MIG filed with the U.S. Bankruptcy Court a motion for entry of an order (a) authorizing the sale of certain of the Debtors’ assets free and clear of liens, claims, encumbrances and other interests; (b) authorizing and approving the related asset purchase agreement and related mutual release agreement; (c) declaring the Plan effective (as it relates to ITC Cellular) and closing the Chapter 11 case of ITC Cellular. The purchaser is Sector Telecom Georgia.
The motion explains, “The now confirmed Plan provides two alternative paths for exiting these Chapter 11 Cases: (a) the Reorganization Transaction, which contemplates, in principal part, the conversion of the Senior Secured Notes to new equity in MIG Holdings, an entity formed to hold all of the Interests in Reorganized MIG; or (b) a Sale Transaction, which contemplates, in principal part, a sale of the ITC Equity and distribution of the proceeds of the sale. Following entry of the Confirmation Order, the Debtors and the Indenture Trustee took steps to prepare to consummate the Reorganization Transaction, while at the same time, certain Senior Secured Noteholders, with the consent of the Debtors and having apprised the Indenture Trustee, continued to engage in negotiations with Shenton Park regarding a potential Sale Transaction. Through those negotiations, Senior Secured Noteholders holding approximately 66% of the Notes (the ‘Majority Noteholders’) reached an agreement with Shenton Park with respect to a sale by the Debtors of (a) the ITC Equity, (b) the MIG Litigation and Causes of Action and certain other causes of action owned or controlled by MIG or ITC Cellular as further detailed in the Purchase Agreement (collectively, the ‘Purchased Causes of Action’), and (c) certain records in the possession of Seller and ITC Cellular (collectively, with the ITC Equity and Purchased Causes of Action, the ‘Purchased Assets’), in return for cash consideration of $72 million (such sale, the ‘Proposed Sale’).”
The motion continues, “As of the Sale Closing, the Chapter 11 Case of ITC Cellular would be ‘fully administered’ within the meaning of section 350 of the Bankruptcy Code. ITC Cellular will be discharged pursuant to Article VIII.A of the Plan, including a discharge of the Indenture Claim, and all liens on any of its assets securing such discharged obligations shall be deemed extinguished. The Plan will thus be effective as it relates to ITC Cellular.”
The Court scheduled a June 22, 2017 hearing to consider the sale and closure motion, with objections due by June 15, 2017.
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