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Heritage Home Group – Court Approves KEIP, KERP and Related Seal

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September 6, 2018 – The Court hearing the Heritage Home Group case approved the Debtors’ Key Employee Incentive Plan (“the KEIP”) and Key Employee Retention Plan (“the KERP”) [Docket No. 245]. As previously reported [Docket No. 77], “The KEIP provides for potential incentive payments (in each case, a ‘KEIP Payment’) to two (2) senior executives, the Debtors’ Chief Executive Officer (the ‘CEO’) and Chief Operating Officer (the ‘COO’ and together with the CEO, the ‘KEIP Participants’). Payments under the KEIP will be based on the successful sale, or sales, of substantially all of the Debtors’ assets within a range of target price levels….The aggregate amount available under the KERP Program is $1,258,500, which is comprised of $1,008,500 for identified KERP Participants and an additional $250,000 allocated to a discretionary pool for employees who may be added later on an as-needed basis….The KERP Participants have salaries ranging from $41,205 to $290,000, a mean salary of $135,961, a median salary of $127,615.” The Court subsequently approves the Debtors’ motion to file under seal certain information contained in the KEIP and KERP [Docket No. 246]. As previously reported in respect of the seal [Docket No. 79], “In addition to the significant privacy concerns for the individual KERP Participants, who are not insiders of the Debtors, the public disclosure of such information could provide the Debtors’ competitors with an ‘unfair advantage’ in efforts to recruit and hire away the Debtors’ essential employees during a critical period, by providing them with such employees’ exact salary levels, and potential bonus compensation….In addition, the KEIP/KERP Motion contains specific sale targets upon which KEIP Payments are based and other sensitive information related to the Debtors’ Sale Process. Given that the Sale Process is on-going; the public disclosure of such Confidential Information could substantially impair the value of the Debtors’ estates by providing potential buyers with an unfair advantage in negotiations.”

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