DEBTOR’S APPLICATION FOR AN ORDER, ON AN INTERIM AND …
Transcript of DEBTOR’S APPLICATION FOR AN ORDER, ON AN INTERIM AND …
1 LAW OFFICES OF MELAND RUSSIN & BUDWICK, P.A.
3200 SOUTHEAST FINANCIAL CENTER, 200 SOUTH BISCAYNE BOULEVARD, MIAMI, FLORIDA 33131 • TELEPHONE (305) 358-6363
UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF FLORIDA
Miami Division www.flsb.uscourts.gov
In re: MIAMI INTERNATIONAL MEDICAL CENTER, LLC1 Case No. 18-12741-LMI d/b/a THE MIAMI MEDICAL CENTER, Chapter 11 Debtor. /
DEBTOR’S APPLICATION FOR AN ORDER, ON AN INTERIM AND FINAL BASIS, AUTHORIZING THE EMPLOYMENT OF BARRY E. MUKAMAL, CPA AND
KAPILAMUKAMAL AS ACCOUNTANTS NUNC PRO TUNC TO PETITION DATE
(Expedited Hearing Requested - preferably on March 19th
along with other matters pending)
Miami International Medical Center, LLC d/b/a The Miami Medical Center (the
“Debtor”), by and through undersigned counsel, hereby submits this application (the
“Application”) seeking entry of an order of the Court on an interim and final basis, pursuant to
§§327(a) and 328(a) of Title 11 of the United States Code, Rules 2014(a) and 2016 and Rules
2014-1 and 2016-1 of the Local Rules for the United States Bankruptcy Court for the Southern
District of Florida, authorizing the employment and retention of Barry E. Mukamal, CPA and
KapilaMukamal, Certified Public Accountants (collectively, “KM”) as accountants for the
Debtor, nunc pro tunc to the commencement of this chapter 11 case, March 9, 2018. In support
of the Application, the Debtor respectfully represents as follows:
I. Jurisdiction and Venue
1. This Court has jurisdiction over this Motion pursuant to 28 U.S.C. §§ 157 and
1334. This is a core proceeding pursuant to 28 U.S.C. § 157.
2. Venue is proper in this District pursuant to 28 U.S.C. §§ 1408 and 1409.
1The Debtor’s current mailing address is 5959 NW 7 St, Miami, FL 33126 and its EIN ends 4362.
Case 18-12741-LMI Doc 29 Filed 03/13/18 Page 1 of 23
2 LAW OFFICES OF MELAND RUSSIN & BUDWICK, P.A.
3200 SOUTHEAST FINANCIAL CENTER, 200 SOUTH BISCAYNE BOULEVARD, MIAMI, FLORIDA 33131 • TELEPHONE (305) 358-6363
3. The bases for the relief requested herein are sections 327(a), 328(a) and 330 of
title 11 of the United States Code (the “Bankruptcy Code”), Rules 2014(a) and 2016 of the
Federal Rules of Bankruptcy Procedure (the “Bankruptcy Rules”) and Rule 2014-1 and 2016-1
of the Local Rules for the United States Bankruptcy Court for the Southern District of Florida
(the “Local Rules”).
II. Background
4. On March 9, 2018 (the “Petition Date”), the Debtor filed a voluntary petition
under Chapter 11 of the United States Bankruptcy Code.
5. The Debtor is operating its business and managing its affairs as a debtor in
possession pursuant to 11 U.S.C. §§ 1107(a) and 1108.
6. The Debtor is a regional acute care hospital that provided a limited suite of
medical services from its opening in February 2016 until it voluntarily requested conversion of
its operating license to inactive status from the State of Florida Agency for Health Care
Administration (AHCA) in October 2017. Since its shutdown in October 2017, the Debtor has
not had any patients under its care.
7. No trustee, examiner, or statutory committee has been appointed.
III. Relief Requested
8. The Debtor desires to employ KM as accountants in this Chapter 11 case. It is
essential that the Debtor employ accountants to assist it in tax compliance filings and other
financial matters. The Debtor has selected KM because of its extensive experience and expertise
in bankruptcy and related matters.
9. The Debtor seeks to employ KM to render the following professional services to
the Debtor:
Case 18-12741-LMI Doc 29 Filed 03/13/18 Page 2 of 23
3 LAW OFFICES OF MELAND RUSSIN & BUDWICK, P.A.
3200 SOUTHEAST FINANCIAL CENTER, 200 SOUTH BISCAYNE BOULEVARD, MIAMI, FLORIDA 33131 • TELEPHONE (305) 358-6363
a) Preparing or reviewing the monthly operating reports required by the
bankruptcy court, as requested by Debtor;
b) Preparing or reviewing the financial budgets, projections, project cost and
profitability estimates, as requested by Debtor;
c) Providing assistance in developing or reviewing plans of reorganization or
disclosure statements, including tax ramifications, as requested by Debtor;
d) Other bankruptcy related issues to facilitate a Plan of Reorganization, as
requested by Debtor;
e) Tax compliance filings and matters, as requested by Debtor; and
f) Review and analyze the reporting of any DIP financing arrangements and
budgets, as requested by Debtor.
10. The Debtor is also seeking, by separate applications, to engage the following
accounting firms in this case as follows:
a) Alex Binelo is the CPA and Morrison, Brown, Agriz &Farra, LLC to
perform the limited function of preparing the 2017 Independent Audit.
b) Kevin E. Cook, CPA and BKD, LLP to prepare the Debtor’s IRS Form
1065 and related schedule K-1’s.
11. To the best of the Debtor’s knowledge, the partners, accountants and associates of
KM do not have any connection with, or any interest adverse to, the Debtor, its creditors, or any
other party in interest, or its respective attorneys and accountants, except as set forth in the
Declaration of Barry E. Mukamal, CPA (the “Declaration2”) attached hereto as Exhibit A.
2 Dated January 5, 2016, and made in connection with the 2016 chapter 11 proceedings.
Case 18-12741-LMI Doc 29 Filed 03/13/18 Page 3 of 23
4 LAW OFFICES OF MELAND RUSSIN & BUDWICK, P.A.
3200 SOUTHEAST FINANCIAL CENTER, 200 SOUTH BISCAYNE BOULEVARD, MIAMI, FLORIDA 33131 • TELEPHONE (305) 358-6363
12. Based upon the Declaration, the Debtor submits that KM is a “disinterested
person” as such term in defined in Bankruptcy Code section 101(14), as modified by Bankruptcy
Code 1107(b).
13. KM intends to apply to the Court for allowances of compensation and
reimbursement of out-of-pocket expenses incurred after the Petition Date in connection with this
Chapter 11 case on an hourly basis, subject to Court approval and in accordance with the
applicable provisions of the Bankruptcy Code, the Bankruptcy Rules, the Local Rules, the
guidelines established by the United States Trustee for the Southern District of Florida (the
“Guidelines”) and any further orders of this Court.
14. KM received a retainer from the Debtor in the amount of $15,000 on February 16,
2018 (the “Advance”), which was deposited into the trust account of KM. Prior to the Petition
Date, KM applied the Advance toward payment of its prepetition fees and expenses incurred by
KM. On the Petition Date, KM possessed $12,449.80 as a post-petition retainer.
15. Pursuant to Local Rule 2014-1(A), a copy of the executed Legal Representation
Agreement is attached as Exhibit B.
Basis for Relief Requested
16. Pursuant to this Application, the Debtor seeks entry of an order authorizing the
employment and retention of KM as accountants for the Debtor effective as of the Petition Date,
pursuant to Bankruptcy Code sections 327(a) and 330, Bankruptcy Rules 2014(a) and 2016 and
Local Rules 2014-1 and 2016-1. Pursuant to Bankruptcy Code section 328(a), the Debtor further
requests that the Court approve the retention of KM under a general retainer, as its accountants,
in accordance with KM’s normal hourly rates in effect at the time services are rendered and
normal reimbursement policies.
Case 18-12741-LMI Doc 29 Filed 03/13/18 Page 4 of 23
5 LAW OFFICES OF MELAND RUSSIN & BUDWICK, P.A.
3200 SOUTHEAST FINANCIAL CENTER, 200 SOUTH BISCAYNE BOULEVARD, MIAMI, FLORIDA 33131 • TELEPHONE (305) 358-6363
Authority for Relief Requested
17. The Debtor seeks retention of KM as its accountants pursuant to Bankruptcy Code
section 327(a), which provides that a debtor, subject to Court approval:
[M]ay employ one or more attorneys, accountants, appraisers, auctioneers, or other professional persons, that do not hold or represent an interest adverse to the estate, and that are disinterested persons, to represent or assist the [debtor] in carrying out the [debtor]’s duties under this title.
11 U.S.C. § 327(a).
18. The Debtor seeks retention of KM under a general retainer pursuant to
Bankruptcy Code section 328(a), which provides that a debtor, subject to Court approval:
[May] employ or authorize the employment of a professional person under section 327 or 1103 of this title, as the case may be, on any reasonable terms and conditions of employment, including on a retainer, on an hourly basis, on a fixed or percentage fee basis, or on a contingent fee basis.
11 U.S.C. § 328(a)
19. Bankruptcy Rule 2014(a) requires that an application for retention include:
[S]pecific facts showing the necessity for the employment, the name of the [firm] to be employed, the reasons for the selection, the professional services to be rendered, any proposed arrangement for compensation, and, to the best of the applicant’s knowledge, all of the [firm’s] connections with the debtor, creditors, any other party in interest, their respective attorneys and accountants, the United States trustee, or any person employed in the office of the United States trustee.
Fed. R. Bankr. P. 2014.
20. The Debtor submits that for all the reasons stated above and in the Declaration,
the retention of KM as accountants to the Debtor is warranted. Further, as stated in the
Declaration, KM is a “disinterested person” within the meaning of Bankruptcy Code section
101(14), as required by Bankruptcy Code section 327(a), and does not hold or represent an
interest adverse to the Debtor’s estate and has no connection to the Debtor, its creditors or its
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6 LAW OFFICES OF MELAND RUSSIN & BUDWICK, P.A.
3200 SOUTHEAST FINANCIAL CENTER, 200 SOUTH BISCAYNE BOULEVARD, MIAMI, FLORIDA 33131 • TELEPHONE (305) 358-6363
related parties except as may be disclosed in the Declaration. Accordingly, the retention of KM
as accountants to the Debtor should be approved.
21. Moreover, delay in obtaining approval of KM’s retention until a final hearing is
scheduled will cause immediate and irreparable harm to the Debtor inasmuch as the Debtor must
have W-2s, 1099s and K-1s timely prepared and delivered. As such, the Debtor seeks entry of an
order, on an interim basis, approving the retention of KM and scheduling a final hearing to
consider the Application.
WHEREFORE, the Debtor respectfully requests entry of an order in the form attached
hereto as Exhibit C (i) authorizing the employment and retention of Barry E. Mukamal, CPA
and KapilaMukamal, Certified Public Accountants, as accountants to the Debtor in this chapter
11 case, nunc pro tunc to the Petition Date, on a general retainer, pursuant to 11 U.S.C. §§ 327,
328 and 330; (ii) scheduling a final hearing on the Application; and (iii) granting such other and
further relief as the Court deems just and proper.
Dated: March 13, 2018.
s/ Peter D. Russin Peter D. Russin, Esquire Florida Bar No. 765902 [email protected] Daniel N. Gonzalez, Esquire Florida Bar No. 592749 [email protected] MELAND RUSSIN & BUDWICK, P.A. 3200 Southeast Financial Center 200 South Biscayne Boulevard Miami, Florida 33131 Telephone: (305) 358-6363 Telecopy: (305) 358-1221 Proposed Attorneys for Debtor
Case 18-12741-LMI Doc 29 Filed 03/13/18 Page 6 of 23
7 LAW OFFICES OF MELAND RUSSIN & BUDWICK, P.A.
3200 SOUTHEAST FINANCIAL CENTER, 200 SOUTH BISCAYNE BOULEVARD, MIAMI, FLORIDA 33131 • TELEPHONE (305) 358-6363
CERTIFICATE OF SERVICE
I HEREBY CERTIFY that a true and correct copy of the foregoing was served on
March 13, 2018, via the Court’s Notice of Electronic Filing on those parties listed on the
attached Exhibit 1.
s/ Peter D. Russin Peter D. Russin, Esquire
Case 18-12741-LMI Doc 29 Filed 03/13/18 Page 7 of 23
EXHIBIT A
UNITED STATES BANKRUPTCY COURT
SOUTHERN DISTRICT OF FLORIDA
Miami Division
vAvw.flsb.uscourts.gov
In re:
1 Case No. 18- 12741-LMi
Chapter 1 1MIAMI INTERNATIONAL MEDICAL CENTER, LLC
d/b/a THE MIAMI MEDICAL CENTER,
Debtor.
AFFIDAVIT OF ACCOUNTANT
)STATE OF FLORIDA
)COUNTY OF BROWARD
Barry E. Mukamal, being duly sworn, states:
I am a duly licensed certified public accountant in the state of Florida and a1.
partner in the independent public accounting firm of KapilaMukamal ("AM"), 1000 South
Federal Highway, Suite 200, Fort Lauderdale, FL 33316. I am familiar with the matters set forth
herein and make this affidavit in support of the application for approval of KM as accountants
for the Debtor.
2. I am a founding partner of KM, together with Soneet R. Kapila.
The Debtor has requested KM to represent it for the reasons stated in the said3.
application.
4. While employed by the Debtor, KM will not represent any other entity having an
adverse interest in connection with the case and we are disinterested persons as required by 1 1
U.S.C. § 327(a). To the best of my knowledge, KM does not have nor has it had any connection
with the Debtor, its affiliates, creditors and any of their attorneys or accountants in matters
'The Debtor's current mailing address is 5959 NW 7 St, Miami, FL 33 126 and its EIN ends 4362.
1
EXHIBIT A
Case 18-12741-LMI Doc 29 Filed 03/13/18 Page 8 of 23
related to this case or with any person employed in the office of the U.S. Trustee, as required by
Fed.R.Bankr.P. 2014 except as set forth below.
5. Barry E. Mukamal is a member of the Chapter 7 Panel of Trustees in the Southern
District of Florida. Soneet R. Kapila, a partner of the accounting firm of KM, is also a member
of the Chapter 7 Panel of Trustees in the Southern District of Florida. Should I or the firm
become notified of any conflicts asserted by a party with which the firm has a relationship, I will
notify this Court immediately.
As part of its practice, KM appears in cases, proceedings, and transactions
involving many different creditors, shareholders, attorneys, accountants, financial consultants,
investment bankers, and other entities, some of which may be or may represent claimants and
6.
parties in interest in this case. KM has a widespread practice in insolvency and bankruptcy
matters and I and the Firm participate in numerous cases in both the federal and state courts
involving different professionals, including attorneys, accountants and financial consultants.
Some of the professionals may represent parties-in-interest in this case. However, I am not
advising any such entity and/or professional in connection with this Chapter 7 proceeding nor do
I have a relationship with any such entity or professional which is adverse to the Debtor, its
creditors or the estate.
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]
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Case 18-12741-LMI Doc 29 Filed 03/13/18 Page 9 of 23
KM is otherwise well-qualified to serve as accountants for the Debtor for the7.
KM has been retained as accountants and financial consultants to renderpurpose required.
professional services to trustees, debtors, creditors, creditors' committees and others in numerous
bankruptcy matters. Barry E. Mukamal is a CPA, CFE and CFF. He is also Accredited in
Business Valuation (ABV) and a Personal Financial Specialist (PFS).
FURTHER AFFIANT SAYETH NAUGHT.
V
Barry E. Mpkafhal, C.P.A.
Sworn to and Subscribed before me on
JULIET ZAMORAFebruary 20, 2018.MY COMMISSION II PP244165
EXPIRES: June 24, 2019
Notary Public/State of Florida
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Case 18-12741-LMI Doc 29 Filed 03/13/18 Page 10 of 23
KapUa/MukamalCPAs, Forensic and insolvency Advisors
January 30, 2018
Mr. Jeffrey S. Mason,
Chief Administrative OfficerMiami International Medical Center, LLC
c/o Meland Rusin Budwick
3200 Southeast Financial Center
200 South Biscayne Blvd.Miami, FL 33131
Re: Miami International Medical Center, LLC ("Client")
Dear Mr. Mason:
This letter constitutes a retainer agreement ("Agreement") between Meland Rusin
Budwick ("Counsel"), as counsel for Miami International Medical Center, LLC ("Client", or
"Debtor") and KapilaMukamal, LLP ("KM"), Certified Public Accountants as financial
advisors to the Debtor under which we will provide such litigation support and bankruptcy
consulting services as you may require in connection with the above-mentionedbankruptcy.
We understand that you have authority to retain KM to work under the direction of your
management and legal counsel and that we will be reporting directly to you and yourCounsel. Our work contemplates financial services of a character and quality that will be
a necessary to your operations and potentially as a debtor in possession.
We will be retained as consultants only; however, we understand and accept that we maybe requested to furnish judicial testimony. You or your attorney will advise us, withsufficient notice, of the work to be performed by us and the requirement for appearance
in court. Any written reports or other documents, which we may prepare, are to be usedonly for the purpose of this Litigation and may not be published or used or disseminatedin whole or in part for any other purpose without our prior express written consent.
SunTrust International Center1 SE 3rd Avenue, Suite 2150
Miami, Florida 33131P 786-517-5771 F 786-517-5772
Kaplia Building1000 South Federal Highway, Suite 200Fort Lauderdale, Florida 33316P 954-761-1011 F 954-761-1033
KfM
www.K3pUaMukamal.com
Affiliated Office In London, England
EXHIBIT B
Case 18-12741-LMI Doc 29 Filed 03/13/18 Page 11 of 23
Mr. Jeffrey S. Mason
January 30, 2018
Page 2 of 7
SCOPE OF SERVICES
Generally, the professional services we contemplate providing may include:
Preparing or reviewing the monthly operating reports required by the
bankruptcy court, as requested by Debtor.
Preparing or reviewing the financial budgets, projections, project cost and
profitability estimates, as requested by Debtor.
Providing assistance in developing or reviewing plans of reorganization or
disclosure statements, including tax ramifications, as requested by Debtor.
Other bankruptcy related issues to facilitate a Plan of Reorganization, as
requested by Debtor.
Tax compliance filings and matters, as requested by Debtor.
Review and analyze the reporting of cash collateral and any DIP financing
arrangements and budgets, as requested by Debtor.
1.
2.
3.
4.
5.
6.
LIMITATION OF SCOPE
We have not been engaged to, and will not perform any attest procedures or an audit, the
objection of which is the expression of an opinion on any historical financial statements
of Client or any elements, accounts or items of such financial statements. Accordingly,
we will not express such an opinion. Furthermore, it should be recognized that because
an audit of financial statements entails a risk that material errors, irregularities, or illegal
acts, including fraud or defalcation, may exist and not be detected, there is little likelihood
of their discovery in an engagement such as this.
Our procedures will be performed using primarily records produced by Miami International
Medical Centers or parties contracted to provide financial information. We will rely on
these records and will not perform any procedures to test debtor's accounting system or
the controls surrounding it, and, accordingly, we will not express any opinion on theeffectiveness or reliability of the system or the controls surrounding it.
FEES
We will submit monthly bills to you, payable upon receipt, which will be based on our
standard hourly rates for this type of consulting plus out-of-pocket expenses that may beincurred on your behalf. At present, our rates vary from $150 per hour to $570 per hour,depending on the level and skill of the professional assigned. Litigation events are
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Case 18-12741-LMI Doc 29 Filed 03/13/18 Page 12 of 23
Mr. Jeffrey S. Mason
January 30, 2018
Page 3 of 7
uncertain and may span an extended period of time. Therefore, by agreeing to this
retainer, you agree to pay our fees at our standard rates in force at any future date.
From time to time, KM may give Client and Counsel an estimate of fees and expenses
relating to this matter. Such estimates are subject to many unknown and uncontrollablevariables. As such, estimates are projections at a particular point in time. Estimates may
change as KM moves forward, and estimates are not an agreed upon fixed fee. It is
agreed that any fee estimates KM provides to Law Firm will be promptly forwarded to
Client, and that KM may communicate directly with Client regarding billing and other
administrative matters.
Our customary practice in litigation consulting engagements is to receive a retainer of
fifteen thousand ($15,000.00) dollars. We will hold this retainer and apply it to the finalbill for this engagement. We reserve the right to request an additional retainer prior to
providing judicial testimony and the trial phase of the litigation.
We understand that our post-petition fees are subject to filing fee applications and
approval of the bankruptcy court should Client file for bankruptcy.
In the event that you disagree with or question any amount due under an invoice, you
agree that you shall communicate such disagreement to us, in writing, within thirty (30)
days of the invoice date. Any claim not made within that period shall be deemed waived.
Our fee is not contingent upon the final results and we do not warrant or predict results
or final developments in this matter.
By executing this agreement, Client acknowledges that uncertainty exists concerning the
outcome of this matter and that our firm has made no guarantees as to the disposition of
any phase of this matter. All representations and expressions relative to the outcome of
this matter are only expressions of our firm's opinion and do not constitute guarantees.
Our Federal Tax Identification number is 46-5394135. You should use this number in
filings concerning the reporting of fees paid to our firm.
THIRD-PARTY PROCEEDING
Unless expressly provided for, our services do not include giving testimony or appearingor participating in discovery proceedings, in administrative hearings, in court, arbitrationor in other legal or regulatory inquiries or proceedings outside the scope of thisEngagement. Moreover, our costs, expenses and time spent in legal and regulatorymatters or proceedings to which we are not a party and the Services are not at issue,such as subpoenas, testimony, bankruptcy filings or proceedings, consultation involvingprivate litigation, arbitration, government or industry regulation inquiries, whether madeat your request, the request of a third party or by subpoena or equivalent, will be billed to
Kapila/MukamalCPAs, Forensic and Insolvency Advisors
Case 18-12741-LMI Doc 29 Filed 03/13/18 Page 13 of 23
Mr. Jeffrey S. Mason
January 30, 2018
Page 4 of 7
you separately at our then current rates. The terms of this paragraph shall also apply to
any third-party proceedings that arise after the termination of this Agreement.
ELECTRONIC COMMUNICATIONS
The parties agree to the use of electronic methods to transmit and receive information,
including confidential information, between the parties and between the Firm and outside
specialists or other entities engaged by either us or you. We shall not be liable for any
toss, damage, expense, inconvenience, or harm resulting from the loss, delay,
interception, corruption, or alteration of any electronic communication due to any reason
beyond our reasonable control.
CHALLENGES TO EXCLUDE EXPERT OPINIONS
The parties agree that it is common for litigants to challenge the basis, experience and
credentials of opposition experts. You hereby acknowledge that KM is being retained
because its professionals satisfy the necessary requirements of knowledge, skill,
experience, training, or education. You acknowledge that the opinions rendered by KM
or its professionals are our good faith opinions supported by a reasonable amount of
research and analysis, but it is only the unbiased judgment of KM. This admissibility of
testimony is a legal matter and we make no warranties that our testimony or work product
will be admitted into evidence by the court of trier of fact Prior to the release of any
opinions to the opposition, and the rendering of any testimony, the parties will review the
facts and circumstances surrounding the expert's work and opinions. Further, the parties
will review and agree, prior to the release of any expert opinion and the rendering of any
expert testimony, that the anticipated testimony has a basis in fact and such testimony is
both relevant and reliable. Counsel retains sole responsibility for assessing other factors
that may bear upon the question of admissibility. As such, should testimony be excluded
as a result of any evidentiary challenge (e.g., a "Daubert" or similar challenge), Client (and
party responsible for payment of our fees) agrees to hold the Firm harmless for any
damages, losses, or negative results in the Engagement unless incurred because of
gross negligence or willful misconduct on the part of the Firm. Any and all professional
fees and expenses are still due and owed upon presentation of the Firm's invoice(s) and
the party responsible for payment of our fees is not relieved of liability of such fees andexpenses.
DOCUMENTS DISPOSITION
At the conclusion of the Engagement, Client will have the following three options withrespect to disposition of documents related to this Agreement. Client may (a) direct KMto return all such documents to Client, where practicable; (b) authorize KM to discard ordestroy all documents; or (c) direct KM to store any or all such documents at the expense
of Client. It is also Client's obligation to pay for storage costs in the event KM is bound toretain documents related to the Engagement by any third party, court order, operation of
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Case 18-12741-LMI Doc 29 Filed 03/13/18 Page 14 of 23
Mr. Jeffrey S. Mason
January 30, 2018
Page 5 of 7
law, or other legally binding reason for retention. The terms and pricing for all storage will
be provided to Client at the beginning of any storage period. If Client does not request
option (a), (b) or (c) within 60 days after the conclusion of Engagement, KM may
Implement any of these options at its sole discretion. KM may retain a copy of the reports
and work papers.
THE TERM
The term of this retention is from the Effective Date to (a) termination of this retention by
either party by giving written notice to the other (such termination shall be effective on the
date that the party receives the notice in fact); (b) the completion of the Services; or (c)
Client's receipt of the final invoice for professional fees. Notwithstanding, (a) and (b), this
retention shall terminate if KM has not performed Services in the preceding 12 months.
CONSENT TO OUR REPRESENTATION OF OTHERS
Client and Counsel and we agree and understand that this is not an exclusive agreement.
As is the case with any professional consulting firm, we may from time to time represent
one client whose interests may conflict with those of another client. For example, we may
represent Client in a matter and, at the same time, we may represent another client
adverse to Client in a substantially unrelated matter, provided that we reasonably believe
that we will be able to provide competent and diligent representation to Client and the
other client. As part of our engagement, Client and Counsel consent in advance to such
concurrent representations (and agree not to seek our disqualification as a result). By
executing this agreement, Client and Counsel consent to our concurrent representations
now and in the future under these conditions.
* * * * * *
This agreement will become effective as of the date of this letter ("Effective Date") as soon
as you sign and date the enclosed copy as indicated and on receipt of the required
retainer in clear funds.
Yours sincerely,
/Ilal, CPA'sKapilaM
Barry E. Mukamal
BEM/nod
Enclosure: Wire Instructions
[ADDITIONAL SIGNATURE(S) ON FOLLOWING PAGE]
CPAs. Forensic and Insolvency Advisors
Case 18-12741-LMI Doc 29 Filed 03/13/18 Page 15 of 23
Mr. Jeffrey S. Mason
January 30, 2018Page 6 of 7
ACCEPTED BY COUNSEL:
Meland Rusin Budwick
By:
Name
Title
Date
RESPONSIBLE PARTY:
Miami International Medical Center, LLC
Bye
Mr. Jeffrey S. n,
ChiefAdmini [ve Officer
Date
Y:\Firm\Eng Letters KM\MIMC Ertg Ltr3.docx
Kapila/MukamalCPAs, Forensic and Insolvency Advisors
Case 18-12741-LMI Doc 29 Filed 03/13/18 Page 16 of 23
1
UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF FLORIDA
Miami Division www.flsb.uscourts.gov
In re: MIAMI INTERNATIONAL MEDICAL CENTER, LLC1 Case No. 18-12741-LMI d/b/a THE MIAMI MEDICAL CENTER, Chapter 11 Debtor. /
INTERIM ORDER AUTHORIZING THE EMPLOYMENT AND RETENTION OF BARRY E. MUKAMAL, CPA AND KAPILAMUKAMAL AS ACCOUNTANTS FOR THE CHAPTER 11 DEBTOR-IN-POSSESSION
NUNC PRO TUNC TO THE PETITION DATE AND SETTING FINAL HEARING
THIS MATTER came before the Court on _________, 2018 at ______ .m. upon the
Debtor’s Application for Employment of Barry E. Mukamal, CPA and KapilaMukamal as
Accountants Nunc Pro Tunc to Petition Date and Setting Final Hearing [ECF No. _____] (the
“Application”), pursuant to §§ 327(a) and 328(a) of Title 11 of the United States Code (the
“Bankruptcy Code”), Rules 2014(a) and 2016 of the Federal Rules of Bankruptcy Procedure
1The Debtor’s current mailing address is 5959 NW 7 St, Miami, FL 33126 and its EIN ends 4362.
EXHIBIT C
Case 18-12741-LMI Doc 29 Filed 03/13/18 Page 17 of 23
2
(the “Bankruptcy Rules”) and Rules 2014-1 and 2016-1 of the Local Rules for the United States
Bankruptcy Court for the Southern District of Florida (the “Local Rules”); the Court having
reviewed the Application, the declaration of Barry E. Mukamal in support of the Application,
(the “Declaration”); the Court being satisfied based upon the representations made in the
Application and the Declaration that (a) Barry E. Mukamal and KapilaMukamal (“KM”) do not
hold or represent an interest adverse to the Debtor’s estate and (b) Barry E. Mukamal and KM
are a “disinterested person” as defined in § 101(14) of the Bankruptcy Code and as required by
§ 327(a) of the Bankruptcy Code and Local Rule 2014-1; due and proper notice of the
Application having been provided, and after due deliberation and sufficient cause appearing
therefore, it is accordingly
ORDERED AND ADJUDGED as follows:
1. The Application is GRANTED on an interim basis, nunc pro tunc to the Petition
Date.
2. Miami International Medical Center, LLC d/b/a The Miami Medical Center (the
“Debtor”) is authorized to employ and retain KM as its accountants in this Chapter 11 case in
accordance with the terms and conditions set forth in the Application and Order.
3. KM shall apply for compensation for professional services rendered and
reimbursement of expenses incurred in connection with the Debtor’s chapter 11 case in
compliance with the applicable provisions of the Bankruptcy Code, the Bankruptcy Rules, the
Local Rules, guidelines established by the Office of the United States Trustee for the Southern
District of Florida and any other applicable procedures and orders of the Court.
4. The Court shall conduct a final hearing (the “Final Hearing”) on the Application
on ________________, 2018, at ________ __.m., prevailing Eastern Time, before this Court, at
Case 18-12741-LMI Doc 29 Filed 03/13/18 Page 18 of 23
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the C. Clyde Atkins United States Courthouse, 301 North Miami Avenue, Courtroom ____,
Miami, FL 33128. Any party in interest objecting to the relief sought in the Application shall
serve and file written objections, which objections shall be served upon (a) the Debtor; (b) KM;
(c) the Office of the United States Trustee for the Southern District of Florida; (d) the entities
listed on the Master Service List, if any, filed pursuant to Local Bankruptcy Rule 2002-1(K); and
(e) counsel to any Official Committee of Unsecured Creditors Committee, to the extent one is
appointed prior to the Final Hearing (collectively, the “Notice Parties”) and shall be filed with
the Clerk of the United States Bankruptcy Court, Southern District of Florida, to allow actual
receipt by the foregoing no later than ____________, 2018 (two business days prior to Final
Hearing) at 4:30 p.m., prevailing Eastern Time.
5. Notice will be provided to all parties by mailing a copy of this Interim Order
setting the Final Hearing.
6. In the event the Application is not granted on a final basis, KM shall be
authorized to submit a fee application with this Court for compensation for services rendered in
the period between the Petition Date and the Final Hearing. Any party in interest may object to
the fee application; provided, however, that such party shall file such objection with this Court
and serve a copy of the objection upon the Notice Parties.
7. The requirements for emergency motions set forth in Local Rule 9075-1 and for
entry of the relief requested earlier than the period set forth in Bankruptcy Rule 6003 are
satisfied by the contents of the Application.
8. The Debtor is authorized to take all actions necessary to effectuate the relief
granted pursuant to this Interim Order in accordance with the Application and the record.
Case 18-12741-LMI Doc 29 Filed 03/13/18 Page 19 of 23
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9. Entry of this Interim Order is without prejudice to the rights of any party-in-
interest to interpose an objection to the Application, and any such objection will be considered
on a de novo basis at the Final Hearing.
10. This Court shall retain jurisdiction to hear and determine all matters arising from
or related to the implementation of this Interim Order.
### Submitted By: Peter D. Russin, Esquire Florida Bar No. 765902 [email protected] MELAND RUSSIN & BUDWICK, P.A. Counsel for Debtor 3200 Southeast Financial Center 200 South Biscayne Boulevard Miami, Florida 33131 Telephone: (305) 358-6363 Telefax: (305) 358-1221 Copies Furnished To: Peter D. Russin, Esquire, is directed to serve copies of this Order on all parties in interest and to file a Certificate of Service.
Case 18-12741-LMI Doc 29 Filed 03/13/18 Page 20 of 23
Mailing Information for Case 18-12741-LMI
Electronic Mail Notice List
The following is the list of parties who are currently on the list to receive email notice/service for this case.
• Isaac M Marcushamer [email protected], [email protected];[email protected];[email protected]
• Office of the US Trustee [email protected]• Peter D. Russin [email protected],
[email protected];[email protected];[email protected];[email protected];[email protected]• Paul Steven Singerman [email protected], [email protected];[email protected];[email protected]
EXHIBIT 1
Case 18-12741-LMI Doc 29 Filed 03/13/18 Page 21 of 23
Miami International Medical Center, LLC d/b/a The Miami Medical Center 5959 NW 7 Street Miami, FL 33126-0000
Office of the US Trustee 51 SW 1st Avenue Suite 1204 Miami, FL 33130-1614
Peter D. Russin, Esq. Daniel N. Gonzalez, Esq. Meland Russin & Budwick, P.A. 200 S. Biscayne Blvd, Ste 3200 Miami, FL 33131
Akerman LLP 350 East Las Olas Blvd. Ste 1600 Fort Lauderdale, FL 33301
Aramark Healthcare Support Srvs LLC % Jonathan L. Swichar, Esq. Duane Morris LLP 30 S 17 St Philadelphia, PA 19103-4196
Arthrex 1370 Creekside Blvd Naples, FL 34108
Cardinal Health Medical Products & Serv PO Box 905867 Charlotte, NC 28290-5867
Daniel T Alfonso MD 12401 Pine Needle Ln Miami, FL 33156
Florida Department of Revenue 5050 W Tennessee St Tallahassee, FL 32399
Johnson and Johnson Healthcare PO Box 406663 Atlanta, GA 30384
LDR 13785 Research Blvd Ste 200 Austin, TX 78750
Lifecell Corporation One Millennium Way Somerville, NJ 08876
Miami Anesthesia Services LLC 3716 NE 208 Ter Miami, FL 33180
Molina Inpatient Service Inc 151 N Nob Hill Rd Ste 306 Fort Lauderdale, FL 33324
nThrive Inc PO Box 733492 Dallas, TX 75373-3492
Nuvasive 7475 Lusk Blvd San Diego, CA 92121
OHL-Arellano Construction Company 7051 SW 12 St Miami, FL 33144
One Blood Inc 8869 Commodity Cir Orlando, FL 32819
Roberto A. Miki, MD 6301 SW 110 St Pinecrest, FL 33156
State of Florida/ Dept. of Revenue Bankruptcy Section P.O. Box 6668 Tallahassee, FL 32314-6668
Internal Revenue Service P.O. Box 7346 Philadelphia, PA 19101 7346
Internal Revenue Services Insolvency Unit 7850 S.W. 6th Court Mail Stop 5730 Plantation, FL 33324
Specialty Care Dept 1614 PO Box 11407 Birmingham, AL 35246-1614
Stryker Instruments 4100 E Milham Ave Kalamazoo, MI 49001
Stryker Orthopedics 325 Corporate Dr Mahwah, NJ 07430
Univ of Miami Miller UMDC Dept of Pathology PO Box 405776 Atlanta, GA 30384
General Electric Capital Corp PO Box 641419 Pittsburgh, PA 15264-1419
Intuitive Surgical Inc 1266 Kifer Rd Bldg 101 Sunnyvale, CA 94086-5304
Intuitive Surgical, Inc. 1020 Kifer Rd Sunnyvale, CA 94086
Laser Surgical of Florida 1121 East Commercial Blvd Suite A Fort Lauderdale, FL 33334
EXHIBIT 2
Case 18-12741-LMI Doc 29 Filed 03/13/18 Page 22 of 23
Laser Surgical of Florida Inc 555 NE 15 St Ste 21-A Miami, FL 33132
MidFirst Bank 501 NW Grand Blvd Oklahoma City, OK 73118
MidFirst Bank Attn: Legal Dept 501 NW Grand Blvd Oklahoma City, OK 73118
Olympus America Inc 3500 Corporate Pkwy Center Valley, PA 18034
Olympus America Inc FIS/2d Fl 3500 Corporate Pkwy Center Valley, PA 18034-0610
Olympus America Inc Financial Serv Dept 3500 Corporate Pkwy Center Valley, PA 18034-0610
Olympus Financial Services Box 200183 Pittsburgh, PA 15251-0183
US Bank Equipment Finance 1310 Madrid St Marshall, MN 56258
US Bank Equipment Finance PO Box 790448 St Louis, MO 63179-0448
Variety Children's Hospital 241 NE 108 St Miami, FL 33161
Variety Children's Hospital dba Nicklaus Children's Hospital 3100 SW 62 Ave Attn: CFO Miami, FL 33155
Variety Children's Hospital dba Nicklaus 3100 SW 62 Ave 501 NW Grand Blvd Attn: CFO Miami, FL 33155
Internal Revenue Service P.O. Box 7346 Philadelphia, PA 19101-7346
Case 18-12741-LMI Doc 29 Filed 03/13/18 Page 23 of 23