Thoughts On Plan Of Liquidation

I apologize for not getting this post together sooner – with all my genealogy endeavors and trying to make a living that way, I’ve been backlogged as of late.


First, readers should know that the thoughts in this post are my own and that I don’t speak for any group – the Class Action group, Blum Collins, the Named Plaintiffs, etc. – just me.

Second, I am willing to share what the settlement would mean for me (if approved) with my own financial figures – this is based on my best estimate in terms of vacation accrued, hourly wage and my interpretation of the settlement terms.

Third, I understand that many have not signed on with Blum Collins or the Class Action and I express no opinion on that – it’s a free country and ex-Heller employees have every right to pursue whatever legal means necessary to recover money owed to them by Heller Ehrman LLP.

What I do want to convey is that this group, especially the Named Plaintiffs worked very hard in pursuing claims with Heller Ehrman LLP and last week came to an agreement that a settlement was in their best interests.

For matters of transparency, I have participated in conference calls with the Class Action group and have been aware of issues – many confidential at the time – and have tried to use Heller Highwater in the best way possible to further the interests of the ex-employees as a whole – not just the Class Action group.

* * *

Given the above statements, while the settlement terms could be better, I think they could be much worse if the bankruptcy were to work its course or worse yet fall into Chapter 7 the way it has for the Thelen Reid ex-employees.  Ideally the shareholders would do the right thing, as they should have all along, and make certain that their ex-employees were paid the wages to which they are entitled.

But with the bankruptcy filing on December 29, 2008, certain provisions kicked in such as limitations on payment for vacation accrual etc. that not even a settlement agreement (as I understand it) could circumvent.

Vacation – Priority

I had maxed out on vacation accrual at 236.5 hours.  Under bankruptcy provisions only the vacation earned during the 180 days prior to either the bankruptcy declaration date or the cessation of business is entitled to priority status.

In the settlement terms, from what I understand, the date of October 31, 2008 is being used which must mean the cessation of business rather than the December 29, 2008 date.  This is a good thing since it buys me about two months more accrual as priority.  The priority claim is $3,352.00 of which 100% will be paid as part of the settlement.

Vacation – Non-Priority

The balance of vacation earned before the 180 day period is given Non-priority status.  Unfortunately for me that is about $8,017.00.  It does not matter that there is a $10,950 limit on priority claims, it is the 180 day limit that prevails.

In addition there is approximately $1,020.34 in vacation that would have accrued during the WARN Act period when I should have been paid (see below).  This is not included in the priority calculation and this is non-priority.

While Heller Ehrman LLP may agree that I am entitled to that amount, it cannot be made a priority claim.  So it becomes a non-priority claim and (as discussed later) is one of the last claims to be paid based on collections and how other creditors are paid.

WARN Act – Priority

The same 180 days provision is used for the WARN Act payments.  Since my priority vacation payment (above) does not exceed the $10,950 cap, it appears I will get 100% of the WARN Act payment to which I am entitled – $3,798.00.

What is unclear to me is how this amount is calculated – is it only October 10, 2008 until the cessation of business date, October 31, 2008? Or is it through November 26, 2008, the date used in the e-mail communication of September 26, 2008 announcing the dissolution of Heller Ehrman?

WARN Act – Non-Priority

In the Page 13 of Plan Exhibit C, there is $1.5 M allocated for priority WARN Act claims and $2.35 M listed as non-priority.  I am assuming this amount is tagged as non-priority because certain employees exceeded the $10,950 priority cap with accrued vacation or accrued vacation and partial WARN Act payments.

Waiting Time Penalties

All waiting time penalties (applies to California employees only) will become subordinated claims under the settlement terms – meaning they will be paid last after all other claims.  In reading the documents, Heller Ehrman LLP feels that this (and other points) would be litigated and consume more attorneys fees so it is in the best interests of all to allocate roughly $7 M towards waiting time penalties but the claim become subordinated.

FICA and Other Taxes

As part of the settlement, Heller Ehrman LLP agreed to pay the employer portion of FICA and unemployment taxes.  While I am not certain, I believe that in a normal bankruptcy proceeding, the employee would need to take care of this – someone may need to clarify.  If so, this is a plus.


While there is more to discuss such as the fees paid by the estate to Blum Collins, I need to save that for another post.  Overall, if I accept the settlement and the Plan of Liquidation is approved, I could see 39% of my original claim paid – perhaps as soon as January 2010.

The remaining 61% would be paid depending upon the claim and where it stands in the pecking order of other claims but it could be anywhere from 20 -80% of that amount.  And I would only receive payment as major blocks of money come into the estate, as I understand it.

* * *

Is this the best resolution?  No.  Am I happy? Not really.  But having been involved in previous lawsuit settlement negotiations (one in which I was able to secure a five figure settlement for years of harassment from a neighbor), I had to give up something to get something.

I’d like to think that we would all get the money to which we are entitled as former employees.  I truly believe that in a universe which bends towards justice that is how it would be.  Actually, I feel that truly responsible people would make a gesture for restitution on their own and not hide behind the bankruptcy provisions.  It’s called doing the right thing.

But there is a time to move on.  For some of us who have still not secured employment, this settlement could mean the difference when it comes to staving off foreclosure or personal bankruptcy.  For others, we just want to put this whole thing behind us and keep the faith that karma will take care of those who took care of themselves.

to pay the employer
portion of the FICA taxes and required federal and state unemployment taxes

Over and out.

© 2009, copyright Thomas MacEntee


19 Responses to “Thoughts On Plan Of Liquidation”

  1. 1 anon2 16 October 2009 at 1:42 am

    Thomas, Thank you for your honesty and transparency. As we all know, there will not be true “justice” in this Heller Ehrman fiasco, but we do the best we can do, and in the end, even though we will probably never get the monetary award we are due, at least we can sleep at night, knowing we did the best we can do. I think that, in itself, is worth more than money can buy.

  2. 2 Former SD Associate 16 October 2009 at 4:02 am

    I second the notion on all what you said Thomas. You’ve been great in telling the news of this debacle to date.

    Those liars and cheaters, will deserve the bad karma which they will get in due time in their life.

  3. 3 Former SF Employee 16 October 2009 at 1:30 pm

    Thanks Thomas for taking the time to comment. Does anyone know how former employees who did not participate in the Blum Collins class action lawsuit but did file their own bankruptcy claim against Heller Ehrman are affected by the latest turn of events?

  4. 4 Anon3 16 October 2009 at 2:06 pm

    I would assume that all class members, whether they retained Blum Collins or not, will be given the choice of accepting the settlement or opting out. Not sure if the bankruptcy aspect alters this in any way; any comments from others?

  5. 5 Former LA Staff 16 October 2009 at 2:07 pm

    Thomas, thanks for being so helpful with all the forms that needed to be filled and all the key points that needed attention. You’ve been a god-send!

  6. 6 Former SF Assoc 16 October 2009 at 2:51 pm

    Thank you, Thomas. This was a great post. Ultimately, I probably will accept the settlment despite all of my anger, and frustration. You are right, karma will work its course, and there is no point in letting the actions of these evil people continue to cause personal anguish.

    Staying in this thing will only prolong the frustration and uncertainty. I saw this on the Bankruptcy Court’s calendar this morning, and realized that I don’t want to be thinking about the final days of Heller Ehrman six or seven years from now:

    1. 03-32715 7 bk Brobeck, Phleger and Harrison

    1. Thirteenth Interim Application of Hennigan, Bennett & Dorman LLP for Allowance of Compensation and Reimbursement of Expenses for Professional Services Rendered as Counsel to Ronald F. Greenspan, Chapter 7 Trustee for
    Brobeck, Phleger & Harrison LLP,for the Period March 1, 2009 through July 31, 2009
    2. Sixteenth Interim Compensation and Expense Reimbursement by Accountants and Consultants for the Chapter 7 Trustee of Debtor Brobeck, Phleger & Harrison LLP (Burr, Pilger and Mayer LLP)
    TELE CONFERENCE Ben Murphy 213-694-1133

  7. 7 HellerClerk 16 October 2009 at 3:02 pm

    The important thing to remember about Karma, is that the recipient must be reincarnated for it to come back around. I want justice in this lifetime, not the next.

    However, as we all know, there is no such thing as justice. There’s only economics.

    I’ll just be happy when their elegible for their Karmic comeuppance.

  8. 8 Travis Bickle 16 October 2009 at 9:39 pm

    How is the Thelen situation different?
    Is Blum Collins going to be distributing an update on the class action?

  9. 9 Past Being Frustrated 16 October 2009 at 9:42 pm

    Thomas, thank you for all your efforts in maintaining this blog. I am a part of the class, but have found it frustrating that I don’t know what’s going on (which was the reason why I joined the class so I wouldn’t have to remember the dates). This website helped us in the end and is still a huge resource a year later. I wish you the best of luck in your new efforts.

  10. 10 anon2 17 October 2009 at 3:56 am

    Re Past Being Frustrated,

    I, too, am very disappointed in our class action counsel, Blum Collins for not keeping us (their clients) in communicado with the recent developments. I am happy I signed up with them, but to get our status updates from the internet, and not from direct communication from Blum Collins does really piss me off. That’s how it was at Heller – getting a reality check from the law blogs instead of directly from the source.

  11. 11 Jayne Loughry 17 October 2009 at 3:00 pm

    Hello, Thomas. I haven’t posted since the employees got counsel, but you all haven’t been out of my heart, and I’ve been lurking from time to time.

    Deciding whether to accept a settlement offer is tough, and like you, Thomas, I’d never presume to tell anyone else what they should do. All that can be done is give folks as much info as possible so that each person can make the best possible decision for him or herself. Though the Brobeck fiasco devolved differently in some key aspects, I hope sharing a bit about our experience & lessons learned might be helpful.

    Cynicism born of experience makes me assume that none of the players care about being fair to the employees. Rather their goal is to get rid of the employee claims as quickly and cheaply as possible. Whether none/some/many/all of the employees accept the current settlement offer, I’d expect that the Heller bankruptcy will chug along for several years (if for no other reason because a lot of lawyers are making money off the Heller carcass). So one can wonder, how much money will come into the pot after employees settle? How aggressive & successful will the Creditors’ Committee be in swelling the pot with BofA money, Jewel v. Boxer money, receivables, improper distributions to shareholders/their pension fund, and/or whatever else is out there? If I’m correctly understanding what I’ve read about the settlement offer, no matter how big the pot might get none of it will have to be shared with employees who have settled.

    They won’t let you sit on the Creditors’ Committee, so it’s difficult/impossible to predict how big the pot will eventually get, but I think it’s a fair bet they expect it to get bigger. Contrary to how this might sound, I’m not suggesting you reject the settlement offer. Rather I’m trying to pave the path to a question folks should be asking themselves: If I take the offer now, how am I going to feel two years from now if those who didn’t settle get a higher percentage of recovery?

    That’s a totally personal question; each person can only answer for themselves. Situations vary: Those for whom all or most of their total claim is under the priority amount are in a different situation than those with substantially greater claims. Some (maybe a lot of) folks need whatever they can get as soon as possible. Others might not need the money now, but they want to close this chapter or they feel more comfortable with a bird in hand even if there later turns out to be two in the bush. I’ve known Brobeckians who regretted settling early and others who didn’t. The point is for each of you, as part of your decision process, to think about how you might feel in the future. You’ve been beaten up enough by others in the past, I don’t want you beating yourselves in the future.

    Info for what it’s worth: I believe all but one or two special circumstance Brobeck employees have settled. The majority of employees accepted the Trustee’s initial offer. A couple hundred of us held out for about a year longer, and ended up with somewhat better offers. Our settlements were based on amounts/percentages the Trustee offered to allow for each item of our claims, e.g., X% of WARN, Y% of bonus. Up to the priority amount (then only $4800) the Trustee’s allocations were paid in full. Allocated amounts over the priority amount have been paid according to the recovery percentage for all unsecured creditors, which is now up to somewhere around 25%. As someone above noted, the Brobeck bankruptcy is still active, so we expect the recovery percentage will increase, and we will receive more — although probably paltry — distributions in the future.

    Thomas mentions a 39% recovery in his post, but I can’t figure out how that compares to our — so far — 25% recovery. Apples and oranges because we weren’t owed accrued vacation. Thanks to the pressure put on by our angel, Robert McCaffrey, Brobeck ponied up $7 million to pay us our accrued vacation on the last day of Brobeck’s existence (which is what caused the great Valentine’s Day run on Wells Fargo as we all rushed to cash the checks asap). Though I can’t be sure, it does seem that combining our $7 million vacation pay with what we’ve gotten out of the bankruptcy likely adds up to more for each of us than what’s now being offered to you. Further, it seems like your settlement offer closes the door, i.e., you won’t be getting a share of whatever future money comes into the estate.

    Okay, I’ve babbled on long enough — except a couple of suggestions:

    Make sure you understand what’s going to happen with the taxes. The estate, not us, paid the employer’s taxes, but the Trustee stuck it to everyone by withholding state and federal taxes at the maximum rate rather than at each individual’s rate or leaving it to each individual to pay whatever taxes they owed. A bit of paternalism that caused a lot of shock/disappoint when folks actually got their checks.

    Make sure you know what’s going to happen with attorney fees before you sign on. Whether you’re in the class or not, I think you should confirm how much, if at all, your settlement check would be decreased — directly or indirectly — because money paid to lawyers.

    Now I’m done. I continue to wish you all the very best.

    Regards, Jayne

  12. 12 Thomas MacEntee 18 October 2009 at 12:03 pm

    Thanks Jayne for your kind words and insights – I’ve found them very helpful and I think the readers of Heller Highwater will too.

  13. 13 Another Employee 18 October 2009 at 12:42 pm

    Jayne and Thomas,

    Thank you for your thoughts. If we are part of the class action I take it we can still opt out and wait for a possible larger settlement? Also, thank you for reminding us of the federal and state tax issue. Whether the trustee withholds the full amount or the claimant does, it still can be a harsh reality for people who are hoping for what they believe is due to them.

  14. 14 Former Staff 18 October 2009 at 7:26 pm

    Thomas you are awesome! every step of the heller drama, you have been working diligently to tell the readers what’s going on.

    Now, question for you, who are the credible people that signed up to be on the class action suit?

    Never saw any formal memo on the list of folks? Only saw a PDF in your site of who put in the “heller still owes me my vacation pay”
    PDF link.

    Who’s keeping that information?

  15. 15 Observer 18 October 2009 at 11:27 pm


    Here is what the October 8 notice of hearing on disclosure statement says:

    “The Disclosure Statement and Plan have been distributed concurrently herewith in accordance with Bankruptcy Rule 3017(a) and Bankruptcy Local Rule 3017-1(a). Any party in interest may obtain a copy of the Disclosure Statement or Plan by submitting a request in writing to counsel for the Debtor at the following address: Pachulski Stang Ziehl & Jones LLP, 150 California Street, 15th Floor, San Francisco, CA 94111, Fax: (415) 263-7010, Attn: Liset Alvarado, or”

    You might read “have been distributed concurrently herewith” as meaning that copies of the disclosure statement and plan are in the mail to us as creditors. But that turns out to be false. Rule 3017 says that, at this stage of hearing on the disclosure statement’s adequacy of information, the disclosure statement and plan are required to be be served Only on the U.S. Trustee, the SEC, and members of the Creditors’ Committee! All others (that’s us) are in the category of “may obtain a copy” by requesting it in writing.

    So, to get the full documents, you need to contact Pachulski Stang (either with a letter or via an email to Ms. Alvarado) right away.

    I’m annoyed with many people over this notice trickiness. The creditors’ committee, supposedly representing all of us (along with the rest of the creditors), should not have let a notice that is jointly in their name go out without making clear and explicit whether we were getting copies, or we had to request them. The debtor, seeking our sign on to the compromises contained in the plan, should have taken care to make the notice clear. Blum Collins should have let class members know (on this web site if no other way) that we had to request copies of the documents. Reference to a rule that few creditors know, together with the language “distributed concurrently herewith,” was — I think — inherently misleading.

    (The rule is different when it comes to a later stage — plan confirmation. At that time, they will be required to mail all of us copies of the plan and disclosure statement. But our chance to object to the adequacy of the information, and clarity, in the disclosure statement will have gone by.)

  16. 16 Observer 19 October 2009 at 12:54 am

    Some comments on Jayne’s comments:

    “If I’m correctly understanding what I’ve read about the settlement offer, no matter how big the pot might get none of it will have to be shared with employees who have settled.”
    — That’s not quite right. Under the settlement terms, our claims have a maximum amount (per the exhibits that we still have not seen). But until those maximum amounts are reached, more money coming into the estate – e.g. from successful claims against the banks — is shared with us in the general creditor class. Arbitrary example numbers: Suppose you have a priority vacation claim of $100, and a WARN claim that they have divided $100 as priority and $200 as general unsecured, but your WARN claim as calculated by you was $400. And on the plan effective date, there is enough to pay all of the two priority amounts, but only 25% on the $200 of general unsecured claim. But later the estate succeeds against the banks: then the money that comes in from that does get shared with you (and all other creditors pro rata) until you reach $200. But because of the settlement you never have any possibility of receiving the last $100 of WARN as claimed by you.
    — Would you do better, in this example, if you hadn’t settled? You can’t know that right now, without two additional pieces of information: a) how much of the $400 WARN claim you have filed for have they included in their settlement exhibits, and (b) if you don’t settle, will they object to your WARN claim and succeed legally in beating it down not only to less than $400, but to less even than the $300 of the settlement figure (in my example)?

    “Though I can’t be sure, it does seem that combining our $7 million vacation pay with what we’ve gotten out of the bankruptcy likely adds up to more for each of us than what’s now being offered to you.”
    — This is quite irrelevant; truly apples and oranges. What’s a reasonable recovery depends foremost on the extent of the assets realized by Heller as debtor. Value of receivables, collectability of the receivables, success or failure on litigation claims (esp. against the banks on the UCC issue, an issue not present at all in the Brobeck case) — these are substantially different in the Brobeck and Heller (and Thelen) cases. Whether the recovery via the proposed Heller settlement is a good settlement amount depends on complex estimations of Heller’s assets, and claims against it including ours (and their strictly legal, not moral, merits), that are very difficult to resolve. If I ever get the exhibits, I hope to make more sense out of that.

    “Make sure you understand what’s going to happen with the taxes.”
    — The Heller plan is pretty explicit what they are going to do regarding taxes: They will withhold payroll taxes to the extent of the employee’s share of those taxes. Although they don’t say, I am pretty sure that they will withhold at the standard rates provided by the IRS when the party doing the withholding doesn’t know exactly what exemptions and brackets to apply. In other words, they won’t withhold at your personal rate, because they no longer know how many exemptions you can claim, etc. They will not withhold, I believe, at “the maximum” because that is basically never done in these situations. (Doing the withholding is not a “bit of paternalism;” Section 346(h) [reference to 346(f) in the Plan is an error] Requires the debtor to carry out that withholding.) But their doing the standard withholding may mean that some people are surprised by how much gets withheld. If they do over-withholding compared to your personal circumstances, you will take that into account in filing your tax return for the year you get a bankruptcy distribution. It may mean, though, that you have less money at first because of the withholding and only get it adjusted to where it should be for your personal circumstances after the delay that comes from having to get some back as a refund.

    “Make sure you know what’s going to happen with attorney fees before you sign on. Whether you’re in the class or not, I think you should confirm how much, if at all, your settlement check would be decreased — directly or indirectly — because money paid to lawyers.”
    — All of us, whether we opt for the class action settlement or we don’t, are indirectly affected by the attorney’s fee provision in the plan settlement. What the plan says is that Blum Collins gets $750,000 from the estate if the settlement is approved, and a further $250,000 as long as most of the ex-employees opt in for the settlement. This $1,000,000 is classified as an administrative expense claim. That means Blum Collins gets paid that before any distributions on priority or general unsecured claims. To the extent that there is not enough money to pay all administrative, priority, and general unsecured claims in full (and the disclosure statement says that is the situation), then the $1,000,000 to Blum Collins is reducing by that same amount the money available to pay on our claims. So, it indirectly (as Jayne correctly implies) affects all of us, whether we individually accept the settlement terms or not.

    These comments are not meant to be pro- or anti- settlement. Just aiming to provide some clarification if I can.

  17. 17 Jayne Loughry 19 October 2009 at 2:13 pm

    Lots of great info, Observer. I’m glad to read I was wrong about settlers being locked out of future distributions. One stone cleared from the decision path. As you rightly indicate, however, the bigger stone is the relative reasonableness of the base allocations. As statisticians like to say, 100% of nothing is nothing.

    I don’t know the specifics of the allocations being proposed to you all, so I have no opinion on their relative reasonableness/unreasonable, but I do know it’s extremely important for you folks to think about the proposed allocations. For those of us who rejected the Brobeck Trustee’s initial proposal, the battle was all about the allocations. Of course the Trustee tried to scare folks by suggesting non-settlers risked lower or even no allocations for various types of claims, but that didn’t happen.

    (It was quite a war of words: The Trustee’s initial offer included no allocation for owed bonuses, even though the Liquidation Committee had submitted a debt schedule listing specific amounts owed to a couple hundred employees. We managed to get the Trustee to agree that if the non-settlers succeeded in getting an allocation for bonuses, then he’d give the same allocation to those who had already settled. We did eventually succeed in getting a bonus allocation, so the early settlers didn’t get screwed out of their bonuses — something that still brings a smile to my face.)

    The foregoing little trip down memory lane reminds me of something else you might want to confirm. To put it mildly, the Brobeck Trustee was not thrilled by my efforts. Among the things he did was trying to convince folks to believe that I opposed his settlement offer because i had some secret deal with our bankruptcy lawyers whereby I’d get more money than other employees. Unfortunately for him, I think my colleagues knew me well enough to know that wasn’t true. Our bankruptcy lawyers took a financial bath representing us, and I never got one extra penny of settlement or compensation for anything I did over the years. However, in the pre-bankruptcy days, our then class-action lawyers offered me a substantial extra cut of the pie because I was an active named plaintiff. I shot down that idea immediately because for wacky me, the battle wasn’t about putting money in my pocket. I also knew that if I ever took that one extra penny, I’d lose all credibility with my fellow employees, not to mention adding to the bitterness among folks who’d already been screwed over by greedy lawyers.

    I don’t assume everyone feels the same about such things, and from what I’ve read here it doesn’t seem you all know much about your class-action lead plaintiffs. I don’t mean to disparage anyone, but I do think you should know whether or not the lead plaintiffs have been offered anything extra before you decide how much weight to give to their decision to accept the proposed settlement.

    Again and with emphasis, deciding whether and when to settle is a personal decision for each person to make. Even if I knew a whole lot more about your oranges, I would not presume to tell anyone what to do. The only point to my posting is to stress the importance of each of you getting as much information as possible so that each of you can make the decision that is best for you. If you can do that then I believe you’ll be better able to make peace with your decision regardless of what happens in the future.

    Lastly, I do understand that for some — especially those who continue to read and post here — there may be something else you’re trying to recover, something just as important as, maybe even more important than money, that being a sense of fairness, a sense that wrongs should be righted. If so, you might want to factor that into deciding whether and when to settle. I’ve seen the occasional posts here suggesting everyone should just “move on.” Assuming such posters aren’t shills, what they don’t understand is “moving on” is different for different folks; there is no one-size-fits-all definition or timetable. For some, there may be a sense of fairness restored just by fighting the bastards, even if you know they are unbeatable foes. The point is to think about and do what best suits your own needs — money and/or a sense of something else — and to hell with what anyone else thinks.

    Regards, Jayne

  18. 18 Thomas MacEntee 19 October 2009 at 2:18 pm

    Thanks Jayne for the comment.

    I want to clarify that none of the named plaintiffs (nor anyone else that I know of) in the Heller case is receiving a supplement or extra monies. I know this for a fact because I’ve participated in most, if not all, of the conference calls and email discussions. This point was raised as to supplemental settlement monies and it was decided that it would not be fair to the class and to the Heller Ehrman ex-employees group as a whole.


  19. 19 Thomas MacEntee 20 October 2009 at 1:27 pm

    Former Staff

    I am inquiring as to whether or not it is appropriate to list who has signed on with Blum Collins. At first blush I don’t think I would list the people here – it would be a violation of their privacy and possibly some confidentiality policies with Blum Collins. I understand that many ex-Heller Ehrman employees want to see who has signed on since it could lend credibility to the class and whether or not people should sign on.

    Also please keep in mind that many of those who’ve signed on probably work directly for a former Heller Ehrman shareholder – a shareholder who may not know that the employee they took with them to a new firm has signed on.

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