Replies to post #40373 on GT Advanced Technologies Inc fka GTAT

[XenaLives]

Incorrect "So what sells at auction goes towards apple."

6. Among other things, under the Mesa Settlement Agreement:

? By November 23, 2015, the Debtors will conduct an auction (pursuant
to procedures approved by the Debtors, Apple, and the DIP Lenders) of
the ASF Furnaces currently located at the Mesa Facility, with GTAT
receiving 50% of the Net Proceeds6 of all ASF Furnaces sold in such
auction (the “Sold Furnaces”) and with the remaining 50% of Net
Proceeds being distributed to Apple;
? The Debtors will have the option, with the consent of the DIP Lenders,
to retain up to 364 ASF Furnaces currently located at the Mesa Facility
(the “Retained Furnaces”). If the Debtors sell or otherwise dispose of,
on or before December 15, 2018, any Retained Furnaces or any ASF
Furnaces currently in inventory at the Debtors’ other facilities, the
Debtors will retain 50% of the Net Proceeds of such sale, with the
remaining 50% of Net Proceeds being distributed to Apple;
? On November 25, 2015 (i.e., two days after the conclusion of the
auction), title to any ASF Furnaces located at the Mesa Facility other
than the Sold Furnaces and the Retained Furnaces (such other ASF
Furnaces, the “Excess Furnaces”) shall immediately and automatically
and without need for further order of the Court transfer to Apple, free
and clear of all liens, claims, encumbrances and interests. Apple agrees
that it will scrap all of the Excess Furnaces at its own cost and expense,
with proceeds from the scrapping of such furnaces, net of the costs of
such scrapping, to be distributed 50% to the Debtors and 50% to Apple.
? Each party will release and forever discharge the other for any and all
claims, losses, liabilities, damages and causes of action, whether known
or unknown, relating to Original Apple Settlement Agreement (subjectto enumerated exceptions), the Mesa Lease, including, without
limitation, the Mesa Fire, the warehouse lease, the prepetition Apple
contracts and any other aspect of their business relationship; provided,
however, that the parties are not releasing each other from any liability
for claims arising after the date of the Mesa Settlement Agreement. In
other words, the Mesa Settlement Agreement extinguishes a $439
million claim of Apple against GTAT.
? As of November 23, 2015, the Mesa Lease will be deemed amended to
provide that (a) the Debtors’ obligation to pay Additional Rent (as
defined in the Mesa Lease) and for the cost of security at the Mesa
Facility will terminate, (b) the Debtors will have no further obligations
to make any other payments in connection with the Mesa Lease,
including without limitation, any obligations to clean, repair or
refurbish the Mesa Facility or make utility payments with respect to the
Mesa Facility, and (c) Apple will have no obligation to repair any
portion of the Mesa Facility that may have been damaged in the May
26, 2015 fire.
? On or prior to December 31, 2015, the Debtors will remove all
Retained Furnaces from the Mesa Facility and surrender the entire
Mesa Facility to Apple. Any ASF Furnaces still in the Mesa Facility on
December 31, 2015 will be deemed abandoned to Apple and title will
be deemed to have passed to Apple on that date.
? Apple agrees that the Sold Furnaces, the Retained Furnaces and any
ASF Furnace not located at the Mesa Facility may be sold for less than
the Apple Repayment Amount, including for scrapping.
? The Debtors will have 30 days from the date that the Court approves
the Mesa Settlement Agreement to sell or remove its other property
from the Mesa Facility. Any such property still in the Mesa Facility on
December 31, 2015 will be deemed abandoned to Apple and title will
be deemed to have passed to Apple on that date.
? Other than as noted above, Apple will not receive any further
distributions from the Debtors’ bankruptcy estates or their successors,
whether under a chapter 11 plan or otherwise, and will not assert any
claims against the Debtors or their successors other than claims based
on a breach of the Mesa Settlement Agreement.