Certification of Counsel — Obtain Postpetition Financing and (B) Utilize Cash Collateral — Vyaire Medical (Doc 232)

Summary

Certification of Counsel Regarding the Motion of Debtors for Entry of Interim and Final Orders authorizing postpetition financing and use of cash collateral, in In re Vyaire Medical, Inc., et al., Case No. 24-11217 (BLS), United States Bankruptcy Court for the District of Delaware, Doc 232, filed July 9, 2024, relating to Docket Nos. 12 and 103. It states that the Motion [Docket No. 12] was filed on June 10, 2024, and that the Interim Order [Docket No. 103] followed a hearing on June 12, 2024. It states that the Debtors revised the proposed final order to address informal comments received from Chubb, counsel to the 1L RCF, the U.S. Trustee, and counsel to the Committee. A revised Final Order is Exhibit 1 and a blackline against the Interim Order is Exhibit 2.

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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)
)
)
Re: Docket Nos. 12 & 103
CERTIFICATION
OF COUNSEL REGARDING MOTION
OF DEBTORS FOR ENTRY OF INTERIM
AND FINAL ORDERS (I) AUTHORIZING
THE DEBTORS TO (A) OBTAIN POSTPETITION
FINANCING AND (B) UTILIZE CASH COLLATERAL,
(II) GRANTING LIENS AND SUPERPRIORITY ADMINISTRATIVE
EXPENSE CLAIMS, (III) GRANTING ADEQUATE PROTECTION TO
PREPETITION SECURED PARTIES, (IV) MODIFYING THE AUTOMATIC STAY,
(V) SCHEDULING A FINAL HEARING, AND (VI) GRANTING RELATED RELIEF
The undersigned proposed 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 10, 2024, the Motion of Debtors for Entry of Interim and Final Orders
(I) Authorizing the Debtors to (A) Obtain Postpetition Financing and (B) Utilize Cash Collateral,
(II) Granting Liens and Superpriority Administrative Expense Claims, (III) Granting Adequate
Protection to Prepetition Secured Parties, (IV) Modifying the Automatic Stay, (V) Scheduling a
Final Hearing, and (VI) Granting Related Relief [Docket No. 12] (the “Motion”) was filed with
the United States Bankruptcy Court for the District of Delaware (the “Court”).
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’ 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 232    Filed 07/09/24    Page 1 of 3

2
2.
On June 12, 2024, the Court held a hearing to consider the relief requested in the
Motion on an interim basis and subsequently entered the Interim Order (I) Authorizing the Debtors
to Obtain Postpetition Financing, (II) Authorizing the Debtors to Use Cash Collateral,
(III) Granting Liens and Providing Superpriority Administrative Expense Claims, (IV) Granting
Adequate Protection, (V) Modifying Automatic Stay, (VI) Scheduling a Final Hearing, and
(VII) Granting Related Relief [Docket No. 103] (the “Interim Order”).
3.
Pursuant to the Interim Order, a final hearing on the Motion was set to be held on
July 9, 2024, at 10:00 a.m. (prevailing Eastern Time) and any objections or responses to entry of
a final order were to be filed and served on the undersigned proposed counsel by July 2, 2024, at
4:00 p.m. (prevailing Eastern Time) (the “Objection Deadline”), except for ACE American
Insurance Company and/or any of its U.S.-based affiliates (collectively, together with each of their
successors, and solely in their roles as insurers, “Chubb”) and the 1L RCF, whose deadline was
extended to July 5, 2024, and the Official Committee of Unsecured Creditors (the “Committee”),
whose deadline was extended to July 8, 2024.
4.
Prior to the Objection Deadline, the Debtors received informal comments to the
Motion and proposed final order from Chubb and counsel to the 1L Ad Hoc Group.
5.
Prior to the 1L RCF and Committee’s respective extended Objection Deadlines, the
Debtors received informal comments to the Motion and proposed final order from counsel to the
1L RCF and counsel to the Committee.
6.
The Debtors have not received any objections or other informal comments to the
Motion and proposed final order.
7.
The Debtors revised the proposed final order to address the informal comments
received from Chubb, counsel to the 1L RCF, the U.S. Trustee, and counsel to the Committee, and
Case 24-11217-BLS    Doc 232    Filed 07/09/24    Page 2 of 3

3
the parties agreed to a revised Final Order, a copy of which is attached hereto as Exhibit 1
(the “Final Order”).
8.
A blackline comparing the Final Order against the Interim Order is attached hereto
as Exhibit 2.
9.
The Debtors respectfully request that the Court enter the Final Order at its earliest
convenience.
Dated: July 9, 2024
Wilmington, Delaware
/s/ Patrick J. Reilley
COLE SCHOTZ P.C.
KIRKLAND & ELLIS LLP
Patrick J. Reilley, Esq. (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
Proposed Co-Counsel to the Debtors
Proposed Co-Counsel to the Debtors
and Debtors in Possession
and Debtors in Possession
Case 24-11217-BLS    Doc 232    Filed 07/09/24    Page 3 of 3

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