Vyaire - Revised PO to CS Retention App with UST Comments

Summary

An order dated July 30, 2024 in In re Vyaire Medical, Inc., et al., Chapter 11 Case No. 24-11217 (BLS), Doc 333, in the United States Bankruptcy Court for the District of Delaware, relating to Docket No. 239. The order grants the debtors' application to retain and employ Cole Schotz P.C. as Delaware co-counsel effective as of the petition date, under section 327(a) of the Bankruptcy Code. It requires Cole Schotz to apply for compensation under sections 330 and 331 and to give ten (10) business days' notice of rate increases to the debtors, the U.S. Trustee and counsel for the Official Committee of Unsecured Creditors. The signature block names Brendan L. Shannon, United States Bankruptcy Judge.

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Full text

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 No. 239
ORDER AUTHORIZING THE
RETENTION AND EMPLOYMENT OF COLE SCHOTZ P.C. AS DELAWARE
CO-COUNSEL FOR THE DEBTORS EFFECTIVE AS OF THE PETITION DATE
Upon consideration of the Debtors’ Application for Entry of an Order Authorizing the
Retention and Employment of Cole Schotz P.C. as Delaware Co-Counsel for the Debtors Effective
as of the Petition Date (the “Application”);2 and the Court having reviewed the Application, the
Reilley Declaration and the Bibb Declaration submitted in support thereof; and the Court being
satisfied, based on the representations made in the Application and the Reilley Declaration, that
Cole Schotz is a “disinterested person” as defined in section 101(14) of the Bankruptcy Code and
as required by section 327(a) of the Bankruptcy Code and does not hold or represent an interest
adverse to the Debtors’ estates; and the United States District Court for the District of Delaware
having jurisdiction to consider this Application under 28 U.S.C. § 1334, which was referred to this
Court under 28 U.S.C. § 157 and the Amended Standing Order of Reference from the United States
District Court for the District of Delaware, dated February 29, 2012; and the matter being a core
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
Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the
Application.
Case 24-11217-BLS    Doc 333    Filed 07/30/24    Page 1 of 3

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proceeding within the meaning of 28 U.S.C. § 157(b)(2); and the Court being able to issue a final
order consistent with Article III of the United States Constitution; and venue of this proceeding
and the Application being proper pursuant to 28 U.S.C. §§ 1408 and 1409; and due and sufficient
notice of the Application having been given under the particular circumstances; and it appearing
that no other or further notice is necessary; and after due deliberation thereon; and good and
sufficient cause appearing therefor; it is HEREBY ORDERED THAT:
1.
The Application is GRANTED as set forth herein.
2.
The Debtors are authorized to retain and employ Cole Schotz as their Delaware
co-counsel in these Chapter 11 Cases effective as of the Petition Date pursuant to section 327(a)
of the Bankruptcy Code in accordance with the terms and conditions set forth in the Application.
3.
Cole Schotz shall apply for compensation earned for professional services rendered
and reimbursement of expenses incurred in connection with these Chapter 11 Cases in compliance
with sections 330 and 331 of the Bankruptcy Code and the applicable provisions of the Bankruptcy
Rules, the Local Rules and any other applicable procedures and orders of the Court.
4.
The Retainer shall be held by Cole Schotz as security throughout the bankruptcy
cases until Cole Schotz’s fees and expenses are awarded by final order and payable to Cole Schotz.
5.
Cole Schotz shall make a reasonable effort (taking into account the particular facts
and circumstances of these Chapter 11 Cases) to comply with the U.S. Trustee’s requests for
information and additional disclosures as set forth in the Guidelines for Reviewing Applications
for Compensation and Reimbursement of Expenses filed under 11 U.S.C. § 330 by Attorneys in
Larger Chapter 11 Cases Effective as of November 1, 2013 (the “Revised UST Guidelines”) in
connection with any interim or final fee applications to be filed by Cole Schotz in these Chapter
11 Cases.
Case 24-11217-BLS    Doc 333    Filed 07/30/24    Page 2 of 3

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6.
Consistent with the Revised UST Guidelines, Cole Schotz shall provide ten (10)
business days’ notice to the Debtors, the U.S. Trustee and counsel for the Official Committee of
Unsecured Creditors before any increases in the rates set forth in the Application are implemented
and shall file such notice with the Court.  The U.S. Trustee retains all rights to object to any rate
increase on all grounds, including the reasonableness standard set forth in section 330 of the
Bankruptcy Code, and the Court retains the right to review any rate increase pursuant to section
330 of the Bankruptcy Code.
7.
The Debtors and Cole Schotz are authorized to take all actions necessary to
effectuate the relief granted pursuant to this Order in accordance with the Application.
8.
To the extent that there may be any inconsistency among the terms of the
Application, the Reilley Declaration and this Order, the provisions of this Order shall govern.
9.
The terms and conditions of this Order shall be immediately effective and
enforceable upon its entry.
10.
The Court shall retain jurisdiction with respect to all matters arising from or related
to the implementation, interpretation and enforcement of this Order.
BRENDAN L. SHANNON
UNITED STATES BANKRUPTCY JUDGE
Dated: July 30th, 2024
Wilmington, Delaware
Case 24-11217-BLS    Doc 333    Filed 07/30/24    Page 3 of 3

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