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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)
)
AT THE COURT’S DIRECTION,
THE HEARING IS CANCELLED
NOTICE OF AMENDED AGENDA OF MATTERS SCHEDULED
FOR HEARING ON JULY 31, 2024, AT 2:00 P.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.
ADJOURNED MATTERS
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,
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 337 Filed 07/30/24 Page 1 of 8
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(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
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]
Response(s) Received:
(f)
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]
(g)
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
Case 24-11217-BLS Doc 337 Filed 07/30/24 Page 2 of 8
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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]
(h)
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]
(i)
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]
(j)
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]
(k)
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]
(l)
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]
(m)
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]
(n)
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]
(o)
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]
(p)
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]
(q)
Informal Comments from Salesforce, Vestis Services, LLC fka
Aramark Uniform & Career Apparel LLC, Teledyne Marine/Teledyne
Cable Solutions, Zensar Technologies Inc., Amazon Web Services,
ProSymmetry, LLC, CEVA, SunMed, Merchants Automotive Group,
Inc. d/b/a Merchants Fleet, Jabil Inc., Cognizant, Fischer USA.
Case 24-11217-BLS Doc 337 Filed 07/30/24 Page 3 of 8
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Status:
This matter is adjourned to a hearing at a date to be determined.
2. Debtors’ Application for Entry of an Order Authorizing the Retention and Employment of
Kirkland & Ellis LLP and Kirkland & Ellis International LLP as Attorneys for the Debtors
and Debtors in Possession Effective as of June 9, 2024 (SEALED) (Filed July 17, 2024)
[Docket No. 259]; (REDACTED) (Filed July 9, 2024) [Docket No. 236]
Related Document(s):
(a)
Supplement Declaration of Spencer A. Winters in Support
of Debtors’ Application for Entry of an Order Authorizing
the Retention and Employment of Kirkland & Ellis LLP
and Kirkland & Ellis International LLP as Attorneys for the Debtors
and Debtors in Possession Effective as of June 9, 2024
(SEALED) (Filed July 26, 2024) [Docket No. 325]; (REDACTED)
(Filed July 26, 2024) [Docket No. 326]
Objection Deadline: July 23, 2024, at 4:00 p.m. (prevailing Eastern Time)
Response(s) Received:
(a)
Informal comments from the U.S. Trustee
Status:
This matter is adjourned to a hearing at a date to be determined. The
Debtors are working to resolve informal comments and intend to submit a
revised proposed order under certification of counsel.
3. Debtors’ Application for Entry of an Order Authorizing the Retention and Employment
of BDO USA P.C. as Tax Accountant for the Debtors and Debtors in Possession
Effective as of the Petition Date, and Modifying Certain Timekeeping Requirements
(Filed July 9, 2024) [Docket No. 238]
Objection Deadline: July 23, 2024, at 4:00 p.m. (prevailing Eastern Time)
Response(s) Received:
(a)
Limited Objection of the United States Trustee to Debtors’ Application
to Employ BDO USA P.C. (Filed July 23, 2024) [Docket No. 300]
Status:
This matter is adjourned to a hearing at a date to be determined.
MATTERS WITH CERTIFICATES OF NO OBJECTION OR CERTIFICATIONS OF
COUNSEL
4. Application of the Official Committee of Unsecured Creditors of Vyaire Medical, Inc.,
et al., to Retain and Employ McDermott Will & Emery LLP as Counsel, Effective
June 28, 2024 (SEALED) (Filed July 9, 2024) [Docket No. 215]; (REDACTED)
(Filed July 9, 2024) [Docket No. 230]
Case 24-11217-BLS Doc 337 Filed 07/30/24 Page 4 of 8
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Related Document(s):
(a)
Supplemental Declaration of Sasha L. Azar in Support of Application
of the Official Committee of Unsecured Creditors of Vyaire Medical,
Inc., et al., to Retain and Employ McDermott Will & Emery
LLP as Counsel, Effective June 28, 2024 (Filed July 26, 2024)
[Docket No. 321]
(b)
Supplemental Declaration of Darren Azman in Support of
Application of the Official Committee of Unsecured Creditors
of
Vyaire
Medical,
Inc.,
et
al.,
to
Retain
and
Employ
McDermott Will & Emery LLP as Counsel, Effective June 28, 2024
(SEALED) (Filed July 26, 2024) [Docket No. 322]; (REDACTED)
(Filed July 26, 2024) [Docket No. 323]
(c)
Certification of Counsel Regarding Application of the Official
Committee of Unsecured Creditors of Vyaire Medical, Inc.,
et al., to Retain and Employ McDermott Will & Emery LLP as Counsel,
Effective June 28, 2024 (Filed July 26, 2024) [Docket No. 324]
Objection Deadline: July 23, 2024, at 4:00 p.m. (prevailing Eastern Time)
Response(s) Received:
(a)
Informal comments from the Office of the United States Trustee for the
District of Delaware (the “U.S. Trustee”)
Status:
A revised proposed form of order has been filed under certification of
counsel. No hearing is required unless the Court has any questions.
5. Application of Debtors for Entry of an Order Authorizing Debtors to Employ and Retain
Omni Agent Solutions, Inc. as Administrative Agent Effective as of the Petition Date
(Filed July 9, 2024) [Docket No. 237]
Related Document(s):
(a)
Certification of Counsel Regarding Application of Debtors for Entry of
an Order Authorizing Debtors to Employ and Retain Omni Agent
Solutions, Inc. as Administrative Agent Effective as of the Petition Date
(Filed July 26, 2024) [Docket No. 319]
Objection Deadline: July 23, 2024, at 4:00 p.m. (prevailing Eastern Time)
Response(s) Received:
(a)
Informal comments from the U.S. Trustee
Case 24-11217-BLS Doc 337 Filed 07/30/24 Page 5 of 8
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Status:
A revised proposed form of order has been filed under certification of
counsel. No hearing is required unless the Court has any questions.
6. 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
(SEALED) (Filed July 17, 2024) [Docket No. 260]; (REDACTED) (Filed July 9, 2024)
[Docket No. 239]
Related Document(s):
(a)
Certification of Counsel Regarding 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 (Filed July 25, 2024) [Docket No. 317]
Objection Deadline: July 23, 2024, at 4:00 p.m. (prevailing Eastern Time)
Response(s) Received:
(a)
Informal comments from the U.S. Trustee
Status:
A revised proposed form of order has been filed under certification of
counsel. No hearing is required unless the Court has any questions.
7. Application of Debtors for Entry of an Order (I) Authorizing the Retention and
Employment of PJT Partners LP as Investment Banker to the Debtors and Debtors
in Possession Effective as of the Petition Date, (II) Waiving Certain Information
Requirements Pursuant to Local Rule 2016-2, and (III) Granting Related Relief
(SEALED) (Filed July 17, 2024) [Docket No. 262]; (REDACTED) (Filed July 9, 2024)
[Docket No. 240]
Related Document(s):
(a)
Certification of Counsel Regarding Application of Debtors for Entry of
an Order (I) Authorizing the Retention and Employment of PJT
Partners LP as Investment Banker to the Debtors and Debtors
in Possession Effective as of the Petition Date, (II) Waiving Certain
Information Requirements Pursuant to Local Rule 2016-2, and
(III) Granting Related Relief (Filed July 26, 2024) [Docket No. 320]
Objection Deadline: July 23, 2024, at 4:00 p.m. (prevailing Eastern Time)
Response(s) Received:
(a)
Informal comments from the U.S. Trustee
Status:
A revised proposed form of order has been filed under certification of
counsel. No hearing is required unless the Court has any questions.
Case 24-11217-BLS Doc 337 Filed 07/30/24 Page 6 of 8
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8. Debtors’ Application for Entry of an Order Authorizing the (I) Retention of AP Services,
LLC, (II) Designation of Charles Braley as Chief Restructuring Officer Effective
as of the Petition Date, and (III) Granting Related Relief (REDACTED) (Filed July 9,
2024) [Docket No. 241]; (SEALED) (Filed July 17, 2024) [Docket No. 261]
Related Document(s):
(a)
Supplement Declaration of Charles Braley of AP Services, LLC
(SEALED) (Filed July 26, 2024) [Docket No. 327]; (REDACTED)
(Filed July 26, 2024) [Docket No. 328]
(b)
Certification of Counsel Regarding Debtors’ Application for Entry of
an Order Authorizing the (I) Retention of AP Services, LLC,
(II) Designation of Charles Braley as Chief Restructuring Officer
Effective as of the Petition Date, and (III) Granting Related Relief
(Filed July 26, 2024) [Docket No. 329]
Objection Deadline: July 23, 2024, at 4:00 p.m. (prevailing Eastern Time)
Response(s) Received:
(a)
Informal comments from the U.S. Trustee
Status:
A revised proposed form of order has been filed under certification of
counsel. No hearing is required unless the Court has any questions.
9. Application for Entry of an Order Authorizing the Official Committee of Unsecured
Creditors to Retain and Employ Berkeley Research Group, LLC, as Financial Advisor
Effective as of June 28, 2024 (SEALED) (Filed July 10, 2024) [Docket No. 242];
(REDACTED) (Filed July 10, 2024) [Docket No. 243]
Related Document(s):
(a)
Certification of Counsel Regarding Application for Entry of an Order
Authorizing the Official Committee of Unsecured Creditors to Retain
and Employ Berkeley Research Group, LLC, as Financial Advisor
Effective as of June 28, 2024 (Filed July 25, 2024) [Docket No. 316]
Objection Deadline: July 24, 2024, at 4:00 p.m. (prevailing Eastern Time)
Response(s) Received:
(a)
Informal comments from the U.S. Trustee
Status:
A revised proposed form of order has been filed under certification of
counsel. No hearing is required unless the Court has any questions.
Case 24-11217-BLS Doc 337 Filed 07/30/24 Page 7 of 8
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Dated: July 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
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 337 Filed 07/30/24 Page 8 of 8