Acute, Inc. v. ECI Pharmaceuticals, LLC
787 F.Supp.3d 1342
S.D. Fla.2025Background
- Acute, Inc. ("Acute") appealed two orders from a Chapter 11 bankruptcy proceeding involving ECI Pharmaceuticals, LLC ("ECI") and its affiliate BioRamo, LLC, jointly administered in the Southern District of Florida.
- The first appeal concerned the bankruptcy court's approval of a sale of substantially all Debtors’ assets to Acute under an Asset Purchase Agreement (APA) and the court's subsequent denial of Acute’s motion for reconsideration.
- Acute's motion for reconsideration sought to modify the sale order due to disputes about closing obligations under the APA, particularly involving real estate and licensing issues.
- The bankruptcy court denied reconsideration, explaining that the relief Acute sought was about enforcing the APA, not altering the sale order, and could be sought through a motion to enforce.
- Acute filed its notice of appeal regarding the sale order and the denial of the motion for reconsideration outside the allowable time frame for final bankruptcy orders unless the time to appeal had been tolled.
- Acute also appealed the bankruptcy court’s order confirming ECI’s amended liquidation plan, arguing that the third-party release provision violated the Supreme Court’s Purdue Pharma decision, but Acute had not objected at the confirmation hearing.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Timeliness of Sale Order Appeal | Reconsideration motion tolled the appeal deadline; appeal is timely | Motion for reconsideration was improper, did not toll time; appeal is untimely | Appeal dismissed as untimely; reconsideration motion did not toll appeal period |
| Appealability of Order Denying Reconsideration | Order is final and appealable | Not a final order; no controlling issue of law | Not final or appealable; no interlocutory appeal granted |
| Standing/Right to Appeal Confirmation Order | Acute affected by third-party release; should be heard under Purdue | Acute forfeited right by not objecting or attending hearing | Acute forfeited arguments; appeal dismissed due to failure to timely object |
| Application of Purdue Pharma to Opt-Out Releases | Opt-out release violates non-consensual release rule from Purdue | Opt-out release is consensual under bankruptcy law | Court declined to reach merits due to forfeiture, not record or law |
Key Cases Cited
- In re Williams, 216 F.3d 1295 (11th Cir. 2000) (timeliness of bankruptcy appeals is jurisdictional)
- Ritzen Grp., Inc. v. Jackson Masonry, LLC, 589 U.S. 35 (2020) (finality standard for bankruptcy court orders)
- Access Now, Inc. v. Sw. Airlines Co., 385 F.3d 1324 (11th Cir. 2004) (appellate forfeiture and scope for exceptions)
- In re Ernie Haire Ford, Inc., 764 F.3d 1321 (11th Cir. 2014) ("person aggrieved" standard for bankruptcy appeals)
- Martin v. Martin, 618 B.R. 326 (S.D. Fla. 2020) (standard for appellate review of bankruptcy court decisions)