InSight Health Services Holdings Corp. (fka ISGTQ)

[Hanibal]

Another 8K out

http://xml.10kwizard.com/filing_raw.php?repo=tenk&ipage=7283291

The Plan as Contemplated under the Plan Term Sheet

Pursuant to the Plan, which, when filed, will be subject to bankruptcy court (the “Court”) approval, the holders of claims under the Notes (the “Notes Claims”) would receive 100% of the reorganized Company’s new common stock (the “New Common Stock”); provided that such distribution shall be subject to the conveyance to the holders of current equity interests in the Company of warrants representing two percent (2%) of the New Common Stock on a fully-diluted basis as of the effective date of the Plan (the “Warrants”). The New Common Stock and the Warrants will be subject to further dilution of up to 8% on a fully-diluted basis for equity grants for the benefit of certain continuing employees of the Debtors (the “Management Equity Plan”).

The reorganized Company and holders of the New Common Stock will enter into a Stockholders Agreement, that will provide, among other things, that the reorganized Company’s board of directors will be comprised of seven directors, to include its Chief Executive Officer and six members to be appointed by certain beneficial holders of the Notes.

Under the proposed Plan, all classes of claims would be unimpaired and paid in full, except for the Note Claims, Section 510(b) claims and the equity interests in the Company. The Plan provides that its effectiveness is subject to customary conditions.

The Plan contemplates that the Debtors will continue to operate their businesses in substantially their current form. The Debtors intend to file motions contemporaneously with filing the Plan to seek authorization from the Court to continue to pay vendors and suppliers under normal terms in the ordinary course of business for all goods and services provided to the Debtors before and after the petition date. Under the Plan, Bank of America, N.A., as agent under the Company’s existing revolving credit facility, will agree to provide a debtor-in-possession financing facility in the approximate aggregate amount of $15.0 million (the “DIP Facility”) upon terms reasonably acceptable to the Debtors and Supporting Holders holding at least two-thirds in amount of the Notes Claims bound under the Support Agreement (the “Requisite Supporting Holders”).

The Plan also provides that on its effective date or due to any issuance in connection with the Plan, the reorganized Debtors will not be required to file reports under the Exchange Act of 1934, as amended, and the rules and regulations promulgated by the Securities and Exchange Commission thereunder, and will not be required to register as a reporting company thereunder.

The Support Agreement
The terms of the Plan, as it may be amended by mutual consent of the Debtors and the Requisite Supporting Holders in accordance with the terms and conditions of the Support Agreement, is referred to herein as a “Qualified Plan.”
The Support Agreement requires the Supporting Holders, among other things: (i) not to exercise or seek to exercise and direct the indenture trustee not to exercise or seek to exercise any rights or remedies or assert or bring any claims with respect to the Notes or the indenture governing the Notes except as provided in the Support

Perhaps someone who is well-versed in bankruptcy-speak can explain this a bit better?

If I didn't know any better I'd say that commons are wiped since they talk of "new common stock"?