LSC COMMUNICATIONS, INC. Item 1.03 Bankruptcy or Receivership.
As previously disclosed, on
On
The following is a summary of certain material features of the Plan. Any description of the terms of the Plan in this Form 8-K are qualified in their entirety by Exhibit 2.1 to this Form 8-K. Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Plan.
Summary of the Plan
The Plan provides for the orderly wind down of the
• All Allowed General Administrative Claims, 503(b)(9) Claims and Priority
Tax Claims will be paid in full in accordance with the applicable
sections of the Plan.
• All Allowed Other Priority Claims and Other Secured Claims will be
satisfied in full in accordance with the applicable sections of the Plan.
• Each holder of an Allowed Junior Remaining Claim will receive its pro
rata share of the Junior Remaining Claim Distribution Pool , subject to
the Unsecured Claim Pool .
• Each holder of an Allowed General Unsecured Claim will receive its pro
rata share of the $8,000,000 Unsecured Claim Pool , provided that all
distributions to holders of Allowed MEPP RRD Claims will be made solely
from the separate MEPP Distribution Account.
• Each holder of an Allowed SERP Claim will receive its pro rata share
(i) of the $8,000,000 Unsecured Claim Pool and (ii) the $4,955,127.31
SERP Settlement Payment.
• No holder of an Intercompany Claim, Intercompany Interest, Subordinated
Claim or Equity Interest will receive any distributions on account of its
Claim or Interest. All Intercompany Interests and Equity Interests will
be cancelled on the Effective Date.
The Plan also implements the terms of certain settlements among various creditor
constituencies, without which the Debtors believe recoveries to creditors would
be materially reduced. Certain reserves may be created by the Plan Administrator
for purposes of resolving disputed Claims and funding various costs and expenses
associated with the administration of the Plan and the wind down of the
Information as to the assets and liabilities of the Company as of the most
recent practicable date was included in the Debtors' Monthly Operating Report
for the period from
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Item 3.03 Material Modification to Rights of Security Holders.
As provided in the Plan, the obligations of any Debtor under any certificate, Interest, share, note, bond, indenture, purchase right, option, warrant, intercreditor agreement, guaranty, indemnity or other instrument or document directly or indirectly evidencing or creating any indebtedness or obligation of or ownership interest in the Debtors or giving rise to any Claim or Interest, will be canceled solely as to the Debtors, and the Debtors will not have any continuing obligations thereunder and will be released therefrom on the Effective Date.
Pursuant to the Plan, all outstanding Equity Interests in the Company will be
cancelled for no consideration on the Effective Date. As of
Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
The Plan provides that the Company's board of directors will be dissolved and its officers will be dismissed on the Effective Date. As provided in the Plan, on the Effective Date, each of the Debtors' directors and officers will be released and discharged from their duties and terminated automatically and will have no continuing obligations to the Debtors.
Item 8.01 Other Events.
The Company intends to file a Form 15 with the
Cautionary Note Regarding Forward Looking Statements
This Form 8-K contains certain forward-looking statements. These statements may
be identified by the use of forward looking terminology such as "anticipate,"
"believe," "continue," "could," "estimate," "expect," "intend," "may," "might,"
"our vision," "plan," "potential," "preliminary," "predict," "should," "will,"
or "would" or the negative thereof or other variations thereof or other
comparable terminology and include, but are not limited to, statements regarding
the Plan and the outcome and timing of the Chapter 11 process. We have based
these forward-looking statements on our current expectations, assumptions,
estimates and projections. While we believe these expectations, assumptions,
estimates and projections are reasonable, such forward-looking statements are
only predictions and involve known and unknown risks and uncertainties, many of
which are beyond our control, including but not limited to the Debtors' ability
to satisfy (or obtain waivers of) the conditions precedent to the effectiveness
of the Plan, the Debtors' ability to make distributions pursuant to the Plan,
rulings of the Court in the Chapter 11 Cases, risks associated with third-party
motions in the Chapter 11 Cases, risks related to the trading of the Common's
common stock on the OTC Pink Market, particularly because the Plan states that
the Company's common stock will be cancelled on the Effective Date, and risks
associated with the Chapter 11 process in general. These and other important
factors may cause our actual results, performance, or achievements to differ
materially from any future results, performance, or achievements expressed or
implied by these forward-looking statements. For a list and description of such
risks and uncertainties, please refer to the Company's filings with the
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you that the list of important factors included in our
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit
No. Exhibit
2.1 Findings of Fact, Conclusions of Law and Order Confirming the
Amended Joint Chapter 11 Plan of Liquidation of LSC Communications,
Inc. and its Debtor Affiliates.
104 Cover Page Interactive Data File - The cover page XBRL tags are
embedded within the inline XBRL document.
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