Professional Documents
Culture Documents
In re: ) Chapter 11
)
Debtors. )
) (Jointly Administered)
FIFTH MONTHLY APPLICATION FOR COMPENSATION AND REIMBURSEMENT OF EXPENSES OF MILLSTREAM ENERGY, LLC, AS ENGINEERING CONSULTANT TO THE DEBTORS AND DEBTORS IN POSSESSION, FOR L. i. THE PERIOD FROM JULY 1 2009 THROUGH JULY 31 2009
Name of Applicant: Authorized to Provide Professional
Services to:
Date of Retention:
$ 0.00
_ final application.
interim
The total time expended for fee application preparation is approximately 6.75
i The Debtors in these cases, along with the last four digits of each of the Debtors' federal tax identification
number, are: Pacific Energy Resources Ltd. (3442); Petrocal Acquisition Corp. (6249); Pacific Energy Alaska
Holdings, LLC (tax J.D. # not available); Cameros Acquisition Corp. (5866); Pacific Energy Alaska Operating LLC (7021); San Pedro Bay Pipeline Company (\234); Cameros Energy, Inc. (9487); and Gotland Oil, Inc. (5463). The
mailing address for all of
the Debtors is I I 1 W. Ocean Boulevard, Suite 1240, Long Beach, CA 90802. 2 The applicant reserves the right to include any time expended in the time period indicated above in future
68773-002\DOCS_DE: 148984_ 1
Period Covered
March 9
Requested Fees
$33,450.00
Requested Expenses
$91.70
0
Approved
Fees $33,450.0
Approved Expenses
$91.70
through March
31,2009
June 23,
April 1
$36,750.00
$823.70
$36,750.00
$823.70
2009
June 23, 2009
July 16,
through
April 30, 2009 May 1 through May 31, 2009
June 1 through
June 30, 2009
$52,350.00 $49,680.00
$3,476.28
$2,936.13
$52,350.00 $49,680.00
$3,476.28 $2,936.13
2009
MILLSTREAM PROFESSIONAL
Name of Professional
Position of
the Applicant,
Hourly
Individual
Biling
Rate (including Changes)
$300.00
Total Hours
Total Compensation
Biled
35.92
$10,776.00
COMPENSATION BY CATEGORY
Project Categories
..
Total Hours
2.50
6.75
Total Fees
Reservoir engineering and/or economic evaluation work for PEe's . California Offshore properties
Fee Application preparation and time sheet formatting for 4th
$750.00
$2,025.00
$201.00
Monthly Fee Application and 1 st Quarerly Fee Application Prepare for and/or participate in Lender update/issue conference calls hosted by Zolfo Reservoir engineering and/or economic evaluation work for PEe's Alaska offshore and onshore properties Preparation and presentation work for PEe's capital raise fforts
(road-show presentations)
0.67
21.75
4.25
$6,525.00
$1,275.00
Totals
35.92
$10,776.00
EXPENSE SUMMARY
Expense Category
None incurred this period
Total Expenses
$0.00 $0.00
Total
3 Milstream may use one or more service providers. The service providers identified herein below are the primary
service providers for the categories described.
68773-002\DOCS_DE: 148984, i
In re: ) Chapter 11
)
Debtors. )
) (Jointly Administered)
FOURTH MONTHL Y APPLICATION FOR COMPENSATION AND REIMBURSEMENT OF EXPENSES OF MILLSTREAM ENERGY, LLC, AS ENGINEERING CONSULTANT TO THE DEBTORS AND DEBTORS IN POSSESSION, FOR THE PERIOD FROM JULY 1.2009 THROUGH JULY 31. 2009
Pursuant to sections 330 and 331 of Title' 11 of
"Bank--ptcy Code"), Rule 2016 of the Federal Rules of Bankptcy Procedure (collectively, the
"Bankruptcy Rules"), and the Court's "Administrative Order Under 11 U.S.C. 105(A) and 331 Establishing Procedures for Interim Compensation and Expense Reimbursement of
Professionals and Committee Members," entered on or about April 8,2009 (the "Administrative
Order"), Milstream Energy, LLC ("Milstream"), engineering consultant to the Debtors and
Debtors in Possession ("Debtors"), hereby submits its Fourth Monthly Application for
Compensation and for Reimbursement of Expenses for the Period from July 1, 2009 through
July 31, 2009 (the "Application").
i The Debtors in these cases, along with the last four digits of each of the Debtors' federal tax identification
number, are: Pacific Energy Resources Ltd. (3442); Petrocal Acquisition Corp. (6249); Pacific Energy Alaska
Holdings, LLC (tax J.D. # not available); Cameros Acquisition Corp. (5866); Pacific Energy Alaska Operating LLC (7021); San Pedro Bay Pipeline Company (\234); Cameros Energy, Inc. (9487); and Gotland Oil, Inc. (5463). The the Debtors is ILL W. Ocean Boulevard, Suite 1240, Long Beach, CA 90802. mailing address for all of
68773-002\DOCS_DE: 148984, 1
the period July 1, 2009 through July 31, 2009 (the "Interim Period"). In support of this
Background
1. On March 9, 2009 (the "Petition Date"), the Debtors fied voluntary
petitions for relief under chapter 11 of the Bankptcy Code. The Debtors continue in possession
of their properties and continues to operate and manage their business as debtors in possession
pursuant to sections 1107(a) and 1108 of the Bankruptcy Code. A Committee of
Unsecured
Creditors ("Committee") was appointed on or about March 19,2009. 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
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 May 31, 2009, at three-month intervals, each Professional shall fie 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.
4. The retention of
approved effective as of
Milstream Energy, LLC as Consultant Nunc Pro Tunc to the Petition Date," entered on or about
May 15,2009 (the "Retention Order"). The Retention Order authorized Milstream to be
compensated on an hourly basis and to be reimbursed for actual and necessary out-of-pocket
expenses, along with certain sales transaction fees, equity investment fees, and termination fees.
for or on behalf of
the Debtors.
6. Milstream 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
understanding between Milstream and any other person
received for services rendered in this case. Milstream has received payments from the Debtors
during the year prior to the Petition Date in the amount of$137,850.00, in connection with the
preparation of engineering reserve reports and preparation for asset sale efforts. Milstream was
owed $20,550.00 as of
the Petition Date for engineering consulting services but the claim for
Fee Statements
7. The fee statements for the Interim Period are attached hereto as Exhibit A.
These statements contain daily time logs describing the time spent by Milstream during the
Interim Period. To the best of
the Bankuptcy Code, the Banuptcy Rules and the Administrative Order.
Milstream charges for its professional services are based upon the time, nature, extent and value
of such services and the cost of comparable services.
Actual and Necessary E:xpenses
principal and practicing engineer, Mark A. Clemans. The services provided for the Interim
Period are in connection with providing technical analyses, materials, and presentations related
to reserves and valuations of
the Company's California and Alaskan oil and gas assets. The
predominant work for the Interim Period was developing an engineering database with forecasts
of
reserves and net cash-flows for offset Alaskan properties including Granite Point and Middle
Ground Shoal Fields. These fields were evaluated in connection with the Debtor's consolidated
68773-002\DOCS_DE: 148984,1
business plan of
these efforts were compiled and presented to the Debtors and their Lenders in specific meetings. Detailed daily reports describing all services are shown.in Exhibit A.
Valuation of Services
Name of Professional
Individual
Position of the Applicant, Years in that Position, Prior Relevant Experience, Year of Obtaining License to Practice, Area of Expertise
Number of
Hourly
Biling
Rate (including Changes)
$300.00
Total Hours
Total Compensation
Biled
Mark A. Clemans
35.92
$10,776.00
11. The nature of work performed by Milstream is fully set forth in Exhibit A
attached hereto. The fees are for Milstream's normal hourly rates for work of
this character.
the services rendered by Milstream for the Debtors during the Interim
Period is $10.776.00.
12. In accordance with the factors enumerated in section 330 of
the
Banptcy Code, it is respectfully submitted that the amount requested by Milstream 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.
Moreover, Milstream has reviewed the requirements of
Administrative Order and believes that this Application c'omplies with such Rule and Order.
68773-002\DOCS_DE: 148984, i
WHEREFORE, Milstream respectfully requests that, for the period July 1, 2009
through July 31, 2009, an interim allowance be made to Milstream for compensation in the
amount of$10,776.00 and actual and necessar expenses in the amount of$O.OO for a total
allowance of$1O,776.00, and payment of$8,620.80 (80% of
$8,620.80 and for such other and further relief as this Court may deem just and proper.
68773-002\DOCS_DE: 148984, i
By
Mark A. Clemans,
fY~A-~
Sole Owner
Debtors in Possession
68773-002\DOCS_DE: 148984, I
VERIFICATION
STATE OF DELAWARE
Mark A. Clemans, after being duly sworn according to law, deposes and says:
a) i am the sole owner and manager of the applicant Millstream Energy, LLC
("Millstream").
Millstream.
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 2016-2 and the Administrative Order entered on or about April 8, 2009, and submit that the
f(cJ-~
Mark A. Clemans
SWORN AND SUBSCRIBED
68773-002\DOCS_DE: 148984, I
~,\\~~l~,,11.
I
Notary ~Rb~N A. RYS M he, State of 1i Y Commission E . exas
June 05, 201 ~prres I
Notary Public L/
: .t~
\~. :..i
6873-002\DOCS_DE: I 48984. I
INVOICE
PACIFIC ENERGY RESOURCES
INVOICE: 9
DATE: SEPTEMBER 9, 2009
EIN: 26-4064753
DESCRIPTION
HOURS
RATE
AMOUNT
35.92
$300.00
$10,776.00
$0.00
$10,776.00
$8,620.80
$0.00
Total Payable
$8,620.80
Wiring Instructions:
First Receiving Bank: Southwest Corporate FCU
7920 Beltlne Rd
TOTAL
U5$8,620.00
30.00
Total Matter
Date
Hours
1-Jul-09
0-75
Hou-HO Hou-HO
Hou- HO
2-Jul-09 2-Jul-09
1D-Jul-09
1.5
4.25
2,50 4,75 1.25 3,50 2,00 4,25
consulting engineer
60,00
1275,00
AK Review Granite Point and Middle Ground Shoal material to set up Ph D Win model AK Pull production data from IHS to populate Ph 0 win database & start forecasts AR Prepare 1st Quarterly Fee Application for us Bk Court AR Prepare 1st Quarterly Fee Application for US Bk Court & have notarized AR Prepare 4th Monthly Fee Application for us Bk Court, submit this and 1st Quarterly Fee Application to attorneys
2,00 0,67
2,00 1.50 1,50 3,25
60,00
201,00
21-Jul-09
22-Jul-09
25-Jul-09
60,00
450,00 450,00
975,00
Hou-HO
Hou-HO
28-Jul-09
29-Jul-09
Hou-HO Hou-HO
AK Work w/ NSAI to set up Probable leases and trouble shoot fixed expense lease issue
AK Prepare Probable incremental projections for Granite Point file, make preliminary economic runs and send off 2P preliminary run
Total Hours
3S.92
10,n6.oo
Matter
Codes:
AK AR
Hou rs by
Matter Code
21,75 6,75 2,50 4,25 0,67 0,00 0,00 0,00 0,00 0,00 0,00
Fees by Matter Code Work Description: 6.525.00 Reservoir engineering and/or econimic evaluation work for PEe's Alaskan properties
2,025,00 750,00 1.275,00 201.00 0.00 0,00 0,00 0,00 0.00 0,00
Consulting Agreement preparation/ Fee Application for us Bankruptcy Court submital Reservoir engineering and/or econimic evaluation work for PEe's Offshore eA properties Preparation and presentation work for PEe's capital raise efforts (road.show presentations) Prepare for and/or participate in lender update/issue conference calls hosted by Zolfo
eA eR
Le
RG RP
5P
TM
TK TR
Coordinate techincal meet reviews with Company reserve consultants and associated data requests
Travel and working PEC matters
Travel for business meetings
In re: ) Chapter 11
)
Debtors. )
) (Jointly Administered)
and debtors in possession in the above-captured case (the "Debtors"), has fied its Monthly
Application for Compensation and Reimbursement of Expenses of Milstream Energy, LLC as
Engineering Consultant to the Debtors and Debtors in Possession, for the Period from July 1,
2009 through July 31, 2009, seeking compensation for services in the amount of $1 0,776.00 and
be made in accordance with the Administrative Order Under 11 U.S.C. 105(a) and 331
Market Street, Wilmington, Delaware 19801, and received by no later than September 30, 2009
at 4:00 p.m. (the "Objection Deadline").
i The Debtors in these cases, along with the last four digits of each of
are: Pacific Energy Resources Ltd. (3442); Petrocal Acquisition Corp. (6249); Pacific Energy Alaska Holdings,
LLC (tax J.D. # not available); Cameros Acquisition Corp. (5866); Pacific Energy Alaska Operating LLC (7021); San Pedro Bay Pipeline Company (\234); Cameros Energy, Inc. (9487); and Gotland Oil, Inc. (5463). The mailing address for all of the Debtors is I I I W. Ocean Boulevard, Suite 1240, Long Beach, CA 90802.
that they are received not later than September 30, 2009, by: (a) the Debtors, (1) Pacific Energy
Resoi;rces, 111 W. Ocean Boulevard, Suite 1240, Long Beach, CA 90802, Attn: Gerry
Tyw0!1iuk, Senior VP & CFO and (2) Zolfo Cooper, 1166 Sixth Avenue, 24th Floor, New York,
NY l0036, Attn: Scott W. Winn, Senior Managing DI~'Ctor; (b) counsel to the Debtors, (1)
Pachulski Stang Ziehl & Jones LLP, 919 North Market Street, 17th Floor, Wilmington, DE
Building, 844 N. King Street, Suite 2207, Lock Box 35, Wilmington, Delaware 19801, Attn:
Joseph McMahon, Esq.; and (d) counsel for the Official Committee of
CA 90067, Attn: Katherine C. Piper, Esq., Fax: (310) 734-3173, e-mail: kpiper(fsteptoe.com
and (2) Pepper Hamilton LLP, Hercules Plaza, Ste 5100,1313 N. Market Street, Wilmington,
convenience of the Bankruptcy Court. Only those objections made in writing and timely fied
and received in accordance with the Administrative Order and the procedures described herein
no objection to the Application is timely fied, served and received by the Objection Deadline, the
Applicant may be paid an amount equal to the lesser of (1) 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
expen:ses not subject to an objection without the need fr fuher order of
e~
com
Kathleen P. Makowski (DE Bar No. 3648) 919 North Market Street, 1 th Floor P.O. Box 8705 Wilmington, DE 19899-8705
Telephone: 302/652-4100
Facsimile: 310/652-4400
Email: ikharasch(fpszilaw.com
smcfarlandpszi law .com
In re: )
STATE OF DELAWARE )
) ss:
)
)
Debtors. )
AFFIDAVIT OF SERVICE
that she is employed by the law firm of Pachulski Stang Ziehl & Jones LLP, attorneys for the
Debtors in the above-captioned action, and that on the 10th day of September, 2009 she caused a
copy of
the following document(s) to be served upon the paries on the attached service lists in
DEBR L. YOU
NOTAR PU
Notary Public
Commission Exp.:
i The Debtors in the e es, along with the last four digits of each of
the Debtors' federal tax identification number, are: Pacific Energy Resources Ltd. (3442); Petrocal Acquisition Corp. (6249); Pacific Energy Alaska Holdings, LLC (tax J.D. # not available); Cameros Acquisition Corp. (5866); Pacific Energy Alaska Operating LLC (7021); San Pedro Bay Pipeline Company (1234); Cameros
Energy, Inc. (9487); and Gotland Oil, Inc. (5463). The mailing address for all of
Hand Delivery
(Counsel to Official Committee of
Unsecured
Creditors) David B. Stratton, Esquire James C. Carignan, Esquire Pepper Hamilton LLP
Hercules Plaza, Suite 1500
01 - Interoffice Pouch
(Counsel for Debtors) Laura Davis Jones, Esquire James E. O'Neil, Esquire Kathleen P. Makowski, Esquire Pachulski Stang Ziehl & Jones LLP 919 North Market Street, 17th Floor P.O. Box 8705 Wilmington, DE 19899-8705
Interoffice Pouch to Los Angeles (Counsel for Debtors) Robert M. Saunders, Esquire Ira D. Kharasch, Esquire Scotta E. McFarland, Esquire Pachulski Stang Ziehl & Jones LLP
10100 Santa Monica Blvd., 11 th Floor
Warren H. Smith & Associates, P.C. Republic Center 325 N. St. Paul, Ste 1250 Dallas, Texas 75201
Wilmington, DE 19801
Hand Delivery (Copy Service)
Parcels, Inc.
Unsecured
Creditors) Francis J. Lawall, Esquire Pepper Hamilton LLP 3000 Two Logan Square Eighteenth & Arch Streets Philadelphia, P A 19103
Unsecured Creditors)
Unsecured Creditors)
Robbin Itkin, Esquire Katherine Piper, Esquire Kelly Frazier, Esquire Steptoe & Johnson LLP the Stars, 28th Floor 2121 Avenue of Los Angeles, CA 90067
68773-001 \DOCS_DE: I 47432, i