Case 8:25-ap-00143-RCT Doc 1 Filed 04/11/25 Page 1 of 5
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`UNITED STATES BANKRUPTCY COURT
`MIDDLE DISTRICT OF FLORIDA
`TAMPA DIVISION
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`Chapter 11 Cases
`Case No.: 8:23-bk-04251-RCT
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`Jointly Administered with
`Case No.: 8:23-bk-04253-RCT
`Case No.: 8:23-bk-04254-RCT
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` Adv. Pro. No.: _________________
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`In re:
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`LEGACY-XSPIRE, HOLDINGS, LLC,
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`WRASER, LLC,
`XSPIRE PHARMA, LLC,
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`
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`Debtors.
`________________________________________/
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`WRASER, LLC, XSPIRE PHARMA, LLC, and
`LEGACY-XSPIRE HOLDINGS, LLC,
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`Plaintiffs,
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`v.
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`IQVIA CSMS US, INC.,
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`Defendant.
`________________________________________/
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`COMPLAINT TO AVOID AND RECOVER
`PREFERENTIAL TRANSFERS AND FOR DAMAGES
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`The Liquidation Trustee, on behalf of Reorganized Chapter 11 Debtors, Wraser, LLC
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`(“Wraser”), Xspire Pharma, LLC (“Xspire”), and Legacy-Xspire Holdings, LLC (“Legacy-
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`Xspire,” and, with Wraser and Xspire, the “Xspire Entities”), by and through his undersigned
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`counsel and pursuant to title 11 of the United States Code, section 547, hereby files this complaint
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`to avoid and recover certain preferential transfers and for damages, and respectfully alleges as
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`follows:
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`1
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`UNITED STATES BANKRUPTCY COURT
`MIDDLE DISTRICT OF FLORIDA
`TAMPA DIVISION
`
`
`
`
`
`
`Chapter 11 Cases
`Case No.: 8:23-bk-04251-RCT
`
`Jointly Administered with
`Case No.: 8:23-bk-04253-RCT
`Case No.: 8:23-bk-04254-RCT
`
`
`
`
`
`
` Adv. Pro. No.: _________________
`
`In re:
`
`LEGACY-XSPIRE, HOLDINGS, LLC,
`
`WRASER, LLC,
`XSPIRE PHARMA, LLC,
`
`
`
`Debtors.
`________________________________________/
`
`
`WRASER, LLC, XSPIRE PHARMA, LLC, and
`LEGACY-XSPIRE HOLDINGS, LLC,
`
`Plaintiffs,
`
`
`v.
`
`IQVIA CSMS US, INC.,
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`Defendant.
`________________________________________/
`
`
`COMPLAINT TO AVOID AND RECOVER
`PREFERENTIAL TRANSFERS AND FOR DAMAGES
`
`The Liquidation Trustee, on behalf of Reorganized Chapter 11 Debtors, Wraser, LLC
`
`
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`
`
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`(“Wraser”), Xspire Pharma, LLC (“Xspire”), and Legacy-Xspire Holdings, LLC (“Legacy-
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`Xspire,” and, with Wraser and Xspire, the “Xspire Entities”), by and through his undersigned
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`counsel and pursuant to title 11 of the United States Code, section 547, hereby files this complaint
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`to avoid and recover certain preferential transfers and for damages, and respectfully alleges as
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`follows:
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`1
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`Case 8:25-ap-00143-RCT Doc 1 Filed 04/11/25 Page 2 of 5
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`NATURE OF ACTION
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`1.
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`This is an adversary proceeding seeking the avoidance and recovery of certain
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`preferential transfers and damages.
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`JURISDICTION AND VENUE
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`2.
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`This Court has jurisdiction over this proceeding pursuant to title 28 of the United
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`States Code, sections 157(b) and 1334(b).
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`3.
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`Venue is proper in this district pursuant to title 28 of the United States Code, section
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`1409(a).
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`4.
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`This proceeding arises under the Bankruptcy Code and is related to the above
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`captioned bankruptcy cases of the Xspire Entities (the “Debtors” or the “Plaintiffs”), case numbers
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`8:23-bk-04251-RCT, 8:23-bk-04253-RCT, and 8:23-bk-04254-RCT, now pending before this
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`Court (collectively, the “Bankruptcy Cases”).
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`5.
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`This proceeding constitutes a “core” proceeding within the meaning of title 28 of
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`the United States Code, section 157(b), and this Court may enter final orders for the matters
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`referenced herein.
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`6.
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`To the extent that any claim asserted herein constitutes a non-core proceeding
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`and/or if this Court lacks constitutional authority to enter a final judgment on any claim asserted
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`herein, the Xspire Entities hereby consent to the entry of final orders and judgment by this Court
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`pursuant to Federal Rule of Bankruptcy Procedure 7008.
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`PARTIES
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`The Plaintiffs are the Xspire Entities.
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`Upon information and belief, the Defendant, IQVIA CSMS US, Inc. (the
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`7.
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`8.
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`“Defendant” or “IQVIA”), is a North Carolina corporation with its principal place of business
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`2
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`Case 8:25-ap-00143-RCT Doc 1 Filed 04/11/25 Page 3 of 5
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`located at 2400 Ellis Road, Durham, NC 27703. Upon information and belief, IQVIA provides
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`advanced healthcare analytics.
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`FACTUAL BACKGROUND
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`9.
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`On September 26, 2023 (the “Petition Date”), the Debtors each filed voluntary
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`petitions for relief under chapter 11 of title 11 of the United States Code, as a result of their asset
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`sale being disrupted by an unsecured creditor who took extraordinary pre-judgment action to
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`enjoin the Debtors’ assets and sale progress, commencing the Bankruptcy Cases.
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`10.
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`Legacy-Xspire is the operating parent company of its wholly-owned subsidiaries,
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`Wraser and Xspire.
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`11.
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`At the time of the Petition Date, Wraser and Xspire were engaged in acquiring,
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`marketing, and distributing various branded and generic niche prescription drugs to physicians,
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`pharmacies, and wholesale and specialty pharmaceutical distributors across the United States.
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`12.
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`The Debtors’ Joint Chapter 11 Liquidating Plan of Legacy-Xspire Holdings, LLC,
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`Wraser, LLC, and Xspire Pharma, LLC [Doc. No. 214] (the “Plan”) was confirmed on July 3, 2024
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`(Doc. No. 266), and the Plan went effective on September 25, 2024 (Doc. No. 328).
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`13.
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`Prior to commencing this adversary proceeding, in conjunction with its due
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`diligence, the undersigned sent a demand to the Defendant asserting the existence of preferential
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`transfers avoidable pursuant to 11 U.S.C. 547, requesting a response and inviting any defenses to
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`such avoidance to be communicated to the undersigned and the undersigned did not receive a
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`response to the same identifying any known or reasonably knowable affirmative defenses. A copy
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`of the demand is attached hereto as Exhibit “A.”
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`14.
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`The Plaintiffs have incurred fees and costs in investigating and bringing this
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`adversary, which are recoverable under applicable law.
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`3
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`Case 8:25-ap-00143-RCT Doc 1 Filed 04/11/25 Page 4 of 5
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`COUNT I:
`AVOIDANCE OF PREFERENTIAL TRANSFERS
`PURSUANT TO 11 U.S.C. § 547(b)(4)(A)
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`The Plaintiffs re-allege and incorporate by reference the allegations of paragraphs
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`15.
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`1-14 of this Complaint as though fully set forth herein.
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`16.
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`This is a cause of action to avoid preferential transfers against IQVIA pursuant to
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`section 547(b)(4)(A) of the Bankruptcy Code.
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`17.
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`The Debtors’ books and records reflect that, in the 90 days preceding the Petition
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`Date (the “90-Day Preference Period”), the following transfers were made by the Debtors to or for
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`the benefit of IQVIA:
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`Date of Transfer
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`Amount of Transfer (Deposit, Etc.) Total Amount Payable
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`09/01/2023
`09/08/2023
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`$7,000.00
`$3,500.00
`TOTAL
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`$7,000.00
`$3,500.00
`$10,500.00
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`18.
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`The Debtors transferred to IQVIA not less than $10,500.00 during the 90-Day
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`Preference Period (collectively, the “Transfers”). A true and correct copy of the Debtors’ accounts
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`payable register for the 90-Day Preference Period, reflecting the Transfers, is attached hereto as
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`Exhibit “B.”
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`19.
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`20.
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`21.
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`The Transfers constitute transfers of interests in property of the Debtors.
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`Furthermore, the Transfers were made at a time when the Debtors were insolvent.
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`The Debtors are entitled to the presumption of insolvency for the Transfers pursuant
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`to section 547(f) of the Bankruptcy Code.
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`22. Moreover, the Debtors were insolvent long before the 90-Day Preference Period
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`due, in large part, to both the effects of the global COVID-19 pandemic, which caused, among
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`Case 8:25-ap-00143-RCT Doc 1 Filed 04/11/25 Page 5 of 5
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`other things, the near disappearance of elective surgeries, and certain increases in manufacturing
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`and related expenses caused by, among other things, various supply chain issues.
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`23.
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`24.
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`Alternatively, the Transfers were made on account of an antecedent debt.
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`IQVIA was the initial transferee of the Transfers, or the immediate or mediate
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`transferee of such initial transferee, or the person for whose benefit the Transfers were made.
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`25.
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`Based upon the Plaintiffs’ review of the Plaintiffs’ books and records and other
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`information, the Plaintiffs conducted a good faith analysis of the claim brought herein and have
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`not identified any defenses.
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`26.
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`The Plaintiffs’ investigation and discovery are in their early stages and remain
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`ongoing. The Plaintiffs will continue to evaluate potential defenses to this claim as their
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`investigation proceeds.
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`WHEREFORE, the Xspire Entities respectfully request that this Court enter judgment in
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`favor of the Xspire Entities and against IQVIA (i) finding that all or part of the Transfers from the
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`Xspire Entities to IQVIA were preferential transfers; (ii) avoiding such transfers for the benefit of
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`the Xspire Entities’ bankruptcy estate pursuant to 11 U.S.C. § 547; and (iii) awarding any and all
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`further relief as is necessary and just.
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`DATED: April 11, 2025.
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`Respectfully submitted,
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`/s/ Steven M. Berman
`Steven M. Berman, Esq.
`Fla. Bar No. 856290
`SHUMAKER, LOOP & KENDRICK, LLP
`101 E. Kennedy Blvd., Ste. 2800
`Tampa, Florida 33602
`P: (813) 229-7600 | F: (813) 229-1660
`Primary email: sberman@shumaker.com
`Secondary email: choffman@shumaker.com
`Counsel for the Liquidation Trustee
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`5
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