ML041560335

Innisfree M&A Incorporated'S Fourth Interim Cover Sheet Application for Allowance and Payment of Compensation and Reimbursement of Expenses for the Period January 1, 2004 - April 12, 2004

ML041560335
Person / Time
Site:	Diablo Canyon
Issue date:	05/25/2004
From:	Sullivan J Innisfree M&A, Pacific Gas & Electric Co
To:	Office of Nuclear Reactor Regulation, US Federal Judiciary, Bankruptcy Court, Northern District of California
References
01-30923, 94-0742640
Download: ML041560335 (6)

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FILED 1 INNISFREE M&A INCORPORATED MAY 2 7 2004 501 Madison Avenue, 20' Floor UNITED STATESBNKRUPTCY COURT 2 New York, NY 10022 SAN FRANCISCO, CA Telephone: (212) 750-5833 3 Facsimile: (212) 750-5799 4 Voting Agent to the Debtor 5

.6 7

8 UNITED STATES BANKRUPTCY COURT

.9 NORTHERN DISTRICT OF CALIFORNIA 10 SANFRANCISCO DIVISION 11 12 In re: Case No. 01-30923 13 PACIFIC GAS AND ELECTRIC CO., Chapter 11 Case 14 Debtor. [No Hearing Scheduled]

15 Federal I.D. No. 94-0742640 16 17 1NNISFREE M&A INCORPORATED'S FOURTH INTERIM COVER SHEET APPLICATION FOR ALLOWANCE AND PAYMENT OF COMPENSATION AND 18 REIMBURSEMENT OF EXPENSES FOR THE PERIOD JANUARY 1. 2004 -APRIL 12 2004 19 Innisfree M&A Incorporated ("Applicant" or "Innisfree"), submits its Fourth Cover 20 21 Sheet Application (the "Application"), for Allowance and Payment of Compensation and 22 Reimbursement of Expenses for the Period January 1. 2004 - April 12. 2004 (the 23 "Application Period"). In support of the Application, Innisfree respectfully represents as 24 follows:

25 26 1. Innisfree is the Voting and Noticing Agent to Pacific Gas and Electric Company.

27 debtor and debtor-in-possession (the "Debtor") pursuant to the Plan of Reorganization Under 28 1 bU

1 Chapter 11 of the Bankruptcy Code dated July 31, 2003, in the above-referenced banlauptcy 2

case. Innisfree hereby applies to the Court for allowance and payment of interim 3

4 compensation for services rendered and reimbursement of expenses incurred during the 5 Application Period.

6 2. Innisfree billed a total of $135,974.98 in fees and expenses during the 7 Application Period, $89,908.30 of which was for fees and $46,066.68 was for expenses. In 8

addition to the Contract Notice Mailings enumerated below, Innisfree distributed two 9

10 separate notices on behalf of the Debtor during the application period including the Notice of 11 (1) Entry of Order Confirming Plan of Reorganization Under Chapter 11 of The Bankruptcy 12 Code for Pacific Gas and Electric Company Dated July 31, 2003, as Modified by 13 14 Modifications Dated November 6, 2003 and December 19, 2003; and (2) Related Deadlines, 15 and the Notice of (1) Occurrence of Effective Date of Confirmed Plan of Reorganization 16 Under Chapter 11 of The Bankruptcy Code for Pacific Gas and Electric Company Dated 17 July 31, 2003, as Modified; and (2) Related Deadlines. Innisfree's Notice Mailing fee was 18 19 $350.00 for each of the 150 cusips/securities, as outlined in the letter of agreement between 20 the Debtor and Innisfree. Innisfree's street distribution of the two notices during the 21 application period would have incurred fees in the total of $105,000.00, but because 22 Innisfree already had certain mailing records available, Innisfree voluntarily lowered these 23 24 fees to a flat fee of $20,000.00 for each notice mailing, for a total of $40,000.00. This 25 resulted in a significant savings for the Debtor. These fees covered the distribution of the 26 notices to the banks and brokerage firms holding the Debtor's public securities. In addition, 27 for the two notice mailings, Innisfree charged $0.65 for each of the 70,414 packages for the 28 2

1 mailings to registered record holders of securities and other creditors for a total of 2 $45,769.10 for both notice mailings. During this Application Period, Innisfree also assisted 3

the Debtor with the Notices of Contract Assumption and Cure (the "Contract Notice 4

5 Mailings'), distributing these notices to 6,368 assumed contract holders at a charge of $0.65 6 per notice for a total of $4,139.20. The majority of the expenses Innisfree incurred during the Application Period were in the areas of printing, courier, and postage charges due to the 8

9 large number of cusips and registered holders served. Printing expenses totaled $16,857.11.

10 Postage expenses totaled $25,162.24. Courier charges totaled $2,365.65. The total fees and 11 expenses break down as follows:

12 Period Fees Expenses Total 13 01/01/2004 - 04/12/2004 $89,908.30 $46,066.68 $135,974.98 14 15 16 3. Innisfree has been advanced $9,250.00 from the Debtor against expenses.

17 Irmisfree seeks allowance of interim compensation in the total amount of $108.238.73.

18 This total is comprised as follows:

19 20 $76.422.05 (85% of the total fees for services rendered), plus 21 $36,816.68 (100% of the total remaining expenses incurred).

22 4. This is the Fourth Application of Innisfree. Innisfree has been paid to date for 23 previous applications as follows:

24 25 26 27 28 3

i 2 1

2 Period Amount Description Amount Paid 3 Applied for October 1,2001 - $393,210.90 100% of total $393,210.90 4 November 30,2002 Expenses and 85% of total Fees 5 December 01, 2002 - $25,668.61 85% of total Fees and $25,668.61 January 30, 2003 no new Expenses were 6 incurred 7

January 31, 2003 - $281,483.11 100% oftotal $281,483.11 December 31, 2003 Expenses and 85% of 8 total Fees 9 5. To date, Innisfree is owed as follows:

10 Application Period Amount Description 11 October 1, 2001 - $83,381.55 15% of total fees 12 November 30,2002 December 01, 2002 - $4,529.76 15% of total fees 13 January 30, 2003 .

January 31, 2003 - $41,473.87 15% of total fees 14 December 31, 2003 1 1 15 16 6. With regard to the copies of this Application served on Counsel for the 17 Committee, Counsel for the Debtor and the Office of the United States Trustee, attached as 18 Exhibit 1 hereto, is the invoice for this Application Period that complies with all Northern 19 20 District of California Bankruptcy Local Rules and Compensation Guidelines and the 21 Guidelines of the Office of the United States Trustee. There are no additional time records 22 to report during this Application period.

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7. Innisfree is informed and believes that a copy of this Application (without 24 25 Exhibit 1) will be served on or about May 28, 2004, to the Special Notice List in this case.

26 8. Pursuant to this Court's "SECOND AMENDED ORDER ESTABLISING 27 INTERIM FEE APPLICATION AND EXPENSE REIMBURSEMENT PROCEDURE" 28 4

VS - X 2-

'I 1 which was entered on or about March 18, 2002, the Debtor is authorized to make the 2 payment requested herein without a further hearing or order of this Court unless an objection 3

to this Application is filed with the Court by the Debtor, or the United States Trustee and 4

5 served by the fifteenth day of the month following the service of this Application. If such an 6 objection is filed, the Debtor is authorized to pay the amounts, if any, not subject to the 7 objection. Innisfree first sent this Cover Sheet Application via Federal Express on or about 8

9 May 25, 2004.

10 9. The interim compensation and reimbursement of expenses sought in this case is 11 on account and is not final. Upon the conclusion of this case, Innisfree will seek fees and 12 reimbursement incurred for the totality of the services rendered in the case, including the 13 14 unpaid holdback. Any interim fees or reimbursement of expenses approved by this Court 15 and received by Innisfree will be credited against such final fees and expenses as may be 16 allowed by this court.

17 10. Innisfree believes and accordingly, it represents and warrants that its billing 18 19 practices comply with all Northern District of California Bankruptcy Local Rules and 20 Compensation Guidelines and the Guidelines of the office of the United States Trustee.

21 Neither Innisfree nor any members of Innisfree has any agreement or understanding of any 22 kind or nature to divide, pay over or share any portion of the fees or expenses to be awarded 23 24 to Innisfree with any other person except as among the members and associates of Innisfree.

25 WHEREFORE, Innisfree respectfully requests that the Debtor pay compensation to 26 Innisfree as requested herein pursuant to and in accordance with the terms of the "SECOND 27 28 5

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1 AMENDED ORDER ESTABLISING INTERIM FEE APPLICATION AND EXPENSE 2 REIMBURSEMENT PROCEDURE."

3 4

5 Dated: R 15 At 6 INNISFREE M&A INCORPORATED 7

• 8 By:

9 Jane Sullivan Voting Agent to the Debtor 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 6