Full title: Declaration of Lawrence R. Perkins in support of Declaration of Lawrence R. Perkins In Support of the Motion of Debtors Pursuant to 11 U.S.C. §§ 105(a) and 107(b) For Entry of An Order Authorizing the Debtors To File Term Sheets Under Seal (RE: related document(s)1106 Motion to File a Document Under Seal). Filed by Debtor Wave Computing, Inc. (Miller, Jeri) (Entered: 02/02/2021)
Document posted on Feb 1, 2021 in the bankruptcy, 3 pages and 0 tables.
Bankrupt11 Summary (Automatically Generated)
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26 1 The Debtors in these chapter 11 cases, along with the last four digits of each Debtor’s federal identification number, as applicable, are: Wave Computing, Inc., MIPS Tech, Inc., Hellosoft, I27 Wave Computing (UK) Limited, Imagination Technologies, Inc., Caustic Graphics, Inc., and M
I am the Chief Executive Officer at SierraConstellation Partners (“SCP”) and the C2
Restructuring Officer to Wave Computing, Inc. and its affiliated debtors and debtors in possessio3
the above-captioned chapter 11 cases (collectively, the “Debtors”).This Declaration is submitted in support of the Motion of Debtors Pursuant to 11 U.S14
§ 105(a) and 107(b) for Entry of an Order Authorizing the Debtors to File Term Sheet Under S15
The Motion to Seal seeks entry of an or16
authorizing the sealing of the Proposed Term Sheet for Global Settlement, attached as Exhibit A 17
Exhibit B-1, to the Stipulation and Proposed Order Regarding Proposed Term Sheet for Glo18
Settlement (the “Term Sheet”).It is my belief that the Term Sheet contains confidential commercial information regard20
the buyout of the Master Technology License Agreement for MIPS Architecture and MIPS Core 21
all technology schedules, amendments, and amendments and restatements thereto (the “Lice22
Agreements”) by CIP United Co., Ltd.
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SIDLEY AUSTIN LLP
1 Samuel A. Newman (SBN 217042)
(sam.newman@sidley.com)
2 Genevieve G. Weiner (SBN 254272)
(gweiner@sidley.com)
3 Julia Philips Roth (SBN 324987)
(julia.roth@sidley.com)
4 555 West Fifth Street
Los Angeles, CA 90013
5 Telephone: 213.896.6000
Facsimile: 213.896.6600
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SIDLEY AUSTIN LLP
7 Charles M. Persons (admitted pro hac vice)
(cpersons@sidley.com)
8 Juliana Hoffman (admitted pro hac vice)
(jhoffman@sidley.com)
9 Jeri Leigh Miller (admitted pro hac vice)
(jeri.miller@sidley.com)
10 2021 McKinney Avenue, Suite 2000
Dallas, TX 75201
11 Telephone: 214.981.3300
Facsimile: 214.981.3400
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Attorneys for Debtors and Debtors in
13 Possession
UNITED STATES BANKRUPTCY COURT
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NORTHERN DISTRICT OF CALIFORNIA
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SAN JOSE DIVISION
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17 In re: ) Case No. 20-50682 (MEH)
)
18 WAVE COMPUTING, INC., et al., ) Chapter 11 (Jointly Administered) )
19 Debtors.1 ) DECLARATION OF LAWRENCE R.
) PERKINS IN SUPPORT OF THE
20 ) MOTION OF DEBTORS PURSUANT T
) 11 U.S.C. §§ 105(a) AND 107(b) FOR
21 ENTRY OF AN ORDER AUTHORIZIN
)
THE DEBTORS TO FILE TERM SHEE
)
22 UNDER SEAL
)
)
23 [No Hearing Requested]
)
)
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26 1 The Debtors in these chapter 11 cases, along with the last four digits of each Debtor’s federal identification number, as applicable, are: Wave Computing, Inc., MIPS Tech, Inc., Hellosoft, I27 Wave Computing (UK) Limited, Imagination Technologies, Inc., Caustic Graphics, Inc., and M
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I, Lawrence R. Perkins, being duly sworn, state the following under penalty of perjury:
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1. I am the Chief Executive Officer at SierraConstellation Partners (“SCP”) and the C2
Restructuring Officer to Wave Computing, Inc. and its affiliated debtors and debtors in possessio3
the above-captioned chapter 11 cases (collectively, the “Debtors”). I have over 18 years4
management consulting and advisory experience with distressed companies or companies undergo5
transition and have served as a financial advisor to the Debtors since April 2020.
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2. The statements in this Declaration are, except as otherwise indicated, based on 7
personal knowledge or views, on information that I have obtained from the Debtors and their ot8
advisors or from the Debtors’ books and records, and from information obtained from SCP person9
working directly with me and under my supervision. I am not being specifically compensated for t10
testimony other than through payments to be received by SCP for my role as the Debtors’ C11
Restructuring Officer. I am over the age of 18 years and am authorized to submit this Declaration12
I were called upon to testify, I could and would competently testify to the facts set forth herein.
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3. This Declaration is submitted in support of the Motion of Debtors Pursuant to 11 U.S14
§ 105(a) and 107(b) for Entry of an Order Authorizing the Debtors to File Term Sheet Under S15
(the “Motion to Seal”), filed concurrently herewith. The Motion to Seal seeks entry of an or16
authorizing the sealing of the Proposed Term Sheet for Global Settlement, attached as Exhibit A 17
Exhibit B-1, to the Stipulation and Proposed Order Regarding Proposed Term Sheet for Glo18
Settlement (the “Term Sheet”).
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4. It is my belief that the Term Sheet contains confidential commercial information regard20
the buyout of the Master Technology License Agreement for MIPS Architecture and MIPS Core 21
all technology schedules, amendments, and amendments and restatements thereto (the “Lice22
Agreements”) by CIP United Co., Ltd. (“CIP”) and Prestige Century Investments Limited (“Prestig23
It is further my understanding that the Term Sheet is governed by a confidentiality provision t24
requires each party to hold as confidential the terms of the Term Sheet.2 25
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2 Capitalized terms used herein have the meanings set forth in the Motion to Seal, unless other27
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5. It is my belief that public disclosure of the confidential commercial information contai1
in the Term Sheet could obstruct the implementation of the settlement contemplated therein and co2
cause compensable harm to CIP and/or Prestige. Additionally, it is my understanding that disclos3
would violate the terms of the confidentiality provision of the Term Sheet, creating a potential ca4
of action that could be levied against MIPS and reduce creditor recoveries in these Chapter 11 Ca5
6. As such, it is my belief that protecting the confidential commercial information contai6
in the Term Sheet is in the best interests of the Debtors, their estates, their creditors, and all ot7
parties in interest.
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Pursuant to 28 U.S.C. § 1746, I declare under penalty of perjury that, after reasonable 9
inquiry, the foregoing is true and correct to the best of my knowledge, information, and belief.
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Executed this 2nd day of February, 2021
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/s/ Lawrence R. Perkins
Lawrence R. Perkins, Chief Executive Officer
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SierraConstellation Partners LLC
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Chief Restructuring Officer for Debtors and
17 Debtors in Possession
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