Case 20-32299-KLP Doc 2521 Filed 07/30/21 Entered 07/30/21 13… · 2021. 7. 30. · Case 20-32299-KLP Doc 2521 Filed 07/30/21 Entered 07/30/21 13:58:18 Desc Main Document Page 1

Steven J. Reisman (admitted pro hac vice) Marc B. Roitman (admitted pro hac vice) KATTEN MUCHIN ROSENMAN LLP 575 Madison Avenue New York, New York 10022 Telephone: (212) 940-8800 -and-

Donald C. Schultz (VSB No. 30531) W. Ryan Snow (VSB No. 47423)

Darius K. Davenport (VSB No. 74064) David C. Hartnett (VSB No. 80452)

CRENSHAW, WARE & MARTIN, PLC 150 West Main Street, Suite 1500

Norfolk, Virginia 23510 Telephone: (757) 623-3000

Geoffrey M. King (admitted pro hac vice) KATTEN MUCHIN ROSENMAN LLP 525 West Monroe Street Chicago, Illinois 60661 Telephone: (312) 902-5200

Co-Counsel to the Special Committee of the Board of Intelsat Envision Holdings LLC

IN THE UNITED STATES BANKRUPTCY COURT FOR THE EASTERN DISTRICT OF VIRGINIA

RICHMOND DIVISION

) In re: ) Chapter 11 ) INTELSAT S.A., et al.,1 ) Case No. 20-32299 (KLP) ) Debtors. ) (Jointly Administered) )

SUMMARY COVER SHEET TO THE FOURTH INTERIM FEE APPLICATION OF CRENSHAW, WARE & MARTIN, P.L.C., AS VIRGINIA COUNSEL TO

INTELSAT ENVISION HOLDINGS LLC, FOR THE PERIOD FROM MARCH 1, 2021 THROUGH AND INCLUDING MAY 31, 2021

Crenshaw, Ware and Martin, P.L.C. (“CWM”), Virginia Counsel to the Special Committee

of the Board of Managers of Intelsat Envision Holdings LLC (“Intelsat Envision” or the “Debtor”) at the direction of the Special Committee of the Board of Managers of Intelsat Envision (the “Special Committee”), submits this summary (the “Summary”) of fees and expenses sought as actual, reasonable, and necessary in the fee application to which this Summary is attached (the “Application”) for the period from March 1, 2021 through and including May 31, 2021 (the “Fee Period”).

CWM submits this Application as an interim fee application in accordance with the Order (I) Establishing Procedures for Interim Compensation and Reimbursement of Expenses for Retained Professionals and (II) Granting Related Relief, entered on June 30, 2020 [Docket No.

1 Due to the large number of Debtors in these chapter 11 cases, for which joint administration has been granted, a

complete list of the Debtor entities and the last four digits of their federal tax identification numbers is not provided herein. A complete list may be obtained on the website of the Debtors’ claims and noticing agent at https://cases.stretto.com/intelsat. The location of the Debtors’ service address is: 7900 Tysons One Place, McLean, VA 22102.

Case 20-32299-KLP Doc 2521 Filed 07/30/21 Entered 07/30/21 13:58:18 Desc MainDocument Page 1 of 16

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425] (the “Interim Compensation Order”), which permits professionals to file interim fee applications every three months.

General Information Name of Applicant: Crenshaw, Ware and Martin P.L.C. Authorized to Provide Services to: The Special Committee of the Board of Managers of

Intelsat Envision Holdings LLC Debtor and Debtor in Possession

Petition Date: May 14, 2020 Date of Retention Order: July 1, 2020

Summary of Fees and Expenses Sought in the Fee Application Period for Which Compensation and Reimbursement is Sought:

March 1, 2021 through May 31, 2021

Voluntary Fee Waiver and Expense Reduction: $0.00 Amount of Compensation Sought as Actual, Reasonable, and Necessary:

$22,303.50

Amount of Expense Reimbursement Sought as Actual, Reasonable, and Necessary:

$0.00

Summary of Rates and Professionals Total Amount of Compensation Sought for the Fee Period, Calculated Using Rates as of the Date of Retention:

$22,303.50

Rate in this Application for Partners: $375.00-$410.00 Rate in this Application for Paralegals $160.00 Rate in this Application for Legal Assistants $110.00 Number of Professionals Included in this Application: 5 Number of Attorneys Billing Fewer Than 15 Hours to the Case During the Fee Period:

0

Summary of Past Requests for Compensation and Prior Payments Total Amount of Compensation Previously Requested Pursuant to the Interim Compensation Order to Date:

$77,245.50

Total Amount of Expense Reimbursement Previously Requested Pursuant to the Interim Compensation Order to Date:

$0.00

Total Compensation Approved Pursuant to the Interim Compensation Order to Date2:

$52,441.00

Total Amount of Expense Reimbursement Approved Pursuant to the Interim Compensation Order to Date:

$0.00

Compensation Sought in this Application Already Paid Pursuant to the Interim Compensation Order But Not Yet Allowed:

$17,842.80

2 This amount includes a voluntary reduction of $1,186.00 for the First Interim Fee Period, $465.00 for the Second

Interim Fee Period and $850.00 for the Third Interim Fee Period.


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Expenses Sought in this Application Already Paid Pursuant to the Interim Compensation Order But Not Yet Allowed:

$0.00

Dated: July 30, 2021 /s/ Donald C. Schultz Norfolk, Virginia Donald C. Schultz (VSB No. 30531)

W. Ryan Snow (VSB No. 47423) Darius K. Davenport (VSB No. 74064)

David C. Hartnett (VSB No. 80452) CRENSHAW, WARE & MARTIN, PLC 150 West Main Street Suite 1500 Norfolk, Virginia 23510 Telephone: (757) 623-3000

Facsimile: (757) 623-5735

Email: [email protected] [email protected] [email protected] [email protected]











RICHMOND DIVISION


FOURTH INTERIM FEE APPLICATION OF CRENSHAW, WARE & MARTIN, P.L.C.,

AS VIRGINIA COUNSEL TO INTELSAT ENVISION HOLDINGS LLC, FOR THE PERIOD FROM MARCH 1, 2021 THROUGH AND INCLUDING MAY 31, 2021

Crenshaw, Ware & Martin, P.L.C. (“CWM”), Virginia Counsel to the Special Committee

of the Board of Managers of Intelsat Envision Holdings LLC (“Intelsat Envision” or the “Debtor”)

at the direction of the Special Committee of the Board of Managers of Intelsat Envision (the

“Special Committee”), hereby submits its Fourth Interim Fee Application (the “Application”) for

allowance of compensation for professional services provided in the amount of $22,303.50 and

reimbursement of actual and necessary expenses in the amount of $0.00 that CWM incurred for




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the period from March 1, 2021 through May 31, 2021 (the “Fee Period”) seeking entry of an order,

substantially in the form attached hereto as Exhibit G, for allowance of compensation for

professional services provided in the total amount of $22,303.50. In support of this Application,

CWM submits the declaration of Donald C. Schultz (the “Schultz Declaration”), which is attached

hereto as Exhibit A and incorporated by reference. In further support of this Application, CWM

respectfully states as follows.

Preliminary Statement

1. During the Fee Period, CWM diligently and efficiently represented the Special

Committee with respect to Conflict Matters (as defined below) on a variety of complex issues in

these Chapter 11 Cases (as defined below).

2. With respect to each of these matters and as described in further detail herein, the

professional services rendered by CWM were reasonable, necessary and appropriate.

Accordingly, CWM respectfully requests that the Court grant the relief requested herein.

Jurisdiction

3. The United States Bankruptcy Court for the Eastern District of Virginia (the

“Court”) has jurisdiction over this matter pursuant to 28 U.S.C. §§ 157 and 1334. This is a core

proceeding within the meaning of 28 U.S.C. § 157(b)(2).

4. Venue is proper pursuant to 28 U.S.C. §§ 1408 and 1409.

5. The bases for the relief requested herein are sections 330 and 331 of title 11 of the

United States Code, 11 U.S.C. §§ 101 et seq. (as amended, the “Bankruptcy Code”), Rule 2016 of

the Federal Rules of Bankruptcy Procedure (the “Bankruptcy Rules”), Rule 2016-1 of the Local

Rules of the United States Bankruptcy Court for the Eastern District of Virginia (the “Local

Bankruptcy Rules”), the Order Granting the Application of Intelsat Envision Holdings LLC

Authorizing the Employment and Retention of Crenshaw, Ware & Martin, PLC as Virginia


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Counsel Pursuant to Sections 327(a) and 328(a) of the Bankruptcy Code Effective as of May 13,

2020 [Docket No. 459] (the “Retention Order”), and the Order (I) Establishing Procedures for

Interim Compensation and Reimbursement of Expenses for Retained Professionals and (II)

Granting Related Relief [Docket No. 425] (the “Interim Compensation Order”).

Background

6. On May 14, 2020, each of the above-captioned debtors (collectively, the “Debtors”)

filed a voluntary petition for relief under chapter 11 of the Bankruptcy Code (the “Chapter 11

Cases”). The Debtors continue to operate their businesses and manage their properties as debtors

in possession pursuant to sections 1107(a) and 1108 of the Bankruptcy Code. The Debtors’

Chapter 11 Cases have been consolidated for procedural purposes only and are being jointly

administered pursuant to Bankruptcy Rule 1015(b). No party has requested the appointment of a

trustee or examiner in these Chapter 11 Cases.

7. On May 27, 2020, the Office of the United States Trustee for the Eastern District

of Virginia (the “U.S. Trustee”) appointed an official committee of unsecured creditors in these

Chapter 11 Cases (the “Committee”). On June 30, 2020, the Court entered the Interim

Compensation Order, which sets forth the procedures for interim compensation and reimbursement

of expenses for all professionals in these Chapter 11 Cases.

The Debtor’s Retention of CWM

8. On June 9, 2020, the Debtor filed the Application of Intelsat Envision Holdings

LLC for Entry of an Order Authorizing the Employment and Retention of Crenshaw, Ware &

Martin, PLC as Virginia Counsel Pursuant to Sections 327(a) and 328(a) of the Bankruptcy Code

Effective as of May 13, 2020 [Docket No.309] (the “Retention Application”).

9. On July 1 2020, the Court approved the relief requested in the Retention

Application and entered the Retention Order attached hereto as Exhibit B.


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10. The Retention Order authorizes the Debtor to compensate and reimburse CWM in

accordance with the Bankruptcy Code, the Bankruptcy Rules, the Local Bankruptcy Rules and the

Interim Compensation Order. The Retention Order also authorizes the Debtor to compensate

CWM at CWM’s hourly rates charged for services of this type and to reimburse CWM for CWM’s

actual and necessary out-of-pocket expenses incurred, subject to application to this Court. The

particular terms of CWM’s engagement are detailed in the engagement letter by and between

CWM and the Debtor, dated as of June 9, 2020 and attached to the Retention Order as Exhibit 1.

11. The Retention Order authorizes CWM to provide the following services consistent

with and in furtherance of the services described in the Retention Application and the Engagement

Letter:

a. advising the Special Committee in any matters pertaining to the Chapter 11 Cases in which a conflict exists between Intelsat Envision and its shareholders, affiliates (as applicable), or the directors and officers of Intelsat Envision (the “Conflict Matters”);

b. investigating and advising the Special Committee regarding whether an issue constitutes a Conflict Matter;

c. conducting investigation and analysis sufficient to advise the Special Committee regarding Conflict Matters; and

d. implementing the directions of the Special Committee related to Conflict Matters.

Disinterestedness of CWM

12. To the best of the Debtor’s knowledge and as disclosed in the Schultz Declaration,

(a) CWM is a “disinterested person” within the meaning of section 101(14) of the Bankruptcy

Code, as required by section 327(a) of the Bankruptcy Code, and does not hold or represent an

interest adverse to the Debtors’ estates and (b) CWM has no current representation of the Debtors,

their creditors, or other parties in interest, except as may be disclosed in the Schultz Declaration

and any supplemental declarations.


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13. CWM will review its files periodically during the pendency of these Chapter 11

Cases to ensure that no conflicts or other disqualifying circumstances exist or arise. If any new

relevant facts or relationships are discovered or arise, CWM will use reasonable efforts to

identify such further developments and will promptly file a supplemental declaration, as required

by Bankruptcy Rule 2014(a).

Summary of Compliance with Interim Compensation Order

14. This Fee Application has been prepared in accordance with the Interim

Compensation Order.

15. CWM seeks interim compensation for professional services provided to the Debtor

on behalf of and at the sole direction of the Special Committee for full fees and expenses during

the Fee Period in the amount of $22,303.50 and reimbursement of actual and necessary expenses

incurred in connection with providing such services in the amount of $0.00. During the Fee Period,

CWM attorneys and paraprofessionals expended a total of 89.5 hours for which compensation is

requested.

16. CWM’s fees are below the amounts previously submitted in the proposed budget

of $20,000 per month for the previous interim fee periods. The fees incurred by CWM are well

under these budgeted amounts.

17. In accordance with the Interim Compensation Order, CWM has submitted monthly

fee statements seeking payment of (a) 80% of the fees incurred by the Debtor for reasonable and

necessary professional services rendered by CWM and (b) 100% of the actual and necessary costs

and expenses incurred by CWM in connection with the services provided to the Special

Committee for each month (collectively, the “Monthly Fee Statements”).

18. As of the date hereof, CWM has received $17,842.80 for fees in payments for the

Fee Period under the Interim Compensation Order. Accordingly, by this Fee Application, and to


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the extent such amounts have not been paid by the time of the hearing on this Fee Application,

CWM seeks payment of 100% of fees in the amount of $22,303.50 and 100% of expenses in the

amount of $0.00, for a total request of $22,303.50.

Fees and Expenses Incurred During Fee Period

A. Customary Billing Disclosures.

19. CWM’s hourly rates are set at a level designed to compensate CWM fairly for the

work of its attorneys and paraprofessionals and to cover fixed and routine expenses. The hourly

rates and corresponding rate structure utilized by CWM in these Chapter 11 Cases are equivalent

to the hourly rates and corresponding rate structure used by CWM for bankruptcy matters, as well

as similar complex corporate and litigation matters whether in court or otherwise, regardless of

whether a fee application is required.

B. Fees Incurred During Fee Period.

20. In the ordinary course of CWM’s practice, CWM maintains computerized records

of the time expended to render the professional services required by its client. For the convenience

of the Court and all parties in interest, attached hereto as Exhibit C is a summary of fees incurred

and hours expended during the Fee Period, setting forth the following information:

a. the name of each attorney and paraprofessional for whose work on these Chapter 11 Cases compensation is sought;

b. each attorney’s year of bar admission and area of practice concentration;

c. the aggregate time expended, and fees billed by each attorney and each paraprofessional during the Fee Period;

d. the hourly billing rate for each attorney and each paraprofessional at CWM’s current billing rates;

e. the hourly billing rates for each attorney and each paraprofessional as disclosed in the Retention Application;

f. the number of rate increases since the inception of the Chapter 11 Cases; and


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g. a calculation of total compensation requested using the rates disclosed in the Application.

C. Expenses Incurred During Fee Period.

21. In the ordinary course of CWM’s practice, CWM maintains a record of expenses

incurred in the rendition of the professional services for which reimbursement is sought.

22. For the convenience of the Court and all parties in interest, attached hereto as

Exhibit D is a summary setting forth the total amount of reimbursement sought with respect to

each category of expenses for which CWM is seeking reimbursement for the Fee Period.

Summary of Legal Services Rendered During the Fee Period

23. During the Fee Period, CWM provided extensive and important professional

services to the Special Committee with respect to Conflict Matters.

24. To provide a meaningful summary of CWM’s services provided to the Special

Committee, CWM has established, in accordance with its internal billing procedures, certain

subject matters categories (each, a “Matter Category”) in connection with these Chapter 11 Cases.

The following is a summary of the fees and hours billed for each Matter Category in the Fee Period:

Summary of Fees by Matter for the Fee Period

Matter Number

Matter Description

Hours Billed

Fees Requested

6830.200114 Case Administration 14.1 $4,954.00

6830.200115 Retention and Fee Applications 54.4 $10,709.50

6830.200116 Hearing and Hearing Preparation 21.0 $6,640.00

Sum 89.5 $22,303.50

Voluntary Reduction (0)

Total $22,303.50

25. The following is a summary, by Matter Category, of the most significant

professional services provided by CWM during the Fee Period. A schedule setting forth a


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description of the Matter Categories utilized in this Chapter 11 Case, the number of hours expended

by CWM partners, associates and paraprofessionals by matter, and the aggregate fees associated

with each matter is attached hereto as Exhibit E.

26. In addition, CWM’s computerized records of time expended providing professional

services to the Debtor and its estate at the direction of the Special Committee, plus CWM’s records

of expenses incurred during the Fee Period in the rendition of professional services to the Debtor

and its estate at the direction of the Special Committee are attached as Exhibit F.

(a) Case Administration [Matter No. 6830.200114]

Total Fees: $4,954.00 Total Hours: 14.1

(b) Retention and Fee Applications [Matter No. 6830.200116]


(c) Hearing and Hearing Preparation [Matter No. 6830.200115]


Actual and Necessary Expenses Incurred by CWM

27. As set forth in Exhibit F attached hereto, and as summarized in Exhibit D attached

hereto, CWM seeks reimbursement of a total of $0.00 for expenses incurred on behalf of the

Special Committee during the Fee Period. These charges are intended to reimburse CWM’s direct

operating costs, which are not incorporated into the CWM’s hourly billing rates. Only clients who

actually use services of the types set forth in Exhibit E of this Fee Application are separately

charged for such services.


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Reasonable and Necessary Services Provided by CWM

A. Reasonable and Necessary Fees Incurred in Providing Services to the Special Committee

28. The foregoing professional services provided by CWM to the Special Committee

during the Fee Period were reasonable, necessary, and appropriate in these Chapter 11 Cases.

B. Reasonable and Necessary Expenses Incurred in Providing Services to the Special Committee

29. The actual expenses incurred in providing professional services were necessary,

reasonable, and justified under the circumstances to serve the needs of the Special Committee.

CWM’s Requested Compensation and Reimbursement Should be Allowed

30. Section 331 of the Bankruptcy Code provides for interim compensation of

professionals and incorporates the substantive standards of section 330 of the Bankruptcy Code to

govern the Court’s award of such compensation. Section 330 of the Bankruptcy Code provides

that a court may award a professional employed under section 327 of the Bankruptcy Code

“reasonable compensation for actual necessary services rendered . . . and reimbursement for actual,

necessary expenses.” 11 U.S.C. § 330(a)(1). Section 330 also sets forth the criteria for the award

of such compensation and reimbursement:

In determining the amount of reasonable compensation to be awarded, the court should consider the nature, extent, and the value of such services, taking into account all relevant factors, including—

(a) the time spent on such services; (b) the rates charged for such services; (c) whether the services were necessary to the

administration of, or beneficial at the time at which the service was rendered toward the completion of, a case under this title;

(d) whether the services were performed within a reasonable amount of time commensurate with the complexity, importance, and nature of the problem, issue, or task addressed; and


10

(e) whether the compensation is reasonable based on the customary compensation charged by comparably skilled practitioners in cases other than cases under this title.

Id. § 330(a)(3).

31. CWM respectfully submits that the services for which it seeks compensation in this

Application were, at the time rendered, necessary for and beneficial to the Debtor and its estate

and were rendered to protect and preserve the Debtor’s estate. CWM further believes that it

performed the services for the Special Committee economically, effectively, and efficiently, and

the results obtained benefited not only the Debtor, but also the Debtor’s estate and the Debtor’s

constituents. CWM further submits that the compensation requested herein is reasonable in light

of the nature, extent, and value of such services to the Debtor and its estate.

32. During the course of the Fee Period, CWM’s hourly billing rates for attorneys

ranged from $360 to $4102 with a blended hourly rate of $381.67. CWM’s hourly billing rates for

paraprofessionals ranged from $110 to $1603 with a blended hourly rate of $135.00. The hourly

rates and corresponding rate structure utilized by CWM in these Chapter 11 Cases are equivalent

to the hourly rates and corresponding rate structure used by CWM for workout, bankruptcy,

insolvency, and comparable matters, and similar complex corporate and litigation matters, whether

in court or otherwise, regardless of whether a fee application is required. CWM strives to be

efficient in the staffing of matters. These rates and the rate structure reflect that such matters are

typically national in scope and involve great complexity.

33. Moreover, CWM’s hourly rates are set at a level designed to compensate CWM

fairly for the work of its attorneys and paraprofessionals and to cover certain fixed and routine

2 During the Fee Period, Partner Donald C. Schultz’s hourly rate was $410.00/hour, Partner Darius K. Davenport’s

hourly rate was $375.00/hour and Partner David C. Hartnett’s hourly rate was $360.00 3 During the Fee Period, Cassandra Matos’ hourly rate was $110.00/hour and Dawn Smith’s hourly rate was

$160.00/hour.


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overhead expenses. Hourly rates vary with the experience and seniority of the individuals

assigned. These hourly rates are subject to periodic adjustments to reflect economic and other

conditions and are consistent with the rates charged elsewhere.

34. In sum, CWM respectfully submits that the professional services provided by

CWM to the Special Committee during these Chapter 11 Cases were necessary and appropriate

given the complexity of these Chapter 11 Cases, the time expended by CWM, the nature and extent

of CWM’s services provided, the value of CWM’s services, and the cost of comparable services

outside of bankruptcy, all of which are relevant factors set forth in section 330 of the Bankruptcy

Code. Accordingly, CWM respectfully submits that approval of the compensation sought herein

is warranted and should be approved.

Reservation of Rights and Notice

35. It is possible that some professional time expended, or expenses incurred during the

Fee Period are not reflected in the Application. CWM reserves the right to include such amounts

in future fee applications.

36. Notice of this Application has been or will shortly be provided by hand or

overnight delivery on: (i) the Debtors, Intelsat S.A., 7900 Tysons One Place, McLean, VA 22102,

Attn: Michelle Bryan, Executive Vice President, General Counsel and Chief Administrative

Officer; (ii) counsel to the Debtors, Kirkland & Ellis LLP, 601 Lexington Avenue, New York,

New York 10022, Attn: Steven Serajeddini, P.C. ([email protected]), Anthony R.

Grossi ([email protected]), and Ameneh Bordi ([email protected]) (iii)

co-counsel to the Debtors, Kutak Rock LLP, 901 East Byrd Street, Suite 1000, Richmond Virginia

23219, Attn: Michael A. Condyles ([email protected]), Peter J. Barrett

([email protected]), Jeremy S. Williams ([email protected]), and

Brian H. Richardson ([email protected]); (iv) counsel to an ad hoc group of certain


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holders of the Debtors’ secured term loan and secured notes (the “Intelsat Jackson Ad Hoc

Group”), Akin Gump Strauss Hauer & Feld LLP, One Bryant Park, New York, New York 10036,

Attn: Ira S. Dizengoff; ([email protected]), Abid Qureshi ([email protected]),

and Brad Kahn ([email protected]); (v) counsel to an ad hoc group of certain crossover

holders of the Debtors’ secured term loan and secured notes (the “Intelsat Jackson Crossover Ad

Hoc Group”), Jones Day, 250 Vesey St., New York, New York 10281, Attn: Bruce Bennett;

([email protected]), Joshua Brody ([email protected]), and Peter Saba

([email protected]); (vi) counsel to any statutory committee appointed in these cases; and (vii)

the Office of the United States Trustee, 701 East Broad Street, Suite 4304, Richmond, Virginia

23219, Attn: Kenneth N. Whitehurst III, Shannon F. Pecoraro, and Kathryn R. Montgomery; and

(viii) Robert J. Keach, in his capacity as the Fee Examiner, [email protected],

[email protected], [email protected] and [email protected].

No Prior Request

37. No prior application for the relief requested herein has been made to this or any

other court.

[Remainder of Page Intentionally Left Blank]


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WHEREFORE, CWM respectfully requests that the Court enter an order (a) awarding

CWM’s interim compensation for professional and paraprofessional services provided during the

Fee Period in the amount of $22,303.50, and reimbursement of actual, reasonable and necessary

expenses incurred in the Fee Period in the amount of $0.00; (b) authorizing and directing the

Debtor to remit payment to CWM for such fees and expenses; and (c) granting such other relief as

is appropriate under the circumstances.

Richmond, Virginia Dated: July 30, 2021

/s/ Donald C. Schultz /s/ Steven J. Reisman CRENSHAW, WARE & MARTIN, PLC KATTEN MUCHIN ROSENMAN LLP Donald C. Schultz VSB No. 30531 W. Ryan Snow VSB No. 47423 Darius K. Davenport VSB No. 74064 David C. Hartnett VSB No. 80452 150 West Main Street, Suite 1500 Norfolk, Virginia 23510 Telephone: (757) 623-3000 Email: [email protected] [email protected] [email protected] [email protected]

Steven J. Reisman (admitted pro hac vice) Marc B. Roitman (admitted pro hac vice) 575 Madison Avenue New York, New York 10022 Telephone: (212) 940-8800 Email: [email protected] [email protected] -and- KATTEN MUCHIN ROSENMAN LLP Geoffrey M. King (admitted pro hac vice) 525 West Monroe Street Chicago, Illinois 60661 Telephone: (312) 902-5200 Email: [email protected]




Exhibit A

Schultz Declaration

Case 20-32299-KLP Doc 2521-1 Filed 07/30/21 Entered 07/30/21 13:58:18 DescExhibit(s) A Page 1 of 4









RICHMOND DIVISION


DECLARATION OF DONALD C. SCHULTZ

IN SUPPORT OF THE FOURTH INTERIM FEE APPLICATION OF CRENSHAW, WARE & MARTIN, PLC, AS VIRGINIA COUNSEL TO INTELSAT

ENVISION HODLINGS LLC, FOR THE PERIOD FROM MARCH 1, 2021 THROUGH AND INCULDING MAY 31, 2021

I, Donald C. Schultz, being duly sworn, state the following under penalty of perjury:

1. I am a partner in the law firm of Crenshaw, Ware and Martin, PLC, located at 150

W. Main Street, Norfolk, VA 23510. I am a member in good standing of the Virginia State Bar

and I have been admitted to practice in the United States District Court for the Eastern District of

Virginia, United States Bankruptcy Court for the Eastern and Western Districts of Virginia; the




2

Virginia Supreme Court; and the United States Supreme Court. There are no disciplinary

proceedings pending against me.

2. I have read the foregoing interim fee application of CWM, attorneys for the Debtor

at the direction of the Special Committee, for the Fee Period (the “Fee Application”). To the best

of my knowledge, information and belief, the statements contained in the Fee Application are true

and correct. In addition, I believe that the Fee Application complies with Local Bankruptcy Rule

2016-1.

3. In connection therewith, I hereby certify that:

a) to the best of my knowledge, information, and belief, formed after reasonable inquiry, the fees and disbursements sought in the Fee Application are permissible under the relevant rules, court orders, and Bankruptcy Code provisions, except as specifically set forth herein;

b) the Fee Application, the fees and disbursements sought in the Fee Application are billed at rates customarily employed by CWM and generally accepted by CWM’s clients. In addition, none of the professionals seeking compensation varied their hourly rate based on the geographic location of the Debtor’s case;

c) CWM is seeking compensation with respect to the hours spent reviewing or revising time records and preparing, reviewing, and revising invoices;

d) in providing a reimbursable expense, CWM does not make a profit on that expense, whether the service is performed by CWM in-house or through a third party;

e) in accordance with Rule 2016(a) of the Federal Rules of Bankruptcy Procedure and 11 U.S.C. § 504, no agreement or understanding exists between CWM and any other person for the sharing of compensation to be received in connection with the above cases except as authorized pursuant to the Bankruptcy Code, Bankruptcy Rules, and Local Bankruptcy Rules; and

f) all services for which compensation is sought were professional services on behalf of the Debtor and not on behalf of any other person.

Pursuant to 28 U.S.C. § 1746, I declare under penalty of perjury that the foregoing is true

and correct to the best of my knowledge and belief.


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Dated: July 30, 2021 Respectfully submitted, Norfolk, VA /s/ Donald C. Schultz

Partner

Crenshaw, Ware and Martin, PLC


Exhibit B

Retention Order

Case 20-32299-KLP Doc 2521-2 Filed 07/30/21 Entered 07/30/21 13:58:18 DescExhibit(s) B Page 1 of 32

pro hac vicepro hac vice

pro hac vice

Proposed Co-Counsel to the Special Committee of the Board of Intelsat Envision Holdings LLC

et al



Standing

Order of Reference





Jul 1 2020 /s/ Keith L. Phillips

Entered on Docket: Jul 1 2020



Donald C. Schultz

- and -


pro hac vice


SEEN AND AGREED:

/s/ B. Webb King Office of the U.S. Trustee 701 East Broad Street, Suite 4304 Richmond, VA 23219 Telephone: (804) 771-2319

Office of the Unites States Trustee

Donald C. Schultz



Exhibit 1

Engagement Letter





Intelsat Envision Holdings, LLC c/o Katten Muchin Rosenman LLP June 9, 2020 Page 3

US_144734427v2_394109-00001 6/8/2020 3:38 PM

Please contact me if you have any questions regarding the terms of the engagement. We appreciate the opportunity to be of service.

Very truly yours,

Donald C. Schultz DCS/clm

AGREED AND ACKNOWLEDGED Dated as of

INTELSAT ENVISION HOLDINGS LLC

By:

Name: Mohsin Meghji

Its: Disinterested Manager


By:

Name: Thomas Ferguson



By:

Name: Michelle Bryan

Its: Deputy Chairman and Secretary



Intelsat Envision Holdings, LLC c/o Katten Muchin Rosenman LLP June 9, 2020 Page 3

US_144734427v2_394109-00001 6/8/2020 3:38 PM

Please contact me if you have any questions regarding the terms of the engagement. We

appreciate the opportunity to be of service. Very truly yours, Donald C. Schultz DCS/clm AGREED AND ACKNOWLEDGED Dated as of


By:

Name: Mohsin Meghji



By:

Name: Thomas Ferguson



By:

Name: Michelle Bryan

Its: Deputy Chairman and Secretary





pro hac vice


et al



In re Toys “R” Us, Inc. In re

Hancock Fabrics, Inc.



















Donald C. Schultz

















Exhibit C

Summary of Total Fees Incurred and Hours Billed During the Fee Period

Case 20-32299-KLP Doc 2521-3 Filed 07/30/21 Entered 07/30/21 13:58:18 DescExhibit(s) C Page 1 of 3

Summary of Total Fees Incurred and Hours Billed During the Fee Period

Summary of Attorney Timekeepers

Attorney

Position with the

Applicant and Year Admitted Department

Hourly Billing Rate

(through 01/08/2021)

Billed Hours

(through 01/08/2021)

Hourly Billing

Rate (as of 02/28/2021)

Billed Hours

(01/09/2021-02/28/2021)

Hourly Billing

Rate (as of 05/31/2021)

Billed Hours

(03/01/2021-05/31/2021

Number of Rate

Increases1

Total Hours

Billed in the Fourth

Interim Application

Total Compensation

Donald Schultz

Partner 1989 Bankruptcy, Restructuring & Creditor’s Rights

$400.00 6.4 $410.00 6.7 $410.00 29.9 1 29.9 $12,259.00

Darius Davenport

Partner 2007 Litigation, Cybersecurity, Business Disputes

$375.00 n/a $375.00 5.2 $375.00 1.9 0 1.9 $712.50

David C. Hartnett

Partner n/a n/a n/a n/a $360.00 2.3 0 2.3 $828.00

Totals for Attorneys 6.4 11.9 34.1 1 34.1 $13,799.50

1 This column’s tally of rate increases does not include “step increases.”


Summary of Paraprofessional Timekeepers

Paraprofessional

Position with the

Applicant Department

Hourly Billing Rate

(through 01/08/2021)

Total Billed Hours

(through 01/08/2021)

Hourly Billing Rate

(as of 02/28/2021)

Total Billed Hours

(01/09/2021-02/28/2021)

Hourly Billing Rate

(as of 05/31/2021)

Total Billed Hours

(03/01/2021-

05/31/2021)

Number of Rate

Increases

Total Hours

Billed in the Fourth Interim

Application Total

Compensation

Dawn Smith Paralegal Bankruptcy, Creditor’s Rights and Litigation

$150.00 22.5 $160.00 22.9 $160.00 48.2 1 48.2 $7,712.00

Cassandra Matos Legal Assistant

Bankruptcy, Restructuring and Creditor’s Rights

$100.00 .2 $110.00 1.6 $110.00 7.2 1 1.8 $196.00

Totals for Paraprofessionals 22.7 24.5 55.4 2 55.4 $8,504.00


Exhibit D

Summary of Actual and Necessary Expenses for the Fee Period

Case 20-32299-KLP Doc 2521-4 Filed 07/30/21 Entered 07/30/21 13:58:18 DescExhibit(s) D Page 1 of 2

Summary of Actual and Necessary Expenses for the Fee Period

Expense Vendor (if any) Unit Cost (if applicable) Amount

Travel to US Bankruptcy Court in Richmond

N/A $0.00 $0.00

Pacer Fees PACER $0.00 $0.00

Copy Expenses N/A $0.00 $0.00

Transcript Fee EDVA Court Reporter $0.00 $0.00

Telephonic Appearance Court Solutions $0.00 $0.00

Sum $0.00


Total $0.00

Case 20-32299-KLP Doc 2521-4 Filed 07/30/21 Entered 07/30/21 13:58:18 DescExhibit(s) D Page 2 of 2

Exhibit E


Case 20-32299-KLP Doc 2521-5 Filed 07/30/21 Entered 07/30/21 13:58:18 DescExhibit(s) E Page 1 of 2


Matter Number

Matter Description

Hours Billed

Fees Requested

6830.200116 Retention and Fee Applications 54.4 $10,709.50

6830.200115 Hearing and Hearing Preparation 21.0 $6,640.00

6830.200114 Case Administration 14.1 $4,954.00

Sum 89.5 $22,303.50


Total $22,303.50

Case 20-32299-KLP Doc 2521-5 Filed 07/30/21 Entered 07/30/21 13:58:18 DescExhibit(s) E Page 2 of 2

12

Exhibit F

Detailed Description of Services Provided and Detailed Description of Expenses and Disbursements

Case 20-32299-KLP Doc 2521-6 Filed 07/30/21 Entered 07/30/21 13:58:18 DescExhibit(s) F Page 1 of 20

RE:

TIN: 54-0838558

Law Offices

Invoice No:

Page:

Account No:

CRENSHAW, WARE & MARTIN, P.L.C.

Intelsat Envision Holdings, LLCc/o Katten Muchin Roseman LLP575 Madison AvenueNew York, NY 10022

150 West Main Street, Suite 1500Norfolk VA 23510

132/Case Administration

757-623-3000

Steven J. Reisman, EsqAttn:

04/22/2021

10

6830.200114

1

03/07/2021 DCS Review Motion to Intervene by SES, Motion to Adjourn and Motion to AppointEquity Committee (.9); send email to Mr. King re: status of recent motions (.1);send email to partner re: review of recent motions (.1). 1.10

03/08/2021 DCS Speak with Mr. King re: status of plan negotiations and hearing to adjournmotions and enter scheduling order (.2). 0.20

03/09/2021 DCS Review various objections to debtor's motion to adjourn (1.2). 1.20

DKD Begin review of responses/objections to the Debtors' motion to adjourn (1.2). 1.20

03/10/2021 DCS Review additional objections to debtor's motion to adjourn (.9). 0.90

03/12/2021 DCS Review pleadings in response to objections to proofs of claim by JacksonCrossover Group (.3). 0.30

03/15/2021 DCS Review Order establishing dates and deadlines for related matters (.3);exchange emails with partner re: review of recently filed pleadings (.1). 0.40

03/16/2021 DMS Draft Notice of Appearance for David Hartnett (.3); email to Katten team forcomment and approval (.1); make revisions to Notice of Appearance (.2);convert Notice of Appearance to filing format (.2); electronically file Notice ofAppearance for David Hartnett (.2). 1.00

DCS Review Notice of Appearance for partner, David C. Hartnett (.1). 0.10

03/25/2021 DCS Review creditor's summary judgment motion re: Proof of Claim litigation (.3). 0.30

FOR SERVICES RENDERED 6.70 2,455.00

RECAPITULATIONTIMEKEEPER HOURS HOURLY RATE TOTALDonald C. Schultz 4.50 $410.00 $1,845.00Darius Davenport 1.20 375.00 450.00Dawn Smith 1.00 160.00 160.00


Invoice No:

Page:

Account No:

Intelsat Envision Holdings, LLC

04/22/2021

10

6830.200114

2

TOTAL CURRENT WORK 2,455.00

BALANCE DUE $2,455.00

We appreciate your business WE ACCEPT ONLINE PAYMENTS

Securely pay by credit card at www.cwm-law.com/payment Please reference account number when making payment


RE:

TIN: 54-0838558

Law Offices

Invoice No:

Page:

Account No:




132/Hearing and Hearing Preparation

757-623-3000


04/22/2021

8

6830.200115

1

03/08/2021 DCS Review file re: motion set for March 10 (.1); review notice of procedures forattending hearing (.1). 0.20

03/09/2021 DCS Review Agenda for matters scheduled for March 10 (.1); prepare for March 10hearing (.1). 0.20

DMS Receive and review Agenda for March 10, 2021 hearing (.2); memorandum re:attendance at hearing (.1). 0.30

03/10/2021 DCS Attend hearing on debtor's motion to adjourn (1.3); review docket note fromcourt re: result of hearing (.1). 1.40

03/16/2021 CLM Exchange emails and speak with paralegal re: March 17 hearing (.1); registerpartner to attend hearing on March 17 (.1); review docket entries and sendemail to Judge's assistant, Ms. Rintye re: noon and 1:00 hearings to determineif separate zoom link is necessary for 3/17 hearing (.2); download docketentries re: March 17 hearing, including Agenda and notices and motions (.1);receive email from Ms. Rintye and forward to partners and paralegal re: allmatters to be heard at 1:00 on 3/17, so no registration is necessary for noon(.1). 0.60

DMS Prepare hearing binder for use by partner (Mr. Hartnett) at March 17, 2021omnibus hearing re: Motion of Ad Hoc Group including all relevant pleadingsand filed objections to same (1.2). 1.20

DCS Review Agenda for hearing on March 17 (.1); exchange emails with partner re:March 17 hearing (.1).discuss hearing with partner (.1). 0.30

DCH Confer with partner re: upcoming hearing (.2); prepare for hearing, includinganalyzing agenda and objections to equity committee (.4). 0.60

03/17/2021 DMS Memorandum re: today's hearing and updated Agenda (.2). 0.20

DCS Exchange emails with partner re: hearing on appointment of equity committee(.2). 0.20

DCH Analyze recent filings (.3); prepare for and attend hearing (1.2); confer with


Invoice No:

Page:

Account No:


04/22/2021

8

6830.200115

2

partner re: outcome (.2). 1.70


RECAPITULATIONTIMEKEEPER HOURS HOURLY RATE TOTALDonald C. Schultz 2.30 $410.00 $943.00David C. Hartnett 2.30 360.00 828.00Dawn Smith 1.70 160.00 272.00Cassandra Matos 0.60 110.00 66.00






RE:

TIN: 54-0838558

Law Offices

Invoice No:

Page:

Account No:




132/Retention and Fee Application

757-623-3000


04/22/2021

10

6830.200116

1

03/01/2021 CLM Review LEDES data and send email to U.S. Trustee and Fee Examinerforwarding LEDES data and a copy of Crenshaw, Ware & Martin's EighthMonthly Fee Statement (.2). 0.20

DCS Review and revise Crenshaw, Ware & Martin's Fee Statement for January2021 (.2); coordinate filing of Crenshaw, Ware & Martin's Fee Statement (.2);review Crenshaw, Ware & Martin's Certificate of No Objection (.1); coordinatefiling of Crenshaw, Ware & Martin's Certificate of No Objection (.1). 0.60

DMS Draft Crenshaw, Ware & Martin's Eighth Monthly Fee Statement (.9);exchange emails with Mr. Trotz re: Crenshaw's Eighth Monthly Fee Statement(.3); make revisions to Crenshaw's Eighth Monthly Fee Statement (.2); convertCrenshaw's Fee Statement to filing format (.2); electronically file Crenshaw'sEighth Monthly Fee Statement (.3); email Crenshaw's Eighth Monthly FeeStatement to Stretto Team with instructions for service (.2); revise Crenshaw'sCertificate of No Objection to its Seventh Fee Statement (.3); exchange emailswith Mr. Trotz re: Crenshaw's Certificate of No Objection and Katten'sCertificate of No Objection (.2); receive and review Katten's Certificate of NoObjection (.2); review docket concerning potential objections to monthly feestatements (.2); memorandum re: no objections (.2); convert Katten'sCertificate of No Objection to filing format (.1); electronically file Katten'sCertificate of No Objection (.2); convert Crenshaw's Certificate of No Objectionto filing format (.1); electronically file Crenshaw's Certificate of No Objection(.2); email to Mr. Trotz re: as-filed Certificates of No Objection (.1). 3.70

03/02/2021 CLM Docket objection deadline for Crenshaw, Ware & Martin's Eighth Monthly FeeStatement (.1). 0.10

03/03/2021 DMS Receive notice of payment, apply payment to running calculation used forcompleting fee applications and interim fee statements (.3). 0.30

03/04/2021 DCS Exchange emails with paralegal re: status of fee application notice (.1). 0.10

DMS Receive, review and coordinate conflict search of new Parties in Interest list(.2); speak with partner re: notices for fee applications, hearings, etc. (.2);memorandum re: confirmation of filing (.1). 0.50


Invoice No:

Page:

Account No:


04/22/2021

10

6830.200116

2

03/05/2021 DCS Review email from paralegal re: supplemental search of new contacts (.1);send email to Mr. Hafen of Kirkland re: no supplemental disclosure required(.1). 0.20

03/08/2021 DMS Receive and review 8th Monthly Fee Statement for Province (.3);memorandum re: same (.1); convert to filing format (.3); electronically file 8thMonthly Fee Statement for Province (.3); email 8th Monthly Fee Statement toStretto Team with instructions for service (.2). 1.20

DCS Review Province's Fee Statement (.2); coordinate filing of Province's FeeStatement (.1). 0.30

03/12/2021 DCS Review fee examiner's report (.2); send email to fee examiner re:reinstatement of changes re: fee examiner's report (.1). 0.30

03/17/2021 CLM Review Crenshaw, Ware & Martin's February draft bills and send to paralegalfor review in preparation for filing CWM's February Fee Statement (.2). 0.20

DMS Review pre-bills for proper matter category and privileged information (.4). 0.40

03/22/2021 CLM Additional review of Crenshaw, Ware & Martin February bills in preparation forfiling Crenshaw, Ware & Martin's February Fee Statement and emailexchanges with paralegal and partner re: same (.3). 0.30

DMS Draft Crenshaw's Certificate of No Objection for its Eighth Monthly FeeStatement (.5); draft Crenshaw's 9th Monthly Fee Statement (.9); exchangeemails with Mr. Trotz re: Katten authorization for filing Crenshaw's Certificateof No Objection for its Eighth Monthly Fee Statement and approval ofCrenshaw's 9th Monthly Fee Statement (.2); electronically file Crenshaw'sCertificate of No Objection for its 8th Monthly Fee Statement (.2); electronicallyfile Crenshaw's 9th Monthly Fee Statement (.3); email Crenshaw's 9th MonthlyFee Statement to Stretto Team with instructions for service (.3). 2.40

DCS Review draft Crenshaw, Ware & Martin Fee Statement for February (.1);review draft Crenshaw, Ware & Martin Certificate of No Objection for January(.1); review draft Crenshaw, Ware & Martin Fee Statement for February (.2);exchange emails with Mr. Trotz re: Crenshaw, Ware & Martin Certificate of NoObjection and February Fee Statement (.1). 0.50

03/23/2021 DMS Memorandum re: status of Crenshaw's Certificate of No Objection and 8thMonthly Fee Statement (.2); receive confirmation of 80% payment for January2021 fee statement (.1); apply payment to calculations (.2). 0.50

DCS Exchange emails with paralegal re: Crenshaw, Ware & Martin Fee Statementfor January (.1). 0.10

03/24/2021 DMS Receive and review Katten's Certificate of No Objection re: its 8th FeeStatement (.2); review docket to confirm no objection filed (.3); electronicallyfile Katten's Certificate of No Objection re: its 8th Fee Statement (.2);exchange emails with Mr. Trotz re: Katten's Certificate of No Objection (.2);review unbilled amounts and summarize in memorandum (.3) 1.20

DCS Review Katten's January Fee Statement Certificate of No Objection (.1);


Invoice No:

Page:

Account No:


04/22/2021

10

6830.200116

3

exchange emails with Ms. Camber of Alvarez re: unbilled fees (.2). 0.30

03/25/2021 CLM Review LEDES data for Crenshaw, Ware & Martin against February billingstatements (.1); send same to Fee Examiner and U.S. Trustee (.1). 0.20

DCS Exchange emails with paralegal re: fee examiner's report (.2). 0.20

DMS Memorandum re: Order on Second Interim Fee Application and process (.2);coordinate with assistant re: submittal of fees to lead Debtor's counsel (.1). 0.30

03/29/2021 DMS Begin draft of Crenshaw's Third Interim Fee Application (.3). 0.30

03/30/2021 DMS Receive and revise Reisman 7th Declaration (.3); convert to filing format (.2);electronically file Reisman 7th Declaration (.2); email Declaration to StrettoTeam with instructions for service (.2); receive and review Certificate of NoObjection for Province's January 2021 Fee Application (.2); make revisions toProvince Certificate of No Objection (.2); convert to filing format (.2); reviewdocket re: objections to Province's January Fee Statement (.2); continue towork on Third Interim Fee Application (2.1). 3.80

DCS Review Province Certificate of No Objection for Fee Application (.1). 0.10

DCS Review declaration of Mr. Reisman (.1); exchange emails with paralegal re:filing Reisman declaration (.1). 0.20

03/31/2021 DMS Finish drafting Crenshaw, Ware & Martin's Third Interim Fee Application (1.2);speak with partner re: Crenshaw, Ware & Martin's Third Interim FeeApplication (.1); exchange emails with Mr. Trotz re: Crenshaw, Ware &Martin's Third Interim Fee Application and deadlines for filing (.2). 1.50

DCS Review email from paralegal re: Third Interim Fee Application (.1). 0.10


RECAPITULATIONTIMEKEEPER HOURS HOURLY RATE TOTALDonald C. Schultz 3.00 $410.00 $1,230.00Dawn Smith 16.10 160.00 2,576.00Cassandra Matos 1.00 110.00 110.00






RE:

TIN: 54-0838558

Law Offices

Invoice No:

Page:

Account No:





757-623-3000


05/27/2021

11

6830.200114

1

04/02/2021 0.30

04/09/20210.20

04/12/20210.60

04/14/2021

DCS Review SES Motion to Compel (.3).

DCS Review SES Motion to Compel, review docket notices re: Motion to Compeland associated motions (.2).

DMS Receive file transfer from SES' counsel re: documents filed and unsealedversions (.1); download and organize all pleadings filed by SES (.5).

DCS Review objection to motion seeking standing (.2); review Intelsat Jackson adhoc Group objection to derivative standing (.2); review objection to extensionof exclusivity filed by UCC (.2); review notices of continuance of hearings (.2). 0.80

04/15/2021 DCS Review objections to standing motions filed by SES and convertiblenoteholders (.4); review debtor's pleadings in response to motion to intervene,compel, etc. (.4). 0.80

04/16/2021 DCS Exchange emails with paralegal re: confirmation of e-signature on pleadingfiled April 16th (.2); review debtors' omnibus reply to objection to exclusivity(.7); speak with Mr. Condyles re: omnibus reply (.3). 1.20

DMS Review debtors' filings (D.E. 1963 and 1964) re: Reply to Objections onSecond Motion to Extend (.9); memorandum re: debtors' filings (.2); meeting with partner re: approval for Reply (.2). 1.30

04/20/2021 DCS Speak with Mr. King re: Intelsat Envision details (.3). 0.30

04/21/2021 DCS Review docket notes and orders on sealing April 20 hearing (.4), review ordercompelling mediation (.3), speak with Mr. King re: appointment of JudgeSantoro as a mediator (.2). 0.90

04/30/2021 CLM Review file re: filed Interim Fee Applications and March monthly FeeStatement (.1); calculate and docket objection deadline for Crenshaw, Ware &Martin, Katten, and Province Third Fee Application and Crenshaw, Ware &Martin's 10th Fee Statement (.1). 0.20

DCS Review notice of revised deadlines and hearing dates (.1). 0.10



Invoice No:

Page:

Account No:


05/27/2021

11

6830.200114

2

RECAPITULATIONTIMEKEEPER HOURS HOURLY RATE TOTALDonald C. Schultz 4.60 $410.00 $1,886.00Dawn Smith 1.90 160.00 304.00Cassandra Matos 0.20 110.00 22.00






RE:

TIN: 54-0838558

Law Offices

Invoice No:

Page:

Account No:





757-623-3000


05/27/2021

9

6830.200115

1

04/02/2021 DMS Review all current motions set for 4/14/21 hearing and draft memorandum re:same (.8); coordinate scheduling for hearing (.2). 1.00

04/12/2021 DCS Review pleadings set for hearing on April 14 (.1). 0.10

DMS Review all pending matters for 4/14/21 hearing (1.0); draft memorandum re:same (.5). 1.50

04/13/2021 DMS Coordinate rescheduling of 4/14/21 hearings (.2). 0.20

DCS Review Notice of Adjournment of matters set for April 14 (.2); review notices ofcontinued hearing (.2). 0.40

04/15/2021 DMS Team meeting re: all upcoming hearings for all matters, agendas andregistration (.2); coordinate scheduling of 5/11/21 hearing on various motions(.2). 0.40

04/16/2021 DMS Receive and review Agenda for 4/19/21 hearing (.5); memorandum re: mattersto be heard (.3). 0.80

DCS Review additional parties' pleadings in preparation for Monday's hearing (.4). 0.40

04/19/2021 DCS Prepare for and attend hearings on exclusivity; review Agenda (.1); attendhearing re: motion to compel, etc. (4.6); review emails re: continued hearing(.1). 4.80

DMS Submit registration for partner for sealed portion of hearing (.2); hearingpreparation with partner for unsealed and sealed portions of hearing (.5). 0.70

04/20/2021 DCS Attend continued hearing on exclusivity and SES dispute (2.6). 2.60

04/24/2021 DCS Review Agenda for matters to be heard on April 27 (.2). 0.20

04/26/2021 DCS Review Agenda for April 27 matters (.1). 0.10


RECAPITULATIONTIMEKEEPER HOURS HOURLY RATE TOTALDonald C. Schultz 8.60 $410.00 $3,526.00


Invoice No:

Page:

Account No:


05/27/2021

9

6830.200115

2

TIMEKEEPER HOURS HOURLY RATE TOTALDawn Smith 4.60 160.00 736.00









RE:

TIN: 54-0838558

Law Offices

Invoice No:

Page:

Account No:





757-623-3000


07/01/2021

12

6830.200114

1

05/11/2021 DCS Review Stipulation re: referee to handle discovery dispute (.1). 0.10

05/14/2021 DCS Review meet and confer letter from ad hoc committee counsel (.2); reviewhearing agenda and other pleadings (.3). 0.50

05/18/2021 DCS Review email from Kirkland attorney re: response to meet and confer letter(.1). 0.10

FOR SERVICES RENDERED 0.70 287.00

RECAPITULATIONTIMEKEEPER HOURS HOURLY RATE TOTALDonald C. Schultz 0.70 $410.00 $287.00

TOTAL CURRENT WORK 287.00

BALANCE DUE $287.00




RE:

TIN: 54-0838558

Law Offices

Invoice No:

Page:

Account No:





757-623-3000


07/01/2021

10

6830.200115

1

05/03/2021 DCS Review notice of adjourned hearing on disclosure statement (.1); reviewmotion to adjourn SES hearing (.1). 0.20

05/16/2021 DCS Review Agenda for May 18 hearing (.1). 0.10

05/17/2021 DMS Memorandum re: double hearing scheduled for 6/14/21 omnibus date (.2);receive and review email exchanges with Judge's Chambers re: confirmationof correct hearing time (.2). 0.40

05/24/2021 DCS Review notice of hearing on disclosure statement (.1). 0.10

05/26/2021 DCS Review Agenda of items set forth on May 27 (.1). 0.10

FOR SERVICES RENDERED 0.90 269.00

RECAPITULATIONTIMEKEEPER HOURS HOURLY RATE TOTALDonald C. Schultz 0.50 $410.00 $205.00Dawn Smith 0.40 160.00 64.00

TOTAL CURRENT WORK 269.00

BALANCE DUE $269.00




RE:

TIN: 54-0838558

Law Offices

Invoice No:

Page:

Account No:




132/Retention and Fee Application

757-623-3000


07/01/2021

12

6830.200116

1

05/03/2021 DCS Review Katten March fee statement (.2). 0.20DMS Receive, review and comment re: Katten's Tenth Monthly Fee Statement (.4);

convert Katten's Tenth Monthly Fee Statement to filing format (.3);electronically file Katten's Tenth Monthly Fee Statement (.3); email Katten'sas-filed Tenth Monthly Fee Statement to Stretto Team with instructions forservice (.2). 1.20

05/05/2021 DMS Receive and review updated Master Conflicts report from Kirkland (.3); reviewpotential hits for conflict (none) (.5); draft memorandum re: same (.2). 1.00

DCS Review email from Kirkland re: new names for conflict check (.1); review emailfrom paralegal re: result of conflict check (.1). 0.20

05/06/2021 DCS Review Province March Fee Statement (.2); review Province FebruaryCertificate of No Objection (.2); review docket notes re: Province's filedstatements for February and March Certificate of No Objection (.1). 0.50

DMS Receive and review Certificate of No Objection for Province's Ninth MonthlyFee Statement (.2); review docket to confirm no objections filed to Province'sNinth Monthly Fee Statement (.3); electronically file Province's Certificate ofNo Objection (.2); email to Mr. Trotz and Mr. Kravitz with as-filed Certificate ofNo Objection (.2); receive and review Tenth Monthly Fee Statement ofProvince (.4); convert to filing format (.2); electronically file Province's TenthMonthly Fee Statement (.3); email as-filed Fee Statement to Stretto Team withinstructions for service (.2). 2.00

05/11/2021 DMS Draft Certificate of No Objection for Crenshaw, Ware & Martin's Third InterimFee Application (.5); memorandum re: filing and service instructions (.3). 0.80

05/13/2021 DCS Review Certificate of No Objection for Crenshaw, Ware & Martin's ThirdInterim Fee application (.1); exchange emails with legal assistant re:Crenshaw, Ware & Martin's Certificate of No Objection (.1). 0.20

05/14/2021 CLM Speak with partner re: Supplemental Disclosure to be filed for Province (.1);speak with partner re: Certificate of No Objection for Crenshaw, Ware &Martin's Third Interim Fee Application and exchange emails with Mr. Trotz re:same (.2); prepare Province's Third Supplemental Disclosure in proper formatfor filing (.3); e-file Province's Third Supplemental Disclosure with thebankruptcy court (.4); send Province's Third Supplemental Disclosure toStretto for service (.1); conversations with paralegal re: SupplementalDisclosure for Province and Crenshaw, Ware & Martin's Certificate of No


Invoice No:

Page:

Account No:


07/01/2021

12

6830.200116

2

Objection for its Third Interim Fee Application (.1); prepare Crenshaw, Ware &Martin's Certificate of No Objection for its Third Interim Fee Application forfiling (.1); electronically file Crenshaw, Ware & Martin's Certificate of NoObjection to its Third Interim Fee Application (.3); send Crenshaw, Ware &Martin's Certificate of No Objection to its Third Interim Fee Application toKirkland/Alvarez with its Third Interim Fee Application for payment (.1). 1.70

DCS Review Province Supplemental Declaration (.1); exchange emails with Mr.Trotz re: filing Province Supplemental Declaration (.2). 0.30

05/18/2021 DCS Review list of additional parties (.1); review email from paralegal re: noadditional disclosure required (.1). 0.20

DMS Receive and review conflict reports for new professionals list from Kirkland (noconflicts) (.5); memorandum re: no conflicts (.2). 0.70

05/19/2021 DMS Speak with partner re: upcoming Certificate of No Objection filing deadlines forCrenshaw, Ware & Martin's Monthly Fee Statement and for Katten andProvince Monthly Fee Statements (.3). 0.30

05/21/2021 DMS Receive payment confirmation re: Crenshaw's Tenth Monthly Fee Statement(.1); memorandum re: certificate of no objection and payment of tenth feestatement (.2). 0.30

05/26/2021 CLM Review email from and speak with partner re: filing Province's 11th MonthlyFee Statement with the Court (.1); prepare Province's 11th Monthly FeeStatement for filing with the Court (.2); electronically file Province's 11thMonthly Fee Statement with the Court (.3); send Province's 11th Monthly FeeStatement to Stretto for service (.1); review email from Mr. Trotz and exchangeemails with partner re: filing Certificate of No Objection for Katten's 10thMonthly Fee Statement (.1); prepare Katten's Certificate of No Objection for its10th Monthly Fee Statement for filing (.1); electronically file Katten's Certificateof No Objection for its 10th Monthly Fee Statement with the court and sendas-filed version to Katten (.2); speak with partner re: preparation of Crenshaw,Ware & Martin's Eleventh Monthly Fee Statement (.1); review Crenshaw,Ware & Martin April billing statements in preparation for filing Crenshaw, Ware& Martin's Eleventh Monthly Fee Statement and send to partner for review andapproval (.4); begin drafting Crenshaw, Ware & Martin's Eleventh Monthly FeeStatement (.4). 2.00

DCS Review Province April Fee Statement (.3); review Katten's Certificate of NoObjection for March Fee Statement (.2); review Crenshaw, Ware & Martinbilling Statements for April (.1); review emails re: filed Katten Certificate of NoObjection (.1).

05/27/2021 CLM Additional review of Crenshaw, Ware & Martin April billing statements (.2); editCrenshaw, Ware & Martin's April billing statements and send same to billingcoordinator to finalize in preparation for drafting April Fee Statement (.1);continue drafting Crenshaw, Ware & Martin's Eleventh Monthly Fee Statementand send to partner for review (.6). 0.90


RECAPITULATIONTIMEKEEPER HOURS HOURLY RATE TOTALDonald C. Schultz 1.60 $410.00 $656.00


Invoice No:

Page:

Account No:


07/01/2021

12

6830.200116

3

TIMEKEEPER HOURS HOURLY RATE TOTALDawn Smith 6.30 160.00 1,008.00Cassandra Matos 4.60 110.00 506.00






13

Exhibit G

Proposed Order

Case 20-32299-KLP Doc 2521-7 Filed 07/30/21 Entered 07/30/21 13:58:18 DescExhibit(s) G Page 1 of 4









RICHMOND DIVISION


ORDER GRANTING FOURTH INTERIM FEE APPLICATION

OF CRENSHAW, WARE & MARTIN, PLC, AS VIRGINIA COUNSEL TO INTELSAT ENVISION HOLDINGS LLC, FOR

COMPENSATION FOR SERVICES RENDERED AND REIMBURSEMENT OF EXPENSES FOR THE PERIOD OF

MARCH 1, 2021 THROUGH MAY 31, 2021

Upon the application (the “Application”)2 for allowance of compensation for professional

services rendered by Crenshaw, Ware & Martin, PLC (“CWM”) to the Special Committee of the

Board of Managers of Intelsat Envision Holdings LLC (the “Special Committee”) for the period

from March 1, 2021 through May 31, 2021 (the “Fee Period”) on an interim basis, and



2 Capitalized terms used but not defined herein shall have the meaning ascribed to them in the Application.


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reimbursement of actual and necessary expenses incurred by CWM during the Fee Period; and the

Court having reviewed the Application and each of the Monthly Statements that were served by

CWM during the Fee Period, and finding that the Court has jurisdiction over this matter pursuant

to 28 U.S.C. § 157, and determining that proper and adequate notice has been given and that no

other or further notice is necessary; and after due deliberation thereon; and good and sufficient

cause appearing therefor, it is HEREBY ORDERED THAT:

1. The Application is GRANTED.

2. CWM is allowed, on an interim basis, an administrative expense claim in the

amount of $22,303.50 for compensation for reasonable and necessary professional services

rendered during the Fee Period.

3. CWM is allowed, on an interim basis, an administrative expense claim in the

amount of $0.00 for reimbursement for actual and necessary costs and expenses incurred by CWM

during the Fee Period.

4. The Debtors are authorized and empowered to disburse to CWM payment in the

amount of $4,460.70, which is the difference between the allowed amounts in this Order (i.e.,

$22,303.50 in fees and expenses) and the actual monthly payments previously received by CWM

for fees and expenses incurred during the Fee Period (i.e., $17,842.80 in fees and expenses).

5. CWM and the Debtors are authorized and empowered to take such actions as may

be necessary and appropriate to implement the terms of this Order.

6. This Court shall retain jurisdiction with respect to all matters relating to the

interpretation, implementation, and/or enforcement of this Order.


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7. This Order shall be effective immediately upon entry thereof.

Dated: __________, 2021 __________________________ Richmond, VA United States Bankruptcy Judge

WE ASK FOR THIS:

/s/ Donald C. Schultz CRENSHAW, WARE & MARTIN, PLC Donald C. Schultz VSB No. 30531 W. Ryan Snow VSB No. 47423 Darius K. Davenport VSB No. 74064 David C. Hartnett VSB No. 80452 150 West Main Street, Suite 1500 Norfolk, Virginia 23510 Telephone: (757) 623-3000 Email: [email protected] [email protected] [email protected] [email protected] -and- KATTEN MUCHIN ROSENMAN LLP Steven J. Reisman (admitted pro hac vice) Marc B. Roitman (admitted pro hac vice) 575 Madison Avenue New York, New York 10022 Telephone: (212) 940-8800 Email: [email protected] [email protected] -and- KATTEN MUCHIN ROSENMAN LLP Geoffrey M. King (admitted pro hac vice) 525 West Monroe Street Chicago, Illinois 60661 Telephone: (312) 902-5200 Email: [email protected] Co-Counsel to the Special Committee of the Board of Intelsat Envision Holdings LLC


Documents

Case 20-32299-KLP Doc 2521 Filed 07/30/21 Entered 07/30/21 13… · 2021. 7. 30. · Case 20-32299-KLP Doc 2521 Filed 07/30/21 Entered 07/30/21 13:58:18 Desc Main Document Page 1