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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): August 1, 2005
Loral Space & Communications Ltd.
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(Exact name of registrant as specified in its charter)
Bermuda 1-14180 13-3867424
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(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
c/o Loral SpaceCom Corporation 10016
600 Third Avenue, New York,
New York
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(Address of principal (Zip Code)
executive offices)
Registrant's telephone number, including area code: (212) 697-1105
Not Applicable
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Former name or former address, if changed since last report
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
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ITEM 1.03. BANKRUPTCY OR RECEIVERSHIP
On July 15, 2003, Loral Space & Communications Ltd. ("Loral" or the "Company")
and certain of its subsidiaries (the "Debtor Subsidiaries" and collectively with
Loral, the "Debtors"), filed voluntary petitions for reorganization under
chapter 11 of title 11 ("Chapter 11") of the United States Code (the "Bankruptcy
Code") in the United States Bankruptcy Court for the Southern District of New
York (the "Bankruptcy Court") (Lead Case No. 03-4171-(RDD), Case Nos. 03-41709
(RDD) through 03-41728 (RDD)) (the "Chapter 11 Cases"). Loral and the Debtor
Subsidiaries continue to manage their properties and operate their businesses as
"debtors in possession" under the jurisdiction of the Bankruptcy Court and in
accordance with the provisions of the Bankruptcy Code.
On August 1, 2005 (the "Confirmation Date"), the Court entered an order (the
"Confirmation Order") confirming the Debtors' Fourth Amended Joint Plan of
Reorganization, as modified by the Confirmation Order (the "Plan"). Following
the satisfaction of various conditions, the Company will emerge from Chapter 11
on the effective date (the "Effective Date") of the Plan. The Plan and the
Confirmation Order are incorporated by referenced herein.
Summary of the Plan
The following is a summary of the matters contemplated to occur either pursuant
to or in connection with the confirmation and implementation of the Plan. This
summary only highlights certain of the substantive provisions of the Plan and is
not intended to be a complete description of, or a substitute for a full and
complete reading of, the Plan. This summary is qualified in its entirety by
reference to the full text of the Plan. Capitalized terms used but not defined
in this Form 8-K have the meanings set forth in the Plan.
1. Structure of New Loral
On the Effective Date, Loral Space & Communications Inc., a newly-formed
Delaware corporation ("New Loral") will own, through an intermediate holding
company, all of the outstanding common stock of two subsidiaries: Loral Skynet
Corporation, a Delaware corporation formerly known as Loral Orion, Inc.
(respectively, "New Skynet" and "Orion") and Space Systems/Loral, Inc., a
Delaware corporation ("SS/L"). New Skynet will succeed to the ownership of all
of the assets of Orion and, directly or indirectly, the following additional
assets held by the Debtors: (i) all of the equity interests in XTAR, L.L.C.;
(ii) all licenses or rights to orbital slots; (iii) all of the Telstar 18
satellite transponders and equity (if any) that is not currently owned by Orion;
(iv) EdS; (v) Loral Skynet do Brasil Ltda. (including all of its assets and the
orbital slot license for EdS); (vi) all owned transponders on the Satmex 5
satellite owned by Satelites Mexicanos, S.A. de C.V. ("Satmex"); (vii) the
joint venture rights and interests in Mabuhay Space Holdings Limited; (viii)
all interests in Globalstar, L.L.C.; (ix) trademark rights relating to the
satellite services business; (x) all equity in Satmex; (xi) other assets used
to operate the satellites; and (xii) all of the equity interests in Loral
Skynet Network Services, Inc. ("LSNS"). New Skynet will be the satellite
services arm of New Loral and will continue to provide satellite services and,
through LSNS, network and professional services and support. SS/L will continue
its existence as the satellite design and manufacturing arm of New Loral and
will own substantially all of its former assets, other than those assets
transferred as described above.
2. Classification and Treatment of Claims and Equity Interests
The Plan classifies Claims and Equity Interests separately and provides
different treatment for different Classes of Claims and Equity Interests in
accordance with the Bankruptcy Code. The following table briefly summarizes the
classification and treatment of Claims and Equity Interests under the Plan:
2
Type of Claim
Class or Equity Interest Treatment
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-- Administrative Unimpaired; paid in full, in Cash, or
Expense Claims in accordance with the terms and
against the conditions of transactions or
Ltd. Debtors(1) agreements relating to obligations
incurred in the ordinary course of
business during the pendency of the
Reorganization Cases or assumed by the
Ltd. Debtors as Debtors in Possession.
-- Priority Tax Unimpaired; except to the extent that a
Claims against the holder agrees to different treatment,
Ltd. Debtors at the option of the Ltd. Debtors,
after consultation with the Creditors'
Committee, either (i) paid in full, in
Cash, or (ii) paid over a six-year period
from the date of assessment as provided in
section 1129(a)(9)(C) of the Bankruptcy
Code with interest payable at a rate of 6%
per year, subject to the Ltd. Debtors'
option to prepay such Claim.
-- Indenture Trustee Unimpaired; paid in full, in Cash, as
Fees Administrative Expense Claims.
Ltd. Other Priority Unimpaired; paid in full, in Cash.
Class 1 Claims against the
Ltd. Debtors
Ltd. Secured Tax the Impaired; except to the extent that a
Class 2 Claims against holder agrees to different treatment,
Ltd. Debtors at the option of the Ltd. Debtors,
after consultation with the Creditors'
Committee, (i) Cash in the amount equal
to such Allowed Secured Tax Claim,
including applicable interest as
provided in section 506(b) of the
Bankruptcy Code, on or as soon as
reasonably practicable after the
Effective Date, (ii) equal annual Cash
payments beginning one year after the
Effective Date in an aggregate amount
equal to such Allowed Secured Tax Claim,
with interest payable at a rate of 6% per
annum over a six-year period, subject to
the Ltd. Debtors' option to prepay such
Claim, or (iii) upon such other terms
determined by the Bankruptcy Court to
provide the holder of such Allowed Secured
Tax Claim deferred Cash payments having a
value, as of the Effective Date, equal to
such Claim. If the Ltd. Debtors treat a
Claim under clause (i) above, the Liens
securing such Claim shall be deemed released.
Ltd. Secured Claims Unimpaired; at the sole option of the Ltd.
Class 3 against the Ltd. Debtors, (i) Cash in the amount equal to 100%
of the unpaid
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(1) The "Ltd. Debtors" consist of all of the Debtors other than the Orion
Debtors, the SpaceCom Debtors and the SS/L Debtors.
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Type of Claim
Class or Equity Interest Treatment
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Debtors amount of such Allowed Secured Claim, (ii) the
proceeds of the sale or disposition of
the Collateral securing such Allowed
Claim to the extent of the value of the
holder's secured interest in such
Collateral, (iii) the Collateral
securing such Allowed Claim, or (iv)
such other distribution as necessary to
satisfy the requirements of section
1124 of the Bankruptcy Code. If the
Ltd. Debtors treat a Claim under clause
(i) or (ii) above, the Liens securing
such Claim shall be deemed released.
Ltd. Ltd. General Impaired; will receive its Ltd. Class 4
Class 4 Unsecured Claims Pro Rata Share(2) of the New Loral Common
Stock Balance.(3)
Ltd. Ltd. Preferred Impaired; no distribution.
Class 5 Stock Interests
Ltd. Ltd. Equity Impaired; no distribution.
Class 6 Interests
Ltd. Securities Impaired; no distribution in accordance
Class 7 Litigation with section 510(b) of the Bankruptcy
Claims Code.
-- Administrative Unimpaired; paid in full, in Cash, or in
Expense Claims accordance with the terms and conditions
against the of transactions or agreements relating to
Orion Debtors(4) obligations incurred in the ordinary course
of business during the pendency of the
Reorganization Cases or assumed by the
Orion Debtors as Debtors in Possession.
-- Priority Tax Unimpaired; except to the extent that a holder
Claims against agrees to different treatment, at the option
the Orion of the Orion Debtors, after consultation
Debtors with the Creditors' Committee, either (i)
paid in full, in Cash, or (ii) paid over a
six-year period from the date of assessment
as provided in section 1129(a)(9)(C) of the
Bankruptcy Code with interest payable at a rate
of 6% per year, subject to the Orion Debtors'
option to prepay such Claim.
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(2) A "Ltd. Class 4 Pro Rata Share" is the ratio (expressed as a percentage) of
the amount of an Allowed Ltd. General Unsecured Claim to the sum of (a) the
aggregate amount of Allowed Ltd. General Unsecured Claims and (b) the aggregate
of the Disputed Claim Amounts of All Disputed Claims in Ltd. Class 4. The
"Disputed Claim Amount" is the estimated dollar value of a Disputed Claim
pursuant to section 502(c) of the Bankruptcy Code or as otherwise agreed to
between the holder of such Claim and the applicable Debtor or Reorganized
Debtor, or as otherwise determined by the Bankruptcy Court, or if no such amount
exists, the amount set forth as the liquidated amount of such Disputed Claim in
the proof of claim filed in respect of such Claim.
(3) The "New Loral Common Stock Balance" is 12,420,652 shares of New Loral
Common Stock.
(4) The "Orion Debtors" consist of Orion and its Debtor subsidiaries.
4
Type of Claim
Class or Equity Interest Treatment
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Orion Other Priority Unimpaired; paid in full, in Cash.
Class 1 Claims against the
Orion Debtors
Orion Secured Tax Impaired; except to the extent that a
Class 2 Claims against the holder agrees to different treatment,
Orion Debtors at the option of the Orion Debtors,
after consultation with the Creditors'
Committee, (i) Cash in the amount equal
to such Allowed Secured Tax Claim,
including applicable interest as provided
in section 506(b) of the Bankruptcy Code,
on or as soon as reasonably practicable
after the Effective Date, (ii) equal
annual Cash payments beginning one year
after the Effective Date in an aggregate
amount equal to such Allowed Secured Tax
Claim, with interest payable at a rate of
6% per annum over a six-year period, subject
to the Orion Debtors' option to prepay such
Claim, or (iii) upon such other terms
determined by the Bankruptcy Court to
provide the holder of such Allowed Secured
Tax Claim deferred Cash payments having a
value, as of the Effective Date, equal to
such Claim. If the Orion Debtors treat a
Claim under clause (i) above, the Liens
securing such Claim shall be deemed released.
Orion Secured Claims Unimpaired; at the sole option of the
Class 3 against the Orion Debtors, (i) Cash in the amount
Orion Debtors equal to 100% of the unpaid amount of
such Allowed Secured Claim, (ii) the
proceeds of the sale or disposition of
the Collateral securing such Allowed
Claim to the extent of the value of the
holder's secured interest in such
Collateral, (iii) the Collateral
securing such Allowed Claim, or (iv)
such other distribution as necessary to
satisfy the requirements of section
1124 of the Bankruptcy Code. If the
Orion Debtors treat a Claim under
clause (i) or (ii) above, the Liens
securing such Claim shall be deemed
released.
Orion Orion General Impaired; (A) distribution of an Orion
Class 4 Unsecured Pro Rata Share(6) of (i) 7,579,348 shares
Claims(5) of New Loral Common Stock as of the Effective
Date and (ii) the New Skynet Preferred Stock
and (B) each holder of an Allowed Orion
General Unsecured Claim may participate
in a rights offering to subscribe for the
New Skynet Notes on account of such Claim.
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(5) In addition to holding a Claim in Orion Class 4, holders of Orion 10% Note
Claims also hold Claims in Ltd. Class 4 on account of their Ltd. Guaranty
Claims.
(6) An "Orion Pro Rata Share" is the ratio (expressed as a percentage) of the
amount of an Allowed Orion General Unsecured Claim to the sum of (a) the
aggregate amount of all Allowed Orion General Unsecured
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Type of Claim
Class or Equity Interest Treatment
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Orion Orion Equity Unimpaired; unaltered.
Class 5 Interests
-- Administrative Unimpaired; paid in full, in Cash, or
Expense Claims in accordance with the terms and
against the conditions of transactions or
SpaceCom agreements relating to obligations
Debtors(7) incurred in the ordinary course of
business during the pendency of the
Reorganization Cases or assumed by the
SpaceCom Debtors as Debtors in Possession.
-- Priority Tax Unimpaired; except to the extent that a
Claims against the holder agrees to different treatment,
SpaceCom Debtors at the option of the SpaceCom Debtors,
after consultation with the Creditors'
Committee, either (i) paid in full, in Cash,
or (ii) paid over a six-year period from
the date of assessment as provided in
section 1129(a)(9)(C) of the Bankruptcy Code
with interest payable at a rate of 6% per
year, subject to the SpaceCom Debtors'
option to prepay such Claim.
SpaceCom Other Priority Unimpaired; paid in full, in Cash.
Class 1 Claims against the
SpaceCom
Debtors
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Claims and (b) the Disputed Claim Amounts of all Disputed Claims in Orion Class
4. The "Disputed Claim Amount" is the estimated dollar value of a Disputed Claim
pursuant to section 502(c) of the Bankruptcy Code or as otherwise agreed to
between the holder of such Claim and the applicable Debtor or Reorganized
Debtor, or as otherwise determined by the Bankruptcy Court, or if no such amount
exists, the amount set forth as the liquidated amount of such Disputed Claim in
the proof of claim filed in respect of such Claim.
(7) The "SpaceCom Debtors" consist of SpaceCom and its Debtor subsidiaries,
other than SS/L and its Debtor subsidiary.
6
Type of Claim
Class or Equity Interest Treatment
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SpaceCom Secured Tax Impaired; except to the extent that a
Class 2 Claims against holder agrees to different treatment,
the SpaceCom at the option of the SpaceCom Debtors,
Debtors after consultation with the Creditors'
Committee, (i) Cash in the amount equal
to such Allowed Secured Tax Claim,
including applicable interest as
provided in section 506(b) of the
Bankruptcy Code, on or as soon as
reasonably practicable after the
Effective Date, (ii) equal annual Cash
payments beginning one year after the
Effective Date in an aggregate amount
equal to such Allowed Secured Tax Claim,
with interest payable at a rate of 6% per
annum over a six-year period, subject to
the SpaceCom Debtors' option to prepay such
Claim, or (iii) upon such other terms
determined by the Bankruptcy Court to
provide the holder of such Allowed Secured
Tax Claim deferred Cash payments having a
value, as of the Effective Date, equal to
such Claim. If the SpaceCom Debtors treat
a Claim under clause (i) above, the Liens
securing such Claim shall be deemed released.
SpaceCom Secured Claims Unimpaired; at the sole option of the
Class 3 against the SpaceCom Debtors, (i) Cash in the
SpaceCom amount equal to 100% of the unpaid
Debtors amount of such Allowed Secured Claim,
(ii) the proceeds of the sale or
disposition of the Collateral securing
such Allowed Claim to the extent of the
value of the holder's secured interest in
such Collateral, (iii) the Collateral
securing such Allowed Claim, or (iv) such
other distribution as necessary to satisfy
the requirements of section 1124 of the
Bankruptcy Code. If the SpaceCom Debtors treat
a Claim under clause (i) or (ii) above, the Liens
securing such Claim shall be deemed released.
SpaceCom SpaceCom Unimpaired; paid in full, in Cash in an
Class 4 General amount equal to such Allowed Claim plus
Unsecured interest thereon (without any
Claims compounding) at a rate of 6% per annum
for the period from the Commencement
Date through the Effective Date, on or
as soon as reasonably practicable after
the later of (i) the Effective Date,
(ii) the date such Claim becomes Allowed and
(iii) the date for payment provided by any
agreement or understanding between the
applicable SpaceCom Debtor or SpaceCom
Debtors and the holder of such Claim.
SpaceCom SpaceCom Unimpaired; unaltered.
Class 5 Equity
Interests
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Type of Claim
Class or Equity Interest Treatment
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-- Administrative Unimpaired; paid in full, in Cash, or
Expense Claims in accordance with the terms and
against the conditions of transactions or
SS/L Debtors(8) agreements relating to obligations
incurred in the ordinary course of
business during the pendency of the
Reorganization Cases or assumed by the
SS/L Debtors as Debtors in Possession.
-- Priority Tax Unimpaired; except to the extent that a
Claims against holder agrees to different treatment,
the SS/L at the option of the SS/L Debtors,
Debtors after consultation with the Creditors'
Committee, either (i) paid in full, in
Cash, or (ii) paid over a six-year period
from the date of assessment as provided in
section 1129(a)(9)(C) of the Bankruptcy
Code with interest payable at a rate of
6% per year, subject to the SS/L Debtors'
option to prepay such Claim.
SS/L Other Priority Unimpaired; paid in full, in Cash.
Class 1 Claims against the
SS/L Debtors
SS/L Secured Tax Impaired; except to the extent that a
Class 2 Claims against holder agrees to different treatment,
the SS/L at the option of the SS/L Debtors,
Debtors after consultation with the Creditors'
Committee, (i) Cash in the amount equal
to such Allowed Secured Tax Claim,
including applicable interest as provided
in section 506(b) of the Bankruptcy Code,
on or as soon as reasonably practicable
after the Effective Date, (ii) equal
annual Cash payments beginning one year
after the Effective Date in an aggregate
amount equal to such Allowed Secured Tax
Claim, with interest payable at a rate of
6% per annum over a six-year period, subject
to the SS/L Debtors' option to prepay such
Claim, or (iii) upon such other terms
determined by the Bankruptcy Court to
provide the holder of such Allowed
Secured Tax Claim deferred Cash payments
having a value, as of the Effective Date,
equal to such Claim. If the SS/L Debtors
treat a Claim under clause (i) above, the
Liens securing such Claim shall be
deemed released.
SS/L Secured Claims Unimpaired; at the sole option of the
Class 3 against the SS/L Debtors, (i) Cash in the amount
SS/L Debtors equal to 100% of the unpaid amount of
such Allowed Secured Claim, (ii) the
proceeds of the sale or disposition of
the Collateral securing such Allowed
Claim to the extent of the value of the
holder's secured interest in such
Collateral, (iii) the Collateral
securing such Allowed Claim, or (iv)
such other distribution as necessary to
(8) The "SS/L Debtors" consist of SS/L and its Debtor subsidiary.
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Type of Claim
Class or Equity Interest Treatment
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satisfy the requirements of section
1124 of the Bankruptcy Code. If the
SS/L Debtors treat a Claim under clause
(i) or (ii) above, the Liens securing
such Claim shall be deemed released.
SS/L SS/L General Unimpaired; paid in full, in Cash in an
Class 4 Unsecured amount equal to such Allowed Claim plus
Claims interest thereon (without any
compounding) at a rate of 6% per annum
for the period from the Commencement
Date through the Effective Date, on or
as soon as reasonably practicable after
the later of (i) the Effective Date,
(ii) the date such Claim becomes
Allowed and (iii) the date for payment
provided by any agreement or
understanding between the applicable
SS/L Debtor or SS/L Debtors and the
holder of such Claim.
SS/L SS/L Equity Unimpaired; unaltered.
Class 5 Interests
3. Securities to be Issued Under the Plan
Pursuant to the Plan, New Loral and New Skynet, as applicable, are authorized
without further act or action under applicable law, regulation, order, or rule
to issue the following securities: (a) the New Loral Common Stock, (b) the New
Skynet Preferred Stock, (c) the New Skynet Notes, (d) the Subscription Rights
and (e) the Options.
(a) New Loral Common Stock. As of the Effective Date, the authorized
common stock of New Loral will consist of 40,000,000 shares of New Loral
Common Stock, par value $.01 per share. Pursuant to the Plan, an aggregate
of 20,000,000 shares of New Loral Common Stock will be issued to holders
of Allowed Orion General Unsecured Claims and holders of Allowed Ltd.
General Unsecured Claims. The rights of holders of New Loral Common Stock
will be subject to the New Loral Certificate of Incorporation and New
Loral By-laws and applicable Delaware law. The New Loral Common Stock
issued to creditors pursuant to the Plan will be subject to dilution by
shares of New Loral Common Stock issued under the New Management Stock
Plan. New Loral will use its commercially reasonable efforts to cause the
shares of New Loral Common Stock to be registered under Section 12 of the
Securities Exchange Act of 1934, as amended, and listed on the Nasdaq
market system or other national securities exchange for which it may
qualify as soon as practicable after the Effective Date.
(b) New Skynet Preferred Stock. The New Skynet Preferred Stock is
non-convertible preferred stock of New Skynet, $0.01 par value per share,
2,000,000 shares of which shall be authorized for issuance, of which
1,000,000 shares shall be issued as of the Effective Date. Pursuant to the
Plan, on the Effective Date, New Skynet shall issue to holders of Orion
General Unsecured Claims New Skynet Preferred Stock with an aggregate
liquidation preference of $200,000,000 plus accrued but unpaid dividends
(the "Liquidation Preference"). The New Skynet Preferred Stock will have
an annual dividend equal to 12% of the Liquidation Preference, which shall
be mandatorily payable semi-annually in Cash, in arrears; provided,
however, that such dividend may be payable in kind (i.e., in additional
shares of New Skynet Preferred Stock) under certain circumstances as set
forth in the Certificate of Designation of the New Skynet Preferred Stock.
(c) New Skynet Notes. Pursuant to the Plan, in connection with the
offering of Subscription Rights to the holders of Orion General Unsecured
Claims described, New Skynet shall issue senior secured notes
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in the principal amount of $120,000,000 plus the Backstop Fee, the terms
of which are governed by the New Skynet Notes Indenture, dated as of the
Effective Date, between New Skynet and an indenture trustee to be selected
by New Skynet. The New Skynet Notes will be guaranteed by certain of New
Skynet Subsidiaries on a senior secured basis. The New Skynet Notes will
have a ten-year term, bearing interest at the rate of 14% per annum
payable semi-annually in arrears; provided, however, that such interest
may be payable in kind (i.e., in additional New Skynet Notes) under
certain circumstances as set forth in the New Skynet Indenture.
(d) Subscription Rights. Pursuant to the Plan, holders of Orion General
Unsecured Claims were entitled to Subscription Rights, which are
non-transferable, non-certificated rights to subscribe for the New Skynet
Notes in the aggregate principal amount of $120,000,000. Upon expiration
of the Rights Offering on July 29, 2005, $98,321,000 of the New Skynet
Notes had been subscribed for. The amount of New Skynet Notes that are not
subscribed for pursuant to the Rights Offering will be purchased by the
Backstop Purchasers pursuant to the Backstop Commitment Agreement. In
consideration for its agreement to backstop the Rights Offering, each
Backstop Purchaser will, subject to the Backstop Commitment Agreement,
receive its pro rata share of the Backstop Fee, consisting of $6 million
of New Skynet Notes, as well as a reimbursement of certain expenses. The
proceeds of the Rights Offering will be used to (i) purchase substantially
all of the non-Orion satellite services assets and (ii) fund the cash
portion of the distributions to be made to holders of Allowed Claims in
SpaceCom Class 4 and SS/L Class 4.
(e) Options. The New Management Stock Plan provides for a New Management
Incentive Program (the "New Management Incentive Program") consisting of a
stock option plan for the Reorganized Debtors' management and other key
employees. The New Management Incentive Program will provide for Options
to acquire shares of New Loral Common Stock representing up to 6.5% of the
fully diluted common stock of New Loral as of the Effective Date, or
approximately 1.39 million shares.
4. Discharge and Injunction
The rights afforded in the Plan and the payments and distributions to be made
thereunder will discharge all existing debts and claims, and except as provided
in the Plan with regard to the Orion Equity interests, SpaceCom Equity interests
and SS/L Equity interests held by the Debtors, will terminate all equity
interests, of any kind, nature, or description whatsoever against or in the
Debtors or any of their assets or properties to the fullest extent permitted by
Section 1141 of the Bankruptcy Code. Except as provided in the Plan, upon the
Effective Date, all existing claims against the Debtors and equity interests in
the Debtors will be, and will be deemed to be, discharged and terminated, and
all holders of claims and equity interests will be precluded and enjoined from
asserting against the Reorganized Debtors, their successors or assignees, or any
of their assets or properties, any other or further claim or equity interest
based upon any act or omission, transaction, or other activity of any kind or
nature that occurred prior to the Effective Date, whether or not such holder has
filed a proof of claim or proof of equity interest, and whether or not the facts
or legal bases therefore were known or existed prior to the Effective Date.
Upon the Effective Date and in consideration of the distributions to be made
under the Plan, except as otherwise expressly provided in the Plan, each holder
(as well as any trustees and agents on behalf of each holder) of a claim or
equity interest and any affiliate of such holder will be deemed to have forever
waived, released and discharged the Debtors, to the fullest extent permitted by
Section 1141 of the Bankruptcy Code, of and from any and all claims, equity
interests, rights and liabilities that arose prior to the Effective Date. Upon
the Effective Date, all such persons will be forever precluded and enjoined,
pursuant to Section 524 of the Bankruptcy Code, from prosecuting or asserting
any such discharged claim against or terminated equity interest in the Debtors.
Except as otherwise expressly provided in the Plan, all persons or entities who
have held, hold or may hold claims or equity interests and all other parties in
interest, along with their respective present or former employees, agents,
officers, directors, principals and affiliates, are permanently enjoined, from
and after the Effective Date, from (I) commencing or continuing in any manner
any action or other proceeding of any kind with respect to any such claim or
equity interest against the Debtors or Reorganized Debtors, (II) the
enforcement, attachment, collection or recovery by any manner or means of any
judgment, award, decree or
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order against the Debtors or Reorganized Debtors, (III) creating, perfecting, or
enforcing any encumbrance of any kind against the Debtors or Reorganized Debtors
or against the property or interests in property of the Debtors or Reorganized
Debtors, or (IV) asserting any right of setoff, subrogation or recoupment of any
kind against any obligation due from the Debtors or Reorganized Debtors or
against the property or interests in property of the Debtors or Reorganized
Debtors with respect to any such claim or equity interest. Such injunction will
extend to any successors of the Debtors and Reorganized Debtors and their
respective properties and interest in properties.
Information Regarding Equity Interests
The Company has 44,107,782 shares of common stock, 3,745,485 shares of Series C
preferred stock and 734,135 shares of Series D preferred stock issued and
outstanding as of the date of this report. As discussed above, on the Effective
Date, the currently outstanding shares of the Company's common and preferred
stock will be cancelled without any distribution to be made to the holders of
such shares. See sections 3(a), (b) and (e) above for a discussion of the equity
interests to be issued by New Loral pursuant to the Plan.
Certain Financial Information
Information regarding the assets and liabilities of the Company is set forth in
the Company's monthly operating report for the period of April 22, 2005 through
May 20, 2005 filed with the Bankruptcy Report in the form attached hereto as
Exhibit 99.1.
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ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
Exhibit No. Description
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2.1 Debtors' Fourth Amended Joint Plan of Reorganization Under
Chapter 11 of the Bankruptcy Code, dated June 3, 2005.
(Incorporated by reference to Exhibit 2.1 to the Company's
Current Report on Form 8-K filed on June 8, 2005.)
2.2 Modification to Debtors' Fourth Amended Plan of
Reorganization Under Chapter 11 of the Bankruptcy Code,
dated August 1, 2005.
2.3 Bankruptcy Court Order, dated August 1, 2005, confirming the
Debtors' Fourth Amended Joint Plan of Reorganization Under
Chapter 11 of the Bankruptcy Code, as modified.
99.1 Company's Monthly Operating Report for the period of April 22,
2005 through May 20, 2005 filed with the Bankruptcy Report.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Loral Space & Communications Ltd.
August 5, 2005 By: /s/ Janet Yeung
--------------------------------
Name: Janet Yeung
Title: Vice President, Deputy General
Counsel and Assistant Secretary
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Exhibit Index
Exhibit No. Description
----------- -----------
2.1 Debtors' Fourth Amended Joint Plan of Reorganization Under
Chapter 11 of the Bankruptcy Code, dated June 3, 2005.
(Incorporated by reference to Exhibit 2.1 to the Company's
Current Report on Form 8-K filed on June 8, 2005.)
2.2 Modification to Debtors' Fourth Amended Plan of
Reorganization Under Chapter 11 of the Bankruptcy Code,
dated August 1, 2005.
2.3 Bankruptcy Court Order, dated August 1, 2005, confirming the
Debtors' Fourth Amended Joint Plan of Reorganization Under
Chapter 11 of the Bankruptcy Code, as modified.
99.1 Company's Monthly Operating Report for the period of April 22,
2005 through May 20, 2005 filed with the Bankruptcy Report.
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