08/06/20 12:53:48 Page 24 of 26
Highland Capital Management L.P.Our Ref. No.: 118712-0102Invoice No.: 50063328Special Texas Counsel
Page 4Foley & Lardner LLP
August 05, 2020
07/14/20 J. Harrison (JCH) 0.80
Email correspondence with J. O'Neill regarding procedures related to claim objections.
B440 - Adverse Proceedings
Date Attorney/Description Hours07/07/20 J. Harrison (JCH) 1.80
Email correspondence with G. Demo regarding pleadings filed in Acis-related adversary proceedings (.5); download pleadings filed in Acis-related adversaries and send zip files of pleadings (.8) follow up correspondence with G. Demo and H. O'Neil regarding Acis-related state court cases (.5).
07/10/20 H. O'Neil (HNO) 0.50Exchange of emails with counsel for HCLOF (.3); review of Abatement Motion filed by Acis (.2).
Professional Services Summary
Task Code Task Description Hours AmountB110 B110 - Case Administration 5.90 3,115.50B160 B160 - Fee/Employment Applications 2.70 661.50B310 B310 - Claims Administration and Objections 2.40 1,506.50B440 B440 - Adverse Proceedings 2.30 981.00Totals 13.30 $6,264.50
Matter Total: $6,264.50
Case 19-34054-sgj11 Doc 924-1 Filed 08/06/20 Entered 08/06/20 12:53:48 Page 25 of 26
Highland Capital Management L.P.Invoice No.: 50063328
Foley & Lardner LLPAugust 05, 2020
Professional Services Summary
Service Provider Initials Title Hours Rate AmountJanelle C. Harrison JCH Paralegal 9.70 $245.00 $2,376.50Holland N. O'Neil HNO Partner 3.60 $1,080.00 $3,888.00Totals 13.30 $6,264.50
Case 19-34054-sgj11 Doc 924-1 Filed 08/06/20 Entered 08/06/20 12:53:48 Page 26 of 26
4852-7743-0982.2
Exhibit B
Case 19-34054-sgj11 Doc 924-2 Filed 08/06/20 Entered 08/06/20 12:53:48 Page 1 of 3
1 4852-7743-0982.2
IN THE UNITED STATES BANKRUPTCY COURT FOR THE NORTHERN DISTRICT OF TEXAS
DALLAS DIVISION
In re:
HIGHLAND CAPITAL MANAGEMENT, L.P.,1
Debtor.
§ § § § § §
Chapter 11
Case No. 19-34054-sgj11
ORDER GRANTING SECOND INTERIM APPLICATION FOR COMPENSATION AND REIMBURSEMENT OF EXPENSES OF FOLEY & LARDNER LLP2 AS SPECIAL
TEXAS COUNSEL TO THE DEBTOR FOR THE PERIOD FROM APRIL 1, 2020 THROUGH JULY 31, 2020
CAME ON FOR CONSIDERATION the Second Interim Application for Compensation
and Reimbursement of Expenses of Foley & Lardner LLP as Special Texas Counsel to the Debtor
for the Period from April 1, 2020 through July 31, 2020 (the “Application”)3 of Foley & Lardner
LLP (“Foley”) for allowance of compensation for professional services rendered in the above-
1 The Debtor’s last four digits of its taxpayer identification number are (6725). The headquarters and service address for the above-captioned Debtor is 300 Crescent Court, Suite 700, Dallas, TX 75201. 2 On April 1, 2020, Foley Gardere officially became “Foley & Lardner LLP.” 3 Each capitalized term used but not otherwise defined herein shall have the meaning ascribed to it in the Application.
Case 19-34054-sgj11 Doc 924-2 Filed 08/06/20 Entered 08/06/20 12:53:48 Page 2 of 3
2 4852-7743-0982.2
captioned Chapter 11 Case during the period from April 1, 2020 through and including July 31,
2020 (the “Second Interim Period”).
It is HEREBY ORDERED THAT:
1. Foley is granted interim allowance of fees in the amount of $87,931.00 for the
Second Interim Period.
2. Foley is granted interim allowance of reimbursement for expenses incurred in the
amount of $833.49 for the Second Interim Period.
3. This Court retains exclusive jurisdiction with respect to all matters arising from or
related to the implementation, interpretation, and enforcement of this Order.
### End of Order ###
Case 19-34054-sgj11 Doc 924-2 Filed 08/06/20 Entered 08/06/20 12:53:48 Page 3 of 3
Recommended