Dear Irini,
With the successful closing of the Restructuring Support Agreement on June 30, 2023, I am pleased to transmit Calderwood & Harkness's final invoice for Matter No. 1044-00003. The attached invoice covers the final billing period through the close of the engagement. All prior invoices have been paid in full, and this invoice reflects the remaining charges as well as a cumulative summary for the matter.
**Fee Summary**
Total billings for the engagement are as follows:
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Disbursements include travel expenses (New York–Houston and New York–Piraeus coordination trips), document production and printing costs, filing fees, and related out-of-pocket costs incurred on behalf of the client throughout the engagement.
**Retainer Application**
As you will recall, Thalassa Shipping & Logistics SA deposited a retainer of $500,000.00 on October 28, 2022, into Calderwood & Harkness's IOLTA account. In accordance with Section 7(b) of the engagement letter dated October 25, 2022, we have applied this retainer in full against the outstanding balance on this final invoice. The net amount due is therefore:
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We respectfully request payment within 30 days of the date of this invoice, consistent with the terms of the engagement letter. Wire transfer instructions are included in the attached invoice for your convenience.
**Billing Rate Reference**
For your records, the following standard rates applied throughout the engagement, as set forth in the engagement letter:
- Partners: $1,650/hour - Senior Associates: $1,050/hour - Associates: $850/hour - Paralegals: $425/hour
The engagement team consisted of Nathaniel Bower (responsible partner), Colette Whitman (billing partner), Amy Chesterton (lead associate), Nathan Ikeda (working associate), and Sylvia Hartwell (specialist tax partner). A detailed breakdown of hours by timekeeper is included in the attached invoice.
**Matter Dormancy Notification**
We are formally designating Matter No. 1044-00003 as dormant effective today, July 15, 2023. This means that the matter file will be maintained in the firm's records in accordance with Calderwood & Harkness's document retention policies, but no further work will be performed and no further time entries will be recorded against the matter.
The firm will retain the complete file and all work product — including the Chapter 11 contingency materials, transaction documents, memoranda, and correspondence — in the event the matter needs to be reactivated in the future. Should Thalassa Shipping & Logistics SA or Thalassa Americas Inc. require further legal services, whether related to the ongoing RSA implementation, the vessel disposition program, compliance with the amended credit facility covenants, or any other matter, we would be pleased to reopen the file upon your request and execution of a supplemental engagement letter.
Please note that any original documents belonging to the client that remain in our possession will be returned upon request at any time.
**Closing Remarks**
It has been a privilege to work with the Thalassa team on this engagement. Opened on October 25, 2022, the matter encompassed both comprehensive Chapter 11 contingency planning for Thalassa Americas Inc. and the negotiation and execution of the out-of-court Restructuring Support Agreement. We are gratified that the out-of-court path was ultimately achieved, avoiding the costs and operational disruption that a Chapter 11 filing would have entailed — including the estimated $18.5 million in first-year administrative costs that our team identified during the contingency planning phase.
Congratulations to the entire TSL team on the successful closing of the RSA on June 30, including the amendment to the senior secured credit facility, the mezzanine exchange with Dralvecen Mezzanine Capital, and the KFO equity contribution. This was a complex, multi-party restructuring accomplished on a very favorable timeline.
For housekeeping purposes, I would note that the standby engagement with Pendleton Claim Services was separately terminated by letter dated July 10, 2023, and that the CRO engagement with Alderney Management Advisors was never activated. No further action is required from TSL with respect to either arrangement.
Finally, I want to extend my sincere thanks to you, Irini, and to the broader TSL and TAI team — Georgios, Marcus Hale, Diana Restrepo, and Stavros Papageorgiou — for your cooperation, responsiveness, and professionalism throughout the engagement. The quality of the outcome is a testament to the collaborative effort on all sides.
Please do not hesitate to reach out if you have any questions regarding the invoice or any other matter.
With warm regards,
**Colette Whitman** Partner, Bankruptcy & Restructuring Calderwood & Harkness LLP 780 Third Avenue New York, NY 10017 T: +1 (212) 554-7200 E: cwhitman@calderwoodharkness.com
**Attachments:** 1. Final Invoice — Matter No. 1044-00003 (with cumulative engagement summary and wire transfer instructions)
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