Vyaire - COC - Louisville Stipulation
- Date
- 2024-06-09
Summary
A certification of counsel filed October 17, 2024 as Doc 637 in In re Vyaire Medical, Inc., et al., Case No. 24-11217 (BLS), jointly administered Chapter 11 cases in the U.S. Bankruptcy Court for the District of Delaware. It concerns a joint stipulation authorizing the debtors to assume and assign a lease to SunMed Group Holdings, LLC (d/b/a AirLife). It states that the debtors commenced chapter 11 cases on June 9, 2024, that Vyaire Medical, Inc. entered into a lease for premises in Louisville, Kentucky on January 11, 2018, and that the debtors agreed under a Transition Services Agreement dated May 1, 2023 to maintain the lease for the assignee, also party to a Stock and Asset Purchase Agreement dated March 27, 2023. It reports that the U.S. Trustee, the creditors' committee and the debtors' lenders have no objections and asks the court to enter the proposed order attached as Exhibit A.
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Case 24-11217-BLS Doc 637 Filed 10/17/24 Page 1 of 3
IN THE UNITED STATES BANKRUPTCY COURT
FOR THE DISTRICT OF DELAWARE
)
In re: ) Chapter 11
)
VYAIRE MEDICAL, INC., et al.,1 ) Case No. 24-11217 (BLS)
)
Debtors. ) (Jointly Administered)
)
)
CERTIFICATION OF COUNSEL REGARDING JOINT STIPULATION
AUTHORIZING THE DEBTORS TO ASSUME AND ASSIGN LEASE AGREEMENT
TO SUNMED GROUP HOLDINGS, LLC (D/B/A AIRLIFE)
The undersigned counsel to Vyaire Medical, Inc. and certain of its affiliates, the debtors
and debtors in possession in the above-captioned cases (collectively, the “Debtors”), hereby
certifies as follows:
1. On June 9, 2024 (the “Petition Date”), the Debtors commenced voluntary cases
under chapter 11 of title 11 of the United States Code (the “Bankruptcy Code”) in the United States
Bankruptcy Court for the District of Delaware (the “Bankruptcy Court”).
2. Prior to the Petition Date, on January 11, 2018, debtor Vyaire Medical, Inc. entered
into a lease agreement with Exeter 6201 Distribution, LLC, as landlord (the “Lessor”) for premises
located at 6201 Global Distribution Way, Louisville, Kentucky 40228 (the “Lease”).
3. In addition, prior to the Petition Date, the Debtors entered into that certain Stock
and Asset Purchase Agreement dated as of March 27, 2023 (the “SAPA”), by and between Vyaire
Holding Company and SunMed Group Holdings, LLC (d/b/a AirLife) (the “Assignee”) and that
1
The last four digits of Debtor Vyaire Medical, Inc.’s federal tax identification number are 6495. A complete list
of each of the Debtors in these chapter 11 cases and each such Debtor’s federal tax identification number may be
obtained on the website of the Debtors’ proposed claims and noticing agent at
https://omniagentsolutions.com/Vyaire. The location of Debtor Vyaire Medical, Inc.’s principal place of business
and the Debtors’ service address in these chapter 11 cases is 26125 North Riverwoods Boulevard, Mettawa,
Illinois, USA 60045.
Case 24-11217-BLS Doc 637 Filed 10/17/24 Page 2 of 3
certain Transition Services Agreement, dated as of May 1, 2023, by and between Vyaire Holding
Company and the Assignee (the “TSA”). Under the TSA, the Debtors agreed to maintain the Lease
on behalf of the Assignee, and the Assignee agreed to pay certain obligations and costs associated
with maintaining the Lease.
4. Following the Petition Date, the Debtors, Assignee, and Lessor agreed to certain
terms regarding the assumption and assignment of the Lease as more fully described in the Joint
Stipulation Authorizing the Debtors to Assume and Assigne Lease Agreement to SunMed Group
Holdings, LLC (d/b/a AirLife) (the “Joint Stipulation”) attached to the Order Approving the Joint
Stipulation Authorizing the Debtors to Assume and Assignee Lease Agreement to SunMed Group
Holdings, LLC (d/b/a AirLife) (the “Proposed Order”). The Proposed Order is attached hereto as
Exhibit A.
5. The Debtors have shared the Joint Stipulation with the Office of the United States
Trustee for the District of Delaware, counsel for the Official Committee of Unsecured Creditors,
and counsel for the Debtors’ debtor-in-possession lenders, and such parties do not have comments
or objections to entry of the Proposed Order.
6. The Debtors respectfully request that the Court enter the Proposed Order attached
hereto as Exhibit A at its earliest convenience.
[Remainder of page Intentionally Left Blank]
2
Case 24-11217-BLS Doc 637 Filed 10/17/24 Page 3 of 3
Dated: October 17, 2024
Wilmington, Delaware
/s/ Patrick J. Reilley
COLE SCHOTZ P.C. KIRKLAND & ELLIS LLP
Patrick J. Reilley, Esq. (DE Bar No. 4451) KIRKLAND & ELLIS INTERNATIONAL LLP
500 Delaware Avenue, Suite 1410 Joshua A. Sussberg, P.C. (admitted pro hac vice)
Wilmington, Delaware 19801 601 Lexington Ave
Telephone: (302) 652-3131 New York, New York 10022
Facsimile: (302) 652-3117 Telephone: (212) 446-4800
Email: preilley@coleschotz.com Facsimile: (212) 446-4900
Email: joshua.sussberg@kirkland.com
- and -
- and -
Michael D. Sirota, Esq. (admitted pro hac vice)
Warren A. Usatine, Esq (admitted pro hac vice) Spencer A. Winters, P.C. (admitted pro hac vice)
Court Plaza North, 25 Main Street Yusuf U. Salloum (admitted pro hac vice)
Hackensack, New Jersey 07601 333 West Wolf Point Plaza
Telephone: (201) 489-3000 Chicago, Illinois 60654
Facsimile: (201) 489-1536 Telephone: (312) 862-2000
Email: msirota@coleschotz.com Facsimile: (312) 862-2200
wusatine@coleschotz.com Email: spencer.winters@kirkland.com
yusuf.salloum@kirkland.com
Co-Counsel to the Debtors Co-Counsel to the Debtors
and Debtors in Possession and Debtors in Possession
3
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