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NETWOLVES CORP: Bankruptcy Court Approves Disclosure Statement
The Hon. Paul M. Glenn of the U.S. Bankruptcy Court for the Middle District of Florida approved the Disclosure Statement for a Second Amended Joint Plan of Reorganization of NetWolves Corp. and its debtor-affiliates, based on a finding that it contained adequate information for the purpose of soliciting votes on its Chapter 11 plan of reorganization.
In that order, the bankruptcy court also approved solicitation and voting procedures, accepted proposed forms of ballots, and established a number of important deadlines relating to confirmation of the Debtors' Chapter 11 Plan. NetWolves expects to send out the approved solicitation packages to creditors in the coming week.
Overview of the Plan
The Plan contemplates the potential substantive consolidation of the Debtors Estates for purposes of voting and for distributions under the Plan. NetWolves may seek prior to or at Confirmation to substantively consolidate its Estate with those of its affiliated Debtors pursuant to Section 105 of the Bankruptcy Code and applicable law. The Debtors believe substantive consolidation will benefit all Holders of Claims and Interests by:
(i) essentially eliminating the myriad of Intercompany Claims (and Administrative Expense Claims among the Debtors) that will otherwise be difficult, if not impossible, to accurately reconcile, and
(ii) providing a more equitable distribution to all Holders of Claims and Interests under the Plan.
Terms of the Plan
The Debtors will be reorganized pursuant to the Plan and will continue in operation, achieving the objectives of Chapter 11 for the benefit of their creditors, customers, suppliers, and employees.
Generally, Administrative Claims, Priority Tax Claims, and Other Priority Claims will be fully paid in Cash as and when required by the Bankruptcy Code, unless otherwise agreed by the Holders of such Claims.
Telecommunications Providers holding Allowed Cure Claims receive Cash payments in the full amount of such Claims over a thirty- month period following the Effective Date, or as may otherwise be determined by the Bankruptcy Court or agreement of the parties.
Claims classified as Secured Claims shall have the Allowed amount of such Claims treated under the Plan as General Unsecured Claims, unless the Holder can conclusively demonstrate the existence of a valid, enforceable perfected Lien, which Claim shall be treated as a Secured Claim under the Plan and the Bankruptcy Code.
Holders of Unsecured Claims will receive (i) Cash, (ii) New Common Stock, (iii) a combination of Cash and New Common Stock, or (iv) the right to elect whether their respective claim(s) are satisfied through Distributions of Cash or New Common Stock, based upon the relative positions of the respective Classes.
Existing Holders of NetWolves Common Stock will retain a diluted Interest in NetWolves through a reverse stock split of existing Common Stock and the issuance of the New Common Stock under the Plan to the Holders of Allowed Claims. NetWolves estimates that existing Common Stockholders will retain approximately 5% of Reorganized NetWolves on a fully diluted basis, subject to the final Reorganization Value of the Reorganized Debtors. However, all other existing Old Stock Rights of NetWolves will be cancelled, except as specifically provided in the Plan.
The Reorganized Debtors will obtain Exit Financing to support payments required to be made under the Plan, repay any DIP Financing, pay transaction costs, and fund working capital and general corporate purposes of the Reorganized Debtors following their emergence from bankruptcy.
A full-text copy of the Second Amended Joint Disclosure Statement is available for free at http://bankrupt.com/misc/Netwolves
Based in Tampa, Florida, NetWolves Corporation (Pink Sheets: WOLV) -- http://www.netwolves.com/ -- provides telecommunications and Internet-managed services to more than 1,000 customers through its neutral FCC-licensed carrier. Some of NetWolves' customers include General Electric, University of Florida, McLane Company, JoAnn Stores and Marchon Eyewear.
The company and three of its affiliates filed for Chapter 11 protection on May 21, 2007 (Bankr. M.D. Fla. Case Nos. 07-04186 through 07-04196). David S. Jennis, Esq., at Jennis Bowen & Brundage, P.L., represent the Debtors in their restructuring efforts. When the Debtors filed for protection from their creditors, it listed total assets of $8,847,572 and total liabilities of $7,637,029.
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