Case 18-10518-KG Doc 672 Filed 08/03/18 Page 1 of 10 IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re: ) Chapter 11 ) OREXIGEN THERAPEUTICS, INC., ) Case No. 18-10518 (KG) ) Debtor. 1 ) ) Objection Deadline: ) August 17, 2018 at 4:00 p.m. (EDT) FOURTH MONTHLY FEE STATEMENT OF HOGAN LOVELLS US LLP FOR PROFESSIONAL SERVICES AND DISBURSEMENTS AS CO-COUNSEL TO THE DEBTOR AND DEBTOR IN POSSESSION FOR THE PERIOD JUNE 1, 2018 THROUGH AND INCLUDING JUNE 30, 2018 NAME OF APPLICANT: ROLE IN CASE: DATE OF RETENTION: Hogan Lovells US LLP ( Hogan Lovells ) Co-Counsel to the Debtor and Debtor in Possession Order entered April 11, 2018 Authorizing Retention of Hogan Lovells Nunc Pro Tunc to March 12, 2018 (Docket No. 174) TIME PERIOD: June 1, 2018 through and including June 30, 2018 CURRENT APPLICATION: Total Fees Requested: $347,591.00 80% of Fees Requested: $278,072.80 Total Expenses Requested: $14,303.30 Total Fees and Expenses Requested: $292,376.10 This is a X monthly interim final application The total time expended to prepare this application was approximately 6.4 hours and the corresponding compensation requested will be approximately $2,548.50. 2 1 The last four digits of the Debtor s federal tax identification number are 8822. The Debtor s mailing address for purposes of this Chapter 11 Case is 3344 North Torrey Pines Court, Suite 200, La Jolla, CA, 92037. 2 Allowance for compensation for such time will be sought in subsequent fee applications. 1 \\NY - 045803/000019-9129380 v1
Case 18-10518-KG Doc 672 Filed 08/03/18 Page 2 of 10 If this is not the first application filed, disclose the following for each prior application: DATE FILED PERIOD COVERED REQUESTED FEES/EXPENSES APPROVED FEES/EXPENSES 5/11/18 D.I. 285 6/5/18 D.I. 348 6/21/18 D.I. 407 3/12/18-3/31/18 $328,506.75/$106.19 $262,805.40/$106.19 CNO filed 5/29/18 D.I. 334 4/1/18-4/30/18 $745,389.75/$3,507.83 $596,311.80/$3,507.83 CNO filed 6/20/18 D.I. 405 5/1/18-5/31/18 $220,308.25/$2,219.53 $176,246.60/$2,219.53 CNO filed 7/6/18 D.I. 473 \\NY - 045803/000019-9129380 v1-2 -
Case 18-10518-KG Doc 672 Filed 08/03/18 Page 3 of 10 Name of Professional Person Christopher R. Donoho, III Hogan Lovells US LLP Orexigen Therapeutics, Inc. Co-Counsel to Debtor and Debtor in Possession Chapter 11 Timekeeper Chart June 1, 2018 through June 30, 2018 Position of the Applicant, Area of Expertise, Number of Years in that Position, Year Admitted to Bar. Partner at Hogan Lovells since 2010. Joined Lovells LLP in 2007. Member of New York Bar since 1997. Areas of expertise: Business Restructuring and Insolvency. Amy B. Freed Partner at Hogan Lovells since 1998. Joined Hogan & Hartson in 1995. Member of the Maryland Bar since 1988. Member of the District of Columbia Bar since 2007. Member of the New York Bar since 2008. Areas of expertise: Corporate. Scott Friedman Mark Jones Michelle S. Harrington Pieter Van Tol Christopher R. Bryant Partner at Hogan Lovells since 2010. Joined Hogan & Hartson as a Partner in 2002. Member of the New York Bar since 1986. Areas of expertise: Tax Partner at Hogan Lovells International, LLP since 2014. Joined Hogan in 2014. Member of the England and Wales Bar since 1996. Areas of expertise: Government Regulatory. Partner at Hogan Lovells since 2001. Joined Hogan & Hartson in 1987. Member of the District of Columbia Bar since 1987. Member of the Virginia Bar since 2000.. Areas of expertise: Government Regulatory. Partner at Hogan Lovells since 2010. Joined Hogan Lovells in 2010. Partner at Lovells, LLP since 2003. Member of the New York Bar since 1990. Counsel at Hogan Lovells since 2014. Joined Hogan Lovells in 2010. Member of the New York Bar since 2001. Areas of expertise: Business Restructuring and Insolvency. John D. Beck Senior Associate at Hogan Lovells since 2014. Member of the New York Bar since 2011 and the Texas Bar since 2010. Areas of expertise: Business Restructuring and Insolvency. Joshua Esam Eric L. Einhorn Associate at Hogan Lovells International, LLP since 2013. Member of Ireland Bar since 2017. Areas of expertise: Government Regulatory. Associate at Hogan Lovells since 2017. Joined Hogan Lovells in 2017. Member of the New Hourly Billing Rates Total Hours Total Compensation $1,245.00 55.80 $69,471.00 $1,150.00 0.30 $345.00 $1,095.00 3.30 $3,613.50 $1,085.00 0.50 $542.50 $1,085.00 3.30 $3,580.50 $1,035.00 1.20 $1,242.00 $860.00 154.00 $132,440.00 $830.00 89.50 $74,285.00 $610.00 2.00 $1,220.00 $495.00 43.70 $21,631.50 \\NY - 045803/000019-9129380 v1-3 -
Case 18-10518-KG Doc 672 Filed 08/03/18 Page 4 of 10 Name of Professional Person Sean A. Feener Ronald Cappiello Position of the Applicant, Area of Expertise, Number of Years in that Position, Year Admitted to Bar. York Bar since 2018. Areas of expertise: Business Restructuring and Insolvency. Associate at Hogan Lovells since 2017. Joined Hogan Lovells in 2017. Member of the New York Bar since 2018. Areas of expertise: Business Restructuring and Insolvency. Senior Paralegal. Joined Hogan Lovells in 2013. Paralegal since 1983. Areas of expertise: Business Restructuring and Insolvency. Hourly Billing Rates Total Hours Total Compensation $495.00 59.00 $29,205.00 $390.00 31.00 $12,090.00 Total Sub-total: Chapter 11 $349,666.00 Less 50% Discount-Non-Working Travel: ($2,075.00) GRAND TOTAL: $347,591.00 BLENDED RATE: $783.57 \\NY - 045803/000019-9129380 v1-4 -
Case 18-10518-KG Doc 672 Filed 08/03/18 Page 5 of 10 Hogan Lovells US LLP Orexigen Therapeutics, Inc. Co-Counsel to Debtor and Debtor in Possession Chapter 11 PROJECT CATEGORY CHART June 1, 2018 through June 30, 2018 Project Category Total Hours Total Fees 045803/Matter-000019-Chapter 11 01-Corporate Governance and Board Matters 0.40 $332.00 02-Meetings and Communications with 2.00 $1,565.50 Creditors 03-Hearings 22.70 $19,129.00 04- DIP or Exit Financing 20.20 $18,040.50 05 Litigation: Contested Matters & Adversary 8.80 $4,788.00 Proceedings 07-Plan and Disclosure Statement 23.90 $22,344.50 09-Assumption/Rejection of Leases/Contracts 1.00 $1,085.00 10-Case Administration 7.10 $3,736.50 11-Tax 2.00 $1,760.50 12-General/Other 2.20 $1,721.00 14-Retention of Professionals/Filing/Others 2.30 $1,909.00 17-Monthly Fee Statements and Interim/Final Fee 34.80 $17,925.00 Applications(Hogan Lovells) 18-Monthly Fee Statements and Interim/Final Fee 3.80 $3,087.00 Applications (Others) 19-Monthly Fee Statements and Interim/Final Fee 0.10 $83.00 Applications/Others 20-Non-Working Travel 4.00 $4,150.00 21 Employee Matters 2.50 $2,407.00 22-Governman/Regulatory Matters 5.80 $5,343.00 24-Asset Dispositions/363 Sales 293.00 $234,617.00 25-Automatic Stay Matters 2.90 $3,071.00 26-Insurance Matters 0.80 $664.00 27-Vendor/Supplier Matters 0.60 $504.00 30-Drafting, Reviewing and Analyzing 2.50 $1,237.50 Pleadings 32-Discovery 0.20 $166.00 Total: 443.60 $349,666.00 Less 50% discount-non-working Travel ($2,075.00) GRAND TOTAL: 443.60 $347,591.00 \\NY - 045803/000019-9129380 v1-5 -
Case 18-10518-KG Doc 672 Filed 08/03/18 Page 6 of 10 Hogan Lovells US LLP Orexigen Therapeutics, Inc. Co-Counsel to Debtor and Debtor in Possession Chapter 11 Expense Summary June 1, 2018 through June 30, 2018 Expense Category Service Provider (if applicable) Total Expenses Rail Travel $3,500.00 Air Travel $1,419.20 Meals/Refreshments $305.41 Taxi-Local $12.36 Hotel/Lodging $615.45 Hotel-Misc.-Other $21.00 Car Service $947.58 Data Storage/Internal $38.00 Computer Research Pacer $986.40 Word Processing $200.00 Advance Third Party Charges TSG Reporting, Inc. $6,257.90 Grand Total Expenses $14,303.30 \\NY - 045803/000019-9129380 v1-6 -
Case 18-10518-KG Doc 672 Filed 08/03/18 Page 7 of 10 IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re: ) Chapter 11 ) OREXIGEN THERAPEUTICS, INC., ) Case No. 18-10518 (KG) ) Debtor. 1 ) ) Objection Deadline: ) August 17, 2018 at 4:00 p.m. (EDT) FOURTH MONTHLY FEE STATEMENT OF HOGAN LOVELLS US, LLP FOR PROFESSIONAL SERVICES AND DISBURSEMENTS AS CO-COUNSEL TO THE DEBTOR AND DEBTOR IN POSSESSION FOR THE PERIOD JUNE 1, 2018 THROUGH AND INCLUDING JUNE 30, 2018 Hogan Lovells US LLP ( Hogan Lovells ), as co-counsel to the Debtor and Debtor in Possession (the Debtor ), hereby submits this application (the Fee Statement ) for interim allowance of compensation for professional services rendered by Hogan Lovells to the Debtor for the period June 1, 2018 through and including June 30, 2018 (the Fee Statement Period ) and reimbursement of actual and necessary expenses incurred by Hogan Lovells during the Fee Statement Period, 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 (the Bankruptcy Rules ), Rule 2016-2 of the Local Rules of Bankruptcy Practice and Procedure of the United States Bankruptcy Court for the District of Delaware (the Local Rules ), the United States Trustee s Guidelines for Reviewing Applications for Compensation and Reimbursement of Expenses filed under 11 U.S.C. 330, effective January 30, 1996 (the U.S. Trustee Guidelines ) and the Administrative Order Establishing Procedures for Interim Compensation and Reimbursement of Expenses for Retained Professionals [Docket No. 171] 1 The last four digits of the Debtor s federal tax identification number are 8822. The Debtor s mailing address for purposes of this Chapter 11 Case is 3344 North Torrey Pines Court, Suite 200, La Jolla, CA, 92037. \\NY - 045803/000019-9129380 v1 1
Case 18-10518-KG Doc 672 Filed 08/03/18 Page 8 of 10 (the Compensation Order ). 2 In support of this Fee Statement, Hogan Lovells respectfully represents as follows: JURISDICTION 1. This Court has jurisdiction over this Application pursuant to 28 U.S.C. 157 and 1334. This is a core proceeding within the meaning of 28 U.S.C. 157(b)(2). Venue in this district is proper pursuant to 28 U.S.C. 1408 and 1409. HOGAN LOVELLS RETENTION 2. The Debtor engaged Hogan Lovells as its bankruptcy counsel on or about October 7, 2017 to prepare and execute this Chapter 11 Case. On March 23, 2018, the Debtor filed the Application of the Debtor for Entry of an Order Pursuant To Bankruptcy Code Sections 327(a) 328, 330 and 1107 Authorizing Employment and Retention of Hogan Lovells US LLP as Counsel for the Debtor Nunc Pro Tunc to the Petition Date and Statement Required by Bankruptcy Code Section 329 [Docket No. 87] (the Retention Application ). 3. On April 11, 2018, the Court granted the Retention Application pursuant to the Order Granting the Application of the Debtor for Entry of an Order Pursuant to Bankruptcy Code Sections 327(a) 328, 330 and 1107 Authorizing Employment and Retention of Hogan Lovells US LLP as Bankruptcy Counsel for the Debtor Nunc Pro Tunc to the Petition Date [Docket No. 174]. RELIEF REQUESTED 4. During the Fee Statement Period, Hogan Lovells incurred actual, reasonable, and necessary fees in the amount of $347,591.00. For the same period, Hogan Lovells incurred actual, reasonable, and necessary expenses totaling $14,303.80. Pursuant to the Compensation 2 Capitalized terms not defined herein are defined in the Compensation Order. \\NY - 045803/000019-9129380 v1-2 -
Case 18-10518-KG Doc 672 Filed 08/03/18 Page 9 of 10 Order, Hogan Lovells seeks payment of $292,376.10, representing 80% of Hogan Lovells fees for services rendered plus 100% of expenses. As of the date of this Application, Hogan Lovells has received no payment for the fees and expenses requested herein. 5. Attached hereto as Exhibit A are the time records of Hogan Lovells Professionals, which provide a daily summary of the time spent by each Hogan Lovells Professional during the Fee Statement Period organized by matter, including a breakdown of disbursements incurred by Hogan Lovells during the Fee Statement Period. 6. Hogan Lovells charges $.10 per page for photocopying. 7. Hogan Lovells charges $1.00 per page for outgoing domestic facsimiles and does not charge for incoming facsimiles. 8. In accordance with Local Rule 2016-2, Hogan Lovells has reduced its request for compensation for non-working travel, if any, to 50% of its normal rate. 9. The undersigned has reviewed the requirements of Local Rule 2016-2 and certifies to the best of his information, knowledge, and belief that this Application complies with that Rule. \\NY - 045803/000019-9129380 v1-3 -
Case 18-10518-KG Doc 672 Filed 08/03/18 Page 10 of 10 WHEREFORE, Hogan Lovells respectfully requests that this Court: (a) allow Hogan Lovells (i) interim compensation in the amount of $347,591.00 for actual, reasonable, and necessary professional services rendered on behalf of the Debtor during the period June 1, 2018 through and including June 30, 2018, and (ii) interim reimbursement in the amount of $14,403.30 for actual, reasonable, and necessary expenses incurred during the same period; (b) authorize and direct the Debtor to pay to Hogan Lovells the amount of $292,376.10 which is equal to the sum of 80% of Hogan Lovells allowed interim compensation for the period ($278,072.80) and 100% of Hogan Lovells allowed expense reimbursement for the period ($14,403.30); and (c) grant such other and further relief as is just and proper. Dated: August 3, 2018 Respectfully submitted, New York, New York HOGAN LOVELLS US LLP By: /s/ Christopher R. Donoho, III 875 Third Avenue New York, New York 10022 Telephone: 212-918-3000 Facsimile: 212-918-3100 Christopher R. Donoho, III, Esq. (pro hac vice) Christopher R. Bryant, Esq. (pro hac vice) John D. Beck, Esq. (pro hac vice) Email: chris.donoho@hoganlovells.com christopher.bryant@hoganlovells.com john.beck@hoganlovells.com Co-Counsel to the Debtor and Debtor in Possession \\NY - 045803/000019-9129380 v1-4 -
Case 18-10518-KG Doc 672-1 Filed 08/03/18 Page 1 of 2 IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re: OREXIGEN THERAPEUTICS, INC., Debtor. 1 Chapter 11 Case No. 18-10518 (KG) Objection Deadline: August 17, 2018 at 4:00 p.m. (ET) NOTICE OF FOURTH MONTHLY FEE STATEMENT OF HOGAN LOVELLS US LLP FOR PROFESSIONAL SERVICES AND DISBURSEMENTS AS CO- COUNSEL TO THE DEBTOR AND DEBTOR IN POSSESSION FOR THE PERIOD JUNE 1, 2018 THROUGH AND INCLUDING JUNE 30, 2018 PLEASE TAKE NOTICE that today, Morris, Nichols, Arsht & Tunnell LLP as counsel to the Debtor in the above-captioned case, filed the attached Fourth Monthly Fee Statement Of Hogan Lovells US LLP For Professional Services And Disbursements As Co- Counsel To The Debtor And Debtor In Possession For The Period June 1, 2018 Through And Including June 30, 2018 (the Application ). PLEASE TAKE FURTHER NOTICE that objections, if any, to the Application, must: (a) filed with the Clerk of the Bankruptcy Court, 824 North Market Street, 3 rd Floor, Wilmington, Delaware 19801, by August 17, 2018 at 4:00 p.m. (Eastern Time) (the Objection Deadline ); and (b) be served so as to be received on or before the Objection Deadline by: i. the Debtor: Orexigen Therapeutics, Inc., 3344 North Torrey Pines Court, Suite 200, La Jolla, CA 92037; ii. co-counsel to the Debtor: Hogan Lovells US LLP, 875 Third Avenue, New York, NY 10022, (Attn: Christopher R. Donoho, III, Esq.); and Morris, Nichols, Arsht & Tunnell LLP, 1201 N. Market Street, 16 th Floor, Wilmington, DE 19801, (Attn: Robert J. Dehney, Esq.); iii. counsel to the DIP Administrative Agent: Arnold & Porter Kaye Scholer LLP, 70 W. Madison St., Suite 4200, Chicago, IL 60602 (Attn: Tyler Nurnberg, Esq. and Alan Glantz, Esq.); iv. counsel to certain of the DIP Lenders: Quinn Emanuel Urquhart & Sullivan, LLP, 865 S. Figueroa St., 10 th Floor, Los Angeles, CA 90017 (Attn: Eric Winston, Esq. and Bennett Murphy, Esq.); and Whiteford Taylor Preston LLP, The Renaissance Center, Suite 500, 405 N. King Street, Wilmington, DE 19801 (Attn: Chris Samis, Esq. and L. Katherine Good, Esq.); 1 The last four digits of the Debtor s federal tax identification number are 8822. The Debtor s mailing address for purposes of this Chapter 11 Case is 3344 North Torrey Pines Court, Suite 200, La Jolla, CA, 92037.
Case 18-10518-KG Doc 672-1 Filed 08/03/18 Page 2 of 2 v. counsel to the Official Committee of Unsecured Creditors: Irell & Manella LLP, 840 Newport Center Drive, Suite 400, Newport Beach, CA 92660 (Attn: Jeffrey M. Reisner, Esq.); and vi. the Office of the United States Trustee: J. Caleb Boggs Federal Building, Room 2207, 844 N. King Street, Wilmington, DE 19801, (Attn: Timothy J. Fox, Esq.). A HEARING ON THE APPLICATION, IF NECESSARY, WILL BE HELD AT THE CONVENIENCE OF THE COURT AND NOTICE OF ANY SUCH HEARING WILL BE GIVEN ONLY TO THE OBJECTING PARTY OR PARTIES. IF YOU FAIL TO RESPOND IN ACCORDANCE WITH THIS NOTICE, THE COURT MAY GRANT THE RELIEF REQUESTED BY THE APPLICATION WITHOUT FURTHER NOTICE OR HEARING. August 3, 2018 Wilmington, Delaware MORRIS, NICHOLS, ARSHT & TUNNELL LLP /s/ Andrew R. Remming Robert J. Dehney (No. 3578) Andrew R. Remming (No. 5120) Tamara K. Mann (No. 5643) 1201 N. Market St., 16th Floor P.O. Box 1347 Wilmington, DE 19899-1347 Telephone: (302) 658-9200 Facsimile: (302) 658-3989 rdehney@mnat.com aremming@mnat.com tmann@mnat.com - and - Christopher R. Donoho, III (admitted pro hac vice) Christopher R. Bryant (admitted pro hac vice) John D. Beck (admitted pro hac vice) HOGAN LOVELLS US LLP 875 Third Avenue New York, NY 10022 Telephone: (212) 918-3000 Facsimile: (212) 918-3100 chris.donoho@hoganlovells.com christopher.bryant@hoganlovells.com john.beck@hoganlovells.com Counsel for Debtor and Debtor in Possession 2
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