HTML Document View

Full title: Notice Regarding Notice of Amended Proposed Conditional Sale Order and Redline (RE: related document(s)1055 Debtors' Motion for Entry of An Order Conditionally (i) Authorizing the Sale of the Assets of the Debtors Free and Clear of All Liens, Claims, Encumbrances, and Other Interests, (ii) Approving the Stalking Horse Agreement, (iii) Authorizing the Assumption and Assignment of Executory Contracts and Unexpired Leases, and (iv) Granting Related Relief.Fee Amount $188,. Filed by Debtor Wave Computing, Inc. (Attachments: # 1 Exhibit A - Proposed Order)). Filed by Debtor Wave Computing, Inc. (Attachments: # 1 Exhibit A # 2 Exhibit B) (Newman, Samuel) (Entered: 01/28/2021)

Document posted on Jan 27, 2021 in the bankruptcy, 4 pages and 0 tables.

Bankrupt11 Summary (Automatically Generated)

Case No. 20-50682 (MEH) ) 19 WAVE COMPUTING, INC., et al., )26 27 1 The Debtors in these chapter 11 cases are Wave Computing, Inc., MIPS Tech, Inc., Hellosoft, IWave Computing (UK) Limited, Imagination Technologies, Inc., Caustic Graphics, Inc., and M 1 TO THE HONORABLE M. ELAINE HAMMOND, THE OFFICE OF THE UNITED 2 STATES TRUSTEE, THE DEBTORS, AND ALL INTERESTED PARTIES: 3 PLEASE TAKE NOTICE that on January 15, 2021, Wave Computing, Inc. (“Wave”) and4 debtor affiliates, as debtors and debtors in possession (collectively, the “Debtors”) filed the Debt 5 Motion for Entry of an Order Conditionally (I) Authorizing the Sale of the Assets of the Debtors F6 and Clear of all Liens, Claims, Encumbrances, and Other Interests, (II) Approving the Stalking Ho7 8 Agreement, (III) Authorizing the Assumption and Assignment of Executory Contracts and Unexpi 9 Leases and (IV)[Docket No. 1055] (the “Conditional Sale Motion”).2 10 PLEASE TAKE FURTHER NOTICE that the Debtors filed a proposed order attache11 the Conditional Sale Motion as Exhibit A (the “Proposed Conditional Sale Order”).The Stalking Horse Agreement [Docket No. 1088] as Exhibit B. accordance with the Order Granting the Motion of Debtors Pursuant to 11 U.S.C. § 105(a) and 107(b) for Entry o27 Order Authorizing the Debtors to File Under Seal the Debtors’ Unredacted Bid Procedures Motion [Docket No. 891] “Sealing Order”), the identity of the Stalking Horse Bidder will remain redacted unless a Requesting Party (as define 1 PLEASE TAKE FURTHER

Page 1

1 SIDLEY AUSTIN LLP Samuel A. Newman (SBN 217042) 2 (sam.newman@sidley.com) Genevieve G. Weiner (SBN 254272) 3 (gweiner@sidley.com) Julia Philips Roth (SBN 324987) 4 (julia.roth@sidley.com) 555 West Fifth Street 5 Los Angeles, CA 90013 Telephone: 213.896.6000 6 Facsimile: 213.896.6600 7 SIDLEY AUSTIN LLP Charles M. Persons (admitted pro hac vice) 8 (cpersons@sidley.com) Juliana Hoffman (admitted pro hac vice) 9 (jhoffman@sidley.com) Jeri Leigh Miller (admitted pro hac vice) 10 (jeri.miller@sidley.com) 2021 McKinney Avenue, Suite 2000 11 Dallas, TX 75201 Telephone: 214.981.3300 12 Facsimile: 214.981.3400 13 Attorneys for Debtors and Debtors in Possession 14 UNITED STATES BANKRUPTCY COURT 15 NORTHERN DISTRICT OF CALIFORNIA 16 SAN JOSE DIVISION 17 18 In re: ) Case No. 20-50682 (MEH) ) 19 WAVE COMPUTING, INC., et al., ) Chapter 11 (Jointly Administered) ) 20 Debtors.1 ) NOTICE OF AMENDED PROPOSED ) CONDITIONAL SALE ORDER AND 21 ) REDLINE ) 22 ) Related to Docket No.: 1055 ) 23 ) Date: February 18, 2021 ) Time: 10:15 a.m. (Pacific Time) 24 ) Judge: Honorable M. Elaine Hammond Hearing Via Zoom Video 25 ) ) 26 27 1 The Debtors in these chapter 11 cases are Wave Computing, Inc., MIPS Tech, Inc., Hellosoft, IWave Computing (UK) Limited, Imagination Technologies, Inc., Caustic Graphics, Inc., and M

Page 2

1 TO THE HONORABLE M. ELAINE HAMMOND, THE OFFICE OF THE UNITED 2 STATES TRUSTEE, THE DEBTORS, AND ALL INTERESTED PARTIES: 3 PLEASE TAKE NOTICE that on January 15, 2021, Wave Computing, Inc. (“Wave”) and4 debtor affiliates, as debtors and debtors in possession (collectively, the “Debtors”) filed the Debt 5 Motion for Entry of an Order Conditionally (I) Authorizing the Sale of the Assets of the Debtors F6 and Clear of all Liens, Claims, Encumbrances, and Other Interests, (II) Approving the Stalking Ho7 8 Agreement, (III) Authorizing the Assumption and Assignment of Executory Contracts and Unexpi 9 Leases and (IV) Granting Related Relief [Docket No. 1055] (the “Conditional Sale Motion”).2 10 PLEASE TAKE FURTHER NOTICE that the Debtors filed a proposed order attache11 the Conditional Sale Motion as Exhibit A (the “Proposed Conditional Sale Order”). 12 PLEASE TAKE FURTHER NOTICE that on January 25, 2020, the Debtors and the Stalk13 Horse Bidder entered into the First Amendment to Asset Purchase Agreement (the “A14 Amendment”).3 15 16 PLEASE TAKE FURTHER NOTICE that the Debtors have amended the Propo17 Conditional Sale Order to reflect the APA Amendment and otherwise clarify the relief requeste18 the Conditional Sale Motion. 19 PLEASE TAKE FURTHER NOTICE that the amended version of the Proposed Conditio20 Sale Order (the “Amended Proposed Conditional Sale Order”) is attached hereto as Exhibit A. 21 22 23 24 2 Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Conditi25 Sale Motion. 3 A redacted copy of the APA Amendment is attached to the Stipulation and Proposed Order Regarding Deadlines U26 (I) The Key Employee Incentive Plan; and (II) The Stalking Horse Agreement [Docket No. 1088] as Exhibit B. accordance with the Order Granting the Motion of Debtors Pursuant to 11 U.S.C. § 105(a) and 107(b) for Entry o27 Order Authorizing the Debtors to File Under Seal the Debtors’ Unredacted Bid Procedures Motion [Docket No. 891] “Sealing Order”), the identity of the Stalking Horse Bidder will remain redacted unless a Requesting Party (as define

Page 3

1 PLEASE TAKE FURTHER NOTICE that attached hereto as Exhibit B is a redl2 reflecting changes between the Proposed Conditional Sale Order and the Amended Propo 3 Conditional Sale Order. 4 PLEASE TAKE FURTHER NOTICE that copies of the pleadings and other docum5 referenced herein can be viewed and/or obtained (i) by accessing the Bankruptcy Court’s websit6 https://www.canb.uscourts.gov/; or (ii) free of charge from the Debtors’ notice and claims ag7 8 Donlin Recano, & Company at https://www.donlinrecano.com/Clients/wave/Dockets. 9 // 10 // 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27

Page 4

1 Dated: January 28, 2021 Respectfully submitted, 2 SIDLEY AUSTIN LLP 3 /s/ Samuel A. Newman 4 Samuel A. Newman 5 Attorneys for Debtors and Debtors in Possession 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27