Vyaire - BDO First Monthly Fee App (June 2024. 8.23)

Summary

The summary of the First Monthly Fee Application of BDO USA P.C., tax accountant to the Debtors and debtors in possession, filed as Doc 479 on August 28, 2024 in Case No. 24-11217 (BLS), U.S. Bankruptcy Court for the District of Delaware, for June 9, 2024 through June 30, 2024. It states a date of retention of August 7, 2024 (effective as of June 9, 2024) and compensation sought of $277,544.64 (80% of $346,930.80). The billing summaries show total hours of 719.4 and a blended rate of $482.25. The application asks for interim allowance of that compensation and payment by the Debtors, and it is dated August 28, 2024 with the /s/ of Kevin Wilkes.

Summary drafted by a model from the document's text below and checked by script against that text before publication. It is a navigation aid, not a reading of what the document proves. Where AI is used

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)
)
)
Hearing Date: Only if Objections are filed
)
Objection Deadline: September 18, 2024, at 4:00 p.m. (ET)
SUMMARY OF
FIRST MONTHLY FEE APPLICATION OF BDO USA P.C., TAX ACCOUNTANT
TO THE DEBTORS AND DEBTORS IN POSSESSION, FOR ALLOWANCE
OF COMPENSATION AND REIMBURSEMENT OF EXPENSES
FOR THE PERIOD FROM JUNE 9, 2024 THROUGH JUNE 30, 2024
Name of Applicant:
BDO USA, P.C.
Authorized to provide professional
services to:

Vyaire Medical, Inc., et al.
Date of retention:
August 7, 2024 (Effective as of June 9, 2024)
[Docket No. 366]
Period for which compensation
and reimbursement is sought:
June 9, 2024 through June 30, 2024
Amount of compensation sought as
actual, reasonable and necessary:

$277,544.64 (80% of $346,930.80)
Amount of expense reimbursement
sought as actual, reasonable and necessary: $0.00
This is a(n):
 X monthly ___ interim ___ final application
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 479    Filed 08/28/24    Page 1 of 10

VYAIRE MEDICAL, INC., ET AL.
SUMMARY OF BILLING BY PROFESSIONAL
JUNE 9, 2024 THROUGH JUNE 30, 2024
Professional
Position
Hours
Hourly Rate
Amount
Kevin Wilkes
Principal, TAS
19.3
$960.00
$18,528.00
Rich Liebman
Managing Director, NTO
59.1
960.00
56,736.00
Annie Lee
Principal, ITS
13.6
780.00
10,608.00
Keith Mannor
Principal, Tax
0.5
780.00
390.00
Lucy Germano
Senior Manager, TAS
9.7
720.00
6,984.00
Randi Miller
Managing Director, CTS
16.3
680.00
11,084.00
Alina Pierce
Manager, TAS
117.5
640.00
75,200.00
Sue Bazzy
Senior Manager, ITS
23.3
624.00
14,539.20
Tim Goodyear
Senior Manager, SALT
0.6
624.00
374.40
John Gifford
Senior Manager, ASC740
53.1
600.00
31,860.00
Melody Song
Experienced Senior, TAS
12.7
552.00
7,010.40
Hannah Hobson
Experienced Senior, TAS
12.7
552.00
7,010.40
Jesse Hooker
Senior, TAS
5.9
484.00
2,855.60
Bianca Pappalardo
Senior, TAS
4.6
484.00
2,226.40
Dante Petrone
Experienced Senior, ITS
44.2
452.00
19,978.40
Eddie Mason
Experienced Senior, NTO-A
35.1
452.00
15,865.20
Jon Morici
Experienced Senior, CTS
46.7
332.00
15,504.40
Nick Zavis
 Experienced Associate,
SALT
 4.0
272.00
1,088.00
Kassandra Gillis
Experienced Associate, ITS
38.5
272.00
10,472.00
Bryce Bertler
Associate, ITS
15.3
248.00
3,794.40
Kelsee Schofield
Associate, CTS
30.4
220.00
6,688.00
Emmitt Karrels
Intern, ITS
89.5
180.00
16,110.00
Blake Peiffer
Intern, ITS
66.8
180.00
12,024.00
TOTAL:
719.4
$346,930.80
Blended Rate:
$482.25
Case 24-11217-BLS    Doc 479    Filed 08/28/24    Page 2 of 10

VYAIRE MEDICAL, INC., ET AL.
SUMMARY OF BILLING BY PROJECT CATEGORY
JUNE 9, 2024 THROUGH JUNE 30, 2024
Project Category
Monthly Hours
Monthly Fees
Federal Income Tax Returns/Extensions
 414.6
$140,532.40
Unclaimed Property
 0.6
374.40
Fee Apps and Retention
 0.3
165.60
Administrative
 0.7
386.40
State Income Tax Returns/Extensions
 6.7
2,453.20
Schedule M
 26.6
13,912.80
Tax Consulting
 269.9
189,106.00
TOTAL:
719.4
$346,930.80
Case 24-11217-BLS    Doc 479    Filed 08/28/24    Page 3 of 10

IN THE UNITED STATES BANKRUPTCY COURT
FOR THE DISTRICT OF DELAWARE
)
In re:
)
Chapter 11
)
VYAIRE MEDICAL, INC., et al.,2
)
Case No. 24-11217 (BLS)
)
Debtors.
)
(Jointly Administered)
)
)
Hearing Date: Only if Objections are filed
)
Objection Deadline: September 18, 2024, at 4:00 p.m. (ET)
FIRST MONTHLY FEE APPLICATION OF BDO USA P.C.,
TAX ACCOUNTANT TO THE DEBTORS AND DEBTORS IN
POSSESSION, FOR ALLOWANCE OF COMPENSATION AND REIMBURSEMENT
OF EXPENSES FOR THE PERIOD FROM JUNE 9, 2024 THROUGH JUNE 30, 2024
BDO USA P.C. (the “Applicant” or “BDO”), tax accountant to Vyaire Medical, Inc. and
certain of its subsidiaries, the debtors and debtors in possession in the above captioned cases
(collectively,
the
“Debtors”),
hereby
submits
this
first
monthly
fee
application
(the “Application”) pursuant to (i) sections 330 and 331 of title 11 of the United State Code, 11
U.S.C. §§ 101-1532 (the “Bankruptcy Code”), (ii) Rule 2016 of the Federal Rules of Bankruptcy
Procedure (the “Bankruptcy Rules”), (iii) Rule 2016-2 of the Local Rules of Bankruptcy
Practice and Procedure of the United States Bankruptcy Court for the District of Delaware
(the “Local Rules”), and (iv) the Order (I) Establishing Procedures for Interim Compensation
and Reimbursement of Expenses for Retained Professionals and (II) Granting Related Relief
[Docket No. 218] (the “Interim Compensation Order”) for allowance of compensation for services
rendered and reimbursement of expenses for the period from June 9, 2024 through June 30, 2024
2
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 479    Filed 08/28/24    Page 4 of 10

2
(the “Application Period”).  In support of this Application, Cole Schotz respectfully represents as
follows:
Jurisdiction and Venue
1.
The United States District Court for the District of Delaware has jurisdiction over
this matter pursuant to 28 U.S.C. §1334, which was referred to the United States Bankruptcy Court
for the District of Delaware (the “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.  The Debtors confirm their consent, pursuant to Local Rule 9013-1(f), to the entry of a final
order by the Court in connection with this Application to the extent that it is later determined that
the Court, absent consent of the parties, cannot enter final orders or judgments in connection
herewith consistent with Article III of the United States Constitution.
2.
Venue is proper pursuant to 28 U.S.C. §§ 1408 and 1409.
3.
The statutory bases for the relief sought herein are sections 330 and 331 of the
Bankruptcy Code, Bankruptcy Rule 2016 and Local Rule 2016-2.
Background
A.
The Chapter 11 Cases
4.
On June 9, 2024 (the “Petition Date”), Vyaire Medical, Inc. and certain of its
subsidiaries filed voluntary petitions for relief under chapter 11 of the Bankruptcy Code.  The
Debtors are operating their business and managing their property as debtors in possession pursuant
to sections 1107(a) and 1108 of the Bankruptcy Code.
5.
On June 11, 2024, the Court entered an order authorizing the procedural
consolidation and joint administration of these chapter 11 cases pursuant to Bankruptcy Rule
1015(b) and Local Rule 1015-1.  See Docket No. 84.
Case 24-11217-BLS    Doc 479    Filed 08/28/24    Page 5 of 10

3
6.
No request for the appointment of a trustee or examiner has been made in these
chapter 11 cases.
7.
On June 26, 2024, the Office of the United States Trustee for the District
of Delaware (the “U.S. Trustee”) appointed the Official Committee of Unsecured Creditors
(the “Committee”).  See Docket No. 121.
8.
A detailed description of the Debtors and their business, including the facts and
circumstances giving rise to the Debtors’ chapter 11 cases, is set forth in the Declaration of John
Bibb, Group Chief Executive Officer of Vyaire Medical, Inc., in Support of Chapter 11 Petitions
and First Day Motions.  See Docket No. 15.
B.
The Retention of BDO USA
9.
On July 9, 2024, the Debtors applied to the Court for an order authorizing the
retention and employment of BDO USA as Debtors’ tax accountant effective as of the Petition
Date.  See Docket No. 238.  On August 7, 2024, the Court entered an order authorizing such
retention.  See Docket No. 366.
C.
The Interim Compensation Order
10.
The Interim Compensation Order sets forth the procedures for interim
compensation and reimbursement of expenses in these chapter 11 cases.  Specifically, the
Interim Compensation Order provides that on or after the twenty-first (21st) day of
each month following the month for which compensation is sought, each Professional
(as defined in the Interim Compensation Order) seeking compensation may file an application
(each, a “Monthly Fee Statement”) for interim allowance of compensation for services rendered
and reimbursement of expenses incurred during the preceding month.  See Interim Compensation
Order ¶ 2(a).  Pursuant to the Interim Compensation Order, the initial Monthly Fee Statement is to
Case 24-11217-BLS    Doc 479    Filed 08/28/24    Page 6 of 10

4
cover the period from the Petition Date through June 30, 2024.  Id. ¶ 2(d).  Provided that no
objection to a Monthly Fee Statement is filed within twenty-one (21) days (or the next business
day if such day is not a business day) following service of the Monthly Fee Statement, the
applicable Professional may file a certificate of no objection (a “CNO”) with the Court with respect
to the unopposed portion of the fees and expenses requested in the Monthly Fee Statement.
Id. ¶ 2(b).  After a CNO is filed with the Court, the Debtors are authorized to pay the Professional
an amount equal to eighty percent (80%) of the fees and one hundred percent (100%) of the
expenses requested in the applicable Monthly Fee Statement.  Id.
Relief Requested
11.
Pursuant to the Interim Compensation Order and section 331 of the Bankruptcy
Code, Cole Schotz is seeking compensation in the amount of $277,544.64, which is equal to eighty
percent (80%) of the $346,930.80 in fees for professional services rendered by BDO USA during
the Application Period.  This amount is derived solely from the applicable hourly billing rates of
BDO USA personnel who rendered such services to the Debtors.  In addition, BDO USA is seeking
reimbursement of expenses incurred during the Application Period in the amount of $0.00.
A.
Compensation Requested
12.
Attached hereto as Exhibit A is a detailed itemization, by project category, of all
services performed by BDO USA with respect to the chapter 11 cases during the Application
Period.  This detailed itemization complies with Local Rule 2016-2(d) in that each time entry
contains a separate time allotment, a description of the type of activity and the subject matter of
the activity, all time is billed in increments of one-tenth of an hour, time entries are presented
chronologically in categories and all meetings or hearings are individually identified.  See DEL.
BANKR. L.R. 2016-2(d).
Case 24-11217-BLS    Doc 479    Filed 08/28/24    Page 7 of 10

5
13.
The professionals who rendered services related to each category are identified in
Exhibit A, along with the number of hours for each individual and the total compensation.
B.
Expense Reimbursement Requested
14.
BDO USA incurred out-of-pocket expenses during the Application Period in the
amount of $0.00.  Attached hereto as Exhibit B is a description of the expenses actually incurred
by BDO USA in the performance of services rendered as tax accountant to the Debtors.  The
expenses are broken down into categories of charges, including, among other things, the following
charges: photocopying, scanning and printing, Court fees, transcription charges, filing fees, meals
and other non-ordinary expenses.  See DEL. BANKR. L.R. 2016-2(e).3
Valuation of Services
15.
Professionals of BDO USA have expended a total of 719.4 hours in connection
with this matter during the Application Period.
16.
The amount of time spent by each of the BDO USA professionals providing
services to the Debtors for the Application Period is set forth in Exhibit A.  The rates are BDO
USA’s normal hourly rates of compensation for work of this character.  The reasonable value of
the services rendered by BDO USA for the Application Period as tax accountant to the Debtors in
these chapter 11 cases is $346,930.80.
17.
BDO USA believes that the time entries included in Exhibit A attached hereto and
the expense breakdown set forth in Exhibit B attached hereto comply with the requirements of
Local Rule 2016-2.
3   In accordance with Local Rule 2016-2(e)(iii), BDO USA does not charge more than $0.10 per page for
photocopies, does not charge for incoming facsimile transmissions and does not charge more than $0.25 per page
for outgoing facsimiles.  Applicant does not surcharge for computerized research.  DEL. BANKR. L.R.
2016-2(e)(ii).
Case 24-11217-BLS    Doc 479    Filed 08/28/24    Page 8 of 10

6
18.
BDO USA itemized time records for professionals performing services for the
Debtors during the Application Period are attached hereto as Exhibit C.
19.
In accordance with the factors enumerated in section 330 of the Bankruptcy Code,
the amounts requested by this Application are fair and reasonable given: (a) the complexity of
these chapter 11 cases, (b) the time expended, (c) the nature and extent of the services rendered,
(d) the value of such services, and I the costs of comparable services other than in a case under
this title.
Notice
20.
BDO USA will provide notice and serve this Application on the Application
Recipients (as defined and set forth in the Interim Compensation Order).  In light of the nature of
the relief requested in this Application, Cole Schotz submits that no other or further notice is
required.
No Prior Request
21.
No prior request for the relief sought in the Application has been made to this or
any other court.
Certification of Compliance and Waiver
22.
The undersigned representative of BDO USA certifies that he has reviewed the
requirements of Local Rule 2016-2, and that the Application substantially complies with that Local
Rule.  To the extent that the Application does not comply in all respects with the requirements of
Local Rule 2016-2, BDO USA believes that such deviations are not material and respectfully
requests that any such requirements be waived.
Case 24-11217-BLS    Doc 479    Filed 08/28/24    Page 9 of 10

7
Conclusion
WHEREFORE, BDO USA respectfully requests (i) interim allowance of (a) compensation
in the amount of $277,544.64 (80% of $346,930.80) for professional services rendered and (b)
reimbursement for actual and necessary costs in the amount of $0.00; (ii) payment by the Debtors
of the foregoing amounts; and (iii) such other and further relief as the Court deems just and proper.
Dated: August 28, 2024
/s/ Kevin Wilkes

Kevin Wilkes
Tax Principal, Transaction Advisory Services
BDO USA, P.C.
200 Ottawa Avenue NW, Suite 300
Grand Rapids, MI 49503
kwilkes@bdo.com
Telephone: 616-774-7000
Facsimile:616-776-3680
Tax Accountant for the Debtors
and Debtors-in-Possession
Case 24-11217-BLS    Doc 479    Filed 08/28/24    Page 10 of 10

File and source

File

gov.uscourts.deb.193283.479.0.pdf

Size

159,604 bytes

SHA-256

4b60d5bee47d62f2304e0f28c1cc49b301c5dd569101abbdf7e8bb16bf010ab4

Our copy

gov.uscourts.deb.193283.479.0.pdf

Original

PACER (login required)