James LaGanke, P.C.
202 East Earll Drive, Suite 340
Phoenix, Arizona 85012
(602) 279-6399
Fax: (602) 279-5509
James M. LaGanke/SBN 006913
Attorney for Debtor
UNITED STATES BANKRUPTCY COURT
DISTRICT OF ARIZONA
In re: )
)
VISTA FINANCIAL SERVICES, INC., )
an Arizona corporation, )
)
Debtor. )
)
Employer I.D. #86-0464104 )
) Chapter 11
)
) No. 93-05704-PHX-GBN
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AMENDED ORDER CONFIRMING DEBTOR'S
MODIFIED PLAN OF REORGANIZATION
This matter came before the court on November 27, 1996, on the Debtor's
Motion to Amend Debtor's Plan of Reorganization as modified by Order of July 20,
1996; and it appearing that the Motion was noticed to all creditors and parties
in interest and that no objection was filed within the time set in the Notice of
Hearing nor made at the hearing; and it further appearing that the modification
is in the best interests of creditors, is feasible and meets the requirements of
ss.ss. 1122, 1123 and 1145; and good cause appearing, it is
ORDERED that Debtor's Plan of Reorganization is amended and modified as
follows:
1. The Debtor shall forthwith transfer all assets and post petition
liabilities (known to the buyers) to James Scannell and Carl Gottlieb
(or nominee) known to the buyers in exchange for $15,000 to be payable
on or before November 30, 1996. All such post petition liabilities
<PAGE>
known to the purchasers shall be the responsibility of the new entity
to be known as Vista Financial Services, Inc.
2. $15,000 shall be disbursed forthwith upon receipt, pro rata, to all
unsecured creditors in full satisfaction of all claims. All
pre-petition indebtedness shall be fully satisfied and discharged upon
the making of the pro rata distribution of said funds to said
creditors.
3. All stock certificates now owned by Century Pacific Corporation (a
debtor in case No. 96-00935) ("Century Pacific") in the debtor shall
be canceled in exchange for new shares of the debtor comprising 2-1/2%
of the total shares of the Debtor to be outstanding and issued
following the issuance of all shares pursuant to this Amended Plan;
these new shares are forthwith to be issued, pro rata, to the
shareholders of record of Century Pacific. Further, additional new
shares amounting to 2-1/2% of the total shares of Vista to be issued
and outstanding following the issuance of all shares pursuant to this
Amended Plan shall be held as an asset of Century Pacific for
distribution under a Century Pacific Plan of Reorganization. Debtor
shall have fulfilled all its obligations to Century Pacific upon
delivery of such shares.
4. The administrative claim of the 4909 East McDowell Joint Venture for
rent accruing after September 30, 1996, shall be fully satisfied by
issuing new stock certificates of the debtor to said administrative
creditor or to its nominee. Said certificates shall comprise
ninety-five percent (95%) of the outstanding and issued stock of the
Debtor that exists following the issuance of all the stock authorized
by this Order.
5. The Debtor shall change its name prior to issuance of the new
certificates and the name "Vista Financial Services, Inc." shall be
transferred to the purchasers. The sale shall be concluded upon
payment of the $15,000 due hereunder.
DATED: December 27, 1996
/s/ George B. Nielsen
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The Honorable George B. Nielsen, Jr.