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Vyaire - MWE First Interim Fee Application — In re Vyaire Medical, Inc., et al., Case No. 24-11217 (BLS) (Jointly Administered)

Date
2024-10-11

Source document: Vyaire - MWE First Interim Fee Application; document type: attorney certification with exhibits (U.S. Trustee Guidelines disclosures).

Full text

EXHIBIT A
Azman Certification

Case 24-11217-BLS    Doc 619-2    Filed 10/11/24    Page 1 of 8

IN THE UNITED STATES BANKRUPTCY COURT
FOR THE DISTRICT OF DELAWARE

In re:

VYAIRE MEDICAL, INC., et al.,1

Debtors.
)
)
)
)
)
)
)
Chapter 11

Case No. 24-11217 (BLS)

(Jointly Administered)

CERTIFICATION OF DARREN AZMAN

I, Darren Azman, declare as follows:
1.
I am a partner of the firm of McDermott Will & Emery LLP (“McDermott” or the
“Firm”)2 which maintains offices for the practice of law at, among other locations, One
Vanderbilt Avenue, New York, New York, 10017-3852.  I am a member in good standing of the
Bars of the States of New York and Massachusetts, and I have been admitted to practice in the
U.S. Courts of Appeals for the Second and Third Circuits, and the U.S. District Courts for the
District of Massachusetts and the Eastern and Southern Districts of New York.  There are no
disciplinary proceedings pending against me.
2.
I have personally performed certain legal services rendered by McDermott as
counsel to the Committee and am familiar with the other work performed on behalf of the
Committee by the attorneys and other persons in the Firm.

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.

2
Capitalized terms used but not defined herein shall have the meanings ascribed to them in the First Interim Fee
Application of McDermott Will & Emery LLP, Counsel to the Official Committee of Unsecured Creditors, for
Allowance of Compensation and Reimbursement of Expenses for the Period from June 28, 2024 through August
31, 2024 (the “Interim Fee Application”).
Case 24-11217-BLS    Doc 619-2    Filed 10/11/24    Page 2 of 8

2
3.
I have reviewed the Interim Fee Application, and the facts set forth therein are
true and correct to the best of my knowledge, information, and belief.  Moreover, I have
reviewed the requirements of 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 submit that the Interim Fee Application substantially complies with that Local Rule.
To the extent that the Interim Fee Application does not comply in all respects with the
requirements of Local Rule 2016-2, I believe that such deviations are not material and
respectfully request that any such requirement be waived.
4.
In addition, I certify that McDermott has made reasonable efforts to comply with
the Appendix B Guidelines for Reviewing Applications for Compensation and Reimbursement of
Expenses Filed Under 11 U.S.C. § 330 by Attorneys in Larger Chapter 11 Cases, effective as of
November 1, 2013 (the “U.S. Trustee Guidelines”).  With respect to section C.5 of the U.S.
Trustee Guidelines, I certify the following with respect to the Interim Fee Period:
Question:
Did you agree to any variations from, or alternatives to, your standard
or customary billing rates, fees or terms for services pertaining to this
engagement that were provided during the application period?  If so,
please explain.
Response:
As an accommodation to the Committee, McDermott has agreed to
discount the amount of its monthly invoices by an amount equal to
15% of the aggregate fees requested in each such invoice.
Question:
If the fees sought in this fee application as compared to the fees
budgeted for the time period covered by this fee application are higher
by 10% or more, did you discuss the reasons for the variation with the
client?
Response:
The fees sought in the Interim Fee Application did not exceed the fees
budgeted for the time period covered by the application by 10% or
more.
Case 24-11217-BLS    Doc 619-2    Filed 10/11/24    Page 3 of 8

3
Question:
Have any of the professionals included in this fee application varied
their hourly rate based on the geographic location of the bankruptcy
case?
Response:
No.
Question:
Does the fee application include time or fees related to reviewing or
revising time records or preparing, reviewing, or revising invoices?
(This is limited to work involved in preparing and editing billing
records that would not be compensable outside of bankruptcy and does
not include reasonable fees for preparing a fee application.)  If so,
please quantify by hours and fees.
Response:
The Interim Fee Application includes 5.4 hours, totaling $9,450.00, for
time spent to review and revise time entries to ensure compliance with
the Local Rules and to avoid disclosure of privileged or confidential
information.
Question:
Does this fee application include time or fees for reviewing time
records to redact any privileged or other confidential information?  If
so, please quantify by hours and fees.
Response:
As noted above, the Interim Fee Application includes 5.4 hours,
totaling $9,450.00, for time spent to review and revise time entries to
ensure compliance with the Local Rules and to avoid disclosure of
privileged or confidential information.
Question:
If the fee application includes any rate increases since retention:
i.  Did your client review and approve those rate increases in advance?
ii.  Did your client agree when retaining the law firm to accept all
future rate increases?  If not, did you inform your client that they need
not agree to modified rates or terms in order to have you continue the
representation, consistent with ABA Formal Ethics Opinion 11–458?
Response:
The Interim Fee Application does not include any rate increases since
McDermott’s retention.

5.
McDermott’s staffing plan is attached as Exhibit 1 hereto.  A schedule setting
forth a description of the task codes utilized in the Chapter 11 Cases, the number of budgeted and
billed hours expended by McDermott professionals by task code, and the budgeted and billed
aggregate fees associated with each task code is attached as Exhibit 2 hereto.  Additionally, a
Case 24-11217-BLS    Doc 619-2    Filed 10/11/24    Page 4 of 8

4
summary of blended hourly rates for McDermott timekeepers who billed to (a) non-bankruptcy
matters and (b) the Chapter 11 Cases is attached as Exhibit 3 hereto.
I declare under penalty of perjury that the foregoing is true and correct to the best of my
knowledge, information, and belief.
Dated:  New York, New York
 October 11, 2024
MCDERMOTT WILL & EMERY LLP

/s/ Darren Azman

Darren Azman
Case 24-11217-BLS    Doc 619-2    Filed 10/11/24    Page 5 of 8

EXHIBIT 1
Staffing Plan
Average hourly rates are based on the individual hourly rate of all timekeepers and are
provided by position and overall.
Position
Number of
Timekeepers
Average Hourly
Rate
Partners
9
$1,608
Counsel
1
$1,395
Associates
8
$1,082
Paralegals
3
$603
Other Professionals
4
$353
Total
25
$1,110

Case 24-11217-BLS    Doc 619-2    Filed 10/11/24    Page 6 of 8

EXHIBIT 2
Budget and Compensation Summary by Matter
June 28, 2024 through August 31, 2024
#
Matter
Hours
Compensation ($)
Budgeted
Billed
Budgeted
Billed14
Low
High
Low
High
B110
Case Administration
50
100
92.1
$60,000
$120,000
$118,945.50
B130
Asset Disposition
200
400
258.8
$240,000
$480,000
$363,808.50
B150
Meetings/Communications with
Creditors
50
100
103.6
$60,000
$120,000
$144,205.50
B155
Court Hearings
20
40
61.1
$24,000
$48,000
$88,286.50
B160
Fee/Employment Applications
50
100
93.6
$60,000
$120,000
$144,542.00
B185
Assumption/Rejection of Leases
10
20
0.8
$12,000
$24,000
$1,228.50
B190
Contested Matters
200
400
302.8
$240,000
$480,000
$390,587.00
B195
Non-Working Travel
10
20
3.2
$12,000
$24,000
$5,600.00
B230
Financing/Cash Collateral
100
200
177.9
$120,000
$240,000
$240,070.50
B310
Claims Administration
10
20
1.7
$12,000
$24,000
$2,875.00
B320
Plan/Disclosure Statement
10
20
0.5
$12,000
$24,000
$875.00
Total
710
1,420
1,096.1
$852,000
$1,704,000 $1,501,024.00

14  As an accommodation to the Committee, McDermott has agreed to discount the amount of its monthly invoices
by an amount equal to 15% of the aggregate fees requested in each such invoice.  The amounts shown in this
column do not reflect the fee discount.
Case 24-11217-BLS    Doc 619-2    Filed 10/11/24    Page 7 of 8

EXHIBIT 3
Rate Disclosure
The blended hourly rate for all U.S.-based McDermott timekeepers, excluding time billed
on bankruptcy and pro bono engagements and by timekeepers practicing primarily in
McDermott’s Business Restructuring Practice Group, during period beginning from June 28,
2024 through August 31, 2024 (the “Interim Fee Period”), was in the aggregate, approximately
$1,260 per hour (the “Non- Bankruptcy Blended Hourly Rate”).1
The blended hourly rate for all McDermott timekeepers who billed time to McDermott’s
representation of the Committee during the Interim Fee Period was approximately $1,369 per
hour (the “Committee Blended Hourly Rate”).2  The following is a comparison of these rates:
Position
Committee Blended
Hourly Rate
Non-Bankruptcy Blended
Hourly Rate
Partners
$1,651
$1,655
Counsel
$1,395
$1,490
Associates
$1,063
$1,075
Paralegals
$543
$470
All Positions
$1,369
$1,260

1
McDermott calculated the Non-Bankruptcy Blended Hourly Rate by dividing the total dollar amount billed
during the Interim Fee Period by U.S.-based McDermott timekeepers, excluding time billed on bankruptcy and
pro bono engagements and by timekeepers practicing primarily in McDermott’s Business Restructuring
Practice Group, by the total number of corresponding hours billed by U.S.-based McDermott timekeepers
during the Interim Fee Period.

2
As an accommodation to the Committee, McDermott has agreed to discount the amount of its monthly invoices
by an amount equal to 15% of the aggregate fees requested in each such invoice.  After application of this
discount, McDermott’s blended rate for the Interim Fee Period is $1,164.

Case 24-11217-BLS    Doc 619-2    Filed 10/11/24    Page 8 of 8

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