Vyaire/CEVA - Request for Payment of Admin Expense Claim (Vyaire Medical) (02077515).DOCX
- Date
- 2025-01-13
Summary
A Request for Allowance and Payment of Administrative Expense Claim filed by CEVA Freight, LLC and affiliates in In re Vyaire Medical, Inc., et al., Case No. 24-11217 (BLS), a jointly administered Chapter 11 case in the U.S. Bankruptcy Court for the District of Delaware, filed December 26, 2024 as Doc 889. CEVA states that Vyaire Medical, Inc. owes it at least $478,810.36 for post-petition logistics and supply chain services. The motion asks the Court to allow the claim under 11 U.S.C. § 503(b)(1) and to direct the Wind-Down Debtor and Plan Administrator to pay it under the confirmed plan. It cites In re Energy Future Holdings Corp., 990 F.3d 728, and reserves CEVA's rights to amend. The notice lists an objection deadline of January 13, 2025 and a hearing date of January 29, 2025.
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Case 24-11217-BLS Doc 889 Filed 12/26/24 Page 1 of 6
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)
:
: Objection Deadline: January 13, 2025 at 4:00 p.m.
: Hearing Date: January 29, 2025 at 10:30 a.m.
:
REQUEST FOR ALLOWANCE AND PAYMENT OF ADMINISTRATIVE EXPENSE
CLAIM OF CEVA FREIGHT, LLC AND AFFILIATES
CEVA Freight, LLC, on behalf of itself and affiliates, including without limitation, CEVA
International, Inc. and CEVA Contract Logistics U.S., Inc. (formally known as CEVA Logistics
U.S., Inc.) (collectively “CEVA), by and through its undersigned counsel, hereby files this Request
for Allowance and Payment of Administrative Expense Claim (the “Motion”). In support of its
Motion, CEVA respectfully states the following:
JURISDICTION AND VENUE
1. This Court has jurisdiction over this matter pursuant to 28 U.S.C. §§ 157 and 1334,
11 U.S.C. § 503, and the terms and provisions of the confirmed Second Amended Joint Chapter
11 Plan of Vyaire Medical, Inc. and Its Debtor Affiliates filed on November 11, 2024 [Docket No.
719] (the “Plan”).
2. This matter is a core proceeding within the meaning of 28 U.S.C. § 157(b)(2). The
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.
{02077515;v1 }
Case 24-11217-BLS Doc 889 Filed 12/26/24 Page 2 of 6
statutory predicates for the relief requested herein include11 U.S.C. §§ 105 and 503.
3. Venue is proper in this District pursuant to 28 U.S.C. §§ 1408 and 1409.
4. In accordance with Local Rule 9013-1(f), CEVA consents to entry of a final order
by this Court with respect to this Motion and relief requested herein.
BACKGROUND
5. On June 9, 2024 (the “Petition Date”), the above-captioned debtors and debtors-in-
possession (collectively, “Debtors”) filed voluntary petitions for relief under Chapter 11 of title 11
of the United States Code (the “Bankruptcy Code”).
6. On November 14, 2024 the Court entered its Findings of Fact, Conclusions of Law
and Order Approving the Debtors’ Disclosure Statement for, and Confirming the Second Amended
Joint Chapter 11 Plan of Vyaire Medical, Inc. and its Debtor Affiliates pursuant to Chapter 11 of
the Bankruptcy Code [Dkt. No. 745] (the “Confirmation Order”).
7. On November 27, 2024, a Notice of (I) Entry of Confirmation Order, (II)
Occurrence of Effective Date, and (III) Related Bar Dates (the “Notice of Effective Date”) was
filed.
8. The Notice of Effective Date sets December 27, 2024, as the deadline to file
Requests for Payment of Administrative Claims.
9. As set forth more fully in the Confirmation Order and Plan, on the Effective
Date, the Plan Administrator 2 is now appointed by each Debtor as the sole director and sole
officer of the Wind-Down Debtor; has succeeded to the powers of such Debtors’ directors
and officers; and is the sole representative of and shall act for each Wind-Down Debtor
2
All capitalized terms not otherwise defined herein shall have the meaning so ascribed in the Plan and Confirmation
Order.
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Case 24-11217-BLS Doc 889 Filed 12/26/24 Page 3 of 6
with authority to authorize, make, or cause to be made payments in accordance with the
Wind-Down Budget to satisfy claims, including payments of Allowed Administrative
Expense Claims.
10. Vyaire Medical, Inc. (“Vyaire” or the “Debtor”) is indebted and liable to CEVA for
amounts due for post-petition logistics and supply chain services (the “Logistics Services”)
rendered by CEVA in the amount of at least $478,810.36 (the “CEVA Administrative Expense
Claim”). See Exhibit A attached hereto. 3
11. CEVA asserts this Administrative Expense Claim pursuant to 11 U.S.C. §
503(b)(1) and under the terms and provisions of the Plan and Confirmation Order.
RELIEF REQUESTED
1. By this Motion, CEVA requests entry of an Order: (a) allowing the CEVA
Administrative Expense Claim in the amount of $478,810.36; (b) directing the Wind-Down Debtor
and Plan Administrator to pay the CEVA Administrative Expense Claim as required in the Plan
and Confirmation Order; and (c) granting such other and further relief as the Court deems just and
proper.
ARGUMENT
2. Section 503 of the Bankruptcy Code provides, in relevant part, that:
“(b) After notice and a hearing, there shall be allowed administrative
expenses, other than claims allowed under section 502(f) of this title,
including –
3
The documentation further supporting this Motion (together, the “Documents”) may contain proprietary and/or
confidential information. CEVA believes the Wind-Down Debtor and Plan Administrator are in possession of the
Documents and CEVA will also make such Documents available upon written request sent to CEVA Contract
Logistics U.S., Inc. c/o Tiffany Strelow Cobb, Vorys, Sater, Seymour and Pease LLP, 52 East Gay Street, Columbus,
Ohio 43215. If copies of the Documents are required to be filed with the Court or requested by any other party in
interest, CEVA reserves all rights, including, without limitation, the right to file the Documents under seal and/or to
seek to protect such information as confidential pursuant to Bankruptcy Code section 107 or other applicable law.
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Case 24-11217-BLS Doc 889 Filed 12/26/24 Page 4 of 6
(1)(A) the actual, necessary costs and expenses of preserving
the estate, including wages, salaries, and commissions for
services rendered after the commencement of the case.”
3. Section 503(b)(1)(A) “allows for the collection of administrative expenses from a
bankruptcy estate…which ‘receive first priority in the distribution of assets of the debtor’s estate.’”
In re Energy Future Holdings Corp., 990 F.3d 728 (3d. Cir. 2021) (quoting Former Emples. of
Builders Square Retail Stores v. Hechinger Inv. Co. (In re Hechinger Inv. Co.), 298 F.3d 219, 224
(3d Cir. 2002)). The Third Circuit Court of Appeals further elaborates that this administrative
priority exists where, as here, “(1) there was a ‘post-petition transaction between the claimant and
the estate’ and (2) those expenses yielded a ‘benefit to the estate.’”) Id. at 741 (quoting In re
Women First Healthcare, Inc., 332 B.R. 115, 121 (Bankr. D. Del. 2005)); see also Bonapfel v.
Nalley Motor Trucks (In re Carpet Ctr. Leasing Co.), 991 F.2d 682, 685 (11th Cir. 1993) (together,
Bankruptcy Code sections 507(a) and 503(b) “afford first priority to administrative expense ‘to
encourage the provision of goods and services to the estate, and to compensate those who expend
new resources attempting to rehabilitate the estate”) (internal citation omitted).
4. Here, CEVA is entitled to its Administrative Expense Claim for the Logistics
Services provided to Debtors post-petition because they were undeniably incurred for the “actual,
necessary costs and expenses of preserving the estate.” 11 U.S.C. §503(b)(1)(A). On a post-
petition basis, Debtors continued to seek and benefit from Logistics Services provided by CEVA,
and the CEVA Administrative Expense Claim thus constitutes the actual and necessary costs of
preserving the Debtors’ estates. See 11 U.S.C. §503(b)(1)(A).
5. Accordingly, CEVA is entitled to allowance and payment of its Administrative
Expense Claim under sections 503(b)(1)(A) and 507(a)(1) of the Bankruptcy Code.
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Case 24-11217-BLS Doc 889 Filed 12/26/24 Page 5 of 6
RESERVATION OF RIGHTS
6. CEVA expressly reserves all rights, claims, remedies and defenses against the
Debtors, Wind-Down Debtor, Plan Administrator, and/or any other party in interest, whether at
law or in equity, including, without limitation, the right to amend, modify, and/or supplement this
Motion at any time for whatever reason, including, without limitation, to specify the amount of
any contingent, unmatured, and/or unliquidated claims as they become non-contingent, matured
and/or liquidated, as well as the right to request payment of any additional administrative expenses
pursuant to Section 503(b) of the Bankruptcy Code, and nothing contained in this Motion shall be
deemed a waiver, release, abridgment, alteration, modification, reduction or termination of any
such rights, claims, remedies or defenses, whether at law or in equity, that CEVA may have.
WHEREFORE, CEVA respectfully requests entry of an Order in substantially the form
attached hereto as Exhibit B: (a) allowing the Administrative Expense Claim in the full amount
of $478,810.36; (b) directing the Wind-Down Debtor and/or Plan Administrator to pay the CEVA
Administrative Expense Claim as required in the Plan and Confirmation Order; and (c) granting
such other and further relief as the Court deems just and proper.
Dated December 26, 2024 Respectfully submitted,
/s/ Michael D. DeBaecke
Michael D. DeBaecke (DE Bar No. 3186)
ASHBY & GEDDES P.A.
500 Delaware Avenue, Suite 800
Wilmington, DE 19801
Telephone: (302) 654-1888
MDeBaecke@ashbygeddes.com
and
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Case 24-11217-BLS Doc 889 Filed 12/26/24 Page 6 of 6
VORYS, SATER, SEYMOUR AND PEASE LLP
Tiffany Strelow Cobb (pro hac vice to be filed)
52 East Gay Street
Columbus, Ohio 43215
Telephone: (614) 464-8322
Facsimile: (614) 464-8322
E-mail: tscobb@vorys.com
Counsel for CEVA Freight, LLC, on behalf of itself
and affiliates, including without limitation, CEVA
International, Inc. and CEVA Contract Logistics
U.S., Inc. (formally known as CEVA Logistics U.S.,
Inc.)
{02077515;v1 } 6
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