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Mesirow Files A 2nd (Much Lower) Bill

Wednesday, January 23 2008 @ 07:59 PM EST

Mesirow has filed its second bill for providing financial services to SCO. This time it's for one month, the month of December, and it's for only $21,117.00, $16,334.10 (including holdback -- they say they are voluntarily reducing the total from $23,097) in compensation and $4,782.90 in expenses. That's a fair bit less than the first monthly bill for nearly a half million, which actually covered the time period from September 14 to November 30.

Here's the filing:

313 - Filed & Entered: 01/23/2008
Application for Compensation
Docket Text: Monthly Application for Compensation (Second) and Reimbursement of Expenses as Financial Advisors to the Debtors for the Period from December 1, 2007 through December 31, 2007 Filed by Mesirow Financial Consulting, LLC. Objections due by 2/12/2008. (Attachments: # (1) Notice # (2) Exhibit A # (3) Exhibit B # (4) Exhibit C # (5) Exhibit D # (6) Exhibit E # (7) Certificate of Service and Service List) (Werkheiser, Rachel)

They provide quite a bit more detail this time too. Exhibit A is the breakdown; Exhibit B is the hours for each category of services; Exhibit C is the expenses; Exhibit D provides daily descriptions of services rendered by each professional; and Exhibit E provides details about the expenses. I'm deducing Mesirow would like there to be no objection from Novell to this bill like the one Novell filed objecting to their first bill.

Update: I've had a chance now to look a bit more carefully, and just like the first bill, it's almost all about the York deal or, in this bill, preparing the first bill. But that is eye opening, because SCO withdrew the motion to sell the assets to York in November, albeit without prejudice, and this bill is for activities in December, and the last thing is about revisiting the possibilities in the new year. So this is a withdrawn motion, not necessarily a dead duck. Um... didn't York and SCO tell the court there was a time emergency to get the deal done?

Please take a look at page 5 and 6 of the motion. Fifty out of 72.2 total hours were spent on the preparation of the first bill they submitted. That's a lot of hours, even if it was almost all an associate and paraprofessional doing the work on that task. They end up charging somewhere between $7,000 and $8,000 for those two just on that task alone. I'm thinking they must have some arrangement with SCO to let them bill for bill preparation, because I've never worked anywhere where the firm billed for preparing a bill. Maybe because of the extra demands of bankruptcy court.

And as for the higher ups in the firm, look at the breakdown by employee on Exhibit A. Out of the 72.2 hours, the Managing Director worked 16.5 at $650/hr; a Senior Vice President, Todd Zoha, billed 6.7 hours at $580/hr; a Senior Associate, Lyle Bauck, billed 2.6 hours at $350/hr. So that's roughly 25 hours. Here's what they toiled on, as shown on page 4 of Exhibit D, listed as D-2. There we find the higher ups working on the York deal, participating in various conference calls and phone meetings. Boies Schiller shows up, too, in various discussions about the York deal and how it intersects with Utah, I think, both Stuart Singer and apparently David Boies himself, at least judging from the entries for December 11 and December 10. The Mesirow Managing Director, Bill Fasel, was on the conference call with Boies (listed as Bois). Todd Zoha was on the one with Stuart Singer "regarding SVRx contracts and UNIXWARE and SCOsource licenses". I'd certainly like to have been on that call.

Fasel was a participant on an hour-long December 14 call with SCO management "to decide on 'tabling' sale discussions and revisit potential sale process in the new year."

On page 6 of Exhibit D, technically Exhibit D-3, we find one entry under the category "Merger/Acquisition/Divestiture Analysis", a "conference call with D. Charnin (Potential Bidder) regarding Potential Bidder's response to SCO's non-negotiable terms". Page 6 of the Motion provides a bit more on what that was about:

Negotiate the Asset Purchase Agreement, Credit and Security Agreement, Cross Licensing Agreement, Bid Procedures Motion, Sale motion with the potential stalking horse bidder."

Exhibit E shows Lyle Bauck traveling and eating out. Memorable meals, one would hope, in some cases, given that on 11/16 he bills $174.50 for "Out of town dinner, 2 attendees". Again on the 25th, it cost $72.43 for two attendees at dinner. I think that means him and one other person, because breakfast on the 29th for 1 attendee was $7.70. He traveled to both Provo Utah and Chicago, so let's assume the dinner for one attendee listed at $33.16 was in Provo and the one for nearly $96.39 for one attendee on the 28th was in Chicago. Pressed duck, maybe? Suckling pig? Wait! Maybe wine? I know working for SCO would make me turn to drink, so maybe that's it. Crying in his beers in the Windy City. Just kidding, folks, trying to figure out how one person even in Chicago can spend so much for one dinner.

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Corrections

Authored by: Anonymous on Wednesday, January 23 2008 @ 08:16 PM EST

As needed, if needed.

---
--Bill P, not a lawyer. Question the answers, especially if I give some.