July 26, 2018 – VER Technologies HoldCo’s Third Amended Joint Chapter 11 Plan of Reorganization has been confirmed [Docket No. 647]. As previously reported [Docket No. 611], “On the Effective Date, Production Resource Group PRG II Inc., PRG LLC and Reorganized HoldCo (as the case may be) shall receive net cash proceeds under the New Investments. On the Effective Date, the Reorganized Debtors shall enter into the Settlement, pursuant to which (a) the FTF Parties shall contribute the FTF Party Contribution in the amount of $10,500,000 and certain Restructuring Support Parties shall have agreed that proceeds of the New Investments shall be used to fund the Restructuring Support Party Contribution in the amount of $500,000 to the GUC Reserve and (b) distributions of the Restructuring Support Party Contribution and FTF Party Contribution may be made in accordance with Article III.B hereof…. Production Resource Group II (PRG) is pursuing alternative financing on terms superior (from the borrower’s perspective) to those of the Committed Financing, and the anticipated terms of such alternative financing are set forth in the form credit agreement filed with this Plan Supplement as Exhibit F(3) (the ‘Alternative Financing’). The Alternative Financing currently contemplates that $182 million of preferred equity in PRG II (the ‘Preferred Equity’) would be issued contemporaneously with the closing under the Alternative Financing, and certain anticipated terms of the Preferred Equity are described in the Third Amended and Restated Limited Liability Company Agreement….In connection with the Merger, the New Units shall be cancelled and PRG II shall issue certain preferred and common equity interests to the holders of the New Units in Reorganized HoldCo to reflect the preferred and common equity interests of PRG II to be held by the holders of the New Units on a post-closing basis as set forth in Article III.B.3 and in the Restructuring Support Agreement. Immediately following the Merger and the Contribution, PRG II shall contribute 100% of the equity interests in Reorganized HoldCo to its subsidiary PRG II Inc., and PRG II Inc. shall contribute 100% of the equity interests in Reorganized HoldCo to its subsidiary PRG Inc., resulting in Reorganized HoldCo becoming a wholly owned subsidiary of PRG Inc.”
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