Item 1.03. Bankruptcy or Receivership.
Bankruptcy
As previously reported, on
Confirmation of Plan of Liquidation
On
Summary of Plan of Liquidation
The Plan of Liquidation, as confirmed by the
The Plan of Liquidation creates eight classes of claims against and interests in
the Debtors. Claims in Class 1 (Secured Tax Claims), Class 2 (Other Secured
Claims), Class 3 (Other Priority Claims), and Class 4 (Prepetition Credit Party
Claims) are unimpaired under the Plan of Liquidation and are conclusively
presumed to have accepted the Plan of Liquidation without the solicitation of
acceptances or rejections pursuant to section 1126(f) of the Bankruptcy Code.
Holders of allowed claims in Class 5 (General Unsecured Claims) are entitled to
receive certain distributions under the Plan of Liquidation. Holders of claims
in Class 6 (Intercompany Claims) and Class 7 (Subordinated Claims) and holders
of interests in Class 8 (Equity Interests) will not receive any distributions or
receive or retain any property under the Plan of Liquidation on account of such
claims and interests. In addition, the Plan of Liquidation provides for the
payment of Administrative Claims, Priority Tax Claims and Professional
The Effective Date will be the business day selected by the Debtors on which:
(a) no stay of the Confirmation Order is in effect; (b) all conditions precedent
specified in Article IX of the Plan of Liquidation have been satisfied or waived
(in accordance with Article IX of the Plan of Liquidation); and (c) the Plan of
Liquidation is declared effective. The Effective Date is anticipated to be on or
around
The foregoing description is a summary of the material terms of the Plan of Liquidation and does not purport to be complete, and is qualified in its entirety by reference to the full text of the Plan of Liquidation filed as Exhibit 2.1 to this Current Report on Form 8-K. Capitalized terms used but not otherwise defined herein shall have the meanings given to such terms in the Plan of Liquidation or Confirmation Order, as appropriate.
Cautionary Note Regarding the Company's Common Stock
As of
Item 3.03. Material Modification to Rights of Security Holders.
As provided in the Plan of Liquidation, the obligations of any Debtor (including the Company) pursuant, relating, or pertaining to any agreements, indentures, certificates of designation, bylaws, or certificate or articles of incorporation or similar documents governing the shares, certificates, notes, and purchase rights, options, warrants, or other instruments or documents evidencing or creating any indebtedness or obligations of the Debtors (including the Company) related thereto shall be cancelled and deemed null and void.
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
The Plan of Liquidation provides that on the Effective Date all officers,
directors, and managers of the Company shall be deemed to have resigned and
shall be discharged from any further duties and responsibilities in such
capacity. As provided in the Plan of Liquidation, each of the Company's
directors,
Item 9.01 Financial Statements and Exhibits.
(d) Exhibit Exhibit No. Description Debtors' Joint Chapter 11 Plan of Liquidation, dated October 2.1 29, 2020 Order Confirming Debtors' Joint Chapter 11 Plan of 99.1 Liquidation, datedDecember 11, 2020 2
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