In re: ) Chapter 11 ALPHA MEDIA HOLDINGS LLC., et al. Case ...
Transcript of In re: ) Chapter 11 ALPHA MEDIA HOLDINGS LLC., et al. Case ...
Daniel A. DeMarco, Esq. (admitted pro hac vice)
Christopher B. Wick, Esq. (admitted pro hac vice)
Rocco I. Debitetto, Esq. (admitted pro hac vice)
Katie L. Steiner, Esq. (admitted pro hac vice)
John P. Oliver, Esq. (admitted pro hac vice)
HAHN LOESER & PARKS LLP
200 Public Square, Suite 2800
Cleveland, Ohio 44114
Telephone: (216) 621-0150
Facsimile: (216) 241-2824
Email: [email protected]
Lead Counsel to the Official Committee of Unsecured Creditors
Robert S. Westermann (VSB No. 43294)
Brittany B. Falabella (VSB No. 80131)
HIRSCHLER FLEISCHER, P.C.
The Edgeworth Building
2100 East Cary Street
Richmond, Virginia 23223
P.O. Box 500
Richmond, Virginia 23218-0500
Telephone: (804) 771-9500
Facsimile: (804) 644-0957
Email: [email protected]
Local Counsel to the Official Committee of Unsecured
Creditors
IN THE UNITED STATES BANKRUPTCY COURT
FOR THE EASTERN DISTRICT OF VIRGINIA
RICHMOND DIVISION
In re: ) Chapter 11
)
ALPHA MEDIA HOLDINGS LLC., et al. 1 )
)
Case No. 21-30209 (KRH)
)
Debtors. ) (Jointly Administered)
)
COVER SHEET TO FINAL FEE APPLICATION OF DUNDON ADVISERS LLC AS
FINANCIAL ADVISOR TO THE OFFICIAL COMMITTEE OF UNSECURED CREDITORS
FOR ALLOWANCE OF COMPENSATION FOR SERVICES RENDERED AND
REIMBURSEMENT OF EXPENSES FOR THE PERIOD FROM FEBRUARY 4, 2021
THROUGH APRIL 1,2021
Name of Applicant:
Dundon Advisers LLC
Authorized to Provide Professional
Services to:
Official Committee of Unsecured Creditors
Date of retention: Effective as of February 4, 2021 by order entered on
March 24, 2021
Period for which compensation and
reimbursement is sought:
February 4, 2021 through April 1, 2021
1 A complete list of each of the Debtors in these Chapter 11 cases may be obtained on the website of the Debtors’ claims and
noticing agent at http://cases.stretto.com/AlphaMedia. The location of Debtor Alpha Media Holdings LLC principal place of
business and Debtors’ service address in these chapter 11 cases is 1211 SW 5t.h Avenue, Suite 750, Portland OR 97204.
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Amount of compensation requested:
Amount of expense reimbursement
requested:
$94,952.002
$0.00
This is a final fee application.
PRIOR FEE STATEMENTS AND ALLOWANCES
Monthly Fee Statements Requested Paid Holdback
Fees
Requested
(20%) and
Expenses
Date Filed Period Fees Expenses
Fees
(80%)
Expenses
(100%)
04/21/2021 02/04/21-
03/31/21 $96,670.00 $0.00 $77,336.00 $0.00 $15,186.003
TOTALS: $96,670.004 $ 0.00 $77,336.00 $0.00 $15,186.00
SUMMARY OF TIME CHARGED BY PROFESSIONALS FOR FINAL FEE PERIOD
Name of
Professional
Individual
Position of the Applicant Hourly
Billing
Rate
Total
Hours
Billed
Total
Compensation
Peter Hurwitz Principal $700 61.1 $42,270.00
Phil Preis Managing Director $650 48.2 $31,330.00
Lee Rooney Associate Director $400 62.5 $25,000.00
Fee
Statement
Hours
Total
Compensation
Grand Total 171.8 $99,100.00
Blended Hourly Rate $573.92
2 Per agreement with the UST’s office Dundon has agreed to a voluntary reduction of its fees in the amount of $4,148.00. 3 This number reflects the agreed voluntary reduction. 4 The amount sought in this Final Application includes time for April 1, 2021 in the amount of $2,430.00, which was not
included in a Fee Statement.
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SUMMARY OF TIME CHARGED BY CATEGORY FOR THE FINAL FEE PERIOD
Business Analysis
Professional Rate Total
Hours
Total Fees
Peter Hurwitz $700.00 15.5 $1,560.00
Phil Preis $650.00 11.6 $7,540.00
Lee Rooney $400.00 3.9 $1,560.00
31.0 $19,950.00
Case Administration
Professional Rate Total
Hours
Total Fees
Peter Hurwitz $700.00 6.7 $4,690.00
Phil Preis $650.00 10.6 $6,890.00
Lee Rooney $400.00 34.1 $13,640.00 51.4 $25,220.00
Claims Analysis
Professional Rate Total
Hours
Total Fees
Peter Hurwitz $700.00 9.8 $6,860.00
Phil Preis $650.00 6.9 $4,485.00
Lee Rooney $400.00 7.2 $2,880.00 23.9 $14,225.00
Committee Activities
Professional Rate Total
Hours
Total Fees
Peter Hurwitz $700.00 15.4 $10,780.00
Phil Preis $650.00 14.5 $9,425.00
Lee Rooney $400.00 17.3 $6,920.00 47.2 $27,125.00
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Other Professionals’ Retention and Fee Applications
Professional Rate Total
Hours
Total Fees
Peter Hurwitz $700.00 2.7 $1,890.00
Phil Preis $650.00 .2 $130.00
2.9 $2,020.00
Plan and Disclosure Statement
Professional Rate Total
Hours
Total Fees
Peter Hurwitz $700.00 11.0 $7,700.00
Phil Preis $650.00 4.4 $2,860.00
15.4 $10,560.00
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Daniel A. DeMarco, Esq. (admitted pro hac vice)
Christopher B. Wick, Esq. (admitted pro hac vice)
Rocco I. Debitetto, Esq. (admitted pro hac vice)
Katie L. Steiner, Esq. (admitted pro hac vice)
John P. Oliver, Esq. (admitted pro hac vice)
HAHN LOESER & PARKS LLP
200 Public Square, Suite 2800
Cleveland, Ohio 44114
Telephone: (216) 621-0150
Facsimile: (216) 241-2824
Email: [email protected]
Lead Counsel to the Official Committee of Unsecured Creditors
Robert S. Westermann (VSB No. 43294)
Brittany B. Falabella (VSB No. 80131)
HIRSCHLER FLEISCHER, P.C.
The Edgeworth Building
2100 East Cary Street
Richmond, Virginia 23223
P.O. Box 500
Richmond, Virginia 23218-0500
Telephone: (804) 771-9500
Facsimile: (804) 644-0957
Email: [email protected]
Local Counsel to the Official Committee of Unsecured
Creditors
IN THE UNITED STATES BANKRUPTCY COURT
FOR THE EASTERN DISTRICT OF VIRGINIA
RICHMOND DIVISION
In re: ) Chapter 11
)
ALPHA MEDIA HOLDINGS LLC., et al. 5 )
)
Case No. 21-30209 (KRH)
)
Debtors. ) (Jointly Administered)
)
FINAL FEE APPLICATION OF DUNDON ADVISERS LLC AS FINANCIAL ADVISOR TO
THE OFFICIAL COMMITTEE OF UNSECURED CREDITORS FOR ALLOWANCE OF
COMPENSATION FOR SERVICES RENDERED AND REIMBURSEMENT OF EXPENSES
FOR THE PERIOD FROM FEBRUARY 4, 2021 THROUGH APRIL 1,2021
Pursuant to sections 327, 328, 330, 331, and 1103 of title 11 of the United States Code(the
“Bankruptcy Code”), Rule 2016 of the Federal Rules of Bankruptcy Procedure (the “Bankruptcy Rules”),
the Order Authorizing and Approving the Employment and Retention of Dundon Advisers as Financial
Advisor to the Official Committee of Unsecured Creditors Effective as of February 4, 2021 [Docket No.
339] (the “Retention Order”), the Order (I) Establishing Procedures for Interim Compensation and
Reimbursement of Expenses for Retained Professionals and (II) Granting Related Relief, dated March 11,
5 A complete list of each of the Debtors in these Chapter 11 cases may be obtained on the website of the Debtors’ claims and
noticing agent at http://cases.stretto.com/AlphaMedia. The location of Debtor Alpha Media Holdings LLC principal place of
business and Debtors’ service address in these chapter 11 cases is 1211 SW 5t.h Avenue, Suite 750, Portland OR 97204.
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2021 [Docket No. 273] (the “Interim Compensation Order”), and the Local Rules of Bankruptcy Practice
and Procedure of the United States Bankruptcy Court for the Eastern District of Virginia (the “Local
Bankruptcy Rules”), Dundon Advisers LLC (“Dundon”), financial advisor to the Official Committee of
Unsecured Creditors (the “Committee”), hereby submits this final fee application (the “Fee Application”)
for the allowance of compensation for the reasonable and necessary financial advisory services rendered
by Dundon for the period from February 4, 2021 through April 1,2021 (the “Final Fee Period”) and
reimbursement of the actual and necessary expenses that Dundon incurred during the Fee Period, and
reimbursement of the actual and necessary expenses that Dundon incurred during the Fee Period. By this
Fee Statement, Dundon seeks allowance of compensation for services rendered in the amount of
$94,952.00. Dundon also seeks allowance and reimbursement of actual and necessary expenses in the
amount of $0.00.
Jurisdiction and Background
1. This Court has jurisdiction over this Application pursuant to 28 U.S.C. §§ 1334 and 157.
Venue in this Court is proper pursuant to 28 U.S.C. § 1409. This Application is a core proceeding within
the meaning of 28 U.S.C. § 157.
2. The statutory bases for the relief requested herein are sections 330 and 331 of the
Bankruptcy Code, Bankruptcy Rule 2016 and Local Rule 2016-1.
3. The Committee retained Dundon as its financial advisor shortly after its formation on
February 3, 2021. On March 24, 2021, the Court entered the Retention Order.
Prior Fees and Expenses
4. Pursuant to the terms of the Interim Compensation Order, Dundon filed one (1) combined
monthly fee statement on April 21, 2021 covering the period of February 4, 2021 through March 31, 2021
for services rendered and expenses incurred [Docket No. 414] requesting approval of $96,670.00 in fees
and $0.00 in expenses (“Combined Monthly Fee Statement”). Dundon has received payment of 80% of
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its fees on account of the Combined Monthly Fee Statement in accordance with the Interim Compensations
Order. A copy of the Combined Monthly Fee Statement is attached hereto as Exhibit A. Pursuant to an
agreement with the Office of the United States Trustee and as reflected in this Fee Application, Dundon
agreed to a voluntary reduction of $4,148.00 on the Combined Monthly Fee Statement. Pursuant to the
Interim Compensation Order, Dundon has received 80% of the fees requested in the Combined Monthly
Fee Statement.
5. This Final Fee Period also includes time from April 1, 2021 that is not part of the Combined
Monthly Fee Statement (“April 1 Fees”) in the amount of $2,430.00. A true and accurate copy of the
detailed invoices for the April 1, 2021 Fees is attached hereto as Exhibit B.
Services Provided
6. During the Final Fee Period, Dundon provided analysis and monitoring of the case budget
and variances thereto providing the Committee and its professionals with information and status of the
case. In addition, Dundon performed a detailed analysis of the various claims pools and the proposed go-
forward business plan and provided essential information that supported the Committee and its
professionals in their negotiations with the Debtors and the various interested parties that resulted in the
very favorable outcome of the unsecured creditors being paid in full or fully assumed by the reorganized
entity.
7. The services rendered by Dundon can be grouped into the categories set forth below.
Dundon 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 explanation set forth in the attached Exhibits F and G.
A. Business Analysis
8. Time billed to this category relates to the Debtors’ business and budgets. During the Final
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Fee Period, Dundon, among other things: (i) reviewed and analyzed the Debtors’ budgets and variance
reports; (ii) reviewed and analyzed the Debtors monthly operating reports; (iii) assisted on the preparation
of an objection to the cash collateral order; and (iv) communicated with Committee members and other
committee professionals regarding the foregoing.
Fees: $19,950.00 Hours: 31.0
B. Case Administration
9. This category relates to work regarding administration of this case. During the Final Fee
Period, Dundon, among other things, (i) reviewed correspondence and motions; (ii) participated in general
status calls with E&Y; (iii) attended hearings; and (iv) prepared diligence and related analysis.
Fees: $25,220.00 Hours: 51.4
C. Claim Analysis
10. Time billed to this category relates to the review and analysis of claims against the Debtors’
estates. During the Final Fee Period, Dundon, among other things: (i) performed a review and analysis of
secured, administrative and priority claims asserted against the estates; (ii) reviewed information from the
Debtors’ advisors regarding rejection damages; (iii) reviewed and analyzed the general unsecured claims
pool; and (iv) analyzed the SOFAs and SOALs.
Fees: $14,225.00 Hours: 23.9
D. Committee Activities
11. This category relates primarily to communications with the Committee and Committee
Counsel regarding the various filings and strategies of the case. During the Final Fee Period, Dundon,
among other things: (i) prepared presentations for the Committee on the business, budget variances and
the bankruptcy process; (ii) participated in weekly status calls with the Committee and its professionals;
and (iii) communicated with Committee members, Committee counsel and Debtor’s professionals.
Fees: $27,125.00 Hours: 47.2
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E. Other Professionals’ Retention and Fee Applications
12. In this task category is time spent by Dundon assisting in the Committee’s response to the
objection to the retention of an investment banker.
Fees: $2,020.00 Hours: 2.9
F. Plan/Disclosure Statement
13. During the Final Fee Period, Dundon, among other things (i) supported Committee counsel
in negotiating a settlement that ensured unsecured creditors were paid in full; (ii) reviewed and commented
on numerous drafts of a Plan of Reorganization and related Disclosure Statement; and (iii) attended
numerous hearings related thereto.
Fees: $10,560.00 Hours: 15.4
Relief Requested
14. Dundon submits this Final Application for entry of an order (the “Proposed Order”),
substantially in the form attached hereto as Exhibit 1, (a) granting final allowance of (i) the Combined
Monthly Fee Statement, (ii) the April 1 Fees, (iii) compensation for the actual, reasonable and necessary
professional services that Dundon has rendered as counsel to the Committee in the amount of $94,952.00
(net of the voluntary reductions per its agreement with the Office of the United States Trustee); and (b)
authorizing the Debtors to pay Dundon the outstanding amount of fees and expenses not paid to Dundon
to date (including any holdback).
Basis for Relief
15. Section 330 of the Bankruptcy Code provides for compensation of professionals and
provides that a court may award a professional employed under section 327 of the Bankruptcy Code,
“reasonable compensation for actual necessary services rendered . . . and reimbursement for actual,
necessary expenses.” 11 U.S.C. § 330(a)(1).
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16. Dundon submits that it worked diligently to represent the interests of the Committee; that
the cases involved complex factual and financial issues, that Dundon was diverted from other matters to
devote time to these cases; that the fees charged are warranted and generally less than or equal to
competitive fees in the Richmond Division for financial advisors; and that the services it provided to the
Committee were reasonable and necessary and were often required on an expedited basis.
17. Dundon has no agreement with any other person to share compensation received or to be
received for services rendered in connection with these cases.
Notice
18. Notice of this Final Application is provided as required by the Interim Compensation
Order. Dundon submits that no further notice is required.
WHEREFORE, Dundon respectfully requests that this Court enter the Proposed Order,
substantially in the form attached hereto as Exhibit 1, (i) providing that a final allowance be made to
Dundon for 100% of its fees of $94,952.00, which amount is net a voluntary reduction, as reasonable and
necessary professional services to the Committee; (ii) authorizing and directing the Debtors to pay Dundon
the outstanding amount of all approved fees and expenses not paid to date; and (iii) such other relief that
the Court deems just and proper.
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Dated: July 15, 2021 /s/ Robert S. Westermann
Robert S. Westermann (VSB No. 43294)
Brittany B. Falabella (VSB No. 80131)
HIRSCHLER FLEISCHER, P.C.
The Edgeworth Building
2100 East Cary Street
Richmond, Virginia 23223
P.O. Box 500
Richmond, Virginia 23218-0500
Telephone: (804) 771-9500
Facsimile: (804) 644-0957
Email: [email protected]
Local Counsel to the Official Committee of Unsecured
Creditors
-and-
Daniel A. DeMarco, Esq. (admitted pro hac vice)
Christopher B. Wick, Esq. (admitted pro hac vice)
Rocco I. Debitetto, Esq. (admitted pro hac vice)
Katie L. Steiner, Esq. (admitted pro hac vice)
John P. Oliver, Esq. (admitted pro hac vice)
HAHN LOESER & PARKS LLP
200 Public Square, Suite 2800
Cleveland, Ohio 44114
Telephone: (216) 621-0150
Facsimile: (216) 241-2824
Email: [email protected]
Lead Counsel to the Official Committee of Unsecured
Creditors
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EXHIBIT A
(Combined Monthly Fee Statement)
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Daniel A. DeMarco, Esq. (admitted pro hac vice)
Christopher B. Wick, Esq. (admitted pro hac vice)
Rocco I. Debitetto, Esq. (admitted pro hac vice)
Katie L. Steiner, Esq. (admitted pro hac vice)
John P. Oliver, Esq. (admitted pro hac vice)
HAHN LOESER & PARKS LLP
200 Public Square, Suite 2800
Cleveland, Ohio 44114
Telephone: (216) 621-0150
Facsimile: (216) 241-2824
Email: [email protected]
Lead Counsel to the Official Committee of Unsecured Creditors
Robert S. Westermann (VSB No. 43294)
Brittany B. Falabella (VSB No. 80131)
HIRSCHLER FLEISCHER, P.C.
The Edgeworth Building
2100 East Cary Street
Richmond, Virginia 23223
P.O. Box 500
Richmond, Virginia 23218-0500
Telephone: (804) 771-9500
Facsimile: (804) 644-0957
Email: [email protected]
Local Counsel to the Official Committee of Unsecured
Creditors
IN THE UNITED STATES BANKRUPTCY COURT
FOR THE EASTERN DISTRICT OF VIRGINIA
RICHMOND DIVISION
In re: ) Chapter 11
)
ALPHA MEDIA HOLDINGS LLC., et al. 1 )
)
Case No. 21-30209 (KRH)
)
Debtors. ) (Jointly Administered)
)
FIRST MONTHLY FEE STATEMENT OF DUNDON ADVISERS LLC AS FINANCIAL
ADVISOR TO THE OFFICIAL COMMITTEE OF UNSECURED CREDITORS FOR
ALLOWANCE OF COMPENSATION FOR SERVICES RENDERED AND
REIMBURSEMENT OF EXPENSES FOR THE PERIOD FROM FEBRUARY 4, 2021
THROUGH MARCH 31, 2021
Name of Applicant:
Dundon Advisers LLC
Authorized to Provide Professional
Services to:
Official Committee of Unsecured Creditors
Date of retention: Effective as of February 4, 2021 by order entered on
March 24, 2021
Period for which compensation and
reimbursement is sought:
February 4, 2021– March 31, 2021
1 A complete list of each of the Debtors in these Chapter 11 cases may be obtained on the website of the Debtors’ claims and
noticing agent at http://cases.stretto.com/AlphaMedia. The location of Debtor Alpha Media Holdings LLC principal place of
business and Debtors’ service address in these chapter 11 cases is 1211 SW 5t.h Avenue, Suite 750, Portland OR 97204.
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Amount of compensation requested:
Amount of expense reimbursement
requested:
$77,336.00 (80% of $96,670.00)
$0.00
This is a(n): ✓ Monthly Interim Final
application
Pursuant to sections 327, 328, 330, 331, and 1103 of title 11 of the United States Code(the
“Bankruptcy Code”), Rule 2016 of the Federal Rules of Bankruptcy Procedure (the “Bankruptcy Rules”),
the Order Authorizing and Approving the Employment and Retention of Dundon Advisers as Financial
Advisor to the Official Committee of Unsecured Creditors Effective as of February 4, 2021 [Docket No.
339] (the “Retention Order”), the Order (I) Establishing Procedures for Interim Compensation and
Reimbursement of Expenses for Retained Professionals and (II) Granting Related Relief, dated March 11,
2021 [Docket No. 273] (the “Interim Compensation Order”), and the Local Rules of Bankruptcy Practice
and Procedure of the United States Bankruptcy Court for the Eastern District of Virginia (the “Local
Bankruptcy Rules”), Dundon Advisers LLC (“Dundon”), financial advisor to the Official Committee of
Unsecured Creditors (the “Committee”), hereby submits this monthly fee statement (the “Monthly Fee
Statement”) for the allowance of compensation for the reasonable and necessary financial advisory
services rendered by Dundon for the period from February 4, 2021 through March 31, 2021 (the “Fee
Period”) and reimbursement of the actual and necessary expenses that Dundon incurred during the Fee
Period. By this Monthly Fee Statement, Dundon seeks allowance of compensation for services rendered
in the amount of $96,670.00 and payment in the amount of $77,336.00 (which equals 80% of the
compensation sought herein). Dundon also seeks allowance and reimbursement of actual and necessary
expenses in the amount of $0.00.
Itemization of Services Rendered and Disbursements Incurred
1. In support of this Monthly Fee Statement, Dundon has attached the following:
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a. Exhibit A is a summary of the prior fee statements and applications submitted by
Dundon and the amounts allowed by the Court in connection with these cases.
b. Exhibit B is a summary of the number of hours expended and fees incurred (on an
aggregate basis) by Dundon professionals and paraprofessionals during the Fee
Period with respect to each of the subject matter categories that Dundon established
in accordance with its internal billing procedures.
c. Exhibit C is a summary of hours expended and fees incurred along with certain
information regarding the title and experience of Dundon professionals for whose
work on these chapter 11 cases compensation is sought in this Monthly Fee
Statement. Dundon’s professionals expended a total of 168.2 hours during the Fee
Period.
d. Exhibit D is a summary of the expenses incurred by Dundon during the Fee Period
and sets forth the total amount of reimbursement sought with respect to each type
of expense for which Dundon seeks reimbursement in this Monthly Fee Statement
as actual and necessary out-of-pocket expenses.
e. Exhibit E is a detailed invoice for the hours expended and fees incurred by Dundon
professionals in connection with these cases during the Fee Period with respect to
each of the subject matter categories that Dundon established in accordance with
its internal billing procedures.
Representations
2. Although every effort has been made to include all fees and expenses incurred in the
Fee Period, some fees and expenses might not be included in this Monthly Fee Statement due to
delays caused by accounting and processing during the Fee Period. Dundon reserves the right to
make further application to this Court for allowance of such fees and expenses not included herein.
Subsequent fee statements and applications will be filed in accordance with the Bankruptcy Code,
Bankruptcy Rules, Local Bankruptcy Rules, and Interim Compensation Order.
Notice
3. Notice of this Monthly Fee Statement has been or will shortly be provided by
overnight delivery to:
a. the Debtors, Alpha Media Holdings LLC, 1211 SW 5th Avenue, Suite 750, Portland,
OR 97204, Attn: John Grossi;
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b. counsel for the Debtors, Sheppard, Mullin, Richer & Hampton LLP, 70 West Madison
Street, 48th Floor, Chicago, Illinois 60602, Attn: Justin Bernbrock, Esq. and Brian Uelk,
Esq.; and Sheppard, Mullin, Richer & Hampton LLP, 30 Rockefeller Plaza, New York,
New York 10112, Attn: Colin Davidson, Esq.;
c. co-counsel for the Debtors, Kutak Rock LLP, 901 East Byrd Street, Suite 1000,
Richmond, Virginia 23219-4071, Attn: Michael Condyles, Esq., Peter J. Barrett, Esq.,
Jeremy S. Williams, Esq., and Brian H. Richardson, Esq.;
d. counsel for the Senior DIP Secured Parties, Debevoise & Plimpton LLP, 919 Third
Avenue, New York, New York 10022, Attn: Sidney P. Levinson, Esq. and Dan Pyon,
Esq.;
e. counsel for the Ad Hoc Crossover Noteholder Group and the DIP Secured Parties,
Kramer Levin Naftalis & Frankel LLP, 1177 Avenue of the Americas, New York, New
York 10036, Attn: Douglas Mannal, Esq. and Joseph A. Shifter, Esq.
f. co-counsel to the Ad Hoc Crossover Noteholder Group and the DIP Secured Parties,
McGuire Woods LLP, Gateway Plaza, 800 East Canal Street, Richmond, Virginia
23219, Attn: Dion W. Hayes, Esq. and Sarah B. Boehm, Esq.;
g. parties that requested notice pursuant to Bankruptcy Rule 2002; and
h. the Office of the United States Trustee, 701 East Broad Street, Suite 4304, Richmond,
VA 23219, Attn: Kathryn Montgomery, Esq. and B. Webb King, Esq.
WHEREFORE, Dundon respectfully requests that an allowance be made to Dundon for 100% of
its fees of $96,670.00 and 100% of its expenses of $0.00 incurred during the Fee Period. Dundon also
respectfully requests payment by the Debtors of $77,336.00 representing the sum of 80% of its fees
requested herein and 100% of the expense reimbursement requested herein.
Dated: April 21, 2021 /s/ Robert S. Westermann
Robert S. Westermann (VSB No. 43294)
Brittany B. Falabella (VSB No. 80131)
HIRSCHLER FLEISCHER, P.C.
The Edgeworth Building
2100 East Cary Street
Richmond, Virginia 23223
P.O. Box 500
Richmond, Virginia 23218-0500
Telephone: (804) 771-9500
Facsimile: (804) 644-0957
Email: [email protected]
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Local Counsel to the Official Committee of Unsecured
Creditors
-and-
Daniel A. DeMarco, Esq. (admitted pro hac vice)
Christopher B. Wick, Esq. (admitted pro hac vice)
Rocco I. Debitetto, Esq. (admitted pro hac vice)
Katie L. Steiner, Esq. (admitted pro hac vice)
John P. Oliver, Esq. (admitted pro hac vice)
HAHN LOESER & PARKS LLP
200 Public Square, Suite 2800
Cleveland, Ohio 44114
Telephone: (216) 621-0150
Facsimile: (216) 241-2824
Email: [email protected]
Lead Counsel to the Official Committee of Unsecured
Creditors
CERTIFICATE OF SERVICE
I hereby certify that on April 21, 2021, the foregoing Monthly Fee Statement was filed using the
Court’s CM/ECF System, which served the Monthly Fee Statement on all registered ECF participants who
have appeared in this case. I also certify that on April 21, 2021, a true and complete copy of the Monthly
Fee Statement was served by email or overnight mail as described herein and in compliance with the
Interim Compensation Order.
/s/ Robert S. Westermann
Robert S. Westermann
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EXHIBIT A
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ALPHA MEDIA HOLDINGS, LLC, et al
Dundon Advisers LLC
Exhibit A – Summary of Previously Filed Fee Statements
This is the first monthly fee statement filed by Dundon in this matter.
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EXHIBIT B
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ALPHA MEDIA HOLDINGS, LLC, et al
Dundon Advisers LLC
Exhibit B – Summary of Hours & Fees by Task by Professional
February 4, 2021 through March 31, 2021
Business Analysis
Professional Rate Total
Hours
Total Fees
Peter Hurwitz $700.00 15.5 $1,560.00
Phil Preis $650.00 11.6 $7,540.00
Lee Rooney $400.00 3.9 $1,560.00
31.0 $19,950.00
Case Administration
Professional Rate Total
Hours
Total Fees
Peter Hurwitz $700.00 6.7 $4,690.00
Phil Preis $650.00 10.6 $6,890.00
Lee Rooney $400.00 34.1 $13,640.00 51.4 $25,220.00
Claims Analysis
Professional Rate Total
Hours
Total Fees
Peter Hurwitz $700.00 9.8 $6,860.00
Phil Preis $650.00 6.9 $4,485.00
Lee Rooney $400.00 7.2 $2,880.00 23.9 $14,225.00
Committee Activities
Professional Rate Total
Hours
Total Fees
Peter Hurwitz $700.00 14.7 $10,290.00
Phil Preis $650.00 14.5 $9,425.00
Lee Rooney $400.00 17.1 $6,840.00 46.3 $26,555.00
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Other Professionals’ Retention and Fee Applications
Professional Rate Total
Hours
Total Fees
Peter Hurwitz $700.00 2.7 $1,890.00
Phil Preis $650.00 .2 $130.00
2.9 $2,020.00
Plan and Disclosure Statement
Professional Rate Total
Hours
Total Fees
Peter Hurwitz $700.00 8.9 $6,230.00
Phil Preis $650.00 3.8 $2,470.00
12.7 $8,700.00
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EXHIBIT C
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ALPHA MEDIA HOLDINGS, LLC, et al
Dundon Advisers LLC
Exhibit C – Summary of Hours & Fees by Professional
February 4, 2021 through March 31, 2021
Name of
Professional
Individual
Position of the Applicant Hourly
Billing
Rate
Total
Hours
Billed
Total
Compensation
Peter Hurwitz Principal $700 58.3 $40,810.00
Phil Preis Managing Director $650 47.6 $30,940.00
Lee Rooney Associate Director $400 62.3 $24,920.00
Fee
Statement
Hours
Total
Compensation
Grand Total 168.2 $96,670.00
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EXHIBIT D
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ALPHA MEDIA HOLDINGS, LLC, et al
Dundon Advisers LLC
Exhibit D – Summary of Expenses
February 4, 2021 through March 31, 2021
Expense Summary
Expense Category Total Expenses
Total Expenses $0.00
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EXHIBIT E
ALPHA MEDIA HOLDINGS, LLC, et al
Dundon Advisers LLC
Exhibit E – Detailed Invoice
February 4, 2021 through March 31, 2021
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Dundon Advisers LLC - Activity TypeDate Start: 2/1/2021 | Date End: 3/31/2021 | Clients: Alpha Media | Users: All | Matters: All | Activity Types: All | Group By: Activity Code
Date Client Matter Description Billable TimeBillableAmount
Business Analysis
Lee Rooney
03/22/2021 Alpha Media UCC Review of budget variances 1.60 $640.0003/23/2021 Alpha Media UCC Telecom with E&Y re: budget variances,
cure amounts, GUC payments0.40 $160.00
03/24/2021 Alpha Media UCC Budget Analysis 1.90 $760.00
Totals Amounts for User Lee Rooney 3.90 $1,560.00
Peter Hurwitz
02/05/2021 Alpha Media UCC Review docket filings, analyze 13 weekcash flow budget, review DIP terms andconditions
3.50 $2,450.00
02/09/2021 Alpha Media UCC Telecon E&Y, Dundon, Preis, Rooney re:budget analysis
0.60 $420.00
02/09/2021 Alpha Media UCC Telecon E+Y re: budget and cash flowdiligence
0.60 $420.00
02/09/2021 Alpha Media UCC Review wage motion and bonus plan,telecon Preis re: same
0.90 $630.00
02/09/2021 Alpha Media UCC Review detailed budget and cash flow inpreparation for telecon with E+Y team
1.50 $1,050.00
02/10/2021 Alpha Media UCC Prepare UCC materials for upcomingmeeting, telecons Rooney re: same
1.00 $700.00
02/16/2021 Alpha Media UCC Telecon Hahn (Wick) re: update on caseprocess
0.40 $280.00
02/22/2021 Alpha Media UCC Review DIP motion and considerobjections/issues
1.40 $980.00
02/22/2021 Alpha Media UCC Teleocn Hahn Loeser (Wick) re: DIPmotion and objections
0.50 $350.00
02/23/2021 Alpha Media UCC Attend DIP motion hearing 1.50 $1,050.0002/23/2021 Alpha Media UCC Telecon E&Y, Rooney, Preis re: budget
update0.50 $350.00
02/25/2021 Alpha Media UCC Telecon Miller Buckfire, Preis, Rooneyre: business analysis and case strategy
0.30 $210.00
02/25/2021 Alpha Media UCC Review Debtors business plan, teleconPreis re: same
1.30 $910.00
03/09/2021 Alpha Media UCC Prepare for telecon with Moelis toreview business model
1.50 $1,050.00
Totals Amounts for User Peter Hurwitz 15.50 $10,850.00
Phillip Preis
02/06/2021 Alpha Media UCC Review of detail behind DIP budget andweekly variance reporting
0.80 $520.00
02/09/2021 Alpha Media UCC Review of debtor motion to payemployee wages and KERP, call withPeter Hurwitz on same
1.70 $1,105.00
02/09/2021 Alpha Media UCC Call with E&Y team to discussgo-forward cash budget
0.50 $325.00
02/19/2021 Alpha Media UCC Review of revised DIP agreement 1.40 $910.0002/22/2021 Alpha Media UCC Review of revised MillerBuckfire deck
for committee0.30 $195.00
02/23/2021 Alpha Media UCC Review of data room materials 2.40 $1,560.0002/25/2021 Alpha Media UCC Call with Miller Buckfire team to prep
for business plan call with management0.30 $195.00
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02/25/2021 Alpha Media UCC Review of debtor's go-forward businessplan model, telephone call with PeterHurwitz about it
1.60 $1,040.00
03/01/2021 Alpha Media UCC Review of debtors proposed sources anduses
0.80 $520.00
03/09/2021 Alpha Media UCC Prepare for call with Moelis to discussbusiness plan and treatment ofunsecured creditors. P. Hurwitz and L.Rooney on from Dundon. Z. Jamal fromMoelis
1.40 $910.00
03/23/2021 Alpha Media UCC Attended Call with E&Y team to discusspayment terms for general unsecuredcreditors. P. Hurwitz and J. D'Amicofrom MB on too.
0.40 $260.00
Totals Amounts for User Phillip Preis 11.60 $7,540.00
Totals Amounts for Activity Type Business Analysis 31.00 $19,950.00
Case Administration
Lee Rooney
02/06/2021 Alpha Media UCC Docket Review 0.70 $280.0002/06/2021 Alpha Media UCC Analysis of Budget 1.60 $640.0002/06/2021 Alpha Media UCC DIP Review 2.40 $960.0002/08/2021 Alpha Media UCC Review of Budget and weekly cash flow
reports1.90 $760.00
02/16/2021 Alpha Media UCC Budget/Cash Flow Analysis 1.40 $560.0002/16/2021 Alpha Media UCC Committee Materials 2.10 $840.0002/20/2021 Alpha Media UCC Review and analysis Amended DIP 3.40 $1,360.0002/21/2021 Alpha Media UCC Budget Analysis including Cash Flow
Projection1.90 $760.00
02/22/2021 Alpha Media UCC Committee Materials 2.10 $840.0002/23/2021 Alpha Media UCC Budget versus Cash Flow 1.50 $600.0002/23/2021 Alpha Media UCC DIP Hearing 1.20 $480.0002/23/2021 Alpha Media UCC Telecom with E&Y re: case budget 0.50 $200.0002/23/2021 Alpha Media UCC Budget Analysis 0.70 $280.0002/25/2021 Alpha Media UCC Call with Miller Buckfire 0.20 $80.0002/28/2021 Alpha Media UCC Business Plan analysis 2.10 $840.0002/28/2021 Alpha Media UCC Budget Analysis 2.40 $960.0003/03/2021 Alpha Media UCC Committee Meeting 0.70 $280.0003/09/2021 Alpha Media UCC Analysis of budget variance and updated
cash flow forecast2.10 $840.00
03/09/2021 Alpha Media UCC Participated in telecom with Moelis Z.Jamal, P. Hurwitz, and others to discussdiligence
0.70 $280.00
03/09/2021 Alpha Media UCC Analysis of Business Plan 2.40 $960.0003/10/2021 Alpha Media UCC Analysis of Restructuring Expenses at
Confirmation2.10 $840.00
Totals Amounts for User Lee Rooney 34.10 $13,640.00
Peter Hurwitz
02/16/2021 Alpha Media UCC Compile professional fee accruals forDebtors reporting on DIP, email E&Y(Reed) re: same
0.40 $280.00
03/02/2021 Alpha Media UCC Compile professional fee accruals forDebtors reporting on DIP, email E&Y(Reed) re: same
0.40 $280.00
03/11/2021 Alpha Media UCC Attend Hearing 5.10 $3,570.0003/16/2021 Alpha Media UCC Compile professional fee accruals for
Debtors reporting on DIP, email E&Y(Reed) re: same
0.40 $280.00
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03/30/2021 Alpha Media UCC Compile professional fee accruals forDebtors reporting on DIP, email E&Y(Reed) re: same
0.40 $280.00
Totals Amounts for User Peter Hurwitz 6.70 $4,690.00
Phillip Preis
02/05/2021 Alpha Media UCC Intro call with Miller buckfire team;Peter Hurwitz and Matt Dundon on aswell
0.50 $325.00
02/05/2021 Alpha Media UCC Intro call with E&Y team 0.40 $260.0002/19/2021 Alpha Media UCC Review of dip reporting 1.10 $715.0002/23/2021 Alpha Media UCC Final DIP hearing 1.30 $845.0002/23/2021 Alpha Media UCC Review of correspondence related to
final DIP hearing1.80 $1,170.00
03/10/2021 Alpha Media UCC Follow-up call with P. Hurwitz todiscuss case status and treatment ofGUCs
0.40 $260.00
03/11/2021 Alpha Media UCC Attending hearing to discuss (I) firstlien lender fee objections and (ii) UCCretention applications and (iii) approvalof disclosure statement
5.10 $3,315.00
Totals Amounts for User Phillip Preis 10.60 $6,890.00
Totals Amounts for Activity Type Case Administration 51.40 $25,220.00
Claims Analysis
Lee Rooney
03/23/2021 Alpha Media UCC Analysis of claims on schedules withcomparison to budgeted cure amounts,telecoms P. Hurwitz
2.20 $880.00
03/23/2021 Alpha Media UCC Analysis of 90-day payments and insiderpayments with creation of figures
1.10 $440.00
03/30/2021 Alpha Media UCC Telecom with P. Preis and P. Hurwitzre: cure costs and claims
0.50 $200.00
03/30/2021 Alpha Media UCC Telecom re: cure amounts and GUC list 0.40 $160.0003/30/2021 Alpha Media UCC Analysis of GUC list and cure amounts 2.10 $840.0003/31/2021 Alpha Media UCC Telecom with E&Y (B. Yano) with P.
Preis and P. Hurwitz0.50 $200.00
03/31/2021 Alpha Media UCC Telecom with P. Preis and P. Hurwitzre: claims and cure amounts
0.40 $160.00
Totals Amounts for User Lee Rooney 7.20 $2,880.00
Peter Hurwitz
03/03/2021 Alpha Media UCC Review and analyze SOALs and SOFAs. 2.70 $1,890.0003/15/2021 Alpha Media UCC Email exchange E&Y (Reed) re:
obtaining excel back up to schedules,telecon Hahn (Wick), Moelis re: same
0.80 $560.00
03/23/2021 Alpha Media UCC Telecon Hahn (Wick) re: budgeted cureamounts, analysis of schedules toconfirm same, telecons Rooney
1.50 $1,050.00
03/23/2021 Alpha Media UCC Review E&Y claims pool analysis andcontract cure schedule
0.70 $490.00
03/30/2021 Alpha Media UCC Telecon Preis, Rooney re: timing andanalysis of payments to GUC pool
0.50 $350.00
03/30/2021 Alpha Media UCC Review analysis from debtors financialadvisor (E&Y) re: timing and analysis ofpayments to GUC pool
1.90 $1,330.00
03/31/2021 Alpha Media UCC Telecon debtors financial advisor (E&Y),Pries, Rooney re: timing and analysis ofpayments to GUC pool
0.50 $350.00
03/31/2021 Alpha Media UCC Telecon creditor re: cure reconciliation 0.80 $560.00
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03/31/2021 Alpha Media UCC Telecon Preis, Rooney re: timing of GUCpayments
0.40 $280.00
Totals Amounts for User Peter Hurwitz 9.80 $6,860.00
Phillip Preis
03/02/2021 Alpha Media UCC Review of SOFAs / SOALs 2.40 $1,560.0003/30/2021 Alpha Media UCC Review of materials provided by E&Y
addressing timing of payment of GUCclaims
2.30 $1,495.00
03/30/2021 Alpha Media UCC Call with P. Hurwitz and L. Rooney todiscuss analysis provided by debtorabout payment of GUC claims
0.50 $325.00
03/31/2021 Alpha Media UCC Conversation with a claims holder aboutexperience in dealing with the companyon reconciling cure amount
0.80 $520.00
03/31/2021 Alpha Media UCC call with E&Y team to discuss timingfor payment of claims. P. Hurwitz andL. Rooney on too
0.50 $325.00
03/31/2021 Alpha Media UCC Follow-up call with P. Hurwitz and L.Rooney after discussing claimspayments with E&Y
0.40 $260.00
Totals Amounts for User Phillip Preis 6.90 $4,485.00
Totals Amounts for Activity Type Claims Analysis 23.90 $14,225.00
Committee Member/Professional Meetings & Communications
Lee Rooney
02/05/2021 Alpha Media UCC Telecom with Debtor FA E&Y 0.40 $160.0002/05/2021 Alpha Media UCC Telecom with Hahn 0.40 $160.0002/09/2021 Alpha Media UCC Telecom with E&Y to discuss Company
financials0.60 $240.00
02/10/2021 Alpha Media UCC Committee Deck 1.40 $560.0002/10/2021 Alpha Media UCC Committee Meeting 0.50 $200.0002/17/2021 Alpha Media UCC Committee Meeting 0.30 $120.0002/24/2021 Alpha Media UCC Committee Meeting 0.60 $240.0003/09/2021 Alpha Media UCC Preparation of Committee Materials 1.60 $640.0003/10/2021 Alpha Media UCC Revisions to Committee deck 1.70 $680.0003/10/2021 Alpha Media UCC Committee Meeting 1.00 $400.0003/11/2021 Alpha Media UCC Attended hearing: Fortress professional
compensation.5.10 $2,040.00
03/17/2021 Alpha Media UCC Attended Committee Meeting 1.00 $400.0003/23/2021 Alpha Media UCC Preparation of Committee Materials 1.60 $640.0003/24/2021 Alpha Media UCC Participated in Committee Meeting 0.90 $360.00
Totals Amounts for User Lee Rooney 17.10 $6,840.00
Peter Hurwitz
02/05/2021 Alpha Media UCC Telecon with Miller Buckfire (D'Amico,Klein), Preis, Dundon
0.50 $350.00
02/05/2021 Alpha Media UCC Telecon Hahn, Miller Buckfire, Preis,Dundon, Rooney
0.50 $350.00
02/05/2021 Alpha Media UCC Telecon with E&Y, Preis, Dundon 0.40 $280.0002/10/2021 Alpha Media UCC Attend UCC teleconference 0.60 $420.0002/10/2021 Alpha Media UCC Review and finalize UCC presentation
materials, telecon Hahn Loeser (Wick)re: same
0.50 $350.00
02/17/2021 Alpha Media UCC UCC telecon 0.40 $280.0002/17/2021 Alpha Media UCC Prepare budget variance update
materials, telecons Rooney re: same0.80 $560.00
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02/23/2021 Alpha Media UCC finalize UCC variance presentation,telecons Rooney re: same
0.70 $490.00
02/24/2021 Alpha Media UCC UCC telecon 0.70 $490.0003/03/2021 Alpha Media UCC Attend telephonic UCC meeting 0.70 $490.0003/09/2021 Alpha Media UCC Telecon with Moelis, Miller Buckfire,
Rooney, Preis re: business model review1.00 $700.00
03/10/2021 Alpha Media UCC Review and revise UCC presentationmaterials, telecons Rooney re: same
0.80 $560.00
03/17/2021 Alpha Media UCC Telecon Hahn Loeser, Miller Buckfire,UCC professional representatives, Preis,Rooney re: case update
1.10 $770.00
03/17/2021 Alpha Media UCC Attend UCC Telecon 1.00 $700.0003/17/2021 Alpha Media UCC Telecon Hahn Loeser (Wick), Preis re:
case strategy1.00 $700.00
03/17/2021 Alpha Media UCC Prepare for UCC telecon 0.30 $210.0003/23/2021 Alpha Media UCC Review and finalize UCC presentation
materials, telecon Preis, Rooney re:same
0.80 $560.00
03/23/2021 Alpha Media UCC Review Miller Buckfire presentation tothe UCC re: business plan analysis
0.40 $280.00
03/23/2021 Alpha Media UCC Telecon Hahn Loeser (Wick) re: budgetanalysis and timing of claims paymentsto GUC's.
0.50 $350.00
03/23/2021 Alpha Media UCC Review and finalize UCC presentationmaterials, email exchange Hahn Loeser(Wick) re: same
0.70 $490.00
03/24/2021 Alpha Media UCC Prepare for UCC telecon, reviewmaterials re: same
0.30 $210.00
03/24/2021 Alpha Media UCC UCC telecon 1.00 $700.00
Totals Amounts for User Peter Hurwitz 14.70 $10,290.00
Phillip Preis
02/05/2021 Alpha Media UCC Kick-off call with UCC professionals 0.50 $325.0002/10/2021 Alpha Media UCC Call with Committee 0.50 $325.0002/10/2021 Alpha Media UCC Prep for call with committee 0.40 $260.0002/10/2021 Alpha Media UCC Review and comment on Dundon
committee deck0.40 $260.00
02/17/2021 Alpha Media UCC Prep for committee call 0.80 $520.0002/17/2021 Alpha Media UCC Committee update call 0.30 $195.0002/22/2021 Alpha Media UCC Review of Dundon draft presentation for
committee1.20 $780.00
02/24/2021 Alpha Media UCC prep for committee call 0.60 $390.0002/24/2021 Alpha Media UCC Recurring committee call to discuss DIP
hearing and next steps for case; Dundonupdate on cash flows as well
0.60 $390.00
02/24/2021 Alpha Media UCC review of Dundon materials forcommittee
0.70 $455.00
03/03/2021 Alpha Media UCC Attended conference call with clients todiscuss the cases and provide afinancial update
0.70 $455.00
03/09/2021 Alpha Media UCC Attended call with Moelis and MB todiscuss business plan and treatment ofGUCs. Z. Jamal and P. Hurwitz on call
1.00 $650.00
03/09/2021 Alpha Media UCC Discussion with L. Rooney concerningbook for committee meeting
0.40 $260.00
03/10/2021 Alpha Media UCC Review and comment to Alpha mediapresentation for the committee
1.10 $715.00
03/10/2021 Alpha Media UCC Call's with Lee Rooney to discusspresentation for committee
0.50 $325.00
03/10/2021 Alpha Media UCC Attended recurring committee call todiscuss financial performance andupdate committee on case progress
1.00 $650.00
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03/17/2021 Alpha Media UCC Attended professional call to discusscase strategy. C. Wick and P. Hurwitzon as well
1.00 $650.00
03/17/2021 Alpha Media UCC Prepare for call with UCC advisors 0.20 $130.0003/23/2021 Alpha Media UCC Follow-up call with Lee Rooney to
discuss our deck for our committee callon Alpha Media
0.40 $260.00
03/23/2021 Alpha Media UCC Calls with P. Hurwitz and L.Rooney todiscuss book for committee
0.80 $520.00
03/24/2021 Alpha Media UCC Committee call to discuss potentialconfirmation objections and updatecommittee on financial performance
1.00 $650.00
03/24/2021 Alpha Media UCC Prep for committee meeting 0.40 $260.00
Totals Amounts for User Phillip Preis 14.50 $9,425.00
Totals Amounts for Activity Type Committee Member/Professional Meetings & Communications 46.30 $26,555.00
Other Professionals' Retention and Fee Applications
Peter Hurwitz
03/08/2021 Alpha Media UCC Review draft motion in support of UCCinvestment banker retention, commentsHahn Loeser re: same
0.50 $350.00
03/09/2021 Alpha Media UCC Telecons Hahn Loeser (Wick) re:objections to UCC investment bankerretention
0.80 $560.00
03/09/2021 Alpha Media UCC Telecon Moelis re: objections to UCCinvestment banker retention
0.50 $350.00
03/09/2021 Alpha Media UCC Review draft motion in support of UCCinvestment banker retention, commentsHahn Loeser re: same
0.90 $630.00
Totals Amounts for User Peter Hurwitz 2.70 $1,890.00
Phillip Preis
03/08/2021 Alpha Media UCC Review of motion to object to UCChiring of an investment banker
0.20 $130.00
Totals Amounts for User Phillip Preis 0.20 $130.00
Totals Amounts for Activity Type Other Professionals' Retention and Fee Applications 2.90 $2,020.00
Plan and Disclosure Statement
Peter Hurwitz
02/12/2021 Alpha Media UCC Review updated disclosure statement,telecons Hahn Loeser re: same
1.50 $1,050.00
02/19/2021 Alpha Media UCC Review updated plan of reorganizationand disclosure statement, analyzeliquidation analysis and GUC treatment,telecons Preis re: same
1.50 $1,050.00
02/20/2021 Alpha Media UCC Review updated plan of reorganization,analyze new DIP proposal, teleconsdebtors financial advisor re: same
1.80 $1,260.00
02/21/2021 Alpha Media UCC Review Fortress revised proposal,telecons Debtors financial advisor re:same
1.20 $840.00
03/08/2021 Alpha Media UCC Analyze UCC objections updated planand treatment of GUCs, telecons HahnLoeser re: same
0.50 $350.00
03/10/2021 Alpha Media UCC Review second amended Plan 0.90 $630.0003/15/2021 Alpha Media UCC Email exchange Hahn (Wick), review
plan supplement and managementincentive plan details
0.80 $560.00
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03/30/2021 Alpha Media UCC Review Debtors memorandum insupport of confirmation
0.70 $490.00
Totals Amounts for User Peter Hurwitz 8.90 $6,230.00
Phillip Preis
02/12/2021 Alpha Media UCC Review of Fortress revised DIP andrestructuring proposal
0.60 $390.00
02/19/2021 Alpha Media UCC Review of revised disclosure statement,telephone conversation with PeterHurwitz about thoughts
1.20 $780.00
02/21/2021 Alpha Media UCC Review of correspondence aroundDebtors new POR and DIP
1.20 $780.00
03/08/2021 Alpha Media UCC Review of correspondence related toUCC objections to the debtorsdisclosure statement and proposedtreatment of GUC's thereunder
0.80 $520.00
Totals Amounts for User Phillip Preis 3.80 $2,470.00
Totals Amounts for Activity Type Plan and Disclosure Statement 12.70 $8,700.00
Grand Total 168.20 $96,670.00
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EXHIBIT B
(April 1 Fees)
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Dundon Advisers LLC - Activity TypeDate Start: 4/1/2021 | Date End: 4/1/2021 | Clients: Alpha Media | Users: All | Matters: All | Activity Types: All | Group By: Activity Code
Date Client Matter Description Billable TimeBillableAmount
Committee Member/Professional Meetings & Communications
Lee Rooney
04/01/2021 Alpha Media UCC Hearing 0.20 $80.00
Totals Amounts for User Lee Rooney 0.20 $80.00
Totals Amounts for Activity Type Committee Member/Professional Meetings & Communications 0.20 $80.00
Plan and Disclosure Statement
Peter Hurwitz
04/01/2021 Alpha Media UCC Attend confirmation hearing 1.40 $980.0004/01/2021 Alpha Media UCC Review filings and correspondence in
preparation for confirmation hearing0.70 $490.00
04/01/2021 Alpha Media UCC Review Debtors memorandum insupport of confirmation
0.70 $490.00
Totals Amounts for User Peter Hurwitz 2.80 $1,960.00
Phillip Preis
04/01/2021 Alpha Media UCC Review of correspondence related toconfirmation hearing
0.10 $65.00
04/01/2021 Alpha Media UCC Attended confirmation hearing viatelephone
0.50 $325.00
Totals Amounts for User Phillip Preis 0.60 $390.00
Totals Amounts for Activity Type Plan and Disclosure Statement 3.40 $2,350.00
Grand Total 3.60 $2,430.00
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EXHIBIT 1
(Proposed Order)
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Daniel A. DeMarco, Esq. (admitted pro hac vice)
Christopher B. Wick, Esq. (admitted pro hac vice)
Rocco I. Debitetto, Esq. (admitted pro hac vice)
Katie L. Steiner, Esq. (admitted pro hac vice)
John P. Oliver, Esq. (admitted pro hac vice)
HAHN LOESER & PARKS LLP
200 Public Square, Suite 2800
Cleveland, Ohio 44114
Telephone: (216) 621-0150
Facsimile: (216) 241-2824
Email: [email protected]
Lead Counsel to the Official Committee of Unsecured Creditors
Robert S. Westermann (VSB No. 43294)
Brittany B. Falabella (VSB No. 80131)
HIRSCHLER FLEISCHER, P.C.
The Edgeworth Building
2100 East Cary Street
Richmond, Virginia 23223
P.O. Box 500
Richmond, Virginia 23218-0500
Telephone: (804) 771-9500
Facsimile: (804) 644-0957
Email: [email protected]
Local Counsel to the Official Committee of Unsecured
Creditors
IN THE UNITED STATES BANKRUPTCY COURT
FOR THE EASTERN DISTRICT OF VIRGINIA
RICHMOND DIVISION
In re: ) Chapter 11
)
ALPHA MEDIA HOLDINGS LLC., et al. 1 )
)
Case No. 21-30209 (KRH)
)
Debtors. ) (Jointly Administered)
)
ORDER APPROVING FINAL FEE APPLICATION OF DUNDON ADVISERS LLC AS
FINANCIAL ADVISOR TO THE OFFICIAL COMMITTEE OF UNSECURED CREDITORS
FOR ALLOWANCE OF COMPENSATION FOR SERVICES RENDERED AND
REIMBURSEMENT OF EXPENSES FOR THE PERIOD FROM FEBRUARY 4, 2021
THROUGH APRIL 1,2021
Upon consideration of the first and final fee application (the “Final Application”)6 of Dundon
Advisors LLC (“Dundon”) as Financial Advisor to the Official Committee of Unsecured Creditors (the
“Committee”) for the period from February 4, 2021 through April 1, 2021 (the “Final Fee Period”); and
the Court having considered the Final Application filed by Dundon; and it appearing to the Court that the
relief requested in the Final Application is in the best interests of the Debtors’ estates, its creditors and
1 A complete list of each of the Debtors in these Chapter 11 cases may be obtained on the website of the Debtors’ claims and
noticing agent at http://cases.stretto.com/AlphaMedia. The location of Debtor Alpha Media Holdings LLC principal place of
business and Debtors’ service address in these chapter 11 cases is 1211 SW 5t.h Avenue, Suite 750, Portland OR 97204. 6 Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Application.
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other parties-in-interest; and the Court having jurisdiction to consider the Final Application and the relief
requested therein; and the Committee having provided adequate and appropriate notice of the Final
Application; and after due deliberation and good and sufficient cause appearing therefor, it appearing to
the Court that the Final Application should be approved,
IT IS HEREBY ORDERED THAT:
1. The Final Application is GRANTED as set forth herein.
2. Dundon is allowed on a final basis compensation in the amount of $94,952.00, which sum
is net a voluntary reduction of $4,148.00 per agreement with the Office of the United States Trustee, for
the Final Fee Period.
3. The Debtors are authorized and directed to disburse to Dundon payment in the amount of
the difference between the allowed amounts and the actual monthly payments previously received by
Dundon for fees and expenses incurred during the Final Fee Period.
4. The Debtors and Dundon are authorized and empowered to take such actions as may be
necessary and appropriate to implement the terms of this Order.
5. The terms and conditions of this Order shall be immediately effective and enforceable upon
its entry.
6. This Court shall retain jurisdiction with respect to all matters arising from or related to the
implementation of this Order.
Dated: ____________, 2020
Richmond, Virginia
HONORABLE KEVIN R. HUENNEKENS,
UNITED STATES BANKRUPTCY JUDGE
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WE ASK FOR THIS:
By: /s/ Robert S. Westermann
Robert S. Westermann (VSB No. 43294)
Brittany B. Falabella (VSB No. 80131)
HIRSCHLER FLEISCHER, P.C.
The Edgeworth Building
2100 East Cary Street
Richmond, Virginia 23223
P.O. Box 500
Richmond, Virginia 23218-0500
Telephone: (804) 771-9500
Facsimile: (804) 644-0957
Email: [email protected]
Local Counsel to the Official Committee of
Unsecured Creditors
-and-
Daniel A. DeMarco, Esq. (admitted pro hac vice)
Christopher B. Wick, Esq. (admitted pro hac vice)
Rocco I. Debitetto, Esq. (admitted pro hac vice)
Katie L. Steiner, Esq. (admitted pro hac vice)
John P. Oliver, Esq. (admitted pro hac vice)
HAHN LOESER & PARKS LLP
200 Public Square, Suite 2800
Cleveland, Ohio 44114
Telephone: (216) 621-0150
Facsimile: (216) 241-2824
Email: [email protected]
Lead Counsel to the Official Committee of Unsecured
Creditors
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SEEN AND NO OBJECTION:
/s/ DRAFT
B. Webb King, Esq.
OFFICE OF THE UNITED STATES TRUSTEE
701 East Broad Street
Suite 4304
Richmond, Virginia 23219
Office of the U.S. Trustee
CERTIFICATION OF ENDORSEMENT
UNDER LOCAL RULE 9022-1(C)
Pursuant to Local Bankruptcy Rule 9022-1(C), I hereby certify that the foregoing proposed order
has been endorsed by or served upon all necessary parties.
/s/
Counsel
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