Synergy Pharmaceuticals Inc fka SGYPQ

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Note: Synergy’s revised proposal submitted to the court at 8:44 this morning:

NOTICE OF FILING OF REVISED ORDER (A) APPROVING BIDDING PROCEDURES IN CONNECTION WITH THE SALE OF SUBSTANTIALLY ALL OF THE DEBTORS’ ASSETS, (B) APPROVING PROCEDURES FOR THE ASSIGNMENT AND ASSUMPTION OF EXECUTORY CONTRACTS, AND (C) GRANTING RELATED RELIEF

Document # 174 at: https://cases.primeclerk.com/synergy/Home-DocketInfo

The revised proposal contained a new section dealing with the possibility of a sale of the company, rather than simply the assets. The additional wording is copied below.

In the alternative to the Sale pursuant to section 363 of the Bankruptcy Code contemplated by the Motion, a transaction proposed by a Stalking Horse Bidder or Qualified Bidder shall not be limited to an asset purchase under section 363, but rather may be structured as a sponsorship of a plan of reorganization. Solely in the event the Final DIP Order approves the provisions setting forth and relating to the “Acceptable Plan” in the DIP Loan Documents, any such plan of reorganization must be an “Acceptable Plan” as set forth in the DIP Loan

18-14010-jlg Doc 174 Filed 01/04/19 Entered 01/04/19 08:44:44 Main Document Pg 26 of 83

Documents as approved by such Final DIP Order in order to be a Qualified Bid. With respect to a proposed transaction other than a sale, any references in the Bidding Procedures relating to a sale, the Acquired Assets, or the hearing and order approving a sale (including, without limitation, the Sale Hearing), shall be read to refer to a restructuring transaction to be consummated pursuant to a plan of reorganization or a plan support agreement supporting a plan of reorganization, as the case may be and, as applicable, a hearing to approve a plan support agreement. The Debtors shall negotiate and evaluate a bid proposed as a plan sponsorship for a plan of reorganization in good faith and in a manner that is substantively comparable to a bid submitted as an asset purchase agreement, and the Debtors shall use their commercially reasonable efforts to take, or cause to be taken, all actions, and to do, or cause to be done, all things necessary, proper or advisable under applicable laws to accommodate a bid structured as a plan sponsorship of a plan of reorganization. The additional statutory conditions to confirmation of a plan of reorganization shall not be deemed to be a prohibited contingency contemplated by provision (l) of the section titled “Determination of a Qualified Bid” of the Bidding Procedures

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