Notice of Equity Trading Interim Order In re Sorenson Communications, Inc., Chapter 11 Case No. 14-10454 (BLS)
WILMINGTON, Del., March 10, 2014 /PRNewswire/ -- The following release was issued today by Kirkland & Ellis LLP:
IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE
In re: SORENSON COMMUNICATIONS, INC., et al.,(1), Debtors.
Chapter 11, Case No. 14-10454 (BLS), (Jointly Administered)
NOTICE OF (a) DISCLOSURE PROCEDURES APPLICABLE TO SUBSTANTIAL HOLDERS OF EQUITY SECURITIES, (b) DISCLOSURE PROCEDURES FOR TRANSFERS OF EQUITY SECURITIES, AND (C) FINAL HEARING ON THE APPLICATION THEREOF
TO: ALL ENTITIES (AS DEFINED BY SECTION 101(15) OF THE BANKRUPTCY CODE) THAT MAY HOLD BENEFICIAL OWNERSHIP OF EQUITY SECURITIES OF SORENSON COMMUNICATIONS HOLDINGS, LLC:
PLEASE TAKE NOTICE THAT on March 3, 2014 (the "Petition Date"), the above‑captioned debtors (collectively, the "Debtors"), filed petitions with the Court under chapter 11 of title 11 of the United States Code (the "Bankruptcy Code"). Subject to certain exceptions, section 362 of the Bankruptcy Code operates as a stay of any act to obtain possession of property of the Debtors' estates or property from the Debtors' estates or to exercise control over property of the Debtors' estates.
PLEASE TAKE FURTHER NOTICE THAT on the Petition Date, the Debtors filed the Motion of Sorenson Communications, Inc., et al. for Entry of Interim and Final Orders Approving Notification and Hearing Procedures for Certain Transfers of Equity Securities [Docket No. 17] (the "Motion").
PLEASE TAKE FURTHER NOTICE THAT on March 4, 2014, the United States Bankruptcy Court for the District of Delaware (the "Bankruptcy Court") entered the Interim Order Approving Notification and Hearing Procedures for Certain Transfers of Equity Securities [Docket No. 51] approving the Procedures(2) (the "Order").
PLEASE TAKE FURTHER NOTICE THAT pursuant to the Order, a Substantial Holder may not consummate any purchase, sale, or other transfer of the Equity Securities or Beneficial Ownership of the Equity Securities in violation of the procedures set forth herein, and any such transaction in violation of such procedures is null and void ab initio.
PLEASE TAKE FURTHER NOTICE THAT pursuant to the Order, the Procedures, annexed as Exhibit 1 to the Order, shall apply to the holding and transfers of the Equity Securities or any Beneficial Ownership therein.
PLEASE TAKE FURTHER NOTICE THAT upon the request of any entity, the proposed solicitation agent for the Debtors, Kurtzman Carson Consultants LLC ("KCC"), will provide a form of each of the required declarations described above and a copy of the Order in a reasonable period of time. Such declarations are also available via PACER on the Bankruptcy Court's website at http://ecf.deb.uscourts.gov for a fee, or by accessing the Debtors' restructuring website at http://www.kccllc.net/sorenson.
PLEASE TAKE FURTHER NOTICE THAT a final hearing shall be held before the Bankruptcy Court on March 27, 2014 at 11:00 a.m. Eastern Time.
FAILURE TO FOLLOW THE PROCEDURES SET FORTH IN THIS NOTICE SHALL CONSTITUTE A VIOLATION OF, AMONG OTHER THINGS, THE AUTOMATIC STAY PROVISIONS OF SECTION 362 OF THE BANKRUPTCY CODE AND THE ORDER.
ANY PROHIBITED PURCHASE, SALE, TRADE, OR OTHER TRANSFER OF EQUITY SECURITIES IN THE DEBTORS OR OPTION WITH RESPECT THERETO IN VIOLATION OF THE ORDER IS PROHIBITED AND IS NULL AND VOID AB INITIO AND MAY BE PUNISHED BY CONTEMPT OR OTHER SANCTIONS IMPOSED BY THE BANKRUPTCY COURT.
PLEASE TAKE FURTHER NOTICE THAT the requirements set forth in this notice are in addition to the requirements of applicable law and do not excuse compliance therewith.
Dated: March 4, 2014, Wilmington, Delaware, /s/ Peter J. Keane, Laura Davis Jones (DE Bar No. 2436), Timothy P. Cairns (DE Bar No. 4228), Peter J. Keane (DE Bar No. 5503), PACHULSKI STANG ZIEHL & JONES LLP, 919 North Market Street, 17th Floor, P.O. Box 8705, Wilmington, Delaware 19899-8705 (Courier 19801), Telephone: (302) 652-4100, Facsimile: (302) 652-4400, Email: email@example.com, firstname.lastname@example.org, email@example.com -and- James H.M. Sprayregen, P.C. (admitted pro hac vice), Patrick J. Nash, Jr., P.C. (admitted pro hac vice), Ross M. Kwasteniet (admitted pro hac vice), Noah J. Ornstein (admitted pro hac vice), KIRKLAND & ELLIS LLP, 300 North LaSalle, Chicago, Illinois 60654, Telephone: (312) 862-2000, Facsimile: (312) 862-2200, Email: firstname.lastname@example.org, email@example.com, firstname.lastname@example.org, email@example.com, Proposed Attorneys for the Debtors and Debtors in Possession
(1) The Debtors, together with the last four digits of each of the Debtors' federal tax identification number, are: Sorenson Communications, Inc. (0555); Allied Communications, Inc. (3611); CaptionCall, LLC (9444); SCI Holdings, Inc. (9815); Sorenson Communications Holdings, LLC (9866); Sorenson Communications of Canada, ULC (9719); and Sorenson Holdings, Inc. (0427). For the purpose of these chapter 11 cases, the service address for the Debtors is: 4192 South Riverboat Road, Salt Lake City, Utah 84123.
(2) Capitalized terms used but not otherwise defined herein have the meanings ascribed to them in the Order, the Plan or the Motion, as applicable.
SOURCE Kirkland & Ellis LLP