HTML Document View

Full title: Monthly Application for Compensation (Fifth) of Cole Schotz P.C., Co-Counsel to the Debtors and Debtors in Possession, for Allowance of Compensation and Reimbursement of Expenses for the period from June 1, 2021 to June 30, 2021. Filed by Cole Schotz P.C.. Objections due by 8/17/2021. (Attachments: # 1 Notice of Fee Application # 2 Exhibits A & B) (Dean, G.) (Entered: 08/02/2021)

Document posted on Aug 1, 2021 in the bankruptcy, 12 pages and 0 tables.

Bankrupt11 Summary (Automatically Generated)

The Debtors in these chapter 11 cases, along with the last four digits of each debtor’s tax identification number, as applicable, are as follows: EHT US1, Inc.(6703); 5151 Wiley Post Way, Salt Lake City, LLC (1455); ASAP Cayman Atlanta Hotel LLC (2088); ASAP Cayman Denver Tech LLC (7531); ASAP Cayman Salt Lake City Hotel LLC (7546); ASAP Salt Lake City Hotel, LLC (7146); Atlanta Hotel Holdings, LLC (6450); CI Hospitality Investment, LLC (7641); Eagle Hospitality Real Estate Investment Trust (7734); Eagle Hospitality Trust S1 Pte.UCCONT1, LLC (0463); UCF 1, LLC (6406); UCRDH, LLC (2279); UCHIDH, LLC (6497); Urban Commons 4th Street A, LLC (1768); Urban Commons Anaheim HI, LLC (9915); Urban Commons Bayshore A, LLC (2422); Urban Commons Cordova A, LLC (4152); Urban Commons Danbury A, LLC (4388); Urban Commons Highway 111 A, LLC (4497); Urban Commons Queensway, LLC (6882); Urban Commons Riverside Blvd., A, LLC (4661); and USHIL Holdco Member, LLC (4796).FIFTH MONTHLY FEE APPLICATION OF COLE SCHOTZ P.C., CO-COUNSEL TO THE DEBTORS AND DEBTORS IN POSSESSION, FOR ALLOWANCE OF COMPENSATION AND REIMBURSEMENT OF EXPENSES FOR THE PERIOD FROM JUNE 1, 2021 THROUGH JUNE 30, 2021 Cole Schotz P.C. (the “Applicant” or “Cole Schotz”), co-counsel to EHT US1, Inc. and its affiliated debtors (collectively, the “Debtors”), hereby submits this fifth monthly fee application (the “Application”) pursuant to (i) sections 330 and 331 of title 11 of the United States Code, 11 U.S.C. §§ 101–1532 (the “Bankruptcy Code”), (ii) The Debtors in these chapter 11 cases, along with the last four digits of each debtor’s tax identification number, as applicable, are as follows: EHT US1, Inc.(6703); 5151 Wiley Post Way, Salt Lake City, LLC (1455); ASAP Cayman Atlanta Hotel LLC (2088); ASAP Cayman Denver Tech LLC (7531); ASAP Cayman Salt Lake City Hotel LLC (7546); ASAP Salt Lake City Hotel, LLC (7146); Atlanta Hotel Holdings, LLC (6450); CI Hospitality Investment, LLC (7641); Eagle Hospitality Real Estate Investment Trust (7734); Eagle Hospitality Trust S1 Pte.UCCONT1, LLC (0463); UCF 1, LLC (6406); UCRDH, LLC (2279); UCHIDH, LLC (6497); Urban Commons 4th Street A, LLC (1768); Urban Commons Anaheim HI, LLC (9915); Urban Commons Bayshore A, LLC (2422); Urban Commons Cordova A, LLC (4152); Urban Commons Danbury A, LLC (4388); Urban Commons Highway 111 A, LLC (4497); Urban Commons Queensway, LLC (6882); Urban Commons Riverside Blvd., A, LLC (4661); and USHIL Holdco Member, LLC (4796).

List of Tables

Document Contents

IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE Chapter 11 In re: Case No. 21-10036 (CSS) EHT US1, INC., et al.,1 (Jointly Administered) Debtors. Hearing Date: Only if Objections are Filed Objection Deadline: August 17, 2021 at 4:00 p.m. (ET) FIFTH MONTHLY FEE APPLICATION OF COLE SCHOTZ P.C., CO-COUNSEL TO THE DEBTORS AND DEBTORS IN POSSESSION, FOR ALLOWANCE OF COMPENSATION AND REIMBURSEMENT OF EXPENSES FOR THE PERIOD FROM JUNE 1, 2021 THROUGH JUNE 30, 2021 Name of Applicant: Cole Schotz, P.C. Authorized to provide professional EHT US1, Inc., et al. services to: Date of retention: February 19, 2021 (nunc pro tunc to January 18, 2021) [Docket No. 249] Period for which compensation June 1, 2021 through June 30, 2021 and reimbursement is sought: Amount of compensation sought as $164,972.40 (80% of $206,215.50) actual, reasonable and necessary: Amount of expense reimbursement $2,856.55 sought as actual, reasonable and necessary: This is a(n): X monthly ___ interim ___ final application 1 The Debtors in these chapter 11 cases, along with the last four digits of each debtor’s tax identification number, as applicable, are as follows: EHT US1, Inc.(6703); 5151 Wiley Post Way, Salt Lake City, LLC (1455); ASAP Cayman Atlanta Hotel LLC (2088); ASAP Cayman Denver Tech LLC (7531); ASAP Cayman Salt Lake City Hotel LLC (7546); ASAP Salt Lake City Hotel, LLC (7146); Atlanta Hotel Holdings, LLC (6450); CI Hospitality Investment, LLC (7641); Eagle Hospitality Real Estate Investment Trust (7734); Eagle Hospitality Trust S1 Pte. Ltd. (7669); Eagle Hospitality Trust S2 Pte. Ltd. (7657); EHT Cayman Corp. Ltd. (7656); Sky Harbor Atlanta Northeast, LLC (6846); Sky Harbor Denver Holdco, LLC (6650); Sky Harbor Denver Tech Center, LLC (8303); UCCONT1, LLC (0463); UCF 1, LLC (6406); UCRDH, LLC (2279); UCHIDH, LLC (6497); Urban Commons 4th Street A, LLC (1768); Urban Commons Anaheim HI, LLC (9915); Urban Commons Bayshore A, LLC (2422); Urban Commons Cordova A, LLC (4152); Urban Commons Danbury A, LLC (4388); Urban Commons Highway 111 A, LLC (4497); Urban Commons Queensway, LLC (6882); Urban Commons Riverside Blvd., A, LLC (4661); and USHIL Holdco Member, LLC (4796). The Debtors’ mailing address is 3 Times Square, 9th Floor New York, NY 10036 c/o Alan Tantleff (solely for purposes of notices and communications).

1

The total time expended in June 2021 for the preparation of the Applicant’s third, fourth and fifth monthly fee applications was approximately 6.5 hours, and the corresponding compensation requested is $2,697.50. Prior Applications: Fees & CNO Date Date & Filing Requested Requested Approved Approved Total Expenses & Docket ocket No. Period Fees Expenses Fees Expenses Unpaid Disallowed oNo. Withdrawn 4/9/21 1/18/21– 4/27/21 $654,174.00 $57,888.94 $646,674.00 $57,888.94 $0.00 D.I.572 2/28/21 D.I. 621 $15,000.00 5/13/21 3/1/21– 6/1/21 $235,469.50 $1,534.39 $227,969.50 $1,534.39 $0.00 D.I.686 3/31/21 D.I. 807 6/14/21 4/1/21– 6/30/21 $102,627.00 $849.35 $82,101.60 $849.35 $20,525.40 N/A D.I.864 4/30/21 D.I. 895 7/8/21 5/1/21– 7/26/21 $156,577.00 $948.49 $125,261.60 $948.49 $31,315.40 N/A D.I. 926 5/31/21 D.I. 963

2

EHT US1, INC., et al. SUMMARY OF BILLING BY PROFESSIONAL JUNE 1, 2021 THROUGH JUNE 30, 2021 Name of Date of Bar Position with Hourly Total Total Professional Admission the Applicant Billing Rate1 Billed CompensationPerson Hours Member Seth Van Aalten 2004 $825.00 4.8 $3,960.0 (Bankruptcy) Member G. David Dean 2002 $640.00 64.5 $41,280.0 (Bankruptcy) 2010 Member $485.00 48.7 $23,619.5 Mark Tsukerman (Bankruptcy) 2015 Associate $500.00 41.9 $20,950.0 Matthew J. Livingston (Bankruptcy) Associate Sophie E. Macon 2018 $450.00 180.4 $81,180.0 (Bankruptcy) N/A Associate $225.00 2.0 $450.0 Jack M. Dougherty (Bankruptcy) N/A Law Clerk $225.00 55.3 $12,442.5 Michael E. Fitzpatrick (Bankruptcy) Paralegal Pauline Z. Ratkowiak N/A $315.00 68.6 $21,609.0 (Bankruptcy) N/A Paralegal $315.00 2.3 $724.5 Larry S. Morton (Bankruptcy) TOTAL 468.5 $206,215.5 Blended Rate: $440.1 1 This rate is Cole Schotz P.C.’s regular hourly rate for legal services. All hourly rates are adjusted by Cole Schotz P.C. on a periodic basis (the last such adjustment occurred on September 1, 2020).

3

EHT US1, INC., et al. SUMMARY OF BILLING BY PROJECT CATERGORY JUNE 1, 2021 THROUGH JUNE 30, 2021 Project Category Total Hours Total Fees Asset Dispositions, Sales, Uses, and Leases 6.2 $2,407.50 (Section 363) AutomaticStay Matters/Litigation 1.8 $966.00 Business Operations 11.3 $5,634.50 Case Administration 1.1 $346.50 Cash Collateral and DIP Financing 0.2 $63.00 CommitteeMatters and Creditor Meetings 4.0 $2,199.00 Creditor Inquiries 0.9 $557.00 Document Review 291.9 $126,214.00 Executory Contracts 4.1 $1,879.50 Fee Application Matters/Objections 35.1 $14,240.50 Foreign Law/Proceedings/Regs; Non-Debtor 0.7 $247.50 Affiliate JV Matter Leases (Real Property) 13.2 $6,403.00 Litigation / Gen. (Except Automatic Stay Relief) 55.4 $27,143.00Preparation forand Attendance at Hearings 38.1 $15,938.00 Reorganization Plan 1.7 $751.00 Reports; Statements and Schedules 0.9 $351.00 Retention Matters 1.4 $554.50 Tax/General 0.2 $128.00 U.S. Trustee Matters and Meetings 0.1 $64.00 Utilities/Sec. 366 Issues 0.2 $128.00 TOTAL 468.5 $206,215.50

4

EHT US1, INC. SUMMARY OF BILLING BY EXPENSE CATERGORY JUNE 1, 2021 THROUGH JUNE 30, 2021 Expense Category Service Provider Total Expenses (if applicable) Photocopying/Printing/Scanning $36.50 (365pages @ $.10/page) Filing Fees (Certified Copies of U.S. Bankruptcy Court $401.50Sale Orders) Messenger Parcels $104.00 Overnight Delivery Federal Express $148.00 Court Fees PACER Service Center $178.00 Transcripts Reliable $1,964.75 Online Research Westlaw $23.80 TOTAL $2,856.55

5

IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE Chapter 11 In re: Case No. 21-10036 (CSS) EHT US1, INC., et al.,1 (Jointly Administered) Debtors. Hearing Date: Only if Objections are Filed Objection Deadline: August 17, 2021 at 4:00 p.m. (ET) FIFTH MONTHLY FEE APPLICATION OF COLE SCHOTZ P.C., CO-COUNSEL TO THE DEBTORS AND DEBTORS IN POSSESSION, FOR ALLOWANCE OF COMPENSATION AND REIMBURSEMENT OF EXPENSES FOR THE PERIOD FROM JUNE 1, 2021 THROUGH JUNE 30, 2021 Cole Schotz P.C. (the “Applicant” or “Cole Schotz”), co-counsel to EHT US1, Inc. and its affiliated debtors (collectively, the “Debtors”), hereby submits this fifth monthly fee application (the “Application”) pursuant to (i) sections 330 and 331 of title 11 of the United States Code, 11 U.S.C. §§ 101–1532 (the “Bankruptcy Code”), (ii) Rule 2016 of the Federal Rules of Bankruptcy Procedure (the “Bankruptcy Rules”), (iii) Rule 2016-2 of the Local Rules of Bankruptcy Practice and Procedure of the United States Bankruptcy Court for the District of Delaware (the “Local Rules”), (iv) the Order Establishing Procedures for Interim Compensation and Reimbursement of Expenses for Professionals [Docket No. 171] (the “Interim Compensation 1 The Debtors in these chapter 11 cases, along with the last four digits of each debtor’s tax identification number, as applicable, are as follows: EHT US1, Inc.(6703); 5151 Wiley Post Way, Salt Lake City, LLC (1455); ASAP Cayman Atlanta Hotel LLC (2088); ASAP Cayman Denver Tech LLC (7531); ASAP Cayman Salt Lake City Hotel LLC (7546); ASAP Salt Lake City Hotel, LLC (7146); Atlanta Hotel Holdings, LLC (6450); CI Hospitality Investment, LLC (7641); Eagle Hospitality Real Estate Investment Trust (7734); Eagle Hospitality Trust S1 Pte. Ltd. (7669); Eagle Hospitality Trust S2 Pte. Ltd. (7657); EHT Cayman Corp. Ltd. (7656); Sky Harbor Atlanta Northeast, LLC (6846); Sky Harbor Denver Holdco, LLC (6650); Sky Harbor Denver Tech Center, LLC (8303); UCCONT1, LLC (0463); UCF 1, LLC (6406); UCRDH, LLC (2279); UCHIDH, LLC (6497); Urban Commons 4th Street A, LLC (1768); Urban Commons Anaheim HI, LLC (9915); Urban Commons Bayshore A, LLC (2422); Urban Commons Cordova A, LLC (4152); Urban Commons Danbury A, LLC (4388); Urban Commons Highway 111 A, LLC (4497); Urban Commons Queensway, LLC (6882); Urban Commons Riverside Blvd., A, LLC (4661); and USHIL Holdco Member, LLC (4796). The Debtors’ mailing address is 3 Times Square, 9th Floor New York, NY 10036 c/o Alan Tantleff (solely for purposes of notices and communications).

6

Order”),2 and (v) Order Appointing Fee Examiner and Establishing Related Procedures for the Review of Fee Applications of Professionals [Docket No. 513] (the “Fee Examiner Order”) for allowance of compensation for services rendered and reimbursement of expenses for the period from June 1, 2021 through June 30, 2021 (the “Application Period”). In support of this Application, Cole Schotz respectfully represents as follows: JURISDICTION AND VENUE 1. The Court has jurisdiction to consider the Application 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 in this District pursuant to 28 U.S.C. §§ 1408 and 1409. 2. Pursuant to Local Rule 9013-1(f), Cole Schotz consents to entry of a final judgment or order with respect to this Application if it is determined that the Court would lack Article III jurisdiction to enter such final order or judgment absent consent of the parties. 3. The statutory predicates for the relief sought herein are sections 328, 330, and 331 of the Bankruptcy Code, Bankruptcy Rule 2016, and Local Rule 2016-2. BACKGROUND A. The Chapter 11 Cases 4. On January 18, 2021, the Debtors each commenced with this Court a voluntary case under chapter 11 of the Bankruptcy Code.3 The Debtors are authorized to continue operating their business as debtors in possession pursuant to sections 1107(a) and 1108 of the Bankruptcy Code. 5. The Debtors’ chapter 11 cases are being jointly administered for procedural purposes only. 2 Capitalized terms not defined herein shall have the meanings ascribed to them in the Interim Compensation Order. 3 Debtor Eagle Hospitality Real Estate Investment Trust commenced its chapter 11 case on January 27, 2021.

7

6. On February 4, 2021, the Office of the United States Trustee for Region 3 (the “U.S. Trustee”) appointed the Official Committee of Unsecured Creditors of EHT US1, Inc. et al. (the “Committee”) to serve in these chapter 11 cases. By notices dated February 16, 2021 and February 18, 2021 [Docket Nos. 215 and 243, respectively], the U.S. Trustee amended the membership of the Creditors’ Committee. On March 26, 2021, the Court appointed David M. Klauder, Esq. of Bielli & Klauder, LLC as the Fee Examiner in these chapter 11 cases [Docket No. 513]. 7. A detailed description of the Debtors and their business is set forth in the Declaration of Alan Tantleff, Chief Restructuring Officer of Eagle Hospitality Group, in Support of Debtors’ Chapter 11 Petitions and First Day Motions [Docket No. 13] (the “First Day Declaration”), which is incorporated herein by reference. B. The Retention of Cole Schotz 8. On February 3, 2021, the Debtors applied [Docket No. 136] to the Court for an order authorizing the retention and employment of Cole Schotz as Debtors’ co-counsel, nunc pro tunc to January 18, 2021. On February 19, 2021, the Court entered an order [Docket No. 249] authorizing such retention. C. The Interim Compensation Order 9. The Interim Compensation Order and the Fee Examiner Order (together, the “Fee Orders”), set forth the procedures for interim compensation and reimbursement of expenses in these chapter 11 cases. Specifically, the Fee Orders provide that a Professional may, on or after the fourteenth day of each month following the month for which compensation is sought, file and serve a monthly application for interim allowance of compensation for services rendered and reimbursement of expenses incurred, together with the applicable time entries and itemized expenses (the “Monthly Fee Application”). Provided that no objections to the Monthly Fee

8

Application are filed within fifteen (15) days (or the next business day if such day is not a business day) following service of a Monthly Fee Application on the Notice Parties, the Professional may file a certificate of no objection with the Court, after which the Debtors are authorized and directed to pay such Professional eighty percent (80%) of the fees and one-hundred percent (100%) of the expenses requested in such Monthly Fee Application. If an objection is filed to a Monthly Fee Application, then the Debtors are authorized to pay 80% of the fees and 100% of the expenses not subject to an objection. RELIEF REQUESTED 10. Pursuant to the Interim Compensation Order, the Fee Examiner Order, and section 331 of the Bankruptcy Code, Cole Schotz is seeking compensation in the amount of $164,972.40, which is equal to eighty percent (80%) of the $206,215.50 in fees for professional services rendered by Cole Schotz during the Application Period. This amount is derived solely from the applicable hourly billing rates of Cole Schotz personnel who rendered such services to the Debtors. In addition, Cole Schotz is seeking reimbursement of expenses incurred during the Application Period in the amount of $2,856.55. A. Compensation Requested 11. Attached hereto as Exhibit A is a detailed itemization, by project category, of all services performed by Cole Schotz with respect to the chapter 11 cases during the Application Period. This detailed itemization complies with Local Rule 2016-2(d) in that: each time entry contains a separate time allotment, a description of the type of activity, and the subject matter of the activity; all time is billed in increments of one-tenth of an hour; time entries are presented chronologically in categories; and all meetings or hearings are individually identified. See Del. Bankr. L.R. 2016-2(d).

9

12. The attorneys and paraprofessionals who rendered services related to each category are identified in Exhibit A, along with the number of hours for each individual and the total compensation sought for each category. B. Expense Reimbursement 13. Cole Schotz incurred out-of-pocket expenses during the Application Period in the amount of $2,856.55. Attached hereto as Exhibit B is a description of the expenses actually incurred by Cole Schotz in the performance of services rendered as co-counsel to the Debtors. The expenses are broken down into categories of charges, including among other things, the following charges: photocopying, scanning and printing, telecopy, telephone, court fees, transcription charges, filings fees, messenger services, outside photocopying, legal research and other non-ordinary expenses. See Del. Bankr. L.R. 2016-2(e).4VALUATION OF SERVICES 14. Attorneys, law clerks, and paraprofessionals of Cole Schotz have expended a total of 468.5 hours in connection with this matter during the Application Period. 15. The amount of time spent by each of the professionals providing services to the Debtors for the Application Period is set forth in Exhibit A. The rates are Cole Schotz’s normal hourly rates of compensation for work of this character. The reasonable value of the services rendered by Cole Schotz for the Application Period as co-counsel to the Debtors in these chapter 11 cases is $206,215.50. 16. Cole Schotz believes that the time entries included in Exhibit A attached hereto and the expense breakdown set forth in Exhibit B attached hereto are in compliance with the requirements of Local Rule 2016-2. 4 In accordance with Local Rule 2016-2(e)(iii), Cole Schotz does not charge more than $0.10 per page for photocopies, does not charge for incoming facsimile transmissions, and does not charge more than $0.25 per page for outgoing facsimiles. Applicant does not surcharge for computerized research. Del. Bankr. L.R. 2016-2(e)(iii).

10

17. In accordance with the factors enumerated in Bankruptcy Code section 330, the amounts requested by this Application are fair and reasonable given (a) the complexity of these chapter 11 cases, (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 this title. NOTICE 18. Cole Schotz will provide notice of this Application by electronic mail only on the Notice Parties as defined in, and otherwise consistent with the requirements of, the Interim Compensation Order. In light of the nature of the relief requested, Cole Schotz submits that no other or further notice is required. NO PRIOR REQUEST 19. No prior request for the relief sought in the Application has been made to this or any other court. CERTIFICATE OF COMPLIANCE AND WAIVER 20. The undersigned representative of Cole Schotz certifies that he has reviewed the requirements of Local Rule 2016-2, and that the Application substantially complies with that Local Rule. To the extent that the Application does not comply in all respects with the requirements of Local Rule 2016-2, Cole Schotz believes that such deviations are not material and respectfully requests that any such requirements be waived.

11

CONCLUSION WHEREFORE, Cole Schotz respectfully requests (i) interim allowance of (a) compensation in the amount of $164,972.40 (80% of $206,215.50) for professional services rendered, and (b) reimbursement for actual and necessary costs in the amount of $2,856.55; (ii) payment by the Debtors of the foregoing amounts; and (iii) such other and further relief as the Court deems just and proper. Dated: August 2, 2021 COLE SCHOTZ P.C. /s/ G. David Dean Seth Van Aalten (admitted pro hac vice) G. David Dean (No. 6403) Justin R. Alberto (No. 5126) 500 Delaware Avenue, Suite 1410 Wilmington, DE 19801 Tel: (302) 652-3131 Fax: (302) 574-2103 Email: svanaalten@coleschotz.com ddean@coleschotz.com jalberto@coleschotz.com Co-Counsel to the Debtors and Debtors in Possession

12