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NII Holdings KEIP Approval Sought

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NII Holdings filed with the U.S. Bankruptcy Court a motion for an order approving a (i) key employee incentive plan (KEIP), (ii) cash bonus incentive payments for certain employees and (iii) potential severance payments to certain employees. The motion explains, “The KEIP will provide performance incentives for eight of the Debtors’ Senior Management Employees. The Senior Management Employees include five of the Debtors’ most senior level executives (the ‘Executive Insiders’) and three senior-level employees with the title of Vice President (the ‘Non-Executive Insiders’). The Senior Management Employees perform a variety of critical functions with regard to legal, accounting, finance, treasury and strategic management for both the Debtors and NII’s business operations in Brazil, Mexico and Argentina. These specific skills, along with the Senior Management Employees’ familiarity and understanding of the operations, customer and supplier relationships and infrastructure of both the Debtors and each of the Operating Companies are vital not only to the day-to-day operation of the NII business but also to the ability of the Debtors to effectuate a successful reorganization….The KEIP for the Senior Management Employees is comprised of two components: (a) the Debtors’ Cash Bonus Incentive Plan; and (b) a restructuring metric, the achievement of which provides an additional cash payment tied to either (i) the confirmation of a chapter 11 plan based on the speed of the confirmation process or (ii) a sale of assets (or combination of a sale/chapter 11 plan) based on both speed and enterprise value.” In a separate motion, the Debtors also sought approval to file under seal certain portions of this motion, explaining, “Certain of the information included in the Cumberland Declaration and provided to the legal and financial advisors of the Committee, are sensitive, confidential and/or proprietary such that its public disclosure could be detrimental to the Debtors’ business.”

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