Vyaire - ROR re Disclosure Statement Motion
- Date
- 2024-09-27
Summary
A reservation of rights filed September 27, 2024 as Doc 578 by the Official Committee of Unsecured Creditors in In re Vyaire Medical, Inc., et al., Case No. 24-11217 (BLS), in the U.S. Bankruptcy Court for the District of Delaware. It responds to the Debtors' motion to approve the adequacy of the Disclosure Statement and schedule a combined hearing [Docket No. 520]. The Committee states that changes to the plan's release mechanisms are being made to address its concerns about deemed consent to third party releases, and reserves its right to argue the opt out mechanism if they are not. It attaches a redline of its Disclosure Statement comments as Exhibit A, asks that conditional approval be denied until the changes are made, and states that it does not currently support the Plan. It is signed by McDermott Will & Emery LLP as Committee counsel.
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Case 24-11217-BLS Doc 578 Filed 09/27/24 Page 1 of 3
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 & 521
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 AND PLAN CONFIRMATION HEARING,
(III) APPROVING THE SOLICITATION AND NOTICE PROCEDURES, (IV) APPROVING
THE COMBINED HEARING NOTICE, AND (V) GRANTING RELATED RELIEF
The Official Committee of Unsecured Creditors (the “Committee”) appointed in the above-
captioned chapter 11 cases of Vyaire Medical, Inc. and its debtor affiliates (collectively, the
“Debtors”), by and through its undersigned counsel, hereby files this reservation of rights (this
“Reservation”) to the Motion of the 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. 520] (the “Motion”) and conditional approval of the Disclosure Statement for the
Joint Chapter 11 Plan of Vyaire Medical, Inc. and its Debtor Affiliates [Docket No. 519] (the
“Disclosure Statement”). In support of this Reservation, the Committee respectfully states as
follows:
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 578 Filed 09/27/24 Page 2 of 3
RESERVATION OF RIGHTS
1. It is the Committee’s intention, wherever possible, to work with the Debtors in good
faith to resolve any issues that may arise among the parties, and the Committee understands that
changes to the release mechanisms in the Joint Chapter 11 Plan of Vyaire Medical, Inc. and its
Debtor Affiliates [Docket No. 518] (the “Plan”) are being implemented to address the Committee’s
concerns regarding the mechanism for deeming consent to proposed third party releases. To the
extent those changes are not made, the Committee reserves its right to argue the opt out release
mechanism at the hearing.
2. The Committee also provided comments to the Disclosure Statement to Debtors’
counsel to address our disclosure related objections to the Motion, and further reserves all rights
to the extent the comments are not incorporated into the solicitation version of the Disclosure
Statement. A copy of the redline reflecting the Committee’s comments to the Disclosure Statement
is attached hereto as Exhibit A.
3. Unless and until these changes are made to the Disclosure Statement and
solicitation materials, the Court should deny approval of the Disclosure Statement on a conditional
basis.
4. Furthermore, the Committee does not currently support the Plan and also reserves
all of its rights to object to final approval of the Disclosure Statement and confirmation of the Plan.
2
Case 24-11217-BLS Doc 578 Filed 09/27/24 Page 3 of 3
Dated: September 27, 2024 MCDERMOTT WILL & EMERY LLP
Wilmington, Delaware
/s/ Maris J. Kandestin
David R. Hurst (I.D. No. 3743)
Maris J. Kandestin (I.D. No. 5294)
The Brandywine Building
1000 N. West Street, Suite 1400
Wilmington, DE 19801
Telephone: (302) 485-3900
Facsimile: (302) 351-8711
E-Mail: dhurst@mwe.com
mkandestin@mwe.com
- and -
Darren Azman (admitted pro hac vice)
Kristin Going (admitted pro hac vice)
One Vanderbilt Avenue
New York, NY 10017
Telephone: (212) 547-5400
Facsimile: (212) 547-5444
E-Mail: dazman@mwe.com
kgoing@mwe.com
Counsel to the Official Committee
of Unsecured Creditors
3
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