Doug,
Here it is. Source: MS Investor. I don't understand Legalese.
Court Completes Hearing on FPA Medical Management Disclosure Statement
Final Approval and Solicitation Pending Resolution of Exit Financing Package
Confirmation Hearing Scheduled March 25
January 28, 1999 08:15 PM
MIAMI, Jan. 28 /PRNewswire/ -- FPA Medical Management, Inc. FPAMQ reported that at yesterday's scheduled Bankruptcy Court hearing, all presented objections to the Company's Disclosure Statement for its Second Amended Plan of Reorganization were resolved and the Bankruptcy Court indicated that it would approve the adequacy of the Disclosure Statement subject to mutual agreement by FPA and representatives of its key creditor groups on the terms of the Company's post-Chapter 11 financing and related emergence matters. In the event that the Company and its key creditor groups do not submit a consensual solicitation order by mid-February, the Court will consider entry of the order at that time. Based on yesterday's action, the hearing to confirm the Plan has been scheduled for March 25.
"Since the initial filing of the Plan, management has engaged in extensive negotiations with the Company's pre-petition lenders and Creditors' Committee, working toward a consensual agreement. One of the final items to be resolved is the exit financing and we are optimistic we will be able to conclude that matter within the next few weeks and move forward with a Plan which is supported by our key creditor groups," said Stephen J. Dresnick, M.D., FACEP, chairman and chief executive officer of FPA. "With their support, we anticipate the Plan will be confirmed over the next few months, clearing the way for FPA Medical Management's emergence from Chapter 11 early in the second quarter of the fiscal year."
In other action, the Court approved the sale by FPA of the assets of Cincinnati Health Partners, Inc. to Physicians Associates, LLP of Cincinnati, Ohio for $3.7 million. The sale is a component of the Company's strategic plan to divest businesses and facilities which are outside its core business areas. "We are encouraged by the progress our company has made to date in its restructuring, which has included exiting unprofitable markets, refining and strengthening remaining businesses and facilities and reducing administrative and operating costs," Dr. Dresnick stated.
Under the terms of the Second Amended Plan, members of the Company's pre-petition bank group will be issued on a pro-rata basis 94 percent of the new stock in reorganized FPA in exchange for outstanding debt. Holders of general, allowed unsecured claims, including trade claims and the Company's 6.5% Subordinated Debentures due 2001, will be issued on a pro-rata basis 6 percent of new stock in the reorganized company. Interests of existing equity holders will be canceled.
FPA Medical Management, Inc. and various of its affiliates and subsidiaries filed petitions under Chapter 11 in the U.S. Bankruptcy Court for the District of Delaware in Wilmington on July 19, 1998 and various dates thereafter through August 7, 1998.
FPA Medical Management, Inc. is a national physician practice management organization that organizes and manages primary care physician networks to contract with HMOs and other prepaid insurance plans to provide physician and related health care services and provides contract management support services to hospital emergency departments.
This press release contains statements which constitute "forward-looking statements" within the meaning of the Securities Act of 1933 and the Securities Exchange Act of 1934, as amended by the Private Securities Litigation Reform Act of 1995. "Forward-looking statements" in this press release include the intent, belief or current expectations of the Company and members of its senior management team with respect to the timing of, completion of and scope of the current restructuring, reorganization plan, strategic business plan, bank financing, and debt and equity market conditions and the Company's future liquidity, as well as the assumptions upon which such statements are based. While the Company believes that its expectations are based on reasonable assumptions within the bounds of its knowledge of its business and operations, prospective investors are cautioned that any such forward-looking statements are not guarantees of future performance, and involve risks and uncertainties, and that actual results may differ materially from those contemplated by such forward-looking statements. Important factors currently known to management that could cause actual results to differ materially from those contemplated by the forward-looking statements in this press release include, but are not limited to, further adverse developments with respect to the Company's liquidity position or operations of the Company's various businesses, adverse developments in the Company's efforts to renegotiate its funding and adverse developments in the bank financing or public or private markets for debt or equity securities, or adverse developments in the timing or results of the Company's current strategic business plan (including the time line to emerge from Chapter 11), the difficulty in controlling health care costs and integrating new operations, the ability of the Company to realize the anticipated general and administrative expense savings and overhead reductions presently contemplated, the ability of the Company to return the Company's operations to profitability, the level and nature of any restructuring and other one-time charges, the difficulty in estimating costs relating to exiting certain markets and consolidating and closing certain operations, and the possible negative effects of prospective health care reform. Additional factors that would cause actual results to differ materially from those contemplated within this press release can also be found in the Company's Form 8-K periodic filings during 1998, Form 10-Q for the quarter ended March 31, 1998, and the Company's Form 10-K for the year ended December 31, 1997.
SOURCE FPA Medical Management, Inc.
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