ACC Claims Holdings, LLC Commences Exchange Offers with respect to certain Claims allowed under the First Modified Fifth Amended Joint Chapter 11 Plan for Adelphia Communications Corporation and Certain of Its Affiliated Debtors
NEW YORK, March 3, 2016 /PRNewswire/ -- ACC Claims Holdings, LLC announced the commencement of offers to Eligible Holders (as defined below) to exchange (i) class A limited liability company interests of ACC Claims Holdings, LLC for up to all of the outstanding ACC Senior Notes Claims (Class ACC 3) allowed under the Plan of Reorganization, including any post-petition pre-effective date interest and post-effective date interest to and including the expiration date of the offers (the "Senior Claims"), against Adelphia Communications Corporation, and (ii) class B limited liability company interests of ACC Claims Holdings, LLC for up to all of the outstanding ACC Trade Claims (Class ACC 4) allowed under the Plan of Reorganization, including any post-petition pre-effective date interest and post-effective date interest to and including the expiration date of the offers (the "ACC 4 Claims"), and ACC Other Unsecured Claims (Class ACC 5) allowed under the Plan of Reorganization, including any post-petition pre-effective date interest and post-effective date interest to and including the expiration date of the offers (the "ACC 5 Claims" and, together with the ACC 4 Claims, the "Other Claims"; the Senior Claims and the Other Claims, together, the "Claims"), against Adelphia Communications Corporation. The exchange offers are being made pursuant to the offers to exchange and the related letter of transmittal, each dated as of March 3, 2016. The exchange offers will expire at 5:00 p.m., New York City time, on March 31, 2016, unless extended (the "Expiration Date"). Eligible Holders of Senior Claims that are validly tendered and not withdrawn on or prior to the Expiration Date and accepted for exchange will receive consideration in the form of class A limited liability company interests in ACC Claims Holdings, LLC, as described in the offers to exchange. Eligible Holders of Other Claims that are validly tendered and not withdrawn on or prior to the Expiration Date and accepted for exchange will receive consideration in the form of class B limited liability company interests in ACC Claims Holdings, LLC, as described in the offers to exchange.
The exchange offers are contingent upon, among other things, satisfaction, or waiver by ACC Claims Holdings, LLC, of (i) a minimum tender on the Expiration Date of 90% of the Claims held by Eligible Holders outstanding and (ii) the bankruptcy court having granted and not modified or revoked a motion to waive the notice requirement of Bankruptcy Rule 3001(e) with respect to the transfers of Other Claims from holders of such Other Claims to ACC Claims Holdings, LLC. ACC Claims Holdings, LLC may amend, extend or terminate the exchange offers, in its sole discretion.
Any Claim tendered may be validly withdrawn at any time prior to the Expiration Date.
The exchange offers will only be made, and the offers to exchange and the related letter of transmittal will only be distributed to, holders who complete, execute and return an eligibility form confirming that they are qualified purchasers ("Qualified Purchasers") as defined in Section 2(a)(51)(A) of the Investment Company Act of 1940, as amended (except to the extent waived by the managing member of ACC Claims Holdings, LLC), excluding Benefit Plan Investors (as defined below), each of which is (x) a qualified institutional buyer within the meaning of Rule 144A under the Securities Act of 1933, as amended (the "Securities Act"), (y) an institutional investor that qualifies as an "accredited investor" pursuant to Rule 501(a)(1), (2), (3) or (7) under the Securities Act or (z) not a U.S. person in an offshore transaction, in each case as defined in Regulation S under the Securities Act (such persons, "Eligible Holders"). "Benefit Plan Investor" means a benefit plan investor, as defined in Section 3(42) of the Employee Retirement Income Security Act of 1974, as amended ("ERISA"), and includes (a) an employee benefit plan (as defined in Section 3(3) of Title I of ERISA) that is subject to the fiduciary responsibility provisions of Title I of ERISA, (b) a plan that is subject to Section 4975 of the Internal Revenue Code of 1986, as amended (the "Code"), or (c) any entity whose underlying assets include, or are deemed for purposes of ERISA or the Code to include, "plan assets" by reason of any such employee benefit plan's or plan's investment in the entity. Holders who desire to obtain and complete an eligibility form should either visit the website for this purpose at www.dfking.com/adelphia or call D.F. King & Co., Inc., the information agent and exchange agent for the exchange offers, at (800) 761-6523 (toll-free) or (212) 269-5550 (collect for banks and brokers only).
This press release is neither an offer to purchase or exchange nor a solicitation of an offer to sell or exchange securities. The exchange offers are being made pursuant to the terms and conditions contained in the offers to exchange and the related letter of transmittal, copies of which may be obtained from D. F. King & Co., Inc., the information agent and exchange agent for the exchange offers, by telephone at (800) 761-6523 (toll-free) or at (212) 269-5550 (collect for banks and brokers only) or in writing at D. F. King & Co., Inc., 48 Wall Street, 22nd Floor, New York, New York 10005, Attention: Krystal Scrudato. Persons with questions regarding the exchange offers should contact Deutsche Bank Securities Inc., the dealer manager for the exchange offers, by telephone at (855) 287-1922 (toll-free) or 212-250-7527 (collect). The exchange offers are not being made to holders in any jurisdiction in which the making of such offers would be unlawful under applicable state securities, or "blue sky" laws, or applicable securities laws of any other jurisdiction.
ACC Claims Holdings, LLC is a Delaware limited liability company formed on November 18, 2015. ACC Claims Holdings, LLC exists solely for the purpose of liquidating the claims and distributing the proceeds thereof to the holders of its limited liability company interests. ACC Claims Holdings, LLC does not conduct a trade or business or engage in any transactions other than transactions merely incidental to (i) liquidation of claims, whether by sale, transfer or other disposition by ACC Claims Holdings, LLC or the claims held thereby, or be merger, consolidation or other reorganization of ACC Claims Holdings, LLC, or otherwise, and (ii) its dissolution.
This press release includes forward-looking statements as defined under federal law. Although ACC Claims Holdings, LLC believes that its expectations are based upon reasonable assumptions, no assurance can be given that its goals will be achieved, including statements related to the exchange offers. Actual results may vary materially. ACC Claims Holdings, LLC undertakes no obligation to publicly update or revise any forward-looking statement.
SOURCE ACC Claims Holdings, LLC
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