SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) June 29, 1999
Advanced Medical Products, Inc.
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
16-1284228
(Commission File Number) (IRS Employer Identification No.)
6 Woodcross Drive, Columbia, SC 29212
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (803) 407-3044
Not Applicable
(Former name or former address, if changed since last report)
APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date: 5,962,496 at October 18,
1999
ITEM 3. BANKRUPTCY OR RECEIVERSHIP
On June 29, 1999, following notice and transmittal to the creditors and
equity security holders of Advanced Medical Products, Inc. (the "Company") of
the Plan of Reorganization filed on March 23, 1999 and amended June 15, 1999,
and following a confirmation hearing held on June 21, 1999, the United State
Bankruptcy Court for the District of South Carolina entered an Order of Confirm-
ation approving the Plan of Reorganization, as amended.
The Plan proposes to sell all of the Company's personal property to Biosensor
Corporation, defining various classes of creditors and provisions for treat-
ment of each class. The Plan allows assumption of all indebtedness except for
the general third-party unsecured claims totaling approximately $234,000. The
total funds derived from the sale of assets will be $68,000 of which $50,000
will be paid to administrative claims and unsecured creditors and $18,000 to
the State of Florida as full settlement of a sales tax claim.
Amendments to the Plan resolved the one objection filed to the plan by the
State of Tennessee, and added provisions for a Special Agent to be appointed
by the court, for the benefit of the unsecured creditors, to provide an
independent review of related party transactions. On September 27, 1999, the
Special Agent submitted his final report to the Court.
The Chapter 11 bankruptcy estate of Advanced Medical Products, Inc. has been
fully administered. The Company has applied to the Court for entry of a Final
Decree closing the bankruptcy case. The application entitled Report of
Substantial Consummation and Application for Final Decree (the "Application")
and the Final Report in Chapter 11 Proceeding was filed with the Court on
October 5, 1999, and served upon the creditors and parties in interest on
October 6, 1999. The Notice provides that the Final Decree will be entered and
the case closed unless an objection to the Application is filed within 30 days
of the date of the Notice.
As of the date of filing of this Form 8K, counsel for the Company has not
been served with any objections to the Application, nor does the Court's docket
reflect that any objections to the Application have been filed with the Clerk
of Courts. The Company does not expect that any objections to the
Application will be filed.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial statements of businesses acquired: None required.
(b) Pro forma financial information: None required.
(c) Exhibits:
Exhibit 1. Plan of Reorganization
Exhibit 2. Amendment to the Plan of Reorganization
Exhibit 3. Final Report of Chapter 11 Proceeding
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
ADVANCED MEDICAL PRODUCTS, INC.
Date: October 18, 1999 By: RONALD G. MOYER
Ronald G. Moyer
Chief Executive Officer
Exhibit 1
IN THE UNITED STATES BANKRUPTCY COURT
FOR THE DISTRICT OF SOUTH CAROLINA
IN RE: ) CHAPTER 11
)
Advanced Medical Products, )
Inc. ) Case No. 99-02548-W
)
Debtor. )
PLAN OF REORGANIZATION
Filed by the Debtor-in-Possession
on March 23, 1999
Table of Contents
Page
Article I History and Other General Informa-
tion Relating to the Proposed Plan
of Reorganization --------------------------------------- 2
Article II Plan of Reorganization --------------------------------- 7
Article III Classification of Creditors and
Parties of Interest and the Provi-
sions of Treatment of Each Class
of Creditors and Party of Interest
Dealt with by the Plan --------------------------------- 9
Article IV Feasibility of Proposed Plan of
Reorganization -----------------------------------------11
Article V Status of the Debtor After Confirmation ---------------- 12
Article VI Executory Contracts ------------------------------------12
Article VII Jurisdiction -------------------------------------------12
Article VIII Post-Confirmation Acts --------------------------------14
Article IX Cram-Down for Impaired Creditors Not
Accepting the Plan -------------------------------------14
Article X Discharge of the Debtor ---------------------------------15
PLAN OF REORGANIZATION
The Debtor-in-Possession, Advanced Medical Products, Inc., ("debtor"),
proposes the following Plan of Reorganization ("Plan") pursuant to Chapter 11
of the U. S. Bankruptcy Code.
ARTICLE I
History and Other General Considerations
Relating to the Plan of Reorganization
1.1. Background. The history and background of the Debtor are fully
provided in the debtor's Disclosure Statement and its attached exhibits filed
on March 23, 1999 ("Disclosure Statement").
1.2. Financial Condition of the Debtor. The exhibits and data providing
the reader with the current and historical financial condition of the debtor
are located in the Disclosure Statement and its attached exhibits.
1.3. The Debtor's Reorganization Proceedings under Chapter 11. The
information found in the Disclosure Statement provides adequate history as to
the proceedings by the debtor in this reorganization.
1.4. Definitions. The following words, terms and definitions shall be
used and apply exclusively for this Plan:
1. The Code is 11 U.S.C. Sections 101, et seq., the "Bankruptcy Code".
2. The Court shall mean the United States Bankruptcy Court for the
District of South Carolina.
3. The Debtor shall mean Advanced Medical Products, Inc.
4. Chapter 11 shall mean a case being administered under 11 U.S.C.
Sections 1101 et seq., for the reorganization of the indebtedness of the
debtor, and the continued operation of its business.
5. The Case shall mean this proceeding under Chapter 11, which
commenced in this Court on March 22, 1999.
6. Chapter 7 shall mean a hypothetical case which is administered
under 11 U.S.C. Sections 701 et seq., wherein an estate, identical to the
debtor, with identical assets and liabilities, has its assets liquidated.
7. The Plan shall mean this Plan of Reorganization of the debtor under
Chapter 11, filed with the Court on March 22, 1999.
8. Confirmation of this Plan shall be effective when the signed Order
Confirming Plan is filed by the Court to implement the proposed Plan, after the
Court has found that the Plan: (1) has been accepted by the requisite number
of creditors and parties of interest eligible to vote therefor, (2) is
feasible, (3) is fair and equitable, (4) does not unfairly discriminate, and
(5) meets all of the other requirements of 11 U.S.C. Section 1123, Section
1126 and Section 1129, and the Order Confirming Plan is entered. The "Effective
Date of Confirmation" for cash distribution purposes as it is referred to in
this Plan, however, shall mean forty-five (45) days from the date the Order
Confirming Plan is filed by the Court unless otherwise provided for by the
Plan.
9. Claims shall mean any right or claim to a right to receive payment
of monies from the debtor or right to an equity interest in the debtor held by
any party.
10. A Claim of Interest (more particularly) shall mean any claim
against the debtor for equity ownership, whether actual, or contingent.
"Interest" refers to equity securities (shareholders' interest), partnership
interest or proprietorship interest.
11. Approved Claim shall mean each individual creditor's claim or claim
of interest whose validity is accepted by the debtor for payment, or if
challenged by the debtor, a claim which is ultimately proved by that claimant
and approved by the Court after notice. Some claims by law can be approved
only by the Court for payment, i.e., administrative and priority claims.
12. Secured Claim shall mean each individual claim completely or
partially secured by real estate mortgages, security agreements, assignment
agreements, consignment agreements, chattel mortgages, recorded lease-purchase
agreements, liens or any other legal encumbrance which is entitled to secured
status under Title 36 of the Code of Laws of South Carolina (UCC provisions) or
South Carolina law.
13. Priority and Administrative Claims shall mean all claims entitled
to priority status under 11 U.S.C. Section 507 and Section 364 or other
specific provisions of the Code. These claims include, but are not limited to,
generally, all costs and expenses incurred during the reorganization
proceeding; all wages allowed priority status which were owing by the debtor at
the time of filing up to $4,000 per claimant; all post-petition wage claims due
at confirmation; all taxes owing to the United States, any individual State or
local taxing authority; all post-petition debts incurred and unpaid since the
commencement of this Case; and all other statutory costs or fees assessed or
assessable by the Court, and any claims given priority status during this
proceeding by specific order of the Court.
14. Unsecured Claims shall mean all claims against the debtor other
than Secured Claims, Priority and Administrative Claims, or Claims of Interest.
15. Class of Claims shall mean all types of claims or interests (i.e.,
secured, priority, unsecured or interests) which are substantially identical in
kind or nature and are grouped together without any unfair discrimination or
treatment for payment by this Plan.
16. Impaired Class shall mean a class of claims given, under this Plan,
less than the full amount of their filed and approved individual claims or
claims where contract rights are modified or compromised by the Plan.
17. Unimpaired Class shall mean a class of claims whose rights are not
affected by this Plan, or which is entitled to and shall receive under this
Plan full satisfaction of its filed and approved claims as required by the
Code. Unimpaired claims are deemed to have accepted this Plan by specific
provision of the Code and solicitation of acceptances with respect to such
class from the holders of claims or interest of such class is not required.
18. Executory Contracts shall mean all contracts or agreements not
completed and to be performed or satisfied by the parties in the future.
a. Realty Leases shall mean all valid, enforceable leases of
real estate between the debtor and other parties.
b. Personalty Leases shall mean all leases between the debtor
and third parties for the use of any and all personal property.
19. Acceptance. A specific class of claims has accepted a plan when
such plan has been accepted by those voting individual creditors in that class
that hold at least two-thirds (2/3) in amount ($'s) and more than one-half
(1/2) in number (greater than 50%) of the voting individual allowed claims of
that class of creditors. A class of interest has accepted a plan if such
plan has been accepted by holders of such interest that hold at least two-
thirds (2/3) in the amount of the allowed interest of such class held by
holders of such interest (i.e., number of shares held by shareholders or
partners) that have voted in confirmation of such plan. It is important to note
that computation in the confirmation voting process is based only upon the
total amount of claims actually voting rather than on claims proven and allowed.
Notwithstanding any other provision of this section, a class that is
unimpaired under this Plan is deemed by law to have accepted this Plan, and
solicitation of acceptances with respect to such class is not otherwise
required.
20. Cash on Hand shall refer to that cash available, on or immediately
after confirmation, and which is in the hands of the debtor, and has been
derived from the total operations of the debtor.
21. The Disbursing Agent shall be the reorganized debtor after
confirmation.
22. Substantial Consummation shall refer to that date and time on which
the transfer of all or substantially all of the property proposed by the Plan
to be transferred has been achieved; the assumption by the debtor under the
Plan of the business or of the management of all or substantially all of the
property dealt with by the Plan has been achieved; and, finally, the commence-
ment of the distribution of some payments under the Plan has begun.
23. Final Consummation shall refer to the date and time at which the
execution of all provisions of the Plan, appropriate requirements of the
Bankruptcy Code, and applicable supplemental orders issued by the Bankruptcy
Court have been fully complied with and accomplished.
24. Effective Date of Plan. The Plan will be effective as to all
parties on the date the Order of Confirmation is entered and filed with the
Clerk of Court, U. S. Bankruptcy Court for the District of South Carolina.
NOTE: The defining of the various parties of interest and claimants
against this estate in no way imputes any relative priority among them nor is
it to be construed to validate or approve any of their claims.
1.5 Property to be Dealt With by the Plan shall refer to the property
which is described in the Disclosure Statement filed herewith.
ARTICLE II
Plan of Reorganization
The Debtor proposes to sell all of its personal property to Biosensor
Corporation pursuant to the terms of the Motion to Sale and Notice of Sale
attached as Exhibit G. The net result of this transaction will be to allow
assumption of all indebtedness except for the general unsecured debts who will
be paid Fifty Thousand ($50,000.00) Dollars and the State of Florida which will
be paid Eighteen Thousand ($18,000.00) Dollars on its disputed claims. The
Corporation, and the Corporate name, will be dissolved after consummation of
the sale and the appropriate bankruptcy court Order. The shareholders of
Advanced Medical will have their stock extinguished.
The Debtor's Plan consists of various classes, payment of which or
assumption of which is dealt with in the next Article.
Debtor reserves the right to object to claims. Assuming that all claims
are allowed and any claims objections are unsuccessful, the approximate amount
of third-party unsecured claims will be approximately $234,000.00.
The total funds derived from the above sales will be $68,000.00, of which
$50,000.00 will be paid to the unsecured creditors, and $18,000.00 to the State
of Florida. The funds derived from the sale will be held by the Debtor until
confirmation and the authorized distribution of those funds.
After claims have been approved and funds distributed, the Debtor will
advise the Court of the existence for any preferential claims, will promptly
bring preference claims if any exist, and will distribute the recoveries and
the funds on hand from the sale to unsecured creditors and the State of Florida.
The Debtor believes that a Chapter 7 liquidation would bring no funds to
creditors other than Emergent and Klawans. Debtor will continue to operate its
business under current management until the sale of assets is concluded and the
distribution of proceeds completed.
ARTICLE III
Classification of Creditors and Parties of Interest
and the Provisions of Treatment of Each
Class of Creditor and Party of Interest Dealt
With by the Plan
Class 1 - Emergent Business Capital - This class is impaired, and is
secured in the amount of approximately $290,000.00. This debt will be assumed
by the purchaser under the terms of the Notice of Sale. Emergent has agreed
to allow Biosensor Corporation to assume the indebtedness. Emergent reserves
the right to allow assumption or to reject assumption by third-party bidders.
Class 2 - Bernard Klawans - This class is impaired and secured in the
amount of approximately $150,000.00. This debt will be assumed by the purchaser
under the terms of the Notice of Sale. Klawans has agreed to allow Biosensor
to assume the debt. Klawans reserves the right to reject assumption by third-
party bidders.
Class 3 - United States Trustee - This class is unimpaired and a priority
claim. The United States Trustee will be paid quarterly fees pursuant to 1930
through the quarter in which the case is closed. The Debtor estimates that the
U. S. Trustee fees will be approximately $2,500.00.
Class 4 - Administrative Claims - This class consists of counsel for the
debtor: Robinson, Barton, McCarthy & Calloway, P.A.("RBMC"). RBMC has been
paid a retainer by Biosensor Corporation. This matter has been disclosed in
the application seeking appointment by RBMC. RBMC will be paid for post
petition work only upon application to the Court, and upon entry of Order
approving its fees. The Debtor estimates that counsel's fees, post petition,
will be approximately $15,000.00.
Class 5 - T & LA Enterprises - This class is unimpaired. The purchaser
will assume the lease made by Debtor to T & LA Enterprises.
Class 6 - M&T Bank (formerly On Bank & Trust) and Topkai Financial
Services, Inc. as successor to Advanta Business Servicing Corp. - This class is
impaired and under-secured. Debtor will return the collateral under lien to
this creditor and treat the balance due, if any, as an unsecured claim.
Class 7 - Future Claims of IRS, South Carolina Department of Revenue,
South Carolina Employment Security Commission, and other Taxing Authorities on
Current Claims - This class is unimpaired and the amounts are unknown at the
present time. Purchaser will assume this class pursuant to the terms of the
Notice of Sale.
Class 8 - Accrued Commissions, Vacation Pay, and Other Employee Claims
- - This class is unimpaired and the precise amount is unknown. Claims in this
class will be assumed by the purchaser pursuant to the terms of the Notice of
Sale.
Class 9 - State of Florida - This class is impaired and partially
unsecured and partially a priority claim. Purchaser will pay the sum of
$18,000.00 to the State of Florida in full satisfaction of this claim.
Class 10 - General Third-Party Unsecured Claims - There are approximately
65 creditors in this class with an indebtedness of approximately $234,000.00
(if M&T Bank and Topkai are included). This class will be paid $50,000.00
pursuant to the terms of the Notice of Sale or approximately 20%. In the event
that competitive bidding is created at the sale, the amount of distribution to
this class may increase.
Class 11 - Unsecured Insider Claims - This class is impaired and
unsecured and is in the approximate amount of $354,000.00. This class will be
paid only in the event that a third-party purchaser is the successful bidder at
sale. See the terms of the Notice of Sale. Otherwise, these claims will be
extinguished upon confirmation of Debtor's Plan.
Class 12 - Shareholder Claims - In the event there are funds available
after payment to all other classes, this class will share pro rata in proceeds
of distribution. Debtor does not believe there will be any distribution to
this class.
ARTICLE IV
Feasibility of Proposed Plan of Reorganization
Debtor believes that its Plan is feasible. The Plan presupposes Bankruptcy
Court approval of the Debtor's proposed sales of assets. Sale of the
assets as described herein will provide the Debtor with assumption of most
classes of liability and payments to third-party unsecured creditors in the
amount of $50,000.00 and the State of Florida in the amount of $18,000.00.
Considering the financial state of the Debtor, this Plan provides unsecured
creditors with more than they would have received via a state foreclosure of
the property or a forced Chapter 7 liquidation
ARTICLE V
Means of Effectuating Plan
The Plan of Reorganization will be funded from the sale of the Property
to Purchaser, which is subject to Bankruptcy Court approval of the Agreement
ARTICLE VI
Status of the Debtor After Confirmation
Upon court approval of the Agreement, the debtor will transfer the
Property to the Purchaser. From that point, the Purchaser will operate the
Business.
ARTICLE VI
Executory Contracts
The debtor's executory contract with Textron Financial Corporation, which
is in the form of a lease agreement for dye machines, an RF Dryer, and winding
machines, may be assumed by Carolina Colors in a form acceptable to Carolina
Colors and Textron on closing of the contract as described in said contract.
ARTICLE VII
Jurisdiction
7.1 Retention of Jurisdiction. The Court shall retain jurisdiction over
the reorganized debtor, its property, and all other parties appearing in the
reorganization proceeding as provided by this Plan or by Order of the Court.
The Court may authorize the debtor to examine, copy and produce the debtor's
books, records and papers for the purposes of (i) determining all claims that
have been asserted against the debtor, or the debtor's estate; and (ii)
carrying out and giving effect to any and all provisions of the Plan and the
Order Confirming Plan; and the Court shall retain jurisdiction as provided in
the Bankruptcy Code until entry of the final decree discharging the debtor in
the reorganization proceeding.
7.2 Prosecution and Defense of Claims. The debtor shall retain full
power after Substantial Consummation to prosecute and defend any causes of
action or proceedings existing at Substantial Consummation by or against it,
or resulting from the administration of the estate of the debtor or resulting
from any other claim by or against the debtor or its assets, or arising prior
to or existing before Substantial Consummation, including collection of
outstanding accounts receivable. The debtor may use the services of its
attorney and accountants in the prosecution or defense of such claims, and shall
have full power, subject to the approval of the Court, to employ, retain and
replace special counsel to represent it in the prosecution or defense of any
action, and to discontinue, compromise, or settle any action or proceeding, or
adjust any claim. The net proceeds received from any such litigation by the
debtor shall be deposited with the debtor's estate for payment of the claims of
the debtor's estate.
ARTICLE VIII
Post-Confirmation Acts
8.1 The debtor, and its agents, shall perform all acts necessary to
complete and consummate this Plan, to include:
a. Prosecution of all claims against third parties and claims
challenges filed against the debtor by third parties;
b. Execution and filing of all legal documents required; and
c. Performing any and all functions required by the Code.
8.2 Within forty-five (45) days prior to Final Consummation, the debtor
shall cause to be filed with the Court an itemized list of all receipts of and
disbursements by the debtor after confirmation. Such report must be approved
by the Court before the final decree is issued discharging the debtor in this
reorganization proceeding.
ARTICLE IX
"Cram Down" for Impaired Creditors
Not Accepting the Plan
In respect to any class of creditors impaired but not accepting the Plan
by the requisite majority in number and two-thirds in amount, the proponent of
this Plan requests the Court to find that the Plan does not discriminate
unfairly and is fair and equitable with respect to each class of claims or
interest that is impaired under the Plan and that the Court confirm the Plan
without such acceptances by the said impaired classes.
ARTICLE X
Discharge of the Debtor
The entry of an Order Confirming Plan acts as a discharge of any and all
liabilities of the debtor that are dischargeable under Section 1141 of the
Bankruptcy Code.
RESPECTFULLY SUBMITTED on this the 23rd , of March, 1999, at Columbia,
South Carolina.
ROBINSON, BARTON, MCCARTHY
& CALLOWAY, P.A.
BY:
G. William McCarthy, Jr.
District Court I.D. #2762
Attorney for the Debtor
1715 Pickens Street
P. O. Box 12287
Columbia, SC 29211
(803) 256-6400
Exhibit 2.
IN THE UNITED STATES BANKRUPTCY COURT
FOR THE DISTRICT OF SOUTH CAROLINA
In re: )
) Case No. 99-02548-W
Advanced Medical Products, Inc., )
) Chapter 11
Debtor. )
_________________________________)
AMENDMENT TO PLAN OF REORGANIZATION
Advanced Medical Products, Inc. ("AMP"), the debtor and debtor-in-
possession in this case, hereby amends the Plan of Reorganization ("Plan") that
it filed on March 23, 1999 to provide as follows:
1. Class 13: Pre-Petition Unsecured Priority Claims of Government
Entities (Excluding the State of Florida)
The Plan is hereby amended to add Class 13, which consists of pre-
petition priority tax claims of government entities, excluding the State of
Florida which is Class 9 under the Plan. The claims of the Class 13 creditors
are entitled priority pursuant to 11 U.S.C. 507 (a)(8). The Plan provides
that the unencumbered funds of the estate realized from the liquidation of
its assets will be paid, first, to allowed administrative priority claims under
Class 4, and, after the Class 4 claims have been paid in full, next to the
creditors in Class 13; provided, however, that $18,000.00 of the funds realized
by the bankruptcy estate from the liquidation of its assets will be paid to
Class 9, independent of the payment of Class 13 claims. No payments will be
made to unsecured creditors or shareholders under Classes 10, 11 and 12 of
the Plan unless and until all allowed Class 13 claims have been paid in full.
In the event that insufficient funds are available to pay Class 13 claims in
full, the funds available after payment of the Class 4 administrative priority
claims will be distributed to the Class 13 creditors on a pro rata basis.
This class is impaired. A possibility exists that the bankruptcy estate may
not have sufficient funds to fully pay the Class 13 creditors; however, at
present, it appears that the Class 13 creditors will receive payment in full
soon after confirmation of the Plan.
2. Amendment of Class 4
Class 4 consists of the allowed administrative priority claims
against the bankruptcy estate. These claims are entitled to priority pursuant
to 11 U.S.C. 507(a)(1). The Plan filed on March 23, 1999 indicates that
Robinson Barton McCarthy & Calloway, P.A. ("RBMC") will be the only creditor in
this class. The Plan is hereby amended to correctly state that Class 4 will
consist of any and all allowed administrative priority claims. For example,
Nexsen Pruet Jacobs & Pollard, LLP ("NPJP"), which became AMP's bankruptcy
counsel soon after the filing of the case, will have a claim against the
estate. NPJP will file an application for approval of its fees and expenses.
In addition, the sum of $5,000.00 will be set aside for payment of the Special
Agent for Unsecured Creditors (see the provision below in this Amendment to
Plan of Reorganization) who shall be entitled to administrative priority for his
fees and expenses.
3. Special Agent for Unsecured Creditors
A Special Agent shall be appointed for the benefit of the unsecured
creditors of the bankruptcy estate to review AMP's transactions with related
parties, which are described on pages 5 through 10 of the Addendum to Dis-
closure Statement filed on April 29, 1999, and in Exhibits H, I and J to the
Addendum to Disclosure Statement. Effective upon confirmation of the Plan, the
Special Agent shall have the authority, right and power to commence and
prosecute such actions against insiders or other parties as may be
appropriate on behalf of the bankruptcy estate, to settle such actions, to
release parties, or to abandon, dismiss, or otherwise dispose of actions
arising from insider transactions. The Special Agent also shall have the right
and authority to determine not to bring actions against insiders or other
parties if the Special Agent determines that the actions are not proper, are
not cost-justified, or are not beneficial to the
bankruptcy estate. These provisions hereby grant such rights, power, and
authority to the Special Agent to act on behalf of AMP, as debtor-in-possession
and to the extent of AMP's debtor-in-possession's right and powers, for the
purposes of assuring (a) an independent and objective review of related party
transactions and (b) that, if appropriate, action will be taken for the benefit
and in the interest of unsecured creditors of the bankruptcy estate.
The Special Agent shall report on the status of matters periodically,
as may be appropriate under the circumstances, but not less than once every six
(6) months. These reports will not be sent to all creditors and stockholders;
rather, these reports will be sent to the United States Trustee, to the
undersigned bankruptcy attorney for AMP, to parties and counsel who have filed
notices of appearance with requests for service of documents, and to other
persons who specifically request in writing copies of the reports.
The Special Agent shall be entitled to compensation for his services
and reimbursement of expenses that he incurs. To assure a source of payment of
compensation and reimbursement of expenses for the Special Agent's initial
review of matters, the sum of $5,000.00 is being reserved from the proceeds of
the liquidation of assets of the estate. In addition, the Special Agent, and
any professionals that he may use in performance of his tasks, shall be
entitled to receive compensation for their services and reimbursement of their
costs from any and all recoveries obtained by and through their work.
Any recoveries obtained by the Special Agent, net of the cost of
obtaining the recovery, shall be distributed to AMP's creditors according to
their respective priorities and rights, in the same manner as in a Chapter 7
bankruptcy case. Upon the Special Agent's completion of his review, actions
(if any) and distributions (if any), the Special Agent shall send written
notice to the United States Trustee that he has completed his services and
duties at that time. By such notice, the Special Agent shall be released and
discharged as Special Agent, and he shall have no further responsibilities or
obligations to AMP, its bankruptcy estate or any of its creditors, shareholders
or parties in interest.
_______________________________________
Julio E. Mendoza, Jr., Fed. I.D. No. 3365
NEXSEN PRUET JACOBS & POLLARD, LLP
1441 Main Street, Suite 1500 (29201)
Post Office Drawer 2426
Columbia, South Carolina 29202
(803) 771-8900
Attorneys for Advanced Medical Products, Inc.
Debtor-in-Possession
Columbia, South Carolina
June 15, 1999
Exhibit 3.
IN THE UNITED STATES BANKRUPTCY COURT
FOR THE DISTRICT OF SOUTH CAROLINA
In re: ) Chapter 11
)
Advanced Medical Products, Inc., ) Case No. 99-02548-W
)
Debtor. )
)
FINAL REPORT IN CHAPTER 11 PROCEEDING
Advanced Medical Products, Inc. ("AMP"), the debtor-in-possession in this
case, states that the following amounts have been paid, pursuant to the Order
of Confirmation entered on June 29, 1999, and any other orders of distribution.
A. Priority Payments and Expenses of Administration
(does not include operating expenses)
Trustee Commission $ -0-
Accountants Fees -0-
Auctioneers Fees -0-
Appraisers Fees -0-
Attorneys Fees for Creditors Committee -0-
Attorneys Fees for Debtor 35,050.13 Attorneys
Fees for Trustee -0-
Other Professional Fees -0-
Taxes, Fines, Penalties
Other Expenses of Administration
Gary Traywick
(Special Agent for the Unsecured Creditors) 5,000.00
United States Trustee (Quarterly Fees) 5,000.00 1
Costs of Mailing and Service of Documents
During this Case 9,191.40
TOTAL A $54,241.53
B. Payments to Creditors
Other Priority Payments
Post Involuntary Petition, Pre-Relief Claims $ -0-
Wages (Accrued Vacation, Commissions) 54,000.00
Contributions to Employee Benefit Plans -0-
Deposits for Undelivered Services or Products -0-
Taxes 18,379.49 2
Secured Payments 428,039,66 3
Unsecured Payments -0-
TOTAL B $500,419.15
C. Other Payments
Surplus Return to Debtor $ -0-
Amount Paid Equity Holders -0- 4
Exemption (individuals only) N/A
Other -0-
TOTAL C $ -0-
D. Total Distribution (A + B + C) $554,660.68
E. Trustee Disbursements
Amount Disbursed by Trustee
on Which Commission Based $ N/A
F. Value of Abandoned Property or Property
Set Apart or Exempt (Estimated) $ -0-
Julio E. Mendoza, Jr., District I.D. No. 3365
NEXSEN PRUET JACOBS & POLLARD, LLP
1441 Main Street, Suite 1500 (29201)
Post Office Drawer 2426
Columbia, South Carolina 29202
(803) 771-8900
Attorneys for Advanced Medical Products, Inc.
Debtor and Debtor in Possession
Columbia, South Carolina
September 27, 1999
1 This amount includes the $250.00 that will be due to the United States
Trustee for the period from October 1, 1999 until the date the case is closed
by entry of a Final Decree Closing Case.
2 This payment has been made to the creditors holding tax claims. The unpaid
portion of the claims, pursuant to the confirmed Plan, will remain due and owing
by AMP.
3 This amount includes $278,039.66 to Emergent Asset Based Lending, LLC, and
$150,000.00 to Bernard Klawans. Most of this amount was paid by the
assumption of the indebtedness by Biosensor Corporation as part of its
purchase price for the assets owned by AMP.
3 No distribution has been made to the stockholders of Advanced Medical
Products, Inc.; however, they retain their stock in the corporation, in the
event that stockholders were to elect to use this corporation in the future.
