Common use of Classification of Claims and Interests Clause in Contracts

Classification of Claims and Interests. This Prepackaged Plan constitutes a separate Prepackaged Plan proposed by each Debtor. Except for the Claims addressed in Article II hereof, all Claims and Interests are classified in the Classes set forth below in accordance with sections 1122 and 1123(a)(1) of the Bankruptcy Code. A Claim or an Interest, or any portion thereof, is classified in a particular Class only to the extent that any portion of such Claim or Interest fits within the description of that Class and is classified in other Classes to the extent that any portion of the Claim or Interest fits within the description of such other Classes. A Claim or an Interest also is classified in a particular Class for the purpose of receiving distributions under the Prepackaged Plan only to the extent that such Claim or Interest is an Allowed Claim or Allowed Interest in that Class and has not been paid, released, or otherwise satisfied prior to the Effective Date. The classification of Claims and Interests against the Debtors pursuant to the Prepackaged Plan is as follows: Class 1 Other Secured Claims Unimpaired No (Deemed to accept) Class 2 Other Priority Claims Unimpaired No (Deemed to accept) Class 3 Prepetition RCF Claims Impaired Yes Class 4 Prepetition 2025 Notes Claims Impaired Yes Class 5 Prepetition 2028 Notes Claims Impaired Yes Class 6 Prepetition Series A Note Claims Impaired Yes Class 7 General Unsecured Claims Unimpaired No (Deemed to accept) Class 8 Intercompany Claims Impaired / Unimpaired No (Deemed to accept or reject) Class 9 Existing Common Stock Interests Impaired No (Deemed to reject) Class 10 Other Equity Interests Impaired No (Deemed to reject) Class 11 Intercompany Interests Impaired / Unimpaired No (Deemed to accept or reject)

Classification of Claims and Interests. This Prepackaged Plan constitutes a separate Prepackaged Plan proposed by each Debtor. Except for the Claims addressed in Article II hereof, all (a) Classification of Claims and Interests. The following table designates the Classes of Claims against and Interests are classified in the Debtors, and specifies which Classes set forth below are: (a) impaired or unimpaired by the Plan; (b) entitled to vote to accept or reject the Plan in accordance with sections 1122 section 1126 of the Bankruptcy Code; or (c) deemed to accept or reject the Plan. If a controversy arises regarding whether any Claim or Interest is properly classified under the Plan, the Bankruptcy Court shall, upon proper motion and 1123(a)(1notice, determine such controversy at the Confirmation Hearing. If the Bankruptcy Court finds that the classification of any Claim or Interest is improper, then such Claim or Interest shall be reclassified and any Ballot previously cast by the holder of such Claim or Interest shall be counted in, and the Claim or Interest shall receive the treatment prescribed in, the Class in which the Bankruptcy Court determines such Claim or Interest should have been classified, without the necessity of resoliciting any votes on the Plan. (b) Unimpaired Classes of Claims. The following Classes of Claims are unimpaired and, therefore, presumed to have accepted the Plan and are not entitled to vote on the Plan under section 1126(f) of the Bankruptcy Code. A Claim or an Interest, or any portion thereof, is classified in a particular : 40 Class only Designation Impairment Entitled to the extent that any portion of such Claim or Interest fits within the description of that Class and is classified in other Classes to the extent that any portion of the Claim or Interest fits within the description of such other Classes. A Claim or an Interest also is classified in a particular Class for the purpose of receiving distributions under the Prepackaged Plan only to the extent that such Claim or Interest is an Allowed Claim or Allowed Interest in that Class and has not been paid, released, or otherwise satisfied prior to the Effective Date. The classification of Claims and Interests against the Debtors pursuant to the Prepackaged Plan is as follows: Vote Class 1 Other Secured Priority Non-Tax Claims Unimpaired No No (Deemed Presumed to accept) Class 2 Other Priority Secured Claims Unimpaired No No (Deemed Presumed to accept) Class 3 Prepetition RCF Bridge Loan Claims Impaired Yes Yes Class 4 Prepetition 2025 Notes Novelion Intercompany Loan Claims Impaired Yes Yes Class 5 Prepetition 2028 Notes Government Settlement Claims Impaired Yes Class 6 Prepetition Series A Note Claims Impaired Yes Class 7 General Unsecured Claims Unimpaired No No (Deemed Presumed to accept) Class 8 Intercompany 6A Ongoing Trade Claims Impaired / Unimpaired No No (Deemed Presumed to accept or rejectaccept) Class 9 6B Other General Unsecured Claims Yes Yes Class 7 Existing Common Stock Interests Impaired Securities Law Claims Yes No (Deemed to reject) Class 10 Other Equity 8 Existing Interests Impaired Yes No (Deemed to reject) (i) Class 11 Intercompany Interests Impaired / Unimpaired No 1: Class 1 consists of all Priority Non-Tax Claims. (Deemed to accept or reject)ii) Class 2: Class 2 consists of all Other Secured Claims. (iii) Class 5: Class 5 consists of all Government Settlement Claims.