Question
25.2. Talbert Pany, the company's president, is back in your office, madder than ever. After much back and forth, including Brian Nelson's conclusion that most
25.2. Talbert Pany, the company's president, is back in your office, madder than ever. After much back and forth, including Brian Nelson's conclusion that most of the "preferences" would not be recoverable, the debtor has proposed an amended plan that offers exactly 60 cents on the dollar to the unsecureds (down from the 70 cents in the first plan). It is re-balloting the creditors, and Talbert has poured over the disclosure statement this time. He took note that the amended plan offers the possibility of full payment if certain profit levels are reached in future years, but he says the profit levels required for any additional payments are utterly ridiculous ("Couldn't make that if they put a pipe in every mouth in Amer-ica"), so effectively the plan only offers 60% plus interest. He trumpets, "If those deadbeats are going to give me the same amount as if they closed down, then let's close 'em down and let 'em look for honest work." Talbert has been out "working the electorate" to defeat the amended plan. He tells you that he has found one other unsecured creditor who agrees with him and is now willing to vote against the amended plan. This other creditor is owed $600,000. Talbert also says that the holder of the mortgage on Country's real estate might be talked into voting against the plan, but that holder has been classi-fied separately under the plan as unimpaired because the plan will cure the default within 30 days of plan confirmation, de-accelerate the debt, and pay it according to its original terms. Talbert has been further upset by "Country's latest maneuver." Of the total unsecured debt of $5,000,000 (of which Pany Chemicals is owed $1,000,000 and the other dissenting creditor $600,000), some $300,000 consists of a number of small claims of less than $10,000 each. Talbert has talked to some of these small creditors and reports that Sam Pickens, the president of Country, has personally guaranteed these debts in order to convince these small creditors to vote for the plan. Talbert says, "This is just the sort of cheap trick a snake like Pickens would pull." Talbert wants to know if he can "stop this steamroller." What is your strategy and on what theories does it rest? (Ignore any question of "cramdown" under 1129(b) for now.) See 1122, 1129.
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