TLC Vision emerges from Chapter 11 bankruptcy as private company

By Caroline Salls

Pittsburgh, May 20 - TLC Vision (USA) Corp. emerged from Chapter 11 bankruptcy Thursday as a private company, according to a news release.

The company's plan of reorganization was confirmed on May 6 by the U.S. Bankruptcy Court of the District of Delaware.

In accordance with the plan, affiliates of Charlesbank Capital Partners, LLC and H.I.G. Capital, LLC have acquired substantially all the assets of TLC Vision, including 100% of the equity of the company and its six refractive centers in Canada.

Any remaining assets are expected to be liquidated in a Canadian proceeding, with net liquidation proceeds to be distributed to creditors.

"We have successfully completed our financial restructuring in just five months and we exit Chapter 11 with a healthier balance sheet and an improved cost structure," TLC vision president and chief executive officer James B. Tiffany said in the release.

"We are now better positioned both competitively and financially to take advantage of opportunities within our markets and achieve our true growth potential."

Creditor treatment

Plan creditor treatment will include:

• Holders of administrative claims, priority tax claims, essential trade claims and other priority claims will be paid in full in cash;

• Holders of other secured claims will recover 100% either in cash, reinstatement of the claim or the return of the collateral securing the claim;

• Holders of pre-bankruptcy lender secured claims will be paid in full in cash;

• Holders of general unsecured claims will receive up to $9.5 million in cash and an up to $3 million promissory note;

• Holders of medical pending litigation claims will recover 100% through insurance proceeds;

• Holders of subordinated claims, intercompany claims and TLC USA old common stock and interests will receive no distribution; and

• Holders of TLC Canada common stock and interests will retain their interests although TLC Canada will no longer have any assets.

If holders of TLC Canada general unsecured claims and medical pending litigation claims voted to accept the plan, these stockholders will receive a share of $287,500. If those classes did not accept the plan, the Canadian stockholders will receive no distribution.

New board

The members of the company's new board of directors are Charlesbank managing director Brandon C. White, Charlesbank vice president Joshua A. Klevens, Charlesbank managing director Tim R. Palmer, H.I.G. managing director Timothy B. Armstrong and H.I.G. managing director Brian D. Schwartz.

TLC Vision, a Mississauga, Ont.-based eye care services company, filed for bankruptcy on Dec. 21. Its Chapter 11 case number is 09-14473.

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