howaboot,
familiarize yourself with the "G" reorg nuances.
lampert, as a creditor, will be considered a shareholder of shc and its debtor subsidiaries on that basis alone.
words are important in the section you quoted: "provided the stock and securities of the controlled corporation are distributed to the old corporation's shareholders".
remember, transform holdco has already provided 3000 shares of it own class b securities to shc and the debtor subsidiaries. the distribution agreement for those shares provides they will be distributed by the subsidiary debtors (but not by shc) to their creditors.
remember, creditors in bankruptcy are considered stockholders. lampert as a creditor will receive the stock back.
while this seems a perverse implementation of the rule, i believe that is the way it will be done.
at no place in the rules you quoted (or even in the parts which you did not quote) does it say that stock will be distributed to ALL of the old corporation's shareholders.
that's why i say words are important. distributing to lampert alone satisfies this provision without bringing along ANY of the common shareholders, including lampert as the largest holder of common shares.
