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Published on 3/9/2005 in the Prospect News Distressed Debt Daily.

Fleming's post-confirmation trust to make initial distribution of Core-Mark Stock

By Ellen Chang

Houston, March 9 - Fleming Cos. Inc.'s post-confirmation trust plans to make its initial distribution of common shares of Core-Mark Holding Co. Inc. on March 14.

Fleming and its subsidiaries reorganized around Core-Mark and emerged from Chapter 11 on Aug. 23.

About 52% of the 9.8 million common shares reserved for issuance to the holders of allowed class 6(A) and class 6(B) general unsecured claims against Fleming will be distributed in this initial distribution.

The remaining 4.7 million common shares of Core-Mark are held in reserve to be distributed to Fleming's general unsecured creditors, as claims are allowed and the ultimate size of the claims pool is determined, according to its plan of reorganization.

The trust continues to resolve disputed general unsecured claims, and future stock distributions will be made as these are resolved and allowed, according to the plan.

The company said the amount of the general unsecured claims is $1.7 billion. While the future amount of allowed general unsecured claims is unknown, the trust wants to make this initial distribution of stock based on an estimate of the total unsecured claims pool of about $3.29 billion.

In addition, the trust has asked that Core-Mark distribute class 6(B) warrants to buy a total of 990,616 shares of Core-Mark common stock to the holders of allowed class 6(B) claims, according to the plan. The distribution of class 6(B) warrants is expected to be made on March 14.

Fleming filed for bankruptcy on April 1, 2003 in the U.S. Bankruptcy Court for the District of Delaware. Its Chapter 11 case number was 03-10945.


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