Vyaire - COC - Revised DS Order

Summary

A Certification of Counsel in In re Vyaire Medical, Inc., et al., Case No. 24-11217 (BLS), U.S. Bankruptcy Court for the District of Delaware, filed as Doc 587 on September 30, 2024, regarding the Debtors' motion at Docket No. 520 on the disclosure statement and plan confirmation hearing. Counsel certifies that Cigna filed an objection (Docket No. 567) and that the Committee filed a reservation of rights (Docket No. 578), and that the Debtors revised the Plan, Disclosure Statement and Proposed Order to address them and informal comments. It states that on September 30, 2024 the parties agreed to a revised form of proposed order (Docket No. 585), attached as Exhibit 1, and the Debtors ask the Court to enter it.

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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. 518, 519, 520, 567, 578,
)
581, & 582
CERTIFICATION
OF COUNSEL REGARDING
MOTION OF DEBTORS FOR ENTRY OF
AN ORDER (I) APPROVING THE ADEQUACY OF
THE DISCLOSURE STATEMENT ON AN INTERIM AND FINAL
BASIS, (II) SCHEDULING A COMBINED DISCLOSURE STATEMENT
APPROVAL AND PLAN CONFIRMATION HEARING, (III) APPROVING
THE SOLICITATION AND NOTICE PROCEDURES, (IV) APPROVING
THE COMBINED HEARING NOTICE, AND (V) GRANTING RELATED RELIEF
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 September 11, 2024, the Debtors filed the Joint Chapter 11 Plan of Vyaire
Medical, Inc. and its Debtor Affiliates [Docket No. 518] (the “Plan”) and Disclosure Statement for
the Joint Chapter 11 Plan of Vyaire Medical, Inc. and its Debtor Affiliates [Docket No. 519]
(the “Disclosure Statement”).  The Debtors also filed the Motion of Debtors for Entry of an Order
(I) Approving the Adequacy of the Disclosure Statement on an Interim and Final Basis,
(II) Scheduling a Combined Disclosure Statement Approval and Plan Confirmation Hearing,
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 587    Filed 09/30/24    Page 1 of 4

2
(III) Approving the Solicitation and Notice Procedures, (IV) Approving the Combined Hearing
Notice, and (V) Granting Related Relief [Docket No. 520] (the “Motion”) was filed with the United
States Bankruptcy Court for the District of Delaware (the “Court”).  Attached thereto as Exhibit A
was a proposed form of order granting the relief requested in the Motion (the “Proposed Order”).
2.
Pursuant to the Notice of Motion, objections or responses to the Motion and entry
of the Proposed Order were to be filed and served on the undersigned counsel by September 25,
2024, at 4:00 p.m. (prevailing Eastern Time) (the “Objection Deadline”), except for the Office of
the United States Trustee for the District of Delaware (the “U.S. Trustee”), the Official Committee
of Unsecured Creditors (the “Committee”), Bank of America, N.A. (the “First Lien Agent”), and
the 1L Ad Hoc Group, whose Objection Deadline was extended to September 27, 2024.
3.
Prior to the Objection Deadline, Cigna Health and Life Insurance Company and
Cigna Behavioral Health, Inc. (collectively, “Cigna”) filed the Objection of Cigna to
Disclosure Statement for the Joint Chapter 11 Plan of Vyaire Medical, Inc. and its Debtor
Affiliates [Docket No. 567] (the “Cigna Objection”).
4.
Prior to the extended Objection Deadline, the Committee filed the Reservation of
Rights Regarding the Motion of Debtors for Entry of an Order (I) Approving the Adequacy of the
Disclosure Statement on an Interim and Final Basis, (II) Scheduling a Combined Disclosure
Statement Approval and Plan Confirmation Hearing, (III) Approving the Solicitation and Notice
Procedures, (IV) Approving the Combined Hearing Notice, and (V) Granting Related Relief
[Docket No. 578] (the “Committee Reservation or Rights”) and the Debtors received informal
comments to the Plan, Disclosure Statement, and Proposed Order from the U.S. Trustee, counsel
to the Committee, counsel to the First Lien Agent, and counsel to the 1L Ad Hoc Group.
Case 24-11217-BLS    Doc 587    Filed 09/30/24    Page 2 of 4

3
5.
The Debtors have not received any other objections or other informal comments to
the Plan, Disclosure Statement, or Proposed Order.
6.
The Debtors revised the Plan, Disclosure Statement, and Proposed Order to address
the Cigna Objection, the Committee Reservation of Rights, and the informal comments from the
U.S. Trustee, counsel to the Committee, counsel to the First Lien Agent, and counsel to the 1L Ad
Hoc Group.2
7.
On September 30, 2024, the parties agreed to a revised form of Proposed Order and
the Debtors filed the Notice of Filing Revised Order (I) Approving the Adequacy of the Disclosure
Statement on an Interim and Final Basis, (II) Scheduling a Combined Disclosure Statement
Approval and Plan Confirmation Hearing, (III) Approving the Solicitation and Notice Procedures,
(IV) Approving the Combined Hearing Notice, and (V) Granting Related Relief [Docket No. 585]
(the “Revised Proposed Order”), a copy of which is attached hereto as Exhibit 1.
8.
The Debtors respectfully request that the Court enter the Revised Proposed Order
at its earliest convenience.
[Remainder of Page Intentionally Left Blank]
2
The Debtors also filed amended versions of the Plan and Disclosure Statement at Docket Nos. 581 and 582
incorporating the comments from the U.S. Trustee, counsel to the Committee, counsel to the First Lien Agent,
and counsel to the 1L Ad Hoc Group.
Case 24-11217-BLS    Doc 587    Filed 09/30/24    Page 3 of 4

4
Dated: September 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 587    Filed 09/30/24    Page 4 of 4

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