smb Doc 1024 Filed 08/24/17 Entered 08/24/17 21:20:55 Main Document Pg 1 of 10

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1 Pg 1 of 10 James H.M. Sprayregen, P.C. Jonathan S. Henes, P.C. KIRKLAND & ELLIS LLP KIRKLAND & ELLIS INTERNATIONAL LLP 601 Lexington Avenue New York, New York Telephone: (212) Facsimile: (212) and - Patrick J. Nash, Jr., P.C. (admitted pro hac vice) Ryan Preston Dahl (admitted pro hac vice) Bradley Thomas Giordano (admitted pro hac vice) KIRKLAND & ELLIS LLP KIRKLAND & ELLIS INTERNATIONAL LLP 300 North LaSalle Street Chicago, Illinois Telephone: (312) Facsimile: (312) Counsel to the Debtors and Debtors in Possession UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF NEW YORK ) In re: ) Chapter 11 ) AVAYA INC., et al., 1 ) Case No (SMB) ) Debtors. ) (Jointly Administered) ) 1 The Debtors in these chapter 11 cases, along with the last four digits of each Debtor s federal tax identification number, include: Avaya Inc. (3430); Avaya CALA Inc. (9365); Avaya EMEA Ltd. (9361); Avaya Federal Solutions, Inc. (4392); Avaya Holdings Corp. (9726); Avaya Holdings LLC (6959); Avaya Holdings Two, LLC (3240); Avaya Integrated Cabinet Solutions Inc. (9449); Avaya Management Services Inc. (9358); Avaya Services Inc. (9687); Avaya World Services Inc. (9364); Octel Communications LLC (5700); Sierra Asia Pacific Inc. (9362); Sierra Communication International LLC (9828); Technology Corporation of America, Inc. (9022); Ubiquity Software Corporation (6232); VPNet Technologies, Inc. (1193); and Zang, Inc. (7229). The location of Debtor Avaya Inc. s corporate headquarters and the Debtors service address is: 4655 Great America Parkway, Santa Clara, CA KE

2 Pg 2 of 10 FIRST AMENDED AGENDA 2 FOR HEARING TO BE HELD AUGUST 25, 2017, AT 10:00 A.M. (PREVAILING EASTERN TIME) Time and Date of Hearing: August 25, 2017, at 10:00 a.m. (prevailing Eastern Time) Location of Hearing: Copies of Motions: I. Contested Matters Going Forward 3 The Honorable Judge Stuart M. Bernstein United States Bankruptcy Court for the Southern District of New York Alexander Hamilton Custom House One Bowling Green, Courtroom No. 723 New York, New York A copy of each pleading can be viewed on the Court s website at and the website of the Debtors proposed notice and claims agent, Prime Clerk LLC, at Further information may be obtained by calling Prime Clerk toll free at or internationally at PSA Motion. Debtors Motion for Entry of an Order (I) Authorizing the Debtors to Enter into and Perform Under a Plan Support Agreement and (II) Granting Related Relief [Docket No. 902] (the PSA Motion ). Objection Deadline: August 18, 2017, at 4:00 p.m. (prevailing Eastern Time). Responses Received: A. Objection of the United States Trustee to Debtors Motion for Approval of (I) First Amended Disclosure Statement; (II) Plan Support Agreement; and (III) Other Related Relief [Docket No. 947]. 4 B. Objection of Ad Hoc Group of Second Lien Noteholders to Debtors Motion for Entry of an Order (I) Authorizing the Debtors to Enter Into and Perform Under a Plan Support Agreement and (II) Granting Related Relief [Docket No. 952]. 2 Amended reflected in this First Amended Agenda compared to the Amended Agenda filed at [Docket No. 1020] are reflected in bold and underline. 3 Capitalized terms used but not defined herein shall have the meanings set forth in the Disclosure Statement for the First Amended Joint Chapter 11 Plan of Reorganization for Avaya Inc. and Its Debtor Affiliates, dated August 7, 2017 [Docket No. 496]. 4 This objection has been resolved pursuant to modifications to the Plan Support Agreement (the Amended PSA ) and Disclosure Statement (the Amended Disclosure Statement ) agreed with such party. 2

3 Pg 3 of 10 C. Reservation of Rights of the Bank of New York Mellon Trust Company, N.A., as Indenture Trustee, to the Debtors Motion Approving the Disclosure Statement and Motion Authorizing Entry into a Plan Support Agreement [Docket No. 968]. D. Objection of the Ad Hoc Crossover Group to the Debtors Motion for Entry of an Order (I) Authorizing the Debtors to Enter Into and Perform Under a Plan Support Agreement and (II) Granting Related Relief [Docket No. 973]. 5 E. Statement of the Ad Hoc First Lien Group in Support of the (A) Debtors Motion Seeking Entry of an Order Approving: (I) the Adequacy of Information in the Disclosure Statement; (II) Solicitation and Notice Procedures; (III) Forms of Ballots and Notices in Connection Therewith; and (IV) Certain Dates with Respect Thereto and (B) Debtors Motion for Entry of an Order (I) Authorizing the Debtors to Enter Into and Perform Under a Plan Support Agreement and (II) Granting Related Relief [Docket No. 1005]. F. Omnibus Response of the Pension Benefit Guaranty Corporation to the Objections of the Ad Hoc Group of Second Lien Noteholders of Avaya, Inc. and the Ad Hoc Crossover Group to the Debtors Motion Seeking Entry of an Order Approving: (I) the Adequacy of Information in the Disclosure Statement; (II) Solicitation and Notice Procedures; (III) Forms of Ballots and Notices in Connection Therewith; and (IV) Certain Dates with Respect Thereto, and Objection of Ad Hoc Group of Second Lien Noteholders of Avaya, Inc. to Debtors Motion for Entry of an Order (I) Authorizing the Debtors to Enter Into and Perform Under a Plan Support Agreement and (II) Granting Related Relief [Docket No. 1006]. Replies Filed: A. Debtors Omnibus Reply in Support of Debtors Motion for Entry of an Order (I) Authorizing the Debtors to Enter into and Perform Under a Plan Support Agreement and (II) Granting Related Relief [Docket No. 1009]. Related Documents. B. Debtors Ex-Parte Motion to Schedule an Expedited Hearing and Shorten the Notice Period with Respect to the Debtors Motion for 5 This objection has been resolved pursuant to modifications reflected in the Further Revised Proposed PSA Order (as defined herein). 3

4 Pg 4 of 10 Entry of an Order (I) Authorizing the Debtors to Enter into and Perform Under a Plan Support Agreement and (II) Granting Related Relief [Docket No. 903]. C. Ex-Parte Order Scheduling an Expedited Hearing and Shortening the Notice Period with Respect to the Debtors Motion for Entry of an Order (I) Authorizing the Debtors to Enter into and Perform Under a Plan Support Agreement and (II) Granting Related Relief [Docket No. 909]. D. Notice of Debtors Motion for Entry of an Order (I) Authorizing the Debtors to Enter into and Perform Under a Plan Support Agreement and (II) Granting Related Relief [Docket No. 911]. E. Notice of Adjournment of the Disclosure Statement Hearing and Certain Other Matters to August 25, 2017 at 10:00 a.m. (prevailing Eastern Time) [Docket No. 940]. F. Debtors Supplement with respect to their First Amended Joint Plan of Reorganization of Avaya Inc. and its Chapter 11 Affiliates and Disclosure Statement related thereto [Docket No. 986]. G. Memorandum Endorsed Order Signed on 8/22/2017. Re: Request an Increase in the Page Limit is Granted [Docket No. 988]. H. Notice of Proposed Order (I) Authorizing the Debtors to Enter Into and Perform Under a Plan Support Agreement and (II) Granting Related Relief [Docket No. 1013]. I. Notice of Further Revised Proposed Order (I) Authorizing the Debtors to Enter Into and Perform Under a Plan Support Agreement and (II) Granting Related Relief [Docket No. 1023] (the Further Revised Proposed PSA Order ). Status: This matter is going forward. 2. Disclosure Statement Motion. Debtors Motion Seeking Entry of an Order Approving: (I) the Adequacy of Information in the Disclosure Statement; (II) Solicitation and Notice Procedures; (III) Forms of Ballots and Notices in Connection Therewith; and (IV) Certain Dates with Respect Thereto [Docket No. 390]. Objection Deadline: May 18, 2017, at 4:00 p.m. (prevailing Eastern Time). The objection deadline has been further extended to August 16, 2017, at 4:00 p.m. (prevailing Eastern Time). The objection deadline was further extended to August 18, 2017, at 4:00 p.m. (prevailing Eastern Time). The objection deadline was further extended to August 22, 2017, 4

5 Pg 5 of 10 at 4:00 p.m. (prevailing Eastern Time) for the Official Committee of Unsecured Creditors and Enterprise Services LLC. Responses Received: A. Marlene Clark s Reservation of Rights with Respect to Debtors Disclosure Statement Motion [Docket No. 755]. 6 B. Limited Objection of Telecom Labs, Inc. and Continuant, Inc., to Debtors Motion Seeking Entry of an Order Approving: (I) the Adequacy of Information in the Disclosure Statement; (II) Solicitation and Notice Procedures; (III) Forms of Ballots and Notices in Connection Therewith; and (IV) Certain Dates with Respect Thereto [Docket No. 826]. 7 C. Objection of the United States Trustee to Debtors Motion for Approval of (I) First Amended Disclosure Statement; (II) Plan Support Agreement; and (III) Other Related Relief [Docket No. 947]. 8 D. Limited Objection of SAE Power Incorporated and SAE Power Company to Debtors Motion Seeking Entry of an Order Approving the Adequacy of the Disclosure Statement [Docket No. 948]. 9 E. Objection of Ad Hoc Group of Second Lien Noteholders to (A) Disclosure Statement for the First Amended Joint Chapter 11 Plan of Reorganization of Avaya Inc. and its Debtor Affiliates and (B) Debtors Motion Seeking Entry of an Order Approving: (I) the Adequacy of Information in the Disclosure Statement; (II) Solicitation and Notice Procedures; (III) Forms of Ballots and Notices in Connection Therewith; and (IV) Certain Dates With Respect Thereto [Docket No. 954] This objection has been resolved pursuant to modifications reflected in the Amended Disclosure Statement agreed with such party. 7 This objection has been resolved pursuant to modifications reflected in the Amended Disclosure Statement agreed with such party. 8 This objection has been resolved pursuant to modifications reflected in the Amended Disclosure Statement agreed with such party. 9 This objection has been resolved pursuant to modifications reflected in the Amended Disclosure Statement agreed with such party. 10 This objection has been resolved solely with respect to the question of whether the Debtors Amended Disclosure Statement provides adequate information pursuant to modifications agreed with such party. 5

6 Pg 6 of 10 F. Objection of the Ad Hoc Crossover Group to the Debtors Motion Seeking Entry of an Order Approving: (I) the Adequacy of Information in the Disclosure Statement; (II) Solicitation and Notice Procedures; (III) Forms of Ballots and Notices in Connection Therewith; and (IV) Certain Dates With Respect Thereto [Docket No. 955]. G. Joinder of Wilmington Savings Fund Society, FSB, as Successor Trustee and Notes Collateral Agent to the Objection of the Ad Hoc Crossover Group to the Debtors Motion Seeking Entry of an Order Approving: (I) the Adequacy of Information in the Disclosure Statement; (II) Solicitation and Notice Procedures; (III) Forms of Ballots and Notices in Connection Therewith; and (IV) Certain Dates with Respect Thereto [Docket No. 957]. H. Reservation of Rights of the Bank of New York Mellon Trust Company, N.A., as Indenture Trustee, to the Debtors Motion Approving the Disclosure Statement and Motion Authorizing Entry into a Plan Support Agreement [Docket No. 968]. I. Statement of the Communications Workers of America in Support of Debtors Motion Seeking Entry of an Order Approving: (I) the Adequacy of Information in the Disclosure Statement; (II) Solicitation and Notice Procedures; (III) Forms of Ballots and Notices in Connection Therewith; and (IV) Certain Dates with Respect Thereto [Docket No. 994]. J. Statement of the Ad Hoc First Lien Group in Support of the (A) Debtors Motion Seeking Entry of an Order Approving: (I) the Adequacy of Information in the Disclosure Statement; (II) Solicitation and Notice Procedures; (III) Forms of Ballots and Notices in Connection Therewith; and (IV) Certain Dates with Respect Thereto and (B) Debtors Motion for Entry of an Order (I) Authorizing the Debtors to Enter Into and Perform Under a Plan Support Agreement and (II) Granting Related Relief [Docket No. 1005]. K. Omnibus Response of the Pension Benefit Guaranty Corporation to the Objections of the Ad Hoc Group of Second Lien Noteholders of Avaya, Inc. and the Ad Hoc Crossover Group to the Debtors Motion Seeking Entry of an Order Approving: (I) the Adequacy of Information in the Disclosure Statement; (II) Solicitation and Notice Procedures; (III) Forms of Ballots and Notices in Connection Therewith; and (IV) Certain Dates with Respect Thereto, and Objection of Ad Hoc Group of Second Lien Noteholders of Avaya, Inc. to Debtors Motion for Entry of an Order (I) Authorizing the Debtors to Enter Into and Perform 6

7 Pg 7 of 10 Under a Plan Support Agreement and (II) Granting Related Relief [Docket No. 1006]. L. Statement of the International Brotherhood of Electrical Workers Local 827 in Support of Debtors Motion Seeking Entry of an Order Approving: (I) the Adequacy of Information in the Disclosure Statement; (II) Solicitation and Notice Procedures; (III) Forms of Ballots and Notices in Connection Therewith; and (IV) Certain Dates with Respect Thereto [Docket No. 1019]. Replies Filed: A. Debtors Omnibus Reply to Objections to the Debtors Motion Seeking Entry of an Order Approving: (I) the Adequacy of Information in the Disclosure Statement; (II) Solicitation and Notice Procedures; (III) Forms of Ballots and Notices in Connection Therewith; and (IV) Certain Dates with Respect Thereto [Docket No. 1008]. Related Documents: A. Disclosure Statement for the Joint Chapter 11 Plan of Reorganization of Avaya Inc. and Its Debtor Affiliates [Docket No. 388]. B. Joint Chapter 11 Plan of Reorganization of Avaya Inc. and Its Debtor Affiliates [Docket No. 389]. C. Notice of Disclosure Statement Hearing [Docket No. 392]. D. Notice of Adjournment of the Disclosure Statement Hearing and Certain Other Matters to June 29, 2017 at 10:00 a.m. (prevailing Eastern Time) [Docket No. 599]. E. Notice of Adjournment of the Disclosure Statement Hearing and Certain Other Matters to July 25, 2017 at 10:00 a.m. (prevailing Eastern Time) [Docket No. 757]. F. Notice of Adjournment of the Disclosure Statement Hearing and Certain Other Matters to August 15, 2017 at 10:00 a.m. (prevailing Eastern Time) [Docket No. 825]. G. Notice of Filing Disclosure Statement for the First Amended Joint Chapter 11 Plan of Reorganization of Avaya Inc. and Its Debtor Affiliates [Docket No. 894]. H. Notice of Filing Revised Proposed Order Approving: (I) the Adequacy of the Disclosure Statement; (II) Solicitation and Notice 7

8 Pg 8 of 10 Procedures; (III) Forms of Ballots and Notices in Connection therewith; (IV) Certain Dates with Respect Thereto; and (V) the Second Lien Call Procedures [Docket No. 895]. I. Notice of Filing First Amended Joint Chapter 11 Plan of Reorganization of Avaya Inc. and Its Debtor Affiliates [Docket No. 896]. J. Notice of Adjournment of the Disclosure Statement Hearing to August 23, 2017 at 2:00 p.m. (prevailing Eastern Time) [Docket No. 900]. K. Notice of Adjournment of the Disclosure Statement Hearing and Certain Other Matters to August 25, 2017 at 10:00 a.m. (prevailing Eastern Time) [Docket No. 940]. L. Debtors Supplement with respect to their First Amended Joint Plan of Reorganization of Avaya Inc. and its Chapter 11 Affiliates and Disclosure Statement related thereto [Docket No. 986]. M. First Amended Joint Chapter 11 Plan of Reorganization of Avaya Inc. and Its Debtor Affiliates [Docket No. 1011]. N. Blackline Amended Joint Chapter 11 Plan of Reorganization of Avaya Inc. and Its Debtor Affiliates [Docket No. 1012]. O. Revised Proposed Order Approving: (I) the Adequacy of the Disclosure Statement; (II) Solicitation and Notice Procedures; (III) Forms of Ballots and Notices in Connection therewith; (IV) Certain Dates with Respect Thereto; and (V) the Second Lien Call Procedures [Docket No. 1014]. P. First Amended Disclosure Statement for the Joint Chapter 11 Plan of Reorganization of Avaya Inc. and Its Debtor Affiliates [Docket No. 1015]. Q. Blackline First Amended Disclosure Statement for the Joint Chapter 11 Plan of Reorganization of Avaya Inc. and Its Debtor Affiliates [Docket No. 1016]. Status: This matter is going forward. II. Uncontested Matters Going Forward 3. Scheduling Motion. Debtors Motion for Entry of an Order (I) Scheduling Certain Hearing Dates and Deadlines, (II) Establishing Certain Protocols in Connection with the Confirmation of the Debtors 8

9 Pg 9 of 10 Plan of Reorganization, and (III) Granting Related Relief [Docket No. 391]. Objection Deadline: May 18, 2017, at 4:00 p.m. (prevailing Eastern Time). The objection deadline was further extended to August 17, 2017, at 4:00 p.m. (prevailing Eastern Time). Responses Received: None. Replies Filed: None. Related Documents. A. Notice of Amended Objection Deadline with Respect to Debtors Motion for Entry of an Order (I) Scheduling Certain Hearing Dates and Deadlines, (II) Establishing Certain Protocols in Connection with the Confirmation of the Debtors Plan of Reorganization, and (III) Granting Related Relief [Docket No. 414]. B. Notice of Adjournment of the Disclosure Statement Hearing and Certain Other Matters to June 29, 2017 at 10:00 a.m. (prevailing Eastern Time) [Docket No. 599]. C. Notice of Adjournment of the Disclosure Statement Hearing and Certain Other Matters to July 25, 2017 at 10:00 a.m. (prevailing Eastern Time) [Docket No. 757]. D. Notice of Adjournment of the Disclosure Statement Hearing and Certain Other Matters to August 15, 2017 at 10:00 a.m. (prevailing Eastern Time) [Docket No. 825]. E. Notice of Adjournment of the Disclosure Statement Hearing and Certain Other Matters to August 25, 2017 at 10:00 A.M. (Prevailing Eastern Time) [Docket No. 940]. F. Certificate of No Objection Under 28 U.S.C. Section 1746 Regarding the Debtors Motion Seeking Entry of an Agreed Order (I) Scheduling Certain Hearing Dates and Deadlines, (II) Establishing Certain Protocols in Connection with the Confirmation of the Debtors Plan of Reorganization, and (III) Granting Related Relief [Docket No. 981]. Status: This matter is going forward. 9

10 Pg 10 of 10 Dated: August 24, 2017 New York, New York /s/ Jonathan S. Henes, P.C. James H.M. Sprayregen, P.C. Jonathan S. Henes, P.C. KIRKLAND & ELLIS LLP KIRKLAND & ELLIS INTERNATIONAL LLP 601 Lexington Avenue New York, New York Telephone: (212) Facsimile: (212) and - Patrick J. Nash, Jr., P.C. (admitted pro hac vice) Ryan Preston Dahl (admitted pro hac vice) Bradley Thomas Giordano (admitted pro hac vice) KIRKLAND & ELLIS LLP KIRKLAND & ELLIS INTERNATIONAL LLP 300 North LaSalle Street Chicago, Illinois Telephone: (312) Facsimile: (312) Counsel to the Debtors and Debtors in Possession 10