Opinion
Case No. 02-13533-AJG, (Jointly Administered)
May 6, 2003
Marcia L. Goldstein, Esq., Lori R. Fife, Esq., Alfredo R. Perez, Esq., WEIL, GOTSHAL MANGES LLP, New York, NY, for the Debtors and Debtors in Possession.
Michael A. Cox, Attorney General, Steven B. Flancher, Peggy A. Housner, Revenue Collections Division, Lansing, Michigan, Attorneys for the State of Michigan, Department of Treasury.
STIPULATION AND AGREED ORDER REGARDING STATE OF MICHIGAN, DEPARTMENT OF TREASURY'S MOTION TO ALLOW LATE-FILED CLAIM
This Stipulation and Order (the "Stipulation") is made as of this 6th day of May, 2003, by and between WorldCom, Inc. ("WorldCom") and certain of its direct and indirect subsidiaries, as debtors and debtors in possession (collectively with WorldCom, the "Debtors" and individually a "Debtor") and the State of Michigan, Department of Treasury ("Claimant"), by their respective undersigned counsel.
Pursuant to this Stipulation, the Debtors and Claimant hereby agree and stipulate as follows:
RECITALS
WHEREAS, on July 21, 2002 and continuing thereafter (the "Commencement Date"), the Debtors commenced cases under chapter 11 of title 11 of the United States Code (the "Bankruptcy Code"). The Debtors continue to operate their businesses and manage their properties as debtors in possession pursuant to sections 1107(a) and 1108 of the Bankruptcy Code. By order dated July 22, 2002 and subsequent orders, the Debtors' chapter 11 cases have been consolidated for procedural purposes only and are being jointly administered.
WHEREAS, by order dated October 29, 2002, the Court entered an order establishing January 23, 2003 as the deadline for the filing of a proof of claim against any of the Debtors.
WHEREAS, on or about the Bar Date, Claimant filed its original priority Proof of Claim against MCI WorldCom Network Services, Claim No. 16576, in the amount of $110,737.50 ("Claim No. 16576").
WHEREAS, on or about March 4, 2003, Claimant filed its Motion To Allow Late-Filed Claim against the Debtor in the amount of $9,269,342.00, seeking to amend Claimant's Original PoC to include audit debt covering taxes and tax periods previously not included.
AGREEMENT
NOW THEREFORE, in consideration of the foregoing and other good and valuable consideration, the receipt and sufficiency of which hereby is acknowledged, the parties hereto stipulate and agree as follows:
1. Claim No. 16576 shall be deemed amended and allowed as a priority tax claim in the amount of $6,250,000 ("Claimant's Allowed Priority Tax Claim").
2. The Claimant's Allowed Priority Tax Claim shall be classified pursuant to the terms of a confirmed plan of reorganization or further order of the Court. Further, distributions to Claimant shall be made pursuant to the terms of a confirmed plan of reorganization or further order of the Court.
4. Nothing in this Stipulation is intended to, nor shall it be construed to be, a waiver by any of the Debtors of any right to receive sales/use tax refunds from the Claimant, nor shall it be construed as a waiver of Claimant's setoff or recoupment rights.
5. Nothing in this Stipulation shall be construed to constitute a waiver or modification of the protections afforded to the Debtors pursuant to section 362 of the Bankruptcy Code.
6. This Stipulation shall become effective and binding as of entry of this Stipulation on the docket as "so ordered" by the Court. In the event that this Stipulation is not approved by the Court, it shall be null and void and have no force or effect and the parties agree that, in such circumstances, this Stipulation shall be of no evidentiary value whatsoever in any proceedings.
IT IS SO ORDERED.