17-13668-smb doc 12 filed 12/29/17 entered 12/29/17 15:51 ...€¦ · maintains an office for the...

LEGAL136145552.4

Schuyler G. Carroll Alan D. Smith (pro hac vice pending) PERKINS COIE LLP 30 Rockefeller Center, 22nd Floor New York, NY 10112-0085 Telephone: 212.262.6900 Facsimile: 212.977.1649 Email: [email protected] [email protected]

Proposed Counsel for Debtors-in-Possession UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF NEW YORK

- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - X In re: ADVANCE SCIENCE TECHNOLOGIES, INC., and FS-IP LLC,

Debtors. 1

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Chapter 11 Case No. 17-13668 (SMB) Joint Administration Requested

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VERIFIED STATEMENT OF ALAN D. SMITH IN SUPPORT OF APPLICATION TO EMPLOY PERKINS COIE LLP AS COUNSEL FOR THE

DEBTORS-IN-POSSESSION NUNC PRO TUNC TO PETITION DATE

ALAN D. SMITH, under penalty of perjury, states:

1. I am a shareholder of a corporate partner in the firm of Perkins Coie LLP, which

maintains an office for the practice of law at 30 Rockefeller Center, 22nd Floor, New York, NY

10112-0085. I submit this verified statement under Bankruptcy Code §§ 327 and 329 and

Bankruptcy Rules 2014 and 2016 in support of the Application to Employ Perkins Coie LLP as

Counsel for Debtors-in-Possession (the “Application”), filed contemporaneously by the

above-captioned debtors-in-possession (collectively, the “Debtors”). Except as otherwise

indicated, I have personal knowledge of the matters stated below and, if called as a witness,

would testify competently to them.

1 The Debtors in these cases, along with the last four digits of each Debtor’s federal tax identification number, are: Advance Science Technologies, Inc. (6977); and FS-IP LLC (5674). Contemporaneously herewith, the Debtors have filed a motion requesting joint administration of the Debtors’ bankruptcy cases.

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17-13668-smb Doc 34-3 Filed 01/17/18 Entered 01/17/18 13:01:00 Verified Statement Of Alan D. Smith In Support Of Application Pg 1 of 22

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QUALIFICATIONS

2. Perkins Coie is particularly well-suited to serve as the Debtors’ general

bankruptcy counsel in these cases. With over 1,000 attorneys in 19 offices across the United

States and Asia, Perkins Coie has broad-based practice groups with expertise in all areas of law

that may be significant in this case including, for example, bankruptcy and restructuring,

corporate finance, corporate governance, labor and employment, environmental, regulatory, real

estate and commercial litigation. Perkins Coie possesses nationally-recognized expertise in

bankruptcy matters, having recently been actively involved in a number of complex chapter 11

cases.

3. Perkins Coie has obtained a detailed and extensive familiarity with the Debtors’

businesses, capital structure, and financial affairs through its representation for over ten years of

the Debtors’ non-debtor parent entity Fortior Solutions, Inc., formerly known as SureID, Inc.

(“Fortior”). The Debtors engaged Perkins Coie to serve as general bankruptcy counsel in

connection with the planning and implementation of these chapter 11 cases in light of Perkins

Coie’s extensive expertise in complex chapter 11 reorganizations. Perkins Coie also represented

the Debtors in the transactions that have led up to the filing of the chapter 11 cases. Perkins Coie

has the necessary background to deal effectively with the full range of potential legal issues and

problems that may arise in the context of these chapter 11 cases.

4. Perkins Coie believes it has assembled a highly qualified team of attorneys to

service the Debtors during its reorganization. I am a partner in Perkins Coie’s Bankruptcy and

Restructuring group and, with my colleague Schuyler Carroll, will coordinate the representation

of the Debtors in this case. I have over 35 years’ experience in reorganization cases representing

business debtors, lenders, creditors’ committees and acquirers in cases of national stature, and

the Mr. Carroll has over 25 years’ experience.

SERVICES TO BE RENDERED

5. The Debtors propose to employ Perkins Coie to render services in these chapter

11 cases, including, among others, the following:



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a. advise the Debtors with respect to their powers and duties as debtors-in-possession in the continued management and operation of their business and property;

b. attend meetings and negotiate with representatives of creditors and other parties-in-interest, and advise and consult on the conduct of these chapter 11 cases, including all the legal and administrative requirements of operating in chapter 11;

c. assist the Debtors with the preparation of Schedules of Assets and Liabilities and Statement of Financial Affairs, if required;

d. advise the Debtors in connection with any contemplated sales of assets or business combinations, formulate and implement appropriate procedures with respect to the closing of any such transactions, and counsel the Debtors in connection with such transactions;

e. advise the Debtors in connection with any postpetition financing and cash collateral arrangements, negotiate and draft related documents, and provide advice and counsel with respect to prepetition financing agreements and their restructuring;

f. advise the Debtors on matters relating to the assumption, rejection or assignment of unexpired leases and executory contracts, if required;

g. advise the Debtors with respect to legal issues arising in or relating to the Debtors’ ordinary course of business including attendance at senior management meetings, meetings with the Debtors’ financial and turnaround advisors, and meetings of the board of directors as appropriate;

h. take all necessary action to protect and preserve the Debtors’ estates, including the prosecution of actions on its behalf, the defense of any actions commenced against them, negotiations concerning any litigation in which the Debtors are or become involved, and objections to claims filed against the Debtors’ estate;

i. prepare, on the Debtors’ behalf, all motions, applications, answers, orders, reports, and papers necessary to the administration of the estates;

j. obtain approval of the RSA;

k. seek confirmation of and implement the plan of reorganization filed herewith, associated disclosure statement, and all related agreements and documents, and take any necessary action on the part of the Debtors to obtain confirmation of the plan;

l. attend meetings with creditors and other third parties and participate in negotiations with respect to the above matters;

m. appear and advance the Debtors’ interests before this Court, any appellate courts and the U.S. Trustee; and

n. perform all other necessary legal services and provide all other necessary legal advice to the Debtors in connection with these chapter 11 cases.



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6. Subject to this Court’s approval of the Application, Perkins Coie is willing to

serve as the Debtors’ general bankruptcy counsel and to perform the services described above.

DISINTERESTEDNESS

7. To the best of my knowledge, information, and belief:

a. Perkins Coie does not hold or represent an interest adverse to the Debtors’ estate and is a “disinterested person,” as that term is defined in Bankruptcy Code § 101(14) and modified by § 1107(b), with respect to the matters for which Perkins Coie is to be employed;

b. Except for the “Connections” set forth below in Paragraph 11, no Perkins Coie partner, counsel, or associate has any connection with the Debtors, its creditors, its estate, any United States District Judge or United States Bankruptcy Judge for the Southern District of New York, the U.S. Trustee or any person employed in the office of the U.S. Trustee for Region 2, or any other party-in-interest, or their respective attorneys and accountants.

8. Perkins Coie has conducted a connections check, through a search of its client

database and direct communications with attorneys within Perkins Coie regarding any

connections with the Debtors and other parties-in-interest (collectively, the “Checked Parties”).

A search of Perkins Coie’s client database is designed to reveal any representation of, or

potential conflict with, the entity searched or any known subsidiary or affiliate. A list of the

Checked Parties that were the subject matter of Perkins Coie’s search is attached to this

statement as Exhibit A. Although not required, the list of Checked Parties includes material

creditors and other parties in interest of the Debtors’ non-debtor parent entity Fortior. This

search was as complete as possible under the circumstances, but Perkins Coie recognizes that

additional disclosures will be necessary if material additional connections with the Checked

Parties emerge in these cases. Perkins Coie will supplement the disclosures in this statement as

necessary.

9. In addition to the above-described investigation, one of my colleagues sent a

general email inquiry to all Perkins Coie attorneys firm-wide seeking information regarding:

(a) representations of, relating to or adverse to the Debtors; (b) service as a director, officer or

employee of the Debtors; (c) ownership of equity securities of the Debtors; (d) claims against the

Debtors; and (e) family relationships or other connections with the judges in the Southern



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District of New York, the U.S. Trustee and employees in the office the U.S. Trustee for

Region 2.

10. Set forth below are the results revealed by the investigations of the Checked

Parties described above. The connections check and general inquiry revealed that certain of the

Checked Parties or their affiliates are currently or were previously (a) clients of Perkins Coie or

(b) adverse to clients of Perkins Coie in matters not related in any way to the Debtors or these

chapter 11 cases.

11. Connections. As also detailed in Exhibit A, the following are the Connections

uncovered by the connections check and investigation described above:

a. Perkins Coie has represented the Debtors’ non-debtor parent entity Fortior for more than a decade. Over the years, Perkins Coie has represented Fortior in a variety of unrelated general corporate matters. Perkins Coie’s representation of Fortior has included negotiation of the prepackaged plan of reorganization filed in these bankruptcy cases. In light of the prepackaged nature of these bankruptcy cases and the fact that Fortior is a co-proponent of the Plan, including implementation of a consensual reorganization involving the Debtor entities, Perkins Coie will continue to represent Fortior post-petition and post-reorganization.

b. In connection with Perkins Coie’s representation of the Debtors’ non-debtor parent entity Fortior, Perkins Coie also has represented the following non-debtor direct and indirect subsidiaries of Fortior in connection with the consensual, comprehensive and prepackaged plan of reorganization filed in these bankruptcy cases: (i) Fortior Solutions Holdings, Inc.; (ii) FS-IS LLC; (iii) FSIHC LLC; and (iv) FS Merger Sub, Inc. As is described in the Plan, those entities are all involved in various ways in the complex corporate restructuring at the heart of these bankruptcy cases.

c. Perkins Coie has represented and currently represents affiliates of the Debtors’ senior secured lenders, Goldman Sachs Specialty Lending Group, L.P., in matters wholly unrelated to the Debtors or Fortior.

d. Perkins Coie represents, or has represented, certain other Checked Parties (or affiliates of the Checked Parties) in matters wholly unrelated to the Debtors or SureID.



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12. To the best of my knowledge:

a. neither Perkins Coie nor any attorney at Perkins Coie is or was a creditor or an insider, director, officer or employee of the Debtors. Perkins Coie is not an equity security holder of the Debtors, although one of its partners is a minor (less than 1%) equity security holder of Fortior;

b. as of the date of this statement, unless noted above or on Exhibit A, Perkins Coie does not represent the entities listed on Exhibit A in any matters adverse to the interests of, or even related in any way to, the Debtors or these chapter 11 cases; and

c. Perkins Coie does not have an interest materially adverse to the interests of the estates or of any class of creditors or equity security holders by reason of any direct or indirect relationship to, connection with or interest in the Debtors or for any other reason.

13. In view of the foregoing, and in view of the prepackaged and consensual nature of

these bankruptcy cases, Perkins Coie is a “disinterested person” within the meaning of

Bankruptcy Code § 101(14).

COMPENSATION

14. As noted above, prior to the Petition Date Perkins Coie provided prepetition

services to the Debtors and certain non-debtor affiliates, including the preparation of these

chapter 11 cases and other matters. On account of such prepetition work, and within one year

before the Petition Date, Perkins Coie received payments totaling approximately $2,119,000

from the Debtors’ non-debtor parent entity Fortior. In addition, in the fall of 2017, in addition to

ordinary course billing adjustments Perkins Coie voluntarily wrote off approximately $343,000

in fees in connection with Perkins Coie’s prepetition representation of Fortior.

15. Taking into account the voluntary write off discussed above, all Perkins Coie

invoices were fully paid, either in advance or in the ordinary course of business, prior to the

Petition Date.

16. As of the Petition Date, Perkins Coie holds a retainer with an unapplied balance

of approximately $7,224.40 (the “Retainer”). Perkins Coie reserves the right to apply certain

amounts of the Retainer to fees and expenses accrued before the Petition Date but not discovered

or otherwise accounted for until after the Petition Date. Perkins Coie will retain all remaining



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amounts of the Retainer in trust during the pendency of these chapter 11 cases to be applied to

any professional fees, charges and disbursements approved by, and in accordance with any order

of this Court.

17. For professional services, Perkins Coie’s fees are based on its customary hourly

rates, which are periodically adjusted in accordance with Perkins Coie’s policy. Based on the

engagement agreement, Perkins Coie and the Debtors have agreed that Perkins Coie will not be

seeking to be separately compensated for certain staff, clerical and resource charges. As of

January 1, 2018, the hourly rates for Perkins Coie lawyers and paralegals range between $220 to

$1,240 for lawyers, and $125 to $405 for paralegals. My hourly rate for 2018 in this matter is

$780 and Mr. Carroll’s hourly rate for 2018 is $1,035. The hourly rates set forth above are

subject to periodic increases in the normal course of Perkins Coie’s business, often due to the

increased experience of a particular professional and changes in the prevailing legal market, but

are not expected to increase during the abbreviated timeframe of this case. In the case of certain

timekeepers, Perkins Coie provides a discount off of its standard hourly rates. In all such

instances, this is a discount that reduces the fees Perkins Coie ordinarily would charge.

18. Consistent with its policy with respect to its other clients, Perkins Coie will

continue to charge the Debtors for all other services provided and for other charges and

disbursements incurred in the rendition of services. These charges and disbursements include,

among other things, costs for extraordinary telephone charges, photocopying, business meals,

messengers, couriers, postage, witness fees, and other costs related to trials and hearings, all

within the guidelines promulgated by the Office of the U.S. Trustee.

19. Perkins Coie will provide the Debtors with periodic (no less frequently than

monthly) invoices for services rendered and disbursements incurred. Perkins Coie will apply to

the Court for allowance of compensation for professional services rendered and reimbursement

of charges and disbursements incurred in these chapter 11 cases in accordance with applicable

provisions of the Bankruptcy Code, the Bankruptcy Rules, the Local Bankruptcy Rules for the

Southern District of New York and the orders of this Court. Perkins Coie will seek



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compensation for the services of each attorney and paralegal acting on the Debtors’ behalf at the

then-current rate charged for such services in a non-bankruptcy matter.

20. Perkins Coie has agreed to accept the compensation the Court allows on the basis

of: (i) professional time spent; (ii) rates charged; (iii) the necessity of the services performed to

the administration of the estate; (iv) the reasonableness of the time within which the services

were performed in relation to the results achieved; and (v) the complexity, importance, and

nature of the problems, issues or tasks addressed.

21. Other than as set forth above, no arrangement is proposed between the Debtors

and Perkins Coie for compensation to be paid in these chapter 11 cases.

I declare under penalty of perjury that the foregoing is true and correct.

Dated: December 29, 2017 New York, New York

/s/ Alan D. Smith Alan D. Smith Submitted by: PERKINS COIE LLP Proposed Counsel for Debtors-in-Possession By: /s/ Schuyler G. Carroll Schuyler G. Carroll Alan D. Smith (pro hac vice pending) 30 Rockefeller Center, 22nd Floor New York, NY 10112-0085 Telephone: 212.262.6900 Facsimile: 212.977.1649 Email: [email protected]

[email protected]



Exhibit A



In re Advance Science Tech., et al.Perkins Coie Searched Parties and Connection Disclosures

Party Name Role / RelationshipOpen Client

Closed Client

Open Adversities

Closed Adversities Connection

Fortior Solutions Holdings, Inc. Affiliate X Perkins Coie represented this affliate prepetition and continues to represent this affiliate postpetition as part of these prepackaged banrkuptcies

FS Merger Sub, Inc. Affiliate X Perkins Coie represented this affliate prepetition and continues to represent this affiliate postpetition as part of these prepackaged banrkuptcies

FSIHC, LLC Affiliate X Perkins Coie represented this affliate prepetition and continues to represent this affiliate postpetition as part of these prepackaged banrkuptcies

FS-IS LLC Affiliate X Perkins Coie represented this affliate prepetition and continues to represent this affiliate postpetition as part of these prepackaged banrkuptcies

SureID, Inc. Affiliate X Perkins Coie represented this affliate prepetition and continues to represent this affiliate postpetition as part of these prepackaged banrkuptcies

Berstein, Stuart M. Bankruptcy Judge, Southern Dist. Of NY

Chapman, Shelley C. Bankruptcy Judge, Southern Dist. Of NY

Drain, Robert D. Bankruptcy Judge, Southern Dist. Of NY

Garrity, James L. Bankruptcy Judge, Southern Dist. Of NY

Glenn, Martin Bankruptcy Judge, Southern Dist. Of NY

Grossman, Robert E. Bankruptcy Judge, Southern Dist. Of NY

Schuyler G. Carroll and Jeffrey Vanacore (Perkins Coie attorneys) previously worked with Judge Grossman while the three were attorneys at the law firms of Arent Fox and Olshan Grundman. Jonathan Parson and Allan Collins (Perkins Coie staff) also worked with Judge Grossman at Arent Fox. In addition, Schuyler G. Carroll worked with Judge Grossman at the law firm of Backenroth & Grossman

Lane, Sean H. Bankruptcy Judge, Southern Dist. Of NY

Morris, Cecelia G. Bankruptcy Judge, Southern Dist. Of NY

Vyskocil, Mary Kay Bankruptcy Judge, Southern Dist. Of NY

Wiles, Michael Bankruptcy Judge, Southern Dist. Of NY

Cleary Gottlieb Steen & Hamilton LLP ProfessionalDeloitte Professional X Perkins Coie represents this party or a possible

affiliate of this party in matters wholly unrelated to the Debtors or SureID

Goldberg Kohn Ltd. ProfessionalPricewaterhouseCoopers Professional X X X Perkins Coie represents this party or a possilbe

affiliate of this party in matters wholly unrelated to the Debtors or SureID.

Perkins Coie represents a party adverse to this searched party or a possible affiliate of the searched party in matters unrelated to the Debtors or SureID.

Vison & Elkins LLP Professional X Perkins Coie represented this party or a possible affiliate of this party in matters wholly unrelated to the Debtors or SureID

Goldman Sachs Specialty Lending Group, L.P.

Secured Lender X X Perkins Coie represents this party or a possilbe affiliate of this party in matters wholly unrelated to the Debtors or SureID.


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Closed Client

Open Adversities


Goldman Sachs Specialty Lending Holdings, Inc.

Secured Lender X X Perkins Coie represents this party or a possilbe affiliate of this party in matters wholly unrelated to the Debtors or SureID.


3 Point Brand Management SureID Creditor X Perkins Coie represented a party who is adverse to this searched party or a possible affiliate of this searched party in matters unrelated to the Debtors or SureID.

Alliance Packaging SureID Creditor X Perkins Coie represented this party or a possible affiliate of this party in matters wholly unrelated to the Debtors or SureID

American Express SureID Creditor X X X Perkins Coie represented this party or a possible affiliate of this party in matters wholly unrelated to the Debtors or SureID.

Perkins Coie represents a party who is adverse to this searched party or a possible affiliate of this searched party in matters unrelated to the Debtors or SureID.

AMWRF-Corporate Sponshorship & Advertising

SureID Creditor

Axiad IDS SureID Creditor X Perkins Coie represents a party adverse to this searched party or a possible affiliate of the searched party in matters unrelated to the Debtors or SureID.

Badlands Leasing, LLC SureID Creditor X Perkins Coie represented a party who is adverse to this searched party or a possible affiliate of this searched party in matters unrelated to the Debtors or SureID.

BAM Communications SureID CreditorBullard Smith Jernstedt Wilson SureID Creditor X Perkins Coie represents a party adverse to this

searched party or a possible affiliate of the searched party in matters unrelated to the Debtors or SureID.

CDW Direct, LLC SureID Creditor X X X Perkins Coie represents this party or a possible affiliate of this party in matters wholly unrelated to the Debtors or SureID.


Compunet, Inc. SureID Creditor X X Perkins Coie represented this party or a possible affiliate of this party in matters wholly unrelated to the Debtors or SureID.


Cyber-Ark Software, Inc. SureID CreditorDataEndure SureID CreditorDell Financial Services SureID Creditor X X Perkins Coie represents a party adverse to this


Deloitte Corporate Finance SureID Creditor X Perkins Coie represents a party adverse to this searched party or a possible affiliate of the searched party in matters unrelated to the Debtors or SureID.

FedEx (Acct 1133-8707-6)G SureID Creditor X X X Perkins Coie represented this party or a possible affiliate of this party in matters wholly unrelated to the Debtors or SureID.


General Information Services, Inc SureID Creditor

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Closed Client

Open Adversities


GOOGLE INC SureID Creditor X X X Perkins Coie represents this party or a possible affiliate of this party in matters wholly unrelated to the Debtors or SureID.


Guam Temps, Inc. SureID CreditorHecht Group SureID CreditorIce Miller Strategies LLC SureID CreditorInContact, Inc. SureID Creditor X Perkins Coie represents a party adverse to this


Involved LLC SureID Creditor X Perkins Coie represents a party adverse to this searched party or a possible affiliate of the searched party in matters unrelated to the Debtors or SureID.

JDA Frontline, Inc SureID CreditorJohn David McAlpin SureID CreditorKiernan Group Holdings, Inc SureID CreditorMicrosoft Licensing, GP SureID Creditor X X X Perkins Coie represents this party or a possible



Moss Adams LLP SureID Creditor X X X Perkins Coie represents this party or a possible affiliate of this party in matters wholly unrelated to the Debtors or SureID.


NASDAQ OMX Corporate Solutions, Inc. SureID Creditor X X X Perkins Coie represents this party or a possible affiliate of this party in matters wholly unrelated to the Debtors or SureID.


Oberthur Technologies SureID Creditor X Perkins Coie represents a party adverse to this searched party or a possible affiliate of the searched party in matters unrelated to the Debtors or SureID.

Obility Consulting, Inc SureID CreditorPositive Coaching Alliance SureID CreditorPremier Air LLC SureID Creditor X Perkins Coie represents a party adverse to this


PricewaterhouseCooper LLP SureID Creditor X X X Perkins Coie represents this party or a possible affiliate of this party in matters wholly unrelated to the Debtors or SureID.


PSSC Labs SureID Creditor X Perkins Coie represented a party who is adverse to this searched party or a possible affiliate of this searched party in matters unrelated to the Debtors or SureID.

R/West SureID CreditorReliable IT SureID Creditor

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Closed Client

Open Adversities


Salesforce.com SureID Creditor X X X Perkins Coie represents this party or a possible affiliate of this party in matters wholly unrelated to the Debtors or SureID.


Schmitz & Socarras LLP SureID CreditorSecurTest, Inc SureID CreditorSue Larson Interiors SureID CreditorSuperior Steel SureID CreditorSymantec SureID Creditor X X X Perkins Coie represented this party or a

possible affiliate of this party in matters wholly unrelated to the Debtors or SureID.


The Hartford SureID Creditor X X Perkins Coie represented this party or a possible affiliate of this party in matters wholly unrelated to the Debtors or SureID.


The McKeon Group, Inc. SureID CreditorThe Spectrum Group SureID Creditor X Perkins Coie represented this party or a

possible affiliate of this party in matters wholly unrelated to the Debtors or SureID

Verizon Wireless (00001) SureID Creditor X X X Perkins Coie represents this party or a possible affiliate of this party in matters wholly unrelated to the Debtors or SureID.


Verizon Wireless 472305724 SureID Creditor X Perkins Coie represents a party adverse to this searched party or a possible affiliate of the searched party in matters unrelated to the Debtors or SureID.

ViaWest, Inc. SureID Creditor X X Perkins Coie represents this party or a possible affiliate of this party in matters wholly unrelated to the Debtors or SureID.


Wells Fargo Bank, N.A. SureID Creditor X Perkins Coie represents this party or a possible affiliate of this party in matters wholly unrelated to the Debtors or SureID

WWilliams Consulting, LLC SureID CreditorDell Financial Services, L.L.C. SureID Secured Equipment

LessorX Perkins Coie represents a party adverse to this


Hanmi Bank SureID Secured Equipment Lessor

X X Perkins Coie represents this party or a possible affiliate of this party in matters wholly unrelated to the Debtors or SureID.


A. Spector Capital LLC SureID ShareholderAaron Coleman SureID Shareholder X Perkins Coie represented this party or a


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Closed Client

Open Adversities


Alan A Fleenor SureID Shareholder

Alan and Sara Ark SureID ShareholderAlan Fletcher SureID Shareholder

Aleksander and Courtney Neubauer SureID Shareholder

Alex Armitage SureID Shareholder

Alvin Wong SureID ShareholderAmelia Armitage SureID Shareholder

Andrew S. Katz Revocable Trust SureID ShareholderAnton and Sally Tielemans JTWROS SureID Shareholder

Aouatif Weiss SureID ShareholderArt Money SureID ShareholderBallard Investments SureID ShareholderBarbara Wharton SureID Shareholder

Barclay Armitage SureID Shareholder

Barclay M. Armitage Trust SureID Shareholder X Perkins Coie represented this party or a possible affiliate of this party in matters wholly unrelated to the Debtors or SureID

Barclay Marc Armitage SureID Shareholder X X Perkins Coie represented this party or a possible affiliate of this party in matters wholly unrelated to the Debtors or SureID.

Perkins Coie represented a party adverse to this searched party or a possible affiliate of the searched party in matters unrelated to the Debtors or SureID.

Barry Goldy SureID ShareholderBart and Cora Jones SureID Shareholder X Perkins Coie represents this party or a possible


Benjamin F. Sands and Dana Allen Sands Trustees U/A/D 6/7/02

SureID Shareholder

Bettina Haugen SureID ShareholderBlair LaCorte SureID Shareholder

Bootit LLC SureID ShareholderBrent Murry and April Marie Murry SureID ShareholderBrett R Francis SureID ShareholderBrett Rosselli SureID ShareholderBridget M Fraser SureID ShareholderBrot Bishop Jr. and Kelley H. Bishop as Community Property

SureID Shareholder

Broughton H Bishop SureID ShareholderBruce Brenn SureID ShareholderBuddy G. Beck Rev. Trust DTD 7/17/2014 SureID ShareholderBullivant Houser Bailey PC SureID Shareholder X X X Perkins Coie represented this party or a



Caleb James Hayhoe SureID ShareholderCamille L Fischer SureID ShareholderCarl Greve III SureID ShareholderCarole Lintner SureID ShareholderCasey Carpenter and Michael R. Lary as Community Property

SureID Shareholder

Casi Barinaga-Moats SureID Shareholder

Catherine A Sturtevant SureID Shareholder

Ceferino Quesada Jr. and Julie M. Quesada SureID Shareholder

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Closed Client

Open Adversities


Central Bank Custodian FBO Catherine Nelson IRA

SureID Shareholder X X Perkins Coie represented this party or a possible affiliate of this party in matters wholly unrelated to the Debtors or SureID.


Central Bank Custodian FBO Guy W. Nelson IRA

SureID Shareholder X X Perkins Coie represented this party or a possible affiliate of this party in matters wholly unrelated to the Debtors or SureID.


Charlie Smith SureID Shareholder X X X Perkins Coie represents this party or a possible affiliate of this party in matters wholly unrelated to the Debtors or SureID.


Christopher and Andrea Edmonds JTWROS SureID Shareholder

Christopher Branoff and Kimberley Branoff as Community Property

SureID Shareholder

Christopher L Johnson SureID Shareholder X X Perkins Coie represents a party who is adverse to this searched party or a possible affiliate of this searched party in matters unrelated to the Debtors or SureID.

Claire Z. Walker Separate Property Trust SureID ShareholderClyde Turner Trustee of the T Trust (A Living Trust for the benefit of Clyde and Vera Turner)

SureID Shareholder

Cypress Assets Limited Partnership SureID Shareholder X Perkins Coie represents this party or a possible affiliate of this party in matters wholly unrelated to the Debtors or SureID.

D.A. Davidson Custodian FBO Jim Robell SureID Shareholder X X X Perkins Coie represents this party or a possilbe affiliate of this party in matters wholly unrelated to the Debtors or SureID.


Daniel E Ruettiger SureID Shareholder

Daren J. Shaw and Louise R. Shaw as Community Property

SureID Shareholder

David A Smith SureID Shareholder X X X Perkins Coie represented this party or a possible affiliate of this party in matters wholly unrelated to the Debtors or SureID.


David and Jodi Krueger JTWROS SureID Shareholder X Perkins Coie represented this party or a possible affiliate of this party in matters wholly unrelated to the Debtors or SureID

David G Bishop SureID Shareholder X Perkins Coie represented a party who is adverse to this searched party or a possible affiliate of this searched party in matters unrelated to the Debtors or SureID.

David VanSpeybroeck SureID Shareholder X Perkins Coie represented a party who is adverse to this searched party or a possible affiliate of this searched party in matters unrelated to the Debtors or SureID.

6 of 13





Closed Client

Open Adversities


Davis Armitage SureID Shareholder X Perkins Coie represented this party or a possible affiliate of this party in matters wholly unrelated to the Debtors or SureID

Denis L. Kelly and Mary A. Connelly Revocable Trust dated March 27 2015

SureID Shareholder

Diane Chilson SureID ShareholderDominic O'Dierno SureID Shareholder X X Perkins Coie represents a party who is adverse

to this searched party or a possible affiliate of this searched party in matters unrelated to the Debtors or SureID.

Douglas Goodrum SureID Shareholder

Douglas Woodcock and Charlotte Woodcock as Community Property

SureID Shareholder

EAN MCCLANE SureID Shareholder

Elizabeth Gambee SureID Shareholder

Elizabeth Haugen Trustee or the Successor Trustee of the Louis F. Barinaga Trust UTA dated August 20 2010 and restated January 15 2014

SureID Shareholder

Ellison C. Morgan Revocable Living Trust SureID Shareholder X Perkins Coie represented a party who is adverse to this searched party or a possible affiliate of this searched party in matters unrelated to the Debtors or SureID.

Endeavour L.P. SureID Shareholder X X X Perkins Coie represents this party or a possible affiliate of this party in matters wholly unrelated to the Debtors or SureID.


Erin Armitage SureID Shareholder

Ernie Allen SureID ShareholderErven T Nelson SureID ShareholderFORREST HARRINGTON SureID Shareholder

Gary and Christine Rood JTWROS SureID ShareholderGary Maffei SureID ShareholderGayle and Gordon Schaad SureID ShareholderGerritt M. Ailts and Christine T. Ailts JTWROS

SureID Shareholder

Global Trust Ventures LLC SureID ShareholderGoff Ventures LLC SureID ShareholderGreg and Elizabeth Haugen JTWROS SureID ShareholderGreg Saverchenko SureID Shareholder

Halieus LLC SureID ShareholderHarry A. McCoy Revocable Living Trust SureID Shareholder X Perkins Coie represented a party who is

adverse to this searched party or a possible affiliate of this searched party in matters unrelated to the Debtors or SureID.

HLH Investments LLC SureID Shareholder X Perkins Coie represented a party who is adverse to this searched party or a possible affiliate of this searched party in matters unrelated to the Debtors or SureID.

Houssels & Co. LLC SureID ShareholderHoussels Family Limited Partnership SureID ShareholderIEX LLC SureID Shareholder X Perkins Coie represented a party who is

adverse to this searched party or a possible affiliate of this searched party in matters unrelated to the Debtors or SureID.

Ignatius Gambee SureID Shareholder

J Randall Jones SureID Shareholder X Perkins Coie represented a party who is adverse to this searched party or a possible affiliate of this searched party in matters unrelated to the Debtors or SureID.

J. Oliver Cunningham Jr. Revocable Trust SureID Shareholder

7 of 13





Closed Client

Open Adversities


J. Randall Jones and Kathleen M. Jones JTWROS

SureID Shareholder X Perkins Coie represented a party who is adverse to this searched party or a possible affiliate of this searched party in matters unrelated to the Debtors or SureID.

James & Teresa Bradshaw JTWROS SureID Shareholder X Perkins Coie represented a party who is adverse to this searched party or a possible affiliate of this searched party in matters unrelated to the Debtors or SureID.

James and Kimberly Jepson SureID ShareholderJAMES F. AND PATRICIA L. ROBELL FAMILY TRUST

SureID Shareholder

James Fitzgerald SureID Shareholder X Perkins Coie represents a party adverse to this searched party or a possible affiliate of the searched party in matters unrelated to the Debtors or SureID.

James Gaffney Trustee of the Maurice D. Lucas Trust u/a 11/12/2009

SureID Shareholder

James R. Bradshaw and Teresa K. Bradshaw as Community Property

SureID Shareholder

Jane C. Warriner 1971 Trust SureID ShareholderJane Marie Barrett SureID ShareholderJanet Hoffman & Associates LLC SureID Shareholder X X Perkins Coie represents this party or a possilbe



Janet Timmerman SureID Shareholder X Perkins Coie represents a party adverse to this searched party or a possible affiliate of the searched party in matters unrelated to the Debtors or SureID.

Jeannie M Lay SureID ShareholderJeffrey B Hartl SureID ShareholderJill Krueger SureID Shareholder

JJS Living Trust SureID ShareholderJoan Haber and Brian Mellea JTWROS SureID ShareholderJoanne Bowerly SureID ShareholderJohn J. Nee and Sharon S. Nee SureID ShareholderJohn Lee SureID Shareholder X X X X Perkins Coie represented this party or a



John Maring SureID Shareholder X Perkins Coie represented a party who is adverse to this searched party or a possible affiliate of this searched party in matters unrelated to the Debtors or SureID.

John S. Cavanagh and Louise G. King Cavanagh JTWROS


John S. Maring and Laura J. Maring JTWROS

SureID Shareholder

John S. Maring SERT SureID Shareholder X Perkins Coie represented a party who is adverse to this searched party or a possible affiliate of this searched party in matters unrelated to the Debtors or SureID.

John T Moran Jr. SureID Shareholder X Perkins Coie represented a party who is adverse to this searched party or a possible affiliate of this searched party in matters unrelated to the Debtors or SureID.

Karen Hefley SureID Shareholder

8 of 13





Closed Client

Open Adversities


Kathleen A. Skow and Michael M. Skow as Community Property

SureID Shareholder X Perkins Coie represented this party or a possible affiliate of this party in matters wholly unrelated to the Debtors or SureID

Kathryn M Duyn SureID ShareholderKathryn M. and Jeffrey L. Jorgenson JTWROS

SureID Shareholder

Kent J Holce SureID ShareholderKevin Keefe SureID ShareholderKevin Keefe and Barbara Kinsey JTWROS SureID Shareholder

Kimberly and Manny Rapp SureID ShareholderKing Rogers SureID ShareholderKreg Baker SureID ShareholderLaura C. Harrison SureID Shareholder

Laura J. Barber and David P. Miller as Community Property

SureID Shareholder X X Perkins Coie represents a party who is adverse to this searched party or a possible affiliate of this searched party in matters unrelated to the Debtors or SureID.

Laurie Jill LaCorte SureID Shareholder

Lawrence A. & Barbara A. Stith JTWROS SureID ShareholderLawrence D Suttles Jr. SureID ShareholderLee Michael Calcagno SureID Shareholder

Lloyd L. Minten and Kathleen J. Minten Trustees of The Minten Family Trust

SureID Shareholder

Lloyd Salvetti SureID ShareholderLouis F Palumbo SureID Shareholder

Louis Gambee SureID Shareholder

Mark and Patricia Rauch JTWROS SureID Shareholder X Perkins Coie represents a party adverse to this searched party or a possible affiliate of the searched party in matters unrelated to the Debtors or SureID.

Mark M. and Elizabeth J. Jones JTWROS SureID Shareholder X X Perkins Coie represented this party or a possible affiliate of this party in matters wholly unrelated to the Debtors or SureID.


Marsh and McLennan Risk Capital Holdings Ltd.

SureID Shareholder X X X Perkins Coie represented this party or a possible affiliate of this party in matters wholly unrelated to the Debtors or SureID.


Martha Gambee SureID Shareholder

Marvin James Schiff Survivors Trust SureID ShareholderMaryle A Larson SureID ShareholderMaster Fire Control SureID ShareholderMatea Barinaga-Flood SureID Shareholder

Michael F English SureID Shareholder X Perkins Coie represented a party who is adverse to this searched party or a possible affiliate of this searched party in matters unrelated to the Debtors or SureID.

Michael Goodlett or Lynn Marshall SureID Shareholder X Perkins Coie represented this party or a possible affiliate of this party in matters wholly unrelated to the Debtors or SureID

Michael P Duyn SureID Shareholder X Perkins Coie represented a party who is adverse to this searched party or a possible affiliate of this searched party in matters unrelated to the Debtors or SureID.

Mike Erickson SureID Shareholder X Perkins Coie represented this party or a possible affiliate of this party in matters wholly unrelated to the Debtors or SureID

9 of 13





Closed Client

Open Adversities


Milton R Smith SureID Shareholder X Perkins Coie represented a party who is adverse to this searched party or a possible affiliate of this searched party in matters unrelated to the Debtors or SureID.

Monica Murray SureID Shareholder X Perkins Coie represents a party adverse to this searched party or a possible affiliate of the searched party in matters unrelated to the Debtors or SureID.

Nevada Ballet Theatre Inc. SureID ShareholderNew Hope Christian Church SureID ShareholderNewton 2000 Grandchildren's Trust SureID ShareholderNewton Family LLC SureID ShareholderNewton Foundation SureID ShareholderNicholas P Duyn SureID ShareholderNickel Partners SureID ShareholderNotwen Corporation SureID Shareholder X Perkins Coie represented this party or a


Oasis Holdings LLC SureID ShareholderOliver Family Holdings LLC SureID ShareholderOliver Investment Co. L.P. SureID ShareholderOMNIA S.A. - Panama SureID Shareholder X X Perkins Coie represents a party adverse to this


Parkinson Family LLC SureID Shareholder

Patrick Spilsbury SureID Shareholder

Paul Ortner SureID ShareholderPeduzzi and Associates SureID ShareholderPeter Laporte SureID ShareholderPeter M. and Nancy Thomas Revocable Trust

SureID Shareholder

Peter N. Larson Revocable Trust U/A Oct 26 2010 Peter N. Larson Trustee

SureID Shareholder

Peter Sturdivant SureID Shareholder

Peter Thomas SureID Shareholder X Perkins Coie represented a party who is adverse to this searched party or a possible affiliate of this searched party in matters unrelated to the Debtors or SureID.

PHF Capital Inc. SureID ShareholderPhilip Smith Richards Trustee of The Richards Family Trust


Polycomp Trust Company Custodian FBO Peter Studivant IRA

SureID Shareholder

Q Investments L.P. SureID ShareholderRalph E. and Karen S. Eberhart JTWROS SureID Shareholder

Ralph E. Eberhart SureID Shareholder

Raymond F. Humphrey SureID Shareholder

RBC Capital Markets LLC Cust FBO Robert Easton Roth IRA

SureID Shareholder X X X Perkins Coie represented this party or a possible affiliate of this party in matters wholly unrelated to the Debtors or SureID.


Richard B Carter or Patricia Reese Carter Trustee for the Richard B. Carter Family Trust dtd 6/28/94


Richard E Meyer SureID Shareholder x x Perkins Coie represents a party who is adverse to this searched party or a possible affiliate of this searched party in matters unrelated to the Debtors or SureID.

10 of 13





Closed Client

Open Adversities


Richard Timmerman SureID Shareholder X Perkins Coie represents a party adverse to this searched party or a possible affiliate of the searched party in matters unrelated to the Debtors or SureID.

Robert Aalund SureID ShareholderRobert and Randi Krueger JTWROS SureID Shareholder X Perkins Coie represents a party adverse to this


Robert and Karen Carroll SureID Shareholder X X X Perkins Coie represents this party or a possible affiliate of this party in matters wholly unrelated to the Debtors or SureID.


Robert Calder McCall SureID ShareholderRobert Easton SureID ShareholderRobert L Goodwin SureID Shareholder

Robert R Jones SureID Shareholder X X Perkins Coie represented this party or a possible affiliate of this party in matters wholly unrelated to the Debtors or SureID

Robert Weiss SureID Shareholder X X Perkins Coie represents a party who is adverse to this searched party or a possible affiliate of this searched party in matters unrelated to the Debtors or SureID.

Roberta S. McCoy Revocable Living Trust SureID ShareholderRoger F. Gahlsdorf and Cynthia J. Longley Trustees of the Gahlsdorf Family Trust dated 05/05/15

SureID Shareholder

Royce J. Richards Trustee of the Nosnikrap Apex Trust

SureID Shareholder

Rudolf Hausler SureID ShareholderSandra K Carter SureID ShareholderSharon Larson SureID ShareholderSovie Holdings Corp. SureID ShareholderStamford Bridge LLC SureID ShareholderStan C Fisher SureID ShareholderStandard-Southern Corporation SureID ShareholderStephen F. and Francene M. English SureID Shareholder X Perkins Coie represents this party or a possible


Stephen S. and Anne R. Jones JTWROS SureID Shareholder X Perkins Coie represented a party who is adverse to this searched party or a possible affiliate of this searched party in matters unrelated to the Debtors or SureID.

Sterling Trust Company Custodian fbo Jeannie M. Lay IRA no.2 AC 059963

SureID Shareholder

Steve Larson SureID Shareholder X X Perkins Coie represented this party or a possible affiliate of this party in matters wholly unrelated to the Debtors or SureID.


Steven and D.J. Wilson JTWROS SureID Shareholder X X Perkins Coie represented this party or a possible affiliate of this party in matters wholly unrelated to the Debtors or SureID.

Perkins Coie represented a party who is adverse to this searched party or a possible affiliate of this searched party in matters unrelated to the Debtors or SureID.

Steven and Karen Thomas Revocable Trust SureID Shareholder

Steven Blakley SureID ShareholderSteven C. Thomas Trustee of the Steven C. and Karen Thomas Revocable Trust UAD 9/10/90


11 of 13





Closed Client

Open Adversities


Steven P. Haskett Successor Trustee Jack A. Alexander Trust UDT Dated November 15 1999

SureID Shareholder

Steven Tufty SureID ShareholderSteven Tufty and Elizabeth D. Tufty SureID ShareholderStuart Laudert SureID ShareholderTerry Rosenau SureID Shareholder

The Dianne Kathryn Duyn Revocable Living Trust

SureID Shareholder

The Greeny Trust SureID ShareholderThe Gregory P. Priddy Revocable Trust SureID Shareholder X Perkins Coie represents a party who is adverse

to this searched party or a possible affiliate of this searched party in matters unrelated to the Debtors or SureID.

The Harry A. Merlo Charitable Remainder Trust I

SureID Shareholder

The Harry A. Merlo Charitable Remainder Trust II

SureID Shareholder

The Silver Sage Trust U/A/D January 8 2014 SureID Shareholder

The SS Trust dtd 7/25/1997 Sherman Simmons Trustee

SureID Shareholder

The William C. Newton Living Trust U/A/D July 7 1984 U/R/D November 22 2011 and any further amendments thereto

SureID Shareholder

Thomas A. Thomas Trustee of the David Trust

SureID Shareholder

Thomas A. Thomas Trustee of the Thomas and Leslie Thomas Revocable Trust UAD 11/5/90

SureID Shareholder

Thomas A. Thomas Trustee of the Thomas and Leslie Thomas Revocable Trust UAD 9/5/90

SureID Shareholder

Thomas and Leslie Thomas Revocable Trust SureID Shareholder

Thomas H Carroll SureID Shareholder X Perkins Coie represented a party who is adverse to this searched party or a possible affiliate of this searched party in matters unrelated to the Debtors or SureID.

Thomas H. Collins and Constance A. Collins SureID Shareholder X Perkins Coie represented a party who is adverse to this searched party or a possible affiliate of this searched party in matters unrelated to the Debtors or SureID.

Thomas L Bowe SureID ShareholderThomas L Thomsen Jr. SureID Shareholder X X X Perkins Coie represented this party or a



Tim Armitage SureID Shareholder

Tom Ridge SureID ShareholderTracy Larson SureID ShareholderTred R Eyerly SureID ShareholderVanessa Tina Schiff Trust SureID ShareholderVirginia E Francis-Armitage SureID Shareholder

Virginia E. Francis-Armitage and Brett R. Francis JTWROS

SureID Shareholder

Walt Bowen SureID Shareholder X X X Perkins Coie represents this party or a possible affiliate of this party in matters wholly unrelated to the Debtors or SureID.


Werner 1987 Family Trust SureID ShareholderWhite and Lee Investments L.P. SureID Shareholder

12 of 13





Closed Client

Open Adversities


Will Richmond SureID Shareholder X Perkins Coie represented a party who is adverse to this searched party or a possible affiliate of this searched party in matters unrelated to the Debtors or SureID.

William B. Burch and Lynda Burch as Community Property


William Drake Rutherford Trustee of the William Drake Rutherford Trust U/A/D 1/9/1995

SureID Shareholder X Perkins Coie represents this party or a possible affiliate of this party in matters wholly unrelated to the Debtors or SureID

William F. Holt and Valerie Z. Holt As Joint Tenants With Rights Of Survivorship


William Krueger SureID Shareholder X Perkins Coie represents this party or a possible affiliate of this party in matters wholly unrelated to the Debtors or SureID

William L Anderson SureID Shareholder X X Perkins Coie represents a party who is adverse to this searched party or a possible affiliate of this searched party in matters unrelated to the Debtors or SureID.

William T Armitage SureID Shareholder

Alle, Joseph U.S. Trustee's OfficeArbeit, Susan U.S. Trustee's OfficeBlack, Christine U.S. Trustee's OfficeGolden, Susan U.S. Trustee's OfficeHarrington, William K. U.S. Trustee's OfficeLeonhard, Alicia U.S. Trustee's OfficeMasumoto, Brian S. U.S. Trustee's OfficeMorrissey, Richard C. U.S. Trustee's OfficeNakano, Serene U.S. Trustee's OfficePenpraze, Lisa U.S. Trustee's OfficeRiffkin, Linda U.S. Trustee's OfficeSchwartz, Andrea B. U.S. Trustee's OfficeSchwartzberg, Paul K. U.S. Trustee's OfficeScott, Shannon U.S. Trustee's OfficeVan Baalen, Guy A. U.S. Trustee's OfficeVelez-Rivera, Andy U.S. Trustee's OfficeZipes, Greg M. U.S. Trustee's Office

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17-13668-smb doc 12 filed 12/29/17 entered 12/29/17 15:51 ...€¦ · maintains an office for the...

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