Item 7.01 Regulation FD Disclosure.
As previously reported, on September 20, 2020 (the “Petition Date”), Garrett
Motion Inc. (the “Company”) and certain of its subsidiaries (collectively, the
“Debtors”) each filed a voluntary petition for relief under chapter 11 of title
11 of the United States Code in the United States Bankruptcy Court for the
Southern District of New York (the “Bankruptcy Court”). The Debtors’ Chapter 11
cases (the “Chapter 11 Cases”) are being jointly administered under the caption
“In re Garrett Motion Inc., 20-12212.” As previously announced, on March 12,
2021, the Debtors filed an amended Chapter 11 plan of reorganization (as
amended, the “Plan”) and an amended disclosure statement with the Bankruptcy
Court. Also as previously announced, on April 9, 2021, as contemplated by the
Plan, the Company filed a supplement to the Plan (as amended, the “Plan
Supplement”) with the Bankruptcy Court. As previously announced, the Company
filed amended versions of the Plan and the Plan Supplement on April 20, 2021.
On April 22, 2021, the Company filed a further amended version of the Plan
Supplement (the “Further Amended Plan Supplement”). The Further Amended Plan
Supplement contains disclosure about the identity and affiliations of certain
additional individuals who, as of the date of the Further Amended Plan
Supplement, are expected to be designated to serve on the Company’s new board of
directors (the “Board”), including the individual expected to be appointed as
chair of the Board.
The Further Amended Plan Supplement and other filings with the Bankruptcy Court
related to the Chapter 11 Cases are available electronically at
https://ift.tt/32JK3VC. This website address contains third-party content
and is provided for convenience only. Third-party content is the responsibility
of the third party, and the Company disclaims liability for such content.
The foregoing description of the Further Amended Plan Supplement does not
purport to be complete and is subject to, and qualified in its entirety by
reference to, the full text of the Further Amended Plan Supplement, which is
attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated
herein by reference.
A hearing to consider confirmation of the Plan is scheduled to be held before
the Bankruptcy Court on April 23, 2021. The Debtors’ performance and obligations
under the Plan are subject to approval by the Bankruptcy Court and other
customary closing conditions.
The information furnished pursuant to this Item 7.01, including Exhibit 99.1,
shall not be deemed “filed” for purposes of Section 18 of the Securities
Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the
liabilities under that Section and shall not be deemed to be incorporated by
reference into any filing of the Company under the Securities Act of 1933 or the
Cautionary Information Regarding Trading in the Company’s Securities.
The Company’s securityholders are cautioned that trading in the Company’s
securities during the pendency of the Chapter 11 Cases is highly speculative and
poses substantial risks. Trading prices for the Company’s securities may bear
little or no relationship to the actual recovery, if any, by holders thereof in
the Company’s Chapter 11 Cases. Accordingly, the Company urges extreme caution
with respect to existing and future investments in its securities.
This Current Report on Form 8-K and the exhibit hereto may contain
“forward-looking statements” within the meaning of Section 21E of the Securities
Exchange Act of 1934, as amended. All statements, other than statements of fact,
that address activities, events or developments that the Company or the
Company’s management intend, expect, project, believe or anticipate will or may
occur in the future are forward-looking statements. Although the Company
believes forward-looking statements are based upon reasonable assumptions, such
statements involve known and unknown risks, uncertainties, and other factors,
which may cause the actual results or performance of the Company to be
materially different from any future results or performance expressed or implied
by such forward-looking statements. Such risks and uncertainties include, but
are not limited to those described in the Company’s annual report on Form 10-K
for the year ended December 31, 2020, as well as the Company’s other filings
with the Securities and Exchange Commission, under the headings “Risk Factors”
and “Cautionary Note Regarding Forward-Looking Statements.” You are cautioned
not to place undue reliance on these forward-looking statements, which speak
only as of the date of this document. Forward-looking statements are not
guarantees of future performance, and actual results, developments and business
decisions may differ from those envisaged by the Company’s forward-looking
This Current Report on Form 8-K shall not constitute an offer to sell or a
solicitation of an offer to buy securities, and shall not constitute an offer,
solicitation or sale in any jurisdiction in which such offer, solicitation or
sale would be unlawful prior to registration or qualification under the
securities laws of that jurisdiction.
Item 9.01 Financial Statements and Exhibits.
Exhibit No. Description 99.1 Plan Supplement Pursuant to the Debtors' Amended Joint Plan of Reorganization Under Chapter 11 of the Bankruptcy Code, dated April 22, 2021. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
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