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Plan of Reorganization Questions and Answers
1. What is a Plan of Reorganization?
The Plan of Reorganization (the “Plan”) is the Company’s formal plan setting forth in detail how the claims of each class of creditors and interest holders will be treated. The Plan further establishes the ownership and capital structure for the Company upon its emergence from bankruptcy. The Plan must be voted on and approved by a certain percentage of creditors, then be approved or “confirmed” by the Bankruptcy Court and all necessary regulatory approvals must have been received in order to become effective.
2. What is a Disclosure Statement?
The Disclosure Statement is a document that is presented to the Bankruptcy Court, and ultimately to creditors, that discloses the terms of the Debtor’s Plan of Reorganization, as well as adequate information about the Company and other matters so that holders of claims against or interests in the Company can make an informed decision as to whether to vote for or against the Plan.
3. Does this mean the Company is out of Chapter 11?
No. The Company will continue to operate under Chapter 11 until the Plan is voted on by creditors and interest holders, and then approved by the Bankruptcy Court. The Plan does not become effective until all necessary regulatory approvals having been received.
4. What are the next steps?
A hearing to approve the Disclosure Statement and the form of ballots has been scheduled for July 23, 2009. Once the Court approves the Disclosure Statement and the ballots, the Company will be able to solicit votes in favor of the Plan. The solicitation process entails mailing copies of the Disclosure Statement, the Plan and a ballot to each creditor entitled to vote to accept or reject the Plan. After the ballots are collected and tallied, the Court will hold a confirmation hearing at which it will determine whether or not the Plan should be confirmed. Once the Plan is confirmed by the Court, the Plan will not be effective until the Company obtains any necessary regulatory approvals. Under the current provisions of the Plan, the senior secured creditors will own substantially all of the equity of the reorganized HT, which means a change of control, i.e., a change of ownership. As the Plan establishes new ownership, the PUC is entitled to review the new ownership and capital structure.
5. Does the PUC have to approve the Plan? Why?
Yes. Under the current provisions of the Plan, the senior secured creditors will own substantially all of the equity of the reorganized HT, which means a change of control, i.e., a change of ownership. As the Plan establishes new ownership, the PUC is entitled to review the new ownership and capital structure.
6. How long will the Bankruptcy Court confirmation, the PUC approval process, and our eventual exit from Chapter 11 take?
The Company continues to make good progress with its restructuring efforts. There are no specific minimum time periods associated with the Bankruptcy Court or PUC approval process, so it’s not possible to put an exact timeline on exiting from Chapter 11, but our goal remains to work through the process as quickly as possible.
7. What are the details of the Plan?
Key proposed provisions of the plan are as follows: At emergence approximately $1.15 billion of HT’s debt is being converted into $300 million of new debt and equity valued at $160 million. The senior secured creditors will own the equity of the reorganized HT, so the secured lenders will be our new owners.
8. Will there be a new senior management team since the banks will own HT?
The Company intends to maintain the current senior management team.
9. Will Carlyle be part of the reorganized Company?
Carlyle has offered to inject additional capital into HT. HT has elected to proceed on a reorganization path that provides a majority equity ownership to the existing lending group. Until the Plan is accepted by the Court, Carlyle's role is status quo. If the Plan becomes effective, Carlyle's ongoing involvement will terminate.
10. Will customers vote on the Plan of Reorganization?
No, only certain creditors with claims have Plan voting rights.
11. Will the Disclosure Statement or Plan of Reorganization change my services or pricing?
Absolutely not, you can expect the same level of service you have come to rely on and the Company plans to rollout new services in the future and continue with operational improvements to enhance current service levels. Pricing will not be affected as a result of these filings.
Bankruptcy Questions and Answers
1. I have heard you are bankrupt. Are you going out of business?
Absolutely not! Chapter 11 provides a way for Hawaiian Telcom to address its financial challenges in order to become a more viable entity, while continuing day-to-day operations.
2. Are you looking to sell the Company again?
Our advisors are assisting us in exploring reorganization alternatives and these include converting existing debt to equity, raising additional equity and a sale of some or all assets. Our goal when considering any of these options is to create a stronger, more viable company for our customers. Unfortunately, due to the confidential nature of these discussions, we are not able to provide any further details at this time.
3. What’s going to happen while you are in Chapter 11?
The Company will continue to operate its business without interruption. In fact, we are stronger today than we were before we filed because the cloud of uncertainty has been removed and we can focus our time and energy on restructuring our balance sheet to ensure we are around for years to come.
4. How do I know that you are not going to cut corners and try to save money now that you are in bankruptcy?
Hawaiian Telcom has been around for 125 years and we intend to be around for another 125 and more. We took this action so that we can strengthen our business, and cutting corners would be very counter-productive to our goal of emerging a stronger more viable company. In addition, we continue to roll out our strategic plan which includes the introduction of new products and services.
5. Will you be cutting back on services?
Absolutely not. We continue to operate the business without interruption, will offer the same services as before, and look forward to offering a new suite of services
6. I am still uncomfortable with the current situation and I would like to cancel my contract.
We understand that this may be a very unfamiliar process, and we apologize for the discomfort this has caused. I can assure you that the Chapter 11 will not change our ability to provide you service. We continue to operate the business without interruption, providing services to customers, paying employees and purchasing goods and services from our vendors and suppliers. Requests for contract terminations and/or refunds will be treated according to the terms of the sales contracts, consistent with our normal business practices.
7. What about commitments and incentives you offered before the filing?
We intend to stand behind all commitments and incentives we offered prior to the filing. Our customers continue to be our number one priority.
8. Will I still get the rebate I was promised?
Yes. As is customary, we have requested a court order authorizing us to continue to proceed with all of our customer programs and we fully anticipate this will be granted. Customers are our priority and we intend to stand by all of our customer commitments.
9. Are you going to be raising your prices now that you have filed for Chapter 11?
Our prices have always been market-driven and they will remain that way in order for us to stay competitive.
10. I was promised certain deals as part of my purchase contract. Will these still be honored?
Absolutely. As is customary, we have requested a court order authorizing us to continue to proceed with all of our customer programs and we fully anticipate this will be granted. Customers are our priority and we intend to stand by all of our customer commitments.
11. Hawaiian Telcom has been having problems for years, why should customers continue to support the Company?
We intend to be around for many years to come and we hope you will remain our partner as we move through the restructuring process. We see our customers not just as those who buy our services, but more as partners that help us determine which services to offer, change, etc.
12. Hawaiian Telcom has been talking about restructuring since October. Did the Company make any progress and why has it taken so long to take this action?
We understand your frustration. Unfortunately, restructuring is not a quick process. We want to make sure that the direction we take is in the best interest of the company, its customers, employees and other valued constituents. Moreover, we have made substantial progress since October. The new management team is fully engaged and up to speed, we have rolled out our new strategic plan which calls for the introduction of new products and services, and we made a variety of operational improvements.
13. How is the PUC involved in this process?
Hawaiian Telcom works very closely with the Hawaii Public Utilities Commission and is keeping them up to date with our restructuring efforts.
General Questions and Answers
1. What is Chapter 11?
First and foremost it does NOT mean that the Company is going out of business. Chapter 11 is a legal mechanism for court-supervised reorganization or restructuring of a company's obligations. Chapter 11 provides a way for our Company to address its financial challenges in order to become a viable entity, while continuing day-to-day operations. In other words, we filed for Chapter 11 to strengthen our business by addressing our current financial situation.
2. Why did you file for Chapter 11?
Hawaiian Telcom took this action to reorganize its business, strengthen its balance sheet by reducing our debt so that the Company can compete more effectively in the ever-changing communications industry. Hawaiian Telcom is determined to maintain its competitiveness in the market, and a key to accomplishing that goal is restructuring the balance sheet.
3. Do you have enough money to stay in business?
Yes, as of November 30, the Company had approximately $75 million of cash on hand.
4. Does this mean you are going out of business?
Absolutely not. We filed for Chapter 11 to strengthen our business by addressing our current financial situation.
5. What happens during Chapter 11?
The Chapter 11 filing triggers a "stay," which generally prevents anyone from collecting debts owed by the company before the petition date, such as loan payments it would ordinarily make to creditors and bondholders, and payments to suppliers for goods or services received before the filing. Chapter 11 permits, and in fact encourages, daily operations to continue. We will continue to serve our customers, pay our associates, and pay for goods and services purchased after the filing date in the ordinary course of business. While operating the business, management will work with the Company’s creditors to finalize a plan to restructure or reduce its debt. The restructuring plan is called a plan of reorganization. When the plan is accepted by the creditors and approved by the Court, it is said to be confirmed and Hawaiian Telcom emerges from Chapter 11 as a reorganized company.
6. How long will the Company be in Chapter 11?
At this juncture it is too early to say. However, our goal is to work through this as quickly as possible.
7. Which entities are included in the filing?
Hawaiian Telcom Communications, Inc.; Hawaiian Telcom Holdco, Inc.; Hawaiian Telcom, Inc.; Hawaiian Telcom Services Company, Inc.; Hawaiian Telcom IP Service Delivery Investment, LLC; Hawaiian Telcom IP Service Delivery Research, LLC; Hawaiian Telcom IP Video Investment, LLC; and Hawaiian Telcom IP Video Research, LLC.
8. Do companies ever emerge from Chapter 11?
Yes. Many companies, including Hawaiian Airlines, United Airlines, Macy’s, Toys ‘R Us, K-Mart, and many others, have successfully reorganized under Chapter 11.
9. Who will run the company? Will management remain in place?
One of the key aspects of Chapter 11 is that management remains in place. Our management remains committed to the future success of the business.
10. How can I get a copy of the petitions?
Copies of the Chapter 11 petitions and other documents filed with the Court will be available shortly after the filing at www.hawaiiantel.com. The petitions are also accessible at the Court’s website, www.deb.uscourts.gov, through an account obtained from Pacer Service Center at (800) 676-6856. |