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Full title: Final Application for Compensation and Reimbursement of Expenses of Berger Singerman LLP, as Counsel to the Official Committee of Unsecured Creditors, for the period from November 19, 2020 to June 23, 2021 Filed by Berger Singerman LLP. Hearing scheduled for 8/3/2021 at 10:30 AM at US Bankruptcy Court, 824 Market St., 5th Fl., Courtroom #4, Wilmington, Delaware. Objections due by 7/13/2021. (Attachments: # 1 Notice # 2 Exhibit A # 3 Exhibit B # 4 Exhibit C # 5 Exhibit D # 6 Exhibit E # 7 Exhibit F # 8 Exhibit G # 9 Exhibit H # 10 Proposed Form of Order # 11 Certificate of Service # 12 Certificate of Service (2002 Parties)) (Robinson, Colin) (Entered: 07/06/2021)

Document posted on Jul 5, 2021 in the bankruptcy, 18 pages and 0 tables.

Bankrupt11 Summary (Automatically Generated)

Pursuant to sections 330 and 331 of Title 11 of the United States Code (the “Bankruptcy Code”), Rule 2016 of the Federal Rules of Bankruptcy Procedure (collectively, the “Bankruptcy Rules”), and the Court’s Administrative Order Establishing Procedures for Monthly, Interim, and Final Compensation and Reimbursement of Expenses of Professionals Retained in These Chapter 11 Cases entered on December 3, 2020 (the “Administrative Order”), Berger Singerman LLP (“Berger Singerman” or the “Firm”), counsel for the Official Committee of Unsecured Creditors (the “Committee”) in the bankruptcy cases of the above-captioned debtors (the “Debtors”), hereby submits its Final Application for Compensation and Reimbursement of Expenses of Berger Singerman LLP, as Counsel to the Official Committee of Unsecured Creditors, For the Period From November 19, 2020 Through June 23, 2021, Including the Monthly Period From May 1, 2021 Through June 23, 2021 (the “Final Application”).By this Application, Berger Singerman seeks a final allowance of fees in the amount of $207,565.00 as compensation for necessary professional services rendered, and actual and necessary expenses in the amount of $7,968.99 for a total of $215,533.99, and payment of the unpaid amount of such fees and expenses for the period November 19, 2020 through June 23, 2021 (the “Final Period”).On January 15, 2021, Berger Singerman filed its Sixth Monthly Application for Compensation and Reimbursement of Expenses of Berger Singerman LLP as Counsel to the Official Committee of Unsecured Creditors For the Period From April 1, 2021 Through April 30, 2021Berger Singerman, by and through such persons, prepared for and attended a telephonic status conference with members of the Committee, reviewed claims and an analysis of claims filed in the Debtors’ cases and conducted discussions with counsel for the Debtors regarding claims issues, conducted discussions relating to the Debtors’ proposed plan including issues pertaining to taxes due, review confirmation related issues, prepared for and attended telephone conferences with counsel for the Debtors regarding the possible dismissal of the Debtors’ chapter 11 cases, reviewed and provided comments to drafts of the Debtors’ motion to dismiss, assisted with the preparation of Berger Singerman’s monthly applications for compensation and reimbursement of expenses, and conducted discussions regarding an analysis of professional fees in these cases.Additional Explanation or Clarification WHEREFORE, Berger Singerman respectfully requests that the Court enter an order, in the form attached hereto, providing that a final allowance be made to Berger Singerman for the period from November 19, 2020 through June 23, 2021, in the sum $207,565.00 as compensation for necessary professional services rendered, and actual and necessary expenses in the amount of $7,968.99, for a total of $215,533.99; that a final allowance be made to Berger Singerman in the sum of $3,650.00, representin

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UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re: Chapter 11 YOUFIT HEALTH CLUBS, LLC, et al.,1 Case No. 20-12841 (MFW) Debtors. Jointly Administered _____________________________________/ Objection Deadline: July 13, 2021, at 4:00 p.m. (ET) Hearing Date: August 3, 2021, at 10:30 a.m. (ET) FINAL APPLICATION FOR COMPENSATION AND REIMBURSEMENT OF EXPENSES OF BERGER SINGERMAN LLP, AS COUNSEL TO THE OFFICIAL COMMITTEE OF UNSECURED CREDITORS, FOR THE PERIOD FROM NOVEMBER 19, 2020 THROUGH JUNE 23, 2021, INCLUDING THE MONTHLY PERIOD FROM MAY 1, 2021 THROUGH JUNE 23, 2021
Table 1 on page 1. Back to List of Tables
Name of Applicant: Berger Singerman LLP
Authorized to Provide Professional Services to: Official Committee of Unsecured Creditors
Time period covered by this application November 19, 2020 through June 23, 2021
Total compensation sought this period: $207,565.002
Total expenses sought this period: $ 7,968.99
Petition date: November 9, 2020
Retention date: Order authorizing retention entered December
30, 2020, effective as of November 19, 2020
Date of order approving employment November 19, 2020
Total fees approved by interim order to date $151,744.50
1 The last four digits of YouFit Health Clubs, LLC’s tax identification number are 6607. Due to the large number of debtor entities in these chapter 11 cases, a complete list of the debtor entities and the last four digits of their federal tax identification numbers is not provided herein. A complete list of such information may be obtained on the website of the claims and noticing agent at www.donlinrecano.com/yfhc. The mailing address for the debtor entities for purposes of these chapter 11 cases is: 1350 E. Newport Center Dr., Suite 110, Deerfield Beach, FL 33442. 2 In addition to the request for final approval of fees of $207,565.00 for the period of November 19, 2020 through June 23, 2021, Berger Singerman requests an additional $3,650.00, representing anticipated fees and expenses to be incurred during period of June 24, 2021 through the date of the entry of an Order on this Final Application. The fees requested and awarded are subject to allocation amongst the Committee Professionals pursuant to the carve-out.

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Table 1 on page 2. Back to List of Tables
Total allowed fees paid to date $143,454.50
Total allowed expenses paid to date $ 7,880.39
Blended rate in this application for all
attorneys
$ 536.47
Blended rate in this application for all
timekeepers
$ 477.93
Fees sought in this application already paid
pursuant to a monthly compensation order but
not yet allowed
$ 15,031.60
Expenses sought in this application already
paid pursuant to a monthly compensation order
but not yet allowed
$ 43.10
Number of professionals included in this
application
8
If applicable, number of professionals in this
application not included in staffing plan
approved by client
N/A
If applicable, difference between fees budgeted
and compensation sought for this period
N/A
Are any rates higher than those approved or
disclosed at retention? If yes, calculate and
disclose the total compensation sought in this
application using the rates originally disclosed
in the retention application
No
This is an: _____ monthly _____ interim x final application. The total time expended for fee application preparation (for the period of November 19, 2020 through June 23, 2021) is approximately 15.23 hours and the corresponding compensation requested is approximately $4,028.00. 3 The 15.20 hours expended for fee application preparation includes the preparation of Berger Singerman’s first, second, third, fourth, fifth and sixth monthly applications, Berger Singerman’s first quarterly application, as well as assisting with the preparation of Dundon Advisers, LLC first and second combined monthly applications.

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Table 1 on page 3. Back to List of Tables
Date
Filed
Period Covered Requested
Fees
Requested
Expenses
Approved
Fees
Approved
Expenses
1/15/21 11/19/20 – 11/30/20 $48,905.00 $149.50 $48,905.00 $149.50
1/15/21 12/01/20 – 12/31/20 $61,389.50 $7,400.22 $61,389.50 $7,400.22
2/16/21 01/01/21 – 01/31/21 $22,222.00 $148.57 $22,222.00 $148.57
3/15/21 02/01/21 – 02/28/21 $19,228.00 $182.10 $19,228.00 $182.10
4/15/21 03/01/21 – 03/31/21 $18,789.50 $43.10 $0.00 $0.00
5/20/21 04/01/21 – 04/30/21 $17,874.50 $21.90 $0.00 $0.00
BERGER SINGERMAN LLP’S PROFESSIONALS MONTHLY FEE PERIOD OF MAY 1, 2021 THROUGH JUNE 23, 2021
Table 2 on page 3. Back to List of Tables
Name of
Professional
Person
Initials of
Professional
Person
Position of the
Applicant, Number of
Years in that Position,
Prior Relevant
Experience, Year of
Obtaining License to
Practice
Hourly
Billing
Rate
(including
Changes)
Total
Hours
Billed
Total
Compensation
Brian G. Rich BGR Partner 2003; Member of
FL Bar 1994
$625.00 25.50 $15,937.50
Michael J.
Niles
MJN Associate 2019; Member
of FL Bar 2013
$435.00 2.10 $913.50
Kerry L.
Burns
KLB Paralegal, 20 Years $265.00 8.70 $2,305.50
Grand Total: $19,156.50 Total Hours: 36.30 Blended Rate: $527.73

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MONTHLY FEE PERIOD OF MAY 1, 2021 THROUGH JUNE 23, 2021
Table 1 on page 4. Back to List of Tables
Project Categories Total Hours Total Fees
Case Administration (Activity Code 501) 14.50 $8,527.50
Meeting of Creditors/Committees (Activity Code
503)
1.10 $611.50
Fee/Employment Application (Activity Code 507) 11.30 $4,290.50
Claims Administration and Objections (Activity
Code 509)
.80 $500.00
Plan and Disclosure Statement (Activity Code 518) 8.60 $5,227.00
Total 36.30 $19,156.50
MONTHLY FEE PERIOD OF MAY 1, 2021 THROUGH JUNE 23, 2021 EXPENSE SUMMARY MONTHLY FEE PERIOD OF MAY 1, 2021 THROUGH JUNE 23, 2021
Table 2 on page 4. Back to List of Tables
Expense Category Service Provider4
(if applicable)
Total Expenses
Reproduction Expense $23.60
Total $23.60
4 Berger Singerman may use one or more service providers. The service providers identified herein below are the primary service providers for the categories described.

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UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re: Chapter 11 YOUFIT HEALTH CLUBS, LLC, et al.,1 Case No. 20-12841 (MFW) Debtors. Jointly Administered _____________________________________/ FINAL APPLICATION FOR COMPENSATION AND REIMBURSEMENT OF EXPENSES OF BERGER SINGERMAN LLP, AS COUNSEL TO THE OFFICIAL COMMITTEE OF UNSECURED CREDITORS, FOR THE PERIOD FROM NOVEMBER 19, 2020 THROUGH JUNE 23, 2021, INCLUDING THE MONTHLY PERIOD FROM MAY 1, 2021 THROUGH JUNE 23, 2021 Pursuant to sections 330 and 331 of Title 11 of the United States Code (the “Bankruptcy Code”), Rule 2016 of the Federal Rules of Bankruptcy Procedure (collectively, the “Bankruptcy Rules”), and the Court’s Administrative Order Establishing Procedures for Monthly, Interim, and Final Compensation and Reimbursement of Expenses of Professionals Retained in These Chapter 11 Cases entered on December 3, 2020 (the “Administrative Order”), Berger Singerman LLP (“Berger Singerman” or the “Firm”), counsel for the Official Committee of Unsecured Creditors (the “Committee”) in the bankruptcy cases of the above-captioned debtors (the “Debtors”), hereby submits its Final Application for Compensation and Reimbursement of Expenses of Berger Singerman LLP, as Counsel to the Official Committee of Unsecured Creditors, For the Period From November 19, 2020 Through June 23, 2021, Including the Monthly Period From May 1, 2021 Through June 23, 2021 (the “Final Application”). 1 The last four digits of YouFit Health Clubs, LLC’s tax identification number are 6607. Due to the large number of debtor entities in these chapter 11 cases, a complete list of the debtor entities and the last four digits of their federal tax identification numbers is not provided herein. A complete list of such information may be obtained on the website of the claims and noticing agent at www.donlinrecano.com/yfhc. The mailing address for the debtor entities for purposes of these chapter 11 cases is: 1350 E. Newport Center Dr., Suite 110, Deerfield Beach, FL 33442.

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By this Application, Berger Singerman seeks a final allowance of fees in the amount of $207,565.00 as compensation for necessary professional services rendered, and actual and necessary expenses in the amount of $7,968.99 for a total of $215,533.99, and payment of the unpaid amount of such fees and expenses for the period November 19, 2020 through June 23, 2021 (the “Final Period”). In addition, Berger Singerman respectfully requests the additional sum of $3,650.00, representing anticipated fees and expenses to be incurred during the period of June 24, 2021 through the entry of an Order on this Final Application. Berger Singerman reserves its right to file a supplement to this Final Application prior to the hearing date, to submit additional fees and expenses not previously included in this Final Application, but incurred prior to the date of the hearing on the Final Application. In support of this Final Application, Berger Singerman respectfully represents as follows: Background 1. On November 9, 2020 (the “Petition Date”), each of the Debtors commenced a voluntary case under Chapter 11 of the Bankruptcy Code in this Court. The Debtors are operating their businesses and managing their properties as debtors in possession pursuant to sections 1107(a) and 1108 of the Bankruptcy Code. No trustee or examiner has been appointed in these Cases. 2. The Court has jurisdiction over this matter pursuant to 28 U.S.C. §§ 157 and 1334. This is a core proceeding pursuant to 28 U.S.C. § 157(b)(2). 3. On November 18, 2020, the United States Trustee for Region 3 (the “U.S. Trustee”) appointed the Committee to represent the interests of all unsecured creditors in these cases pursuant to section 1102 of the Bankruptcy Code. The members appointed to the

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Committee are: (i) Gator Flower Mound, LLC; (ii) DF Lexington Properties, LLC; (iii) Hulen Pointe Retail, LLC; (iv) Westwood Plaza, LLC; and (v) Jason Blank. The Notice of Appointment of Committee of Unsecured Creditors [Docket No. 101] was filed on November 18, 2020. 4. On December 3, 2020, the Court entered the Administrative Order, authorizing estate professionals (“Professionals”) to submit monthly applications for interim compensation and reimbursement for expenses, pursuant to the procedures specified therein. The Administrative Order provides, among other things, that a Professional may submit monthly fee applications. If no objections are made within fourteen (14) days after service of the monthly fee application, the Debtors are authorized to pay the Professional an amount equal to the lesser of (i) eighty percent (80%) of the fees and one hundred percent (100%) of the expenses requested in the monthly fee application, and (ii) eighty percent (80%) of the fees and one hundred percent (100%) of the expenses not subject to an objection pursuant to 2(b) of the Administrative Order. Beginning with the period ending February 28, 2021, if any, at three (3) month intervals or at such other intervals convenient to the Court, each Professional shall file and serve on the Notice Parties a request for interim Court approval and allowance, pursuant to section 331 of the Bankruptcy Code, of the compensation and reimbursement of expenses sought in the Monthly Fee Applications filed during the Interim Fee Period. All fees and expenses paid are on an interim basis until final allowance by the Court. 5. Pursuant to the Administrative Order, all attorneys who have been retained pursuant to sections 327 or 1103 of the Bankruptcy Code (other than Ordinary Course Professionals) (i) shall apply for compensation for professional services rendered and

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reimbursement of expenses incurred in connection with these Chapter 11 Cases in compliance with sections 330 and 331 of the Bankruptcy Code and applicable provisions of the Bankruptcy Rules, the Local Rules, and any other applicable procedures and orders of this Court, and (ii) shall make a reasonable effort to comply with the U.S. Trustee’s requests for information and additional disclosures as set forth in the Guidelines for Reviewing Applications for Compensation and Reimbursement of Expenses Filed under 11 U.S.C. §330 by Attorneys in Larger Chapter 11 Cases effective as of November 1, 2013 (the “Revised UST Guidelines”). The Office of the United States Trustee has promulgated forms to aid in compliance with the Revised UST Guidelines. Charts and tables based on such forms are attached hereto as exhibits and filled out with data to the extent relevant to these cases: Exhibit “A”, Customary and Comparable Compensation Disclosures with Fee Applications; Exhibit “B”, Summary of Timekeepers Included in this Fee Application, Exhibit “C-1”, Budget; Exhibit “C-2”, Staffing Plan; Exhibit “D-1”, Summary of Compensation Requested by Project Category; Exhibit “D-2”, Summary of Expense Reimbursement Requested by Category; and Exhibit “E”, Summary Cover Sheet of Fee Application. 6. The retention of Berger Singerman, as counsel to the Committee, was approved effective as of November 19, 2020, by this Court’s Order Approving the Retention and Employment of Berger Singerman as Counsel to the Official Committee of Unsecured Creditors, Effective as of November 19, 2020, dated December 30, 2020 (the “Retention Order”). The Retention Order authorized Berger Singerman to be compensated on an hourly basis and to be reimbursed for actual and necessary out-of-pocket expenses.

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BERGER SINGERMAN LLP’S APPLICATION FOR COMPENSATION AND FOR REIMBURSEMENT OF EXPENSES Monthly Fee Applications Covered Herein 7. The monthly fee applications ( the “Monthly Fee Applications”) for the periods of March 1, 2021 – March 31, 2021 and April 1, 2021 – April 30, 2021, of Berger Singerman have been filed and served pursuant to the Administrative Order. 8. On April 15, 2021, Berger Singerman filed its Fifth Monthly Application for Compensation and Reimbursement of Expenses of Berger Singerman LLP as Counsel to the Official Committee of Unsecured Creditors For The Period From March 1, 2021 Through March 31, 2021 [Docket No. 860] (the “Fifth Monthly Fee Application”) requesting $18,789.50 in fees and $43.10 in expenses. Berger Singerman has received payment on account of the Fifth Monthly Fee Application pursuant to the Administrative Order. A true and correct copy of the Fifth Monthly Fee Application is attached hereto as Exhibit “F”. 9. On January 15, 2021, Berger Singerman filed its Sixth Monthly Application for Compensation and Reimbursement of Expenses of Berger Singerman LLP as Counsel to the Official Committee of Unsecured Creditors For the Period From April 1, 2021 Through April 30, 2021 [Docket No. 914] (the “Sixth Monthly Fee Application”) requesting $17,874.50 in fees and $21.90 in expenses. Berger Singerman has not yet received payment on account of the Sixth Monthly Fee Application pursuant to the Administrative Order. A true and correct copy of the Sixth Monthly Fee Application is attached hereto as Exhibit “G”. 10. The Monthly Fee Applications covered by this Application contain detailed daily time logs describing the actual and necessary services provided by Berger Singerman during the periods covered by such applications as well as other detailed information required to be included in fee applications.

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Fee Statement for Monthly Period of May 1, 2021 through June 23, 2021 11. The fee statement for the period from May 1, 2021 through June 23, 2021 (the “Monthly Period”) is attached hereto as Exhibit “H.” This statement contains daily time logs describing the time spent by each attorney and paraprofessional during the Monthly Period. To the best of Berger Singerman’s knowledge, this Application complies with sections 330 and 331 of the Bankruptcy Code, the Bankruptcy Rules and the Compensation Procedures Order. Berger Singerman’s time reports are initially handwritten by the attorney or paralegal performing the described services. The time reports are organized on a daily basis. Berger Singerman is particularly sensitive to issues of “lumping” and, unless time was spent in one time frame on a variety of different matters for a particular client, separate time entries are set forth in the time reports. Berger Singerman charges for its professional services are based upon the time, nature, extent and value of such services and the cost of comparable services other than in a case under the Bankruptcy Code. Berger Singerman had reduced its charges related to any non-working travel time to fifty percent (50%) of Berger Singerman’s standard hourly rate. To the extent it is feasible, Berger Singerman professionals attempt to work during travel. 12. A summary of actual and necessary expenses incurred by Berger Singerman for the Monthly Period is attached hereto as part of Exhibit “H”. Berger Singerman customarily charges $0.10 per page for photocopying expenses related to cases, such as this, arising in Delaware. Berger Singerman’s photocopying machines automatically record the number of copies made when the person that is doing the copying enters the client’s account number into a device attached to the photocopier. Berger Singerman summarizes each client’s photocopying charges on a daily basis. 13. Berger Singerman charges $0.25 per page for out-going facsimile transmissions. There is no additional charge for long distance telephone calls on faxes. The

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charge for outgoing facsimile transmissions reflects Berger Singerman’s calculation of the actual costs incurred by Berger Singerman for the machines, supplies and extra labor expenses associated with sending telecopies and is reasonable in relation to the amount charged by outside vendors who provide similar services. Berger Singerman does not charge for the receipt of faxes in this case. 14. With respect to providers of on-line legal research services (e.g., LEXIS and WESTLAW), Berger Singerman charges the standard usage rates these providers charge for computerized legal research. Berger Singerman bills its clients the actual amounts charged by such services, with no premium. Any volume discount received by Berger Singerman is passed on to the client. 15. Berger Singerman believes the foregoing rates are the market rates that the majority of law firms charge clients for such services. In addition, Berger Singerman believes that such charges are in accordance with the American Bar Association’s (“ABA”) guidelines, as set forth in the ABA’s Statement of Principles, dated January 12, 1995, regarding billing for disbursements and other charges. Summary of Services Rendered for Monthly Period of May 1, 2021 through June 23, 2021 16. The names of the timekeepers of Berger Singerman who have rendered professional services in these cases during the Monthly Period are set forth in the attached Exhibit “H”. Berger Singerman, by and through such persons, prepared for and attended a telephonic status conference with members of the Committee, reviewed claims and an analysis of claims filed in the Debtors’ cases and conducted discussions with counsel for the Debtors regarding claims issues, conducted discussions relating to the Debtors’ proposed plan including issues pertaining to taxes due, review confirmation related issues, prepared for and attended

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telephone conferences with counsel for the Debtors regarding the possible dismissal of the Debtors’ chapter 11 cases, reviewed and provided comments to drafts of the Debtors’ motion to dismiss, assisted with the preparation of Berger Singerman’s monthly applications for compensation and reimbursement of expenses, and conducted discussions regarding an analysis of professional fees in these cases. Summary of Services by Project for the Monthly Period of May 1, 2021 through June 23, 2021 17. The services rendered by Berger Singerman during the Monthly Period can be grouped into the categories set forth below. Berger Singerman attempted to place the services provided in the category that best relates to such services. However, because certain services may relate to one or more categories, services pertaining to one category may in fact be included in another category. These services performed, by categories, are generally described below, with a more detailed identification of the actual services provided set forth on the attached Exhibit “H”. Exhibit “H” identifies the attorneys and paraprofessionals who rendered services relating to each category, along with the number of hours for each individual and the total compensation sought for each category. A. Case Administration 18. Time billed to this category relates to the dismissal of these chapter 11 cases, including reviewing and providing comments to drafts of the Debtors’ motion to dismiss, reviewing comments of counsel to the Debtors’ lenders to the dismissal motion, preparing a memorandum to the Committee regarding the dismissal of these cases, reviewing objections to the dismissal motion, and attending telephone conferences relating to the dismissal of these cases. Fees: $8,527.50 Hours: 14.50

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B. Meeting of Creditors/Committees 19. Time billed to this category relates to the preparation for and attendance at a telephonic status call with members of the Committee. Fees: $611.50 Hours: 1.10 C. Fee/Employment Application 20. Time billed to this category relates to the preparation of (a) Berger Singerman’s monthly fee statements for the month of April and May 2021; (b) certificates of no objection with respect to Berger Singerman’s first quarterly application for the period of November 19, 2020 through February 28, 2021; (c) Berger Singerman’s fifth monthly fee statement for the month of March 2021; (d) Dundon Advisers’ second combined monthly fee statement for the period of February 1, 2021 through March 31, 2021; and (e) Berger Singerman’s final application for compensation and reimbursement of expenses for the period of November 19, 2020 through June 23, 2021. In addition, Berger Singerman’s professionals conducted discussions regarding professional fees and reviewed an analysis of same. Fees: $4,290.50 Hours: 11.30 D. Claims Administration and Objections 21. Time billed to this category relates to the review of claims and an analysis of claims. Fees: $500.00 Hours: .80 E. Plan and Disclosure Statement 22. Time billed to this category relates to attending calls with counsel for the Debtors as well as the Debtors’ lenders regarding plan and confirmation related issues and issues pertaining to taxes due, as well as conducting conferences with counsel for the purchaser of the Debtors’ assets.

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Fees: $5,227.00 Hours: 8.60 Valuation of Services 23. Attorneys and paraprofessionals of Berger Singerman expended a total 36.30 hours in connection with their representation of the Committee during the Monthly Period, as follows:
Table 1 on page 14. Back to List of Tables
Name of
Professional
Person
Initials of
Professional
Person
Position of the
Applicant, Number of
Years in that Position,
Prior Relevant
Experience, Year of
Obtaining License to
Practice
Hourly
Billing
Rate
(including
Changes)
Total
Hours
Billed
Total
Compensation
Brian G. Rich BGR Partner 2003; Member of
FL Bar 1994
$625.00 25.50 $15,937.50
Michael J.
Niles
MJN Associate 2019; Member
of FL Bar 2013
$435.00 2.10 $913.50
Kerry L.
Burns
KLB Paralegal, 20 Years $265.00 8.70 $2,305.50
Grand Total: $19,156.50 Total Hours: 36.30 Blended Rate: $527.73 24. The nature of work performed by these persons is fully set forth in Exhibit “H” attached hereto. These are Berger Singerman’s normal hourly rates for work of this character. The reasonable value of the services rendered by Berger Singerman for the Committee during the Monthly Period is $19,156.50. 25. In accordance with the factors enumerated in section 330 of the Bankruptcy Code, it is respectfully submitted that the amount requested by Berger Singerman is fair and reasonable given (a) the complexity of these cases, (b) the time expended, (c) the nature

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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 the Bankruptcy Code. Moreover, Berger Singerman has reviewed the requirements of Del. Bankr. LR 2016-2 and the Administrative Order and believes that this Application complies with such Rule and Order. Statement from Berger Singerman 26. Pursuant to the Appendix B Guidelines for Reviewing Application for Compensation and Reimbursement of Expenses Filed Under United States Code by Attorneys in Larger Chapter 11 Cases, Berger Singerman responds to the following questions regarding the Application:
Table 1 on page 15. Back to List of Tables
Question Yes No Additional
Explanation or
Clarification
Did you agree to any variations from, or
alternatives to, your standard or customary
billing rates, fees or terms for services
pertaining to this engagement that were
provided during the application period? If
so, please explain.
No
If the fees sought in this fee application as
compared to the fees budgeted for the
time period covered by this fee application
are higher by 10% or more, did you
discuss the reasons for the variation with
the client?
No N/A
Have any of the professionals included in
this fee application varied their hourly rate
based on the geographic location of the
bankruptcy case?
No
Does the fee application include time or
fees related to reviewing or revising time
records or preparing, reviewing, or
revising invoices?
Yes Time incurred
reviewing and
preparing Berger
Singerman’s Monthly
Fee Applications.
Does this fee application include time or
fees for reviewing time records to redact
any privileged or other confidential
No

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Question Yes No Additional Explanation or Clarification
Table 1 on page 16. Back to List of Tables
information? If so, please quantify by
hours and fees.
If the fee application includes any rate
increases since retention in these Cases:
i. Did your client review and
approve those rate increases in
advance?
ii. Did your client agree when
retaining the law firm to accept
all future rate increases? If not,
did you inform your client that
they need not agree to
modified rates or terms in
order to have you continue the
representation, consistent with
ABA Formal Ethics Opinion
11-458?
Yes Annual hourly rate
increase disclosed in
retention application
and declaration.

Notice of Change in
Hourly Rates of Berger
Singerman LLP,
Counsel to the Official
Committee of
Unsecured Creditors,
reflecting change in
hourly rates filed on
January 25, 2021
[Docket No. 684]
WHEREFORE, Berger Singerman respectfully requests that the Court enter an order, in the form attached hereto, providing that a final allowance be made to Berger Singerman for the period from November 19, 2020 through June 23, 2021, in the sum $207,565.00 as compensation for necessary professional services rendered, and actual and necessary expenses in the amount of $7,968.99, for a total of $215,533.99; that a final allowance be made to Berger Singerman in the sum of $3,650.00, representing anticipated fees and expenses to be incurred by Berger Singerman during the period of June 24, 2021 through the date of the entry of an Order on this Final Application; that the Debtors be authorized and directed to pay to Berger Singerman the outstanding amount of such sums; and for such other and further relief as may be

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just and proper. Dated: July 6, 2021 BERGER SINGERMAN LLP /s/ Brian G. Rich Brian G. Rich (FL Bar No. 38229) Michael J. Niles (FL Bar No. 107203) 313 N. Monroe Street, Suite 301 Tallahassee, FL 32301 Telephone: (850) 561-3010 Facsimile: (850) 561-3013 Email: brich@bergersingerman.com mniles@bergersingerman.com Counsel to the Official Committee of Unsecured Creditors

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VERIFICATION STATE OF FLORIDA : : COUNTY OF LEON : Brian G. Rich, after being duly sworn according to law, deposes and says: a) Through my professional association, I am a partner with the applicant law firm Berger Singerman LLP, and the Firm’s retention as counsel to the Committee has been approved by the Court. b) I am familiar with the legal services rendered by Berger Singerman LLP as counsel to the Committee. c) I have reviewed the foregoing Application, and the facts set forth therein are true and correct to the best of my knowledge, information and belief. Moreover, I have reviewed Del. Bankr. LR 2016-2 and the Administrative Order entered on December 3, 2020, and submit that the Application substantially complies with such Rule and Order. /s/ Brian G. Rich Brian G. Rich

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