{BAY:02665263v1} IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re ENDEAVOUR OPERATING CORPORATION, et al., 1 Debtors. Chapter 11 Case No. 14-12308 (KJC) (Jointly Administered) Objection Deadline: March 23, 2015 at 4:00 p.m. Hearing Date: To be scheduled if necessary SECOND MONTHLY FEE APPLICATION OF BAYARD, P.A. FOR COMPENSATION FOR SERVICES RENDERED AND REIMBURSEMENT OF EXPENSES AS CO-COUNSEL TO THE OFFICIAL COMMITTEE OF UNSECURED CREDITORS FOR THE PERIOD FROM JANUARY 1, 2015 THROUGH JANUARY 31, 2015 Name of Applicant: Bayard, P.A. Authorized to Provide Professional Services to: Official Committee of Unsecured Creditors Date of Retention: Order entered January 20, 2015 [D.I. 370] nunc pro tunc to December 11, 2014 Period for which compensation and reimbursement is sought: January 1, 2015 through January 31, 2015 Amount of compensation sought as actual, reasonable and necessary: $66,877.50 80% of compensation sought as actual, reasonable and necessary: $53,502.00 Amount of expense reimbursement sought as actual, reasonable and necessary: $795.93 This is a: X monthly __ quarterly __ final application. This is Bayard’s second monthly fee application in these cases. 1 The Debtors in these chapter 11 cases and the last four digits of each Debtor’s taxpayer identification number are as follows: Endeavour Operating Corporation (6552); Endeavour International Corporation (8389); Endeavour Colorado Corporation (0067); END Management Company (7578); Endeavour Energy New Ventures Inc. (7563); Endeavour Energy Luxembourg S.a r.l. (2113). The Debtors' principal offices are located at 811 Main Street, Suite 2100, Houston, Texas 77002. Case 14-12308-KJC Doc 470 Filed 03/02/15 Page 1 of 9
Transcript
{BAY:02665263v1}
IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE
In re ENDEAVOUR OPERATING CORPORATION, et al.,1 Debtors.
Chapter 11 Case No. 14-12308 (KJC) (Jointly Administered) Objection Deadline: March 23, 2015 at 4:00 p.m. Hearing Date: To be scheduled if necessary
SECOND MONTHLY FEE APPLICATION OF BAYARD, P.A. FOR
COMPENSATION FOR SERVICES RENDERED AND REIMBURSEMENT OF EXPENSES AS CO-COUNSEL TO THE OFFICIAL COMMITTEE
OF UNSECURED CREDITORS FOR THE PERIOD FROM JANUARY 1, 2015 THROUGH JANUARY 31, 2015
Name of Applicant: Bayard, P.A. Authorized to Provide Professional Services to: Official Committee of Unsecured Creditors Date of Retention: Order entered January 20, 2015 [D.I. 370] nunc pro tunc to December 11, 2014 Period for which compensation and reimbursement is sought: January 1, 2015 through January 31, 2015 Amount of compensation sought as actual, reasonable and necessary: $66,877.50 80% of compensation sought as actual, reasonable and necessary: $53,502.00 Amount of expense reimbursement sought as actual, reasonable and necessary: $795.93 This is a: X monthly __ quarterly __ final application. This is Bayard’s second monthly fee application in these cases.
1 The Debtors in these chapter 11 cases and the last four digits of each Debtor’s taxpayer identification number are as follows: Endeavour Operating Corporation (6552); Endeavour International Corporation (8389); Endeavour Colorado Corporation (0067); END Management Company (7578); Endeavour Energy New Ventures Inc. (7563); Endeavour Energy Luxembourg S.a r.l. (2113). The Debtors' principal offices are located at 811 Main Street, Suite 2100, Houston, Texas 77002.
Case 14-12308-KJC Doc 470 Filed 03/02/15 Page 1 of 9
{BAY:02665263v1} 2
Summary of Bayard Monthly Fee Statements
Date & Docket
No.
Filing Period
Requested Fees
Requested Expenses
CNO Date & Docket
No.
Approved Fees
Approved Expenses
Unapproved Holdback
2/17/15 [D.I. 432]
12/11/14 through 12/31/14
$150,239.00 $2,908.25 Objection Deadline
3/9/15 $0.00 $0.00 $153,147.25
Timekeeper Summary
Timekeeper Position Description Rate Hours Amount
Neil B. Glassman
Director
Director since 1988. Joined firm in 1986. Member of DE
Bar since 1982. Areas of Expertise: Bankruptcy and
Commercial Law.
$950.00 26.4 $25,080.00
Marla H. Norton
Director
Director since 2008. Joined firm in 1987. Member of DE
Bar since 1987. Area of Expertise: Corporate and
Commercial Law.
$750.00 4.5 $3,375.00
Scott D. Cousins
Director
Director since 2014. Joined firm in 2014. Member of DE
Bar since 1992. Area of Expertise: Bankruptcy and
Commercial Law.
$675.00 22.8 $15,390.00
Justin R. Alberto
Associate
Associate since 2008. Member of DE Bar since 2008. Area of
Expertise: Bankruptcy and Litigation.
$450.00 3.2 $1,440.00
Evan T. Miller Associate
Associate since 2009. Member of DE Bar since 2009. Member of PA and NJ Bars since 2010. Area of Expertise: Bankruptcy.
$425.00 43.0 $18,275.00
Larry Morton Paralegal Paralegal. Joined firm in 2010. Area of Expertise: Bankruptcy.
$295.00 9.0 $2,655.00
Tami Wilson Legal
Assistant
Legal Assistant. Joined firm in 2003. Area of Expertise: Bankruptcy and Litigation.
$265.00 2.5 $662.50
Totals 111.4 $66,877.50
Blended Rate: $600.34
Case 14-12308-KJC Doc 470 Filed 03/02/15 Page 2 of 9
{BAY:02665263v1} 3
Project Category Summary by Task Code
Project Category Hours Amount
Litigation/Adversary Proceeding (AP) 1.5 $637.50
Budget/Staffing Plan (BSP) 4.3 $1,827.50
Case Administration (CA) 11.8 $4,720.50
Court Hearings (CH) 9.7 $6,779.00
Constituent Inquiries (CI) 1.8 $817.50
Cash Collateral/DIP Financing (CR) 1.5 $1,425.00
Bayard Retention Application (EA1) 16.2 $8,418.00
Other Professional Retention Apps (EA2) 10.1 $5,788.00
Leases/Executory Contracts (EC) 0.2 $190.00
Bayard Fee Applications (FA1) 6.3 $3,301.00
Other Professional Fee Applications (FA2) 4.9 $2,831.00
Case 14-12308-KJC Doc 470 Filed 03/02/15 Page 3 of 9
{BAY:02665263v1}
IN THE UNITED STATES BANKRUPTCY COURT
FOR THE DISTRICT OF DELAWARE
In re ENDEAVOUR OPERATING CORPORATION, et al.,1 Debtors.
Chapter 11 Case No. 14-12308 (KJC) (Jointly Administered) Objection Deadline: March 23, 2015 at 4:00 p.m. Hearing Date: To be scheduled if necessary
SECOND MONTHLY FEE APPLICATION OF BAYARD, P.A. FOR
COMPENSATION FOR SERVICES RENDERED AND REIMBURSEMENT OF EXPENSES AS CO-COUNSEL TO THE OFFICIAL COMMITTEE
OF UNSECURED CREDITORS FOR THE PERIOD FROM JANUARY 1, 2015 THROUGH JANUARY 31, 2015
By this application (the “Application”), pursuant to sections 330 and 331 of
title 11 of the United States Code (the “Bankruptcy Code”), and Rule 2016 of the Federal
Rules of Bankruptcy Procedure (the “Bankruptcy Rules”), Bayard, P.A. (“Bayard”)
hereby seeks reasonable compensation in the above-captioned cases of Endeavour
Operating Corporation (collectively, the “Debtors”) for professional legal services
rendered to the Official Committee of Unsecured Creditors (the “Committee”) in the
amount of $66,877.50 together with reimbursement for actual and necessary expenses
incurred in the amount of $795.93 for the period commencing January 1, 2015, through
and including January 31, 2015 (the “Compensation Period”). Pursuant to the Order
Establishing Procedures for Interim Compensation and Reimbursement of Expenses of
Professionals Pursuant to Sections 105(a), 330 and 331 of the Bankruptcy Code,
Bankruptcy Rule 2016 and Local Rule 2016-2 [D.I. 154] (the “Compensation Order”),
Bayard seeks 80% reimbursement of its total reasonable and necessary fees incurred, in
1 The Debtors in these chapter 11 cases and the last four digits of each Debtor’s taxpayer identification number are as follows: Endeavour Operating Corporation (6552); Endeavour International Corporation (8389); Endeavour Colorado Corporation (0067); END Management Company (7578); Endeavour Energy New Ventures Inc. (7563); Endeavour Energy Luxembourg S.a r.l. (2113). The Debtors' principal offices are located at 811 Main Street, Suite 2100, Houston, Texas 77002.
Case 14-12308-KJC Doc 470 Filed 03/02/15 Page 4 of 9
{BAY:02665263v1} 2
the amount of $53,502.00 together with 100% reimbursement for actual and necessary
expenses incurred in the amount of $795.93 for the Compensation Period. In further
support of this Application, Bayard respectfully represents as follows:
Jurisdiction and Venue
1. The Court has jurisdiction over this Application pursuant to 28 U.S.C. §
1334 and the Amended Standing Order of Reference from the United States District
Court for the District of Delaware, dated February 29, 2012. Venue is proper pursuant to
28 U.S.C. §§ 1408 and 1409. This matter is a core proceeding within the meaning of 28
U.S.C. § 157(b)(2) and may be determined by the Bankruptcy Court.
2. The statutory predicates for the relief requested herein are sections 330
and 331 of the Bankruptcy Code.
Background
3. On October 10, 2014 (the “Petition Date”), the Debtors filed voluntary
petitions for relief under chapter 11 of the Bankruptcy Code.
4. On January 20, 2015, this Court approved Bayard’s retention as co-
counsel to the Official Committee of Unsecured Creditors nunc pro tunc to December 11,
2014 [D.I. 370] (the “Retention Order”).
Relief Requested
5. Bayard submits this Application in accordance with this Court’s
Compensation Order. All services for which Bayard requests compensation were
performed for, or on behalf of, the Committee.
6. This Application is the second monthly fee application filed by Bayard in
these cases. In connection with the professional services rendered, by this Application
Bayard seeks compensation in the amount of $66,877.50 and expense reimbursement of
$795.93. Attached hereto as Exhibit A is a detailed statement of hours spent rendering
Case 14-12308-KJC Doc 470 Filed 03/02/15 Page 5 of 9
{BAY:02665263v1} 3
legal services to the Committee supporting Bayard’s request of $66,877.50 in
compensation for fees incurred during the Compensation Period. Attached hereto as
Exhibit B is a detailed list of disbursements made by Bayard supporting Bayard’s request
of $795.93 in expense reimbursement for the Compensation Period. A description of the
task codes used to categorize time spent by project category is attached as Exhibit C.
7. Given the nature and value of the services that Bayard provided to the
Committee as described herein, the interim amounts sought under this Application are
fair and reasonable under section 330 of the Bankruptcy Code.
8. Bayard has received no payment and no promises for payment from any
source for services rendered in connection with these cases other than those in
accordance with the Bankruptcy Rules. There is no agreement or understanding between
Bayard and any other person (other than members of Bayard) for the sharing of
compensation to be received for the services rendered in these cases.
Summary of Services Rendered
9. In general, the services that Bayard rendered as counsel to the Committee,
include, without limitation, the following:
(a) representing the Committee at all hearings in these cases; (b) reviewing pleadings and papers filed in these cases, when
necessary and requested; (c) drafting pleadings on behalf of the Committee, when necessary
and requested; (d) advising the Committee and co-counsel regarding practice and
procedure in the United States Bankruptcy and District Courts for the District of Delaware;
(e) coordinating responsibility for filing and service of all pleadings of
the Committee relative to these cases;
Case 14-12308-KJC Doc 470 Filed 03/02/15 Page 6 of 9
{BAY:02665263v1} 4
(f) coordinating weekly (or more frequent) updating of docket sheets, critical dates, schedules and calendars and maintaining case and pleadings files; and
(g) assisting co-counsel in advising and representing the Committee in
connection with its affairs and operations, when necessary and requested.
10. The services provided by Bayard during the Compensation Period are
grouped into the categories set forth in Exhibit C. The attorneys and paralegals who
rendered services relating to each category are identified in the above attachment and
summaries of the hours and fees of each professional for the Compensation Period and
the total compensation by project category are included in Exhibit B.
Amounts Requested
11. For the Compensation Period, Bayard seeks 80% of its total compensation
in the amount of $66,877.50 in connection with the professional services summarized
above and detailed in Exhibit A.
12. Bayard incurred or disbursed the actual and necessary costs and expenses
related to these cases in the amount of $795.93 as further detailed in Exhibit B and
summarized in the attachments hereto.
Certification and Notice 13. Pursuant to Rule 2016-2 of the Local Rules of Bankruptcy Practice and
Procedure for the United States Bankruptcy Court for the District of Delaware, Bayard
represents as follows with regard to its charges for actual and necessary costs and
expenses during the Compensation Period:
(a) Copy, scanning and printing charges are $.10 per page, which charge is reasonable and customary in the legal industry representing costs of copy materials, outside service costs, acquisition, maintenance, storage and operation of copy machines, printers and copy center, together with a margin for recovery of lost expenditures.
(b) Incoming facsimiles are not billed.
Case 14-12308-KJC Doc 470 Filed 03/02/15 Page 7 of 9
{BAY:02665263v1} 5
(c) Out-going facsimiles are billed at the rate of $1.00 per page. The cost represents operator time, maintaining several dedicated facsimile telephone lines, supplies and equipment, and includes a margin for recovery of lost expenditures. Toll telephone charges are not billed.
14. In accordance with the factors enumerated in section 330 of the
Bankruptcy Code, the amounts requested for compensation and expense reimbursement
are fair and reasonable given: (a) the complexity of these cases; (b) the time expended;
(c) the nature and extent of the services rendered; (d) the value of such services; and (e)
the cost of comparable services other than in a case under the Bankruptcy Code.
15. The undersigned has reviewed the requirements of Local Rule 2016-2, and
certifies that this Application and the Exhibits attached hereto comply therewith and a
copy of this Application has been sent to the notice parties set forth in the Compensation
Order.
WHEREFORE, Bayard requests approval of $66,877.50 as the total compensation
for professional services rendered during the Compensation Period, 80% of which is to
be paid upon the filing of a certificate of no objection, and the sum of $795.93 for
reimbursement of actual and necessary costs and expenses incurred by Bayard during the
Compensation Period in these cases from January 1, 2015 through January 31, 2015.
Case 14-12308-KJC Doc 470 Filed 03/02/15 Page 8 of 9
{BAY:02665263v1} 6
Dated: March 2, 2015 Wilmington, DE
BAYARD, P.A. /s/ Evan T. Miller Neil B. Glassman (No. 2087) Scott D. Cousins (No. 3079) Evan T. Miller (No. 5364) 222 Delaware Avenue, Suite 900 Wilmington, DE 19801 Tel: (302) 655-5000 Fax: (302) 658-6395 E-mail:[email protected]
Counsel for the Official Committee of Unsecured Creditors
Case 14-12308-KJC Doc 470 Filed 03/02/15 Page 9 of 9
{BAY:02664741v1}
IN THE UNITED STATES BANKRUPTCY COURTFOR THE DISTRICT OF DELAWARE
In re
ENDEAVOUR OPERATING CORPORATION,et al.,1
Debtors.
Chapter 11
Case No. 14-12308 (KJC)
(Jointly Administered)
Objection Deadline: March 23, 2015 at 4:00 p.m.Hearing Date: To be scheduled if necessary
NOTICE OF APPLICATION
PLEASE TAKE NOTICE that on March 2, 2015, Bayard, P.A. (“Bayard”) filed
the Second Monthly Fee Application of Bayard, P.A. for Compensation for Services
Rendered and Reimbursement of Expenses as Co-Counsel to the Official Committee
of Unsecured Creditors for the Period from January 1, 2015 Through January 31,
2015 (the “Application”).
PLEASE TAKE FURTHER NOTICE that objections, if any, to the Application
must be made in accordance with the Order Establishing Procedures for Interim
Compensation and Reimbursement of Expenses of Professionals Pursuant to Sections
105(a), 330 and 331 of the Bankruptcy Code, Bankruptcy Rule 2016 and Local Rule
2016-2 [D.I. 154] (the “Fee Procedures Order”) and must be filed with the Clerk of the
Bankruptcy Court and be served upon (i) the above-captioned debtors (the “Debtors”),
Endeavour Operating Corporation, 811 Main Street, Suite 2100, Houston, TX 77002,
(Attn: Catherine Stubbs and David Baggett); (ii) counsel to the Debtors, Weil, Gotshal &
Manges, LLP, 200 Crescent Court, Suite 300, Dallas, TX 75201, (Attn: Stephen A.
Youngman, Esq.) and Weil, Gotshal & Manges LLP, 767 Fifth Avenue, New York, NY
1 The Debtors in these chapter 11 cases and the last four digits of each Debtor’s taxpayeridentification number are as follows: Endeavour Operating Corporation (6552); Endeavour InternationalCorporation (8389); Endeavour Colorado Corporation (0067); END Management Company (7578);Endeavour Energy New Ventures Inc. (7563); Endeavour Energy Luxembourg S.a r.l. (2113). The Debtors'principal offices are located at 811 Main Street, Suite 2100, Houston, Texas 77002.
Case 14-12308-KJC Doc 470-1 Filed 03/02/15 Page 1 of 3
{BAY:02664741v1} 2
10153, (Attn: Jessica Liou, Esq.); (iii) Delaware co-counsel to the Debtors, Richards,
Layton & Finger, P.A., 920 North King Street, One Rodney Square, Wilmington, DE
19801, (Attn: Mark D. Collins, Esq.); (iv) the Office of The United States Trustee for the
District of Delaware, 844 King Street, Suite 2207, Lockbox 35, Wilmington, DE 19801
(Attn: Tiiara Patton, Esq.); (v) counsel to certain of the holders of the 12% Notes due
March 2018 and the 12% Notes due June 2018, Milbank, Tweed, Hadley & McCloy
LLP, 1 Chase Manhattan Plaza, New York, NY 10005 (Attn: Dennis F. Dunne, Esq.,
Matthew S. Barr, Esq. and Michael E. Comerford, Esq.); (vi) counsel to certain of the
holders of the 5.5% Convertible Senior Notes Due 2016 and the 6.5% Convertible Senior
Notes due 2016, Brown Rudnick LLP, Seven Times Square, New York, NY 10036 (Attn:
Robert J. Stark, Esq.); (vii) counsel to the holder of the 7.5% Guaranteed Convertible
Bonds due 2016, Ropes & Gray LLP, 1211 Avenue of the Americas, New York, NY
10036 (Attn: Keith H. Wofford, Esq.); and (viii) counsel to the Official Committee of
Texas 75201 (Attn: David M. Bennett); and (ix) Delaware co-counsel to the Official
Committee of Unsecured Creditors, Bayard, P.A. 222 Delaware Avenue, Suite 900
Wilmington, DE 19801 (Attn: Neil Glassman) so as to be received by no later than
March 23, 2015 at 4:00 p.m. (prevailing Eastern Time) (the “Objection Deadline”).
If any objections to the Application are filed, a hearing on the Application will be
held before the Honorable Kevin J. Carey at the Bankruptcy Court, 824 Market Street,
5th Floor, Courtroom 5, Wilmington, Delaware 19801, at a date and time convenient to
the Court.
PLEASE TAKE FURTHER NOTICE that pursuant to the Fee Procedures Order,
if no objection to the Application is timely filed and served by the Objection Deadline,
Case 14-12308-KJC Doc 470-1 Filed 03/02/15 Page 2 of 3
{BAY:02664741v1} 3
Bayard may be paid 80 percent of the fees requested in the Application and 100 percent
of the expenses requested in the Application without the need for further order of the
Bankruptcy Court.
IF YOU FAIL TO RESPOND IN ACCORDANCE WITH THIS NOTICE, THE
COURT MAY GRANT THE RELIEF REQUESTED IN THE APPLICATION
WITHOUT FURTHER NOTICE OR HEARING.
Dated: March 2, 2015Wilmington, DE
BAYARD, P.A.
/s/ Evan T. MillerNeil B. Glassman (No. 2087)Scott D. Cousins (No. 3079)Evan T. Miller (No. 5364)222 Delaware Avenue, Suite 900Wilmington, DE 19801Tel: (302) 655-5000Fax: (302) 658-6395E-mail:[email protected]
THOMPSON & KNIGHT LLPDemetra L. Liggins(admitted pro hac vice)Three Allen Center333 Clay Street, Suite 3300Houston, TX 77002Tel: (713) 951-5884Fax: (832) 397-8052E-mail:[email protected]
THOMPSON & KNIGHT LLPDavid M. Bennett(admitted pro hac vice)Cassandra Sepanik Shoemaker(admitted pro hac vice)One Arts Plaza1722 Routh Street, Suite 1500Dallas, TX 75201-2533Tel: (214) 969-1700Fax: (214) 969-1751E-mail:[email protected]
