Case: SDB Doc#:375 Filed:09/05/18 Entered:09/05/18 16:27:46 Page:1 of 13

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1 Case: SDB Doc#:375 Filed:09/05/18 Entered:09/05/18 16:27:46 Page:1 of 13 IN THE UNITED STATES BANKRUPTCY COURT FOR THE SOUTHERN DISTRICT OF GEORGIA AUGUSTA DIVISION In re: Chapter 11 FIBRANT, LLC, et al., 1 Case No (SDB Debtors. Jointly Administered APPLICATION FOR ADMINISTRATIVE EXPENSE CLAIM AND APPROVAL AND PAYMENT OF INTERIM ATTORNEYS FEES AND EXPENSES OF KLOSINSKI OVERSTREET, LLP, AS COUNSEL FOR DEBTOR COMES NOW, Klosinski Overstreet, LLP ( Attorney, Counsel for Fibrant, LLC, and its affiliated debtors-in possession (collectively, the Debtors, and in accordance with the Court s previous Order of May 2, 2018 on Procedures for Monthly Compensation and Reimbursement of Expenses of Professionals (Docket No.: 234 (the Compensation Procedures Order, files its Application for Administrative Expense Claim and Approval of Payment of Interim Attorney s Fees and Expenses, and states as follows, 1. Debtors filed the instant Chapter 11 case on or about February 23, 2018 and are presently operating as Debtors in Possession. 2. With leave of this Court, Attorney was previously employed as Counsel for the Debtor in these proceedings. 3. In accordance with Compensation Procedures Order and 11 USC 363, Attorney makes this Interim Application for Approval of Attorneys Fees and Approval of Administrative Expense Claim for all attorney s fees and expenses expended by Attorney from the filing of the instant case through and including July 31, 2018 in the amount of $1, (for expenses and 1 The Debtors in these chapter 11 cases, along with the last four digits of each Debtor s federal tax identification number, are: Fibrant, LLC (6694; Evergreen Nylon Recycling, LLC (7625; Fibrant South Center, LLC (8270; and Georgia Monomers Company, LLC (0042.

2 Case: SDB Doc#:375 Filed:09/05/18 Entered:09/05/18 16:27:46 Page:2 of 13 $49,918.75, for a total claim of $50, Attached hereto as Exhibit A is an itemized listing of all such fees and amounts expended for such time period. Debtors assert that such amounts are actual and necessary to these proceedings and represent fair and reasonable compensation for the services provided. WHEREFORE, Attorney respectfully prays that this Court issue an Order approving compensation and reimbursement to Attorney in the amount of $50,990.25, allowing Attorney an administrative expense claim in the aggregate amount of $50,990.25, allowing and directing payment of same by Debtor to Attorney to the extent such amounts have not previously been paid in accordance with Compensation Procedures Order, and that this Court issue such other and further relief as this Court deems necessary. Submitted this 4 th day of September, KLOSINSKI OVERSTREET, LLP 1229 Augusta West Parkway Augusta, Georgia ( /s/ James C. Overstreet, Jr. James C. Overstreet, Jr. Attorney for Debtor Georgia Bar No:

3 EXHIBIT "A" Case: SDB Doc#:375 Filed:09/05/18 Entered:09/05/18 16:27:46 Page:3 of 13 Klosinski Overstreet, LLP 1229 Augusta West Parkway Augusta, GA USA TAX PAYER IDENTIFICATION NO.: Fibrant, LLC 1408 Columbia Nitrolgen Road Augusta, Georgia May 31, 2018 Attention: File #: Inv #: RE: FIBRANT, LLC RE:DSM FIBRANT BANKRUPTCY CH 11 CASE # (ND ONLY DATE DESCRIPTION HOURS AMOUNT LAWYER Feb s and telephone conferences with potential buyers. s to co-counsel regarding same. s regarding first day motions and professional applications. Feb Receipt and review of objections to first day motions by UST. Review of first day motions in preparation. s to UST regarding any opposition to first day motions and preparation for hearing. Conference with Ferdinands regarding preparation for first day motions and presentation to the court. Review of various s regarding professional applications and first day motions. Review of Motion to Sell, Applications to Employ Arbitration Counsel, Motion to Establish Compensation Procedures, Pro Hac Motions, Application to Employ Environmental Advisor, Application to Employ KO, KS, Alvarez. Mar Prepare for, travel to and from and attend hearing on first day motions. Conference and negotiations with UST regarding objections. Conference with Jon Jordan regarding preparation of first day orders. Conference with clerk regarding declaration of Klosinski. Draft declaration of Klosinski. Mar Review of drafts of first day orders and summary of first day orders and motions. s to co-counsel regarding same , JCO , JCO , JCO , JCO

4 Case: SDB Doc#:375 Filed:09/05/18 Entered:09/05/18 16:27:46 Telephone conference with counsel for Tax Page:4 of 13 JCO Commissioner regarding payment of taxes. s regarding setting of 341 meeting date. s with Paschke regarding drafting of first day orders and summary. Review of edits to first day orders by UST and s with co counsel regarding same. Mar s with UST and co counsel regarding edits to proposed orders and issue of caps on employment compensation. Mar Review of professional employment approval orders. Conference with Stephen Road regarding Augusta Sulphate and payment of shipping costs. Telephone conference with Paschke regarding negative notice language in orders and employee motion. Review Motion to Release Shaw Escrow and associated exhibits. Conference with Jordan regarding negative notice orders. s with Paschke regarding setting aside time with Judge for employee issue. s with Leach and Road regarding reimbursement from Augusta Sulphate and further explanation. s, telephone conference with Clerk regarding telephonic hearing and noticing. s regarding final versions of last first day orders with negative notice provisions and uploading. s and telephone conferences with co-counsel, Paschke and Court regarding need for telephonic status conference with Judge Barrett and need to conduct as soon as possible. Review of Motion for Authorization for Escrow Agent to disburse. File same. Mar regarding preparation for telephonic status conference. Telephone conference with Ferdinand regarding procedure and how to conduct hearing. regarding entry of negative notice first day interim orders w. Jordan. Review of various s between UST and co-counsel regarding employee pay order and revisions thereto in accordance with status conference with Judge Barrett JCO JCO JCO JCO JCO

5 Case: SDB Doc#:375 Filed:09/05/18 Entered:09/05/18 16:27:46 s regarding entry of first day negative Page:5 of 13 JCO notice/interim orders, signed by J. Barrett. s regarding Wells Fargo Bank accounts and maintaining same with UST restrictions without opening new accounts. s regarding entry of Bank account order. s regarding same. s regarding joint admin order, utitlities order and bank account order and service of same. s regarding service of summary of first day motion and retention orders for Co Counsel and KO. Attend telephonic status conference with Court regarding employee motion. Review of Interim Order on Utilities, Joint Administration, Insurance, Taxes. Mar s regarding use of bank accounts with WF and Bof A. Review of Orders on retention of KCC, Wages, Pre-Petition Obligations, Executory Contracts. Review of hearing notices for continued first day motions. Mar s regarding scheduling and location of Initial Debtor Interview. Conference with Jon Jordan regarding Complaint to Extend Automatic Stay for affiliate. Receipt and review of draft of Complaint. to co-counsel regarding thoughts on filing and reasoning and liklihood of granting. Mar s regarding notice of commencement of case, review draft of same. Review of Orders on professional applications and pro hac motions. Review of Orders approving professionals and pro hac motions. Review of Notices of hearing for Escrow Disburse motion and Motion to Sell Surplus assets and establish compensation procedures. Mar s regarding bar date and summary of pending matters subject to objection and/or negative notice and hearing dates. Mar s with co counsel and Paschke regarding setting of bar date. Telephone conference with Zvibleman regarding leased equipment. s with client and Zvibleman regarding equipment and whether or not client wants to assume or reject JCO

6 Case: SDB Doc#:375 Filed:09/05/18 Entered:09/05/18 16:27:46 Mar s with Pashke and co counsel and court Page:6 of 13 JCO regarding creditors committee meeting, setting of bar date. s, telephone conference with co counsel and court regarding need to set bar date by filing of motion. s with co counsel regarding presentation before creditors committee, and 341 meeting. Mar Review of ECF filings and entries. Review of Notice of Appointment of Creditors Committee. Mar s with client and telephone conference/ s with clerk regarding access to ECF for co counsel and upcoming hearing on utilities motion. Review of withdrawal of UST of objection to utility motion. Review 341 Meeting Notice. Mar Review of Conflict Memo from Court regarding Clerk. Conference with Court regarding same. Mar Prepare for, travel to and from and attend hearing on utilities. to co counsel regarding outcome of same. Mar s with potential buyer of assets, forward same to co counsel. Mar Review of UST withdrawal of objections to remaining issues and motions. Mar Conference with AIG regarding insurance coverage and processes post bankruptcy. s with AIG regarding insurance order, workers compensation insurance and permission to contact client directly. Mar Review of Motion to Set Bar Date, Notice and proposed order. s regarding comments to same. Review of Ferdinand correspondence to Rivlin and Allinson regarding status of Chapter 11 filing. Apr s regarding filing of bar date motion. Apr s and telephone conferences with co counsel and court regarding moving hearing dates for matters presently set for the 13th of April to the 24th of April and need to file motion to continue. Review of Motion to Continue and Proposed Order. s with co counsel and associated counsel regarding same.

7 Case: SDB Doc#:375 Filed:09/05/18 Entered:09/05/18 16:27:46 Page:7 of 13 Review of ECF Filings, Notices of Appearance. Apr Review of Applications to Employ Garcia and Lowenstein as UCC counsel. Apr Review of Stipulated Protective Order regarding discovery and comments to same and filing of same with all consents. s and conference with staff and co counsel regarding filign of SOFAs and Schedules by end of day. File SOFAs and Schedules for all entities via ECF JCO Apr Review of Notice of Hearing on Bar Date Motion. Apr s with UST, co-counsel regarding IDI on s and review of drafts regarding protective order. Apr Review of Pro Hac Motions for Committee Counsel and Motions to Employ Commitee Counsel Travel to and from and attend IDI JCO Apr s with UST and co-counsel regarding wage motion and upcoming motion, communications with UCC and withdrawal of UST objection. Apr s with co-counsel regarding third party releases. Apr s with client and Quattlebaum regarding payment/wire of UST fees, monthly operating reports. Apr Prepare for, travel to and from and attend Meeting , JCO of Creditors. s with Quattlebaum and Jordan about bank accounts, MORs. Apr Review and file Operating Reports for March s and research on compensation motions in SDGA and percentages and review periods. Apr s regarding protective order. Apr Review of Withdrawal of UST Objection on Wage Motion. Review of Subpoena/2004 Exam by Committee to Debtor. s with co counsel regarding motions and hearings on and status of same.

8 Case: SDB Doc#:375 Filed:09/05/18 Entered:09/05/18 16:27:46 Apr Prepare for, travel to and from and attend hearing on , Page:8 of 13 JCO misc motions, to pay employees, escrow funds, bank accounts. Review of misc. orders. s with Quattlebaum regarding wires for UST fees. s regarding final drafts of orders and review of such drafts. Apr Review of Notice of Hearing on 2004 Exam by Committee to Debtor. s with Quattlebaum regarding personal property tax questions. Apr Review of Paschke meeting of creditors notes. Compare with JCO notes from same. s and phone call regarding entry of orders from 4/24/18 hearing. May Conference call with Quattlebaum and Andrew regarding Richmond County Ad Valorem tax appeals and treatment of ad valorem tax claims in plan. May Review of misc. orders on wages, bank accounts, professionals. s with UST, co-counsel regarding change to order on bank account motion and questions on GA Monomer bank account. May s regarding amended order on bank account motion. May Phone call/ s with Clerks office regarding hearing date on Motion to Sell. s regarding arbitration decision. Review of decision. May Review of Motion to Sell Free and Clear and file same. May Phone call with court reporter regarding production of transcript from 4/24 hearing. May Review of Objection to 2004 exam by DSM. Prepare for, travel to and from and attend hearing on bar date and Motion for 2004 Exam. Edit Order on 2004 Exam. Review of entered orders. s with client regarding delinquency notices, payment of fees and Jordan regarding upload of bar date order. May Review of Motion to reject rail leases. File same with the Court. May s with court and client regarding date for hearing on sale motion JCO , JCO

9 Case: SDB Doc#:375 Filed:09/05/18 Entered:09/05/18 16:27:46 Page:9 of 13 May Review of Notice of hearing on Motion to Sell. May Review of April Operating Reports. File same with the Court. Review of Notice of Hearing on Motion to Reject rail leases. May s regarding amendment to MOR, and need for motion to extend exclusivity. Phone call to clerk regarding potential date for hearing. May Review of Amended Order on Bank Accounts. Review of Committee Counsel Affidavit of Publication. to co counsel regarding potential date for exclusivity motion and need for expedited hearing motion. May Review of Motion to Extend Exclusivity Period and Motion for Expedited Hearing and file both JCO May Review of Order granting expedited hearing on Exclusivity Motion. May Review of discovery responses and objections. May s and research with Jordan regarding BLR Review of transcript from 4/24/18 hearing. Totals $36, DISBURSEMENTS Disbursements Receipts Feb BK Motion to Sell Free & Clear Mar Pro Hac Vice Jordan Docket Mar Pro Hac Vice Primrose Docket Pro Hac Vice Ferdinands Docket May Mtn to Sell Free & Clear May Transcript Totals $1, $0.00

10 Case: SDB Doc#:375 Filed:09/05/18 Entered:09/05/18 16:27:46 Page:10 of 13 Total Fees, Disbursements $37, Previous Balance $5, Previous Payments $5, Balance Due Now $37, Attorney-Client Privileged Communication Please send payment within 15 days of receiving this invoice We accept Mastercard, Visa, and American Express Payment or Billing Questions: Beth Shedd

11 Case: SDB Doc#:375 Filed:09/05/18 Entered:09/05/18 16:27:46 Page:11 of 13 Klosinski Overstreet, LLP 1229 Augusta West Parkway Augusta, GA USA TAX PAYER IDENTIFICATION NO.: Fibrant, LLC 1408 Columbia Nitrolgen Road Augusta, Georgia Aug 01, 2018 Attention: File #: Inv #: RE: FIBRANT, LLC RE:DSM FIBRANT BANKRUPTCY CH 11 CASE # (ND ONLY DATE DESCRIPTION HOURS AMOUNT LAWYER Jun Receipt and review of limited Objection by DSM to Motion to Sell. Jun Receipt and review of affidavit of publication of notice to file proofs of claims. Receipt and review of notice of appearance of Ward Stone. Receipt and review of Rule 2004 Subpoena. Jun Review of various notices of appearance and pro hac motions. Review, receipt and filing of Motion to Reject Agreement for Shaw Proceeds. s with Jordan regarding filing of Shaw proceeds Motion. s with Jordan and telephone calls to Clerk, regarding setting of hearing on Exclusivity Motion. Jun Prepare for, travel to and from and attend hearing on Motion to Extend Exclusivity Period, Motion to Sell, Motion to Reject Railcar Leases. Meet with co-counsel before and after hearing JCO JCO Review of Order extending exclusivity period. Telephone conference with Ferdinands regarding Restructuring Support Agreement. Receipt and review of draft of same. Various s with Jordan regarding proposed orders and revisions. Order on Exclusivity Period and Motion to Sell JCO JCO

12 Jun Case: SDB Receipt and review Doc#:375 of final proposed Filed:09/05/18 Order on Entered:09/05/ :27: Page:12 JCO of 13 Motion to Sell. Upload same. Review of discovery responss, responses to 2004 subpoena. Jun Review and filing of various declarations. Jun s with Jordan and Court regarding setting of hearing on Shaw rejection motion. Review and receipt of executed RSA support agreement. Jun Review of Order on Pro Hac for Merrett and Notice of Hearing on Shaw Agreement Rejection JCO Receipt and review of Monthly Operating Report, file same. Jun Receipt and review of Order allowing sale. Receipt and review of May Operating Report. File same. Jun Review of various Orders, certificates of service, various filings. Jun Review of Amended Scheduels and SFA for all debtors. File same. regarding response to discovery requests. Review same. Jul Conference with Angie Chandler regarding motion to sell real estate. Discuss adjoining landowner is father and reason for receipt of copy of Motion to sell. Jul Receipt and review of final DIP Motion. File and serve same. Jul Receipt and review of Notice of Regular Professional Compensation, file same. Jul Receipt and review of Monthly Operating Report. File same. Jul Conference with Ferdinands regarding timeline for filing of plan and impediments to same. Review of memo regarding same. s regarding setting of time for global conference call on timing of filing of plan. Conference call with Ferdinands, Goldberg and others regarding timeline for filign of plan. Review of from Prol to Ferdinands regarding comments of Unsecured Committee to the support agreement. Jul Receipt and review of Pro Hac Motion of Hall. Receipt and review of Objection to Shaw Rejection Motion JCO JCO JCO JCO

13 Case: SDB s with Ferdinand Doc#:375 regarding Filed:09/05/18 of DSM Entered:09/05/ :27: Page:13 JCO of 13 counsel to Ferdinand criticizing comments made in pleadings. Jul s regarding receipt of quarterly fees and disbursing same to UST. Jul Prepare for, travel to and from and attend hearing on Motion to Reject Shaw Agreement. Meeting with co-counsel and counsel for Unsecured Committee and DSM following regarding support agreement terms , JCO Totals $13, Total Fees, Disbursements $13, Previous Balance $37, Previous Payments $33, Balance Due Now $17, Attorney-Client Privileged Communication Please send payment within 15 days of receiving this invoice We accept Mastercard, Visa, and American Express Payment or Billing Questions: Beth Shedd

14 Case: SDB Doc#:375-1 Filed:09/05/18 Entered:09/05/18 16:27:46 Page:1 of 2 IN THE UNITED STATES BANKRUPTCY COURT FOR THE SOUTHERN DISTRICT OF GEORGIA AUGUSTA DIVISION In re: Chapter 11 FIBRANT, LLC, et al., 2 Case No (SDB Debtors. Jointly Administered ORDER ALLOWING ADMINISTRATIVE EXPENSE CLAIM AND APPROVING AND ALLOWING PAYMENT OF INTERIM ATTORNEYS FEES AND EXPENSES OF KLOSINSKI OVERSTREET, LLP, AS COUNSEL FOR DEBTOR This matter came before the Court upon the Application of Klosinski Overstreet, LLP ( Attorney, as Counsel for Debtors in these proceedings, seeking approval of attorney s fees and expenses (on an interim basis, and for allowance of an administrative expense for same. Pursuant to this Court s previous Order of May 2, 2018 on Procedures for Monthly Compensation and Reimbursement of Expenses of Professionals (Docket No.: 234 (the Compensation Procedures Order, It appearing to this Court that the proposed fees for the services for Attorney are fair and 2 The Debtors in these chapter 11 cases, along with the last four digits of each Debtor s federal tax identification number, are: Fibrant, LLC (6694; Evergreen Nylon Recycling, LLC (7625; Fibrant South Center, LLC (8270; and Georgia Monomers Company, LLC (0042.

15 Case: SDB Doc#:375-1 Filed:09/05/18 Entered:09/05/18 16:27:46 Page:2 of 2 reasonable, and that neither Attorney nor any of its employees, agents, or partners have any interest adverse to that of the estate or its creditors, and that said representation is necessary for an effective reorganization of the Debtor corporations, IT IS HEREBY ORDERED that the attorney s fees and expenses as set forth Attorney s Motion is hereby approved in the aggregate amount of $50, To the extent that such amounts have not previously been paid in accordance with the Compensation Procedures Order, Attorney shall be allowed an administrative expense claim for such amounts and the Debtor is hereby granted leave and directed to make payment of same. END OF DOCUMENT Presented by: /s/ James C. Overstreet, Jr. James C. Overstreet, Jr. Georgia Bar No.: Attorney for the Debtor Georgia Bar No.: KLOSINSKI OVERSTREET, LLP 1229 Augusta West Parkway Augusta, Georgia (