Declaration and Disclosure Statement of Windham Brannon LLC — In re Kabbage, Inc. (Bankr. D. Del.)

Summary

A Declaration and Disclosure Statement of Karen Crittenden, on behalf of Windham Brannon LLC, Doc 322, dated December 2, 2022, in the Chapter 11 cases of Kabbage, Inc. d/b/a KServicing et al., Case No. 22-10951 (CTG), in the United States Bankruptcy Court for the District of Delaware. The declarant states that she is the Director of Finance and Administration of the firm, which was asked to provide legacy tax and accounting advisory services regarding 2021 tax returns. The declaration says the firm's standard rates range from $180 per hour for its newest associates to $610 per hour for its most senior partners, and that the Kabbage, Inc. 401(k) Plan owes the firm $16,312.00. Exhibit A is a list of parties in interest. An objection deadline of December 16, 2022 is printed.

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                   Case 22-10951-CTG             Doc 322         Filed 12/02/22        Page 1 of 6




                               UNITED STATES BANKRUPTCY COURT
                                    DISTRICT OF DELAWARE

------------------------------------------------------------ x
In re                                                        :         Chapter 11
                                                             :
KABBAGE, INC. d/b/a KSERVICING et al., :                               Case No. 22-10951 (CTG)
                                                             :
                                                             :         Obj. Deadline: December 16, 2022 @ 4:00 p.m. (ET)
                             1
                  Debtors.                                   :         (Jointly Administered)
------------------------------------------------------------ x

              DECLARATION AND DISCLOSURE STATEMENT OF
         KAREN CRITTENDEN, ON BEHALF OF WINDHAM BRANNON LLC

                    I, Karen Crittenden, hereby declare, pursuant to section 1746 of title 28 of the

United States Code, that the following is true to the best of my knowledge, information, and

belief:

                    1.       I am the Director of Finance and Administration of Windham Brannon LLC

located at 3630 Peachtree Rd NE, Suite 600, Atlanta, GA 30326 (the “Firm”).

                    2.       This declaration (the “Declaration”) is submitted in accordance with the

Order Authorizing Debtors to Employ Professionals Used in Ordinary Course of Business

[Docket No. 196] (the “OCP Order”). Capitalized terms used herein but not otherwise defined

herein shall have the meanings ascribed to such terms in the OCP Order.

                    3.       Kabbage, Inc. d/b/a KServicing and its debtor affiliates, as debtors and

debtors in possession (collectively, the “Debtors”), have requested that the Firm provide legacy

tax and accounting advisory services with regards to 2021 tax returns to the Debtors, and the Firm

has consented to provide such services. The Firm is not a legal services firm.


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.




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                   4.    The Firm will be compensated at its standard hourly rates, which are based

on the professionals’ level of experience. The Firm’s current standard rates, subject to change

from time to time, range from $180 per hour for the Firm’s newest associates to $610 per hour for

the Firm’s most senior partners. In the normal course of its business, the Firm revises its standard

rates on January 1 of each year and requests that effective, January 1 of each year, the

aforementioned rates be revised to the standard hourly rate which will be in effect at that time.

                   5.    The Firm may have performed services in the past and may perform services

in the future, in matters unrelated to these chapter 11 cases, for persons who are parties in interest

in the Debtors’ chapter 11 cases. As part of its customary practice, the Firm is retained in cases,

proceedings, and transactions involving many different parties, some of whom may represent or

be claimants or employees of the Debtors, or other parties-in-interest in these chapter 11 cases.

The Firm does not perform services for any such person in connection with these chapter 11 cases.

In addition, the Firm does not have any relationship with any such person, its attorneys, or

accountants that would be adverse to the Debtors or their estates, except as set forth herein.

Kabbage, Inc. 401(k) Plan owes the Firm $16,312.00 for services rendered in connection with the

annual reporting obligation under the Employee Retirement Income Security Act of 1974 (ERISA)

plus out-of-pocket expenses for the audit of Kabbage Inc. and Subsidiaries.

                   6.    Neither I, nor any principal of, or professional employed by the Firm has

agreed to share or will share any portion of the compensation to be received from the Debtors with

any other person other than the principals and regular employees of the Firm.

                   7.    Neither I, nor any principal of, or professional employed by the Firm,

insofar as I have been able to ascertain, holds or represents any interest adverse to the Debtors or

their estates.




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                    8.      The Debtors do not owe the Firm any prepetition amounts.2

                    9.      For purposes of making the disclosures herein, the Firm searched the list of

parties in interest attached hereto as Exhibit A in its conflict check system.

                    10.     As of the Petition Date, the Firm was not party to an agreement for

indemnification with the Debtors.

                    11.     The Firm is conducting further inquiries regarding its retention by any

creditors of the Debtors, and upon conclusion of that inquiry, or at any time during the period of

its employment, if the Firm should discover any facts bearing on the matters described herein, the

Firm will supplement the information contained in this Declaration.

I declare under penalty of perjury that the foregoing is true and correct.

Executed on: December 2, 2022




                                                      By:




2
    With the exception of the $16,312.00 in prepetition amounts due from the Kabbage Inc 401(k) Plan.




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                                        EXHIBIT A

                                  List of Parties in Interest




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Debtors

    (1) Kabbage, Inc.
    (2) Kabbage Asset Securitization LLC
    (3) Kabbage Asset Funding 2017-A LLC
    (4) Kabbage Asset Funding 2019-A LLC
    (5) Kabbage Canada Holdings, LLC
    (6) Kabbage Diameter, LLC

    1. Non-Debtor Affiliates and Subsidiaries

    (1) Kabbage Financial Services Limited (UK entity)
    (2) Kabbage India Private Limited (India entity)

    2. Debtors’ Trade Names and Aliases

    (1) d/b/a KServicing
    (2) d/b/a KServicing Corp.
    (3) d/b/a KServicing, Inc.

    3. Current Officers and Directors

Officers
    (1) David Walker
    (2) Donna Evans
    (3) Salim Kafiti
    (4) Holly Loiseau
    (5) Ian Cox
    (6) Laquisha Milner
Directors
    (1) Eric Hartz (d/b/a Corporate Hartz, LLC)
    (2) Laquisha Milner
    (3) Lawrence X. Taylor
    (4) Robin Gregg
Independent Manager
    (1) John Hebert

    4. Former Officers and Directors (if available) (3 years)

         (1) Daniel Scott Eidson
         (2) Jon Hoffman
         (3) Julia McCullough
         (4) Kathryn Petralia
         (5) Kimberly Withrow
         (6) L. Scott Askins
         (7) Marc Gorlin



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         (8) Oneal Bhambani
         (9) Robert Frohwein
         (10) Spencer Robinson
         (11) Troy Deus

    5. Debtors Professionals

    (1) AlixPartners, LLP
    (2) Greenberg Traurig, LLP
    (3) Jones Day
    (4) Omni Agent Solutions
    (5) Richards, Layton & Finger, P.A.
    (6) Weil, Gotshal & Manges LLP




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