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Full title: Statement of Monthly Fees Fee Statement of Mercer (US) Inc. for Allowance and Payment of Compensation from September 1, 2020 to and Including September 30, 2020 Filed by Debtor Wave Computing, Inc. (Hoffman, Juliana) (Entered: 12/30/2020)

Document posted on Dec 29, 2020 in the bankruptcy, 11 pages and 4 tables.

Bankrupt11 Summary (Automatically Generated)

8 Accordingly, pursuant to the terms of the OCP Order, Mercer, as compensation consultant t 9 Debtors, hereby submits this monthly fee statement (the “Monthly Fee Statement”) for allowance an10 payment of compensation for professional services rendered for the period from September 1, 2020 t11 and including September 30, 2020 (the “Fee Period”).3 12 Annexed as Exhibit 1 is a schedule of hourly rates by each Mercer professional who performe13 services for the Debtors in connection with these Chapter 11 Cases during the Fee Period.To the extent this invoice identifies certain fees as potentially allocable to an employee benefit plan (whether or not covered by ERISA) or certain commissions as constituting assets of an ERISA-covered plan or other benefit plan, this should not be interpreted as our advice or recommendation that these balances are plan assets or can or should be paid from plan assets under governing law.The client, as a fiduciary of the plan, and not Mercer, has the responsibility for determining what constitutes an asset of the plan and whether these fees are reasonable expenses of administering the plan that may properly be charged (in whole or in part) to plan assets; and if so, what portion (if any) should be allocated to a particular plan or plans.To the extent this invoice identifies certain fees as potentially allocable to an employee benefit plan (whether or not covered by ERISA) or certain commissions as constituting assets of an ERISA-covered plan or other benefit plan, this should not be interpreted as our advice or recommendation that these balances are plan assets or can or should be paid from plan assets under governing law.The client, as a fiduciary of the plan, and not Mercer, has the responsibility for determining what constitutes an asset of the plan and whether these fees are reasonable expenses of administering the plan that may properly be charged (in whole or in part) to plan assets; and if so, what portion (if any) should be allocated to a particular plan or plans.

List of Tables

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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 11 Suite 2000 Dallas, TX 75201 12 Telephone: 214.981.3300 Facsimile: 214.981.3400 13 Attorneys for Debtors and Debtors in 14 Possession 15 UNITED STATES BANKRUPTCY COURT 16 NORTHERN DISTRICT OF CALIFORNIA 17 SAN JOSE DIVISION 18 In re: ) Case No. 20-50682 (MEH) 19 ) WAVE COMPUTING, INC., et al., ) Chapter 11 (Jointly Administered) 20 ) Debtors.1 ) FEE STATEMENT OF MERCER (US) 21 ) INC. FOR ALLOWANCE AND ) PAYMENT OF COMPENSATION 22 ) FROM SEPTEMBER 1, 2020 TO AND ) INCLUDING SEPTEMBER 30, 2020 23 ) ) Objection Deadline: January 20, 2021 24 ) at 4:00 pm (Pacific Time) 25 ) [No Hearing Requested] ) 26 1 The Debtors in these chapter 11 cases are Wave Computing, Inc., MIPS Tech, Inc., Hellosoft, Inc27 Wave Computing (UK) Limited, Imagination Technologies, Inc., Caustic Graphics, Inc., and MIP28 Tech, LLC. The Debtors’ mailing address is 3201 Scott Blvd, Santa Clara, CA 95054.

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Table 1 on page 2. Back to List of Tables
To: Notice Parties2
Name of Applicant: Mercer (US) Inc.
Authorized to Provide Professional Services
to:
Debtors and Debtors-in-Possession
Date of Retention: Order entered on June 19, 2020, effective as of
April 27, 2020 [Docket No. 253]
Period for which Compensation and
Reimbursement is Sought:
September 1, 2020 to and including September
30, 2020
Amount of Compensation Sought as Actual,
Reasonable and Necessary:
$35,990.76
Amount of Compensation Requested
Immediately:
$35,990.76
Amount of Expense Reimbursement Sought
as Actual, Reasonable and Necessary:
$0
Amount of Expense Reimbursement
Requested Immediately:
$0
12 On May 13, 2020, Wave Computing, Inc. and its debtor affiliates, as debtors an13 debtors in possession (collectively, the “Debtors”) in the above-captioned chapter 11 case14 (the “Chapter 11 Cases”) filed the Motion of Debtors Pursuant to 11 U.S.C. §§ 150(a), 327, 328, an15 330 for Authority to Employ and Compensate Professionals Used in the Ordinary Course of Busines16 nunc pro tunc to the Petition Date [Docket No. 102] (the “OCP Motion”). The Retention Applicatio17 was granted by the Court’s Order Authorizing Employment of Professionals Used in the Ordinar18 Course of Business Effective as of the Petition Date, dated June 19, 2020 [Docket No. 253] (“OC19 Order”). The OCP Order, among other things, authorized the Debtors to employ, pay and reimburs20 certain professionals (the “OCPs”)—including Mercer (US) Inc. (“Mercer”) as compensatio21 consultant to the Debtors—in the ordinary course accordance without filing individual retention or fe22 applications, so long as the OCPs remained within their respective fee caps. 23 At the outset of these Chapter 11 Cases, Mercer’s duties were limited and its services pertaine24 primarily to the preparation and analysis of the Debtors’ key employee retention plan (the “KERP25 and the key employee incentive plan (the “KEIP”). The Debtors and Mercer believed they coul26 27 2 Each capitalized term used but not otherwise defined herein shall have the meaning ascribed to it ithe OCP Motion or OCP Order.

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1 contain Mercer’s fees within the Tier 2 Cap, or not more than $25,000 per any one month period. 2 Notably, Mercer has remained within the Tier 2 Cap for virtually the entirety of these case 3 It was only in September when the Official Committee of Unsecured Creditors subpoenaed Mercer t4 produce documents and attend a deposition in connection with the KEIP that Mercer exceeded it5 monthly fee cap. Mercer expended significant time and resources compiling documents, preparin6 for and participating in the deposition, and defending the KEIP, which amounted to approximatel7 $35,990.76 in fees not originally contemplated. 8 Accordingly, pursuant to the terms of the OCP Order, Mercer, as compensation consultant t 9 Debtors, hereby submits this monthly fee statement (the “Monthly Fee Statement”) for allowance an10 payment of compensation for professional services rendered for the period from September 1, 2020 t11 and including September 30, 2020 (the “Fee Period”).3 12 Annexed as Exhibit 1 is a schedule of hourly rates by each Mercer professional who performe13 services for the Debtors in connection with these Chapter 11 Cases during the Fee Period. 14 Annexed as Exhibit 2 is a schedule of the total hours expended by each Mercer profession15 who performed services for the Debtors in connection with these Chapter 11 Cases during the Fe16 Period. 17 Attached as Exhibit 3 are the individual time records of each such professional, in summar18 format, for the Fee Period. 19 Attached as Exhibit 4 is the September invoice that was provided to the Debtors. 20 In accordance with the Debtors’ interim compensation procedures,4 responses or objections t21 this Monthly Fee Statement, if any, must be filed and served on or before 4:00 p.m. (Pacific Time22 on the 21st day (or the next business day if such day is not a business day) following the date th23 Monthly Fee Statement is served (the “Objection Deadline”) with this Court. 24 25 3 For the avoidance of doubt, Mercer does not seek reimbursement for any expenses for the Fee Perio26 4 See Order Granting Debtors' Motion Pursuant to 11 U.S.C. §§ 331 and 105(a) and Fed. R. Bank27 P. 2016 for Authority to Establish Procedures for Interim Compensation and Reimbursement Expenses of Professionals [Dkt. No. 252].

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1 Upon the expiration of the Objection Deadline, Mercer may file a certificate of no objectio2 with the Court with respect to any fees not subject to an objection, after which the Debtors shall b3 authorized and directed to pay Mercer 100% of the fees not subject to an objection. 4 5 Dated: December 30, 2020 Respectfully submitted, Chicago, Illinois 6 /s/ John B. Dempsey 7 John B. Dempsey 8 Mercer (US) Inc. 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27

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1 EXHIBIT 1 SUMMARY HOURS BY PROFESSIONAL 2 SEPTEMBER 1, 2020 TO AND INCLUDING SEPTEMBER 30, 2020
Table 1 on page 5. Back to List of Tables
Name of Professional Current Title at Mercer Hourly Rate
John B. Dempsey Partner $1,016.16
Kevin Beglen Senior Associate Consultant $518.52
Marley B. Sternberg Senior Analyst $387.44
Mark R. Teamerson Senior Analyst $387.44
9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28

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1 EXHIBIT 2 SUMMARY HOURS PER PROFESSIONAL 2 SEPTEMBER 1, 2020 TO AND INCLUDING SEPTEMBER 30, 2020
Table 1 on page 6. Back to List of Tables
Name of Professional Current Title at Mercer Hours Worked
John B. Dempsey Partner 23.50
Kevin Beglen Senior Associate Consultant 18.50
Marley B. Sternberg Senior Analyst 5.00
Mark R. Teamerson Senior Analyst 1.50
Total 48.50
10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28

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1 EXHIBIT 3 DAILY TIME ENTRIES 2 SEPTEMBER 1, 2020 TO AND INCLUDING SEPTEMBER 30, 2020
Table 1 on page 7. Back to List of Tables
Date Hours Bill Rate
1-Sep-20 1.00 $518.52
1-Sep-20 1.00 $1,016.16
1-Sep-20 0.50 $1,016.16
1-Sep-20 0.50 $387.44
2-Sep-20 1.00 $1,016.16
3-Sep-20 1.00 $1,016.16
4-Sep-20 2.50 $518.52
4-Sep-20 1.00 $1,016.16
7-Sep-20 1.25 $518.53
8-Sep-20 2.00 $518.52
8-Sep-20 1.00 $1,016.16
9-Sep-20 2.50 $518.52
9-Sep-20 1.50 $1,016.16
9-Sep-20 2.00 $1,016.16
9-Sep-20 4.50 $387.44
9-Sep-20 1.50 $387.44
10-Sep-20 2.00 $518.52
10-Sep-20 1.00 $1,016.16
11-Sep-20 2.50 $518.52
11-Sep-20 3.00 $518.52
11-Sep-20 3.00 $1,016.16
12-Sep-20 1.75 $518.53
13-Sep-20 3.00 $1,016.16
14-Sep-20 6.00 $1,016.16
16-Sep-20 1.00 $1,016.16
29-Sep-20 0.50 $1,016.16
Total 48.50
20 21 22 23 24 25 26 27 28

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1 EXHIBIT 4 MERCER’S SEPTEMBER INVOICE 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27

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Invoice 155 North Wacker Drive, Suite 1500 Number 120510064111 Chicago, IL 60606 Date 29-Oct-2020 Client SA1DFL Telephone: (312) 917-9900 Wave Computing Inc. Sidley Austin LLP 3201 Scott Blvd. Santa Clara CA 95054 Issued by E-mail: accounts-payable@wavecomp.com Preparation for and attendance at deposition regarding KEIP Fees Sub Total $ 35,990.76 Total Amount Due $ 35,990.76 Please retain this copy for your records Payable within 30 days from date of invoice. Please wire funds to: or Remit with Check to: J.P. Morgan Chase, Chicago IL Mercer (US) Inc. PO Box 730182 Acct. No.: 5810264 DALLAS TX FED WIRE ABA #: 021000021 75373-0182 ACH ABA #: 071 000 013 Swift Code: CHASUS33 Compensation paid to Mercer, including compensation in the form of fees or commissions, may or may not be paid from benefit plan assets. To the extent this invoice identifies certain fees as potentially allocable to an employee benefit plan (whether or not covered by ERISA) or certain commissions as constituting assets of an ERISA-covered plan or other benefit plan, this should not be interpreted as our advice or recommendation that these balances are plan assets or can or should be paid from plan assets under governing law. The client, as a fiduciary of the plan, and not Mercer, has the responsibility for determining what constitutes an asset of the plan and whether these fees are reasonable expenses of administering the plan that may properly be charged (in whole or in part) to plan assets; and if so, what portion (if any) should be allocated to a particular plan or plans. Mercer recommends that the client make this determination with the assistance of legal counsel, as Mercer is not a law firm. Page1 of 1 This invoice was prepared in accordance with previously agreed project service deliverables and fees. If you intend to question or dispute any of the invoice details then you should do so within ten business days of your receipt of this invoice. After that time the invoice will be deemed to have been accepted by you.

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Invoice 155 North Wacker Drive, Suite 1500 Chicago, IL 60606 Number 120510064111 Date 29-Oct-2020 Telephone: (312) 917-9900 Client SA1DFL Wave Computing Inc. Remittance Copy Sidley Austin LLP 3201 Scott Blvd. Santa Clara CA 95054 Issued by E-mail: accounts-payable@wavecomp.com Preparation for and attendance at deposition regarding KEIP Fees Sub Total $ 35,990.76 Total Amount Due $ 35,990.76 Return this copy with your payment Payable within 30 days from date of invoice. Please wire funds to: or Remit with Check to: J.P. Morgan Chase, Chicago IL Mercer (US) Inc. PO Box 730182 Acct. No.: 5810264 DALLAS TX FED WIRE ABA #: 021000021 75373-0182 ACH ABA #: 071 000 013 Swift Code: CHASUS33 Please include invoice numbers on all remittances.Wire transfer remittance information should be emailed to goss.cashreceipts@mercer.com. Compensation paid to Mercer, including compensation in the form of fees or commissions, may or may not be paid from benefit plan assets. To the extent this invoice identifies certain fees as potentially allocable to an employee benefit plan (whether or not covered by ERISA) or certain commissions as constituting assets of an ERISA-covered plan or other benefit plan, this should not be interpreted as our advice or recommendation that these balances are plan assets or can or should be paid from plan assets under governing law. The client, as a fiduciary of the plan, and not Mercer, has the responsibility for determining what constitutes an asset of the plan and whether these fees are reasonable expenses of administering the plan that may properly be charged (in whole or in part) to plan assets; and if so, what portion (if any) should be allocated to a particular plan or plans. Mercer recommends that the client make this determination with the assistance of legal counsel, as Mercer is not a law firm. Page1 of 1 <120510064111/35990.76> v1.353 This invoice was prepared in accordance with previously agreed project service deliverables and fees. If you intend to question or dispute any of the invoice details then you should do so within ten business days of your receipt of this invoice. After that time the invoice will be deemed to have been accepted by you.

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WAVE September Computing Time Charges Consultant Hours Bill Rate Charges Beglen Kevin 18.50 $ 518.52 $ 9,592.64 Dempsey John 23.50 $1016.16 $23,879.76 Sternberg Marley 5.00 $ 387.44 $ 1,937.20 Teamerson Mark 1.50 $ 387.44 $ 581.16 Total 48.50 $35,990.76