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Full title: Final Application for Compensation Sidley Austin LLP's (I) Tenth Monthly Fee Statement for The Period of February 1, 2021 To and Including February 26, 2021; and (II) Final Fee Application For The Period of April 27, 2020 To and Including February 26, 2021 For Allowance and Payment of Compensation and Reimbursement of Expenses. Filed by Debtor Wave Computing, Inc. (Attachments: # 1 Exhibit 1 # 2 Exhibit 2 # 3 Exhibit 3 # 4 Exhibit 4 # 5 Exhibit 5 # 6 Exhibit 6 # 7 Exhibit 7 # 8 Exhibit 8) (Miller, Jeri) (Entered: 03/15/2021)

Document posted on Mar 14, 2021 in the bankruptcy, 16 pages and 0 tables.

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(“Monthly Fee Statement”) for allowance and payment of compensation for professional servi10 rendered and reimbursement of expenses incurred for the period from February 1, 2021 to 11 including February 26, 2021 (the “Monthly Fee Period”) and (ii) final fee application (the “Final 12 Application”) for allowance and payment of compensation for professional services rendered 13 reimbursement of expenses incurred for the period from April 27, 2020 to and including February 14 2021 (the “Final Fee Period”), in connection with the Firm’s representation of Wave Computing, I15 and its debtor affiliates, as debtors and debtors in possession (collectively, the “Debtors”) in the abo16 captioned chapter 11 cases (the “Chapter 11 Cases”).By this Monthly Fee Statement, Sidley requests interim allowance of $859,748.002 18 payment of $687,798.40 (80% of $859,748.00) as compensation for professional services rendere19 the Debtors during the Monthly Fee Period and interim allowance and payment of $10,713.833 (1020 of the expenses incurred) as reimbursement for actual and necessary expenses incurred by Sidle21 connection with the rendition of such professional services during the Monthly Fee Period.24 Annexed as Exhibit 6 is a summary of hours expended by such professionals during the Fi25 4 This amount reflects (i) certain voluntary fee and court-imposed fee reductions, as noted in 26 summary cover sheet, and (ii) $25,000 of estimated fees that Sidley anticipate it will earn in connectwith the Final Fee Application, including in connection with the preparation thereof and the hear27 thereon.(“Retention Orde27 Sidley Austin LLP (“Sidley”), as counsel to Debtors, hereby submits its tenth monthly fee statem 1 rendered and for reimbursement of actual and necessary expenses incurred for the period fr 2 February 1, 2021 to and including February 26, 2021 (the “Monthly Fee Period”) pursuant to the Or 3 Granting Debtors’ Motion Pursuant to 11 U.S.C. §§ 331 and 105(a) and Fed.18 Total Hours: 337.3 Total Fees: $175,385.50 19 J. Employment and Fee Applications (Other) 20 Time devoted to this category relates primarily to assisting the Debtors’ other professional21 preparing and filing their retention applications, monthly fee statements, and interim fee applicati22 Total Hours: 185.2 Total Fees: $135,879.50 23 K. Financing and Cash Collateral 24 Time devoted to this category relates primarily to assisting the Debtors in negotiations 25 lenders, the Committee, and other parties in interest regarding terms of debtor-in-possession financ26 and in negotiating and preparing documentation of the various notes, loans, intercreditor arrangeme27 and other ancillary items required to fund the Restructuring transactions pursuant to the terms of 1 Total Hours: 477.6 Total Fees: $422,299.00 2

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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 In re: ) Case No. 20-50682 (MEH) 18 ) WAVE COMPUTING, INC., et al., ) Chapter 11 (Jointly Administered) 19 ) Reorganized Debtors.1 ) SIDLEY AUSTIN LLP’S (I) TENTH 20 ) MONTHLY FEE STATEMENT FOR ) THE PERIOD OF FEBRUARY 1, 2021 21 ) TO AND INCLUDING FEBRUARY ) 26, 2021; AND (II) FINAL FEE 22 ) APPLICATION FOR THE PERIOD ) OF APRIL 27, 2020 TO AND 23 ) INCLUDING FEBRUARY 26, 2021 24 ) FOR ALLOWANCE AND PAYMENT OF COMPENSATION AND ) REIMBURSEMENT OF EXPENSES 25 ) 26 1 The post-effective date debtors (the “Reorganized Debtors”) in these chapter 11 cases are W27 Computing, Inc., MIPS Tech, Inc., Hellosoft, Inc., Wave Computing (UK) Limited, ImaginatTechnologies, Inc., Caustic Graphics, Inc., and MIPS Tech, LLC. The Reorganized Debtors’ mail

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1 ) Objection Deadline: April 5, 2021 ) at 4:00 p.m. (Pacific Time) 2 ) ) Hearing Scheduled: 3 Date: April 15, 2021 ) Time: 10:00 am (Pacific Time) ) 4 Judge: Honorable M. Elaine Hammond ) Via Videoconference ) 5 ) ) 6 ) 7 ) ) 8 Sidley Austin LLP (“Sidley” or the “Firm”) hereby submits its (i) tenth monthly fee statem9 (“Monthly Fee Statement”) for allowance and payment of compensation for professional servi10 rendered and reimbursement of expenses incurred for the period from February 1, 2021 to 11 including February 26, 2021 (the “Monthly Fee Period”) and (ii) final fee application (the “Final 12 Application”) for allowance and payment of compensation for professional services rendered 13 reimbursement of expenses incurred for the period from April 27, 2020 to and including February 14 2021 (the “Final Fee Period”), in connection with the Firm’s representation of Wave Computing, I15 and its debtor affiliates, as debtors and debtors in possession (collectively, the “Debtors”) in the abo16 captioned chapter 11 cases (the “Chapter 11 Cases”). 17 By this Monthly Fee Statement, Sidley requests interim allowance of $859,748.002 18 payment of $687,798.40 (80% of $859,748.00) as compensation for professional services rendere19 the Debtors during the Monthly Fee Period and interim allowance and payment of $10,713.833 (1020 of the expenses incurred) as reimbursement for actual and necessary expenses incurred by Sidle21 connection with the rendition of such professional services during the Monthly Fee Period. 22 Annexed as Exhibit 1 is the name of each Sidley professional who performed services for 23 Debtors in connection with these Chapter 11 Cases during the Monthly Fee Period and the hourly 24 and total fees for each such professional during the Monthly Fee Period. 25 Annexed as Exhibit 2 is a summary of hours expended by such professionals during 26 27 2 This amount reflects a voluntary reduction in fees in the sum amount of $4,251.00.

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1 Monthly Fee Period by task code. 2 Attached as Exhibit 3 is a summary of expenses incurred by Sidley during the Monthly 3 Period in the rendition of professional services to the Debtors for which reimbursement is sou4 pursuant to this Monthly Fee Statement. 5 Attached as Exhibit 4 are the detailed time entries for the Monthly Fee Period. 6 In accordance with the Order Granting Debtors’ Motion Pursuant to 11 U.S.C. §§ 331 7 105(a) and Fed. R. Bankr. P. 2016 for Authority to Establish Procedures for Interim Compensat 8 Reimbursement of Expenses of Professionals, dated June 18, 2020 [Docket No. 252] (the “Inte 9 Compensation Procedures Order”), responses or objections to this Monthly Fee Statement, if any, 10 be filed and served on or before 4:00 p.m. (Pacific Time) on the 21st day (or the next business 11 if such day is not a business day) following the date the Monthly Fee Statement is filed and ser12 (the “Objection Deadline”). 13 Upon the expiration of the Objection Deadline, Sidley may file a certificate of no object14 with the Court with respect to any fees and expenses not subject to an objection, after which 15 Debtors shall be authorized and directed to pay Sidley 80% of the fees and 100% of the expenses 16 subject to an objection. 17 By this Final Fee Application, Sidley seeks final approval of compensation and reimbursem18 of expenses for the Final Fee Period totaling $8,320,694.49, which sum represents compensation 19 professional services rendered in the amount of $8,163,425.504 and reimbursement for actual 20 necessary expenses incurred in the rendition of such professional services the amount of $157,268. 21 Annexed as Exhibit 5 is the name of each Sidley professional who performed services for 22 Debtors in connection with these Chapter 11 Cases during the Final Fee Period and the hourly rate 23 total fees for each such professional during the Final Fee Period. 24 Annexed as Exhibit 6 is a summary of hours expended by such professionals during the Fi25 4 This amount reflects (i) certain voluntary fee and court-imposed fee reductions, as noted in 26 summary cover sheet, and (ii) $25,000 of estimated fees that Sidley anticipate it will earn in connectwith the Final Fee Application, including in connection with the preparation thereof and the hear27 thereon.

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1 Fee Period by task code. 2 Attached as Exhibit 7 is a summary of expenses incurred by Sidley during the Final Fee Per3 in the rendition of professional services to the Debtors for which reimbursement is sought pursuan4 this Final Fee Application. 5 Attached as Exhibit 8 is a summary and comparison of the blended hourly rate of the Sid6 timekeepers (including both professionals and paraprofessionals) who billed time to the Debt7 bankruptcy estates during the Final Fee Period and the blended hourly standard rate of all of Sidle8 domestic, non-bankruptcy timekeepers during the 12-month period ending January 31, 2021. 9 This Monthly Fee Application and Final Fee Application are based upon the contents her10 the exhibits hereto, the declaration of Samuel A. Newman to be submitted, the pleadings, papers, 11 records on file in this case, and any evidence or argument that the Court may entertain at the tim12 the hearing on the Monthly Fee Application and Final Fee Application. 13 I. 14 BACKGROUND 15 A. General Background 16 On April 27, 2020 (the “Petition Date”), the Debtors commenced the above-captioned ca17 by filing voluntary petitions for relief under chapter 11 of Title 11 of the United States Code (18 “Bankruptcy Code”) in the United States Bankruptcy Court for the Northern District of Califor19 San Jose Division (the “Court”). 20 On May 11, 2020, the Debtors filed the Application of Debtors Pursuant to 11 U.S.C. § 32721 and Fed. R. Bankr. P. 2014(a) and 2016 for Authority to Retain and Employ Sidley Austin LLP22 Counsel to the Debtors and Debtors in Possession Effective as of the Petition Date [Docket No. 23 (“Retention Application”). The Retention Application was granted by the Court’s Order Approv24 Application of Debtors Pursuant to 11 U.S.C. § 327(a) and Fed. R. Bankr. P. 2014(a) and 2016 25 Authority to Retain and Employ Sidley Austin LLP as Counsel to the Debtors and Debtors26 Possession Effective as of the Petition Date, dated June 5, 2020 [Docket No. 193] (“Retention Orde27 Sidley Austin LLP (“Sidley”), as counsel to Debtors, hereby submits its tenth monthly fee statem

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1 rendered and for reimbursement of actual and necessary expenses incurred for the period fr 2 February 1, 2021 to and including February 26, 2021 (the “Monthly Fee Period”) pursuant to the Or 3 Granting Debtors’ Motion Pursuant to 11 U.S.C. §§ 331 and 105(a) and Fed. R. Bankr. P. 2016 4 Authority to Establish Procedures for Interim Compensation Reimbursement of Expenses 5 Professionals, dated June 18, 2020 [Docket No. 252] (the “Interim Compensation Procedures Orde 6 B. Brief Chapter 11 Case History 7 The Debtors commenced these Chapter 11 Cases with the goal of maximizing value, bot8 terms of the recovery to prepetition stakeholders and the go-forward potential of the business, 9 either a restructuring of the Debtors’ balance sheet through a chapter 11 plan of reorganizatio10 “Restructuring”) or a sale of substantially all of the Debtors’ assets (a “Sale”). Sidley’s role as l11 counsel to the Debtors was critical and expansive, given the wide array of issues that arose12 connection with this dual-track strategy and in the continued operation of the Debtors’ business dur13 the pendency of the Chapter 11 Cases. 14 Sidley’s services to the Debtors greatly benefited the Debtors’ estates. Over the course of th15 Chapter 11 Cases, the Debtors, with the assistance of Sidley, diligently pursued both the Restructur16 and the Sale track simultaneously and, as a result of this process, Sidley assisted the Debtors17 providing significant additional value for the Debtors’ general unsecured creditors, as compared to 18 options available at the outset of these Chapter 11 Cases. Between the filing of the initial propo19 chapter 11 plan of reorganization in October 2020 and the confirmation of the sixth amended cha20 11 plan [Docket No. 1129] (the “Plan”) in February 2021, Sidley assisted the Debtors in successf21 negotiating various settlements and improvements under the Plan that resulted in over $10 millio22 additional value to general unsecured creditors and, in the process, garnered the support of the offi23 committee of unsecured creditors (the “Committee”) and other key constituents. 24 This process of building consensus around the Plan and the Debtors’ general post-bankrup25 business plan required Sidley to assist the Debtors in complex, often protracted negotiations with 26 only the principal stakeholders, but also a variety of individual claim and interest holders and ot27 parties in interest. As a critical first step, in November 2020, Sidley assisted the Debtors in broker

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1 to which Tallwood agreed to provide additional value to the general unsecured creditors. Over 2 next month, the Debtors, with the assistance of Sidley and their other advisors, secured a Sale o3 that triggered a competitive, successful auction between a third-party purchaser and Tallwood, wh4 further increased the value of the Plan in accordance with the terms of Tallwood’s overbid. Fina5 in tandem with the intense negotiations in January 2021 regarding how the Debtors could feasi6 implement the Tallwood overbid, Sidley helped the Debtors to reach crucial settlements, including 7 settlement of a $60 million cure dispute with CIP United Co. Ltd. and Prestige Century Investme 8 Limited, which knocked the cure amount for assumption of the license agreements to zero, netted 9 million for the Debtors’ estates in the form of a buyout arrangement, and eliminated the remain10 gating item to a successful Plan confirmation. These settlements not only provided the support 11 Debtors needed from a Plan voting perspective, they also ensured the Debtors will have suffici12 liquidity to execute their business plan going forward. 13 After the necessary votes to confirm the Plan were locked up, Sidley worked with the Debt14 to build further consensus and ensure a smooth transition to post-bankruptcy operations. For exam15 prior to the hearing on Plan confirmation, Sidley assisted the Debtors in reaching a settlem16 agreement with the only creditor to file a formal objection, which prompted the withdrawal of t17 objection, and in consensually resolving the majority of issues raised by the United States Trustee (18 “U.S. Trustee”) in its Plan objection. Additionally, throughout the Plan confirmation process, Sid19 consistently took steps to ensure the ongoing viability of the Sale as a “backup bid.” Finally, follow20 Plan confirmation, Sidley provided critical professional services to facilitate the closing of 21 Restructuring transactions when unforeseen complications arose. 22 II. 23 SERVICES RENDERED 24 Sidley classified all services performed for which compensation is sought into the follow25 billing categories:  Asset Sales 26  Assumption and Rejection of Leases and Contracts 27  Avoidance Action Analysis  Business Operations

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1  Case Administration  Claims Administration and Objections 2  Corporate Governance and Board Matters 3  Employee Matters  Employment and Fee Applications (Sidley) 4  Employment and Fee Applications (Other)  Financing and Cash Collateral 5  First and Second Day Pleadings 6  General Case Strategy  Hearings and Court Matters 7  Litigation: Contested Matters and Adversary Proceedings  Meetings and Communications with Creditors 8  Meetings and Communications with Equity Holders 9  Meetings and Communications with Client  Non-Working Travel 10  Plan and Disclosure Statement  Real Estate 11  Relief from Stay and Adequate Protection 12  Tax Issues  U.S. Trustee Issues and Reporting 13 Sidley timekeepers attempted to allocate each service performed into the category that 14 relates to such service. However, because certain services affected multiple categories, servi15 pertaining to one category may occasionally be included in another category. 16 A. Asset Sales 17 Time devoted to this category relates primarily to assisting in the solicitation and negotiat18 of offers to purchase the Debtors’ assets, preparing documentation and Court filings in connect19 with the stalking horse purchase agreement, facilitating a competitive auction, and maintaining 20 viability of a potential Sale to the stalking horse bidder as a “backup bid” during the Plan confirmat21 process. 22 Total Hours: 929.7 Total Fees: $853,883.50 23 B. Assumption and Rejection of Leases and Contracts 24 Time devoted to this category relates primarily to analyzing the Debtors’ key execut25 contracts, developing strategies concerning assumption and rejection, including assisting the Debt26 in settlement negotiations with respect to cure costs and rejection damages, and prepare documentat27

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1 Total Hours: 168.9 Total Fees: $156,411.50 2 C. Avoidance Action Analysis 3 Time devoted to this category relates primarily to analyzing the value of any poten4 avoidance actions and advising the Debtors in connection with settlement negotiations with 5 Committee regarding the transfer of such actions to a liquidating trust under the Plan. 6 Total Hours: 9.8 Total Fees: $9,748.50 7 D. Business Operations 8 Time devoted to this category relates primarily to assisting the Debtors with the developm9 of potential strategies for go-forward operations, preparing documentation for certain ordinary co10 transactions that required escrow accounts or other special arrangements in light of dual-tr11 Restructuring and Sale processes, and facilitating the orderly wind-down of certain non-operat12 Debtors and related entities. 13 Total Hours: 194.4 Total Fees: $168,993.50 14 E. Case Administration 15 Time devoted to this category relates primarily to advisors-only calls organizing 16 facilitating a wide variety of work streams over the course of the Chapter 11 Cases, discussing 17 formulating strategies for the Debtors’ various pleadings and responses to pleadings of other par18 in interest, conducting and reviewing legal research and fact investigations and prepare associa19 materials, and reviewing, identifying and organizing documents and data in preparation for vari20 investigations and discovery requests. 21 Total Hours: 655.3 Total Fees: $544,698.50 22 F. Claims Administration and Objections 23 Time devoted to this category relates primarily to analyzing and organizing proofs of cla24 research the viability of potential objections to certain claims, drafting and prosecuting cla25 objections, facilitating negotiations of certain claim objection settlements, and prepar26 documentation to effectuate such settlements. 27 Total Hours: 1106.2 Total Fees: $1,003,593.50

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1 G. Corporate Governance and Board Matters 2 Time devoted to this category relates primarily to preparing agendas and other mater3 required to keep the Board of Directors apprised of key case developments, presenting 4 participating in meetings of the Board of Directors, including by providing professional advice, 5 preparing corporate governance documentation required for confirmation of the Plan and the Debt6 emergence from bankruptcy. 7 Total Hours: 252.0 Total Fees: $243,569.00 8 H. Employee Matters 9 Time devoted to this category relates primarily to assisting the Debtors in negotiating 10 implementing key employee retention and incentive plans, including conducting legal research 11 drafting pleadings seeking approval of such plans. 12 Total Hours: 166.5 Total Fees: $130,003.50 13 I. Employment and Fee Applications (Sidley) 14 Time devoted to this category relates primarily to preparing Sidley’s retention application 15 preparing Sidley’s monthly fee statements and interim fee applications in a manner that preser16 privileged and confidential information and in accordance with applicable guidelines, including 17 U.S. Trustee’s guidelines and the interim compensation procedures approved by this Court. 18 Total Hours: 337.3 Total Fees: $175,385.50 19 J. Employment and Fee Applications (Other) 20 Time devoted to this category relates primarily to assisting the Debtors’ other professional21 preparing and filing their retention applications, monthly fee statements, and interim fee applicati22 Total Hours: 185.2 Total Fees: $135,879.50 23 K. Financing and Cash Collateral 24 Time devoted to this category relates primarily to assisting the Debtors in negotiations 25 lenders, the Committee, and other parties in interest regarding terms of debtor-in-possession financ26 and in negotiating and preparing documentation of the various notes, loans, intercreditor arrangeme27 and other ancillary items required to fund the Restructuring transactions pursuant to the terms of

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1 Total Hours: 477.6 Total Fees: $422,299.00 2 L. First and Second Day Pleadings 3 Time devoted to this category relates primarily to conducting legal research and draft4 pleadings in support of various first and second day requests for relief, including with respect to c5 management, case management procedures, interim compensation procedures, payment of ta6 wages, and utilities, and restrictions on transfers of the Debtors’ stock, and assist the Debtors in 7 preparation of schedules and statements of financial affairs. 8 Total Hours: 428.4 Total Fees: $348,348.00 9 M. General Case Strategy 10 Time devoted to this category relates primarily to preparing for and participating in numer11 meetings, conferences and teleconferences and engage in written communications among Sidley, 12 Debtors, and the Debtors’ other advisors regarding overall case strategy and status. 13 Total Hours: 92.4 Total Fees: $83,150.50 14 N. Hearings and Court Matters 15 Time devoted to this category relates primarily to preparing for and attending video heari16 before the Court, including hearings related to first and second-day relief, case status, debtor17 possession financing, claims objections, employee retention and incentive plans, bidding procedu18 the disclosure statement and plan voting solicitation procedures, and plan confirmation, 19 coordinating electronic filing of pleadings and proposed orders. 20 Total Hours: 768.6 Total Fees: $539,985.50 21 O. Litigation: Contested Matters and Adversary Proceedings 22 Time devoted to this category relates primarily to advising and providing support to 23 Debtors with respect to various discovery requests, SEC productions, and CFIUS inquiries, prepar24 for and participating in numerous witness interviews, assisting with and preparing findi25 presentation for internal investigations, conducting legal research and analysis regarding certain ex26 compliance issues, and monitoring and responding as necessary to issues arising in stayed litigatio27 Total Hours: 1615.9 Total Fees: $1,482,264.00

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1 P. Meetings and Communications with Creditors 2 Time devoted to this category relates primarily to analyzing and respond to creditor inqui3 regarding case background, status, and procedures. 4 Total Hours: 85.1 Total Fees: $83,548.50 5 Q. Meetings and Communications with Equity Holders 6 Time devoted to this category relates primarily to analyzing and respond to equity hol7 inquiries regarding case background, status, and procedures. 8 Total Hours: 14.9 Total Fees: $11,503.50 9 R. Meetings and Communications with Client 10 Time devoted to this category relates primarily to coordinating case logistics with the Debt11 Total Hours: 18.3 Total Fees: $ 16,813.50 12 S. Non-Working Travel 13 No time was devoted to this category. 14 Total Hours: 0.0 Total Fees: $0.00 15 T. Plan and Disclosure Statement 16 Time devoted to this category relates primarily to negotiating, drafting, and revising the p17 and disclosure statement, including negotiations and revisions in connection with a settlem18 agreement reached with the Committee, the Tallwood overbid at the auction, subsequent disputes o19 the meaning of the terms of such settlement and overbid, comments received from the U.S. Tru20 and other parties in interest, conducting legal research in support of various plan provisi21 facilitating plan solicitation and voting, and preparing materials in preparation for plan confirmati22 including formal and informal responses to formal and informal objections to plan confirmation. 23 Total Hours: 1736.2 Total Fees: $1,539,371.50 24 U. Real Estate 25 Time devoted to this category relates primarily to assisting the Debtors in negotiating 26 documenting a post-petition lease agreement with their office space landlord. 27 Total Hours: 10.2 Total Fees: $13,515.00

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1 V. Relief from Stay and Adequate Protection 2 Time devoted to this category relates primarily to preparing and coordinating the filing3 notices in pending prepetition litigation matters involving the Debtors. 4 Total Hours: 22.5 Total Fees: $16,115.00 5 W. Tax Issues 6 Time devoted to this category relates primarily to conducting due diligence and legal resea7 regarding the substantial prepetition tax liabilities asserted against the Debtors, preparing le8 analysis of potential defenses to such tax liabilities, and researching and drafting pleadings to pro9 certain valuable tax attributes. 10 Total Hours: 272.0 Total Fees: $241,188.50 11 X. U.S. Trustee Issues and Reporting 12 Time devoted to this category relates primarily to assisting the Debtors in complying 13 various reporting requirements including in connection with the initial debtor interview, 341 meet14 of creditors, and monthly operating reports, and responding to the U.S. Trustee’s informal comm15 and formal objections to various pleadings and applications. 16 Total Hours: 86.3 Total Fees: $65,404.00 17 Y. List of Expenses by Category 18 Sidley advanced costs, including certain in-house charges in connection with the performa19 of the services described in this Application. During the Final Fee Period, Sidley incurred a tota20 $157,268.99 in expenses. Sidley made every effort to keep the costs in this case to a minimum. 21 summary chart detailing the type and amount of expenses incurred during the Final Fee Perio22 attached hereto as Exhibit 7. 23 Z. Hourly Rates 24 The hourly rates of all professionals and paraprofessionals rendering services in this case 25 set forth on the Billing Summary Chart on Exhibit 5 annexed hereto. 26 AA. Professionals and Paraprofessionals 27 The biographies of the attorneys and paraprofessionals who primarily worked on this ma

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1 Sidley has no understanding, agreement, or arrangement of any kind to divide with or pay to any2 any of the fees to be awarded in these proceedings, except to be shared among members of the Fir 3 BB. Notice of Application and Hearing 4 Notice of the submission of this Application and the hearing thereon will be provided to 5 Notice Parties, all parties requesting special notice and other interested parties in accordance with 6 Local Bankruptcy Rules. Complete copies of this Application will be promptly furnished to any ot7 party upon specific request. Therefore, notice should be deemed adequate under the circumstan8 and in accordance with Federal Bankruptcy Rules 2002(a)(6) and 2002(c)(2). 9 III. 10 THE FEES AND EXPENSES REQUESTED SHOULD BE AWARDED BASED UPON 11 APPLICABLE LAW 12 The fees and expenses requested by this Application are an appropriate award for Sidle13 services in acting as counsel to the Debtors. 14 A. Evaluation of Requests for Compensation 15 Pursuant to section 330 of the Bankruptcy Code, the Court may award to a professional per16 reasonable compensation for actual, necessary services rendered, and reimbursement for act17 necessary expenses incurred. Pursuant to section 331 of the Bankruptcy Code, the Court may aw18 interim compensation and reimbursement to a professional. As set forth above, the fees for which 19 Firm requests compensation and the costs incurred for which the Firm requests reimbursement are20 actual and necessary services rendered and costs incurred. 21 In determining the amount of allowable fees under section 330(a) of the Bankruptcy Co22 courts are to be guided by the same “general principles” as are to be applied in determining awa23 under the federal fee-shifting statutes, with “some accommodation to the peculiarities of bankrup24 matters.” Burgess v. Klenske (In re Manoa Finance Co., Inc.), 853 F.2d 687, 691 (9th Cir. 1988). 25 In assessing the propriety of an award of attorneys’ fees, twelve factors relevant to determin26 such fees were identified in Johnson v. Georgia Highway Express, Inc., 488 F.2d 714, 717-719 (27 Cir. 1974, a Title VII class action case under the Civil Rights Act of 1964, 42 U.S.C. § 2000 et s

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1 and Kerr v. Screen Extras Guild, Inc., 526 F.2d 67, 70 (9th Cir. 1975), cert. denied, 425 U.S. 2 (1976): (1) the time and labor required, (2) the novelty and difficulty of the questions, (3) the s3 requisite to perform the service properly, (4) the preclusion of other employment by the professio4 due to acceptance of the case, (5) the customary fee, (6) whether fee is fixed or contingent, (7) ti5 limitations imposed by the client or the circumstances, (8) the amount involved and the res6 obtained, (9) the experience, reputation, and ability of the professionals, (10) the undesirability of 7 case, (11) the nature and length of the professional relationship with the client, and (12) award8 similar cases. See American Benefit Life Ins. Co. v. Baddock (In re First Colonial Corp. of Ameri9 544 F.2d 1291 (5th Cir. 1977) (Johnson criteria applicable in bankruptcy cases). 10 The time for which compensation is sought is detailed in the Firm’s invoices annexed11 exhibits to each of Sidley’s prior monthly fee statements [Docket Nos. 318, 388, 474, 531, 571, 712 916, 986, 1074, 1173, and 1243] and to this Monthly Fee Statement and Final Fee Application13 Exhibit 4. Sidley’s services and time expenditures are reasonable in light of the labor required 14 outcome achieved in these Chapter 11 Cases. The Firm’s charges for its professional services 15 based upon the time, nature, extent, and value of such services and the cost of comparable service16 the Los Angeles area, other than in a case under the Bankruptcy Code. The compensation the F17 seeks by way of this Application is the customary compensation commonly sought by the Firm 18 other professionals representing trustees, committees, and debtors in similar circumstances. 19 B. Section 330(a)(3) Factors 20 Section 330(a)(3) of the Bankruptcy Code sets forth five factors to be considered by the Co21 Although several of these factors, such as the time involved and the timeliness of Sidle22 performance, were addressed above, Sidley believes two of the five factors should be discus23 separately again here. 24 First, section 330(a)(3)(C) of the Bankruptcy Code requires that the professional services25 necessary to the administration of, or beneficial at the time at which the service was rendered tow26 completion of, the case. Sidley believes the facts of this case make it evident that Sidley’s servi27 were both necessary and beneficial to the Debtors’ estates.

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1 reasonable based on customary compensation charged by comparably skilled practitioners in ca2 other than cases under the Bankruptcy Code. Sidley believes its attorneys are skilled and h3 performed well in this case, and that the fees charged by Sidley are commensurate with the f4 charged by Sidley’s counterparts engaged in non-bankruptcy specialties of the law. 5 C. Available Funds 6 Sidley understands that the Debtors’ estates have sufficient funds available for the paymen7 fees and costs requested herein. 8 IV. 9 CONCLUSION 10 The compensation presently sought by Sidley is final relief. Neither Sidley, nor any partn11 or associates of the Firm, have any agreement or any understanding of any kind or nature to divi12 pay over, or share any portion of the fees to be awarded Sidley with any other person or attorn13 except among shareholders and associates of the Firm. 14 Sidley believes that the services rendered for which compensation is sought in this Applicat15 have been beneficial to the Debtors’ estates, that the costs incurred have been necessary and pro16 and that the sums requested for the services rendered and the costs incurred are fair and reasonabl17 WHEREFORE, Sidley respectfully requests that this Court (i) award a final allowance18 compensation to the Firm in the amount of $8,320,694.49, which sum represents compensation 19 legal services rendered in the amount of $8,163,425.50 and reimbursement for expenses incurre20 the amount of $157,268.99; (ii) direct payment by the Reorganized Debtors of the difference betw21 the amounts allowed and any amounts previously paid by the Debtors pursuant to the Inte22 Compensation Order; and (iii) grant such other and further relief as may be appropriate under 23 circumstances. 24 25 26 27

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