Case KG Doc 669 Filed 05/03/16 Page 1 of 20 IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE.

Transcription

1 Case KG Doc 669 Filed 05/03/16 Page 1 of 20 In re: IN THE UNITED STATES BANKRUPTCY COURT MALIBU LIGHTING CORPORATION, et al., 1 FOR THE DISTRICT OF DELAWARE Debtors. ) Chapter 11 ) ) Case No (KG) ) ) (Jointly Administered) Objection Deadline: May, 2016, at 4:00 p.m. EST Hearing Date: Scheduled only if Necessary SUMMARY OF SIXTH MONTHLY APPLICATION FOR COMPENSATION AND REIMBURSEMENT OF EXPENSES OF PACHULSKI STANG ZIEHL & JONES LLP, AS COUNSEL FOR DEBTORS FOR THE PERIOD FROM MARCH 1, 2016, THROUGH MARCH 31, 2016 Name of Applicant: Pachulski Stang Ziehl & Jones LLP Authorized to Provide Professional Services to: Date of Retention: Period for which Compensation and Reimbursement is Sought: Amount of Compensation Sought as Actual, Reasonable and Necessary: Amount of Expense Reimbursement Sought as Actual, Reasonable and Necessary: Debtors and Debtors in Possession Effective nunc pro tunc to October 8, 2015, by order signed on or about November 4, 2015 March 1, $287, $5, This is a: x monthly interim final application. The total time expended for fee application preparation is approximately 3.0 hours and the corresponding compensation requested is approximately $1, The Debtors, together with the last four digits of each Debtor s tax identification number, are: Malibu Lighting Corporation ( MLC ) (0556); Outdoor Direct Corporation f/k/a The Brinkmann Corporation ( ODC ) (9246); National Consumer Outdoors Corporation f/k/a Dallas Manufacturing Company, Inc. ( NCOC ) (1153); Q-Beam Corporation (1560); Smoke N Pit Corporation (9951); Treasure Sensor Corporation (9938); and Stubbs Collections, Inc. (6615). The location of the Debtors headquarters and service address is 4215 McEwen Road, Dallas, TX The applicant reserves the right to include any time expended in the time period indicated above in future application(s) if it is not included herein. DOCS_SF: /002

2 Case KG Doc 669 Filed 05/03/16 Page 2 of 20 PRIOR MONTHLY APPLICATIONS FILED 1 Date Filed 11/25/15 12/23/15 01/25/16 First Interim Fee Application 03/21/16 04/07/16 Period Covered 10/08/15-10/31/15 11/01/15-11/30/15 12/01/15-12/31/15 10/08/15-12/31/15 01/01/16-01/31/16 02/01/16-02/29/16 Requested Fees Requested Expenses Monthly Approved Fees (80%) Monthly Approved Expenses (100%) Holdback (20% Fees) Total Approved per Interim Fee Order $481, $23, $385, $23, $96, $505, $449, $40, $359, $40, $89, $489, $194, $3, $155, $3, $38, $197, $1,125, $67, $900, $64, $225, $1,189, [Dkt. 496] $189, $3, $151, $3, $37, $273, $10, $218, $10, $54, This amount was reduced by $2, per agreement with the Office of the United States Trustee. 1 DOCS_SF: /002 As more fully set forth in the Application pursuant to Section 327(a) of the Bankruptcy Code, Rule 2014 of the Federal Rules of Bankruptcy Procedure and Local Rule for Authorization to Employ and Retain Pachulski Stang Ziehl & Jones LLP as Counsel for the Debtors and Debtors in Possession Nunc Pro Tunc to the Petition Date [Docket No. 62] (the Retention Application ), the Firm bills fees and expenses directly related to the each of the Debtors estates. The Retention Application, as supplemented by the Supplemental Declaration of Jeffrey N. Pomerantz In Support of Application Pursuant to Section 327(a) of the Bankruptcy Code, Rule 2014 of the Federal Rules of Bankruptcy Procedure and Local Rule for Authorization to Employ and Retain Pachulski Stang Ziehl & Jones LLP as Counsel for the Debtors and Debtors in Possession nunc pro tunc to the Petition Date [Docket No. 338] (the Supplemental Retention Declaration ), also provides that for services and expenses that benefit all Debtors, the Firm will allocate such fees and expenses 1 2 Each of the three monthly fee statements for October, November and December filed on behalf of ODC, MLC and NCOC have been combined here to represent one monthly fee statement for each time period for all Debtors.

3 Case KG Doc 669 Filed 05/03/16 Page 3 of 20 based on anticipated level of activity in the cases, which is presently allocated as: 15% to NCOC, 70% to ODC and 15% to MLC. For services rendered on behalf of only ODC and MLC, such time is allocated as: 75% to ODC and 25% to MLC. Time records for all Debtors are attached hereto as Exhibits A through E. PSZ&J PROFESSIONALS Name of Professional Individual Richard J. Gruber Andrew W. Caine Jeffrey N. Pomerantz David J. Barton Iain A.W. Nasatir Joshua M. Fried James E. O Neill Nina L. Hong Michael R. Seidl Jeffrey P. Nolan Position of the Applicant, Year of Obtaining License to Practice, States Admitted to Practice Former Partner 1995; Of Counsel 2008; Member of CA Bar since 1982 Partner 1989; Member of CA Bar since 1981 Partner 1995; Member of CA Bar since 1989 Partner 2000; Member of CA Bar since 1981 Partner 1999; Member of NY Bar since 1983; Member of CA Bar since 1990 Partner 2006; Member of CA Bar since 1995; Member of NY Bar since 1999; Member of NJ Bar since 2000 Partner 2005; Member of PA Bar since 1985; Member of DE Bar since 2001 Partner 2006, Member of CA Bar since 1996 Partner 2003; Member of D.C. Bar since 1996; Member of DE Bar since 2000 Of Counsel 2001; Member of CA Bar since 1992 Hourly Billing Rate (including Changes) Total Hours Total Compensation $ $24, $ $ $ $29, $ $ 4, $ $ $ $24, $ $96, $ $ 3, $ $ 2, $ $23, $ $10, $ $ 3, DOCS_SF: /002 2

4 Name of Professional Individual Jason H. Rosell Cia H. Mackle Position of the Applicant, Year of Obtaining License to Practice, States Admitted to Practice Of Counsel 2010; Member of CA Ba since 2010; Member of NY Bar since 2011 Of Counsel 2007; Member of FL Bar since 2006 Hourly Billing Rate (including Changes) Total Hours Total Compensation $ $29, $ $11, Patricia J. Jeffries Paralegal 1999 $ $17, Kathe F. Finlayson Paralegal 2000 $ $ 2, Michael A. Matteo Paralegal 2001 $ $ 1, Sheryle L. Pitman Case Management Assist. $ $ Charles J. Bouzoukis Karen S. Neil Beatrice M. Koveleski Case KG Doc 669 Filed 05/03/16 Page 4 of 20 Case Management Assistant Case Management Assistant Case Management Assistant Total: $287, Total Hours: Blended Rate: $ $ $ $ $ $ $ DOCS_SF: /002 3

5 Case KG Doc 669 Filed 05/03/16 Page 5 of 20 COMPENSATION BY CATEGORY Project Categories Total Hours Total Fees Asset Disposition $127, Avoidance Actions 0.20 $ Bankruptcy Litigation $ 16, Case Administration 9.81 $ 4, Claims Administration/Objection $ 90, Compensation of Professionals.40 $ Compensation of Professionals/Others $ 16, Executory Contracts $ 12, Financial Filings 2.41 $ 1, Financing 0.51 $ General Creditors Committee 0.31 $ Non-working Travel $ 8, Retention of Professionals 6.20 $ 3, Stay Litigation 8.50 $ 4, Total $287, DOCS_SF: /002 4

6 Case KG Doc 669 Filed 05/03/16 Page 6 of 20 EXPENSE SUMMARY Expense Category Service Provider 3 Total Expenses (if applicable) Auto Travel Expense KLS Trans./ Uber $ Business Meals LA Bite, Munchery $ Conference Call AT&T $ Delivery/Courier Digital Legal $ Pacer Court Research $ Postage $ Reproduction Expense $1, Reproduction/Scan Copy $ Research GKL $ Secretarial Overtime O. Carpio $ Westlaw Legal Research $1, Total $5, SUMMARY BY DEBTOR ODC NCOC MLC All Debtors Fees $247, $25, $15, $287, Expenses $4, $ $ $5, Total 251, , , $293, Hours PSZ&J may use one or more service providers. The service providers identified herein below are the primary service providers for the categories described. DOCS_SF: /002 5

7 Case KG Doc 669 Filed 05/03/16 Page 7 of 20 IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re: MALIBU LIGHTING CORPORATION, et al., 1 Debtors. ) Chapter 11 ) ) Case No (KG) ) ) (Jointly Administered) Objection Deadline: May, 2016, at 4:00 p.m. EST Hearing Date: Scheduled only if Necessary SIXTH MONTHLY APPLICATION FOR COMPENSATION AND REIMBURSEMENT OF EXPENSES OF PACHULSKI STANG ZIEHL & JONES LLP, AS COUNSEL FOR DEBTORS FOR THE PERIOD FROM MARCH 1, 2016, THROUGH MARCH 31, 2016 Pursuant to sections 330 and 331 of Title 11 of the United States Code (the Bankruptcy Code ), Rule 2016 of the Federal Rules of Bankruptcy Procedure (collectively, the Bankruptcy Rules ), and the Court s Order Pursuant to Sections 105(a) and 331 of the Bankruptcy Code and Bankruptcy Rule 2016(a) and Local Rule Establishing Procedures for Interim Compensation and Reimbursement of Expenses of Professionals, signed on or about November 4, 2015 (the Administrative Order ), Pachulski Stang Ziehl & Jones LLP ( PSZ&J or the Firm ), counsel for the debtors and debtors in possession, hereby submits its Sixth Monthly Application for Compensation and for Reimbursement of Expenses of Pachulski Stang Ziehl & Jones LLP as Counsel for Debtors for the Period from March 1, 2016, through March 31, 2016 (the Application ). 1 The Debtors, together with the last four digits of each Debtor s tax identification number, are: Malibu Lighting Corporation (0556); Outdoor Direct Corporation f/k/a The Brinkmann Corporation (9246); National Consumer Outdoors Corporation f/k/a Dallas Manufacturing Company, Inc. (1153); Q-Beam Corporation (1560); Smoke N Pit Corporation (9951); Treasure Sensor Corporation (9938); and Stubbs Collections, Inc. (6615). The location of the Debtors headquarters and service address is 4215 McEwen Road, Dallas, TX DOCS_SF: /002

8 Case KG Doc 669 Filed 05/03/16 Page 8 of 20 By this Application, PSZ&J seeks a monthly interim allowance of compensation in the amount of $287, and actual and necessary expenses in the amount of $5, for a total allowance of $293, (inclusive of allocated amounts) and payment of $230, (80% of the allowed fees) and reimbursement of $5, (100% of the allowed expenses) for a total payment of $235, for the period March 1, 2016, through (the Interim Period ). In support of this Application, PSZ&J respectfully represents as follows: Background 1. On October 8, 2015 (the Petition Date ), the Debtors each filed a voluntary petition for relief under chapter 11 of the Bankruptcy Code. The Debtors continue in possession of their property and continue to operate and manage their businesses as debtors in possession pursuant to sections 1107(a) and 1108 of the Bankruptcy Code. No trustee or examiner has been appointed in the Debtors chapter 11 cases. 2. The Court has jurisdiction over this matter pursuant to 28 U.S.C. 157 and This is a core proceeding pursuant to 28 U.S.C. 157(b)(2). 3. On October 20, 2015, the United States Trustee for Region 3 appointed the Official Committee of Unsecured Creditors (the Committee ) to represent the interests of all unsecured creditors in this Case pursuant to section 1102 of the Bankruptcy Code. 4. On or about November 4, 2015, the Court signed the Administrative Order, authorizing certain professionals and members of any official committee ( Professionals ) to submit monthly applications for interim compensation and reimbursement for expenses, pursuant to the procedures specified therein. The Administrative Order provides, DOCS_SF: /002 2

9 Case KG Doc 669 Filed 05/03/16 Page 9 of 20 among other things, that a Professional may submit monthly fee applications. If no objections are made within twenty-one (21) days after service of the monthly fee application the Debtors are authorized to pay the Professional eighty percent (80%) of the requested fees and one hundred percent (100%) of the requested expenses. Beginning with the period ending December 31, 2015, and at three-month intervals or such other intervals convenient to the Court, each Professional shall file and serve an interim application for allowance of the amounts sought in its monthly fee applications for that period. All fees and expenses paid are on an interim basis until final allowance by the Court. 5. The retention of PSZ&J, as counsel to the Debtors, was approved effective as of October 8, 2015, by this Court s Order Pursuant to Section 327(a) of the Bankruptcy Code, Rule 2014 of the Federal Rules of Bankruptcy Procedure and Local Rule Authorizing the Employment and Retention of Pachulski Stang Ziehl & Jones LLP as Counsel for the Debtors and Debtors in Possession nunc pro tunc to the Petition Date, signed on or about November 4, 2015 (the Retention Order ). The Retention Order authorized PSZ&J to be compensated on an hourly basis and to be reimbursed for actual and necessary out-of-pocket expenses. PSZ&J S APPLICATION FOR COMPENSATION AND FOR REIMBURSEMENT OF EXPENSES Compensation Paid and Its Source 6. All services for which PSZ&J requests compensation were performed for or on behalf of the Debtors. PSZ&J has received no payment and no promises for payment from any source other than the Debtors for services rendered or to be rendered in any capacity whatsoever in connection with the matters covered by this Application. There is no agreement or DOCS_SF: /002 3

10 Case KG Doc 669 Filed 05/03/16 Page 10 of 20 understanding between PSZ&J and any other person other than the partners of PSZ&J for the sharing of compensation to be received for services rendered in this case. Fee Statements 7. The fee statements for the Interim Period are attached hereto as Exhibits A through E. These statements contain daily time logs describing the time spent by each attorney and paraprofessional during the Interim Period. To the best of PSZ&J s knowledge, this Application complies with sections 330 and 331 of the Bankruptcy Code, the Bankruptcy Rules and the Administrative Order. PSZ&J s time reports are initially handwritten by the attorney or paralegal performing the described services. The time reports are organized on a daily basis. PSZ&J is particularly sensitive to issues of lumping and, unless time was spent in one time frame on a variety of different matters for a particular client, separate time entries are set forth in the time reports. PSZ&J s charges for its professional services are based upon the time, nature, extent and value of such services and the cost of comparable services other than in a case under the Bankruptcy Code. PSZ&J has reduced its charges related to any non-working travel time to fifty percent (50%) of PSZ&J s standard hourly rate. To the extent it is feasible, PSZ&J professionals attempt to work during travel. Actual and Necessary Expenses 8. A summary of actual and necessary expenses incurred by PSZ&J for the Interim Period is attached hereto as part of Exhibits A through E. PSZ&J customarily charges $0.10 per page for photocopying expenses related to cases, such as this, arising in Delaware. PSZ&J s photocopying machines automatically record the number of copies made when the DOCS_SF: /002 4

11 Case KG Doc 669 Filed 05/03/16 Page 11 of 20 person that is doing the copying enters the client s account number into a device attached to the photocopier. PSZ&J summarizes each client s photocopying charges on a daily basis. 9. PSZ&J charges $1.00 per page for out-going facsimile transmissions. There is no additional charge for long distance telephone calls on faxes. The charge for outgoing facsimile transmissions reflects PSZ&J s calculation of the actual costs incurred by PSZ&J for the machines, supplies and extra labor expenses associated with sending telecopies and are reasonable in relation to the amount charged by outside vendors who provide similar services. PSZ&J does not charge the Debtors for the receipt of faxes in this case. 10. With respect to providers of on-line legal research services (e.g., LEXIS and WESTLAW), PSZ&J charges the standard usage rates these providers charge for computerized legal research. PSZ&J bills its clients the actual amounts charged by such services, with no premium. Any volume discount received by PSZ&J is passed on to the client. 11. PSZ&J believes the foregoing rates are the market rates that the majority of law firms charge clients for such services. In addition, PSZ&J believes that such charges are in accordance with the American Bar Association s ( ABA ) guidelines, as set forth in the ABA s Statement of Principles, dated March 12, 1995, regarding billing for disbursements and other charges. Summary of Services Rendered 12. The names of the timekeepers of PSZ&J who have rendered professional services in this case during the Interim Period are set forth in the attached Exhibits A through E. PSZ&J, by and through such persons, has prepared and assisted in the preparation of various DOCS_SF: /002 5

12 Case KG Doc 669 Filed 05/03/16 Page 12 of 20 motions and orders submitted to the Court for consideration, advised the Debtors on a regular basis with respect to various matters in connection with the Debtors chapter 11 cases, and performed all necessary professional services which are described and narrated in detail below. PSZ&J s efforts have been extensive due to the size and complexity of the Debtors chapter 11 cases. Summary of Services by Project 13. The services rendered by PSZ&J during the Interim Period can be grouped into the categories set forth below. PSZ&J 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 identification of the actual services provided set forth on the attached Exhibits A through E. Exhibits A through E identify the attorneys and paraprofessionals who rendered services relating to each category, along with the number of hours for each individual and the total compensation sought for each category. A. Avoidance Actions 14. The Firm billed minimal time to this category addressing intellectual property claim issues. Fees: $ Hours:.20 DOCS_SF: /002 6

13 Case KG Doc 669 Filed 05/03/16 Page 13 of 20 B. Asset Disposition 15. As a result of the winddown of the operations of MLC and ODC, the Firm addressed multiple issues in order to effectuate the sale of the Debtors various real, personal and intellectual property assets, including the negotiation, preparation and approval of several sale and bidding procedures motions and the asset purchase agreements with the respective purchasers of these various assets. Time billed to this category relates to, among other things: (i) reviewing Keen-Summit s real estate summary for the sale of the Dallas, TX and Olive Branch, MS real properties; (ii) addressing real estate issues in connection with title insurance and other issues on the Debtors various real property assets; (iii) preparing the necessary sale and sale procedures pleadings, and asset purchase agreements for ODC s real property locations in Dallas, TX and Olive Branch, MS; (iv) addressing Expeditor s objections regarding the disposition of assets in Canada and negotiating a settlement and the sale of ODC s Canadian inventory to Dada; (v) preparing the necessary sale documents and related pleadings of the sale of ODC s remaining intellectual property assets (certain of which were already sold to Viatek by order entered by the Court on April 18, 2016, and other intellectual property assets that will be sold pursuant to the provisions of separate Court-approved sale procedures); (vi) obtaining the approval of the Debtors de minimis sale motion and coordinating the sales of certain assets under the order approving that motion; (vii) reviewing competing bid documents with respect to the Debtors multiple assets sales; and (viii) conferring with estate professionals regarding inventory and intellectual property bids and auctions. The Firm also prepared additional sale DOCS_SF: /002 7

14 Case KG Doc 669 Filed 05/03/16 Page 14 of 20 documents relating the sale of the Stubbs business as well as a potential sale of inventory in the Debtors Kosciusko, MS facility. Fees: $127, Hours: C. Bankruptcy Litigation 16. Time billed to this category relates to, among other things: (i) preparing hearing agendas and binders for Chambers; (ii) preparing certificates of no objection regarding various motions; (iii) memoranda and documents concerning pending litigation and pending motions; and (iv) coordinating service and filing of various pleadings. Fees: $16, Hours: D. Case Administration 17. This category relates to work regarding administration of these cases. During the Interim Period, the Firm, among other things: (i) conferred with counsel regarding scheduling issues; (ii) reviewed correspondence and pleadings and forwarded them to appropriate parties; (iii) maintained a memorandum of critical dates; (iv) maintained document control; (v) maintained service lists; and (vi) conferred and corresponded regarding case administration issues. Fees: $4, Hours: 9.81 E. Claims Administration and Objections 18. This category relates to work regarding claims administration and claims objections. During the Interim Period, the Firm, among other things: (i) reviewed and analyzed insurance claims; (ii) revised claims analysis chart; (iii) conferred with counsel and Aurora DOCS_SF: /002 8

15 Case KG Doc 669 Filed 05/03/16 Page 15 of 20 regarding insurance claims; (iv) conferred with the CRO, and counsel regarding claim issues and plan for addressing remaining claims; (v) reviewed and analyzed payment of administrative claims; (vi) prepared motion to pay such claims; (vii) communicated with counsel and Aurora regarding claims analysis; (viii) conferred with Aurora and counsel regarding intellectual property litigation claims; (ix) addressed issues relating to insurance litigation claims and underlying stay relief motion; and (x) attended to creditor inquiries regarding claims. Fees: $90, Hours: F. Compensation of Professionals 19. The Firm billed minimal time to this category reviewing and editing PSZJ s MLC fee statement. Fees: $ Hours:.40 G. Compensation of Professionals/Others 20. This category relates compensation of estate professionals. During the Interim Period, the Firm (i) prepared its February fee statement; (ii) assisted Aurora with preparation of their February staffing report; (iii) reviewed professional fee escrow payments and updated budget of same; (iv) prepared certificates of no objection relating to prior monthly fee requests; and (v) reconciled KCC invoices and payments. Fees: $16, Hours: H. Executory Contracts 21. Time billed to this category relates to the review and disposition of the executory contracts and unexpired leases. Time billed to this category relates to (i) addressing DOCS_SF: /002 9

16 Case KG Doc 669 Filed 05/03/16 Page 16 of 20 issues relating to real property lease rejections; (ii) conferring with counsel and the Debtors regarding forklift leases; (iii) preparing a de minimis sales and abandonment procedures motion. Fees: $12, Hours: I. Financial Filings 22. Time billed to this category relates to the review and analysis of the Debtor s monthly operating reports and addressing quarterly fee issues. Fees: $1, Hours: 2.41 J. Financing 23. Time billed to this category relates to reviewing the Debtors weekly variance reports and professional fee escrow account. Fees: $ Hours:.51 K. General Creditors Committee 24. During the Interim Period, the Firm, among other things, conferred with Committee counsel regarding meeting to discuss case status and provision of information to Committee. Fees: $ Hours:.31 L. Non-Working Travel 25. During the Fee Period, the Firm incurred non-working time while traveling on case matters. Such time is billed at one-half the normal rate. Fees: $8, Hours: DOCS_SF: /002 10

17 Case KG Doc 669 Filed 05/03/16 Page 17 of 20 M. Retention of Professionals 26. Time billed to this category relates to the retention of the Debtors professionals. During the Interim Period, the Firm, among other things: updated the motion to modify the terms of Eisch s retention (the Debtors tax preparer). Fees: $3, Hours: 6.20 N. Stay Litigation 27. Time billed to this category relates to, among other things, addressing issues relating to Expeditors, Ripken s and Nissan s stay relief pleadings and related issues. Fees: $4, Hours: 8.50 Valuation of Services 28. Attorneys and paraprofessionals of PSZ&J expended a total of hours in connection with their representation of the Debtors during the Interim Period as set forth above. 29. The nature of work performed by these persons in connection with services related solely to: (a) NCOC is fully set forth in Exhibit A attached hereto; (b) ODC is fully set forth in Exhibit B attached hereto; (c) MLC is fully set forth in Exhibit C attached hereto; (d) allocated among all Debtors is fully set forth in Exhibit D attached hereto; and (e) allocated among ODC and MLC only, is fully set forth in Exhibit E attached hereto. These are PSZ&J s normal hourly rates for work of this nature. The reasonable value of the services rendered by PSZ&J for the Debtors during the Interim Period is $287,870.50, of which (a) $184, is allocable solely to ODC, (b) $12, is allocable solely to NCOC, DOCS_SF: /002 11

18 Case KG Doc 669 Filed 05/03/16 Page 18 of 20 (c) $1, is allocable solely to MLC, (d) $85, is allocable to all Debtors (at a ratio of 15% to NCOC, 70% to ODC, and 15% to MLC), and (e) $3, is allocable solely to ODC and MLC ( at a ratio of 75% to ODC and 25% to MLC). Detail of the allocations is available upon request. 30. In accordance with the factors enumerated in section 330 of the Bankruptcy Code, it is respectfully submitted that the amount requested by PSZ&J is fair and reasonable given (a) the complexity of the case, (b) the time expended, (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 the Bankruptcy Code. Moreover, PSZ&J has reviewed the requirements of Del. Bankr. LR and the Administrative Order and believes that this Application complies with such Rule and Order. WHEREFORE, PSZ&J respectfully requests that, for the period March 1, 2016 through, an interim allowance be made to PSZ&J for compensation in the amount of $287, and actual and necessary expenses in the amount of $5, for a total allowance of $293, (inclusive of allocated amounts) and payment of $230, (80% of the allowed fees) and reimbursement of $5, (100% of the allowed expenses) for a total payment of $235,562.23, and for such other and further relief as this Court may deem just and proper. DOCS_SF: /002 12

19 Case KG Doc 669 Filed 05/03/16 Page 19 of 20 Dated: May 3, 2016 PACHULSKI STANG ZIEHL & JONES LLP /s/ Michael R. Seidl Jeffrey N. Pomerantz (CA Bar No ) Maxim B. Litvak (CA Bar No ) Michael R. Seidl (DE Bar No. 3889) 919 North Market Street, 17th Floor P.O. Box 8705 Wilmington, DE Telephone: 302/ Facsimile: 302/ Counsel for the Debtors DOCS_SF: /002 13

20 Case KG Doc 669 Filed 05/03/16 Page 20 of 20 STATE OF DELAWARE : : COUNTY OF NEW CASTLE : DECLARATION Michael R. Seidl, after being duly sworn according to law, deposes and says: a) I am a partner with the applicant law firm Pachulski Stang Ziehl & Jones LLP, and have been admitted to appear before this Court. b) I am familiar with many of the legal services rendered by Pachulski Stang Ziehl & Jones LLP as counsel to the Debtors. c) I have reviewed the foregoing Application and the facts set forth therein are true and correct to the best of my knowledge, information and belief. Moreover, I have reviewed Del. Bankr. LR and the Administrative Order signed on or about November 4, 2015, and submit that the Application substantially complies with such Rule and Order. /s/ Michael R. Seidl Michael R. Seidl DOCS_SF: /002

21 Case KG Doc Filed 05/03/16 Page 1 of 3 IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re: MALIBU LIGHTING CORPORATION, et al., 1 Debtors. ) ) ) ) ) Chapter 11 Case No (KG) (Jointly Administered) Hearing Date: Scheduled only if Necessary Objection Deadline: May 24, 2016, at 4:00 p.m. NOTICE OF FILING OF SIXTH MONTHLY APPLICATION FOR COMPENSATION AND REIMBURSEMENT OF EXPENSES OF PACHULSKI STANG ZIEHL & JONES LLP, AS COUNSEL FOR DEBTORS FOR THE PERIOD FROM MARCH 1, 2016, THROUGH MARCH 31, 2016 TO: (a) the Office of the United States Trustee for the District of Delaware; (b) counsel to the Debtors Prepetition and Postpetition Lenders; and (c) counsel to the Official Committee of Unsecured Creditors (the Notice Parties ). PLEASE TAKE NOTICE THAT Pachulski Stang Ziehl & Jones LLP ( PSZJ ), as counsel to the debtors and debtors in possession in the above-captioned cases (the Debtors ) has filed the attached Sixth Monthly Application for Compensation and Reimbursement of Expenses of Pachulski Stang Ziehl & Jones LLP, as Counsel for Debtors for the Period from March 1, 2016, through (the Application ), with the United States Bankruptcy Court for the District of Delaware, 824 North Market Street, Wilmington, Delaware (the Bankruptcy Court ). Pursuant to the Application, PSZJ seeks compensation for services rendered to the Debtors in the amount of $287, and reimbursement of costs incurred in the amount of $5, The Debtors, together with the last four digits of each Debtor s tax identification number, are: Malibu Lighting Corporation (0556); Outdoor Direct Corporation f/k/a The Brinkmann Corporation (9246); NC Estate Corporation (1153); Q-Beam Corporation (1560); Smoke N Pit Corporation (9951); Treasure Sensor Corporation (9938); and Stubbs Collections, Inc. (6615). The location of the Debtors headquarters and service address is 4215 McEwen Road, Dallas, TX

22 Case KG Doc Filed 05/03/16 Page 2 of 3 PLEASE TAKE FURTHER NOTICE THAT OBJECTIONS AND RESPONSES TO THE APPLICATION, IF ANY, MUST BE IN WRITING AND FILED WITH THE BANKRUPTCY COURT NO LATER THAN MAY 24, 2016, AT 4:00 P.M., PREVAILING EASTERN TIME. Objections or other responses to the Application, if any, must also be served so that they are received not later than May 24, 2016, 4:00 p.m., prevailing Eastern Time by: (i) counsel to the Debtors: (a) Pachulski Stang Ziehl & Jones LLP, 919 North Market Street, 17 th Floor, Wilmington, DE 19801, Attn: Michael R. Seidl, Esq., mseidl@pszjlaw.com, and (b) Pachulski Stang Ziehl & Jones LLP, Santa Monica Blvd., 13 th Floor, Los Angeles, California 90067, Attn: Jeffrey N. Pomerantz, Esq., jpomerantz@pszjlaw.com; (ii) Office of the U.S. Trustee, 844 North King Street, Suite 2207, Lockbox 35, Wilmington, DE 19801, Attn: Linda Casey, Esq., linda.casey@usdoj.gov; (iii) counsel to the Official Committee of Unsecured Creditors: (a) Lowenstein Sandler LLP, 65 Livingston Avenue, Roseland, NJ 07068, Attn: Sharon Levine, slevine@lowenstein.com; Kenneth A. Rosen, Esq., krosen@lowenstein.com; and Eric S. Chafetz, Esq., echafetz@lowenstein.com; and (b) Blank Rome LLP, 1201 North Market Street, Suite 800, Wilmington, DE 19801, Attn: Bonnie Glantz Fatell, Esq., Fatell@BlankRome.com; and (iv) counsel to the Debtors prepetition and postpetition lenders: (a) Bank of America, N.A., as Agent, Issuer, and Guaranty Agent, (i) Buchanan Ingersoll & Rooney, PC, 919 North Market Street, Suite 1500, Wilmington, DE 19801, Attn: Kathleen A. Murphy, Esq., kathleen.murphy@bipc.com; and (ii) Bryan Cave LLP, Two North Central Avenue, Suite 2200, Phoenix, AZ, Attn: Robert J. Miller, Esq., rjmiller@bryancave.com and Brian C. Walsh, Esq., brian.walsh@briancave.com; and (b) counsel for Comerica Bank: (i) Jackson Walker L.L.P., 1401 McKinney Street, Suite 1900, Houston, TX 77010, Attn: Bruce J. Ruzinsky, Esq., bruzinsky@jw.com; (ii) Jackson Walker L.L.P., 2323 Ross Avenue, Suite 600, 2

23 Case KG Doc Filed 05/03/16 Page 3 of 3 Dallas, TX 75201, Attn: David S. Stolle, Esq., dstolle@jw.com; and (iii) Buchanan Ingersoll & Rooney PC, 919 North Market Street, Suite 1500, Wilmington, DE , Attn: Peter J. Duhig, Esq., peter.duhig@bipc.com. PLEASE TAKE FURTHER NOTICE that if any responses or objections to the Application are timely filed, served and received, a hearing on the Application will be held at the convenience of the Bankruptcy Court. Only those objections made in writing and timely filed and received in accordance with the Administrative Order and the procedures described herein will be considered by the Bankruptcy Court at such hearing. PLEASE TAKE FURTHER NOTICE that, pursuant to the Administrative Order, if no objection to the Application is timely filed, served and received by the Objection Deadline, the Applicant may be paid an amount equal to the lesser of (i) 80 percent of the fees and 100 percent of expenses requested in the Application or (ii) 80 percent of the fees and 100 percent of the expenses not subject to an objection without the need for further order of the Bankruptcy Court. Dated: May 3, 2016 PACHULSKI STANG ZIEHL & JONES LLP /s/ James E. O Neill Jeffrey N. Pomerantz (CA Bar No ) Michael R. Seidl (DE Bar No. 3889) James E. O Neill (DE Bar No. 4042) 919 North Market Street, 17th Floor P.O. Box 8705 Wilmington, DE Telephone: 302/ Facsimile: 302/ jpomerantz@pszjlaw.com mseidl@pszjlaw.com joneill@pszjlaw.com Counsel to the Debtors and Debtors in Possession DOCS_DE: /005 3

24 Case KG Doc Filed 05/03/16 Page 1 of 7 EXHIBIT A Time records directly related to NCOC DOCS_SF: /002

25 Case KG Doc Filed 05/03/16 Page 2 of 7 David Baker Chief Restructuring Officer The Brinkman Corporation Dallas Manufacturing Corporation Malibu Lighting RE: Dallas Mfg. Postpetition Pachulski Stang Ziehl & Jones LLP Santa Monica Blvd. 13th Floor Los Angeles, CA Invoice Client Matter JNP STATEMENT OF PROFESSIONAL SERVICES RENDERED THROUGH 03/31/2016 FEES $12, EXPENSES $3.50 TOTAL CURRENT CHARGES $12,291.50

26 Case KG Doc Filed 05/03/16 Page 3 of 7 Pachulski Stang Ziehl & Jones LLP Page: 2 Brinkmann Corporation, The Invoice Summary of Services by Task Code Task Code Description Hours Amount AD Asset Disposition [B130] 4.10 $2, CO Claims Admin/Objections[B310] $8, CPO Comp. of Prof./Others 1.20 $ FF Financial Filings [B110] 0.50 $ $12, Summary of Services by Professional ID Name Title Rate Hours Amount JHR Rosell, Jason H. Counsel $1, JMF Fried, Joshua M. Partner $8, JNP Pomerantz, Jeffrey N. Partner $ MRS Seidl, Michael R. Partner $1, NLH Hong, Nina L. Partner $1, PJJ Jeffries, Patricia J. Paralegal $ $12, Summary of Expenses Description Reproduction/ Scan Copy Amount $3.50 $3.50

27 Case KG Doc Filed 05/03/16 Page 4 of 7 Pachulski Stang Ziehl & Jones LLP Page: 3 Brinkmann Corporation, The Invoice Asset Disposition [B130] Hours Rate Amount 02/02/2016 NLH AD Correspond with D. Barton re TSA $ /16/2016 NLH AD Work on name change issue of NCOC $1, /01/2016 JMF AD Confer with J. Rosell re TSA issues $ /04/2016 JMF AD Review TSA re transitional service issues $ /07/2016 JHR AD Revise letter to AT&T re: tariff rates $ /07/2016 JHR AD Draft letter to AT&T re: tariff rates $ /08/2016 JMF AD Review AT&T letter and analyze issues re TSA 0.30 telecom services $ /14/2016 JMF AD Review open Central Garden TSA issues list $ $2, Claims Admin/Objections[B310] 03/04/2016 JNP CO Review and respond to regarding payment of (b)(9) claims $ /04/2016 JMF CO Draft motion to approve 503(b)(9) claims $1, /04/2016 JMF CO Telephone call with E. Chafetz re 503 (b)(9) claims $ /04/2016 JHR CO Perform 503(b)(9) reconciliation $ /07/2016 JMF CO Review 503(b)(9) claims(.8) confer with P. Jeffries $1, re same(.3) draft motion re payment of same(.6). 03/09/2016 JMF CO Draft motion to pay 503(b)(9) claims $ /10/2016 PJJ CO Review 503(b)(9) claims bar date motion $ /10/2016 JMF CO Draft 509(b) claims motion $ /13/2016 JMF CO Review 503(b)(9) motion $ /14/2016 MRS CO Review, revise, and finalize motion to pay 503(b)(9) 0.80 claims; coordinate filing and service of same $ /14/2016 PJJ CO Revise 503(b)(9) motion $ /14/2016 JMF CO Finalize 503(b)(9) motion $ /14/2016 JMF CO Telephone calls with E. Chafetz re 503(b)(9) motion $ /15/2016 JMF CO Telephone call with D. Conway re 503(b)(9) claims $ /15/2016 JMF CO Analyze 503(b)(9) payment issue re Pratt claim $ /19/2016 JNP CO Review and comment on issue regarding payment of 503(b)(9) claims $92.50 JMF CO Review 503(b)(9) order & supplemental language 0.20 changes to same $ /29/2016 JMF CO Review 503(b)(9) order & draft language re same $318.00

28 Case KG Doc Filed 05/03/16 Page 5 of 7 Pachulski Stang Ziehl & Jones LLP Page: 4 Brinkmann Corporation, The Invoice Hours Rate Amount 03/30/2016 JMF CO Draft 503(b)(9) order(.6), internal re changes to same(.2) $ /31/2016 MRS CO Review revised 503(b)(9) order; s from and to 0.20 Josh Fried re: same $ $8, Comp. of Prof./Others 03/02/2016 JMF CPO Review Aurora January NCOC statement $ /17/2016 JMF CPO Review / edit PSZJ NCOC fee statement $ /17/2016 JMF CPO Review Aurora NCOC fee statement $ $ Financial Filings [B110] 03/08/2016 MRS FF Review October and November MORs; s from $ and to Laura Kendall re: same; coordinate filing and service of same 03/10/2016 MRS FF s from Diane Giordano and to Laura Kendall 0.10 re: NCOC proceeds and MORs $ $ TOTAL SERVICES FOR THIS MATTER: $12,288.00

29 Case KG Doc Filed 05/03/16 Page 6 of 7 Pachulski Stang Ziehl & Jones LLP Page: 5 Brinkmann Corporation, The Invoice Expenses 03/15/ /25/ /31/2016 SCAN/COPY ( PER PG) 1.20 SCAN/COPY ( PER PG) 1.20 SCAN/COPY ( PER PG) 1.10 Total Expenses for this Matter $3.50

30 Case KG Doc Filed 05/03/16 Page 7 of 7 Pachulski Stang Ziehl & Jones LLP Page: 6 Brinkmann Corporation, The Invoice REMITTANCE ADVICE Please include this Remittance Advice with your payment For current services rendered through 03/31/2016 Total Fees Chargeable costs and disbursements Total Due on Current Invoice... $12, $3.50 $12, Outstanding Balance from prior Invoices as of 03/31/2016 (May not reflect recent payments) Invoice Number Invoice Date Fees Billed Expenses Billed Balance Due /31/2016 $10, $ $11, /29/2016 $8, $ $1, Total Amount Due on Current and Prior Invoices $25,111.24

31 Case KG Doc Filed 05/03/16 Page 1 of 30 EXHIBIT B Time Records Directly Related to ODC DOCS_SF: /002

32 Case KG Doc Filed 05/03/16 Page 2 of 30 David Baker Chief Restructuring Officer The Brinkman Corporation Dallas Manufacturing Corporation Malibu Lighting RE: Brnkmann Postpetition Pachulski Stang Ziehl & Jones LLP Santa Monica Blvd. 13th Floor Los Angeles, CA Invoice Client Matter JNP STATEMENT OF PROFESSIONAL SERVICES RENDERED THROUGH 03/31/2016 FEES $184, EXPENSES $1, TOTAL CURRENT CHARGES $185,819.72

33 Case KG Doc Filed 05/03/16 Page 3 of 30 Pachulski Stang Ziehl & Jones LLP Page: 2 Brinkmann Corporation, The Invoice Summary of Services by Task Code Task Code Description Hours Amount AD Asset Disposition [B130] $122, BL Bankruptcy Litigation [L430] 8.10 $4, CA Case Administration [B110] 4.70 $1, CO Claims Admin/Objections[B310] $34, CPO Comp. of Prof./Others 2.10 $1, EC Executory Contracts [B185] $12, FF Financial Filings [B110] 0.60 $ RP Retention of Prof. [B160] 1.80 $1, SL Stay Litigation [B140] 8.50 $4, $184, Summary of Services by Professional ID Name Title Rate Hours Amount CHM Mackle, Cia H. Counsel $9, CJB Bouzoukis, Charles J. Case Man. Asst $ DJB Barton, David J. Partner $ IAWN Nasatir, Iain A. W. Partner $24, JEO O'Neill, James E. Partner $2, JHR Rosell, Jason H. Counsel $22, JMF Fried, Joshua M. Partner $52, JNP Pomerantz, Jeffrey N. Partner $18, KSN Neil, Karen S. Case Man. Asst $ MAM Matteo, Mike A. Paralegal $1, MRS Seidl, Michael R. Partner $2, NLH Hong, Nina L. Partner $21, PJJ Jeffries, Patricia J. Paralegal $1, RJG Gruber, Richard J. Counsel $24, SLP Pitman, L. Sheryle Case Man. Asst $ $184,025.50

34 Case KG Doc Filed 05/03/16 Page 4 of 30 Pachulski Stang Ziehl & Jones LLP Page: 3 Brinkmann Corporation, The Invoice Summary of Expenses Description Auto Travel Expense [E109] Amount $18.54 Working Meals [E111] $63.51 Conference Call [E105] $4.64 Delivery/Courier Service $ Pacer - Court Research $66.20 Postage [E108] $ Reproduction Expense [E101] $43.90 Reproduction/ Scan Copy $ Research [E106] $ Westlaw - Legal Research [E106 $ $1,794.22

35 Case KG Doc Filed 05/03/16 Page 5 of 30 Pachulski Stang Ziehl & Jones LLP Page: 4 Brinkmann Corporation, The Invoice Asset Disposition [B130] Hours Rate Amount 02/04/2016 NLH AD Telephone conference with D. Barton re bids (.2); Work on analysis of bid terms (2.8) $2, /05/2016 NLH AD Work on bid related issues (5.4); Telephone 5.60 conference with J. Fried re same (.1) $3, /06/2016 NLH AD Review bid related issues $ /08/2016 NLH AD Work on bid related issues $1, /09/2016 NLH AD Work on bid related issues $ /10/2016 NLH AD Work on APA related issues $1, /11/2016 NLH AD Work on asset sale related issues $1, /12/2016 NLH AD Work on sale asset issues $ /15/2016 NLH AD Work on inventory closing issues $1, /16/2016 NLH AD Review Viatek issues $ /18/2016 NLH AD Work on IP documents $1, /18/2016 NLH AD Work on name change issues $ /19/2016 NLH AD Work on IP sale related issues $ /24/2016 NLH AD Work on Viatek related issues $ /25/2016 NLH AD Work on Viatek related issues $ /27/2016 NLH AD Work on IP related issues $ /28/2016 NLH AD Work on IP related issues $ /29/2016 NLH AD Work on IP related issues $2, /01/2016 JNP AD Conference with M. Fayhee, M. Warner, D. Peress, Jason H. Rosell, K. Porter, B. Brinkmann and D. Baker regarding IP issues (several) $1, /01/2016 JNP AD Review s regarding sale of grills to Sears $ /01/2016 JNP AD s regarding Viatek and IP issues $ /01/2016 RJG AD Correspond with L Kendall and P Obradovitch about 0.20 Sears escrow draws $ /01/2016 JEO AD Draft all creditor motion for IP sale $ /01/2016 JEO AD exchange with Jeff Pomerantz and Jason Rosell regarding status of sale $ /01/2016 JEO AD Work on service issues regarding possible sale of 0.40 ODC and Q-Beam IP $ /01/2016 JMF AD Review spreadsheet re Q-Beam inventory $ /01/2016 JHR AD Call with R. Fleisner re: Canadian inventory $ /01/2016 JHR AD Revise notice of IP sale motion $165.00

36 Case KG Doc Filed 05/03/16 Page 6 of 30 Pachulski Stang Ziehl & Jones LLP Page: 5 Brinkmann Corporation, The Invoice Hours Rate Amount 03/01/2016 JHR AD Review Katten summary of property reports for $ Olive Branch and Farmers Branch 03/02/2016 JHR AD Review Keen-Summit real estate bid summary $ /02/2016 JHR AD Call with lenders and Committee re: status of IP sale $ /02/2016 JNP AD Conference with Jason H. Rosell and Joshua M Fried regarding IP sale related issues $ /02/2016 JNP AD Conference with D. Peress regarding IP sale issues $ /02/2016 JNP AD s regarding brinkmann.net $ /02/2016 JNP AD s regarding call about real estate $ /02/2016 JNP AD Conference with D. Baker regarding IP sale issues (2x) $ /02/2016 JNP AD Conference with Jason H. Rosell, Nancy from 0.20 Katten, and D. Baker regarding real property sale $ issues. 03/02/2016 JNP AD Conference with Committee, lenders, Hilco, Joshua $ M. Fried, Jason H. Rosell, and D. Baker regarding IP sale issues. 03/02/2016 JNP AD Conference with M. Warner regarding IP sale issues $ (2x). 03/02/2016 JNP AD to and from M. Warner regarding brinkmann.net and inclusion in sale assets; Follow-up regarding same $ /02/2016 JMF AD Review lp bid issues & correspondences re bids $ /02/2016 JMF AD Telephone call with J. N. Pomerantz & J. Rosell re ODC IP issues $ /02/2016 JMF AD Telephone call with J. N. Pomerantz. J. Rosell, D Baker, D. Unseth & E. Chafetz re ODC IP issues $ /02/2016 JMF AD Conference with J. Rosell re ODC asset sale issues $ /02/2016 JMF AD Telephone call with R. Gruber re ODC IP issues $ /02/2016 JHR AD Conference call with D. Baker and N. Rich re: real estate issues $ /03/2016 JNP AD Conference with D. Unseth and then D. Warner 0.30 regarding IP sale $ /03/2016 JNP AD Conference with D. Peress regarding sale of IP $ /03/2016 JNP AD Conference with M. Warner regarding sale of IP (multiple) $ /03/2016 JNP AD Conference with D. Baker regarding sale of IP 0.50 (multiple) $ /03/2016 JNP AD Conference with Jason H. Rosell and Joshua M $ Fried regarding Viatek and related issues. 03/03/2016 RJG AD Respond to Viatek questions regarding status $195.00

37 Case KG Doc Filed 05/03/16 Page 7 of 30 Pachulski Stang Ziehl & Jones LLP Page: 6 Brinkmann Corporation, The Invoice Hours Rate Amount 03/03/2016 JMF AD Telephone call with J. N. Pomerantz & J. Rosell re Q-Beam IP issues $ /03/2016 JHR AD Conference call with Keen and D. Baker re: real 0.40 estate $ /03/2016 JHR AD Conference call with J. Fried and J. Pomerantz re: $ sale of IP 03/04/2016 JNP AD s regarding IP sale motion $ /04/2016 JNP AD to Joshua M. Fried and Jason H. Rosell 0.10 regarding sale of misc. assets $ /04/2016 JMF AD Telephone call with M. Warner IP sale $ /04/2016 JMF AD Review Brinkmann IP APA $ /04/2016 JMF AD Review real estate summary re Dallas & MS real properties $ /04/2016 JHR AD Review revised real estate offer summary prepared 0.20 by Keen-Summit $ /04/2016 JHR AD Correspondence with L. Kresge re: visit to Expeditors' warehouse $ /07/2016 MAM AD Meet with Nina L. Hong regarding document 0.20 review $ /07/2016 MAM AD Review trademarks and patent searches for Nina L. Hong and compare with spreadsheet $ /07/2016 JNP AD Conference with Joshua M. Fried regarding IP 0.30 issues, claims and related $ /07/2016 JNP AD Conference with D. Baker regarding IP issues $ /07/2016 JNP AD Conference with D. Peress regarding IP issues $ /07/2016 JNP AD Conference with Joshua M. Fried regarding IP sale $ /07/2016 JNP AD Conference with D. Baker, Jason H. Rosell, M. Warner and M. Fayhee regarding IP sale $ /07/2016 JNP AD Conference with M. Warner regarding IP sale 0.70 (multiple) $ /07/2016 JMF AD Review Q-Beam IP bid $ /07/2016 JMF AD Telephone call with M. Warner, J. N. Pomerantz, M. Fayhee & D. Baker re Q-Beam IP bid $ /08/2016 MAM AD Meet with Nina L. Hong to discuss document 0.30 review $ /08/2016 MAM AD Create spreadsheet with patents not appearing on search results for Nina L. Hong $ /08/2016 JNP AD Conference with Joshua M. Fried and Viatek's 0.50 counsel regarding auction process and related; $ Follow-up with D. Baker regarding same. 03/08/2016 JNP AD Conference with Joshua M. Fried after call with $92.50