MIG Plan Filed, Disclosure Statement Approved


Bank of New York Mellon, MIG and ITC Cellular’s indenture trustee, filed with the U.S. Bankruptcy Court an Amended Plan of Reorganization and related Disclosure Statement.

According to the Disclosure Statement, “The Plan contemplates the complete deleveraging of the Debtors through the conversion of all Notes Secured Claims on account of the Senior Secured Notes and the Prepetition Indenture, and all General Unsecured Claims (including the Notes Deficiency Claim), to new equity in MIG Holdings, a new Republic of the Marshall Islands limited liability company, to be formed by the Debtors prior to the Effective Date. On the Effective Date MIG Holdings will become the sole member of, and holder of 100% of the Interests in, Reorganized MIG. All assets, including the Cash and all litigation claims shall vest in Reorganized MIG for the benefit of all holders of the New MIG Interests. Holders of Notes Secured Claims that (a) are not ‘accredited investors’ or ‘qualified institutional buyers’ or (b) are beneficial owners of Notes Secured Claims in an aggregate amount, including all Notes Secured Claims beneficially owned by Affiliates of such Holder, that is not more than $750,000, will receive New MIG Interests that are issued through DTC. All other Holders of Notes Secured Claims will receive New MIG Interests that are issued in uncertificated book-entry form.”

The Disclosure Statement continues, “The New MIG Interests will not be ‘restricted securities’ and will be freely tradable and transferable by any initial recipient thereof that (x) is not an ‘affiliate’ of the Reorganized Debtors, (y) has not been such an ‘affiliate’ within 90 days of such transfer, and (z) is not an entity that is an ‘underwriter’ as defined in section 1145(b) of the Bankruptcy Code.” The Court subsequently approved the Disclosure Statement and scheduled a December 6, 2016 hearing to consider the Plan, with objections due by November 22, 2016.

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