In re Gordian Medical, Inc.

MEMORANDUM DECISION AND ORDER

Debtor and debtor in possession Gordian Medical, Inc. (“Gordian”) has objected (the “Gordian Objection”) to Claim 53, a second amended proof of claim in the amount of $17,786,989.40 filed by the Internal Revenue Service (the “Service”) on December 6, 2012 approximately three months and fifteen days after the August 22, 2012 bar date applicable to taxing authorities such as the Service. The United States of America has moved on behalf of the Service (the “USA Motion”) for leave to amend Claim 53 to clarify that the Service has a secured claim based upon a right of setoff against any payments owing to Gordian by another branch of the United States government, namely, the Centers for Medicare and Medicaid Service of the United States Department of Health and Human Services (“CMS”).

Claim 53 is based on a transferee liability theory. The Service alleges in Claim 53 that Gordian is a successor in interest to American Medical Technologies, Inc. (“AMT”) and is therefore liable for unpaid federal corporate income taxes, interest and penalties owed by AMT. 1 Gordian objects to Claim 53 in its entirety on the grounds that it was filed late, does not relate…