2025-01-27 DIP Financing - Douglas Wilson Co Reimburs (rec 2025-02-03)Case 24 -11647 -MFW Doc 337 Filed 01/27/25 Page 1 of 2
IN THE UNITED STATES BANKRUPTCY COURT
FOR THE DISTRICT OF DELAWARE
In re:
SilverRock Development Company, et al.,
Debtors.'
Chapter 11
Case No. 24-11647 (MFW)
(Jointly Administered)
Objection Deadline: February 10, 2025 at 4:00 p.m. ET
REPORT BY DOUGLAS WILSON COMPANIES OF COMPENSATION
EARNED AND EXPENSES INCURRED FOR THE PERIOD OF
DECEMBER 1, 2024 THROUGH DECEMBER 31, 2024
Exhibit A: CRO Summary of Hours by Professional
Exhibit B: Summary of Compensation by Project Category and Summary of Hours by
Professionals
Douglas Wilson Companies ("DWC"), though counsel for the above -captioned Debtors,
hereby submits this Fifth Monthly Report of Compensation Earned and Expenses Incurred
(the "Report") for the period December 1, 2024 through December 31, 2024 incurred
pursuant to its engagement [D.I. 109] (the "Retention Order"). DWC's fees for this
period are $62,177.50. DWC incurred $260.99 in expenses during the period. The fees are laid
out in further detail both in the CRO Summary of Hours by Professionals, attached hereto as
Exhibit A, and the Summary of Compensation by Project Category and Summary of Hours by
Professionals, attached hereto as Exhibit B. Pursuant to the Retention Order, parties in interest
may file an objection, if any, to this Report within fourteen (14) days from the filing of this
Report.
'The Debtors in these chapter 11 cases, along with the last four digits of each Debtor's federal tax identification
number, as applicable, are: SilverRock Development Company, LLC (5730), RGC PA 789, LLC (5996), SilverRock
Lifestyle Residences, LLC (0721), SilverRock Lodging, LLC, (4493), SilverRock Luxury Residences, LLC (6598)
and SilverRock Phase 1, LLC (2247). The location of the Debtors' principal place of business and the Debtors' mailing
address is 343 Fourth Avenue, San Diego, CA 92101.
Case 24 -11647 -MFW Doc 337-1 Filed 01/27/25 Page 1 of 3
Exhibit A
Case 24 -11647 -MFW Doc 337-1 Filed 01/27/25 Page 3 of 3
14.
Douglas Wilson
Joe Corcoran
Kristine Cuevas
Michele Vives
Rene Weidman
Lisset Rocha
Joseph Grosh
Michael Wilson
Monica Wilson
Grand Total
41.50
4.00
8.50
66.00
12.30
8.90
1.00
1.30
4.10
147.60
Class Activity
Case Administration
Budgeting
Business Operations
Real Estate
Status Reports
Asset Analysis and Recovery
Asset Disposition
Grand Total
147.60
97.70
6.60
19.50
16.30
2.50
3.40
1.60
147.60
Meals
Bank Fees
Grand Total
240.99
20.00
260.99
Case 24 -11647 -MFW Doc 337-2 Filed 01/27/25 Page 2 of 15
Douglas Wilson Companies
1620 Fifth Avenue, Suite 400
San Diego, CA 92101
Phone: 619 641-1141
Fax: 619-641-1150
douglaswilson.com
SilverRock Development Company
343 Fourth Ave
San Diego, CA 92101
United States
10167: SilverRock Development Company
Services
12/02/2024 MV
Services for month ending December 31, 2024
Case Administration: Read final draft of CRO Order (.2)
and Exclusivity Extension Motion. (.4)
0.60
Invoice #: 92938
Invoice Date: 01/10/2025
Due Date: 02/10/2025
$270.00
12/02/2024 MV
Case Administration: Meeting with D Wilson regarding 0.50
Broker Team selection, DIP Financing with the City of
La Quinta, and 4th interim DIP order.
$225.00
12/02/2024 RW Budgeting: Revisions to City DIP budget and 4th interim 0.50 $187.50
budget.
12/02/2024 KC
Case Administration: Participated in call with 0.50 $175.00
constituents (.3). Participated in internal meeting with
DWC team and next steps (.2)
12/02/2024 MV Case Administration: Review issues with Bank accounts 0.20 $90.00
and confirm full funding.
12/02/2024 MV
Budgeting: Review 4th Interim DIP Budget and make
adjustments (.6) Review 4th Interim DIP Order and
redline based on revised budget (.7).
1.30 $585.00
12/02/2024 MV
Case Administration: Develop list for counsel of those 0.30 $135.00
preferred equity members that have agreed to the
reconveyance.
Page 1 of 14
Case 24 -11647 -MFW Doc 337-2 Filed 01/27/25 Page 4 of 15
Invoice #: 92938 - 10167: SilverRock Development Company - 01/10/2025
12/03/2024 MV Budgeting: Finalize DIP budget to send to City of La 2.00 $900.00
Quinta
12/03/2024 KC
Case Administration: Send follow up email 0.50 - $175.00
correspondence to various entities re: setting up follow
up meetings with brokers and DIP lenders (.5).
12/03/2024 JG
Real Estate: Call with D.Wilson, M.Vives, & J.
Corcoran to discuss model and make adjustments to cash
flow through land sale option and interest only for the
loan.
1.00 $275.00
12/03/2024 LR Business Operations: Update Quickbooks(.2), set up 0.50 $137.50
insurance payment (.1), forward confirmation (.1)
12/03/2024 KC Case Administration: Download requested documents to 0.20 $70.00
DWC server.
12/03/2024 DW
Case Administration: Review documents in preparation 2.20 - $1,265.00
of hearing (.4). Attend the status court hearing (.2).
Follow up internal meetings to review the latest version
of the interim and updated budget (.6). Participate in the
meeting with the City regarding the term sheet for the
long term DIP loan (1).
12/03/2024 MV
Case Administration: Meeting with the City of La 1.00 $450.00
Quinta and counsel regarding 4th interim DIP budget
and order, and Full DIP lending loan agreement.
12/03/2024 MV Case Administration: Pre -Hearing meeting with 0.40 $180.00
Counsel.
12/03/2024 DW Real Estate: Call with J.Grosh and internal team to
discuss land sale options and discuss proforma model.
1.00 - $575.00
12/03/2024 MV Real Estate: Call with team to discuss proforma model
and cash flow on land options.
1.00 $450.00
12/04/2024 MV
Case Administration: Call with Judge Sontchi regarding 0.40 - $180.00
updated DIP budget for City of La Quinta to discuss
various costs that can be removed.
12/04/2024 MV
Case Administration: Finalize 4th interim DIP Budget 0.50 $225.00
based on feed back from Judge Sontchi. (.2). Redline 4th
interim DIP order (.3).
12/04/2024 MV
Case Administration: Meeting with City of La Quinta, 0.80 - $360.00
Counsel and Judge Sontchi regarding DIP Budget.
Page 3 of 14
Case 24 -11647 -MFW Doc 337-2 Filed 01/27/25 Page 6 of 15
Invoice #: 92938 - 10167: SilverRock Development Company - 01/10/2025
12/06/2024 MV
Case Administration: Call with J. McMillen regarding 0.40 $180.00
RD Olson's contract and scope of work. (.3) Discussion
regarding 4th Interim Draw (.1)
12/06/2024 MV
Case Administration: Call with Judge Sontchi regarding 0.20 $90.00
RD Olson's contract.
12/06/2024 MV
Budgeting: Update 4th interim budget for RD Olson's 0.80 $360.00
scope of work and 4th Draw request. (.5). Review
updates with R Weidman (.3)
12/06/2024 RW Business Operations: Update 4th Draw Schedule and
attach supporting invoices. Email to J. McMillin.
1.00 $375.00
12/06/2024 MV
Case Administration: Call with appraiser regarding 0.70 $315.00
updating the appraisal (25 min). Email correspondence
with Judge Sontchi, D Wilson and debtors counsel
regarding same (15 min)
12/06/2024 RW Status Reports: Begin review of November Invoice [No
Charge]
1.50 - $0.00
12/07/2024 RW Status Reports: Complete draft review of invoice [No
Charge]
1.00 $0.00
12/09/2024 LR
Business Operations: Reconcile bank account (.2) , pull 0.60 $165.00
November Financials (.1) , pull vendor disbursements
and listing through 12.09.24 and forward to R. Weidman
(.2)
12/09/2024 KC Case Administration: Participate in weekly meeting with
constituents.
0.50 - $175.00
12/09/2024 RW
Business Operations: Call with J.McMillen (.1). Email to 0.20 $75.00
J.McMillen list of vendors paid to date (.1)
12/09/2024 DW
Case Administration: Weekly update Zoom with the
stakeholders. Provide an update on the City DIP loan
and the retention of the brokers (.5). Review documents
on recent DIP term sheet and related matters including
the milestones for the brokers (.6). Follow up internal
discussions regarding the current capital stack and
review the unsecured creditors and other immediate
issues to focus on (.4). Call with debtors counsel
regarding budget (.4)
1.90 $1,092.50
12/09/2024 MV
Case Administration: Weekly Major Constituents
Meeting (.5). Follow up meeting with debtors counsel,
Judge Sontchi and D Wilson to discuss week's
1.10 $495.00
Page 5 of 14
Case 24 -11647 -MFW Doc 337-2 Filed 01/27/25 Page 8 of 15
Invoice #: 92938 - 10167: SilverRock Development Company - 01/10/2025
12/10/2024 DW
Case Administration: Participate in the Hilco meeting 2.70 $1,552.50
with Judge Sontchi and others to evaluate their
capabilities to oversee the marketing and sale of the
project (.5). Coordinate and participate in a Zoom
meeting with Utah City Partners to discuss their interest
in the DIP facility and provide them access to the data
room (.5). Verify the status of the discussions with La
Quinta regarding their potential DIP and the specific
terms (1). Monitor and respond to various emails (.7).
12/10/2024 JC Business Operations: DIP call with Utah City 0.50 $212.50
12/11/2024 LR
Business Operations: Set up payments for processing 0.40 $110.00
and review online portal for Imperial Irrigation District
reg. payment
12/11/2024 MV
Case Administration: Call with construction site 1.00 $450.00
manager regarding contracts moving forward. (.8) Call
with F Schuster regarding termination of consulting
agreement (.2)
12/11/2024 MV Case Administration: Review and edit Motion for DIP 0.50 $225.00
Financing (2nd round)
12/11/2024 DW
Case Administration: Participate in a Zoom meeting to
review all of the key pending project issues and the
priorities and timelines for each (1). Review the most
recent DIP term sheet (.5).
1.50 - $862.50
12/11/2024 JC Asset Disposition: Call with J. Sain from JLL 0.30 $127.50
12/12/2024 MV
Case Administration: Email to debtors counsel, D 0.20 $90.00
Wilson and Judge Sontchi regarding issues with general
contractor and clean up scope of work.
12/12/2024 MV
Case Administration: Review Cumming Group proposal 0.80 $360.00
and email redlines back to consultant for property
condition report scope of work (.7). Email to Judge
Sontchi for his review, approval and execution (.1).
12/12/2024 LR
Business Operations: Review payments to be made with 2.40 - $660.00
R.Weidman (.3) Set up payments for processing, update
Quickbooks, cut checks and prepare summary of
payments (2.1)
12/12/2024 RW Business Operations: Discuss payments to be issued 0.30 $112.50
with L.Rocha.
12/12/2024 MV Case Administration: Review and redline several
1.50 - $675.00
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Case 24 -11647 -MFW Doc 337-2 Filed 01/27/25 Page 10 of 15
Invoice #: 92938 - 10167: SilverRock Development Company - 01/10/2025
the process and quickly as is practical (.2). Monitor
various emails and respond as needed (.4). Review of the
final DIP motion (.2).
12/16/2024 MV Case Administration: Weekly meeting with Major 0.50 $225.00
Constituents
12/16/2024 MV Asset Analysis and Recovery: Call with T. Gavin
regarding appraisal and valuation assignment.
1.00 $450.00
12/16/2024 MV Case Administration: Update Will Serve letter. 0.50 $225.00
12/16/2024 MV
Case Administration: Meetings with Debtors Counsel,
D. Wilson, Judge Sontchi regarding, Status of
Reconveyance; DIP Budget and City Loan; Pro Forma
Review; Broker Engagement; and IID Status on Will
Serve Letter.
3.00 $1,350.00
12/16/2024 MV
Case Administration: Meeting with Debtors counsel, 0.80 - $360.00
Judge Sontchi and D. Wilson regarding Major
Constituents issues with DIP Financing.
12/16/2024 DW
Case Administration: Weekly call with all of the
stakeholders in the project and provide updates on the
DIP loan, the retention of JLL and the scope of the site
work that will start in early January (.5) Meet at DWC's
office with Judge Sontchi, DWC personnel and the
debtors lawyers to discuss all aspects of the project and
establish priorities and timelines going forward.
Comprehensive review of the updated DIP budget and
the list of secured lenders and the other classes of
investors. (3). Meeting with Debtors Counsel, Judge
Sontchi and M.Vives to discuss DIP financing issues
(.8). Review the JLL retention documents and outline the
most efficient way to resolve for the conflict waiver
issues (1)
5.30 $3,047.50
12/16/2024 JC Case Administration: Major constituents discussion 0.50 - $212.50
12/17/2024 KC
Case Administration: Download construction related 0.80 $280.00
documents from Debtor for Cost to Complete
assignment.
12/17/2024 MV
Case Administration: Travel to La Quinta for meetings
with City and site tour with RD Olson, Judge Sontchi,
Cumming Group and D Wilson [50%]
3.00 50.0% $675.00
12/17/2024 MV Case Administration: Travel from La Quinta to San
Diego [50%]
3.00 50.0% $675.00
Page 9 of 14
Case 24 -11647 -MFW Doc 337-2 Filed 01/27/25 Page 12 of 15
Invoice #: 92938 - 10167: SilverRock Development Company - 01/10/2025
of all of the investor schedules and related documents to
be used to illustrate value with the property (.4). Monitor
various emails (.2). Coordinate remaining issues to get
the JLL retention motion filed (.4).
12/19/2024 LR Business Operations: Review invoices and issue 0.50 $137.50
payments. Confirm wiring instructions with vendors.
12/20/2024 DW
Case Administration: Zoom meeting with Utah Partners
to discuss the status of the DIP loan and provide a
general project update (1). Follow up discussions on the
remaining issues to complete the JLL retention
documents (.3). Monitor and respond to emails (.2).
1.50 $862.50
12/21/2024 RW Case Administration: Review November MOR reports 0.70 $262.50
and provide comments to team.
12/23/2024 KC Case Administration: Print and prepare legal documents 0.30 $105.00
for D. Wilson.
12/23/2024 KC Case Administration: Participate in weekly call with 0.40 $140.00
major constituents.
12/23/2024 DW
Case Administration: Prepare for and participate in a 2.20 $1,265.00
Zoom meeting with Judge Sontchi and counsel to review
the status of the DIP loan and the JLL application (1).
Participate in the weekly Zoom meeting with all of the
stakeholders (.4). Review the final JLL documents as
well as the financial summary of all of the investors (.6).
Monitor emails (.2).
12/23/2024 JC Case Administration: SilverRock major constituents call 0.40 $170.00
12/24/2024 DW
Case Administration: Monitor emails and respond as 0.70 - $402.50
needed (.2). Review the status of the DIP loan objections
and verify the remaining items to be reviewed on
January 2nd (.5).
12/27/2024 MV
Real Estate: Update to Creditors List (Secured and
Disputed) based on feedback from counsel. (.8) Email
correspondence with Debtor regarding recorded
Mechanics Liens that appear to be duplicative. (.2)
Update to Mechanics Liens analysis based new
information received from Debtor (.5)
1.50 $675.00
12/27/2024 RW Case Administration: Updating October and November
MOR's.
1.00 $375.00
12/27/2024 DW
Case Administration: Internal meeting to review the 0.80 $460.00
Page 11 of 14
• Case 24 -11647 -MFW Doc 337-2 Filed 01/27/25 Page 14 of 15
Invoice #: 92938 - 10167: SilverRock Development Company - 01/10/2025
Expenses
12/17/2024 MV
Line Item Discount Subtotal -$3,075.00
Services Subtotal $62,177.50
Meals: Lunch meeting with RD Olson, City of La Quinta, Judge
Sontchi and CRO Team to discuss status of project prior to site walk.
$210.43 $210.43
12/17/2024 MV Meals: Waters and Coffee on Trip for Site Walk and mtgs with City $17.36 $17.36
of La Quinta
12/17/2024 MV Meals: Coffees and water post site walk and mtgs with City of La
Quinta
$13.20 $13.20
12/18/2024 RW Bank Fees: ACCOUNT ANALYSIS FEES FOR 11/24
$20.00 $20.00
Joe Corcoran
4.0
$425.00
Expenses Subtotal $260.99
$1,700.00
Kristine Cuevas
8.5
$350.00
$2,975.00
Joseph Grosh
1.0 $275.00
$275.00
Lisset Rocha
8.9 $275.00
$2,447.50
Michele Vives
65.6 $450.00 -$1,350.00 $28,170.00
Michele Vives
0.4 $0.00
$0.00
Rene Weidman
8.8 $375.00
$3,300.00
Rene Weidman 3.5 $0.00 - $0.00
Douglas Wilson
41.5 $575.00
-$1,725.00 $22,137.50
Michael Wilson 1.3 $350.00 - $455.00
Monica Wilson 4.1
$175.00 $717.50
Subtotal $62,438.49
Page 13 of 14