Imerys Talc America, Inc. – Further to Disclosure Statement Order, Files Solicitation Version of Ninth Amended Plan and Related Disclosure Statement; Confirmation Hearing Begins June 21st

January 28, 2021 – The Debtors filed solicitation versions of their Ninth Amended Plan of Reorganization and related Disclosure Statement [Docket Nos. 2864 and 2866, respectively].

On January 27, the Court approved (i) the adequacy of the Debtors’ Disclosure Statement, (ii) Plan solicitation and voting procedures and (iii) a timetable culminating in a Plan confirmation hearing to begin on June 21, 2021 [Docket No. 2863].

The Plan incorporates key global and Rio Tinto/Zurich settlements, calls for the establishment of a Talc Personal Injury Trust to resolve claims filed primarily by Ovarian Cancer and Mesothelioma claimants and reflects the sale of substantially all of the North American debtors' assets as part of the global settlement. As a result of the complex structure of the Plan transactions, although votes must be submitted by March 25, 2021, the three-day Plan confirmation hearing is not scheduled to begin until June 21, 2021.

In addition to the North American Debtors being the market leader with respect to talc production in North America, representing nearly 50% of the market. the Debtors were historically the sole supplier of cosmetic talc to Johnson & Johnson. Both of these activities play a part in the talc personal injury claims filed against the Debtors. The Disclosure Statement notes, "although personal care/cosmetic sales make up only a minor percentage of the North American Debtors’ revenue, nearly all of the pending Talc Personal Injury Claims allege injuries based on use of cosmetic products containing talc, though some claims also allege injuries based on exposure to talc in an industrial setting."

The settlement with Rio Tinto America Inc. and Zurich American Insurance Company addresses, according to the Disclosure Statement, (i) alleged liabilities relating to the Rio Tinto Corporate Parties’ prior ownership of the Debtors, (ii) alleged indemnification obligations of the Rio Tinto Corporate Parties and (iii) the amount of coverage to which the Debtors claim to be entitled under the Talc Insurance Policies issued by the Zurich Corporate Parties and the Rio Tinto Captive Insurers. Meanwhile, the global settlement with Cyprus Mines Corporation, Cyprus Amax Minerals Company and Freeport-McMoRan Inc. "resolves (i) the treatment of Talc Personal Injury Claims relating to Cyprus, (ii) disputes between Cyprus and the Debtors regarding entitlement to certain insurance proceeds between Cyprus and the Debtors and (iii) disputes between Cyprus and the Debtors regarding ownership of certain indemnification rights."

The following is a summary of classes, claims, voting rights and expected recoveries (defined terms are as defined in the Plan and/or Disclosure, and also the Liquidation Analysis below):

• Class 1 (“Priority Non-Tax Claims”) is unimpaired, deemed to accept and not entitled to vote on the Plan. This class is applicable to North American Debtors and ITI. The estimated recovery is 100%. 
• Class 2 (“Secured Claims”) is unimpaired, deemed to accept and not entitled to vote on the Plan. This class is applicable to North American Debtors and ITI. The estimated recovery is 100%. 
• Class 3a (“Unsecured Claims Against the North American Debtors”) is unimpaired, deemed to accept and not entitled to vote on the Plan. The estimated recovery is 100%. This class is applicable to North American Debtors.
• Class 3b (“Unsecured Claims Against ITI”) is unimpaired, deemed to accept and not entitled to vote on the Plan. This class is applicable to ITI. The estimated recovery is 100%. 
• Class 4 (“Talc Personal Injury Claims”) is impaired and entitled to vote on the Plan.  The estimated recovery is initial payment Percentages are estimated in the following ranges: (1) Fund A (Ovarian Cancer A Claimants): 0.40% to 2.34%; (2) Fund B (Mesothelioma Claimants): 3.70% to 6.24%; and (3) Fund C (Ovarian Cancer B – D Claimants): 0.30% to 1.48%. The Trust Distribution Procedures include provisions that would permit a subsequent modification of Payment Percentages on a Claim category by Claim.
• Class 5a (“Non-Debtor Intercompany Claims”) is impaired, deemed to accept and not entitled to vote on the Plan. This class is applicable to North American Debtors and ITI. The estimated recovery is 0%.
• Class 5b (“Debtor Intercompany Claims”) is unimpaired, deemed to accept and not entitled to vote on the Plan. This class is applicable to North American Debtors and ITI. The estimated recovery is 100%.
• Class 6 (“Equity Interests in the North American Debtors”) is impaired, deemed to accept and not entitled to vote on the Plan. This class is applicable to North American Debtors. The estimated recovery is cancellation of the Interests.
• Class 7 (“Equity Interests in ITI”) is unimpaired, deemed to accept and not entitled to vote on the Plan. This class is applicable to ITI. The estimated recovery is reinstatement of the Interests.

Plan Overview

The Disclosure Statement notes, “The North American Debtors commenced their Chapter 11 Cases in order to manage the significant potential liabilities arising from claims by plaintiffs alleging personal injuries caused by exposure to talc mined, processed and/or distributed by one or more of the North American Debtors. As of the Petition Date, one or more of the North American Debtors had been sued by approximately 14,650 claimants seeking damages for personal injuries allegedly caused by exposure to the North American Debtors’ talc products, with the vast majority of such claims (approximately 98.6%) based on alleged exposure to cosmetic talc products. The vast majority of such claims (approximately 13,800) asserted [Ovarian Cancer (OC)] Claims and the remainder (about 850) asserted Mesothelioma Claims.

The Debtors’ stated purpose of the Chapter 11 Cases is to confirm a plan of reorganization that will maximize the value of the Debtors’ assets for the benefit of all stakeholders and, pursuant to sections 524(g) and 105(a) of the Bankruptcy Code, will include a trust mechanism to address Talc Personal Injury Claims in a fair and equitable manner. (see more on Personal Injury Trust below). The Plan Proponents believe that the Plan accomplishes these goals. Indeed, the Plan embodies a global settlement of issues (the ‘Imerys Settlement’) among the Plan Proponents, which resolves all outstanding disputes between the Debtors, their Estates, the Imerys Non-Debtors (as defined below), the Tort Claimants’ Committee and [Future Claimants' Representative James L. Patton (the "FCR")], and provides for a significant contribution to the Talc Personal Injury Trust.

The Plan also implements a comprehensive settlement among the Debtors, on the one hand, and Rio Tinto America Inc. (‘Rio Tinto’), on behalf of itself and the Rio Tinto Captive Insurers, and for the benefit of the Rio Tinto Protected Parties, and Zurich American Insurance Company, in its own capacity and as successor-in-interest to Zurich Insurance Company, U.S. Branch (‘Zurich’), on behalf of itself and for the benefit of the Zurich Protected Parties, on the other hand, and consented to by the Tort Claimants’ Committee and the FCR (the ‘Rio Tinto/Zurich Settlement’). The Rio Tinto/Zurich Settlement finally resolves disputes over (i) alleged liabilities relating to the Rio Tinto Corporate Parties’ prior ownership of the Debtors, (ii) alleged indemnification obligations of the Rio Tinto Corporate Parties and (iii) the amount of coverage to which the Debtors claim to be entitled under the Talc Insurance Policies issued by the Zurich Corporate Parties and the Rio Tinto Captive Insurers. The Rio Tinto/Zurich Settlement will generate substantial recoveries for the holders of Talc Personal Injury Claims.

In addition, the Plan effectuates a global settlement (the ‘Cyprus Settlement’) among (i) the Debtors, (ii) Cyprus Mines Corporation (‘Cyprus Mines’), Cyprus Amax Minerals Company (‘CAMC,’ and together with Cyprus Mines, ‘Cyprus’) and Freeport-McMoRan Inc. (‘Freeport,’ and together with Cyprus, the ‘Cyprus Parties’), (iii) the Tort Claimants’ Committee and (iv) the FCR (collectively, the ‘Cyprus Settlement Parties’), which represents a comprehensive resolution of all issues between and among the Cyprus Settlement Parties, and resolves (i) the treatment of Talc Personal Injury Claims relating to Cyprus, (ii) disputes between Cyprus and the Debtors regarding entitlement to certain insurance proceeds between Cyprus and the Debtors, and (iii) disputes between Cyprus and the Debtors regarding ownership of certain indemnification rights. The Cyprus Settlement, like the Imerys Settlement and the Rio Tinto/Zurich Settlement, provides a significant benefit to holders of Talc Personal Injury Claims.

Pursuant to the Plan, a Talc Personal Injury Trust will be established that will comply in all respects with the requirements of section 524(g)(2)(B)(i) of the Bankruptcy Code and assume all Talc Personal Injury Claims. The Talc Personal Injury Trust will be funded with the Talc Personal Injury Trust Assets in order to resolve Talc Personal Injury Claims in accordance with the Talc Personal Injury Trust Documents. Moreover, remaining proceeds from the Sale will be used to fund the Talc Personal Injury Trust in accordance with the terms of the Plan. As further described in this Disclosure Statement, the Talc Personal Injury Trust will manage the Talc Personal Injury Trust Assets and liquidate such assets to enable it to resolve Talc Personal Injury Claims pursuant to the Trust Distribution Procedures.

Under the Plan, holders of Allowed Unsecured Claims against the North American Debtors that are not Talc Personal Injury Claims will be paid in full.

Although [Imerys Talc Italy S.p.A. (ITI)] is not currently in bankruptcy, ITI will solicit acceptance of the Plan as a ‘prepackaged plan of reorganization’ and if the Plan is approved by the requisite number and amount of holders of Talc Personal Injury Claims, it would provide for the permanent settlement of Talc Personal Injury Claims against ITI contemporaneously with the Talc Personal Injury Claims against the North American Debtors. Holders of Equity Interests in and Claims against ITI (other than holders of Talc Personal Injury Claims and Non-Debtor Intercompany Claims) will be Unimpaired, or otherwise ‘ride through,’ the Chapter 11 Cases.”

ITI has also been named as a defendant in litigation asserting Talc Personal Injury Claims.

Imerys Settlement

To resolve the Debtors’ Talc Personal Injury Claims, the Plan incorporates a global settlement between the Plan Proponents that provides:

• the Debtors will commence a 363 sale process to sell substantially all assets of the North American Debtors (the “Sale”) to one or more purchaser(s) (the “Buyer”), in which Imerys S.A. or its non-debtor affiliates (each, a “Non-Debtor Affiliate”, and together with Imerys S.A., the “Imerys Non Debtors”) may participate in any auction as bidder, but will not be designated as a stalking horse purchaser (if any is selected);
• in the event the Plan is properly accepted by holders of Talc Personal Injury Claims, ITI will commence a chapter 11 bankruptcy proceeding to be jointly administered (subject to Bankruptcy Court approval) with the North American Debtors’ Chapter 11 Cases prior to the Confirmation Hearing;
• the equity interests in the North American Debtors will be canceled, and, on the Effective Date, equity interests in the Reorganized North American Debtors will be authorized and issued to the Talc Personal Injury Trust; and
• the equity interests in ITI will be reinstated following the Effective Date, with approximately 99.66% of such equity interests retained by Mircal Italia S.p.A. (“Mircal Italia”), a Non-Debtor Affiliate.

The Imerys Non-Debtors have agreed to make or cause the Imerys Contribution to be made in exchange for the releases and channeling injunction benefiting the Imerys Protected Parties as contemplated pursuant to the Plan.  As further described below, the Imerys Contribution consists of four components, which include (i) the Imerys Settlement Funds, (ii) the Imerys Cash Contribution, (iii) the Talc Trust Contribution and (iv) the Additional Contribution (each as defined below).

The Imerys Settlement Funds consist of (i) $75 million, comprising $74.5 million Cash and the Talc PI Note [estimated to be valued at $500k], plus (ii) the Sale Proceeds, plus (iii) a contingent purchase price enhancement of up to $102.5 million, subject to the Cash value of the Sale Proceeds provided that in the event the Sale contemplated by and pursuant to the Sale Order closes, no contingent purchase price enhancement shall be payable, less (iv) if the DIP Order is entered, amounts required to pay the DIP Facility Claims pursuant to the terms of the DIP Loan Documents and Allowed by the DIP Order, less (v) if the DIP Order is not entered, Imerys S.A.’s reasonable and documented out-of-pocket costs and expenses of negotiation and preparation of the DIP Loan Documents estimated to be $400,000 as of December 10, 2020.

In respect of the Imerys cash contribution, the Disclosure Statement explains, “On or prior to the Effective Date, the Imerys Non-Debtors have agreed to contribute, or cause to be contributed, the following to the Debtors or the Reorganized Debtors, as applicable (the ‘Imerys Cash Contribution’):

• (1) the balance of that certain loan payable from the Imerys Non-Debtors to the North American Debtors (the “Intercompany Loan) totaling approximately $2.5 million as of December 31, 2020, for the purpose of funding administrative expenses during the pendency of the Chapter 11 Cases, as well as certain of the Reserves;
• (2) $5 million (less any amounts already paid and noted in an accounting to the Tort Claimants’ Committee and the FCR) for payment of Allowed Claims in Class 3a through inclusion in the Reorganized North American Debtor Cash Reserve or the Disputed Claims Reserve, as applicable; and
• (3) The lesser of (x) $15 million and (y) fifty percent (50%) of the sum of (I) any administrative expenses paid by the Debtors with the proceeds of the DIP Facility plus (II) any administrative expenses paid by the Debtors from the Sale Closing Date through the Effective Date plus (III) any amounts necessary to fund all reserves, costs or expenses required in connection with the Debtors’ emergence from bankruptcy million separate from the Unsecured Claim Contribution (the ‘Contingent Contribution’); provided that if the Plan is confirmed before June 25, 2021 and the Sale does not close before the Effective Date (such that the DIP Facility Claims have been satisfied in full from the Sale Proceeds and discharged in accordance with the DIP Loan Documents), then (A) the outstanding principal amount of any DIP Loans (excluding any PIK Interest (as defined in the DIP Loan Documents)) shall be applied as a dollar-for-dollar reduction of the amount of the Contingent Contribution required to be contributed by Imerys S.A. to the Debtors or the Reorganized Debtors (in an amount not to exceed $15,000,000), and the remaining outstanding principal amount of any DIP Loans (excluding any PIK Interest), after giving effect to the application in clause (A) above, shall be applied as a dollar-for- dollar reduction of the $75 million in Cash that is part of the Imerys Settlement Funds.”

On the “Talc Trust Contribution,” the Disclosure Statement continues: “In addition to the Imerys Cash Contribution, the Imerys Non-Debtors have agreed to contribute, or cause to be contributed, the following to the Talc Personal Injury Trust (the ‘Talc Trust Contribution’) on or prior to the Effective Date:

• (1) rights and interests of the Imerys Non-Debtors to the proceeds of the Shared Talc Insurance Policies and all rights against third parties held by the Imerys Non-Debtors relating to Talc Personal Injury Claims, including any related indemnification rights, which for the avoidance of doubt include the J&J Indemnification Obligations, each of which is to be identified in the Plan Supplement (the ‘Contributed Indemnity and Insurance Interests”); and
• (2) a Pledge Agreement to be issued by Mircal Italia pursuant to which the Talc Personal Injury Trust will be granted an Encumbrance entitling the Talc Personal Injury Trust to fifty-one percent (51%) of the common stock of ITI in the event of a default under the Talc PI Note (the ‘Talc PI Pledge Agreement’).”

In respect of the fourth component, the “Additional Contribution,” the Disclosure Statement adds: “Finally, in addition to the Imerys Cash Contribution and the Talc Trust Contribution, on or prior to the Effective Date, the Imerys Non-Debtors have agreed to take the following actions (the ‘Additional Contribution’): (1) waive all Non-Debtor Intercompany Claims against the Debtors; and (2) unless otherwise assumed by the Buyer, assume any Pension Liabilities of the North American Debtors through and after the Effective Date of the Plan.”

Asset Sale

On October 13, 2020, the Debtors filed a Notice of (I) Designation of Stalking Horse Bidder, (II) Filing of Stalking Horse Agreement and Proposed Sale Order and (III) Request for Approval of Bid Protections [Docket No. 2330], which, among other things, designated Magris Resources Canada Inc. (“Magris Resources”) as the Stalking Horse Bidder for the sale of substantially all of the Debtors’ assets pursuant to section 363 of the Bankruptcy Code. The purchase price consists of (i) $223,000,000 in cash consideration and (ii) the assumption of the Assumed Liabilities (as defined in the Asset Purchase Agreement). On November 17, 2020, the Bankruptcy Court entered an order authorizing the Debtors to sell substantially all of their assets to Magris Resources [Docket No. 2539].

The Debtors expect the Sale to close in the first quarter of 2021. The Sale Proceeds will be contributed to the Talc Personal Injury Trust in accordance with the terms of the Plan and any DIP Order. In addition, and as part of the Imerys Settlement, Imerys S.A. has agreed to contribute certain additional amounts of up to $102.5 million, contingent on the value of the Sale Proceeds (the “Purchase Price Enhancement”), which will work as follows:

• (i) if the Sale Proceeds are $30 million or less, Imerys S.A. will contribute $102.5mn to the Talc Personal Injury Trust as a purchase price enhancement;
• (ii) for every dollar of Sale Proceeds between $30.0mn and $60.0mn, the purchase price enhancement will be reduced by $0.50; and
• (iii) for every dollar of Sale Proceeds in excess of $60.0mn, the purchase price enhancement will be reduced by $0.70.

Administrative Claims and Fee Claims reserves will be funded by cash on hand, Sale proceeds and/or a portion of the Imerys contribution.

Rio Tinto/Zurich Settlement 

The Rio Tinto/Zurich Settlement provides, inter alia, that: 

• Zurich will buy back any and all of the Debtors’ rights under Talc Insurance Policies issued by the Zurich Corporate Parties, free and clear of any rights of third parties, pursuant to section 363 of the Bankruptcy Code, and Three Crowns Insurance Company (formerly known as Three Crowns Insurance Company Limited), Metals & Minerals Company Pte. Ltd. and Falcon Insurance Ltd. (collectively, or individually, as appropriate, the “Rio Tinto Captive Insurers”) will buy back any and all of the Debtors’ rights under Talc Insurance Policies issued by the Rio Tinto Captive Insurers, free and clear of any rights of third parties, pursuant to section 363 of the Bankruptcy Code, as set out in the Plan and in the Rio Tinto/Zurich Settlement Agreement which is attached as Exhibit C to the Plan; and 
• the Rio Tinto Protected Parties and the Zurich Protected Parties will be released from the Rio Tinto/Zurich Released Claims and the Rio Tinto Protected Parties, the Rio Tinto Captive Insurers and the Zurich Protected Parties will receive the benefit of the Channeling Injunction and related injunctive protections under the Plan, which will be effective after the Rio Tinto/Zurich Contribution (as defined below) is made to the Talc Personal Injury Trust. 

Rio Tinto (on behalf of itself and the Rio Tinto Captive Insurers and for the benefit of the Rio Tinto Protected Parties) and Zurich (on behalf of itself and for the benefit of the Zurich Protected Parties) will contribute $340 million in Cash…along with certain rights of indemnification, contribution and/or subrogation against third parties, to the Talc Personal Injury Trust, as follows: 

• On or prior to the date that is thirty (30) days after the Rio Tinto/Zurich Trigger Date, Zurich will contribute, or cause to be contributed, $260 million in Cash to the Talc Personal Injury Trust.
• On or prior to the date that is fourteen (14) days after the Rio Tinto/Zurich Trigger Date, Rio Tinto will contribute $80 million in Cash to the Talc Personal Injury Trust.
• On the Rio Tinto/Zurich Trigger Date, or as soon as reasonably practicable thereafter (not to exceed three (3) Business Days), the appropriate Rio Tinto Corporate Parties and the appropriate Zurich Corporate Parties shall each execute and deliver to the Talc Personal Injury Trust, in a form reasonably acceptable to the Talc Personal Injury Trust, an assignment to the Talc Personal Injury Trust of (i) all of their rights to or claims for indemnification, contribution (whether via any “other insurance” clauses or otherwise) or subrogation against any Person relating to the payment or defense of any Talc Personal Injury Claim or any past talc-related claim against the Debtors prior to the Effective Date and (ii) all of their other rights to or claims for indemnification, contribution (whether via any “other insurance” clauses or otherwise), or subrogation against any Person relating to any Talc Personal Injury Claim.”

The Disclosure Statement continues, "the North American Debtors have identified various insurance and indemnity assets, including:

• remaining aggregate limits under the Talc Insurance Policies with solvent insurers (not otherwise subject to a Bankruptcy Court-approved settlement agreement) having an estimated realizable value of approximately $830 million available to pay claims covered under such agreements, which estimate excludes any estimate for anticipated recoveries on account of the coverage provided by insurers who are subject to settlement agreements;
• the right to access certain shared insurance policies issued to J&J and its subsidiaries with estimated total aggregate limits of approximately $2 billion; provided, however, that J&J disputes that the Debtors are entitled to such proceeds;
• the right to seek the proceeds of policies issued to Standard Oil (Indiana) and its subsidiaries with total aggregate limits of approximately $1.2 billion; and
• indemnity rights against J&J.

… the Debtors’ ability to access certain of these insurance and indemnity assets is affected by the Rio Tinto/Zurich Settlement and the Cyprus Settlement."

Personal Injury Trust

The Trust Distribution Procedures divide Class 4 Talc Personal Injury Claims into three categories: (i) Ovarian Cancer A Claims; (ii) Mesothelioma Claims; and (iii) Ovarian Cancer B – D Claims; and allocates a fixed percentage of the Trust Fund and the Cyprus Contribution to each of these three Funds. Specifically, Fund A will receive a fixed allocation of 40% of the Trust Fund and 30.15% of the Cyprus Contribution; Fund B will receive a fixed allocation of 40% of the Trust Fund and 55% of the Cyprus Contribution; and Fund C will receive a fixed allocation of 20% of the Trust Fund and 14.85% of the Cyprus Contribution. The FCR continues to examine the proposed allocation of the Cyprus Contribution.

The Initial Payment Percentages attributed to each of the Funds will be within the following ranges:

• Fund A (Ovarian Cancer A Claimants): 0.40% to 2.34%;
• Fund B (Mesothelioma Claimants): 3.70% to 6.24%; and
• Fund C (Ovarian Cancer B – D Claimants): 0.30% to 1.48%.

As set forth in the Plan, on the Effective Date, liability for all Talc Personal Injury Claims will be channeled to and assumed by the Talc Personal Injury Trust and will be resolved in accordance with the Trust Distribution Procedures. Foreign Claims are a subset of Talc Personal Injury Claims that will be channeled to and assumed by the Talc Personal Injury Trust and subject to the Channeling Injunction. The Trust Distribution Procedures provide that Foreign Claims will not receive any distributions from the Talc Personal Injury Trust.

Among the assets that will be transferred to the Talc Personal Injury Trust are the Debtors’ rights under the J&J Indemnification Obligations, which rights may arguably constitute the most valuable assets of the Talc Personal Injury Trust. Additionally, remaining proceeds from the Sale will be used to fund the Talc Personal Injury Trust in accordance with the terms of the Plan.

Channeling Injunction

The Disclosure Statement also explains, "The Channeling Injunction to be issued as part of the Plan will permanently and forever stay, bar and enjoin holders of Talc Personal Injury Claims from taking any action for the purpose of directly or indirectly or derivatively collecting, recovering or receiving payment of, on, or with respect to any Talc Personal Injury Claim other than from the Talc Personal Injury Trust pursuant to the Talc Personal Injury Trust Agreement and the Trust Distribution Procedures or as otherwise set forth in the Trust Distribution Procedures. Each holder of a Talc Personal Injury Claim will have no right whatsoever at any time to assert its Talc Personal Injury Claim against any Protected Party or any property or interest in property of any Protected Party.

The Protected Parties include: (i) the Debtors and any Person who served as a director or officer of either Debtor at any time during the Chapter 11 Cases, but solely in such Person’s capacity as such; (ii) the Reorganized Debtors; (iii) the Imerys Protected Parties; (iv) any Person, except for the Talc Personal Injury Trust, that, pursuant to the Plan or otherwise, after the Effective Date, becomes a direct or indirect transferee of, or successor to, the Debtors, the Reorganized Debtors or any of their respective assets (but only to the extent that liability is asserted to exist as a result of its becoming such a transferee or successor); (v) the Buyer (as defined below) (but only to the extent that liability is asserted to exist as a result of its becoming a transferee or successor to the Debtors); (vi) the Settling Talc Insurance Companies; (vii) the Rio Tinto Protected Parties; and (viii) the Cyprus Protected Parties (upon the Cyprus Trigger Date)."

Key Documents

The Plan proponents will file a Plan Supplement with the Court no later than February 5, 2021. The Plan Supplement is expected to include the following:

• (a) the list of Executory Contracts and Unexpired Leases to be assumed by the North American Debtors, together with the Cure Amount for each such contract or lease;
• (b) the list of Executory Contracts and Unexpired Leases to be assumed by ITI, together with the Cure Amount for each such contract or lease;
• (c) a list of the Executory Contracts and Unexpired Leases to be rejected by ITI;
• (d) a list of the Settling Talc Insurance Companies;
• (e) a list of the North American Debtor Causes of Action;
• (f) a list of the ITI Causes of Action;
• (g) a list of the Contributed Indemnity and Insurance Interests;
• (h) the Cooperation Agreement;
• (i) the Amended Charter Documents;
• (j) the list of officers and directors of the Reorganized North American Debtors;
• (k) the Talc PI Note;
• (l) the Talc PI Pledge Agreement;
• (m) the identity of the initial Talc Trustees and their compensation; and
• (n) a list of the Talc Insurance Policies.

Key Dates

• Deadline to File Plan Supplement: February 5, 2021
• Voting Deadline: March 25, 2021
• Confirmation Objection Deadline: May 28, 2021 
• Confirmation Hearing: June 21, 22 and 23, 2021

Liquidation Analysis (see Exhibit D to Disclosure Statement [Docket No. 2751] for notes)

About Imerys Talc America

Imerys Talc America is the leading talc producer on the American continent, with operations in Montana, Vermont, and Texas. The company supplies premium-quality, talc-based solutions to a wide variety of industrial applications including paints, plastics, ceramics, rubber, paper, agriculture, adhesives and sealants, building products, cosmetics and pharmaceuticals.

About Imerys Talc Canada

Imerys Talc Canada is a leading talc producer on the American continent, with operations in Timmins and Penhorwood. The company supplies premium-quality, talc-based solutions to a wide variety of industrial applications including paints, plastics, ceramics, rubber, paper, agriculture, adhesives and sealants, building products, cosmetics and pharmaceuticals.

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