AUDREY R. EVANS, Bankruptcy Judge.
Now before the Court is an Application for Payment of Administrative Expenses Pursuant to 11 U.S.C. § 503 (Dkt. #251)
A hearing on the Expense Application was held on September 4, 2013. Robert Gibson and Streetman appeared on behalf of the Southwest Trustee. Michael E. Collins, the Chapter 11 Trustee, appeared on his own behalf. Patricia J. Stanley appeared on behalf of the United States Trustee. Judy Simmons Henry and Charles T. Coleman appeared on behalf of Dr. James J. Naples. Kimbro Stephens appeared on behalf of the A.K. Trust. At the close of evidence, the Court took the matter under advisement.
The factual background and history of this Chapter 11 Debtor, as well as certain related entities and individuals, has been described extensively in the Addendum to: Order Granting Motions to Appoint Trustee (Dkt. #293) entered on July 9, 2013 (the
The Debtor, Living Hope Southeast, LLC, filed bankruptcy on February 27, 2012, to continue operating while managing litigation in other forums. Specifically, the Debtor faced a lawsuit in Miller County, Arkansas filed by Pinewood Enterprises, L.C.
As described more thoroughly in the Addendum, in late 2012 and early 2013, certain parties — specifically, Kimbro, and a board created to control the Debtor consisting of Greg Stephens (Kimbro's brother), Steve Ward (Kimbro and Greg's uncle), and Ken Stephens (Kimbro and Greg's father) — attempted to take control of the Debtor. They disputed how to defend Southwest AP, and specifically, whether Kimbro should be allowed to intervene in the Southwest AP. Kimbro and the alleged board ultimately attempted to terminate Debtor's counsel, Jim Smith and the firm of Smith, Akins & Gladden, P.A.
On January 25, 2013, the Southwest Trustee filed her motion to appoint a trustee in this Chapter 11 case, and on February 12, 2013, the U.S. Trustee filed its motion to appoint a trustee. The motions to appoint a trustee were filed following Kimbro and Greg's attempt to obtain a constructive trust on the Debtor's assets, along with other actions taken by Kimbro, as described in detail in the Addendum, which include: the alleged creation of a "board of trustees" to control the Debtor; this board's firing of Debtor's counsel, Smith, in the midst of the Southwest AP trial; and Kimbro's filing of a lawsuit in District Court on the Debtor's behalf with no court approval of Kimbro as counsel or relief from the stay to file the lawsuit.
Hearings on the motions to appoint a trustee took place on February 14, February 18, March 8, and March 11 of 2013 (the
Addendum at 8-9. The settlement sought to settle not only the claim held by the Southwest Trustee and the claim asserted by Naples, but attempted to settle claims asserted by Greg Stephens on behalf of LHI and the Estate of Wanda Stephens. Prior to the entry of the Southwest Judgment and the motions to appoint a trustee, the only active creditors in this case were Naples and the Southwest Trustee. While Greg (on behalf of these entities) had asserted cross-claims against the Debtor in the Miller County Case, he did not file claims or appear at any hearings in this case until the Trustee Appointment Hearings had begun. As the representative for the Estate of Wanda Stephens, Greg filed an unsecured claim for $1,200,000 on March 7, 2013, based on alleged tortuous interference by Southeast with an employment contract between LHI and Wanda Stephens entered on April 22, 2010 (two pages of an employment contract were attached to this claim; Greg testified there was an additional page that is missing). LHI filed an unsecured claim for $1,250,000 on March 7, 2013, based on this statement: "LHSE acting through Kimbro Stephens and Alice Stephens, converted the business operating of LHI to that of LHSE."
During the four days of the Trustee Appointment Hearings, the motions to appoint a trustee were prosecuted by Stanley on behalf of the UST, and by Streetman and Gibson on behalf of the Southwest Trustee. The motions were strongly opposed by Robertson as proposed counsel for the Debtor, Naples, the A.K. Trust (represented by Kimbro), LHI and Ameriwest (represented by Steve Gershner on behalf of Greg Stephens), and Greg, pro se, as the executor of his mother's estate. On April 19, 2013, the Court granted the motions to appoint a Chapter 11 Trustee, finding, in part, that
Order Granting Motions to Appoint Trustee at 14. Until the Trustee Appointment Hearings, Naples and the Southwest Trustee had battled over their respective claims to this Debtor. Then, in the late Winter and early Spring of 2013, Greg, Kimbro and other Stephens family members asserted control of the Debtor with no regard for the Debtor's fiduciary duties to its bankruptcy estate, and the Stephenses joined Naples in an effort to defeat the Southwest Trustee's claim. To achieve their ends, the Stephenses hired new counsel unfamiliar with the long history of the case, and worked on proposing a settlement with Naples that favored the Stephens family and Naples over the Southwest Trustee.
In her Expense Application, the Southwest Trustee requests the following expenses be afforded administrative expense treatment under subsections 503(b)(3)(D) and (b)(4) of the Bankruptcy Code
After carefully reviewing the Expense Application, the pleadings of the parties, and the evidence presented at the trial on the application, the Court grants the application in part. For the reasons described herein, only those expenses associated with the appointment of a Chapter 11 Trustee are approved as administrative expenses to be paid from the Debtor's estate pursuant to subsections 503(b)(3)(D) and
Because administrative expenses are priority claims which are paid directly out of the bankruptcy estate and may diminish the recovery of creditors, the Code's administrative expense provisions are strictly construed. Mfrs. Hanover Trust Co. v. Bartsh (In re Flight Transp. Corp. Secs. Litig.), 874 F.2d 576, 581 (8th Cir.1989); Rice v. Bennett (In re Supermarket Investors, Inc.), 441 B.R. 333, 343 (Bankr.E.D.Ark.2010).
"A finding of entitlement under § 503(b)(3)(D) is a prerequisite to an allowance under subsection (b)(4)." In re Serv. Merch. Co., Inc., 256 B.R. 738, 741 (Bankr.M.D.Tenn.1999) (citing In re Am. Preferred Prescription, Inc., 194 B.R. 721, 724 (Bankr.E.D.N.Y.1996)). The lengthier § 503(b)(3)(D) analysis only applies to the relatively small mileage expenses incurred by the Southwest Trustee as opposed to her much larger attorneys' fees which may be compensable under § 503(b)(4). However, the Court views the reasons supporting the Southwest Trustee's award of expenses under § 503(b)(3)(D) as integral to the Court's award of her counsel's compensation under § 503(b)(4) and is accordingly afforded a thorough analysis. The Court will now address these provisions in turn.
Section 503(b)(3)(D) provides administrative expense treatment for "actual, necessary expenses," other than compensation for attorney services, incurred by a creditor "in making a substantial contribution in a case under ... chapter 11" of the Code. 11 U.S.C. § 503(b)(3)(D). No one disputes that the Southwest Trustee is a creditor in this Chapter 11 case, which leaves two statutory inquiries: (1) has the Southwest Trustee made a "substantial contribution" in this case? and (2) were her expenses "actual" and "necessary"?
The burden is on the party seeking administrative expense treatment to demonstrate by a preponderance of the evidence that a "substantial contribution" was made. In re NWFX, Inc., 267 B.R. 118, 251 (Bankr.W.D.Ark.2001). Although "substantial contribution" is not defined by the Code, the Eighth Circuit Court of Appeals has held that the appropriate test is "whether the services substantially contributed to a successful result, that is, an actual and demonstrable benefit to the debtor's estate, the creditors, and to the extent relevant, the stockholders." Flight Transp., 874 F.2d at 582 (quoting In re Jensen-Farley Pictures, Inc., 47 B.R. 557, 569 (Bankr.D.Utah 1985)); see also In re Diamonds Plus, Inc., 233 B.R. 829, 833 (Bankr.E.D.Ark. 1999) ("[T]he phrase `substantial contribution' in section 503 means a contribution that is considerable in amount, value, or worth.") (internal quotations omitted). A substantial contribution is one that fosters and enhances the progress of a reorganization rather than retards it. Flight Transp., 874 F.2d at 583.
The Expense Application can be roughly divided into three categories of services
The Court first finds that the Southwest Trustee's services for attempting a settlement with the Debtor did not provide a substantial contribution in this case. Although the Southwest Trustee argued that these services were incurred in connection with the appointment of a Chapter 11 Trustee, the Court disagrees. Although the services were related in that the settlement negotiations provided further cause for the appointment of a trustee (as explained in the Addendum), the evidence presented at trial established that the settlement negotiations were undertaken by the Southwest Trustee strictly on behalf of the creditors of the LHSW estate and did not result in a demonstrable benefit to the Debtor's estate.
The substance of the settlement proposals and counterproposals made in February and March 2013 were to resolve claims against the Debtor's estate. None of the proposals and counterproposals presented to the Court address the appointment of a Chapter 11 Trustee; Streetman testified that this was because the other negotiating parties were "unalterably opposed" to the appointment of a trustee. Streetman continued to negotiate on behalf of the Southwest Trustee with Robertson, even though he testified to believing that (1) she was representing the interests of the Debtor's principals rather than the Debtor and (2) negotiating for the appointment of a trustee was a nonstarter. The UST was not involved in any of the settlement negotiations and nothing in the settlement proposals would have caused the UST's motion to appoint a Chapter 11 Trustee to be withdrawn.
In sum, the Court finds that the nature and substance of the settlement negotiations concerned the Southwest Trustee maximizing the recovery on LHSW's claim against the estate rather than replacing the Debtor's management. A substantial contribution is something more than satisfying performance of fiduciary duties. Flight Transp., 874 F.2d at 581. All claimed administrative expenses for services related to settlement negotiations with the Debtor and its creditors are disallowed as an administrative expense claim.
The Court also finds that the Southwest Trustee's services for opposing Robertson as the Debtor's proposed substitute counsel did not provide a substantial contribution in this case. For these reasons explained below, the Court finds that the demonstrable benefit in opposing Robertson as substitute counsel was provided by the UST and by the Chapter 11 Trustee rather than by the Southwest Trustee.
The Court finds that the Southwest Trustee failed to meet her burden of showing that she and her counsel provided any contribution, let alone a substantial one, in opposing Robertson's employment application. Consequently, the Southwest Trustee's claimed administrative expenses for services for opposing Robertson as substitute counsel are disallowed.
Lastly, the Court finds that the Southwest Trustee's services for the appointment of a Chapter 11 Trustee provided a substantial contribution to this case. Although unusual, a creditor's efforts to obtain the appointment of a Chapter 11 trustee have been found to constitute a substantial contribution. See, e.g., In re On Tour, LLC, 276 B.R. 407, 418 (Bankr. D.Md.2002); In re Catalina Spa & R.V. Resort, Ltd., 97 B.R. 13, 18 (Bankr. S.D.Cal.1989); In re Humphreys Pest Control Co., Inc., No. 82-05539S, 1990 WL 191859, at *3 (Bankr.E.D.Pa. Nov. 30, 1990), aff'd, 1991 WL 136195 (E.D.Pa. July 18, 1991).
The Southwest Trustee filed her motion to appoint a Chapter 11 Trustee on January 25, 2013, attaching various documentary evidence in support. The Southwest Trustee's motion brought to the Court's attention, for the first time, evidence supporting a "for cause," mandatory appointment of a Chapter 11 trustee under 11 U.S.C. § 1104(a). This evidence was accumulated through the Southwest Trustee's personal knowledge as a Chapter 7 Trustee in the LHSW bankruptcy. The UST filed its own motion to appoint a Chapter 11 trustee on February 13, 2013, a day before the hearing scheduled on the Southwest Trustee's motion. Although the UST's motion included additional reasons for the appointment of a trustee — namely, the attempt to hire Robertson and the animosity between the Debtor and its creditors — the motion, by and large, adopted the Southwest Trustee's motion including her exhibits.
The undisputed testimony was that the Southwest Trustee and her counsel were the primary catalysts in obtaining the appointment of a Chapter 11 Trustee, see Humphreys, 1990 WL 191859, at *3, and their efforts were successful. See On Tour, 276 B.R. at 419. Cf. In re Keeley & Grabanski Land P'ship, No. 10-31482, 2013 WL 4170414, at *9 (Bankr.D.N.D. Aug. 15, 2013) ("Because the Court denied the motion [to appoint a Chapter 11 Trustee], it cannot be said that the motion — or the work related to it — substantially contributed to the case."). The appointed Chapter 11 Trustee has protected the Debtor's assets from any further attempts to encumber them by Debtor's principals (such as the consent judgment sought by Greg and Kimbro in the Miller County Case).
Having found that the Southwest Trustee's efforts to appoint a Chapter 11 trustee provided a substantial contribution to the estate, the Court now explains why the objections raised at trial fail.
First, some of the objectors argued that the Southwest Trustee and her counsel did not make a "contribution" to the estate because her services did not result in cash or other assets going into the estate. Nothing in the plain language of § 503(b)(3)(D) requires such an interpretation. See Williams v. Cheves (In re Williams), 49 Fed.Appx. 845, 850 (10th Cir.2002) (unpublished) ("While finding additional assets of the estate may be a classic form of making a substantial contribution, it is not the only one. For example, courts have found that efforts to secure the appointment of a Chapter 11 trustee made a substantial contribution.") (citing cases). Helping to preserve the estate's assets is no less a contribution than acquiring money for the estate.
Second, the objectors argued that the more exacting substantial contribution standard used in Lebron v. Mechem Fin., Inc., governs this case. In Lebron, the Third Circuit Court of Appeals stated:
27 F.3d 937, 944 (3d Cir.1994). However, "[n]othing in § 503(b) indicates that a creditor's motivation has any relevance in whether the creditor can recover fees and expenses under § 503(b)." Cellular 101, Inc. v. Channel Commc'ns, Inc. (In re Cellular 101, Inc.), 377 F.3d 1092, 1098 (9th Cir.2004) (Brunetti, J., concurring). Moreover, at least two circuit courts of appeals have rejected a substantial contribution analysis that considers the creditor's self-interest. See Speights & Runyan v. Celotex Corp. (In re Celotex Corp.), 227 F.3d 1336, 1338 (11th Cir.2000); Hall Fin. Grp. v. DP Partners, Ltd. P'ship (In re DP Partners Ltd. P'ship), 106 F.3d 667, 673 (5th Cir.1997); see also Cellular 101, 377 F.3d at 1097-98 (any concern that creditors benefitted from their own efforts
Moreover, the court in Lebron recognized that "[m]ost activities of an interested party that contribute to the estate will also ... benefit that party to some degree, and the existence of a self-interest cannot in and of itself preclude reimbursement." 27 F.3d at 944. Therefore, even if the Southwest estate benefitted from the appointment of a Chapter 11 Trustee, that alone would not preclude reimbursement under Lebron. The Court has already held that the appointment of a Chapter 11 trustee would protect the Debtor's assets from its principals. See Order Appointing Trustee; Addendum. While the Southwest estate benefitted from her efforts, this benefit was outweighed by the benefit conferred on the estate and the LHSE creditors as a whole. The Court finds the Southwest Trustee's participation in the Trustee Appointment Hearings was vital due to the concerted opposition and involvement of the other parties. Therefore, the Court finds that the Southwest Trustee and her counsel's claimed administrative expenses for services securing the appointment of a Chapter 11 Trustee provided a substantial contribution in the case.
Although the Southwest Trustee's efforts in securing the appointment of a trustee provided a substantial contribution in the case, only those services that were actual and necessary qualify for administrative expense treatment under § 503(b)(3)(D). As noted by the Fifth Circuit Court of Appeals:
DP Partners, 106 F.3d at 673-74. The Court reviewed every entry on the itemizations submitted with the Expense Application. The Court then created a spreadsheet listing the expenses qualifying as administrative expenses. This spreadsheet is attached to this Opinion as an Appendix, the first page of which details the Southwest Trustee's allowed expenses of $246.24 which are directly related to the appointment of a Chapter 11 Trustee and were actual and necessary in making her substantial contribution in this case. Accordingly, $246.24 of the $314.64 requested by the Southwest Trustee for mileage expenses qualify as a § 503(b)(3)(D) administrative expense.
Having concluded the Southwest Trustee is entitled to a § 503(b)(3)(D) administrative expense claim, the Court now turns to whether her counsel is entitled to an administrative expense claim for services provided under § 503(b)(4). Section 503(b)(4) provides an administrative expense for:
11 U.S.C. § 503. The standard for awarding fees under § 503(b)(4) is identical to the standard in § 330(a)(1) which provides for payment of attorney fees for counsel to the bankruptcy trustee. Celotex, 227 F.3d at 1341 (citing 11 U.S.C. § 330(a)(1)); see also On Tour, 276 B.R. at 413.
Services rendered by approved counsel must be actual, necessary, and reasonably likely to benefit the debtor's estate or necessary to the administration of the case to be compensable under § 330. See generally In re Berg, 268 B.R. 250 (Bankr. D.Mont.2001). To determine reasonable compensation under § 330, bankruptcy courts are generally required to apply the lodestar method. Chamberlain v. Kula (In re Kula), 213 B.R. 729, 736 (8th Cir. BAP 1997) (citing P.A. Novelly v. Palans (In re Apex Oil Co.), 960 F.2d 728, 731 (8th Cir. 1992)). The lodestar method multiplies the reasonable hourly rate by the reasonable number of hours expended on the subject matter. Stalnaker v. DLC, Ltd., 376 F.3d 819, 825 (8th Cir.2004); Bachman v. Laughlin (In re McKeeman), 236 B.R. 667, 671 (8th Cir. BAP 1999). To determine the reasonableness of rates and hours, courts apply the factors listed in Johnson v. Georgia Highway Express, Inc., 488 F.2d 714 (5th Cir.1974). McKeeman, 236 B.R. at 671.
The objectors argue that the legal fees incurred for the settlement negotiations and for opposing Robertson were not related to the appointment of the Chapter 11 Trustee and are unreasonable. For the reasons already discussed in this opinion, the Court agrees. These fees were incurred in furtherance of the Southwest Trustee's own interests and provided no benefit to the estate. Section 503(b)(4) "do[es] not change the basic rule that an attorney must look to his own client for payment." In re Granite Partners, 213 B.R. 440, 445 (Bankr.S.D.N.Y.1997). Therefore, claimed § 503(b)(4) expenses for legal services that do not directly relate to the appointment of the trustee are denied.
The objectors also argue that those legal fees and expenses related to the appointment of the trustee are unreasonable. They contend that Streetman and Gibson's efforts were duplicative, that clerical matters were improperly billed, and that the time spent on certain matters was excessive. The Court has scrutinized the Expense Application and disallowed a few isolated entries as duplicative or excessive; otherwise, these objections are unfounded. Moreover, applying the lodestar method, the Court finds that Streetman and Gibson charged a reasonable hourly rate and
The Court reviewed every entry on the itemizations submitted with the Expense Application and created the attached Appendix listing those expenses that qualify for administrative expense treatment under § 503(b)(4). On the pages entitled Streetman's Allowed Fees, $28,262.50 of Streetman's requested $38,500 in legal fees are allowed as administrative expenses.
After carefully reviewing the Expense Application, and the objections to it, it is hereby
APPENDIX Southwest Trustee's Allowed Expenses
Date Staff Description Miles Rate Charges Pg# Exh B
Travel from Hot Springs to
2/14/2013 RW Little Rock 108 $0.57 $61.56 1
Travel from Hot Springs to
2/18/2013 RW Little Rock 108 $0.57 $61.56 1
Travel from Hot Springs to
3/8/2013 RW Little Rock 108 $0.57 $61.56 1
Travel from Hot Springs to
3/11/2013 RW Little Rock 108 $0.57 $61.56 1
Total Expenses — Renee S. Williams (Southwest Trustee) $246.24
Streetman's Allowed Fees Date Staff Description Hours Rate Charges Pg# Exh A Prepare Motion to Appoint 1/25/2013 TSS Trustee 0.7 $350.00 $245.00 1 1/25/2013 TSS File Motion to Appoint Trustee 0.2 $350.00 $70.00 2 Research cases on appt tt in Ch11 1/25/2013 TSS & proof required 3.25 $350.00 $1,137.50 2 Prepare and send email to MBM — 1/29/2013 TSS time estimate 0.15 $350.00 $52.50 3 Rcv & rev email from MBM: 1/30/2013 TSS thank you for letting me know 0.1 $350.00 $35.00 4 Locate organize & label Trustee's exhibits 1-11 for introduction at hearing to appoint independent 2/12/2013 TSS tt 1.5 $350.00 $525.00 6 Prepare for 2/14 hearing in LHSE 2/12/2013 TSS independent tt 1.25 $350.00 $437.50 6 2/13/2013 TSS Travel from Crossett to LR 2.5 $350.00 $875.00 7 2/14/2013 TSS Prepare for hearing 0.5 $350.00 $175.00 7 Trial on Motion to appoint tt from 9am to 4:45pm; conf w Tucker & sep conference w Gershner to discuss interest in proposing 2/14/2013 TSS reorg plan by separate clients 7.25 $350.00 $2,537.50 7 2/14/2013 TSS Travel from LR to Crossett 2.5 $350.00 $875.00 8 Prepare & send email RE RSW/LHSE — We did not come close to completing trial on appointment of tt for LHSE although it lasted until 5pm. We go back Monday (fed holiday) & we may get through but even so, it will last another full day. I expect Judge Evans to direct UST 2/15/2013 TSS to appoint a tt 0.2 $350.00 $70.00 8 Prepare & send email to Gershner re RSW/LHSE attached are Williams exhibits 12 & 13s 2/15/2013 TSS requested 0.2 $350.00 $70.00 8 Attend 2nd day trial appoint tt 2/18/2013 TSS 9am - 5:20pm less lunch 8.3 $350.00 $2,905.00 9 2/18/2013 TSS Prepare for hearing 0.5 $350.00 $175.00 9 2/18/2013 TSS Travel from Crossett to LR 2.5 $350.00 $875.00 9 Travel from LR to Crossett — two hail storms and blinding rain & 2/18/2013 TSS construction 2.8 $350.00 $980.00 9
Rev additional doc/records for possible exhibit at 3/8 hearing; call Williams at home & cell left 2/22/2013 TSS voicemail message 0.9 $350.00 $315.00 10 Long phone conv w Smith to discuss cross examination of 2/26/2013 TSS Kimbro & Naples on 3/8 0.5 $350.00 $175.00 10 Prepare and send email from Evans settled: time est — I think 3/4/2013 TSS we are looking at another full day 0.15 $350.00 $52.50 11 Rcv & rev email from Judy: re trial matters — because of number of matters on docket I suspect that it will take two more days of 3/4/2013 TSS trial to address all of them 0.15 $350.00 $52.50 11 Rcv & rev email from Judy: special Setting not a problem 3/4/2013 TSS thanks for clarifying 0.15 $350.00 $52.50 11 3/4/2013 TSS Called Smith left voice message 0.1 $350.00 $35.00 12 Rec & rev email from Judy: Conflicting hearing dates 3/8 & 3/4/2013 TSS 3/14 please confirm hearing date 0.15 $350.00 $52.50 12 Telephone call to Smith to discuss 3/4/2013 TSS 3/5 & 3/8 hearing 0.3 $350.00 $105.00 12 Telephone conference w Patti to 3/4/2013 TSS discuss 3/8 hearing in LR 0.25 $350.00 $87.50 12 Rcv & rev email from Judy Henry: available hearing dates per scheduling order — We are available on Mon & Wed of next 3/6/2013 TSS week 0.15 $350.00 $52.50 13 Rcv & rev email from Patti: available hearing dates per 3/6/2013 TSS scheduling order 0.1 $350.00 $35.00 13 Rcv & rev email from Robertson: available haring dates per 3/6/2013 TSS scheduling order 0.2 $350.00 $70.00 13 Prepare and send email to All Counsel: Robert & I have both 3/6/2013 TSS Monday & Tuesday open 0.1 $350.00 $35.00 14
Prepare & send email to All Counsel re LHSE — Based on yesterday's email it appears that counsel for Pinewood, LHSE, & Williams can all be available on Monday. They are the Counsel who are designated to examine witness. Since Greg Stephens will be present on Friday & does not intend to participate in ancillary hearings can we agree that the second day will be Monday? Evans has indicated that the Court does not favor Saturday. She has also directed us to agree 3/7/2013 TSS on the 2nd day 0.25 $350.00 $87.50 15 Prepare and send all counsel: We 3/7/2013 TSS have no objection 0.1 $350.00 $35.00 15 Rcv & rev email from Gershner — cannot agree to Monday for completing the motion to appoint trustee at this time. I hope to able to reach Greg this morning to try to resolve I will notify you 3/7/2013 TSS asap 0.2 $350.00 $70.00 15 Rcv & rev email from Gershner: Stephens will agree to finishing the motion to appoint tt on Monday if the parties on our side will agree that we can put him on to testify briefly tomorrow. He will not be able to attend in 3/7/2013 TSS person Monday 0.15 $350.00 $52.50 15 Rcv & rev email from Henry: No 3/7/2013 TSS objection from Pinewood 0.1 $350.00 $35.00 15 Rcv & rev email from Robertson — I have cancelled appts for Monday, therefore I will be 3/7/2013 TSS available 0.15 $350.00 $52.50 15 work on cross-examination of potential witness at trustee 3/7/2013 TSS hearing 1.5 $350.00 $525.00 16 7:30 am - 5:00 pm Attend third 3/8/2013 TSS day of trial 8.5 $350.00 $2,975.00 16
Long trip back to Crosset due to congested traffic at two 3/8/2013 TSS construction locations on I-530 2.9 $350.00 $1,015.00 16 3/8/2013 TSS Travel from Crossett to LR 2.5 $350.00 $875.00 16 Conference w Smith to discuss testimony and review trial 3/10/2013 TSS exhibits 2 $350.00 $700.00 16 Prepare outline to cross examine 3/10/2013 TSS Kimbro 0.75 $350.00 $262.50 16 Sunday 6am to 12:45pm Review trial notes; locate mark additional trial exhibits for Kimbro & Smith 3/10/2013 TSS examination 6.75 $350.00 $2,362.50 16 3/10/2013 TSS Travel from Crossett to LR 2.5 $350.00 $875.00 16 3/11/2013 TSS 8:40am to 7:30pm — less lunch 10 $350.00 $3,500.00 17 3/11/2013 TSS Prepare for hearing 0.5 $350.00 $175.00 17 3/11/2013 TSS Travel from hotel to Court 0.3 $350.00 $105.00 17 3/11/2013 TSS Travel from LR to Crossett 2.5 $350.00 $875.00 17 Read & analyze Judge Evans 15 page opinion directing UST to 4/19/2013 TSS appoint Independent Trustee 0.6 $350.00 $210.00 21 Rcv & rev email from Patti: Based on Evans order entered our office is working on the appointment of Ch 11 tt in LHSE. As a party in interest in these proceedings, please contact me w any suggestions or input you have w respect to the appointment of 4/23/2013 TSS the Trustee 0.2 $350.00 $70.00 22
Rcvd & rev email from Patti: I have spoken w you and Renee & Tom before but since the order came out I needed to officially contact all parties in interest. Lance is still on of the people under consideration as is Max Tarbox. WE have a few others to contact & I am sending the initial paperwork and affidavits to folks to sign and get back to me. Then Nancy will do a short interview w 3 or 4 folks & make a final 4/23/2013 TSS decision 0.2 $350.00 $70.00 22 Rcv & rev email from Gershner: I suggested you give strong consideration to Tom Robertson in Ft Smith. He has good business judgment & resources to handle 4/24/2013 TSS this case 0.15 $350.00 $52.50 23 Rcv & rev email from Robertson: I would agree w Gershner's suggestion of Tom Robertson. I believe that Williams mentioned his name to me as someone she respected & thought would be experienced in this type of 4/25/2013 TSS situation 0.15 $350.00 $52.50 23 Short telephone conversation w Williams to discuss appointment of independent trustee — she thinks UST Will appoint someone 4/25/2013 TSS outside of the state 0.2 $350.00 $70.00 23 Total Fees for Thomas Streetman $28,262.50
Gibson's Allowed Fees Date Staff Description Hours Rate Charges Pg# Exh A 2/13/2013 RBG Travel from Crossett to LR 2.5 $240.00 $600.00 7 Trial on Motion to appoint tt from 9am to 4:45pm; conf w Tucker & sep conference w Gershner to discuss interest in proposing reorg plan by separate 2/13/2013 RBG clients 7.25 $240.00 $1,740.00 7 2/14/2013 RBG Prepare for hearing 0.5 $240.00 $120.00 7 2/14/2013 RBG Travel from LR to Crossett 2.5 $240.00 $600.00 7 Phone conf w Patti re evidentiary ruling on admission of settlement 2/15/2013 RBG agreement 0.25 $240.00 $60.00 8 2/15/2013 RBG Travel from Crossett to LR 2.5 $240.00 $600.00 8 Attend 2nd day trial appoint tt 2/18/2013 RBG 9am - 5:20pm less lunch 8.3 $240.00 $1,992.00 8 2/18/2013 RBG Prepare for hearing 0.5 $240.00 $120.00 8 Travel from LR to Crossett — two hail storms and blinding rain & 2/18/2013 RBG construction 2.8 $240.00 $672.00 8 Rcv & rev email from Judy: trial 3/4/2013 RBG of matters pending 0.2 $240.00 $48.00 11 Rcv & rev email from Gershner re 3/7/2013 RBG hearing on trustee 0.15 $240.00 $36.00 14 7:30 am - 5:00 pm Attend third 3/7/2013 RBG day of trial 8.5 $240.00 $2,040.00 16 Long trip back to Crossett due to congested traffic at two 3/8/2013 RBG construction locations on I-530 2.9 $240.00 $696.00 16 3/8/2013 RBG Travel from Crossett to LR 2.5 $240.00 $600.00 16 3/8/2013 RBG Travel from Crossett to LR 2.5 $240.00 $600.00 16 Conference w Smith to discuss testimony and review trial 3/10/2013 RBG exhibits 2 $240.00 $480.00 16 3/10/2013 RBG Travel from hotel to Court 0.3 $240.00 $72.00 17 3/11/2013 RBG 8:40am to 7:30pm - less lunch 10 $240.00 $2,400.00 17 3/11/2013 RBG Prepare for hearing 0.5 $240.00 $120.00 17 3/11/2013 RBG Travel from LR to Crossett 2.5 $240.00 $600.00 17 Read Judge Evans Opinion on appointment of Independent 4/19/2013 RBG Trustee 0.6 $240.00 $144.00 21 Rcv & rev email from Gershner: re appointment of trustee 4/23/2013 RBG options 0.15 $240.00 $36.00 22 Rcvd & rev email from Robertson: recommendation for 4/24/2013 RBG Trustee 0.15 $240.00 $36.00 23 Total Fees for Robert Gibson$14,412.00
Streetman-Gibson Allowed Expenses Date Staff Description Amount Rate Charges Pg# Exh A Long distance telephone call to 1/25/2013 EXPENSE Williams 1 $1.50 $1.50 25 Travel Mileage BK 2013 — Crossett 2/13/2013 EXPENSE to LR 145 $0.57 $81.93 25 Travel Mileage BK 2013 — Crossett 2/13/2013 EXPENSE to LR 145 $0.57 $81.93 25 Travel Mileage BK 2013 LR to 2/14/2013 EXPENSE Crossett 145 $0.57 $81.93 25 Meal expense & parking 2/18 in 2/18/2013 EXPENSE LR 1 $21.75 $21.75 26 Travel Mileage BK 2013 — Crossett 2/18/2013 EXPENSE to LR 145 $0.57 $81.93 26 Travel Mileage BK 2013 LR to 2/18/2013 EXPENSE Crossett 145 $0.57 $81.93 26 Long distance telephone call to 2/19/2013 EXPENSE Williams 1 $1.25 $1.25 26 Long distance telephone call to 2/22/2013 EXPENSE Matt Lindsay 1 $1.10 $1.10 26 Long distance telephone call to 2/22/2013 EXPENSE Williams 1 $0.90 $0.90 26 Long distance telephone call to 3/1/2013 EXPENSE Acadia 1 $0.70 $0.70 26 Long distance telephone call to 3/4/2013 EXPENSE Smith 1 $0.40 $0.40 26 Miller County Circuit Clerkcertified copies of Docket Sheets 3/4/2013 EXPENSE & Amended complaint 1 $140.00 $140.00 26 USDC — Eastern District of TX — 3/7/2013 EXPENSE certified copies 1 $84.00 $84.00 26 Travel Mileage BK 2013 — Crossett 3/8/2013 EXPENSE to LR 145 $0.57 $81.93 26 Travel Mileage BK 2013 LR to 3/8/2013 EXPENSE Crossett 145 $0.57 $81.93 26 Travel Mileage BK 2013 — Crossett 3/10/2013 EXPENSE to LR 145 $0.57 $81.93 26 3/11/2013 EXPENSE Attend hearing — parking expense 8 $1.00 $8.00 27 Travel Mileage BK 2013 LR to 3/11/2013 EXPENSE Crossett 145 $0.57 $81.93 27 FedEx documents sent by Miller 3/19/2013 EXPENSE County Clerk on 3/4/13 1 $32.67 $32.67 27 Meal expense incurred: 2/13 LR for TSS & RBG ($69); meal exp 3/10/13 LR RSW, TSS & RBG ($49.68); hotel exp incurred 3/10-3/11 LR — TSS ($209.87); meal exp incurred 2/13/13 LR — TSS & RBG ($40); meal exp incurred 2/14 LR TSS&RBG ($38.05); meal exp incurred 2/18 LR TSS & RBG ($30.42); hotel exp incurred 3/10 4/2/2013 EXPENSE - 11/13 LR RBG ($188.55) 1 $625.57 $625.57 27 Total Expenses for Streetman-Gibson$1,655.17
Kula, 213 B.R. at 738.
