VYR - Notice of Amended Agenda - August 30 2024 Hearing

Summary

This amended agenda is for the August 30, 2024 hearing, scheduled for 10:30 a.m. before the Honorable Brendan L. Shannon in the Vyaire Medical, Inc. chapter 11 cases. The single matter going forward is the Debtors' bidding procedures motion (Docket No. 16), with related documents that include revised proposed orders filed August 27, 2024 and the Debtors' reply in support of the proposed sale orders filed August 30, 2024. The responses received include a supplemental reservation of rights and limited objection of the Official Committee of Unsecured Creditors filed August 29, 2024. The status says cure objections will be continued to a hearing at a date to be determined, and names Dell-Mettawa, LLC among those the Debtors have consensually resolved.

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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)
)
NOTICE OF AMENDED2 AGENDA OF MATTERS SCHEDULED
FOR HEARING ON AUGUST 30, 2024, AT 10:30 A.M. (PREVAILING
EASTERN TIME) BEFORE THE HONORABLE BRENDAN L. SHANNON
This proceeding will be conducted in person.
The hearing will be held on the 6th Floor in Courtroom No. 1.
Please refer to Judge Shannon’s Chambers Procedures
(https://www.deb.uscourts.gov/content/judge-brendan-l-shannon) and
the Court’s website (http://www.deb.uscourts.gov/ecourt-appearances)
for information on the method of allowed participation (video or audio),
Judge Shannon’s expectations of remote participants, and the advance registration
requirements.  Registration is required by one-hour prior to the hearing unless
otherwise noticed using the eCourtAppearances tool available on the Court’s website.
MATTER GOING FORWARD
1. Motion of Debtors for Entry of an Order (I) Approving Bidding Procedures in Connection
with the Sale of Substantially All of The Debtors’ Assets, (II) Authorizing The Debtors to
Enter into a Stalking Horse Agreement and Provide Bid Protections, (III) Approving the
Form and Manner of Notice Thereof, (IV) Scheduling an Auction and Sale Hearing,
(V) Approving Procedures for the Assumption and Assignment of Contracts,
(VI) Approving the Sale of the Debtors’ Assets Free and Clear, and (VII) Granting Related
Relief (Filed June 10, 2024) [Docket No. 16]
Related Document(s):
(a)
Order (I) Approving Bidding Procedures in Connection with the Sale of
Substantially All of The Debtors' Assets, (II) Authorizing The Debtors
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.
2
Amendments appear in bold.
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to Enter into a Stalking Horse Agreement and Provide Bid Protections,
(III) Approving the Form and Manner of Notice Thereof,
(IV) Scheduling an Auction and Sale Hearing, (V) Approving
Procedures for the Assumption and Assignment of Contracts,
(VI) Approving the Sale of The Debtors' Assets Free and Clear, and
(VII) Granting Related Relief (Entered July 11, 2024) [Docket No. 249]
(b)
Notice of Bidding Procedures, Auction, and Sale Hearing
(Filed July 11, 2024) [Docket No. 255]
(c)
First Notice to Contract Parties of Potentially Assumed and Assigned
Executory Contracts and Unexpired Leases (Filed July 11, 2024)
[Docket No. 256]
(d)
Notice of Extension of Certain Key Dates and Deadlines
(Filed July 17, 2024) [Docket No. 263]
(e)
Second Notice of Extension of Certain Key Dates and Deadlines
(Filed July 24, 2024) [Docket No. 311]
(f)
Third Notice of Extension of Certain Key Dates and Deadlines
(Filed August 7, 2024) [Docket No. 353]
(g)
Notice
of
Auction
for
the
Sale
of
the
Debtors’
Assets
(Filed August 9, 2024) [Docket No. 371]
(h)
Notice of (I) Successful Bidder for the Sale of Certain of the Debtors’
Ventilation Assets, (II) Proposed Purchase Agreement in Connection
Therewith, and (III) Proposed Sale Order in Connection Therewith
(Filed August 15, 2024) [Docket No. 388]
(i)
Fourth Notice of Extension of Certain Key Dates and Deadlines
(Filed August 16, 2024) [Docket No. 394]
(j)
Notice of Debtors’ Proposed Order (I) Approving the Zoll Asset
Purchase
Agreement
and
Authorizing
the
Sale
of
Certain
Ventilation Assets of the Debtors Outside the Ordinary Course of
Business, (II) Authorizing the Sale of Assets Free and Clear of All
Liens, Claims, Interests, and Encumbrances, (III) Authorizing the
Assumption and Assignment of Executory Contracts and Unexpired
Leases in Connection Therewith, and (IV) Granting Related Relief
(Filed August 20, 2024) [Docket No. 399]
(k)
Notice of (I) Successful Bidder for the Sale of Certain of the Debtors’
Respiratory Diagnostics Assets, (II) Proposed Purchase Agreement in
Connection Therewith, and (III) Proposed Sale Order in Connection
Therewith (Filed August 20, 2024) [Docket No. 400]
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(l)
Notice of Debtors’ Proposed Order (I) Approving the Trudell
Asset Purchase Agreement and Authorizing the Sale of Certain
Respiratory Diagnostics Assets of the Debtors Outside the Ordinary
Course of Business, (II) Authorizing the Sale of Assets Free and Clear
of All Liens, Claims, Interests, and Encumbrances, (III) Authorizing the
Assumption and Assignment of Executory Contracts and Unexpired
Leases in Connection Therewith, and (IV) Granting Related Relief
(Filed August 21, 2024) [Docket No. 401]
(m)
Declaration of Elise S. Frejka, CIPP/US, in Support of the Proposed
Sale Orders (Filed August 21, 2024) [Docket No. 403]
(n)
Declaration of Charles N. Braley in Support of the Proposed Sale Orders
(Filed August 21, 2024) [Docket No. 404]
(o)
Declaration of Michael Schlappig in Connection with the Proposed Sale
Orders (Filed August 21, 2024) [Docket No. 405]
(p)
First Supplemental Notice to Contract Parties of Potentially
Assumed and Assigned Executory Contracts and Unexpired Leases
(Filed August 23, 2024) [Docket No. 462]
(q)
Notice of Debtors’ Revised Proposed Order (I) Approving the
Zoll Asset Purchase Agreement and Authorizing the Sale of Certain
Ventilation Assets of the Debtors Outside the Ordinary Course of
Business, (II) Authorizing the Sale of Assets Free and Clear of All
Liens, Claims, Interests, and Encumbrances, (III) Authorizing the
Assumption and Assignment of Executory Contracts and Unexpired
Leases in Connection Therewith, and (IV) Granting Related Relief
(Filed August 27, 2024) [Docket No. 470]
(r)
Notice of Debtors’ Revised Proposed Order (I) Approving the Trudell
Asset Purchase Agreement and Authorizing the Sale of Certain
Respiratory Diagnostics Assets of the Debtors Outside the Ordinary
Course of Business, (II) Authorizing the Sale of Assets Free and Clear
of All Liens, Claims, Interests, and Encumbrances, (III) Authorizing the
Assumption and Assignment of Executory Contracts and Unexpired
Leases in Connection Therewith, and (IV) Granting Related Relief
(Filed August 27, 2024) [Docket No. 471]
(s)
Motion of Debtors for an Order Granting Leave and Permission to
File a Reply in Support of the Entry of the Proposed Sale Orders
(Filed August 30, 2024) [Docket No. 483]
(t)
Reply of Debtors in Support of Entry of the Proposed Sale Orders
(Filed August 30, 2024) [Docket No. 484]
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Response(s) Received:
(a)
Limited Objection and Reservation of Rights of Kuehne + Nagel Inc. to
of Motion of Debtors for Entry of an Order (I) Approving Bidding
Procedures in Connection with the Sale of Substantially All of The
Debtors’ Assets, (II) Authorizing The Debtors to Enter into a Stalking
Horse Agreement and Provide Bid Protections, (III) Approving the
Form and Manner of Notice Thereof, (IV) Scheduling an Auction and
Sale Hearing, (V) Approving Procedures for the Assumption and
Assignment of Contracts, (VI) Approving the Sale of The Debtors’
Assets Free and Clear, and (VII) Granting Related Relief
(Filed July 2, 2024) [Docket No. 133]
(b)
Objection of The Chubb Companies to (1) First Notice to Contract
Parties of Potentially Assumed and Assigned Executory Contracts and
Unexpired Leases and (2) Motion of Debtors for Entry of an Order
(I) Approving Bidding Procedures in Connection with the Sale of
Substantially All of the Debtors Assets, (II) Authorizing the Debtors to
Enter into a Stalking Horse Agreement and Provide Bid Protections,
(III) Approving the Form and Manner of Notice Thereof,
(IV) Scheduling an Auction and Sale Hearing, (V) Approving
Procedures for the Assumption and Assignment of Contracts,
(VI) Approving the Sale of the Debtors Assets Free and Clear, and
(VII) Granting Related Relief (Filed July 18, 2024) [Docket No. 264]
(c)
Limited Objection to First Notice to Contract Parties of Potentially
Assumed and Assigned Executory Contracts and Unexpired Leases
filed by Data-Modul, Inc. (Filed July 23, 2024) [Docket No. 299]
(d)
Objection of Cigna to First Notice to Contract Parties of Potentially
Assumed and Assigned Executory Contracts and Unexpired Leases
(Filed July 23, 2024) [Docket No. 301]
(e)
Objection of Airgas Therapeutics, LLC to Debtors' First Notice to
Contract Parties of Potentially Assumed and Assigned Executory
Contracts and Unexpired Leases (Filed July 24, 2024) [Docket No. 305]
(f)
Limited Objection of Greatbatch Medical to Notice to Contract Parties
of Potentially Assumed and Assigned Executory Contracts and
Unexpired Leases and Procedures for the Assumption and Assignment
of its Contract (Filed July 24, 2024) [Docket No. 307]
(g)
Objection of Dell-Mettawa, LLC to First Notice to Contract Parties of
Potentially Assumed and Assigned Executory Contracts and Unexpired
Leases (Filed July 24, 2024) [Docket No. 309]
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(h)
Limited Objection of Ewald Fleet Solutions LLC to First Notice to
Contract Parties of Potentially Assumed and Assigned Executory
Contracts and Unexpired Leases (Filed July 24, 2024) [Docket No. 310]
(i)
Objection of Spectrum Plastics Group to the Debtors’ First Notice to
Contract Parties of Potentially Assumed and Assigned Executory
Contracts and Unexpired Leases (Filed July 25, 2024) [Docket No. 313]
(j)
Oracle’s Limited Objection to and Reservation of Rights Regarding
(A) Debtors’ Sale Motion and (B) Debtors’ First Notice to Contract
Parties of Potentially Assumed and Assigned Executory Contracts and
Unexpired Leases (Filed July 25, 2024) [Docket No. 314]
(k)
Objection of Kuehne + Nagel Inc. to Debtors’ First Notice to Contract
Parties of Potentially Assumed and Assigned Executory Contracts and
Unexpired Leases (Filed July 25, 2024) [Docket No. 315] and Notice of
Filing Exhibit (Filed July 25, 2024) [Docket No. 318]
(l)
Limited Objection and Reservation of Rights of Fischer USA, Inc. to
Vyaire Medical, Inc.'s First and Second Notice to Contract Parties of
Potentially Assumed and Assigned Executory Contracts and Unexpired
Leases (Filed August 1, 2024) [Docket No. 342]
(m)
Objection and Reservation of Rights of Kilmainham Vyaire, LLC to
Proposed Cure Amounts (Filed August 1, 2024) [Docket No. 345]
(n)
Objection of Quad DBC Holdings LLC to First Notice to Contract
Parties of Potentially Assumed and Assigned Executory Contracts and
Unexpired Leases (Filed August 1, 2024) [Docket No. 346]
(o)
Limited Objection and Reservation of Rights of Covington & Burling
LLP and Reed Smith LLP to the Proposed Sale Transaction Filed by
Reed Smith LLP, Covington & Burling LLP (Filed August 2, 2024)
[Docket No. 348]
(p)
Limited Objection and Reservation of Rights of Fischer USA,
Inc. to Debtors' Motion for Entry of an Order (I) Approving Bidding
Procedures in Connection With the Sale of Substantially All of the
Debtors Assets, (II) Authorizing the Debtors to Enter Into a Stalking
Horse Agreement and Provide Bid Protections, (III) Approving
the Form and Manner of Notice Thereof, (IV) Scheduling an Auction
and Sale Hearing, (V) Approving Procedures for the Assumption
and Assignment of Contracts, (VI) Approving the Sale of the
Debtors Assets Free and Clear, and (VII) Granting Related Relief
(Filed August 13, 2024) [Docket No. 376]
(q)
Hartford Fire Insurance Company and Hartford Insurance Company of
the Midwests’ Reservation of Rights and Limited Objection to the
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Debtors’ Successful Bidder Notice to be Filed Pursuant to the Debtors
Motion for Entry of an Order (I) Approving Bidding Procedures in
Connection with the Sale of Substantially All of the Debtors’ Assets,
(II) Authorizing the Debtors to Enter into a Stalking Horse Agreement
and Provide Bid Protections, (III) Approving the Form and Manner or
Notice Thereof, (IV) Scheduling an Auction and Sale Hearing,
(V) Approving Procedures for the Assumption and Assignment of
Contracts, (VI) Approving the Sale of the Debtors’ Assets Free and
Clear, and (VII) Granting Related Relief (Filed August 13, 2024)
[Docket No. 379] and Declaration of Frances Thompson in Support of
Hartford Fire Insurance Company's and Hartford Insurance Company of
the Midwest's Reservation of Rights and Limited Objection to the
Debtors'
Successful
Bidder
Notice
(Among
Other
Relief)
(Filed August 15, 2024) [Docket No. 390]
(r)
Limited Objection of Cognizant to First Notice to Contract Parties of
Potentially Assumed and Assigned Executory Contracts and Unexpired
Leases (Filed August 22, 2024) [Docket No. 436]
(s)
Reservation of Rights of the Official Committee of Unsecured Creditors
with
respect
to
the
Sale
of
the
Debtors'
Assets
(Filed August 22, 2024) [Docket No. 437]
(t)
Prepetition First Lien Agent’s Limited Objection to Motion of Debtors
for Entry of an Order (I) Approving Bidding Procedures in Connection
With
the
Sale
of
Substantially
All
of
the
Debtors’ Assets, (II) Authorizing the Debtors to Enter Into a Stalking
Horse Agreement and Provide Bid Protections, (III) Approving the
Form and Manner of Notice Thereof, (IV) Scheduling an Auction and
Sale Hearing, (V) Approving Procedures for the Assumption
and Assignment of Contracts, (VI) Approving the Sale of the Debtors’
Assets Free and Clear, and (VII) Granting Related Relief
(Filed August 22, 2024) [Docket No. 441]
(u)
Supplemental Reservation of Rights and Limited Objection of the
Official Committee of Unsecured Creditors with Respect to the Sale
of the Debtors' Assets (Filed August 29, 2024) [Docket No. 480]
(v)
Informal comments from Salesforce, Vestis Services, LLC f/k/a
Aramark Uniform & Career Apparel LLC, Teledyne Marine/Teledyne
Cable Solutions, Zensar Technologies Inc., Amazon Web Services,
ProSymmetry, LLC, CEVA, SunMed, Jabil Inc., WorkDay, Concur
Technologies, Sarasota Memorial Hospital, Zensar Technologies,
Integer, Merchants Automotive Group, Inc. d/b/a Merchants Fleet,
Global Healthcare Exchange, Morgan, Lewis & Bockius, LLP, and the
Prepetition First Lien Agent.
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Status:
This matter is going forward.  All cure objections will be continued to a
hearing at a date to be determined, with all rights reserved.  The Debtors
have consensually resolved the objections of Kuehne + Nagel Inc., Cigna,
Data-Modul, Inc., Airgas Therapeutics, LLC, Oracle, Ewald Fleet Solutions
LLC, Spectrum Plastics Group, Fischer USA, Inc., Hartford Fire Insurance
Company and Hartford Insurance Company of the Midwest, Cognizant, and
Covington & Burling LLP, Reed Smith LLP and Dell-Mettawa, LLC.
Dated: August 30, 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
Co-Counsel to the Debtors
Co-Counsel to the Debtors
and Debtors in Possession
and Debtors in Possession
Case 24-11217-BLS    Doc 485    Filed 08/30/24    Page 7 of 7

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