UNITED STATES BANKRUPTCY COURT DISTRICT OF

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UNITED STATES BANKRUPTCY COURT
DISTRICT OF DELAWARE
In re:
PRONERVE HOLDINGS, LLC, et al.,1
Debtors.
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Chapter 11
Case No. 15-10373 (KJC)
(Jointly Administered)
Related Docket Nos.: 16, 17, and 38
Hearing Date: 3/11/2015 at 11:00 a.m. (ET)
Objection Deadline: 3/10/2015 at 12:00 p.m. (ET)
NOTICE OF BID PROCEDURES HEARING
PLEASE TAKE NOTICE that, on February 24, 2015, the above-captioned
debtors and debtors in possession (collectively, the “Debtors”) filed the (i) Debtors’ Motion for
Entry of (A) a Bidding Procedures Order (I) Approving the Bidding Procedures, (II)
Ratifying the Sellers’ Entry into the Stalking Horse Agreement, (III) Authorizing the
Payment of Stalking Horse Protections, (IV) Setting the Dates for the Bid Deadline,
Auction (if Needed) and Sale Approval Hearing, (V) Establishing Notice Procedures and
Approving Forms of Notice, (VI) Approving Procedures Related to the Assumption and
Assignment of Executory Contracts and Unexpired Leases and (VII) Authorizing the
Sellers to File the Confidential Schedules Under Seal; and (B) a Sale Order (I) Approving
the Sale of the Sellers’ Assets Outside the Ordinary Course of Business, (II) Authorizing
the Sale Free and Clear of all Liens, Claims and Interests, (III) Approving the Stalking
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The Debtors, together with the last four digits of each Debtor’s federal tax identification number, are:
ProNerve Holdings, LLC (1653); ProNerve, LLC (2155); Boulder Intraoperative Monitoring, LLC (9147); Colorado
Intraoperative Monitoring, LLC (5837); Denver South Intraoperative Monitoring, LLC (3164); Eugene
Intraoperative Monitoring, LLC (0718); ProNerve Technologies, LLC (1814); Riverside Intraoperative Monitoring,
LLC (6963); and Topeka Intraoperative Monitoring, LLC (6151). The location of the Debtors’ corporate
headquarters and the service address for all Debtors is 7600 E. Orchard Road, Suite 200 N, Greenwood Village,
Colorado 80111.
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Horse Agreement; (IV) Approving the Assumption and Assignment of Certain Executory
Contracts and Unexpired Leases; and (V) Granting Related Relief [Docket No. 16] (the
“Sale Motion”); and (ii) Debtors’ Motion for Order Expediting Consideration of, and
Shortening the Notice Period Applicable to, the Bid Procedures and Bid Protections
Component of Debtors’ Sale Motion [Docket No. 17] (the “Motion to Shorten Notice”).
PLEASE TAKE FURTHER NOTICE that, on February 26, 2015, following a
hearing to consider the Motion to Shorten Notice, the United States Bankruptcy Court for the
District of Delaware (the “Bankruptcy Court”) entered the Order Expediting Consideration of,
and Shortening the Notice Period Application to, the Bid Procedures and Bid Protections
Component of Debtors’ Sale Motion [Docket No. 38] (the “Order Shortening Notice”). Copies
of the Sale Motion, the Motion to Shorten Notice and the Order Shortening Notice are served
upon you herewith.
PLEASE TAKE FURTHER NOTICE that, pursuant to the Order Shortening
Notice, a hearing to consider solely the bidding, auction process, and related procedural aspects
(the “Bid Procedures”) of the Sale Motion will be held on March 11, 2015 at 11:00 a.m.
(Eastern Time) before the Honorable Judge Kevin J. Carey, United States Bankruptcy Judge, in
the Bankruptcy Court, 824 N. Market Street, 5th Floor, Courtroom #5, Wilmington, Delaware
19801.
PLEASE TAKE FURTHER NOTICE that any objection or other response
(collectively, “Objections”) to the entry of an order approving the Bid Procedures must be filed
on or before March 10, 2015 at 12:00 p.m. (noon) (Eastern Time) (the “Objection Deadline”)
with the Clerk of the Bankruptcy Court, 824 N. Market Street, 3rd Floor, Wilmington, Delaware
19801. At the same time, you must serve a copy of the Objection upon the following parties so
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as to be actually received on or before the Objection Deadline: (i) proposed co-counsel to the
Debtors, McDermott Will & Emery LLP, 340 Madison Avenue, New York, New York 101731922 (Attention: Timothy W. Walsh and Darren Azman); (ii) proposed co-counsel to the
Debtors, Pepper Hamilton LLP, Hercules Plaza, Suite 5100, 1313 Market Street, P.O. Box 1709,
Wilmington, Delaware 19899-1709 (Attention: Donald J. Detweiler and John H. Schanne);
(iii) the Office of the United States Trustee for the District of Delaware, 884 King Street, Suite
2207, Lockbox 35, Wilmington, DE 19801 (Attention: Tiiara N.A. Patton); (iv) counsel to
SpecialtyCare IOM Services, LLC, Weil, Gotshal & Manges LLP, 767 Fifth Avenue, New York,
New York, 10153 (Attention: Debra Dandeneau); and (v) any proposed counsel to any official
committee appointed in these Chapter 11 Cases pursuant to section 1102 of the Bankruptcy
Code.
IF YOU FAIL TO RESPOND TO THE SALE MOTION IN ACCORDANCE
WITH THIS NOTICE, THE COURT MAY GRANT THE RELIEF REQUESTED IN THE BID
PROCEDURES COMPONENT OF THE SALE MOTION WITHOUT FURTHER NOTICE OR
OPPORTUNITY FOR A HEARING.
Dated: February 26, 2015
Wilmington, Delaware
Respectfully submitted,
/s/ John H. Schanne II
PEPPER HAMILTON LLP
Donald J. Detweiler (DE No. 3087)
John H. Schanne II (DE No. 5260)
Hercules Plaza, Suite 5100
1313 Market Street
P.O. Box 1709
Wilmington, Delaware 19899-1709
Telephone:
(302) 777-6500
Facsimile:
(302) 421-8390
Email:
detweilerd@pepperlaw.com
schannej@pepperlaw.com
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MCDERMOTT WILL & EMERY LLP
Timothy W. Walsh (admitted pro hac vice)
Darren Azman (admitted pro hac vice)
340 Madison Avenue
New York, New York 10173-1922
Telephone:
(212) 547-5400
Facsimile:
(212) 547-5444
Email:
twwalsh@mwe.com
dazman@mwe.com
Proposed Counsel to the Debtors and Debtors in
Possession
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