Vyaire - MWE Second Interim and Final Fee Application
- Date
- 2025-01-24
Summary
Doc 972-2, filed January 24, 2025 in In re Vyaire Medical, Inc., et al., Case No. 24-11217 (BLS), jointly administered Chapter 11 cases in the U.S. Bankruptcy Court for the District of Delaware, is Exhibit A, the certification of a McDermott Will & Emery LLP partner supporting the firm's Final Fee Application as counsel to the Official Committee of Unsecured Creditors. It states the application substantially complies with Local Rule 2016-2 and answers the U.S. Trustee Guidelines questions, including a 15% discount on monthly invoices and 16.7 hours, totaling $29,225.00, for reviewing time entries. Exhibit 1 is a staffing plan of 28 timekeepers at an average rate of $1,139. Exhibit 2 compares budgeted and billed hours by matter, totaling 1,865.9 hours and $2,586,595.50. Exhibit 3 compares blended hourly rates of $1,386 for the Committee and $1,250 for non-bankruptcy work.
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Case 24-11217-BLS Doc 972-2 Filed 01/24/25 Page 1 of 8
EXHIBIT A
Azman Certification
Case 24-11217-BLS Doc 972-2 Filed 01/24/25 Page 2 of 8
IN THE UNITED STATES BANKRUPTCY COURT
FOR THE DISTRICT OF DELAWARE
) Chapter 11
In re: )
) Case No. 24-11217 (BLS)
VYAIRE MEDICAL, INC., et al.,1 )
) (Jointly Administered)
Debtors. )
)
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 Second Interim
and Final Fee Application of McDermott Will & Emery LLP, Counsel to the Official Committee of Unsecured
Creditors, for Allowance of Compensation and Reimbursement of Expenses for (I) the Interim Period From
September 1, 2024 Through November 14, 2024; (II) the Case Period From June 28, 2024 Through November
14, 2024; (III) The Post-Confirmation Period From November 15, 2024 Through November 27, 2024; and
(IV) The Post-Effective Date Period From November 28, 2024 Through January 22, 2025 (the “Final Fee
Application”).
Case 24-11217-BLS Doc 972-2 Filed 01/24/25 Page 3 of 8
3. I have reviewed the Final 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 Final Fee Application substantially complies with that Local Rule. To the extent that the
Final 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 Case 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 Final Fee Application did not exceed the fees
budgeted for the time period covered by the application by 10% or
more.
2
Case 24-11217-BLS Doc 972-2 Filed 01/24/25 Page 4 of 8
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 Final Fee Application includes 16.7 hours, totaling $29,225.00, 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 Final Fee Application includes 16.7 hours, totaling
$29,225.00, 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 Final 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
3
Case 24-11217-BLS Doc 972-2 Filed 01/24/25 Page 5 of 8
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
January 24, 2025
MCDERMOTT WILL & EMERY LLP
/s/ Darren Azman
Darren Azman
4
Case 24-11217-BLS Doc 972-2 Filed 01/24/25 Page 6 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.
Number of Average Hourly
Position
Timekeepers Rate
Partners 10 $1,631
Counsel 1 $1,395
Associates 10 $1,099
Paralegals 3 $603
Other Professionals 4 $353
Total 28 $1,139
Case 24-11217-BLS Doc 972-2 Filed 01/24/25 Page 7 of 8
EXHIBIT 2
Budget and Compensation Summary by Matter
June 28, 2024 through November 14, 2024
# Matter Hours Compensation ($)
Budgeted Budgeted
Billed Billed1
Low High Low High
B110 Case Administration 50 100 105.1 $60,000 $120,000 $127,780.50
B130 Asset Disposition 200 400 335.7 $240,000 $480,000 $482,633.50
Meetings/Communications with
B150 100 200 190.4 $120,000 $240,000 $269,075.00
Creditors
B155 Court Hearings 50 100 66.9 $60,000 $120,000 $97,417.50
B160 Fee/Employment Applications 100 200 143.8 $120,000 $240,000 $216,978.00
B185 Assumption/Rejection of Leases 10 20 0.8 $12,000 $24,000 $1,228.50
B190 Contested Matters 400 600 546.6 $480,000 $720,000 $700,276.50
B195 Non-Working Travel 10 20 3.2 $12,000 $24,000 $5,600.00
B230 Financing/Cash Collateral 100 200 178.8 $120,000 $240,000 $241,380.50
B310 Claims Administration 10 20 1.7 $12,000 $24,000 $2,875.00
B320 Plan/Disclosure Statement 200 400 293.0 $240,000 $480,000 $441,350.50
Total 1,230 2,260 1,865.9 $1,476,000 $2,712,000 $2,586,595.50
1
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 972-2 Filed 01/24/25 Page 8 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 November 14, 2024 (the “Case Period”), was in the aggregate, approximately
$1,250 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 Case Period was approximately $1,386 per hour (the
“Committee Blended Hourly Rate”).2 The following is a comparison of these rates:
Committee Blended Non-Bankruptcy Blended
Position
Hourly Rate Hourly Rate
Partners $1,662 $1,655
Counsel $1,395 $1,495
Associates $1,086 $1,070
Paralegals $527 $470
All Positions $1,386 $1,250
1
McDermott calculated the Non-Bankruptcy Blended Hourly Rate by dividing the total dollar amount billed
during the Case 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
Case 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 Case Period is $1,178.
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