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EXHIBIT “A”
Case 24-11217-BLS Doc 896-1 Filed 12/27/24 Page 1 of 33
IN THE UNITED STATES BANKRUPTCY COURT
FOR THE DISTRICT OF DELAWARE
In re:
VYAIRE MEDICAL, INC., et al.,
Debtors. 1
Chapter 11
Case No. 24-11217 (BLS)
(Jointly Administered)
DECLARATION OF CHRIS BROWN IN SUPPORT OF MOTION
OF CLAYTON CONTROLS REQUESTING ALLOWANCE AND
PAYMENT OF ADMINISTRATIVE EXPENSE CLAIM PURSUANT
TO 11 U.S.C. § 503(B)(1)(A)
I, Chris Brown, hereby declare:
1.
I am the President and Chief Executive Officer of Clayton Controls, a California
corporation (“Clayton Controls”). I make this declaration on behalf of Clayton Controls. I have
personal knowledge of the facts stated herein, and if called upon to testify, I could and would
competently and truthfully testify thereto.
2.
Clayton Controls is an industrial distributor since 1967 servicing multiple
industries. Clayton Controls has been serving Vyaire Medical, Inc. (“Debtor”) for over 30 years,
dating back to their previous names of Bird Products and Sensormedics. Clayton Controls has
provided engineering services, contract manufacturing and components for Debtor’s various
medical products it manufactured both prior to and after Debtor filed bankruptcy.
3.
As of the bankruptcy petition date (June 9, 2024), Debtor owed Clayton Controls
$342,690.83. Through counsel, Clayton Controls learned that it would be treated as a “critical
vendor” pursuant to the Interim Order (I) Authorizing Debtors to Pay Pre-Petition Claims of
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 896-1 Filed 12/27/24 Page 2 of 33
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Certain Critical Vendors, Foreign Vendors, 503(B)(9) Claimants, and Lien Claimants, (II)
Confirming Administrative Expense Priority to All Undisputed Obligations on Account of
Outstanding Orders, and (III) Granting Related Relief (D.I. 89). As a result, Clayton Controls
was paid $342,690.83 in July 2024, which represented the full payment of all amounts owed as
of the June 9, 2024, the bankruptcy petition date.
4.
On a post-petition basis, Debtor continued to order and confirm orders for goods
from Clayton Controls for which Clayton Controls was paid $382,307.68 between August
through November 2024 for shipments made between July 16, 2024 through November 26, 2024.
One of the products that Debtor ordered from Clayton Controls and paid for post-petition is a
custom “blender” assembly for a product called “PTV” (which is a name designated by the Debtor
for a ventilator), which was ordered pre-petition (Debtor Purchase Order dated November 16,
2021, Order #P34417-03 – a true and correct copy of which is attached hereto as Exhibit “1” and
incorporated herein by this reference). Based on the multiple conversations I had with Sachin
Murthy (all of which were witnessed by Clayton Controls’ controller – Marlene Murphy), Debtor
confirmed post-petition on numerous occasions that it continued to need these products from
Clayton Controls as Debtor considered it a “critical” part for Debtor’s PTV such that Clayton
Controls took the necessary steps to ensure the availability post-petition of these parts. Attached
hereto and incorporated herein by reference as Exhibits “2”, “3”, and “4” are true and correct
copies of emails/email strings from Patrick Surface and Sachin Murthy dated June 14, 2024,
Sachin Murthy dated August 29, 2024, and Michael Hiller (with Sachin Murthy copied) dated
September 5, 2024, respectively.
5.
Although Debtor took post-petition deliver and paid post-petition (albeit late on
post-petition payments due) for numerous “critical” products (including the custom “blender”
assembly parts) from Clayton Controls, Debtor failed to pay Clayton Controls for all the
“blender” assembly parts that Debtor represented post-petition to Clayton Controls that it needed.
Attached hereto and incorporated herein by reference as Exhibit “5” is a true and correct copy
of the outstanding invoice due to Clayton Controls from Debtor for the product represented to
Case 24-11217-BLS Doc 896-1 Filed 12/27/24 Page 3 of 33
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Clayton Controls post-petition as critical to the Debtor and confirmed post-petition by Debtor to
Clayton Controls to deliver such product.
I declare under penalty of perjury under the laws of the state of California and United
States of America, that the foregoing is true and correct.
EXECUTED December 23, 2024 at Santa Ana, California.
Case 24-11217-BLS Doc 896-1 Filed 12/27/24 Page 4 of 33
EXHIBIT “1”
Case 24-11217-BLS Doc 896-1 Filed 12/27/24 Page 5 of 33
Case 24-11217-BLS Doc 896-1 Filed 12/27/24 Page 6 of 33
Case 24-11217-BLS Doc 896-1 Filed 12/27/24 Page 7 of 33
Case 24-11217-BLS Doc 896-1 Filed 12/27/24 Page 8 of 33
Case 24-11217-BLS Doc 896-1 Filed 12/27/24 Page 9 of 33
EXHIBIT “2”
Case 24-11217-BLS Doc 896-1 Filed 12/27/24 Page 10 of 33
Case 24-11217-BLS Doc 896-1 Filed 12/27/24 Page 11 of 33
the content is safe.
See comments below. We will be on the call shortly.
Chris
From: Murthy, Sachin <Sachin.Murthy@vyaire.com>
Sent: Friday, June 14, 2024 10:17 AM
To: Marlene Murphy <mmurphy@claycon.com>; Chris Brown <cbrown@claycon.com>
Subject: RE: Clayton Vyaire Connect
Good morning,
In preparation for our call,
1. PO:Confirming that there are no changes to the PO in terms of volume or timing of
delivery. We did receive a cancellation of one order that is not an issue. We would like
confirmation of delivery dates of the open orders.
2. Critical vendor status: Met with the legal team. We are in the process of drafting the
critical supplier communication. This will be shared in the upcoming weeks. This will
delay any production on open orders
3. Missing invoices: The three invoices you have listed need to be resubmitted. Please
send it to gmb-us-ap@vyaire.com.
4. Second hearing: Will share as soon as we find out
Talk to you in a few minutes.
Regards
Sachin Murthy
‐‐‐‐‐Original Appointment‐‐‐‐‐
From: Murthy, Sachin
Sent: Wednesday, June 12, 2024 1:51 PM
To: Murthy, Sachin; Marlene Murphy; Chris Brown
Subject: Clayton Vyaire Connect
When: Friday, June 14, 2024 1:30 PM‐2:00 PM (UTC‐05:00) Eastern Time (US & Canada).
Where: MicrosoŌ Teams MeeƟng
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Case 24-11217-BLS Doc 896-1 Filed 12/27/24 Page 12 of 33
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Case 24-11217-BLS Doc 896-1 Filed 12/27/24 Page 13 of 33
EXHIBIT “3”
Case 24-11217-BLS Doc 896-1 Filed 12/27/24 Page 14 of 33
Case 24-11217-BLS Doc 896-1 Filed 12/27/24 Page 15 of 33
From: Chris Brown
Sent: Tuesday, August 27, 2024 11:56 AM
To: Marlene Murphy <mmurphy@claycon.com>; sachin.murthy@vyaire.com
Cc: remit <remit@claycon.com>; Marc Forsythe <mforsythe@goeforlaw.com>
Subject: RE: ConfirmaƟon
Sachin
I have also left a voicemail for you.
We have not received any communications from Vyaire regarding the past due . We would like to receive word today on
status please .
Regards
Chris Brown
President
2865 Pullman Street, Santa Ana, CA 92705
M 714.337.2243 | O 714.556.9446
E cbrown@claycon.com
www.linkedin.com/in/chris-brown-1016296/
From: Marlene Murphy <mmurphy@claycon.com>
Sent: Friday, August 23, 2024 3:46 PM
To: sachin.murthy@vyaire.com
Cc: Chris Brown <cbrown@claycon.com>; remit <remit@claycon.com>
Subject: FW: ConfirmaƟon
Importance: High
Hi Sachin,
We did not receive any funds today for the past due amount of $143,656.84 shown below, and payment terms are Net 30
days. As agreed in the Bankruptcy agreement signed, we are to be kept current and Vyaire should be paid today via Wire/
ACH. Please advise.
Warmly,
Marlene Murphy
Controller
2865 Pullman Street, Santa Ana, CA 92705
O 714 556 9446 ext 308 C 949 881 7409
F 714 362 9575
E mmurphy@claycon.com
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Case 24-11217-BLS Doc 896-1 Filed 12/27/24 Page 16 of 33
From: Marlene Murphy <mmurphy@claycon.com>
Sent: Thursday, August 15, 2024 1:05 PM
To: sachin.murthy@vyaire.com
Cc: Chris Brown <cbrown@claycon.com>; remit <remit@claycon.com>
Subject: FW: ConfirmaƟon
Importance: High
Hi Sachin,
On 7/31 you indicated we would receive payment of the outstanding $100 no later than 8/9. We still have not received it
and have been releasing shipments in good faith.
Will you please investigate and provide details on when the next check run for electronic payments will be received?
Do you have contact information (with name) of someone we can contact in AP as well? We submitted all invoices
electronically to:
GMB-US-HQ-ACCOUNTSPAYABLE@VYAIRE.COM; and saravanakumar.m@vyaire.com; and GMB-US-AP@Vyaire.com
Warmly,
Marlene Murphy
Controller
2865 Pullman Street, Santa Ana, CA 92705
O 714 556 9446 ext 308 C 949 881 7409
F 714 362 9575
E mmurphy@claycon.com
From: Marlene Murphy <mmurphy@claycon.com>
Sent: Friday, July 19, 2024 11:01 AM
To: sachin.murthy@vyaire.com
Cc: Chris Brown <cbrown@claycon.com>; remit <remit@claycon.com>
Subject: FW: ConfirmaƟon
Importance: High
Hi Sachin,
We received $11,585 today as payment on invoices 408041 and 408288. Thank you!
Will you please look into the $100 discrepancy balance still outstanding on the attached invoice 407552 and advise?
Warmly,
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12/26/2024, 3:04 PM
Case 24-11217-BLS Doc 896-1 Filed 12/27/24 Page 17 of 33
Marlene Murphy
Controller
2865 Pullman Street, Santa Ana, CA 92705
O 714 556 9446 ext 308 C 949 881 7409
F 714 362 9575
E mmurphy@claycon.com
From: Marlene Murphy
Sent: Thursday, July 18, 2024 8:03 AM
To: sachin.murthy@vyaire.com
Cc: Chris Brown <cbrown@claycon.com>
Subject: FW: ConfirmaƟon
Importance: High
Sachin,
We have not received a response from this email from Monday. Will you confirm when the payment for the remaining
balance on the attached three invoices will be made?
Warmly,
Marlene Murphy
Controller
2865 Pullman Street, Santa Ana, CA 92705
O 714 556 9446 ext 308 C 949 881 7409
F 714 362 9575
E mmurphy@claycon.com
From: Marlene Murphy
Sent: Monday, July 15, 2024 1:55 PM
To: Murthy, Sachin <Sachin.Murthy@vyaire.com>; Chris Brown <cbrown@claycon.com>
Cc: Marc Forsythe <mforsythe@goeforlaw.com>
Subject: RE: ConfirmaƟon
Hi Sachin,
Thank you for your wires received today, for $330,931.95 for the remittance details provided Friday.
We also received a wire for $73.88 which is $100 short of the amount due for invoice 407552 attached. Will you confirm
why this was short paid and when will it be paid?
In addition to the above mentioned $100 balance, we have two invoices (considered 503(b)) that were not paid. I have
attached invoice 408041 & 408288 here as well. If you can advise when these will be processed, we can move forward to
ship pending orders.
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Case 24-11217-BLS Doc 896-1 Filed 12/27/24 Page 18 of 33
Warmly,
Marlene Murphy
Controller
2865 Pullman Street, Santa Ana, CA 92705
O 714 556 9446 ext 308 C 949 881 7409
F 714 362 9575
E mmurphy@claycon.com
From: Murthy, Sachin <Sachin.Murthy@vyaire.com>
Sent: Friday, July 12, 2024 3:07 PM
To: Chris Brown <cbrown@claycon.com>
Cc: Marc Forsythe <mforsythe@goeforlaw.com>; Marlene Murphy <mmurphy@claycon.com>
Subject: RE: ConfirmaƟon
Hi Chris,
List of invoices being paid:
ĩcompany
fcinvoice
finvdate
fduedate
fnamount
fccurid
fgldisdate
ClaytonControls
405936
3/22/2024
4/21/2024
$78,225.00
USD
3/27/2024
ClaytonControls
406017
3/25/2024
4/24/2024
$53,640.00
USD
4/24/2024
ClaytonControls
406167
3/28/2024
4/27/2024
$2,235.00
USD
4/10/2024
ClaytonControls
407103
4/29/2024
4/29/2024
$26,820.00
USD
5/21/2024
ClaytonControls
406406
4/5/2024
5/5/2024
$46,935.00
USD
5/6/2024
ClaytonControls
406867
4/19/2024
5/19/2024
$14,295.60
USD
5/8/2024
ClaytonControls
406868
4/19/2024
5/19/2024
$3,736.35
USD
6/7/2024
ClaytonControls
406949
4/23/2024
5/23/2024
$15,645.00
USD
5/17/2024
ClaytonControls
407158
4/30/2024
5/30/2024
$53,640.00
USD
5/3/2024
ClaytonControls
407210
4/30/2024
5/30/2024
$8,940.00
USD
5/3/2024
ClaytonControls
407282
5/2/2024
6/1/2024
$26,820.00
USD
5/24/2024
It’s a wire transaction. Will send the wire confirmation once I get it.
Regards
Sachin Murthy
From: Murthy, Sachin <Sachin.Murthy@vyaire.com>
Sent: Thursday, July 11, 2024 3:47 PM
To: Chris Brown <cbrown@claycon.com>
Cc: Marc Forsythe <mforsythe@goeforlaw.com>; Marlene Murphy <mmurphy@claycon.com>
Subject: RE: ConfirmaƟon
Good day Team,
The day 2 hearing went well!
Please signed the attached fully executed copy of the document. There is a payment of $330k going out
tomorrow. Once you receive it, could you kindly let me know which invoices are pending payment to ensure we
get this cleared out.
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Case 24-11217-BLS Doc 896-1 Filed 12/27/24 Page 19 of 33
Please let me know in case of any question/concern.
Regards
Sachin Murthy
From: Chris Brown <cbrown@claycon.com>
Sent: Thursday, July 11, 2024 1:25 PM
To: Murthy, Sachin <Sachin.Murthy@vyaire.com>
Cc: Marc Forsythe <mforsythe@goeforlaw.com>; Marlene Murphy <mmurphy@claycon.com>
Subject: RE: ConfirmaƟon
CAUTION: External Email : Do not click links or open aƩachments unless you recognize the sender and know the content is safe.
Sachin
Good afternoon. Confirming my voicemail yesterday. My company is at a standstill pending Vyaire’s decision on payment
on the past due and receiving confirmation of the critical supplier designation that impacts the back orders that we have
committed to the manufacture on Vyaire’s behalf. Based on our conversation Monday, I was under the impression that
confirmation of our discussion would be submitted to us in writing after the hearing Tuesday.
Would you please provide an updated timeline.
Regards
Chris Brown
President
2865 Pullman Street, Santa Ana, CA 92705
M 714.337.2243 | O 714.556.9446
E cbrown@claycon.com
www.linkedin.com/in/chris-brown-1016296/
From: Chris Brown
Sent: Tuesday, July 9, 2024 6:38 PM
To: 'sachin.murthy@vyaire.com' <Sachin.Murthy@vyaire.com>
Cc: 'Marc Forsythe' <mforsythe@goeforlaw.com>; Marlene Murphy <mmurphy@claycon.com>
Subject: RE: ConfirmaƟon
Sachin
Any news come out of the hearing today?
Regards
Chris Brown
President
2865 Pullman Street, Santa Ana, CA 92705
M 714.337.2243 | O 714.556.9446
E cbrown@claycon.com
www.linkedin.com/in/chris-brown-1016296/
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Case 24-11217-BLS Doc 896-1 Filed 12/27/24 Page 20 of 33
From: Chris Brown
Sent: Monday, July 8, 2024 5:19 PM
To: sachin.murthy@vyaire.com
Cc: Marc Forsythe <mforsythe@goeforlaw.com>; Marlene Murphy <mmurphy@claycon.com>
Subject: ConfirmaƟon
Sachin
Thank you for taking my call today. To confirm Vyaire is agreeing to pay 100% of the past due. You are awaiting
confirmation internally on whether a onetime payment will be made to Clayton Controls or a 3-month payment plan 1/3,
1/3, 1/3. A decision on the payment plan will be made by Wednesday. Additionally, per our conversation there is no
change to our status of being a critical vendor. You are awaiting for documentation internally to provide us.
Regards
Chris Brown
President
2865 Pullman Street, Santa Ana, CA 92705
M 714.337.2243 | O 714.556.9446
E cbrown@claycon.com
www.linkedin.com/in/chris-brown-1016296/
**************************************************************** This message (including any attachments) is intended
solely for the designated recipients. It may contain confidential or proprietary information and may be subject to
the attorney-client privilege or other confidential protections. If you are not an intended recipient, you may not
review, use or distribute this email. If you have received this email in error, please relay to the sender by reply
email and delete this email. Thank you ******************************************************************
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Case 24-11217-BLS Doc 896-1 Filed 12/27/24 Page 21 of 33
EXHIBIT “4”
Case 24-11217-BLS Doc 896-1 Filed 12/27/24 Page 22 of 33
Case 24-11217-BLS Doc 896-1 Filed 12/27/24 Page 23 of 33
If these funds are not received by Wire on Friday 9/6, we will be putting additional restrictions on the account which is within the
Customary Trade Terms between Vyaire and Clayton Controls.
Warmly,
Marlene Murphy
Controller
2865 Pullman Street, Santa Ana, CA 92705
O 714 556 9446 ext 308 C 949 881 7409
F 714 362 9575
E mmurphy@claycon.com
From: M, SARAVANA KUMAR saravanakumar.m@vyaire.com
Sent: Wednesday, August 28, 2024 11:19 AM
To: Marlene Murphy mmurphy@claycon.com; GMB‐US‐AP gmb‐us‐ap@vyaire.com; GMB‐US‐AP gmb‐us‐ap@vyaire.com; Jones, Michelle
Michelle.Jones@vyaire.com
Cc: remit remit@claycon.com
Subject: RE: Past Due invoices skipped
@Jones, Michelle Please confirm the payment date for the remaining invoices.
Warm Regards,
Saravanan
Analyst, Accounts Payable
+91 8610678563 Mobile
Saravanakumar.M@vyaire.com
Warmly,
Marlene Murphy
Controller
2865 Pullman Street, Santa Ana, CA 92705
O 714 556 9446 ext 308 C 949 881 7409
F 714 362 9575
E mmurphy@claycon.com
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Case 24-11217-BLS Doc 896-1 Filed 12/27/24 Page 24 of 33
From: Murthy, Sachin <Sachin.Murthy@vyaire.com>
Sent: Thursday, August 29, 2024 8:43 AM
To: Chris Brown <cbrown@claycon.com>; GMB‐US‐AP <gmb‐us‐ap@vyaire.com>; M, SARAVANA KUMAR
<SARAVANAKUMAR.M@vyaire.com>; GMB‐US‐AP <gmb‐us‐ap@vyaire.com>; Hiller, Michael <michael.hiller@Vyaire.com>
Cc: Marc Forsythe <mforsythe@goeforlaw.com>; Mike Angoƫ <mangoƫ@claycon.com>; Arun Alagappan <aalagappan@claycon.com>; John
Allard <jallard@claycon.com>; Marlene Murphy <mmurphy@claycon.com>; Shari Rouse <srouse@claycon.com>
Subject: RE: ConfirmaƟon
Good day Chris,
Thanks for your email. I appreciate the patience that the team has shown while we are woking through the payments. I
have escalated this to the management and am hoping a resolution on this topic.
Tried calling you but got your voicemail. More to come.
Regards
Sachin Murthy
From: Chris Brown <cbrown@claycon.com>
Sent: Wednesday, August 28, 2024 1:27 PM
To: Murthy, Sachin <Sachin.Murthy@vyaire.com>; GMB‐US‐AP <GMB‐US‐HQ‐ACCOUNTSPAYABLE@VYAIRE.COM>; M, SARAVANA KUMAR
<saravanakumar.m@vyaire.com>; GMB‐US‐AP <GMB‐US‐AP@Vyaire.com>; Hiller, Michael <michael.hiller@Vyaire.com>
Cc: Marc Forsythe <mforsythe@goeforlaw.com>; Mike Angoƫ <mangoƫ@claycon.com>; Arun Alagappan <aalagappan@claycon.com>; John
Allard <jallard@claycon.com>; Marlene Murphy <mmurphy@claycon.com>; Shari Rouse <srouse@claycon.com>
Subject: RE: ConfirmaƟon
CAUTION: External Email : Do not click links or open attachments unless you recognize the sender and know the
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Sachin,
Vyaire is not in compliance with Customary Trade Terms between the parties and the past due balance is $142,917.85 as of
August 23, 2024. Clayton Controls will not extend any further credit until Vyaire is in compliance with the Customary Trade Terms
between the parties.
Regards
Chris Brown
President
2865 Pullman Street, Santa Ana, CA 92705
M 714.337.2243 | O 714.556.9446
E cbrown@claycon.com
www.linkedin.com/in/chris-brown-1016296/
From: Chris Brown
Sent: Tuesday, August 27, 2024 11:56 AM
To: Marlene Murphy <mmurphy@claycon.com>; sachin.murthy@vyaire.com
Cc: remit <remit@claycon.com>; Marc Forsythe <mforsythe@goeforlaw.com>
Subject: RE: ConfirmaƟon
Sachin
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Case 24-11217-BLS Doc 896-1 Filed 12/27/24 Page 25 of 33
I have also left a voicemail for you.
We have not received any communications from Vyaire regarding the past due . We would like to receive word today on status
please .
Regards
Chris Brown
President
2865 Pullman Street, Santa Ana, CA 92705
M 714.337.2243 | O 714.556.9446
E cbrown@claycon.com
www.linkedin.com/in/chris-brown-1016296/
From: Marlene Murphy <mmurphy@claycon.com>
Sent: Friday, August 23, 2024 3:46 PM
To: sachin.murthy@vyaire.com
Cc: Chris Brown <cbrown@claycon.com>; remit <remit@claycon.com>
Subject: FW: ConfirmaƟon
Importance: High
Hi Sachin,
We did not receive any funds today for the past due amount of $143,656.84 shown below, and payment terms are Net 30 days.
As agreed in the Bankruptcy agreement signed, we are to be kept current and Vyaire should be paid today via Wire/ACH. Please
advise.
Warmly,
Marlene Murphy
Controller
2865 Pullman Street, Santa Ana, CA 92705
O 714 556 9446 ext 308 C 949 881 7409
F 714 362 9575
E mmurphy@claycon.com
From: Marlene Murphy <mmurphy@claycon.com>
Sent: Thursday, August 15, 2024 1:05 PM
To: sachin.murthy@vyaire.com
Cc: Chris Brown <cbrown@claycon.com>; remit <remit@claycon.com>
Subject: FW: ConfirmaƟon
Importance: High
Hi Sachin,
On 7/31 you indicated we would receive payment of the outstanding $100 no later than 8/9. We still have not received it and have
been releasing shipments in good faith.
Firefox
https://outlook.office.com/mail/AAMkAGEyM2I4MDlkLTg4YTMtN...
4 of 9
12/26/2024, 3:16 PM
Case 24-11217-BLS Doc 896-1 Filed 12/27/24 Page 26 of 33
Will you please investigate and provide details on when the next check run for electronic payments will be received?
Do you have contact information (with name) of someone we can contact in AP as well? We submitted all invoices electronically
to:
GMB-US-HQ-ACCOUNTSPAYABLE@VYAIRE.COM; and saravanakumar.m@vyaire.com; and GMB-US-AP@Vyaire.com
Warmly,
Marlene Murphy
Controller
2865 Pullman Street, Santa Ana, CA 92705
O 714 556 9446 ext 308 C 949 881 7409
F 714 362 9575
E mmurphy@claycon.com
From: Marlene Murphy <mmurphy@claycon.com>
Sent: Friday, July 19, 2024 11:01 AM
To: sachin.murthy@vyaire.com
Cc: Chris Brown <cbrown@claycon.com>; remit <remit@claycon.com>
Subject: FW: ConfirmaƟon
Importance: High
Hi Sachin,
We received $11,585 today as payment on invoices 408041 and 408288. Thank you!
Will you please look into the $100 discrepancy balance still outstanding on the attached invoice 407552 and advise?
Warmly,
Marlene Murphy
Controller
2865 Pullman Street, Santa Ana, CA 92705
O 714 556 9446 ext 308 C 949 881 7409
F 714 362 9575
E mmurphy@claycon.com
From: Marlene Murphy
Sent: Thursday, July 18, 2024 8:03 AM
To: sachin.murthy@vyaire.com
Cc: Chris Brown <cbrown@claycon.com>
Subject: FW: ConfirmaƟon
Importance: High
Firefox
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5 of 9
12/26/2024, 3:16 PM
Case 24-11217-BLS Doc 896-1 Filed 12/27/24 Page 27 of 33
Sachin,
We have not received a response from this email from Monday. Will you confirm when the payment for the remaining balance on
the attached three invoices will be made?
Warmly,
Marlene Murphy
Controller
2865 Pullman Street, Santa Ana, CA 92705
O 714 556 9446 ext 308 C 949 881 7409
F 714 362 9575
E mmurphy@claycon.com
From: Marlene Murphy
Sent: Monday, July 15, 2024 1:55 PM
To: Murthy, Sachin <Sachin.Murthy@vyaire.com>; Chris Brown <cbrown@claycon.com>
Cc: Marc Forsythe <mforsythe@goeforlaw.com>
Subject: RE: ConfirmaƟon
Hi Sachin,
Thank you for your wires received today, for $330,931.95 for the remittance details provided Friday.
We also received a wire for $73.88 which is $100 short of the amount due for invoice 407552 attached. Will you confirm why this
was short paid and when will it be paid?
In addition to the above mentioned $100 balance, we have two invoices (considered 503(b)) that were not paid. I have attached
invoice 408041 & 408288 here as well. If you can advise when these will be processed, we can move forward to ship pending
orders.
Warmly,
Marlene Murphy
Controller
2865 Pullman Street, Santa Ana, CA 92705
O 714 556 9446 ext 308 C 949 881 7409
F 714 362 9575
E mmurphy@claycon.com
From: Murthy, Sachin <Sachin.Murthy@vyaire.com>
Sent: Friday, July 12, 2024 3:07 PM
To: Chris Brown <cbrown@claycon.com>
Cc: Marc Forsythe <mforsythe@goeforlaw.com>; Marlene Murphy <mmurphy@claycon.com>
Subject: RE: ConfirmaƟon
Hi Chris,
Firefox
https://outlook.office.com/mail/AAMkAGEyM2I4MDlkLTg4YTMtN...
6 of 9
12/26/2024, 3:16 PM
Case 24-11217-BLS Doc 896-1 Filed 12/27/24 Page 28 of 33
List of invoices being paid:
ĩcompany
fcinvoice
finvdate
fduedate
fnamount
fccurid
fgldisdate
ClaytonControls
405936
3/22/2024
4/21/2024
$78,225.00
USD
3/27/2024
ClaytonControls
406017
3/25/2024
4/24/2024
$53,640.00
USD
4/24/2024
ClaytonControls
406167
3/28/2024
4/27/2024
$2,235.00
USD
4/10/2024
ClaytonControls
407103
4/29/2024
4/29/2024
$26,820.00
USD
5/21/2024
ClaytonControls
406406
4/5/2024
5/5/2024
$46,935.00
USD
5/6/2024
ClaytonControls
406867
4/19/2024
5/19/2024
$14,295.60
USD
5/8/2024
ClaytonControls
406868
4/19/2024
5/19/2024
$3,736.35
USD
6/7/2024
ClaytonControls
406949
4/23/2024
5/23/2024
$15,645.00
USD
5/17/2024
ClaytonControls
407158
4/30/2024
5/30/2024
$53,640.00
USD
5/3/2024
ClaytonControls
407210
4/30/2024
5/30/2024
$8,940.00
USD
5/3/2024
ClaytonControls
407282
5/2/2024
6/1/2024
$26,820.00
USD
5/24/2024
It’s a wire transaction. Will send the wire confirmation once I get it.
Regards
Sachin Murthy
From: Murthy, Sachin <Sachin.Murthy@vyaire.com>
Sent: Thursday, July 11, 2024 3:47 PM
To: Chris Brown <cbrown@claycon.com>
Cc: Marc Forsythe <mforsythe@goeforlaw.com>; Marlene Murphy <mmurphy@claycon.com>
Subject: RE: ConfirmaƟon
Good day Team,
The day 2 hearing went well!
Please signed the attached fully executed copy of the document. There is a payment of $330k going out tomorrow.
Once you receive it, could you kindly let me know which invoices are pending payment to ensure we get this cleared
out.
Please let me know in case of any question/concern.
Regards
Sachin Murthy
From: Chris Brown <cbrown@claycon.com>
Sent: Thursday, July 11, 2024 1:25 PM
To: Murthy, Sachin <Sachin.Murthy@vyaire.com>
Cc: Marc Forsythe <mforsythe@goeforlaw.com>; Marlene Murphy <mmurphy@claycon.com>
Subject: RE: ConfirmaƟon
CAUTION: External Email : Do not click links or open aƩachments unless you recognize the sender and know the content is safe.
Sachin
Good afternoon. Confirming my voicemail yesterday. My company is at a standstill pending Vyaire’s decision on payment on the
past due and receiving confirmation of the critical supplier designation that impacts the back orders that we have committed to
the manufacture on Vyaire’s behalf. Based on our conversation Monday, I was under the impression that confirmation of our
discussion would be submitted to us in writing after the hearing Tuesday.
Would you please provide an updated timeline.
Regards
Firefox
https://outlook.office.com/mail/AAMkAGEyM2I4MDlkLTg4YTMtN...
7 of 9
12/26/2024, 3:16 PM
Case 24-11217-BLS Doc 896-1 Filed 12/27/24 Page 29 of 33
Chris Brown
President
2865 Pullman Street, Santa Ana, CA 92705
M 714.337.2243 | O 714.556.9446
E cbrown@claycon.com
www.linkedin.com/in/chris-brown-1016296/
From: Chris Brown
Sent: Tuesday, July 9, 2024 6:38 PM
To: 'sachin.murthy@vyaire.com' <Sachin.Murthy@vyaire.com>
Cc: 'Marc Forsythe' <mforsythe@goeforlaw.com>; Marlene Murphy <mmurphy@claycon.com>
Subject: RE: ConfirmaƟon
Sachin
Any news come out of the hearing today?
Regards
Chris Brown
President
2865 Pullman Street, Santa Ana, CA 92705
M 714.337.2243 | O 714.556.9446
E cbrown@claycon.com
www.linkedin.com/in/chris-brown-1016296/
From: Chris Brown
Sent: Monday, July 8, 2024 5:19 PM
To: sachin.murthy@vyaire.com
Cc: Marc Forsythe <mforsythe@goeforlaw.com>; Marlene Murphy <mmurphy@claycon.com>
Subject: ConfirmaƟon
Sachin
Thank you for taking my call today. To confirm Vyaire is agreeing to pay 100% of the past due. You are awaiting confirmation
internally on whether a onetime payment will be made to Clayton Controls or a 3-month payment plan 1/3, 1/3, 1/3. A decision on
the payment plan will be made by Wednesday. Additionally, per our conversation there is no change to our status of being a
critical vendor. You are awaiting for documentation internally to provide us.
Regards
Chris Brown
President
2865 Pullman Street, Santa Ana, CA 92705
M 714.337.2243 | O 714.556.9446
E cbrown@claycon.com
www.linkedin.com/in/chris-brown-1016296/
Firefox
https://outlook.office.com/mail/AAMkAGEyM2I4MDlkLTg4YTMtN...
8 of 9
12/26/2024, 3:16 PM
Case 24-11217-BLS Doc 896-1 Filed 12/27/24 Page 30 of 33
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9 of 9
12/26/2024, 3:16 PM
Case 24-11217-BLS Doc 896-1 Filed 12/27/24 Page 31 of 33
EXHIBIT “5”
Case 24-11217-BLS Doc 896-1 Filed 12/27/24 Page 32 of 33
PROFORMA INVOICE
Remit To:
Invoice #
185939
2865 Pullman Street
2865 Pullman Street
A
Santa Ana CA 92705
Santa Ana, CA 92705
Date
Page
ACH Routing #322285781
12/23/24
Page 1 of 2
Tel: (714) 556-9446
CKG Acct #7720019870
remit@claycon.com
Customer PO#
P34417-03
Bill To: Mr. Richard Robbins / AlixPartners
Ship To:
Financial Advisors to Vyaire Medical, Inc.
2101 Cedar Springs Rd, Ste 1100, Dallas, TX 75201
VYAIRE MEDICAL
Vyaire Medical, Attn: Accounts Payable
1100 BIRD CENTER DRIVE
26125 N. Riverwoods Blvd.
Mettawa, IL 60045 PALM SPRINGS, CA 92262
Customer ID:
24975
(760) 778-7200
Freight
Sales Rep
Order Taker
Due Date
Terms
Use Customers Freight
Arun Alagappan
SROUSE
01/22/2025
Net 30
Account
** CANCELLATION PAYMENT DUE FOR ITEMS THAT ARE NON-CANCELABLE/MADE TO ORDER **
Unit
Ext
Ln#
Qty Item ID
Item Description
Price
Price
2
341 X091550955001Z1
ASCO VYAIRE CUSTOM PTV MANIFOLD ASSY 752.40 256,568.40
21081-002 REV J
TESTED BLENDER W-2 FERRITES
VYAIRE PART#: 21081-002 REV J (REV J ON
SHIPMENTS MADE AFTER 3/20/2023)
Sub Total
256,568.40
Freight
0.00
Tax
0.00
Total
256,568.40
Amount Paid
0.00
Balance Due
256,568.40
Thank you for your business
Order processing and lead time begin once payment is received
Please reference this Invoice Number on your check
Note: If this invoice includes our $8 packing and handling charge please make sure it is included in your payment
For any return needs please contact your customer service representative before returning
Any returns sent without authorization will be rejected
Cancellation Invoice
Case 24-11217-BLS Doc 896-1 Filed 12/27/24 Page 33 of 33