NCW Properties, LLC
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Opinion
UNITED STATES BANKRUPTCY COURT NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION In re: ) ) Case No. 18-20215 NCW Properties, LLC, } ) Chapter 11 Debtor. ) ) Honorable Timothy A. Barnes FINDINGS OF FACT AND CONCLUSIONS OF LAW IN SUPPORT OF ORDER AWARDING TO ASI ADVISORS, LLC, FINANCIAL ADVISOR TO THE DEBTOR, FOR ALLOWANCE AND PAYMENT OF FINAL COMPENSATION AND REIMBURSEMENT OF EXPENSES TOTAL FEES REQUESTED: — $37,233.75 TOTAL COSTS REQUESTED: $ 280.00 TOTAL FEES REDUCED: $ 112.56 TOTAL COSTS REDUCED: $ 0.00 TOTAL FEES ALLOWED: $ 37,121.25 TOTAL COSTS ALLOWED: $ 280.00 TOTAL FEES AND COSTS ALLOWED: $ 37,401.25 The attached time and expense entries have been underlined to reflect disallowance in whole or in part. The basis for cach disallowance is reflected by numerical notations that appear on the right of cach underlined entry. The numerical notations correspond to the enumerated paragraphs below. (1) Insufficient Description - TOTAL of disallowed amounts: $ 112.50 The Court denies the allowance of compensation for the indicated task(s) as the description of each task fails to identify in a reasonable manner the service rendered. In re Pettibone, 74 B.R. 293, 301 Bankr. N.D, Ii. 1987) (Schmetterer, J.) (“A proper fee application must list each activity, its date, the attorney who performed the work, a description of the nature and substance of the work performed, and the time spent on the work. [Citation omitted] Records which give no explanation of the activities performed are not compensable.”); In Wildman, 72 B.R. 700, 708-09 (Bankr. N.D. Ill. 1987) (Schmetterer, J.) (same). Two of the time entries submitted here appeared beside the description for the preceding entries and do not have descriptions of their own. See Application of ASI Advisors, LLC for Final Compensation and for Reimbursement of Expenses as Financial Advisor to the Debtor for Period [From] April 1, 2019 Through September 6, 2019, at pp. 35, 34, [Dkt. No. 191].’ Ss \o—~ /] Dated: October 22, 2019 oe mothy A. Barnes SS United States Batikttiptcy Judge
As the fee application and the attached timesheets were filed as a single document without any internal pagination, the court has extrapolated the page numbers based on the pagination of the PDF file.
A S I ADVISORS, LLC WESTCHESTER FINANCIAL CENTER 50 MAIN STREET, SUITE 1000 WHITE PLAINS, NEW YORK U.S.A. 10606 Tel: (914)-234-6133 Fax: (914)-234-0837 September 16, 2019 NCW Properties, LLC 2121 Oneida, Suite 402 Joliet, 1160435
For Services Rendered on Chapter 11 Bankruptcy Case 18-2015 as September 6, 2013
Hourly Fees per Weekly Time Sheet for the period of August 1 through September 6, 2019 Hours Rate Managing Director 10.20 $225.00 Category Hours Billing Case Administration 1.05 § 243.75 Sale of Assets/Financing 0 $0 Financial Document Production 0 $0 Schedules/SOFA/MOR 2.05 § 468.75 Creditor Issues 2.25 § 543.75 Pian/Disclosure Statement 3.00 $ 675.00 Creditor Meetings/Hearings 1.45 $ 393.75 Total 10.20 $ 2,325.00 Charges for □□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□ 2,325.00 Balance of Billing as of JuN@ 30, 2019.0... □□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□ 910,728.75 TOTAL BILLING LA □□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□ one 93,093.75 EXPENSES: Court Solutions □□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□ 70.00
TOtAL □□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□ ceases □□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□ 913,123.75 TOTAL □□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□ S L3, 123275
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AS! ADVISORS, LLC WEEKLY TIME SHEET-NCW PROPERTIES, LLC DATE EMPLOYEE NAME 9 TIME Category TASKS fin mins.) 2-Aup BD Stukes 0.1 F Review of Setterent Motions for McNinch and Ruschel 5-Aug D.Stukes OTA Review of lawsuit flied by Store Capital against Gary Wright O2 F Cali with Alan-re: discuss the executed APA and Plan Support Agreement bet/ Store and Vieste te determine Store's release of members, determined Store has released members as of the Effective Date, ascertain why is Store filing suit now given the agreed release, agreed Gary & Dean should be at 8/20 Confirmation hearing to get clarity on this matter, suggest Dean & Gary should have lawyer secure 3 additional time to respond to the complaint G.15 A Call with Dean- update on my review on Jawsuit and discussion with Alan about the same, actions that should be taken related to the matter B-Aug O.Stukes 02D Cail with Alan- discuss UST outstanding issues; heed MOR's for Dec- Julu, need UST quarterly payment made-$975, need Robert Lantz on call for hearing 8/20, need Dean at hearing on 3/20 0.1. D Call with Dean- discuss the abave, must get the MOR's on Monday 0.05 D Foliow-up with Alan on the shove
Category Hours A Case Administration D Stukes O25 B Sale of Assets/Financing D.Stukes c Financial Document Production DStukes D Schedide/SOFA/MOR B.Stukes 0.25 E Creditor Issues O.Stukes F Plan/Biscloure Statement D.Stukes 0.3 6 Creditor Meetings/Hearings D.Stukes TOTAL 12
OO EEE
AS! ADVISORS, LLC WEEKLY TIME SHEET-NCW PROPERTIES, LLC DATE EMPLOYEENAME TIME Category TASKS {in mains.) 13-Aug B.Stukes Gib Call with Alan-update on status of MOR's completion & UST fee paid, Discussion about status of Burkendorf & Plan Support Agreement, discuss follow-up on Burkendorf payment due, possibly set-up call with Robert Lantz 0.15 F Call with Larry Ross-re: discuss he wanting an update of Buzkendort activities & payment due, apparent issues with Joe Caok and Burkendort is impacting payment being made, discuss Cook Issues and why, discuss AeXxt Steps to pet this matter resolved 610 Conf cait with Dean & Melody-re: review what is needed to be submitted to UST and timing for the same, discuss the MOR's and what should be in the MOR's and not in MOR's, need Decduly 14-Aug O.Stukes 02D Review completed MOR's for March, April, May, June, provide comments and notes on changes to be made & questions on certain iterns to be adtivessed O10 Email Alan-forwarded MOR's and UST copy of check for payment, notes OB MOR's for his review 0.15 F Conf call with Alan and Robert Lantz-re: discuss on status of Burkendorf payment due, Lantz explained in detailed the issues by and between Cook and Burkendorf that need to be resolved before payment will be remitted, our thoughts on Cook's issues and that he already signed a Plan Support Agreement whith addressed the matters he wants addressed now, Cook can't stop the proceees, Lantz thinks Burkendorf hascome to a resokstion on the matters and they have a agreement out for Cook to sign
Category Hours A Case Administration D.Stukes 8 Sale of Assets/Financing D.Stukes C Financial Document Production D.Stukes DB Scheduie/SOFA/MOR D.Stukes O.5 £ Creditor issues O.Stukes F Plan/Discloure Statement D.Stukes 0.3 G Creditor Meetings/Hearings D.Stukes TOTAL 12
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UNITED STATES BANKRUPTCY COURT NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION In re: ) ) Case No. 18-20215 NCW Properties, LLC, } ) Chapter 11 Debtor. ) ) Honorable Timothy A. Barnes FINDINGS OF FACT AND CONCLUSIONS OF LAW IN SUPPORT OF ORDER AWARDING TO ASI ADVISORS, LLC, FINANCIAL ADVISOR TO THE DEBTOR, FOR ALLOWANCE AND PAYMENT OF FINAL COMPENSATION AND REIMBURSEMENT OF EXPENSES TOTAL FEES REQUESTED: — $37,233.75 TOTAL COSTS REQUESTED: $ 280.00 TOTAL FEES REDUCED: $ 112.56 TOTAL COSTS REDUCED: $ 0.00 TOTAL FEES ALLOWED: $ 37,121.25 TOTAL COSTS ALLOWED: $ 280.00 TOTAL FEES AND COSTS ALLOWED: $ 37,401.25 The attached time and expense entries have been underlined to reflect disallowance in whole or in part. The basis for cach disallowance is reflected by numerical notations that appear on the right of cach underlined entry. The numerical notations correspond to the enumerated paragraphs below. (1) Insufficient Description - TOTAL of disallowed amounts: $ 112.50 The Court denies the allowance of compensation for the indicated task(s) as the description of each task fails to identify in a reasonable manner the service rendered. In re Pettibone, 74 B.R. 293, 301 Bankr. N.D, Ii. 1987) (Schmetterer, J.) (“A proper fee application must list each activity, its date, the attorney who performed the work, a description of the nature and substance of the work performed, and the time spent on the work. [Citation omitted] Records which give no explanation of the activities performed are not compensable.”); In Wildman, 72 B.R. 700, 708-09 (Bankr. N.D. Ill. 1987) (Schmetterer, J.) (same). Two of the time entries submitted here appeared beside the description for the preceding entries and do not have descriptions of their own. See Application of ASI Advisors, LLC for Final Compensation and for Reimbursement of Expenses as Financial Advisor to the Debtor for Period [From] April 1, 2019 Through September 6, 2019, at pp. 35, 34, [Dkt. No. 191].’ Ss \o—~ /] Dated: October 22, 2019 oe mothy A. Barnes SS United States Batikttiptcy Judge
As the fee application and the attached timesheets were filed as a single document without any internal pagination, the court has extrapolated the page numbers based on the pagination of the PDF file.
A S I ADVISORS, LLC WESTCHESTER FINANCIAL CENTER 50 MAIN STREET, SUITE 1000 WHITE PLAINS, NEW YORK U.S.A. 10606 Tel: (914)-234-6133 Fax: (914)-234-0837 September 16, 2019 NCW Properties, LLC 2121 Oneida, Suite 402 Joliet, 1160435
For Services Rendered on Chapter 11 Bankruptcy Case 18-2015 as September 6, 2013
Hourly Fees per Weekly Time Sheet for the period of August 1 through September 6, 2019 Hours Rate Managing Director 10.20 $225.00 Category Hours Billing Case Administration 1.05 § 243.75 Sale of Assets/Financing 0 $0 Financial Document Production 0 $0 Schedules/SOFA/MOR 2.05 § 468.75 Creditor Issues 2.25 § 543.75 Pian/Disclosure Statement 3.00 $ 675.00 Creditor Meetings/Hearings 1.45 $ 393.75 Total 10.20 $ 2,325.00 Charges for □□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□ 2,325.00 Balance of Billing as of JuN@ 30, 2019.0... □□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□ 910,728.75 TOTAL BILLING LA □□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□ one 93,093.75 EXPENSES: Court Solutions □□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□ 70.00
TOtAL □□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□ ceases □□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□ 913,123.75 TOTAL □□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□ S L3, 123275
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AS! ADVISORS, LLC WEEKLY TIME SHEET-NCW PROPERTIES, LLC DATE EMPLOYEE NAME 9 TIME Category TASKS fin mins.) 2-Aup BD Stukes 0.1 F Review of Setterent Motions for McNinch and Ruschel 5-Aug D.Stukes OTA Review of lawsuit flied by Store Capital against Gary Wright O2 F Cali with Alan-re: discuss the executed APA and Plan Support Agreement bet/ Store and Vieste te determine Store's release of members, determined Store has released members as of the Effective Date, ascertain why is Store filing suit now given the agreed release, agreed Gary & Dean should be at 8/20 Confirmation hearing to get clarity on this matter, suggest Dean & Gary should have lawyer secure 3 additional time to respond to the complaint G.15 A Call with Dean- update on my review on Jawsuit and discussion with Alan about the same, actions that should be taken related to the matter B-Aug O.Stukes 02D Cail with Alan- discuss UST outstanding issues; heed MOR's for Dec- Julu, need UST quarterly payment made-$975, need Robert Lantz on call for hearing 8/20, need Dean at hearing on 3/20 0.1. D Call with Dean- discuss the abave, must get the MOR's on Monday 0.05 D Foliow-up with Alan on the shove
Category Hours A Case Administration D Stukes O25 B Sale of Assets/Financing D.Stukes c Financial Document Production DStukes D Schedide/SOFA/MOR B.Stukes 0.25 E Creditor Issues O.Stukes F Plan/Biscloure Statement D.Stukes 0.3 6 Creditor Meetings/Hearings D.Stukes TOTAL 12
OO EEE
AS! ADVISORS, LLC WEEKLY TIME SHEET-NCW PROPERTIES, LLC DATE EMPLOYEENAME TIME Category TASKS {in mains.) 13-Aug B.Stukes Gib Call with Alan-update on status of MOR's completion & UST fee paid, Discussion about status of Burkendorf & Plan Support Agreement, discuss follow-up on Burkendorf payment due, possibly set-up call with Robert Lantz 0.15 F Call with Larry Ross-re: discuss he wanting an update of Buzkendort activities & payment due, apparent issues with Joe Caok and Burkendort is impacting payment being made, discuss Cook Issues and why, discuss AeXxt Steps to pet this matter resolved 610 Conf cait with Dean & Melody-re: review what is needed to be submitted to UST and timing for the same, discuss the MOR's and what should be in the MOR's and not in MOR's, need Decduly 14-Aug O.Stukes 02D Review completed MOR's for March, April, May, June, provide comments and notes on changes to be made & questions on certain iterns to be adtivessed O10 Email Alan-forwarded MOR's and UST copy of check for payment, notes OB MOR's for his review 0.15 F Conf call with Alan and Robert Lantz-re: discuss on status of Burkendorf payment due, Lantz explained in detailed the issues by and between Cook and Burkendorf that need to be resolved before payment will be remitted, our thoughts on Cook's issues and that he already signed a Plan Support Agreement whith addressed the matters he wants addressed now, Cook can't stop the proceees, Lantz thinks Burkendorf hascome to a resokstion on the matters and they have a agreement out for Cook to sign
Category Hours A Case Administration D.Stukes 8 Sale of Assets/Financing D.Stukes C Financial Document Production D.Stukes DB Scheduie/SOFA/MOR D.Stukes O.5 £ Creditor issues O.Stukes F Plan/Discloure Statement D.Stukes 0.3 G Creditor Meetings/Hearings D.Stukes TOTAL 12
ASI ADVISORS, Lic WEEKLY TIME SHEET-NCW PROPERTIES, LLC DATE EMPLOYEENAME TIME Category TASKS {in mins.) 19-Aug D.Stukes 0.15 F Cail with Alan ta discuss additional schedules needed for hearing- Update Statement of Sources & Uses, and Analysis of Recoveries from Litkgation 0.25 F Prepare Updated Staternent of Sources and Uses with footnotes O25 F Prepare Analysis of Recoveries from proposed titigation and related Claims to be paid 20-Aug DStukes 0.3 F Review prepared schedules with Alan- his comments, then revise and amend schedules accordingly to incorporate such changes on Statement of Sources & Uses and Prepare Analysi of Recoveries from proposed Litigation 0.25 F Review revised schedules with Alan, adjust accordingly for comments and revision-2 versions an revisions, discuss allowed and disa#owed claims to be included and rationale L486 PLAN GF CONFIRMATION HEARING-participation via phone 21-Aug D.Stukes DIA Cail with Dean te discuss new lawsuit filed by Store Capleal against him, questions on the release by Store, requested me to call Gantz-Store counsel to discuss O15 4 Cali with Craig Gantz- inquired about new lawsuit and nature of the same, discuss he needed to review the Plan Support Agreerment where they proviced releases for the members, net sure of basis for suit given the release, Gantz to review and circle back to me 6.05 A Call with Dean-update him on cail with Craig Gantz OLA Cail with Alan- discuss lawsuit and my call with Gantz, Alan agreed they agreed to @ release for members, Gantz trying to take posture that they released members but not guarantors 6.05 F Review Revised Order af Confirmation 0.05 F Email with Ram Natarajan-proposed litigation counsel to discuss hext steps, his need to have en engagement letter exceuted GIS E Call with Rich Fimbo-discuss he should consider a Settement Agreement versus litigation counsel trying to recover the $112,500 paid to him, he agreeing to settle at $25,000 O1E Review of Timbo draft Settlement Agreement prepared by Alan and forward the same to Timbo
Category Hours A Case Administration D.Stukes 04 6 Sale of Assets/Financing B.Stukes c Financial Document Production D.Stukes DB Schedule /SOFA/MOR DStukes & Creditor Issues D.Stukes 0.25 F Plan/Oiscloure Statement BStukes G Creditor Meetings/Hearings O.Stukes 145 TOTAL 45 EXPENSES: Court Solutions Telephone Conferencing $76.00
ASI ADVISORS, LLC WEEKLY TIME SHEET-NCW PROPERTIES, LLC BATE EMPLOYEENAME TIME Catemory TASKS tin. mins.} 27-Aug D.Stukes G3E Call with Rich Timbo-re: he did not understand the premise of settling he would have to pay versus he getting check from NCW, discuss the bankruptcy process and clawback provisions, why his payment is subject to dawback, he not happy about the situation, he explained he has no money, we discuss what it made sense to settle with the S25K versus counse? pursuing the entire amount, he wanting to know about his claim and does he Isoe that as well (yes), discuss paragraphs in the draft Settlement Agreement, discuss timing for the payment of $25K
OLE Call with Alan-update him on the call with Rich, his misunderstanding of the Settlement, where we go from here G2 E Review Timbo's email on proposed changes to the draft Settelement Agreement, wants release of LLC's as well 0.05 E Alan's email request for information on ail LLC's members of LLC's in order to provde releases 0.05 £ Timbo’s email statement on LLCs and attesting te no payments were reecieved by members of LLC's 23-Aug D.Stukes O25 £ Call with Gary Wright-discuss in detall the claims of Fred Smith, Tim Bosey, and Jim Gelder- discuss the intial remittance to of monies, when monies were paid back and by what entity, all to ascertain if claim should be paid, Gelder transaction was NDP deal, BSosey has a good claim, Fred Smith was a NDP deal, determined who to reject and why, Alan to submit Motions for the same O15 E Call with Alan-discuss revsied Timbo Settelment ta go eut and be signed, the update on the Gelder, Basey, Smith claims and what should be rejected and why, litigation counsel to pursue Argoudelis
Category Hours A Case Administration D.Stukes 5 Sale of Assets/Financing D.Stukes c Financial Document Production D.Stukes o Schedule/SOFA/MOA D.Stukes £ Creditor issues D.Stukes 14 F Pian/Discloure Statement O.Stukes 6 Creditor Meetings/Hearings B.Stukes TOTAL 14
AS? ADVISORS, LLC WEEKLY TIME SHEET-NCW PROPERTIES, LC DATE EMPLOYEE NAME TEME Category TASKS {in mins.) 3-Sep O.Stukes 0.25 F Emails with Ram Natarjan-re: draft engagement letter, my comments on hourly fees versus contingent fees, address his questions an Argoudelis propased litigation, possible Gary Wright litigation 4-Sep D.Stukes 6.35 F Call with Ranv-re: discuss draft engagement letter and proposed changes, merits/strategy -Argoudelis litigation, merits/strategy- G. Wright iitigation, discuss March 2016 Store transaction and who got paid what and why, discuss avidance actions pre and post Store transaction and strategy to vet and pursue G2E Cali with Gary Wright- re: discuss John Plummer loan transaction in detail, the note of $200K and repayment of SS0OK, the need te recaputure thes funds
Category Hours A Case Administration D.Stukes B Sale of Assets/Financing D.Stukes CG c Financial Document Production D.Stukes Dp Schedule/SOFA/MOR D.Stukes E Creditor Issues O.Stukes 0.2 F Pian/Discloure Statement D.Stukes 6 Crediter Meetings/Hearings O.Stukes TOTAL 12
A I ADVISORS, LLC WESTCHESTER FINANCIAL CENTER 50 MAIN STREET, SUITE 1000 WHITE PLAINS, NEW YORK U.S.A. 10606 Tel: (914)-234-6133 Fax: (914)-234-0837 July 31, 2019 NCW Properties, LLC 2121 Oneida, Suite 402 Joliet, 11 60435
For Services Rendered on Chapter 11 Bankruptcy Case 18-2015 as July 31, 2019 errr nen
Hourly Fees per Weekly Time Sheet for the period of Juiy 1 through July 31, 2019 Hours Rate Managing Director 2.25 $225.00 Category Hours Billing Case Administration 0 $.0 Sale of Assets/Financing 35 $131.25 Financial Document Production 0 5 0 Schedultes/SOFA/MOR ~ 0 5 0 Creditor Issues 0 $ 0 Plan/Disclosure Statement 1.50 5 412.50 Creditor Meetings/Hearings 0 S$ 0 Total 2.25 $ 543.75 Charges for □□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□ sess 543,75 Balance of Billing as Of JUNE 30, 2019... cscs eres renee DLO, 185,00 TOTAL BILLING... □□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□ 728.79
TOtal □□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□ 9 1,7 28.75 TOTAL BILLING... □□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□ DLO, 728-75
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ASI ADVISORS, LLC WEEKLY IME SHEET-NCW PROPERTIES, LLC DATE EMPLOYEE NAME TIME Category TASKS {in mins.} 18-Ju! D.Stukes 0.3 F Emails back and forth with Larry Burkendor?-status of him completing Ballot, he stated he did not have a Ballot, follow-up with Alan to have him send out another Ballot to Burkendorf and counsel 0.05 F Email to Joe Cook-follow-up on status of completing Baliot 22-Jal D.stukes 0.05 F Call with MeNinch-follow-up on he completing the Gatlot, his questions About the Ballot, request we send him another copy 23-Jul DStukes 0.05 F Call with Rushel-follow-up on he completing the Ballot, said he would Ga, ask £0 send another copy to him Z5-iul DStukes 0.15 F Cali with Dean-discuss being served by Store Capital to collect on $3 million bridge loan, his questions about his release in the Pian, discussion on what they are asserting, discussion on my thought about hs release in the Pian, ij would discuss matter with Alan, he to forward legal papers ta me and Alan for review 0.25 B Receipt of legal documents served on Dean and Gary by Store Capital, summons & complaint, review all documentation, sotes on iegal suit and forward the same to Dean, suggested they get counsef to at jeast answer the complaint, will discuss further with Alan 618 Cail with Alan to discuss the above and his thoughts D.Stukes 0.1 F Cail with Alan-discuss Jay Hiatt claim and his attorney's posture per Alan’s conversation with him. 29-Jul D Stukes O.1F Call with Alan- he wanting Dean, Gary, Larry to complete the Ballot as Class Hi equity holders and state their ownership interest, need this since Argoudelis sent in Ballot as a Class lil equity hotder rejecting . Plan, need ASAP BStukes 6.05 F Call with Gary Wright to walk him through the completion of the Sallot as a Class lil equity owner 0.15 F Cail with Michael Traison Jay Hiatt's counsel) and Alan-discuss the status of NDP as his client's loaa was with NDP and not NCW, my understanding of the current status if NDP, what litigation is proposed to be pursued and how much is estimated to be collected, the claim objection process, they wil agree to get paid via the net litigation proceeds & will vote for Plan 34-Jul D.Stukes 0.05 F Review Alan's emall proposal io Michael Traison to settle Hiatt claim and be share in any net iifigation proceeds 0.05 F Michael Traison's emai response to proposal and confirming they are sending out ballot O.G5 F Frail to Oean- stressing the need to get his baliot completed teday as a Class 1 equity holder 0.05 F Call with Dean- watk him through the Ballot to complete as a Class Ill equity owner
Category Hours A Case Administration D-Stukes B Sale of Assets/Financing D.Stukes 0.35 c Financial Document Production DStukes 0 Schedule/SOFA/MOR D.Stukes £ Creditor issues D.Stukes F Plan/Discioure Statement D.Stukes 15 G Creditor Meelings/Hearings D.Stukes TOTAL 2.25
A S I ADVISORS, LLC WESTCHESTER FINANCIAL CENTER 50 MAIN STREET, SUITE 1000 WHITE PLAINS, NEW YORK U.S.A. 10606 Tel: (914)-234-6133 Fax: (914)-234-0837 July 31, 2019 NCW Properties, LLC 2121 Oneida, Suite 402 Joliet, 11 60435
For Services Rendered on Chapter 11 Bankruptcy Case 18-2015 as June 30, 2019 _
Hourly Fees per Weekly Time Sheet for the period of June 1 through June 30, 2019 Hours Rate Managing Director 14.05 $225.00 Category Hours Billing Case Administration 25 S$ 93.75 Sale of Assets/Financing AD $150.00 Financial Document Production 0 $0 Schedules/SOFA/MOR 0 S$ 0 Creditor Issues 0 5 0 Pian/Disclosure Statement 13.00 $2,925.00 Creditor Meetings/Hearings 0 S$ 0 Total 14.05 $ 3,168.75 Charges for □□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□ 3,168.75 Balance of Billing as of May 30, 2019.0... □□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□ 7,016.25 FOTAL BILLING iu... □□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□ «10,185.00
sess □□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□ LO, 185.00 TOTAL □□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□ rove 10,185.00
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ASI ADVISORS, WEEKLY TIME SHEET-NCW PROPERTIES, ELC BATE EMPLOYEENAME TIME Caterory TASKS {in mins. } 1-3un D.Stukes 0.05 F Review Alan's email on how he proposes to address lawyer's issues with Pian 3-Jua C.Stukes O15 F Cali with Alan to discuss assertions in Bryan Cave letter and how we an address, discussed revising 05 to include thelr statements, discuss each claimants issues & what they are disputing, discusss arranging a conf, call today O35 F Cail with Michael McNinch and Dean-discuss his disputed claim and issues associated with the claim,the essence of the Store Capital transaction and payments made to McNinch controlled companies proceeeds, his desire ta support the Plan, does not want to have Htigation battle over this matter, wants to settle before June 10th or must object to Plan, discussed what Is Rushel's anc Argoudelis postures on claims, agreed to have follow-up conversations with both of them, confirmed we heve conf cali scheduled with Bryan Cave at 5:30pm GLE Call with Alan-update on call with MeNinch, discussed agreed to call with BryanCave, wanted to know the gross amount of the claim exposure for each Claimant 0.35 F Conference cail with Jason Dejonker and Justin Morgan {Bryan Cave), Alan- discussed lawyer's posture for cHents-McNinch, Rushel, Argoudelis discussed the issues with each claim seperately, the financial exposure for each, the lawyers lack of understanding of the circumstances and attributes of the Store Capital transaction, our agreement to amend DS to include their comments, asked if we have a proposal for them to dicuss with their clients, they would advocate some type of setthement, □□ □□□ clients wil! push for conversion to Chp 7, we explaining that makes no sense and benefits no one, discussed ASI's as lead to negotiate settlements, discussions with McNinch have already commenced and Alan had discussions with Rushei O14 F Follow-up with Alan after call to discuss thoughts, my concerns, next steps, AS! to talk with McNinch and update bim about the call with counsel, Alan to revise OS 0.15 F Cal with McNinch to update him about the call with counsel, my concern with counsef's posture, he seeking to push case to Chp 7 & that does not benefit him, his conern with the lawyer's position on Chp, 7 and he does not agree with that, he to consider bifurcating hinself from such representation, Rushe! potentially will do the same, he wanting to settle this matter and claim w/o having to engage in litigation, my position to do the same, agreed to follow-up with more discussion 0.15 F Call with Dean to update him about the call with McNinch and his counsel, my concerns and issues, his thoughts, next steps 4-Jun D.Stukes G.1 F Reviwed Second Amended Disclosure Statement for claims-McNinch, Rushel, Argoudelis 048 Con! call with Larry Ross, Dean Gary-discussed the Store Capital transaction in detali, wha: noted and from whom were o/s before the 2/16 closing, who was paid from closing proceeds, why and for what were they paid for, what was paid to Rushel, McNinch, Argoudelis and when, reviewed closing staternent on the phne to understand the sources and use for the transaction, discussed the laon paid off and the guarantees provided by Argoudelis and Rushel, understanding the nexus of NDP Properties LLC and NCW Properties, LLC, the new facilities provided by Store and the specifci terms and related coflaterat base, the details an the new Master Lease 0.2 F Call with McNinch-discuss framework for a settlement, his issues with what happended with the Store Capital transaction, his detaiis on what he fant to the various Lic's and NCW, his offer to settle which did not include any cash payment, discussed ? have reached out to Rushe},
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to settle, discuss Argoudetis Issues, discussed his jawyers aperessiveness will act belp in any settlement tatks, his desire to have this go away Sslun O.Stukes 0.35 F Cail with Dave Rushel-discuss situation, his issues with his ioans to LLC's, why seek money fram him now, he wants to settle, discuss McNinch issues & clairs.discuss Argoudelis issues & ¢laim, discuss framework for a settlement, propsosed S5OK and he came back with SSX, his posture not to have counsel continue to represent him, we agreed to come back with counter-offer to settle 0.45 F Call back to Gave Rushel-discuss settlement offer again, offering $25K, fationate for my offer, documentation required te memorialize, timing to get signed, discussion on the diif bet/ his claim and McNinch's claim and Argoudelis claim, discuss sthe Chpi1 process is some detail, how and when there will be a confiemed exit, how the lawyers will collect funds on the claims and disburse to GUC's, ASI role post- confirmation as Liq Trustee, back anf forth on the $35K ask and timing for the payment. O35 F Cali with John Argoudelis- discuss the Situalion, we open to seltie, his long discussion on his invovlement, his PG provided, he not having any money today, he not going to pay anyhting, he has retained counsel, HOt going to pay anything significant, | don't know all the facts, appears not going to have any meaningful settlement talks 0.2 F Settlement discussions with McNiach-offered S100K, he countered with $75K, discuss term anf frequency of payments, 0.45 F Follow-up call with McNinch- back and forth on payment amount, timing of payments, frequesny of payments, wants to settle for S50K & f reject, long discussion on how and why he got involved with Dean and Gary, why does he have to pay anything, his toans were not paid in full, the LtP's that invested have for the most are not active and LP's have gone their own ways, he would have to pay solely and nat his LP's, willing to settle but not happy, wants to think about it and have a foHow-up discussion, wants to resolve or not resovle by 6/10 6-Jun O.Stukes O15 F Cail with Alan B..summiarize status of settlement discussions with McNinch, Rushel, Argoudelis, the need ta get draft Settiement Agreements for MeNinch and Rushel today to present to them, Rushet at $2SK within 30 days, McNinch $75K $25K within 30 days and balance . of payment 5 over 18 months (still to negotiate} on a quarterly basis, my thoughts on settlement discussions with Argoudells, how will Alan handie Bryan Cave request for amendments to DS O1F Settlement email to McNinch-with final offer, review his emait to me citing payments made post Store Capital close G25 A Cali with Larry Ross-provide full update on ail activities, status of the Plan contirmation and related steps, McNinch/Argoudelis/Rushel settlement discussions, they wanting to object to Plan, status of car wash operations D.Stukes 0.25 F Review of draft Settlement Agreements for McNinch and Rushel prepared by R&B, my comments on the same 0.15 F Call MeNinch to review and discuss Settlement Agreement O.15 F Calf with Rushel to review and discuss Settlement Agreement 0.15 F Calls back and farth with both McNinch and Rushel to discuss the lawyer's comments on their respective agreements, 02 F Receipt of revised Settlement Agreements from their counsel, forward to Alan for review, discussed revised agreements with Alan in some detall, issues | see and have concern about, Alan to mark-up . and send back a redfined copy for gach.
Category Hours 4A Case Administration D.Stukes 0.25 B Sale of Assets/Financing D.Stukes 0.4 Cc Alaancial Document Production B.Stukes D Schedule/SOFA/MOR O.Stukes □ E Creditor Issues DStukes F Plan/Discloure Statement D.Stukes 7.55 G Creditor Meetings/Hearings D.Stukes TOTAL
AS! ADVISORS, LLC WEEKLY TIME SHEET-NCW PROPERTIES, ELC DATE EMPLOYEE NAME = TIME Category TASKS {in mins.} B-Jun DStukes 0.8 F Cali with McNiach-discuss his questions on Seitelment Agreement, sill Concerned about referecne to 3rd party releases and settlaments discussed my understanding, discuss want to have revised doc ASAP, discussed Argoudelis issues, discuss status of Rushet settlement discussions, risks if there is an inability to agree, more discussion abut Dean and Gary and their insider issues, how are we dealing with that, wants changes on initial deposit required now S30K, wants to pay when settiement approved by Judge, | stated na must be paid within 30 days of signing, discuss what happens if Judge does not approve Settlement Agreement 10-Jun D.Stukes 0.15 F Review draft of Objection to Disputed Claim prepared by Bryan Cave 0.4 F Cal? with Jasan DeJonker, Justin Morgan {BC}, Alan-discussed some Gean-up on Settelemtn Agreements Argoudelis situation and his posture, his desire to settle, discuss rationale for $250K offer i made, explained he had no equity or loan when he was paid SS00K out of Store closing proceeds, discussed points In their Objection to be submitted, discuss Argoudelis poor financial condition today, discussed issue with Arpoudelis conflict of Interest as fawyer and equity holder, discuss the botched Berywn lease deal 0.1 F Follow-up call with Alan-discuss call, next steps, his proposed response to BC Objection 0,45 F Call with McNinch-discuss questions on Settlement , discussed calt with Bryan Cave and their issues via the Objection to be filed, my concern with their posture, Argoudelis did not agree on a settlement amount 11-3un D.Stukes 3 F Conf call McNinch,Jason, Alan-discuss marked-up Settelment Agreement, issues with 3rd party releases, other Gean-up items 0.2 F Review revised Settlement Agreement 12-Jun O.Stukes OOS F Review Alan's email to UST Steve Woillfe on Objection to Disclosure Statement 0.2 F Review NDA for McNinch and one for Rushel for ASI to execute to get list of all third parttes and affillate names for Settlement Agreement, execution of NBA's 14-Jun G.Stukes 0.25 F Review of final Settlement Agreements, forward copies to Dean to review,cal with Dean to discuss the Agreement attributes, the need fore hin to execute such agreements sa ! can envail back to McHinch and Rushel | 0.15 F Review response to Objection of Argaudelis to Amended DS, my comments back to Alan Category Hours A Case Administration DStukes B Sale of Assets/Financing D.Stukes c Financial Document Production D.Stukes D Schedule/SOFA/MOR DStukes E Creditor issues DStukes F Plan/Discloure Statement D.Stukes 3.45 G Creditor Meetings/Hearings D Stukes oO FOTAL 3.45
AS} ADVISORS, Lic WEEKLY TIME SHEET-NCW PROPERTES, LLC DATE EMPLOYEENAME TiME Category TASKS (in mins.) 25-Jun D.Stukes 0.4 F Conf cail with Dean Alan- discuss Revised Disclosure Statement with Bryan Cave comments, our issues and thoughts, propose response and edits to insert, detail next steps and process to dean 26-jun DStukes 0.2 F Reviewed marked-up Amended Disclosure Statement with rediine comments sent back and forth to Gryan Cave 28-lun DStukes 0.2 F Review Final 3rd version af Plan and Disclosure Staternent to be filed
Category Hours A Case Administration B.Stukes 8 Sale of Assets/Financing D.Stukes c Financial Document Production DStukes D Schedule/SOFA/MGA DStukes E Creditor issues B.Stukes F Plan/Discloure Statement DB Stukes 12 G Creditor Meetings/Hearings D.Stukes TOTAL
A I ADVISORS, LLC WESTCHESTER FINANCIAL CENTER 50 MAIN STREET, SUITE 1000 WHITE PLAINS, NEW YORK U.S.A. 10606 Tels (914)-234-6133 Fax: (914)-234-0837 July 31, 2019 NCW Properties, LLC 2121 Oneida, Suite 402 Joliet, 1160435
For Services Rendered on Chapter 11 Bankruptcy Case 18-2015 as May 31, 2019
Hourly Fees per Weekly Time Sheet for the period of May 1 through May 31, 2019 Hours Rate Managing Director 8.20 $225.00 Category Hours Billing Case Administration 1.16 § 262.50 Sale of Assets/Financing 0 $0 Financial Document Production 0 $0 Schedules/SOFA/MOR 0 $0 Creditor Issues 0 $0 Pian/Disclosure Statement 5.20 $1,200.00 Creditor Meetings/Hearings 1.45 5 412.50 Total 8.20 $ 1,875.00 Charges for □□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□ 9 £879.00 Balance of Billing as of April 30, 2019... □□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□ 95,001.25 TOTAL □□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□ 09,876.25 Expenses-Court Solutions Telephone Conferences.................00.6. $140.00
TOtal cece secs □□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□ 9 7016.25 TOTAL BILLING... □□ □□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□ 7016.25
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ASt ADVISORS, LC WEEKLY TIKKE SHEET-NCW PROPERTIES, LLC DATE EMPLOYEE NAME = TIME Category TASKS (in soins.) i-May O.Stukes O55 F Reviewed Second Amended-liquidation Plan, Disclosure Statement, Liquidating Trust Agreement, Exhibits, comments and notes on the same O45 F Revise Liquidation Analysis v3 to amened for Class payment amounts, estimaied litigation costs 0.4 F Review of Final Liquidation Plan, Disclosure Statement, Liquidation Trust Agreement, Exhibits B, C.D, EF G15 F Cali with Alan to discuss comments on-Plan, DS, exhibits, discuss next steps related timing
Eategory Hours A Case Administration D Stukes 8 Sale of Assets/Financing B.Stukes oO c Financial Document Production D.Stukes □ D Schedule/SOFA/MOR D.Stukes E Creditor issues D.Stukes F Plan/Discloure Statement B.Stukes 2.05 6 Creditor Meatings/Hearings D.Stukes oO TOTAL 2.05
ASI ADVISORS, Lic WEEKLY TIME SHEET-NCW PROPERTIES, LLC DATE EMPLOYEE NAME ‘TIME Category TASKS (in mins.) & May B Stakes 2056 STATUS HEARING-participate via phone Disputed NASCAR claim, Motion to eject Lease, DS hearing date set, Objections deadline set, discuss 31d party releases, continue hearing on 5/15 te address NASCAR matters
Category Hours A Case Administration D.Stukes 5 Sale of Assets/Financing B.Stukes □ c Financial Document Production D.Stukes D Schedule/SOFA/MOR O.Stukes E Creditor Issues D.Stukes F Plan/Discloure Statement D.Stukes G Creditor Meetings/Hearings B.Stukes 1.05 TOTAL 7.05 Expenses: Court Solutions Telephone Access for Hearing May 8, 2019 $70.00
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ASI ADVISORS, 11¢ WEEKLY TIME SHEET-NCW PROPERTIES, tL DATE EMPLOYEENAME TIME Category = TASKS (in mins.) 13-May B.Stukes 0.2 F Review proposed changes to Liquidation Analysis per UST, , changed Liquidation Analysis for such changes, discussed revsied Liquidation Analysis with Macken and then discussed with Alan 04 F Review of Amended Plan, Disclosure Statement, Liquidating Trust Agreement {third version) and Baliot 15-May D.Stukes 0.45 G STATUS HEARING-continued June 28th next hearing date, Application for Interin billing hearing moved to June 18th 0,15 F Call with Rich Timbo- discuss questions on his claim, general explanation of how evaluated and process moving forward 16-May B.Stukes O35 F Call with Michael McNinch-discuss his calm and possible avoidance action, the basis of possible jitigation against him, clscussed the 2016 Store transaction In detait and payments made to him and others, his desire not to get into litigation, open to settlement discussions, inquired about Rushel and Argoudelis issues and we discuss in detalt 0.15 F Cal withn Alan to discuss McNinch call, avoidance action issues and Argoudelis avoidance action tssues, possibility to negotiate settlements, mechanics for the seme O25 A Call with Gary Wright-diseuss the possible inclusion of the Red Brick Development bullding (now in foreclosure proceedings) Into Debtor Estate, Owned by Gary &Dean, estate would self vig 363 sale, discussed the property status and Receiver posture, status of Judgement, logistics to include Into estate 17-May DStukes O45 & Review of ail documentation on Red Brick Development foreclosure proceedings, Receiver correspondence, status reports, oganizational documents Category Hours A Case Administration D.Stukes 4a B Sala of Assets/Financing O.Stukes c Financial Document Production D.Stukes D Sthedule/SOFA/MOR D.Stukes E Creditor Issues D.Stukes Plan/Discloure Statement DB.Stukes 2.05 G Creditor Meetings/Hearings B.Stukes 0.45 TOTAL Expenses: Court Solutions Telephone Access for Hearing on May 15, 2018 $70.00
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ASL ADVISORS, LLC WEEKLY TIME SHEET-NCW PROPERTIES, LLC DATE EMPLOYEE NAME TIME Category TASKS din mins.) 22-May DStukes 0.35 Review of: Notice to Disclosure Statement Hearing Amended Notice of Disclosure Hearing Notice of Continued Status Hearing NCW 2nd Amended Disclosure Statement with all attachments 34-May D.Stukes 0.15 Review jetter Fromm Bryan Cave {Jason Dejonker) on behalf of John Argoudelis, Michael MeNinch, Dave Rushel-ciaimants, asserts they will object to the Plan if their claims are not addressed, asserting they were not insiders and no litigaiton should proceed against them 0,1 Call with Dean to discuss letter from Bryan Cave and their asertions about not being Insiders, my proposed course of action to address this matter O12 Call with Alaa to discuss the Bryan Cave letter on behalf of Claimants, his thoughts, how he proposes to deal with counse! on this matter
Category Hours A Case Administration DStukes B Safe of Assets/Financing D.Stukes Cc Financial Document Production P.Stukes 6 Schedule/SOFA/MOR O.Stukes E Creditor tssues DStukes F Plan/Discloure Statement D.Stukes 14 G Creditor Meetings/Hearings D.Stukes TOTAL ad
A S I ADVISORS, LLC WESTCHESTER FINANCIAL CENTER 50 MAIN STREET, SUITE 1000 WHITE PLAINS, NEW YORK U.S.A. 10606 Tel: (914)-234-6133 Fax: (914)-234-0837 July 31, 2019 NCW Properties, LLC 2121 Oneida, Suite 402 Joliet, If 60435
For Services Rendered on Chapter 11 Bankruptcy Case 18-2015 as April 30, 2019
Hourly Fees per Weekly Time Sheet for the period of April 1 through April 30, 2019 Hours Rate Managing Director 21.55 $225.00 Category Hours Billing Case Administration 10 $ 37.50 Sale of Assets/Financing 0 $0 Document Production 25 $93.75 Schedules/SOFA/MOR 05 § 18.75 Creditor Issues 1.50 $ 412.50 Plan/Disclosure Statement 18.40 $4,200.00 Creditor Meetings/Hearings 45 $168.75 Total 21.55 $ 4,931.25 Charges for □□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□ 4,931.25
TOTAL BILLING... □□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□ e294, 931,25 Expenses-Court Solutions Telephone □□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□ 70.00
TOtAL □□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□ 95,001.25 TOTAL BILLING... □□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□□ 3,001.25
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AS! ADVISORS, LLC WEEKLY TIME SHEET-NCW PROPERTIES, LLC DATE EMPLOYEE NAME TIRE Category TASKS {in mins.) 1-Apr D.Stukes 0.45 F Review of draft Disclosure Statement, provide marked-up verison with comments LIF Prepare Liquidation Analysis to support Disclosure Statement 2-Apr B.Stukes 0.35 F Review of balance sheet and asset schedules pre-petition and post- petition ang MOR for consistency with Liquidation Analysis G25 Call Melody and Dean-discuss Lechner & Sons, LLC uniform rental invoice from Markoff (lawyer), trying to assert a claim and collect on invoice, determined invoice was a NDP Properties expenditure, NCW never rented uniforms ever, responded to Alan's emai! on seme matter with my findings per cail 2.25 F Continued work on Liquidation Anafysism prepared two versions with Varlous recovery percentages to discuss, inserted various classes of clairns and inserted estimated recoveries based upon research 0.35 F Reviewed ali filed MOR's to ensure completeness and consistency with Liquidation Analysis 0.2 £ Call with Larry Burkendort-discuss the negotiations he ls having with O2F NASCAR related to the license and state of discussions, status of a signed term sheet, reminded him to ensureNACAR withdraws ctheir admin claim upon signing, discuss cash need to fund exit and his contribution for the sarne, he wanting details on such pay outs, some negotiation on related amounts, discuss his counter offer to Plan Support Agreement, discuss cisks to Viestem Dean, Gary if case is converted , discuss his counters on amounts to be paid for jegal fees, ASI fees, GUC down payment on order to reduce his contriibution, a fot of negotiations back and forth O15 F Cail with Alar-discuss calf with Burkendort: his counter offer to fund exit payments, he wants a R&B legal cap, our collective concerns with his negotiations, Alan needs te talk with Larry and counsel related to the fee cap, timing issues to file in 3 days, where is there wiggle room in the exit payments 0.05 £ Discuss status of NASCAR Admin Claim and Burkendorl’s discussions with them for new license deal and they withdrawing claim 0.15 F Follow-up with Dean-debrief on call with Burkendorf and my thoughts on Gurkendorf’s counter offer, timing issues, next steps to get Burkendort counsel talking with Alan to reasive some Issues, can't do instaiimenet payments for his contribution as he proposed, must have at least 50% in escrow to start O12 F Compile a revised Statement of Uses to support the Plan exit based upon discussions with Burkendort 0.45 £ Email L. Burkendorf, Dean, Alan- revsled Statement of Uses for Plan exit payments, provide notes and explanations 3-Apr DB Stukes 0.05 F Review Alan's email on the need for $250K versus $200K for Plan exit payments to be funded by Burkendort, his reason-$2MM in GUC's@ 10%, Dean/Gary claims, taxes O15 F Cali Alan to discuss money needed to support exit, discuss rationale, discuss issues-need 10% to GUC's, Admin exps, Post-Petition taxes, amounts for disputed clalms reserved, NASCAR Admin Claim O45 £ Follow-up with Alan-discuss claims again in some detail, how to handie disallowed claims, discussed sliding scale for down payments, discuss the composition of another revised Statement of Uses for Pian exit payments, | 10 call Burkendaorf to continue discussions/ negctistions a5 F Conf cali with Dean, Larry Burkendort, Rob Lantz, Alan 8-discuss the G25 E status of the Pian in detail, the proposed Use of Proceeds, status of rosin, Sao NASCAR Admia claim and his discussions with NASCAR, timing to file Plan, discussed clairas allowed and disallowed, discuss We claims that should be litigated aad why, discuss post-petition tax fiability and best way to handle and pay, discuss trying to get an
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extension of time to file the Plan, discuss will creditars support the Pian, do we see any issues with such support, discuss the propseed effective date of the Plan G4 F Analysis of pre-petition and post-petition taxes to be paid, bifurcate post-petition taxes 1A Foltow-up call with Alan to discuss next steps with the case O1C Prepare another version of the Statement of Uses for Plan Support at 5230K, emailed fo all parties for review Category Hours A Case Administration D.Stukes 0.1 B Sale of Assets/Financing D.Stukes c Financial Docurnent Production ——-D.Stukes 0.25 o Sthedule/SOFA/MOR D.Stukes £ Creditor issues O.Stukes 1.25 F Plan/Discloure Statement D.Stukes 75 G Creditor Meetings/Hearings O.Stukes JOTAL □
AS! ADVISORS, LLC WEEKLY TIME SHEET-NCW PROPERTIES, LLC DATE EMPLOYEE MAME TIME Category FASKS tin mins.) G-Apr O.Stukes 01 £ Emal? Larry, Dean, Alan-wanting update on final deal with NASCAR dicense and Gaim NASCAR has agreed to waive 10-Apr DStukes 0.05 F Email to Alan-need to discuss next steps, Surkendorf's commitment, completion of Plan and Gisctosure Statement 0.25 F Review Larry 8urkendorf's proposal to fund the Plan and revised Uses of Funds, my email response on the same to Larry,Dean, Alan, Rob on way 2 net amount of $165K will not work and provide details on a $230K cash burn required to fund Plan, there can be ne participation on net litigation proceeds, we need to negotiate in good faith on a fump sum Versus the contract that calls for 2% fee, possiblity of Dean making up the S40K difference needed via a note, potentially no release on taxes os payment would be for such deposit. 0.15 F Cail with Daan to discuss issues with Burkendorf proposal and why, concern with his last minute posturing, we must get $230K to exit, we came down from $300K as we represented to the coust D.Stukes 0.25 F Call with L. Burkendorf and Alan-discuss disbursmenets needed for Plan, he's af S165K we need $230K, discussed disbursements from $195K in REB's escrow account and this amount ae emcumbered , discuss Dean being responsible for $25K on taxes via a note could help us, Larry not comfortable with that, could be object to R&B fee amount as he feeis they are too high, explained process 0.35 F Follow-up with Dean and L. Burkendosf-discuss counteroffer and proposal @$200K, next steps with the Plan, when payments are required , how fo do with insider claims wanted denied G2 F Call with Alan to discuss L. Burkendort's proposal, Alan's concerns & comments, Alan's request fora revised Offer Letter from Burkendorf- issues with 2%fee, guaranteed to release Dean and Gary, Htigation fee capped, NASCAR claim pre-petion to be waived O.4 F Review another draft of Plan and provide comments Oat Review another version of the Discloure Statement and mark-up with comments back to Alan 12-Apr D.Stukes 0.05 F Review Alan's email response to L. Burkendorf's revised Offer Letter 0.15 F Call Gear to discuss matters to be addressed in Plan and Disclosure Statement, completed document would need to be signed by him . 0.25 F Emails back and forth with Alan- can we gel Dean and Gary to prowide a note for deficiency needed to exit (no) need revised offer fetter from Burkendorf and will attach to the Plan vs Larry having to sign the Plan 0.05 B need to amend MOR's to reflect no payroll for management now that □□ Vieste will provide Form 1099's for compensation O.45 F Revise Liquidation Anatysis pursuant to comments from Alan and Macken 0.2 F Emaits back and forth with L, Burkendorf-the need to revise support fetter , the change we need in fetter and why, explain be has no liability for unpaid professional fees 0.06 Review revised Offer Letter fram L. Burkendorf via Rob Lantz B.05 F Discuss Letter with Alan who wants two changes-taxes 27/18 , delete Larry and Melody in Released paragraph 0.05 F Call Cassidy@ R.Lantz office to make requested changes Call with Alan to discuss my concerns and issues with the Plan and Ds just filed, Alan siad be prepared to address later, discuss titigation issues end prospects, the need for Dean to review the Plan and DS in detail in order to address any questions, Dean and Larry need tc be at the hearivag on the 11th. 0.2 F High-level review of the filed Plan and Discloure Statement & related exhibits
Category Hours 4 Case Administration B.Stukes B Sale of Assets/Financing D.Stukes C Financial Document Production ——-D..Stukes B Schedule/SOFA/MOR O.Stukes 0.05 E Creditor Issues D.Stukes O41 F Plan/Discloure Statement D.Stukes 5.3 G Creditor Meetings/Heanngs D.Stukes TOTAL 5.5
AS! ADVISORS, LLC WEEKLY TIME SHEET-NCW PROPERTIES, LLC DATE EMPLOVEE NAME HME Category TASKS (ia mins.) 13-Apr D.Stukes 1.25 F Review of Plan and Discioure Statement in detail, write notes and comments, tied into Liquidation Anatysis, seed Liquidation Trust Agremment to reviaw 0.1 F Make change to Uquidatlon Analysis 16éApr B.Stukes 0.35 F Deatiied emaul to Alan and Macken-my comments from review of Plan and DS, comments on various paragraphs and on Classes of Claims 0.2 F Call with Alan to discuss UST's comments Alan got on the Plan and BS, discuss issues and how best to address, issues with Releases, pilority taxes and notice, payments, and more 0,25 F Review of Liquidation Trust Agreement and make comments- cost to establish the Trust, can bank Account be opned in NY, tax filings, requirement for bond, retainer at $25K, other issues 37-Apr D.Stukes 0.45 G HEARING- attended via phone-discuss Plan Suppoer Agreement, filing dates, objections, UST comments, etc. Category Hours 4 Case Administration OStukes B Sale of Assets/Financlng OStukes c Financial Document Production —D.Stukes 5 Schedule/SOFAs/MOR D.Stukes Go E Creditor issues O.Stukes F Plan/Diseloure Statement D.Stukes 2.55 G Creditor Meetings/Hearings D.Stukes G.A5 TOTAL 3.4 Expenses: Court Sotutions Telephone Access for Healrng on April 17, 2039 $70.00
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AS! ADVISORS, LLC WEEKLY TIME SHEET-NCW PROPERTIES, LLC DATE EMPLOYEENAME TIME Category TASKS {in mins.) 25-Apr D.Stukes 0.25 F Review of Macken’s comments on Plan and DS, Liquidating Trust Agreement, Liquidation Analysis, my responses to comments, review of Macken's Distribution Analysis and projections for DS 30-Apr D.Stukes 45 F Review revised Plan, Disclosure Statement, Liguidating Trust Agreement, Distribution Analysis, prajections({fist amended version) in detail noted for all paragraphs 4.2, 4.4, 5.0, 5.3, 5.4, 6.4, 7.4, 7.7, 7.9, tiquidading Trust revised Distribution Analysis qumbers 0.05 £ Email to L. Burkendor and Dean-need copy of agreement between Larry and NASCAR OLE Review final approved Jicense agreement by and between Larry's company and NASCAR, forward the same ta Macken for review
Category Hours A Case Administration D.Stukes B Sale of Assets/Financing D.Stukes c Financial Document Production D.Stukes BD Schedule/SOFA/MOR D.Stukes E Creditor Issues D.Stukes 0.15 F Plan/Discoure Statement D.Stukes 2.16 & Creditor Meetings/Hearings D.Stukes TOTAL 23
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NCW Properties, LLC, Counsel Stack Legal Research, https://law.counselstack.com/opinion/ncw-properties-llc-ilnb-2019.