MIR » Topics » P. Conditions Precedent to Consummation of the Plan

This excerpt taken from the MIR 8-K filed Jan 19, 2005.

P.            Conditions Precedent to Consummation of the Plan

 

1.             Effective Date

 

The Plan provides that the occurrence of the Effective Date is subject to satisfaction of the following conditions precedent:

 

a.             The Confirmation Order shall have been entered by the Clerk of the Bankruptcy Court, be in full force and effect and not be subject to any stay or injunction;

 

b.             All necessary consents, authorizations and approvals shall have been given for the transfers of property and the payments provided for or contemplated by the Plan, including, without limitation, satisfaction or waiver of all conditions to (i) the obligations of the Debtors under the Plan and the Plan Documents, and (ii) the obligations of the Exit Lenders to make loans under the Exit Facility in an amount not less than $[750] million; and

 

c.             The MAG Holdco Indenture, the MAG Holdco Notes, and the Exit Facility shall have become effective and all conditions to the effectiveness thereof shall have been satisfied or waived.

 

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2.             Waiver of Conditions Precedent

 

The Plan provides that each of the conditions precedent described above, other than the condition requiring entry and effectiveness of the Confirmation Order may be waived, in whole or in part, by the Debtors.  The Plan further provides that any such waiver may be effected at any time, without notice, without notice or order of the Bankruptcy Court and without any formal action other than proceeding to consummate the Plan.

 

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