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Vyaire - BDO Final Fee App (June to November) [Final 1.7]

Date
2025-03-05

Summary

The final fee application of BDO USA, P.C., tax accountant to the debtors, filed January 15, 2025 as Doc 933 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 seeks $1,505,329.64 in compensation and $0.00 in expenses for the period June 9, 2024 through November 14, 2024 under sections 330 and 331 of the Bankruptcy Code. It recites the firm's retention, entered August 7, 2024 at Docket No. 366, the interim compensation and fee examiner orders, and tables of prior monthly and interim applications. Exhibits break 2,796.6 hours down by project category and by professional, showing a subtotal of $1,603,446.20 less a $35,116.56 voluntary reduction and a $63,000.00 discount, at a blended rate of $538.27. The 12-page application gives a hearing date of March 5, 2025 and an objection deadline of February 5, 2025.

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Full text

                Case 24-11217-BLS              Doc 933       Filed 01/15/25         Page 1 of 12




                UAL HEARIIN 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)
                                                  )
                                                  )    Hearing Date: March 5, 2025, at 10:30 a.m. (ET)
                                                  )    Objection Deadline: February 5, 2025, at 4:00 p.m. (ET)

        FINAL FEE APPLICATION OF BDO USA P.C., TAX ACCOUNTANT TO THE
            DEBTORS AND DEBTORS IN POSSESSION, FOR ALLOWANCE OF
               COMPENSATION AND REIMBURSEMENT OF EXPENSES
          FOR THE PERIOD FROM JUNE 9, 2024 THROUGH NOVEMBER 14, 2024

Name of Applicant:                                    BDO USA, P.C.

Authorized to provide professional
services to:                                          Vyaire Medical, Inc., et al.

Date of retention:                                    August 7, 2024 (Effective as of June 9, 2024)
                                                      [Docket No. 366]

Period for which compensation
and reimbursement is sought:                          June 9, 2024 through November 14, 2024

Amount of compensation sought as
actual, reasonable and necessary:                     $1,505,329.642

Amount of expense reimbursement
sought as actual, reasonable and necessary: $0.00

This is a(n):                                         __ monthly ___ interim _X_ final application


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
  As set forth in the First Omnibus Order Awarding Interim Allowance of Compensation for Services Rendered and
Reimbursement of expenses [Docket No. 834], BDO USA, P.C. agreed to a voluntary fee reduction of $35,116.56.
This amount also reflects an additional voluntary discount of $63,000.00 being applied against BDO’s final fee
application as tax accountant to the debtors for compensation and reimbursement of expenses incurred for the period
from June 9, 2024 through November 14, 2024.
                     Case 24-11217-BLS          Doc 933        Filed 01/15/25    Page 2 of 12


Prior Interim Fee Application:

         Application Docket
                                                Interim Fee Period                Approved Fees and Expenses
         No., and Date Filed

      Docket No. 698, 11/08/24                  6/9/2024 – 8/31/2024                        $1,146,258.04


Prior Monthly Fee Applications:

                                         Requested Fees                  Approved Fees
      Monthly Application                                                                             Holdback
                                          and Expenses                   and Expenses

  Monthly Fee
                      CNO
    Period,                                          Total                        Approved
                   Docket No.      Total Fees                      Approved                         Fees Holdback
  Application                                      Expenses                       Expenses
                    and Date       Requested                       Fees (80%)                           (20%)
 Docket No., and                                   Requested                       (100%)
                      Filed
   Date Filed

   06/09/24 –
                     Docket
    06/30/24
                    No. 533       $346,930.80        $0.00         $277,544.64      $0.00            $69,386.16
 Docket No. 479
                   09/19/2024
    08/28/24

   07/01/24 –
                     Docket
    07/31/24
                    No. 591       $356,159.60        $0.00         $284,927.68      $0.00            $71,231.92
 Docket No. 512
                   10/01/2024
    09/09/24

   08/01/24 –
                     Docket
    08/31/24
                    No. 645       $478,284.20        $0.00         $382,627.36      $0.00            $95,656.84
 Docket No. 579
                   10/21/2024
    09/27/24

    09/01/24 –
                     Docket
     09/30/24
                    No. 792       $191,542.40        $0.00         $153,233.92      $0.00            $38,308.48
  Docket No. 700
                   11/22/2024
     10/31/24

    10/01/24 –
                     Docket
     10/31/24
                    No. 839       $128,876.40        $0.00         $103,101.12      $0.00            $25,775.28
  Docket No. 756
                   12/12/2024
     11/20/24

    11/01/24 –
                     Docket
     11/14/24
                    No. 920       $38,652.80         $0.00          $30,922.24      $0.00             $7,730.56
  Docket No. 841
                    1/6/2025
     12/13/24
                  Case 24-11217-BLS            Doc 933       Filed 01/15/25         Page 3 of 12




                           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)
                                                 )
                                                 )    Hearing Date: March 5, 2025, at 10:30 a.m. (ET)
                                                 )    Objection Deadline: February 5, 2025, at 4:00 p.m. (ET)

        FINAL FEE APPLICATION OF BDO USA P.C., TAX ACCOUNTANT TO THE
           DEBTORS AND DEBTORS IN POSSESSION, FOR ALLOWANCE OF
       COMPENSATION AND REIMBURSEMENT OF EXPENSES FOR THE PERIOD
                 FROM JUNE 9, 2024 THROUGH NOVEMBER 14, 2024

             BDO USA, P.C. (the “Applicant” or “BDO”), tax accountant to Vyaire Medical, Inc. and

certain of its subsidiaries, the debtors and debtors in possession in the above captioned cases

(collectively,       the     “Debtors”),        hereby       submits       this      final      fee      application

(the “Application”) pursuant to (i) sections 330 and 331 of title 11 of the United State Code,

11 U.S.C. §§ 101-1532 (the “Bankruptcy Code”), (ii) Rule 2016 of the Federal Rules of Bankruptcy

Procedure (the “Bankruptcy Rules”), (iii) 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”), (iv)

the Order (I) Establishing Procedures for Interim Compensation and Reimbursement of Expenses for

Retained Professionals and (II) Granting Related Relief [Docket No. 218] (the “Interim Compensation

Order”); and (v) the Order Appointing Fee Examiner and Establishing Related Procedures for the

Review of Fee Applications of Retained Professionals [Docket No. 690] (the “Fee Examiner Order”),2


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 otherwise defined herein shall have the meanings ascribed to such terms in the Interim
Compensation Order, the Fee Examiner Order, or the Second Amended Joint Chapter 11 Plan of Vyaire Medical, Inc.
and Its Debtor Affiliates [Docket No. 719] (the “Plan”), as applicable.
              Case 24-11217-BLS           Doc 933     Filed 01/15/25      Page 4 of 12




for allowance of compensation for services rendered and reimbursement of expenses for the period

from June 9, 2024 through November 14, 2024 (the “Final Fee Period”). In support of this Application,

Cole Schotz respectfully represents as follows:

                                       Jurisdiction and Venue

        1.      The United States District Court for the District of Delaware has jurisdiction over this

matter pursuant to 28 U.S.C. §1334, which was referred to the United States Bankruptcy Court for the

District of Delaware (the “Court”) under 28 U.S.C. § 157 and the Amended Standing Order of

Reference from the United States District Court for the District of Delaware, dated February 29, 2012.

The Debtors confirm their consent, pursuant to Local Rule 9013-1(f), to the entry of a final order by

the Court in connection with this Application to the extent that it is later determined that the Court,

absent consent of the parties, cannot enter final orders or judgments in connection herewith consistent

with Article III of the United States Constitution.

        2.      Venue is proper pursuant to 28 U.S.C. §§ 1408 and 1409.

        3.      The statutory bases for the relief sought herein are sections 330 and 331 of the

Bankruptcy Code. Such relief is also warranted under Bankruptcy Rule 2016, Local Rule 2016-2, the

Interim Compensation Order, the Fee Examiner Order, the Plan, and the Confirmation Order (as

defined herein).

                                             Background

A.      The Chapter 11 Cases

        4.      On June 9, 2024 (the “Petition Date”), Vyaire Medical, Inc. and certain of its

subsidiaries filed voluntary petitions for relief under chapter 11 of the Bankruptcy Code. The Debtors

are operating their business and managing their property as debtors in possession pursuant to sections

1107(a) and 1108 of the Bankruptcy Code.
              Case 24-11217-BLS           Doc 933      Filed 01/15/25      Page 5 of 12




        5.      On June 11, 2024, the Court entered an order authorizing the procedural consolidation

and joint administration of these chapter 11 cases pursuant to Bankruptcy Rule 1015(b) and Local Rule

1015-1. See Docket No. 84.

        6.      No request for the appointment of a trustee or examiner has been made in these chapter

11 cases.

        7.      On June 26, 2024, the Office of the United States Trustee for the District

of Delaware (the “U.S. Trustee”) appointed the Official Committee of Unsecured Creditors

(the “Committee”). See Docket No. 121.

        8.      A detailed description of the Debtors and their business, including the facts and

circumstances giving rise to the Debtors’ chapter 11 cases, is set forth in the Declaration of John Bibb,

Group Chief Executive Officer of Vyaire Medical, Inc., in Support of Chapter 11 Petitions and First

Day Motions. See Docket No. 15.

B.      The Retention of BDO

        9.      On July 9, 2024, the Debtors applied to the Court for an order authorizing the retention

and employment of BDO USA as Debtors’ tax accountant effective as of the Petition Date. See Docket

No. 238. On August 7, 2024, the Court entered an order authorizing such retention. See Docket No.

366.

C.      The Interim Compensation Order

        10.     The Interim Compensation Order sets forth the procedures for final allowance of

compensation and reimbursement of expenses in these chapter 11 cases. Specifically, the Interim

Compensation Order provides that Professionals shall file final applications for compensation and

reimbursement (collectively, the “Final Fee Applications”) by such deadline as may be established in

a confirmed chapter 11 plan or in an order of the Court. See Interim Compensation Order ¶ 2(i). All

Final Fee Applications shall comply with the applicable provisions of the Bankruptcy Code, the

Bankruptcy Rules, the Local Rules, and applicable orders of the Court. Id.
              Case 24-11217-BLS          Doc 933      Filed 01/15/25     Page 6 of 12




D.     The Plan and Confirmation Order

       11.     On November 11, 2024, the Debtors filed the Plan.

       12.     On November 14, 2024, the Court entered the 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 [Docket No. 745] (the “Confirmation Order”).

       13.     On November 27, 2024, the Debtors filed the Notice of (I) Entry of Confirmation

Order, (II) Occurrence of Effective Date, and (III) Related Bar Dates [Docket No. 810],

(the “Effective Date Notice”), and the Plan became effective in accordance with its terms.

       14.     Pursuant to the confirmed Plan, and as set forth in the Effective Date Notice, the

deadline to file final requests for payment of Professional Fee Claims is January 27, 2025

(the “Professional Fee Application Deadline”), which is the first Business Day that is sixty (60) days

after the Effective Date. All professionals must file final requests for payment of Professional Fee

Claims by no later than the Professional Fee Application Deadline to receive final approval of the fees

and expenses incurred in these Chapter 11 Cases.

                                          Relief Requested

       15.     By this Application, and pursuant to the Interim Compensation Order, the Plan, and

section 331 of the Bankruptcy Code, BDO is seeking compensation in the amount of $1,505,329.64 in

fees for professional services rendered by BDO during the Final Fee Period. This amount is derived

solely from the applicable hourly billing rates of BDO personnel who rendered such services to the

Debtors. In addition, BDO is seeking reimbursement of expenses incurred during the Final Fee Period

in the amount of $0.00.
               Case 24-11217-BLS             Doc 933    Filed 01/15/25      Page 7 of 12




                                     Reasonable and Necessary Services

        16.      Professionals of BDO expended a total of 2,796.6 hours in connection with this matter

during the Final Fee Period.

        17.      The services for which BDO seeks compensation were, at the time rendered, necessary

for, beneficial to and in the best interests of, the Debtors and the Debtors’ estates. The services

rendered were consistently performed in a timely manner commensurate with the complexity,

importance and nature of the issues involved. In accordance with the factors enumerated in section

330 of the Bankruptcy Code, it is respectfully submitted that the amount requested by Applicant is fair

and reasonable given (a) the complexity of these cases, (b) the time expended, (c) the nature and extent

of the services rendered, (d) the value of such services, and (e) the costs of comparable services other

than in a case under this title.

                                                  Notice

        18.      BDO will provide notice and serve this Application on the Application Recipients (as

defined and set forth in the Interim Compensation Order) and the Fee Examiner. In light of the nature

of the relief requested in this Application, BDO submits that no other or further notice is required.

                                             No Prior Request

        19.      No prior request for the relief sought in the Application has been made to this or any

other court.

                                   Certification of Compliance and Waiver

        20.      The undersigned representative of BDO certifies that he has reviewed the requirements

of Local Rule 2016-2, and that the Application substantially complies with that Local Rule. To the

extent that the Application does not comply in all respects with the requirements of Local Rule 2016-

2, BDO believes that such deviations are not material and respectfully requests that any such

requirements be waived.
                Case 24-11217-BLS             Doc 933       Filed 01/15/25        Page 8 of 12




                                                  Conclusion

        WHEREFORE, BDO respectfully requests the Court enter an order (a) approving the

Application; (b) awarding BDO compensation for the Final Fee Period in the amount of $1,505,329.643

and reimbursement for actual and necessary expenses in the amount of $0.00; (c) authorizing the

payment of such sums to BDO requested in the Application; and (d) granting such other and further

relief as the Court may deem just and proper.




Dated: January 15, 2025
                                                Kevin Wilkes
                                                Tax Principal, Transaction Advisory Services
                                                BDO USA, P.C.
                                                200 Ottawa Avenue NW, Suite 300
                                                Grand Rapids, MI 49503
                                                kwilkes@bdo.com
                                                Telephone: 616-774-7000
                                                Facsimile:616-776-3680

                                                Tax Accountant for the Debtors and Debtors-in-
                                                Possession




3
  As set forth in the First Omnibus Order Awarding Interim Allowance of Compensation for Services Rendered and
Reimbursement of expenses [Docket No. 834], BDO USA, P.C. agreed to a voluntary fee reduction of $35,116.56.
This amount also reflects an additional voluntary discount of $63,000.00 being applied against BDO’s final fee
application as tax accountant to the debtors for compensation and reimbursement of expenses incurred for the period
from June 9, 2024 through November 14, 2024.
                       Case 24-11217-BLS            Doc 933       Filed 01/15/25       Page 9 of 12


                                          VYAIRE MEDICAL, INC., ET AL.

                             BUDGET AND BILLING BY PROJECT CATEGORY
                               JUNE 9, 2024 THROUGH NOVEMBER 14, 2024

           Project Category                                                               Total         Total Fees
                                                                                         Hours
           Federal Income Tax Returns/Extensions                                          807.4       $320,374.80
           Unclaimed Property                                                               0.6            374.40
           Fee Apps and Retention                                                         268.9        132,348.40
           Administrative                                                                   0.7            386.40
           State Income Tax Returns/Extensions                                            317.4        125,643.20
           Schedule M                                                                      45.3         18,452.40
           Transfer Pricing                                                                11.3          8,936.40
           Tax Consulting                                                               1,345.0        996,930.20
                                                             Sub-Total:                 2,796.6     $1,603,446.20
                Voluntary Reduction Agreed to With U.S. Trustee and Fee
                                                                                                        -35,116.56
                                                             Examiner:
                                                   Voluntary Discount:                                -63,000.001
                                        TOTAL WITH REDUCTIONS:                          2,796.6     $1,505,329.64




1
  The $63,000.00 is a voluntary discount being applied against BDO’s final fee application as tax accountant to the debtors for
compensation and reimbursement of expenses incurred for the period from June 9, 2024 through November 14, 2024.
           Case 24-11217-BLS     Doc 933     Filed 01/15/25   Page 10 of 12




                    SUMMARY OF BILLING BY PROFESSIONAL
                    JUNE 9, 2024 THROUGH NOVEMBER 14, 2024

Professional           Position                      Hours    Hourly Rate       Amount
Doug Bekker            Partner, NTO                     7.1     $1,150.00      $8,165.00
Michael Masciangelo    Principal, CTS                  16.4      1,150.00      18,860.00
Todd Simmens           Principal, CTS                   1.0      1,150.00       1,150.00
Janet Schabhutl        Managing Director, NTO           0.5      1,008.00         504.00
Doug Chestnut          Managing Director, NTO          25.4        987.97      25,094.40
Rich Liebman           Managing Director, NTO         323.7        988.32     319,920.00
Zach Meyers            Managing Director, NTO           2.7        782.81       2,113.60
Cathy Stopyra          Managing Director, NTO           0.3        960.00         288.00
Kevin Wilkes           Principal, TAS                 118.4        960.00     113,664.00
Annie Lee              Principal, ITS                  38.1        801.52      30,538.00
Connie Cunningham      Principal, CTS                   1.7        820.00       1,394.00
Keith Mannor           Principal, CTS                   3.9        814.87       3,178.00
Micscha van der Kamp   Principal, Transfer Pricing      1.4        820.00       1,148.00
Kevin Ainsworth        Principal, CTS                   2.5        780.00       1,950.00
Jesal Patel            Managing Director, Transfer      1.7        760.00       1,292.00
                       Pricing
Kate Pascuzzi          Managing Director, Tax           0.9        704.00        633.60
                       Controversy
Randi Miller           Managing Director, CTS          66.5        690.56      45,922.00
Eric Tal               Senior Manager, TAS              0.5        680.00         340.00
Lucy Germano           Director, TAS                   35.7        699.83      24,984.00
Sara Anderson          Senior Manager, Transfer         4.6        656.00       3,017.60
                       Pricing
Greg Poci              Experienced Manager, SALT     110.0         603.27      66,360.00
Jesse Hooker           Manager, TAS                   38.2         551.38      21,062.80
Alina Pierce           Manager, TAS                  580.2         640.00     371,328.00
Sue Bazzy              Senior Manager, ITS            52.8         624.00      32,947.20
Tim Goodyear           Senior Manager, SALT            0.6         624.00         374.40
John Gifford           Senior Manager, ASC740        104.5         602.82      62,994.40
Hannah Hobson          Experienced Senior, TAS       266.6         552.00     147,163.20
Melody Song            Experienced Senior, TAS        37.3         552.00      20,589.60
Nicole Roche           Manager, NTO                    5.7         530.74       3,025.20
Ryan Keating           Senior, TAS                    16.9         484.00       8,179.60
Bianca Pappalardo      Senior, TAS                     7.5         484.00       3,630.00
Eddie Mason            Experienced Senior, NTO        83.8         454.26      38,067.20
Dante Petrone          Experienced Senior, ITS       104.3         452.76      47,222.80
Nick Zavis             Senior, SALT                   43.3         288.61      12,496.80
Jon Morici             Experienced Senior, CTS        72.8         332.40      24,198.40
Kelsee Schofield       Senior, SALT                   89.5         235.93      21,115.60
Ryan Lilly             Experienced Associate, SALT   141.1         261.80      36,940.40
Kassandra Gillis       Experienced Associate, ITS     58.6         272.00      15,939.20
Miranda McBride        Associate, Transfer Pricing     2.0         272.00         544.00
Maxwell Kueppers       Associate, Transfer Pricing     0.5         260.00         130.00
Bryce Bertler          Associate, ITS                 32.4         248.00       8,035.20
Djan Hinov             Associate, SALT                11.9         248.00       2,951.20
               Case 24-11217-BLS             Doc 933        Filed 01/15/25        Page 11 of 12




    Tom O'Callaghan         Associate, CTS                   15.4                       232.00         3,572.80
    Jared Schierbaum        Senior Associate, BRS            55.9                       220.00        12,298.00
    Emmitt Karrels          Intern, ITS                     119.3                       180.00        21,474.00
    Blake Peiffer           Intern, ITS                      92.5                       180.00        16,650.00
                                               Sub-Total: 2,796.6                                 $1,603,446.20
     Voluntary Reduction Agreed to With U.S. Trustee and                                             -35,116.56
                                           Fee Examiner:
                                      Voluntary Discount:                                           -63,000.001
                         TOTAL WITH REDUCTIONS: 2,796.6                                           $1,505,329.64
                                                    Blended Rate:                      $538.27




1
   The $63,000.00 is a voluntary discount being applied against BDO’s final fee application as tax accountant to the
debtors for compensation and reimbursement of expenses incurred for the period from June 9, 2024 through November
14, 2024.
Case 24-11217-BLS   Doc 933    Filed 01/15/25   Page 12 of 12


            VYAIRE MEDICAL, INC., ET AL.

    SUMMARY OF BILLING BY EXPENSE CATEGORY
      JUNE 9, 2024 THROUGH NOVEMBER 14, 2024

         There are No Expenses for Final Fee Period


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