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Vyaire - Motion to Approve Disclosure Statement and Solicitation Procedures CS Draft 09.11.24

Date
2024-09-25

Summary

A notice of motion filed September 11, 2024 as Doc 520-1 in In re Vyaire Medical, Inc., et al., Case No. 24-11217 (BLS), jointly administered Chapter 11 cases in the United States Bankruptcy Court for the District of Delaware. It gives notice that the debtors have filed a motion asking the court to approve the adequacy of the disclosure statement on an interim and final basis, schedule a combined disclosure statement approval and plan confirmation hearing, and approve solicitation and notice procedures and the combined hearing notice. It is addressed to parties including the U.S. Trustee, the Internal Revenue Service and counsel to the 1L Ad Hoc Group. Objections are due September 25, 2024 at 4:00 p.m. (ET), and a hearing is set for October 2, 2024 before Judge Brendan L. Shannon. The two-page notice is signed by Cole Schotz P.C. and Kirkland & Ellis LLP as co-counsel to the debtors.

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Full text

                 Case 24-11217-BLS              Doc 520-1          Filed 09/11/24      Page 1 of 2




                         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 MOTION

TO:          (I) THE U.S. TRUSTEE FOR THE DISTRICT OF DELAWARE; (II) COUNSEL TO
             THE COMMITTEE; (III) THE OFFICE OF THE ATTORNEY GENERAL FOR EACH
             OF THE STATES IN WHICH THE DEBTORS OPERATE; (IV) THE UNITED STATES
             ATTORNEY’S OFFICE FOR THE DISTRICT OF DELAWARE; (V) THE INTERNAL
             REVENUE SERVICE; (VI) THE UNITED STATES SECURITIES AND EXCHANGE
             COMMISSION; (VII) COUNSEL TO THE 1L AD HOC GROUP (VIII) THE AGENT
             OF THE DIP FACILITY AND COUNSEL THERETO; (IX) THE AGENT OF THE
             FIRST LIEN CREDIT AGREEMENT AND COUNSEL THERETO; (X) THE SECOND
             LIEN CREDIT AGREEMENT AGENT AND COUNSEL THERETO; (XI) THE AGENT
             OF THE FIRST LIEN NOTES AND COUNSEL THERETO; AND (XII) ANY PARTY
             THAT HAS REQUESTED NOTICE PURSUANT TO BANKRUPTCY RULE 2002.

        PLEASE TAKE NOTICE that the above-captioned debtors and debtors in possession
(collectively, the “Debtors”) have filed the attached Debtors’ Motion 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 “Motion”).

       PLEASE TAKE FURTHER NOTICE that any objections or responses to the relief
requested in the Motion must be filed on or before September 25, 2024 at 4:00 p.m. (ET)
(the “Objection Deadline”) with the United States Bankruptcy Court for the District of Delaware,
824 N. Market Street, 3rd Floor, Wilmington, Delaware 19801. At the same time, copies of any
responses or objections to the Motion must be served upon the proposed undersigned counsel to
the Debtors so as to be received on or before the Objection Deadline.

       PLEASE TAKE FURTHER NOTICE that copies of the Disclosure Statement for the
Joint Chapter 11 Plan of Vyaire Medical, Inc. and Its Debtors Affiliates and the Joint Chapter 11

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 520-1     Filed 09/11/24      Page 2 of 2




      Plan of Vyaire Medical, Inc. and Its Debtors Affiliates are available for review and may be
      obtained free of charge at the website of Omni Agent Solutions, Inc., the Bankruptcy Court-
      approved balloting agent (the “Balloting Agent”) at https://omniagentsolutions.com/Vyaire/, or by
      contacting the Balloting Agent by email, Vyaireinquiries@omniagnt.com or telephone, (866) 956-
      2140 (U.S. & Canada) or (818) 666-3635 (International).

            PLEASE TAKE FURTHER NOTICE THAT A HEARING TO CONSIDER THE
      MOTION, IF NECESSARY, WILL BE HELD ON OCTOBER 2, 2024 AT 1:30 P.M. (ET)
      BEFORE THE HONORABLE BRENDAN L. SHANNON IN THE UNITED STATES
      BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE, 824 N. MARKET STREET,
      6TH FLOOR, COURTROOM NO. 1, WILMINGTON, DELAWARE 19801.

           PLEASE TAKE FURTHER NOTICE THAT IF NO OBJECTIONS OR
      RESPONSES TO THE MOTION ARE TIMELY FILED AND RECEIVED IN
      ACCORDANCE WITH THIS NOTICE, THE COURT MAY GRANT THE RELIEF
      REQUESTED THEREIN WITHOUT FURTHER NOTICE OR A HEARING.


Dated: September 11, 2024
Wilmington, Delaware

 /s/ Patrick J. Reilley
  COLE SCHOTZ P.C.                                         KIRKLAND & ELLIS LLP
  Patrick J. Reilley, Esq. (DE Bar 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)           Spencer A. Winters, P.C. (admitted pro hac vice)
 Warren A. Usatine, Esq (admitted pro hac vice)            Yusuf U. Salloum (admitted pro hac vice)
 Court Plaza North, 25 Main Street                         333 West Wolf Point Plaza
 Hackensack, New Jersey 07601                              Chicago, Illinois 60654
 Telephone:     (201) 489-3000                             Telephone:      (312) 862-2000
 Facsimile:     (201) 489-1536                             Facsimile:      (312) 862-2200
 Email:         msirota@coleschotz.com                     Email:          spencer.winters@kirkland.com
                wusatine@coleschotz.com                                    yusuf.salloum@kirkland.com


 Co-Counsel to the Debtors                                 Co-Counsel to the Debtors
 and Debtors in Possession                                 and Debtors in Possession




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