Goldwyn, Heritage Entertainment merging.Goldwyn, Heritage Entertainment merging A U.S. Bankruptcy Court bankruptcy court n. the specialized Federal court in which bankruptcy matters under the Federal Bankruptcy Act are conducted. There are several bankruptcy courts in each state, and each one's territory covers several counties. judge has cleared the way for bankrupt Heritage Entertainment Inc. to merge with Century City-based Samuel Goldwyn Co. and become a wholly owned subsidiary Wholly Owned Subsidiary A subsidiary whose parent company owns 100% of its common stock. Notes: In other words, the parent company owns the company outright and there are no minority owners. . Samuel Goldwyn and Heritage have been trying to consummate To carry into completion; to fulfill; to accomplish. A Common-Law Marriage is consummated when the parties live in a manner intended to bring about public recognition of their relationship as Husband and Wife. a merger since fall 1990. Their first attempt failed before Heritage fell into Chapter 11 in December. When Heritage slipped into bankruptcy it carved carve v. carved, carv·ing, carves v.tr. 1. a. To divide into pieces by cutting; slice: carved a roast. b. a path toward the merger -- its reorganization plan A scheme authorized by federal law and promulgated by the president whereby he or she alters the structure of federal agencies to promote government efficiency and economy through a transfer, consolidation, coordination, authorization, or abolition of functions. was designed so that Heritage would emerge from bankruptcy as a wholly owned subsidiary of Samuel Goldwyn, said Lawrence Goldberg, a partner in the law firm of Beverly Hills-based Rosenfeld, Meyer & Susman. Goldberg is corporate securities counsel to Samuel Goldwyn Co. The judge in the case approved the reorganization plan last week. The merger is expected to be completed Oct. 31. Samuel Goldwyn Co. produces and distributes motion pictures and television shows. Heritage's main asset is the Landmark Theatres chain, with about 80 screens. Goldwyn specializes in art films, while Landmark Theatres specialize in showing art films, one incentive for the merger, Goldberg said. Under the reorganization plan, 850 Heritage shareholders and 250 unsecured Heritage creditors will exchange all of their shares and obligations for 8 percent of Goldwyn stock. Goldwyn, currently a privately held company privately held company A firm whose shares are held within a relatively small circle of owners and are not traded publicly. , will go public as a result of the merger. Since Heritage is a public company with shareholders, the newly formed concern will become public when the shares are exchanged, Goldberg explained. A "significant" majority of Goldwyn stock is currently owned and even after the merger will remain in the hands of Samuel Goldwyn Jr., noted movie maker and son of the company's legendary founder, Goldberg added. |
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