Official Form 201 Voluntary Petition for Non-Individuals Filing for Bankruptcy page 1

 Check if this is an 

amended filing

Official Form 201

Voluntary Petition for Non-Individuals Filing for Bankruptcy 06/22

If more space is needed, attach a separate sheet to this form. On the top of any additional pages, write the debtor’s name and the case 

number (if known). For more information, a separate document, Instructions for Bankruptcy Forms for Non-Individuals, is available.

1. Debtor’s name Impel NeuroPharma Australia Pty Ltd

2. All other names debtor used 

in the last 8 years

Include any assumed names, 

trade names, and doing business 

as names

None

3. Debtor’s federal Employer 

Identification Number (EIN) 

N/A 

4. Debtor’s address Principal place of business Mailing address, if different from principal place 

of business

40 City Road

Number Street

 

Number Street

Floor 19, HWT Tower

P.O. Box

Southbank Victoria 3006

City State ZIP Code

 

City State ZIP Code

Location of principal assets, if different from

Australia principal place of business

Country

Number Street

City State ZIP Code

5. Debtor’s website (URL) https://www.impelpharma.com

United States Bankruptcy Court for the:

Northern District of Texas (State)

Case number (If known): Chapter 11

Fill in this information to identify the case:

Case 23-80015-sgj11 Doc 1 Filed 12/19/23 Entered 12/19/23 21:29:25 Desc Main

Document Page 1 of 20
Debtor Impel NeuroPharma Australia Pty Ltd Name

Case number (if known) 

Official Form 201 Voluntary Petition for Non-Individuals Filing for Bankruptcy page 2

6. Type of debtor Corporation (including Limited Liability Company (LLC) and Limited Liability Partnership (LLP))

 Partnership (excluding LLP)

 Other. Specify: 

7. Describe debtor’s business

A. Check one:

Health Care Business (as defined in 11 U.S.C. § 101(27A))

 Single Asset Real Estate (as defined in 11 U.S.C. § 101(51B))

 Railroad (as defined in 11 U.S.C. § 101(44))

 Stockbroker (as defined in 11 U.S.C. § 101(53A))

 Commodity Broker (as defined in 11 U.S.C. § 101(6))

 Clearing Bank (as defined in 11 U.S.C. § 781(3))

None of the above

B. Check all that apply:

 Tax-exempt entity (as described in 26 U.S.C. § 501)

 Investment company, including hedge fund or pooled investment vehicle (as defined in 15 U.S.C.

§ 80a-3)

 Investment advisor (as defined in 15 U.S.C. § 80b-2(a)(11))

C. NAICS (North American Industry Classification System) 4-digit code that best describes debtor. See 

http://www.uscourts.gov/four-digit-national-association-naics-codes .

8. Under which chapter of the 

Bankruptcy Code is the 

debtor filing?

Check one:

 Chapter 7 

 Chapter 9 

A debtor who is a “small business 

debtor” must check the first subbox. A debtor as defined in

§ 1182(1) who elects to proceed 

under subchapter V of chapter 11 

(whether or not the debtor is a 

“small business debtor”) must 

check the second sub-box.

Chapter 11. Check all that apply: 

 The debtor is a small business debtor as defined in 11 U.S.C. § 101(51D), and its 

aggregate noncontingent liquidated debts (excluding debts owed to insiders or 

affiliates) are less than $3,024,725. If this sub-box is selected, attach the most 

recent balance sheet, statement of operations, cash-flow statement, and federal 

income tax return or if any of these documents do not exist, follow the procedure in 

11 U.S.C. § 1116(1)(B).

 The debtor is a debtor as defined in 11 U.S.C. § 1182(1), its aggregate 

noncontingent liquidated debts (excluding debts owed to insiders or affiliates) are 

less than $7,500,000, and it chooses to proceed under Subchapter V of 

Chapter 11. If this sub-box is selected, attach the most recent balance sheet, 

statement of operations, cash-flow statement, and federal income tax return, or if 

any of these documents do not exist, follow the procedure in 11 U.S.C.

§ 1116(1)(B).

 A plan is being filed with this petition.

 Acceptances of the plan were solicited prepetition from one or more classes of 

creditors, in accordance with 11 U.S.C. § 1126(b).

 The debtor is required to file periodic reports (for example, 10K and 10Q) with 

the Securities and Exchange Commission according to § 13 or 15(d) of the 

Securities Exchange Act of 1934. File the Attachment to Voluntary Petition

for Non-Individuals Filing for Bankruptcy under Chapter 11 (Official Form 

201A) with this form.

The debtor is a shell company as defined in the Securities Exchange Act of 1934 Rule 

12b-2.

  Chapter 12

3 2 5 4

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Document Page 2 of 20
Debtor Impel NeuroPharma Australia Pty Ltd Name

Case number (if known) 

Official Form 201 Voluntary Petition for Non-Individuals Filing for Bankruptcy page 3

9. Were prior bankruptcy cases 

filed by or against the debtor 

within the last 8 years?

If more than 2 cases, attach a 

separate list.

No

 Yes. District When Case number 

MM / DD / YYYY

District When Case number 

MM / DD / YYYY

10. Are any bankruptcy cases 

pending or being filed by a 

business partner or an 

affiliate of the debtor?

List all cases. If more than 1, 

attach a separate list.

 No

Yes. Debtor See Schedule 1 Relationship Affiliate 

District Northern District of Texas When 12/19/2023 

MM / DD / YYYY

Case number, if known 

11. Why is the case filed in this 

district? 

Check all that apply:

Debtor has had its domicile, principal place of business, or principal assets in this district for 180 days 

immediately preceding the date of this petition or for a longer part of such 180 days than in any other 

district.

 A bankruptcy case concerning debtor’s affiliate, general partner, or partnership is pending in this district.

12. Does the debtor own or have 

possession of any real 

property or personal property 

that needs immediate 

attention?

 No

 Yes. Answer below for each property that needs immediate attention. Attach additional sheets if needed.

Why does the property need immediate attention? (Check all that apply.)

 It poses or is alleged to pose a threat of imminent and identifiable hazard to public health or safety. 

What is the hazard? 

 It needs to be physically secured or protected from the weather.

 It includes perishable goods or assets that could quickly deteriorate or lose value without 

attention (for example, livestock, seasonal goods, meat, dairy, produce, or securities-related 

assets or other options).

 Other 

Where is the property?

Number Street

 

City State ZIP Code

Is the property insured?

 No

 Yes. Insurance agency 

Contact name 

Phone

Statistical and administrative information

Case 23-80015-sgj11 Doc 1 Filed 12/19/23 Entered 12/19/23 21:29:25 Desc Main

Document Page 3 of 20
Debtor Impel NeuroPharma Australia pty Ltd Name 

Case num beq,1"""""), _____________ _ 

13. Debtor's estimation of

available funds

14. Estimated number of

creditors

1s. Estimated assets 

16. Estimated liabilities

Check one: 

✓ Funds will be available for distribution to unsecured creditors. 

□After any administrative expenses are paid, no funds will be available for distribution to unsecured creditors. 

01-49 

□ 50-99 

□ 100-199 

✓200-999

□ $0-$50,000 

□ $50,001-$100,000 

□ $100,001-$500,000 

D $500,001-$1 million 

□ $0-$50,000 

□ $50,001-$100,000 

□ $100,001-$500,000 

D $500,001-$1 million 

□ 1,000-5,000

□ 5,001-10,000

□ 10,001-25,000 

D $1,000,001-$10 million 

✓ $10,000,001-$50 million 

D $50,000,001-$100 million 

D $100,000,001-$500 million 

D $1,000,001-$10 million 

□ s10,ooo,001-$50 million 

0$50,000,001-$100 million 

✓ $100,000,001-$500 million 

0 25,001-50,000 

□ 50,001-100,000 

D More than 100,000 

D $500,000,001-$1 billion 

D $1,000,000,001-$10 billion 

D $10,000,000,001-$50 billion 

D More than $50 billion 

D $500,000,001-$1 billion 

D $1,000,000,001-$10 billion 

D $10,000,000,001-$50 billion 

D More than $50 billion 

Request for Relief, Declaration, and Signatures 

WARNING -- Bankruptcy fraud is a serious crime. Making a false statement in connection with a bankruptcy case can result in fines up to 

$500,000 or imprisonment for up to 20 years, or both. 18 U.S.C. §§ 152, 1341, 1519, and 3571. 

11. Declaration and signature of

authorized representative of

debtor

Official Form 201 

The debtor requests relief in accordance with the chapter of title 11, United States Code, specified in this 

petition. 

I have been authorized to file this petition on behalf of the debtor. 

I have examined the information in this petition and have a reasonable belief that the information is true and 

correct. 

I declare under penalty of perjury that the foregoing is true and correct. 

Executed on I 2 0 2 3 

MM / DD /YYYY 

,X Signat�eofdebtor 

Title Chief Restructuring Officer 

Brandon Smith 

Printed name 

Voluntary Petition for Non-Individuals Filing for Bankruptcy page 4 

12 19

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Document Page 4 of 20
Debtor Impel NeuroPharma Australia Pty Ltd Name

Case number (if known)

Official Form 201 Voluntary Petition for Non-Individuals Filing for Bankruptcy page 5

18. Signature of attorney  /s/ Rakhee V. Patel Date 12/19/2023

Signature of attorney for debtor MM/DD/YYYY

Rakhee Patel

Printed name

Sidley Austin LLP

Firm name

2021 McKinney Ave, Suite 2000

Number Street

Dallas Texas 75201

City

(214) 981-3421

State ZIP Code

rpatel@sidley.com

Contact phone

00797213 Texas

Email address

Bar number State

Case 23-80015-sgj11 Doc 1 Filed 12/19/23 Entered 12/19/23 21:29:25 Desc Main

Document Page 5 of 20
 Check if this is an 

amended filing

Schedule 1

Pending Bankruptcy Cases Filed by the Debtor and Affiliates of the Debtor

 

On the date hereof, each of the entities listed below (collectively, the “Debtors”) filed a petition 

in the United States Bankruptcy Court for the Northern District of Texas for relief under chapter 11 of 

title 11 of the United States Code. The Debtors have moved for joint administration of these cases 

under the case number assigned to the chapter 11 case of Impel Pharmaceuticals Inc. 

Impel Pharmaceuticals Inc.

Impel NeuroPharma Australia Pty Ltd 

United States Bankruptcy Court for the:

Northern District of Texas (State)

Case number (If known): Chapter 11

Fill in this information to identify the case:

Case 23-80015-sgj11 Doc 1 Filed 12/19/23 Entered 12/19/23 21:29:25 Desc Main

Document Page 6 of 20
IMPEL NEUROPHARMA AUSTRALIA PTY LTD

ACN 611 195 567 

(the “Company”)

Resolution of the Board of Directors of Impel NeuroPharma Pty Ltd

Date: December 18, 2023

Resolutions: Whereas, pursuant to the Corporations Act 2001 (Cth) and Section 36 of the 

Company Constitution of Impel NeuroPharma Australia Pty Ltd (the “Company”) 

the members of the Company’s Board of Directors, constituting all of the directors 

then in office, hereby take the following actions and are in favour of adopting the 

following resolutions:

WHEREAS, the Board has reviewed and considered the materials 

presented by, or on behalf of, the Company’s management (“Management”) and 

financial and legal advisors (collectively, the “Advisors”), including, but not 

limited to, materials regarding the liabilities, obligations, and liquidity of the 

Company, the strategic alternatives available to the Company, and the impact of 

the foregoing on the Company’s business;

WHEREAS, the Board has determined that in light of the current 

circumstances of the Company and its parent, Impel Pharmaceuticals Inc., it is in 

the best interests of the Company, its creditors, equity holders, subsidiaries, and 

employees that the Company have access to additional guidance, expertise, and 

assistance in the form of a Chief Restructuring Officer; and

WHEREAS, the Board has considered presentations from the Company’s 

management and advisors concerning the potential appointment of a Chief 

Restructuring Officer for the Company and determined that it is in the best interests 

of the Company, its creditors, equity holders, subsidiaries, and employees that the 

Company retain Mr. Brandon Smith to provide services as their Chief Restructuring 

Officer (the “CRO”); and

WHEREAS, the Board has been provided with and given the opportunity 

to review a form of engagement letter for the CRO engagement and determined that 

the Company’s execution of such engagement letter, including the indemnification 

and reimbursement provisions thereof, is reasonable and in the best interests of the 

Company, its creditors, equity holders, subsidiaries, and employees; and

WHEREAS, the Board has reviewed and considered presentations by 

Management and the Advisors of the Company regarding the advantages and 

disadvantages of filing a voluntary petition for relief (the “Bankruptcy Petition”) 

pursuant to chapter 11 of title 11 of the United States Code, 11 U.S.C. § 101 et seq. 

(as amended, the “Bankruptcy Code”) and have had adequate opportunity to 

consult such persons regarding the materials presented, obtain additional 

Case 23-80015-sgj11 Doc 1 Filed 12/19/23 Entered 12/19/23 21:29:25 Desc Main

Document Page 7 of 20
information, and to fully consider each of the strategic alternatives available to the 

Company; and

WHEREAS, the Board has determined, in its business judgment, that the 

following resolutions are advisable and in the best interests of the Company, its 

interest holders, its subsidiaries, its creditors, other stakeholders, and other parties 

in interest. 

NOW, THEREFORE, IT IS HEREBY RESOLVED, that, pursuant to 

the applicable governing documents of the Company, the undersigned do hereby 

adopt the following resolutions: 

1. Appointment of CRO

RESOLVED, that Mr. Brandon Smith of Teneo Capital LLC is hereby

appointed as the CRO of the Company; 

RESOLVED FURTHER, that the Company is hereby authorized to retain 

Teneo Capital LLC (“Teneo”) to provide interim management services to the 

Company and to compensate Teneo for the provision of such services on the terms 

previously presented to the Board; 

2. Chapter 11 Filing

RESOLVED, that the members of the Board have considered their

fiduciary duties under applicable law in exercising their powers and discharging 

their duties, to act honestly and in good faith with a view to the best interests of the 

Company as a whole, to exercise the care, diligence, and skill that a reasonably 

prudent person would exercise in comparable circumstances, and, as applicable, 

with consideration to the Company’s public benefit purpose; 

RESOLVED FURTHER, that in the judgment of the Board, it is desirable 

and in the best interests of the Company, its interest holders, subsidiaries, creditors, 

other stakeholder, and other parties in interest, that the Company shall be, and 

hereby is, in all respects authorized to file, or cause to be filed, the Bankruptcy 

Petition under the provisions of chapter 11 of the Bankruptcy Code in the United 

States Bankruptcy Court for the Northern District of Texas (the “Bankruptcy 

Court”) for the Company, and any other petition for relief or recognition or other 

order that may be desirable under applicable law in the United States, and, in 

accordance with the requirements of the Company’s governing documents and 

applicable law, hereby consents to, authorizes, and approves, the filing of the 

Bankruptcy Petition (the chapter 11 cases initiated by the filing of the Bankruptcy 

Petition and such petitions as filed by the Company’s subsidiaries, the “Chapter 11 

Cases”); 

RESOLVED FURTHER, that any director or duly appointed officer of the 

Company, each acting individually and with full power of substitution (together 

with any persons to whom such persons delegate certain responsibilities, 

Case 23-80015-sgj11 Doc 1 Filed 12/19/23 Entered 12/19/23 21:29:25 Desc Main

Document Page 8 of 20
collectively, the “Authorized Persons”) be, and hereby is, authorized to execute and 

file on behalf of the Company all petitions, schedules, lists, and other motions, 

papers, or documents, and to take any and all action that such Authorized Person 

deems necessary or proper to obtain such relief, including, but not limited to, any 

action necessary or proper to maintain the ordinary course operations of the 

Company and/or obtain additional financing in accordance with the Bankruptcy 

Code. 

3. Retention of Professionals

RESOLVED, that each of the Authorized Persons, acting individually and

with full power of substitution, be, and hereby is, authorized, empowered and 

directed to retain the following professionals on behalf of the Company: (i) the law 

firm of Sidley Austin LLP, as general bankruptcy counsel; (ii) the law firm of 

Fenwick & West LLP as special corporate counsel (iii) the investment banking firm 

of Moelis & Company as investment banker; (iv) Omni Agent Solutions, as claims 

and noticing agent and administrative advisor; and (v) any other legal counsel, 

accountants, financial advisors, restructuring advisors, or other professionals as 

such Authorized Person deems necessary, appropriate, or advisable to represent and 

assist the Company in carrying out its duties and responsibilities and exercising its 

rights under the Bankruptcy Code and any applicable law (including, but not limited 

to, the law firms filing any pleadings or responses) and to take any and all actions 

to advance the rights and obligations of the Company, including filing any motions, 

objections, replies, applications, or pleadings; and in connection therewith, each of 

the Authorized Persons be, and hereby is authorized, empowered, and directed, in 

accordance with the terms and conditions hereof, to execute appropriate retention 

agreements, pay appropriate retainers, and to cause to be filed appropriate 

applications for authority to retain such services; and 

RESOLVED FURTHER, that each of the Authorized Persons be, and 

hereby are, authorized and empowered and directed to execute and file all petitions, 

schedules, motions, lists, applications, pleadings, or other papers, and to perform 

such further actions and execute such further documentation that the Authorized 

Persons in their absolute discretion deem necessary, appropriate, or desirable in

accordance with these resolutions. 

4. Use of Cash Collateral and Adequate Protection

RESOLVED, that the Company will obtain benefits from the use of its

property (including cash collateral, as that term is defined in section 363(a) of the 

Bankruptcy Code (the “Cash Collateral”)), which is security for certain of the 

Company’s prepetition secured lenders under certain credit facilities by and among 

the Company, the guarantors party thereto, and the lenders party thereto (the 

“Prepetition Secured Lenders”);

RESOLVED FURTHER, each of the Authorized Persons be, and hereby 

are, authorized, directed, and empowered in the name of, and on behalf of, the 

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Document Page 9 of 20
Company to seek approval of the use of cash collateral pursuant to a cash collateral 

order in interim and final form (a “Cash Collateral Order”), and any Authorized 

Person be, and hereby is, authorized, empowered, and directed to negotiate, 

execute, and deliver any and all agreements, instruments, or documents, by or on 

behalf of the Company, necessary or advisable to implement the Cash Collateral 

Order, including providing for adequate protection to the Prepetition Secured 

Lenders in accordance with section 363 of the Bankruptcy Code (the “Adequate 

Protection Obligations”), as well as any additional or further agreements for the use 

of cash collateral in connection with the chapter 11 cases, which agreement(s) may 

require the Company to grant adequate protection and security interests to the 

Prepetition Secured Lenders and each other agreement, instrument, or document to 

be executed and delivered in connection therewith, by or on behalf of the Company 

pursuant thereto or in connection therewith, all with such changes therein and 

additions thereto as any Authorized Person, such approval to be conclusively 

evidenced by the taking of such action or by the execution and delivery thereof; 

RESOLVED FURTHER, that the Company, as debtors and debtors in 

possession under the Bankruptcy Code be, and hereby is, authorized to incur the 

Adequate Protection Obligations. 

5. Marketing Process and Sale

RESOLVED, that the Company, with the assistance of its Advisors, is

authorized to continue its fulsome marketing and sale process during the Chapter 

11 Cases, including contacting, discussing, negotiating, and soliciting offers from 

potential bidders, including conducting any auction in connection therewith, in 

order to receive the highest or otherwise best offer for the sale of the Company’s 

Assets (collectively, the “Sale Process”);

RESOLVED FURTHER, that in the judgment of the Company, it is 

desirable and in the best interests of each Company, its interest holders, its 

subsidiaries, its creditors, and other parties in interest that each Company be, and 

hereby is, authorized to negotiate, execute, and enter into, all required 

documentation to consummate any sale transaction for the highest or otherwise best 

offer for the sale of any assets of each Company (the “Sale Transaction(s)”) 

(including any stalking horse agreement, asset purchase agreements or any other 

agreements or documents evidencing any such sale (collectively, the “Purchase 

Agreement(s)”)), with such changes, additions, and modifications thereto as an 

Authorized Person shall approve; 

RESOLVED FURTHER, that the Company shall be, and hereby is, and 

the Authorized Persons shall be, and each of them, acting alone, hereby is, in the 

name and on behalf of the Company, authorized, directed and empowered to seek 

entry of an order or orders authorizing entry into any Purchase Agreement(s) and 

consummation of the Sale Transaction(s) contemplated thereby, all substantially in 

accordance with documents that have been presented or will be presented to the 

Governing Bodies and/or filed with the Bankruptcy Court, subject to such 

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Document Page 10 of 20
modifications thereto as the Governing Bodies or Management may deem 

necessary or advisable (the approval of which to be conclusively established by the 

execution thereof by an Authorized Person); 

RESOLVED FURTHER, that each of the Authorized Persons be, and 

hereby is, authorized and empowered to take any and all actions necessary or 

advisable to advance each Company’s rights and obligations under any Purchase 

Agreement and/or the Sale Process, including filing of additional pleadings with 

the Bankruptcy Court; and in connection therewith, each Authorized Person, with 

power of delegation, is hereby authorized and directed to take all necessary actions 

in furtherance of the foregoing resolutions; 

RESOLVED FURTHER, each Governing Body hereby authorizes, 

adopts, approves, ratifies and confirms the Sale Transaction(s) and each Company’s 

entry into the Purchase Agreement(s), and each of the documents and agreements 

contemplated under any Purchase Agreement (the “Transaction Documents”) to 

which the Company is a party, and the performance of the Company’s obligations 

thereunder and (subject to the approval of the Bankruptcy Court) the consummation 

of the Sale Transaction(s) contemplated thereby; 

RESOLVED FURTHER, that each Authorized Person hereby is 

authorized and empowered to execute and deliver any Purchase Agreement(s), any 

Transaction Documents and any and all certificates, agreements, instruments, 

documents and undertakings of any kind and nature contemplated thereunder to 

which each Company is to be a party or as are necessary or appropriate to 

consummate the Sale Transaction(s) contemplated by any Purchase Agreement(s) 

and the Transaction Documents, in the name and on behalf of each Company, with 

such additions, deletions or changes therein (including, without limitation, any 

additions, deletions or changes to any schedules or exhibits thereto) as the 

Authorized Person executing the same shall approve (the execution and delivery 

thereof by the Authorized Person to be conclusive evidence of such Authorized 

Person’s approval of any such additions, deletions or changes); 

RESOLVED FURTHER, in addition to the specific authorizations 

heretofore conferred upon the Authorized Persons, the Authorized Persons, either 

individually or as otherwise required by each Company’s Governing Documents 

and applicable law, be, and each of them hereby is, authorized to execute (under 

hand or under the common seal of the Company if appropriate), acknowledge, 

deliver, and file any and all agreements, certificates, instruments, powers of 

attorney, letters, forms, transfer, deeds and other documents on behalf of the 

Company relating to any Purchase Agreement(s) and the Transaction Documents; 

6. Further Actions and Prior Acts

RESOLVED FURTHER, that in addition to the specific authorizations

heretofore conferred upon the Authorized Persons, the Authorized Persons, either 

individually or as otherwise required by the Company’s governing documents and 

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Document Page 11 of 20
applicable law, be, and each of them hereby is, authorized to execute (under hand 

or under the common seal of the Company if appropriate), acknowledge, deliver, 

and file any and all agreements, certificates, instruments, powers of attorney, 

letters, forms, transfer, deeds and other documents on behalf of the Company 

relating to the Chapter 11 Cases; 

RESOLVED FURTHER, that each of the Authorized Persons, each acting 

individually and with full power of substitution be, and hereby is, authorized, 

empowered, and directed to execute and file all petitions, schedules, motions, lists, 

applications, pleadings, and other papers, and to perform such further actions and 

execute such further documentation that such Authorized Person in their absolute 

discretion deems necessary, appropriate, or desirable in accordance with these 

resolutions; 

RESOLVED FURTHER, that, in addition to the specific authorizations 

heretofore conferred upon the Authorized Persons, the Authorized Persons, either 

individually or as otherwise required by the Company’s governing documents and 

applicable law, be, and each of them hereby is, authorized to take any and all such 

other and further actions, and to do all such other deeds and other things as the 

Company may lawfully do, in accordance with its governing documents and 

applicable law, including but not limited to, the negotiation, finalization, execution, 

acknowledgement, delivery, and filing of any and all agreements, certificates, 

instruments, powers of attorney, letters, forms, transfer, deeds, and other documents 

on behalf of the Company, and the payment of all expenses, including but not 

limited to filing fees, in each case as such Authorized Person’s or Authorized 

Persons’ may, in his/her/its/their absolute and unfettered discretion approve, deem 

or determine necessary, appropriate, advisable, or desirable in order to fully carry 

out the intent and accomplish the purposes of the resolutions adopted herein; such 

approval, deeming, or determination to be conclusively evidenced by said 

individual taking such action or the execution thereof; 

RESOLVED FURTHER, that the Board has received sufficient notice of 

the actions and transactions relating to the matters contemplated by the foregoing 

resolutions, as may be required by the organizational documents of the Company, 

or hereby waive any right to have received such notice; and

RESOLVED FURTHER, that all acts, actions, and transactions relating to 

the matters contemplated by the foregoing resolutions done in the name of and on 

behalf of the Company, which acts would have been approved by the foregoing 

resolutions except that such acts were taken before the adoption of these 

resolutions, are hereby in all respects approved, confirmed and ratified as the true 

acts and deeds of the Company with the same force and effect as if each such act, 

transaction, agreement, or certificate had been specifically authorized in advance 

by resolution of the Boards. 

[Documents: That the necessary documents be prepared and lodged with the Commission.] 

Case 23-80015-sgj11 Doc 1 Filed 12/19/23 Entered 12/19/23 21:29:25 Desc Main

Document Page 12 of 20
Signcd by all ofthe directors ofthe company in accordance with the requirements ofthe company

Constitution:

ril"r.it,*h. 1,.- Date:

Michael Joseph Thum

John Hoekman

Date

[STGNATURE PaGE To MEMoR-A-\DUM oF RDSoLuTIoNS oF rHE

BOARD oF DIRECToRS oF IMPEL NEURoPHARMA AUSTRAI,IA PTY LTD]

12/18/2023

Case 23-80015-sgj11 Doc 1 Filed 12/19/23 Entered 12/19/23 21:29:25 Desc Main

Document Page 13 of 20
Signed by all of the directors of the company in accordance with the requirements of the company 

Constitution: 

Michael Joseph Thurn 

Date: --------------

John Hoeianm;° 

Date: --------------

Sl�rNAffltE P GE TO MEMORANDUM OF RESOLUTIONS OF THE 

;:. lV'"''�llfc,"'vn1...,•Prvr◄o o, IMPEL NEUROPHARMA AUSTRALIA PTY L m J 

12/18/2023

Case 2380015sgj11 Doc 1 Filed 12/19/23 Entered 12/19/23 21:29:25 Desc Main

Document Page 14 of 20
Official Form 204 Chapter 11 or Chapter 9 Cases: Consolidated List of Creditors Who Have the 30 Largest Unsecured Claims page 1

 Check if this is

an amended 

filing

Official Form 204

Chapter 11 or Chapter 9 Cases: Consolidated List of Creditors Who Have the 

30 Largest Unsecured Claims and Are Not Insiders 12/15

A list of creditors holding the 20 largest unsecured claims must be filed in a Chapter 11 or Chapter 9 case. Include claims which the debtor disputes. Do 

not include claims by any person or entity who is an insider, as defined in 11 U.S.C. § 101(31). Also, do not include claims by secured creditors, unless 

the unsecured claim resulting from inadequate collateral value places the creditor among the holders of the 20 largest unsecured claims.

Name of creditor and complete 

mailing address, including zip code

Name, telephone number, and 

email address of creditor 

contact

Nature of the claim 

(for example, trade 

debts, bank loans, 

professional

services, and

government

contracts)

Indicate if 

claim is 

contingent,

unliquidated,

or disputed

Amount of unsecured claim

If the claim is fully unsecured, fill in only unsecured 

claim amount. If claim is partially secured, fill in 

total claim amount and deduction for value of 

collateral or setoff to calculate unsecured claim.

Total claim, if

partially

secured

Deduction for

value of

collateral or

setoff

Unsecured

claim

1 Symphony Health

4130 ParkLake Ave. 

Suite 400 

Raleigh, NC 27612

Natalia Garcia, 

52 55 4122 6141, 

natalia.garcia2@iconplc.com

Trade Debt Liquidated $482,358.75

2 Good Apple

P.O. Box 1695 

Lakeville, CT 06039

646-450-7126, 

accounting@goodapple.com

Trade Debt Liquidated $292,661.03

3 Pharmaceutical Data Services (PDS)

3000 Whitney Ave. 

Box 138 

Hamden, CT 06518

Jeremy Destito, 

203-376-9803, 

jeremy.destito@gopds.net

Trade Debt Liquidated $201,500.00

4 ASPN Pharmacies, LLC

200 Park Ave. Suite 300

Florham Park, NJ 07932

Ronak Patel, 

973-5648004, 

ronak.patel@asembia.com

Trade Debt Liquidated $120,000.00

5 TrnDigital, LLC

200 Portland St Floor 5 

Boston, MA 02114

Shailendra Singh

860-460-6559, 

shailendra.singh@trndigital.com

Trade Debt Liquidated $82,113.90

6 PPD Development

8551 Research Way, Suite 90, 

Middleton, WI 53562

Gerald Maquera, 608-203-4020, 

gerald.maquera@ppd.com

Trade Debt Liquidated $78,770.80

7

Amex

200 Vesey Street 

New York, NY 10285

Shelly A. Laycock, 

480-559-7268, 

shelley.a.laycock@aexp.com

Trade Debt Liquidated $70,000.00

8

Cardinal Health

7000 Cardinal Place, 

Dublin, OH 43017

Vivek Kumar, 

614.553.4460, 

vivek.kumar05@cardinalhealth.com

Trade Debt Liquidated $69,626.22

Debtor name Impel Pharmaceuticals, Inc., et al.

United States Bankruptcy Court for the: Northern District of Texas______________

Case number (If known):

Fill in this information to identify the case:

Case 23-80015-sgj11 Doc 1 Filed 12/19/23 Entered 12/19/23 21:29:25 Desc Main

Document Page 15 of 20
Official Form 204 Chapter 11 or Chapter 9 Cases: Consolidated List of Creditors Who Have the 30 Largest Unsecured Claims page 2

Debtor Impel Pharmaceuticals, Inc., et al. Name

Case number (if known)

Name of creditor and complete 

mailing address, including zip code

Name, telephone number, and 

email address of creditor 

contact

Nature of the claim 

(for example, trade 

debts, bank loans, 

professional

services, and

government

contracts)

Indicate if 

claim is 

contingent,

unliquidated,

or disputed

Amount of unsecured claim

If the claim is fully unsecured, fill in only unsecured 

claim amount. If claim is partially secured, fill in 

total claim amount and deduction for value of 

collateral or setoff to calculate unsecured claim.

Total claim, if

partially

secured

Deduction for

value of

collateral or

setoff

Unsecured

claim

9 Phil, Inc

2443 Fillmore St. #380-1423 San 

Francisco, CA 94115

Deepak Thomas, 

deepak@phil.us

Trade Debt Liquidated $60,000.00

10

Citeline

Caerus US 1 Inc. 

1 Penn Plz Ste 2505 

New York, NY 10119-2500

David Ross 

646.984.4007 

david.ross@informa.com

Trade Debt Liquidated $56,921.70

11 Med Communications, Inc.

5100 Poplar Ave. Suite 450 

Memphis, TN 38137

Kristi Pearson, 

901-578-3200, 

kristi.pearson@medcomminc.com

Trade Debt Liquidated $53,276.00

12

SHOP-PR LLC_TWELVENOTE

140 Broadway 28th Floor 

New York, NY 10005

LaToria Jones, 

703-258-9066, 

ljones@lippetaylor.com

Trade Debt Liquidated $42,000.00

13 Two Labs Holdings LLC

110 Riverbend Ave. Suite 100 

Powell OH 43065

Glenda Padilla 

614.822.7738 

glenda.padilla@envisionpharma.co

m

Trade Debt Liquidated $35,290.30

14

CPA Global

2318 Mill Road 12th Floor 

Alexandria, VA 22314

Jai Shekhawat 646-517-1527 

jai.shekhawat@clarivate.com

Trade Debt Liquidated $33,378.32

15

QPharma

22 South St. 

Morristown, NJ 07960

Melissa Raygada, 

973-656-0011, 

Melissa.Raygada@qpharmacorp.c

om

Trade Debt Liquidated $33,069.64

16 Integrichain

8 Penn Center 1628 JFK Blvd. Suite 

300 Philadelphia, PA 19103

Jillian Smiley, 

630-301-9608, 

jsmiley@integrichain.com

Trade Debt Liquidated $32,000.00

17 CFI Workspace

7001 N. Park Dr. 

Pennsauken, NJ 08109

Barbara Dockery 

215.279.9410 ext 410 

bdockery@cfiworkspace.com

Trade Debt Liquidated $31,290.56

18 Donnelley Financial Solutions

35 W. Wacker Drive 

Chicago IL 60601

Anne Livingston 

855.542.9011 

accountsreceivable@dfinsolutions.com

Trade Debt Liquidated $31,060.88

19 CCG Corporate Mailings, Inc.

14 Henderson Dr, 

West Caldwell, NJ 07006

Annamarie Palk 

973.808.0009 ext, 2102 

a_dannacher@corpcomm.com

Trade Debt Liquidated $29,956.62

20

Juice Pharma Worldwide

132 West 31st St. 

New York, NY 10001

Chi Cheung

212-367-2416, 

ccheung@juicepharma.com

Trade Debt Liquidated $26,000.00

Case 23-80015-sgj11 Doc 1 Filed 12/19/23 Entered 12/19/23 21:29:25 Desc Main

Document Page 16 of 20
Official Form 204 Chapter 11 or Chapter 9 Cases: Consolidated List of Creditors Who Have the 30 Largest Unsecured Claims page 3

Debtor Impel Pharmaceuticals, Inc., et al. Name

Case number (if known)

Name of creditor and complete 

mailing address, including zip code

Name, telephone number, and 

email address of creditor 

contact

Nature of the claim 

(for example, trade 

debts, bank loans, 

professional

services, and

government

contracts)

Indicate if 

claim is 

contingent,

unliquidated,

or disputed

Amount of unsecured claim

If the claim is fully unsecured, fill in only unsecured 

claim amount. If claim is partially secured, fill in 

total claim amount and deduction for value of 

collateral or setoff to calculate unsecured claim.

Total claim, if

partially

secured

Deduction for

value of

collateral or

setoff

Unsecured

claim

21 Clinigen CSM, Inc

342 42nd St. S.

Fargo, ND 58103

Nick Leary

267.603.5566

nicholas.leary@clinigengroup.com

Trade Debt Liquidated $25,156.66

22 Carepoint Healthcare LLC

9 Commerce Drive, 

Schaumburg, IL 60173

Bhavesh Patel 

855.237.9112 

bpatel@carepointrx.com

Trade Debt Liquidated $25,000.00

23 Imprint Science

3 Columbus Circle Floor 7 

New York NY 10019-8750

Leela Ramdas 

212.614.5088 

Leelawattee.Ramdas@vmlyr.com

Trade Debt Liquidated $17,684.01

24 Healthcare Alliance Group

101 Laurel Road, Suite 100 

Voorhees, NJ 08043

Jill Kowalew 

215.262.8047 

jkowalew@rmcom.net

Trade Debt Liquidated $14,914.98

25

Mainehealth

One Dana Court 

Westbrook ME 04092

Melanie Hounchell 

513.885.7435 

Melanie.Hounchell@mainehealth.or

g

Trade Debt Liquidated $14,357.00

26 CobbleStone Systems Corp

428 S White Horse Pike 

Lindenwold, NJ 08021

Matthew Hughes 

866.330.0056 ext 1111 

mhughes@cobblestonesoftware.co

m

Trade Debt Liquidated $13,894.25

27 InsightSoftware

8529 Six Forks Road Ste 300 

Raleigh NC 27615

Christine Sadorra 

919.872.7800 

christine.sadorra@insightsoftware.c

om

Trade Debt Liquidated $12,107.99

28

Marketo

901 Mariners Island Blvd. Suite 500 

San Mateo, CA 94404

Nick Moore 

970.390.9173 

nmoore@adobe.com

Trade Debt Liquidated $10,074.81

29

UW Center for Comotion

4545 Roosevelt Way NE #400,

Seattle, WA 98105

Dennis A. Hanson, PhD, 

206.543.0430,

hansonda@uw.edu

Trade Debt Liquidated $10,000.00

30 PSKW, LLC (ConnectiveRx)

P.O. Box 825135 

Philadelphia, PA 19182-5147

Lea Quizon

908-809-6154, 

lea.quizon@connectiverx.com

Trade Debt Liquidated $8,150.00

Case 23-80015-sgj11 Doc 1 Filed 12/19/23 Entered 12/19/23 21:29:25 Desc Main

Document Page 17 of 20
IN THE UNITED STATES BANKRUPTCY COURT

FOR THE NORTHERN DISTRICT OF TEXAS

In re:

IMPEL NEUROPHARMA AUSTRALIA 

PTY LTD, 

 Debtor. 

Chapter 11 

Case No. 23-_____ (___) 

LIST OF REGISTERED EQUITY SECURITY HOLDERS

Pursuant to rule 1007(a)(3) of the Federal Rules of Bankruptcy Procedure, the following is 

a list of holders of equity securities of the above-captioned debtor. 

Equity Holder Percentage of Equity Held

Impel Pharmaceuticals Inc. 100%

Case 23-80015-sgj11 Doc 1 Filed 12/19/23 Entered 12/19/23 21:29:25 Desc Main

Document Page 18 of 20
IN THE UNITED STATES BANKRUPTCY COURT 

FOR THE NORTHERN DISTRICT OF TEXAS

In re:

IMPEL NEUROPHARMA AUSTRALIA 

PTY LTD, 

 Debtor. 

Chapter 11 

Case No. 23-_____ (___) 

CORPORATE OWNERSHIP STATEMENT

Pursuant to rules 1007(a)(1) and 7007.1 of the Federal Rules of Bankruptcy Procedure, the

following are corporations, other than a government unit, that directly or indirectly own 10% or 

more of any class of the debtor’s equity interests. 

Directly: 

Shareholder Approximate Percentage of Shares Held

Impel Pharmaceuticals Inc. 100%

Indirectly: 

Shareholder Approximate Percentage of Shares Held

KKR Iris Investors 17.3%

NORWEST VENTURE PARTNERS XIV LP 13.0%

5AM Ventures V, L.P. 12.1%

Vivo Capital LLC 12.1%

Venbio Capital LLC 11.6%

Case 23-80015-sgj11 Doc 1 Filed 12/19/23 Entered 12/19/23 21:29:25 Desc Main

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12 19

Case 23-80015-sgj11 Doc 1 Filed 12/19/23 Entered 12/19/23 21:29:25 Desc Main

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