NEW YORK, April 29, 2016 /PRNewswire/ -- ACC Claims Holdings, LLC announced the extension 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 extended 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 extended 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 extended 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 until 5:00 p.m., New York City time, on Thursday, May 5, 2016.  The exchange offers were previously scheduled to expire at 5:00 p.m., New York City time, on Thursday, April 28, 2016.  As of 5:00 p.m., New York City time, on Thursday, April 28, 2016, Eligible Holders of $3,513,088,416 original principal amount of ACC Senior Notes (as defined in the Plan of Reorganization) outstanding, Eligible Holders of $250,426,319.09 of ACC 4 Claims outstanding and Eligible Holders of $44,646,944.11 of ACC 5 Claims outstanding had validly tendered their Claims pursuant to the exchange offers.

ACC Claims Holdings, LLC recognizes that the Claims will continue to accrue post-effective date interest between the original expiration date and the extended expiration date.  Therefore, the consideration offered to Eligible Holders will be increased by a corresponding amount.

Except as set forth herein, the terms and conditions of the exchange offers remain unchanged.  ACC Claims Holdings, LLC reserves the right to further extend the exchange offers prior to the termination of the extended expiration date.  ACC Claims Holdings, LLC does not contemplate any such additional extensions of the exchange offers at this time.

The exchange offers are being made pursuant to (i) the offers to exchange, dated March 3, 2016, and supplemented and amended on March 9, 2016, March 21, 2016, April 1, 2016, April 8, 2016, April 15, 2016, April 21, 2016, and on the date hereof and (ii) the related letter of transmittal, dated as of March 3, 2016 and supplemented and amended on March 21, 2016.

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) (except as provided for and subject to the terms of the exchange offers, as amended), 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).

The managing member of ACC Claims Holdings, LLC may, in its sole discretion, waive the restriction on tenders by Benefit Plan Investors.  However, the managing member is not required to accept a tender in whole or in part from an investor that is a Benefit Plan Investor, and reserves the right to reject in its complete discretion any tender by a Benefit Plan Investor.

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.

Contacts

ACC CLAIMS HOLDINGS, LLC
ACC Claims Managing Member, LLC, its Managing Member
Craig R. Chobor
President

 

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SOURCE ACC Claims Holdings, LLC