Court filing
Monthly Fee Application (Greenberg Traurig) — In re KServicing
Summary
The fifth monthly application of Greenberg Traurig, LLP, as special counsel to the Board of Directors of Kabbage, Inc. d/b/a KServicing, in the jointly administered Chapter 11 cases of Kabbage, Inc., et al., Case No. 22-10951 (CTG), in the U.S. Bankruptcy Court for the District of Delaware, filed March 29, 2023 as Doc 741. It covers the fee period February 1, 2023 through February 28, 2023 and seeks $71,730.50 in compensation, of which $57,384.40, or 80% of fees, is sought now, with $0.00 in expenses. It reports 83.1 billed hours, being 46.9 attorney hours totalling $55,983.50 and 36.2 paralegal hours totalling $15,747.00, under task codes for fee applications, board governance, plan and disclosure statement, and court hearings. It gives a retention date of November 2, 2022, nunc pro tunc to October 3, 2022. The 12-page filing sets an objection deadline of April 18, 2023.
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No. 22-10951 · Doc. 741 · Docket on CourtListener
Full text
Case 22-10951-CTG Doc 741 Filed 03/29/23 Page 1 of 12
IN THE UNITED STATES BANKRUPTCY COURT
FOR THE DISTRICT OF DELAWARE
------------------------------------------------------------- x
In re : Chapter 11
:
KABBAGE, INC. d/b/a KSERVICING, et al., : Case No. 22-10951 (CTG)
:
1
Debtors. : (Jointly Administered)
:
: Obj. Deadline: April 18, 2023 at 4:00 p.m. (ET)
------------------------------------------------------------- x Hearing Date: To be determined if any objection filed
SUMMARY OF FIFTH MONTHLY APPLICATION OF GREENBERG TRAURIG,
LLP, AS SPECIAL COUNSEL TO THE BOARD OF DIRECTORS OF KABBAGE, INC.
d/b/a KSERVICING, FOR ALLOWANCE OF COMPENSATION FOR SERVICES
RENDERED AND REIMBURSEMENT OF EXPENSES FOR THE PERIOD FROM
FEBRUARY 1, 2023 THROUGH FEBRUARY 28, 2023
Name of Applicant: Greenberg Traurig, LLP
Authorized to Provide Professional Services to: Board of Directors of Kabbage, Inc.
Date of Retention: November 2, 2022
(Nunc Pro Tunc to October 3, 2022)
Period for Which Compensation and February 1, 2023 through February 28, 2023
Reimbursement sought:
Amount of Compensation Sought as Actual, $71,730.50
Reasonable and Necessary:
Amount of Compensation for Which Payment is $57,384.40
Sought Pursuant to this Application: (80% of fees)
Amount of Expense Reimbursement
Sought as Actual, Reasonable and Necessary: $0.00
This is a(n): _X_ Monthly __ Interim __ Final Application
1
The Debtors in these chapter 11 cases, along with the last four digits of each Debtor’s federal tax identification
number, as applicable are: Kabbage, Inc. d/b/a KServicing (3937); Kabbage Canada Holdings, LLC (N/A); Kabbage
Asset Securitization LLC (N/A); Kabbage Asset Funding 2017-A LLC (4803); Kabbage Asset Funding 2019-A LLC
(8973); and Kabbage Diameter, LLC (N/A). Kabbage is a trademark of American Express used under license;
Kabbage, Inc. d/b/a KServicing is not affiliated with American Express. The Debtors’ mailing and service address is
925B Peachtree Street NE, Suite 383, Atlanta, GA 30309.
Case 22-10951-CTG Doc 741 Filed 03/29/23 Page 2 of 12
This Application does not include any hours incurred in connection with preparation of this
Application.
COMPENSATION BY PROFESSIONAL
FEBRUARY 1, 2023 THROUGH FEBRUARY 28, 2023
The attorneys who rendered professional services in these chapter 11 cases from February 1, 2023
through February 28, 2023 (the “Fee Period”) are:
Position; Date of Bar Total
Hourly
Name of Professional Admission; Area of Billed Total Compensation
Billing Rate
Expertise Hours
David B. Kurzweil Shareholder; Member of $1,540.00 21.5 $33,110.00
Georgia Bar since 1987;
Member of New York Bar
since 2012; Area of expertise:
Restructuring and Bankruptcy
Dennis A. Meloro Shareholder; Member of $1,255.00 1.5 $1,882.50
Delaware Bar since 2003.
Area of expertise:
Restructuring and Bankruptcy
Eric J. Howe Shareholder; Member of the $1,050.00 1.1 $1,155.00
Illinois Bar since 2007;
Member of Minnesota Bar
since 2013; Area of expertise:
Restructuring and Bankruptcy.
Matthew A. Petrie Associate; Member of Florida $870.00 22.8 $19,836.00
Bar since 2007; Member of
Georgia Bar since 2020; Area
of expertise: Restructuring and
Bankruptcy
Total for Attorneys: 46.9 $55,983.50
The paraprofessionals and other non-legal staff who rendered professional services during the Fee
Period are:
Name of Hourly
Total Billed Total
Paraprofessional and Position; Area of Expertise Billing
Hours Compensation
Other Non-Legal Staff Rate
Sandy Bratton Paralegal; 27 years of $435.00 36.2 $15,747.00
experience; Restructuring and
Bankruptcy
Total: 36.2 $15,747.00
2
Case 22-10951-CTG Doc 741 Filed 03/29/23 Page 3 of 12
The total fees for the Fee Period are:
Total Billed
Professional Categories Blended Rate Total Compensation
Hours
Shareholders $1,499.90 24.1 $36,147.50
Associates $870.00 22.8 $19,836.00
Paralegals $435.00 36.2 $15,747.00
Total: $863.18 83.1 $71,730.50
COMPENSATION BY PROJECT CATEGORY
FEBRUARY 1, 2023 THROUGH FEBRUARY 28, 2023
Task
Project Category Total Hours Total Fees
Code
KS003 Employment and Fee Applications 24.5 $14,327.00
KS005 Board Governance 44.9 $44,176.00
KS006 Plan and Disclosure Statement 13.2 $12,591.50
KS007 Court Hearings 0.5 $636.00
EXPENSE SUMMARY
FEBRUARY 1, 2023 THROUGH FEBRUARY 28, 2023
Expense Category Total Expenses
N/A $0.00
Total Disbursements: $0.00
PRIOR APPLICATIONS FILED
DATE PERIOD DOCKET NO. FEES EXPENSES
December 2, 2022
October 3, 2022 through
326 $84,604.00 $411.25
(CNO filed December 27, October 31, 2022
2022, Docket No. 377)
3
Case 22-10951-CTG Doc 741 Filed 03/29/23 Page 4 of 12
December 29, 2022
November 1, 2022 through
392 $38,666.50 $0.00
(CNO filed January 20, November 30, 2022
2023, Docket No. 476)
January 30, 2023
December 1, 2022 through
494 $99,826.00 $0.00
(CNO filed February 22, December 31, 2022
2023, Docket No. 564)
March 3, 2023
January 1, 2023 through
604 $71,917.50 $0.00
(CNO filed March 24, January 31, 2023
2023, Docket No. 727)
4
Case 22-10951-CTG Doc 741 Filed 03/29/23 Page 5 of 12
IN THE UNITED STATES BANKRUPTCY COURT
FOR THE DISTRICT OF DELAWARE
------------------------------------------------------------- x
In re : Chapter 11
:
KABBAGE, INC. d/b/a KSERVICING, et al., : Case No. 22-10951 (CTG)
:
Debtors.1 : (Jointly Administered)
:
------------------------------------------------------------- x Obj. Deadline: April 18, 2023 at 4:00 p.m. (ET)
FIFTH MONTHLY APPLICATION OF GREENBERG TRAURIG, LLP, AS SPECIAL
COUNSEL TO THE BOARD OF DIRECTORS OF KABBAGE, INC. d/b/a
KSERVICING, FOR ALLOWANCE OF COMPENSATION FOR SERVICES
RENDERED AND REIMBURSEMENT OF EXPENSES FOR THE PERIOD FROM
FEBRUARY 1, 2023 THROUGH FEBRUARY 28, 2023
Greenberg Traurig, LLP (“Greenberg Traurig”), special counsel to the Board of Directors
of Kabbage, Inc. d/b/a/ KServicing (the “Board”), hereby files its fifth monthly application (the
“Application”) for allowance and payment of compensation for professional services rendered to
the Board and for reimbursement of actual and necessary expenses incurred in connection
therewith for the period commencing February 1, 2023 through and including February 28, 2023
(the “Fee Period”), pursuant to sections 105(a), 330, and 331 of title 11 of the United States Code
(the “Bankruptcy Code”), Rule 2016 of the Federal Rules of Bankruptcy Procedure
(the “Bankruptcy Rules”), Rule 2016-2 of the Local Rules of Bankruptcy Practice and Procedure
of the United States Bankruptcy Court for the District of Delaware (the “Local Rules”), and the
Court’s Order Establishing Procedures for Interim Compensation and Reimbursement of
1
The Debtors in these chapter 11 cases, along with the last four digits of each Debtor’s federal tax identification
number, as applicable are: Kabbage, Inc. d/b/a KServicing (3937); Kabbage Canada Holdings, LLC (N/A); Kabbage
Asset Securitization LLC (N/A); Kabbage Asset Funding 2017-A LLC (4803); Kabbage Asset Funding 2019-A LLC
(8973); and Kabbage Diameter, LLC (N/A). Kabbage is a trademark of American Express used under license;
Kabbage, Inc. d/b/a KServicing is not affiliated with American Express. The Debtors’ mailing and service address is
925B Peachtree Street NE, Suite 383, Atlanta, GA 30309.
Case 22-10951-CTG Doc 741 Filed 03/29/23 Page 6 of 12
Expenses of Professionals [Docket No. 136] (the “Interim Compensation Order”). In support of
this Application, Greenberg Traurig respectfully represents as follows:
Background
1. On October 3, 2022 (the “Petition Date”), the Debtors each commenced with this
Court a voluntary case under chapter 11 of the Bankruptcy Code (the “Chapter 11 Cases”). The
Debtors are authorized to continue to operate their business as debtors in possession pursuant to
sections 1107(a) and 1108 of the Bankruptcy Code. No trustee, examiner, or statutory committee
of creditors has been appointed in these Chapter 11 Cases.
2. Pursuant to Bankruptcy Rule 1015(b), the Chapter 11 Cases are being jointly
administered under the above captioned case.
3. Additional information regarding the Debtors’ business, capital structure, and the
circumstances leading to the commencement of these Chapter 11 Cases is set forth in the
Declaration of Deborah Rieger-Paganis in Support of Debtors’ Chapter 11 Petitions and First
Day Relief [Docket No. 13] (the “First Day Declaration”).
4. On November 2, 2022, the Court entered the Order Authorizing Debtors to Employ
and Retain Greenberg Traurig, LLP as Special Counsel to the Board of Directors of Kabbage,
Inc. d/b/a KServicing Effective as of the Petition Date [Docket No. 197] authorizing the Debtors
to retain Greenberg Traurig as special counsel to the Board.
Jurisdiction
5. The Court has jurisdiction to consider this matter pursuant to 28 U.S.C. §§ 157 and
1334, and the Amended Standing Order of Reference from the United States District Court for the
District of Delaware, dated February 29, 2012. This is a core proceeding pursuant to 28 U.S.C.
§ 157(b). Venue is proper before the Court pursuant to 28 U.S.C. §§ 1408 and 1409.
2
Case 22-10951-CTG Doc 741 Filed 03/29/23 Page 7 of 12
6. Pursuant to Local Rule 9013-1(f), Greenberg Traurig consents to the entry of a final
order by the Court in connection with this Application to the extent that it is later determined that
the Court, absent consent of the parties, cannot enter final orders or judgments consistent with
Article III of the United States Constitution.
Compensation Paid and its Source
7. No agreement or understanding exists between GT and any third person for the
sharing of compensation, except as allowed by Section 504(b) and Bankruptcy Rule 2016 with
respect to sharing of compensation between and among partners at GT. All services for which
compensation is requested hereunder were rendered at the request of and solely on behalf of the
Board and not on behalf of any other entity.
Summary of Services
8. This Application is the fifth monthly fee application filed by Greenberg Traurig in
these cases. In connection with the professional services described below, by this Application,
Greenberg Traurig seeks compensation in the amount of $71,730.50 for the Fee Period.
9. The services rendered during this Fee Period by Greenberg Traurig professionals
and paraprofessionals (the “Professionals”) are described below. The Professionals in these cases
have all been involved in some capacity with drafting, reviewing/revising, and filing of various
documents with this Court, advising the Board with respect to various matters involving these
cases, and performing various services as described within this Application.
10. Each of the following is set forth in the invoice attached hereto as Exhibit A: (i) a
description of the professional or paraprofessional performing the services; (ii) the date the
services were performed; (iii) a detailed description of the nature of the services and the related
time expended; and (iv) a summary of the fees and hours of each professional and other
timekeepers listed by project category (which applicable categories are set forth below).
3
Case 22-10951-CTG Doc 741 Filed 03/29/23 Page 8 of 12
Specifically, Greenberg Traurig rendered the following services during the Fee Period as counsel
to the Board:
a) Fee/Employment Applications (KS003)
Fees: $14,327.00; Hours: 24.5
This category includes services related to drafting, reviewing, revising, and finalizing
Greenberg Traurig’s fourth monthly and first interim fee applications.
b) Board and Corporate Governance (KS005)
Fees: $44,176.00; Hours: 44.9
This category includes services related to analyzing certain corporate governance issues,
reviewing materials and presentations prepared for the Board, attending meetings of the Board,
participating in wind down officer interviews and discussions regarding acceptable candidates,
reviewing minutes of meetings of the Board, and monitoring case pleadings and important
deadlines for the Board.
c) Plan and Disclosure Statement (KS006)
Fees: $12,591.50; Hours: 13.2
This category includes services related to reviewing and analyzing the Plan and Disclosure
Statement and related documents, Plan confirmation negotiations involving stakeholders, wind
down planning, and attention to additional disclosures.
d) Court Hearings (KS007)
Fees: $636.00 Hours: 0.5
This category includes services relating to preparing for and attending hearings.
4
Case 22-10951-CTG Doc 741 Filed 03/29/23 Page 9 of 12
Summary of Expenses
11. During the Fee Period, Greenberg Traurig did not incur or disburse costs and
expenses related to these cases, and therefore no reimbursement of expenses is sought by this
Application.
Valuation Of Services
12. Greenberg Traurig expended a total of 83.1 hours in connection with this matter
during the Fee Period. A list of the Professionals who billed time during the Fee Period is set forth
below. The nature of the work performed by the Professionals is detailed in Exhibit A of this
Application.
Professional Hourly Rate Hours
David B. Kurzweil $1,540.00 21.5
Dennis A. Meloro $1,255.00 1.5
Eric J. Howe $1,050.00 1.1
Matthew A. Petrie $870.00 22.8
Sandy Bratton $435.00 36.2
The above hourly rates are Greenberg Traurig’s normal hourly rates for work of this character.
The reasonable value of the services rendered by Greenberg Traurig to the Board during the Fee
Period is $71,730.50.
13. In accordance with the factors enumerated in section 330 of the Bankruptcy Code,
the amount requested herein for compensation is fair and reasonable given (a) the complexity of
these cases, (b) the time expended by the attorneys and paraprofessionals at Greenberg Traurig,
(c) the nature and extent of the services rendered, (d) the value of such services, and (e) the costs
of comparable services other than in a case under this title.
14. Greenberg Traurig hereby certifies that (i) it has reviewed the requirements of Local
Rule 2016-2 and (ii) this Application complies with such rule.
5
Case 22-10951-CTG Doc 741 Filed 03/29/23 Page 10 of 12
Reservation of Rights
15. To the extent time or disbursement charges for services rendered or disbursements
incurred relate to the Fee Period but were not processed prior to the preparation of this Application,
or Greenberg Traurig has for any other reason not sought compensation or reimbursement of
expenses herein with respect to any services rendered or expenses incurred during the Fee Period,
Greenberg Traurig reserves the right to request additional compensation for such services and
reimbursement of such expenses in a future application.
Notice
16. Notice of this Application will be provided in accordance with the Interim
Compensation Order on the Fee Notice Parties (as defined in the Interim Compensation Order).
No further notice is required.
Conclusion
WHEREFORE Greenberg Traurig respectfully requests (a) interim allowance of
compensation for professional services rendered to the Debtors during the Fee Period in the
amount of $71,730.50 for actual and necessary costs; (b) that, in accordance with the Interim
Compensation Order, the Debtors pay Greenberg Traurig a total of $57,384.40 (representing 80%
of the total amount of fees allowed) if no objections are timely filed and Greenberg Traurig files a
certificate of no objection with the Court in accordance with the Interim Compensation Order;
(c) that the interim allowance of such compensation for professional services rendered be without
prejudice to Greenberg Traurig’s right to seek such further compensation for the full value of
services performed and expenses incurred; and (d) that the Court grant Greenberg Traurig such
other and further relief as is just.
[Remainder of Page Intentionally Left Blank]
6
Case 22-10951-CTG Doc 741 Filed 03/29/23 Page 11 of 12
Dated: March 29, 2023 Respectfully submitted,
GREENBERG TRAURIG, LLP
/s/ Dennis A. Meloro
Anthony W. Clark (DE Bar No. 2051)
Dennis A. Meloro (DE Bar No. 4435)
222 Delaware Avenue, Suite 1600
Wilmington, Delaware 19801
Telephone: (302) 661-7000
Email: anthony.clark@gtlaw.com
melorod@gtlaw.com
– and –
David B. Kurzweil (admitted pro hac vice)
Matthew A. Petrie (admitted pro hac vice)
3333 Piedmont Road NE, Suite 2500
Atlanta, Georgia 30305
Telephone: (678) 553-2259
Email: kurzweild@gtlaw.com
petriem@gtlaw.com
Counsel to the Board of Directors of Kabbage, Inc.
d/b/a KServicing
7
Case 22-10951-CTG Doc 741 Filed 03/29/23 Page 12 of 12
CERTIFICATION OF COMPLIANCE WITH LOCAL RULE 2016-2
I, David B. Kurzweil, declare, pursuant to 28 U.S.C. § 1746, under penalty of perjury:
1. I am a shareholder in the applicant firm, Greenberg Traurig, LLP, and have been
admitted to the bar of the States of Georgia and New York.
2. I have personally performed some of the legal services rendered by Greenberg
Traurig, LLP as counsel to the Board and am generally familiar with all other work performed on
behalf of the Board by the lawyers and paraprofessionals in the firm.
3. The facts set forth in the foregoing Application are true and correct to the best of
my knowledge, information and belief. Moreover, I have reviewed the requirements of Rule
2016-2 of the Local Rules of Practice and Procedure of the United States Bankruptcy Court for the
District of Delaware and submit that the Application complies with such requirements.
Dated: March 29, 2023 /s/ David B. Kurzweil
David B. Kurzweil
3333 Piedmont Road NE, Suite 2500
Atlanta, Georgia 30305
Telephone: (678) 553-2259
Email: kurzweild@gtlaw.com
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