Modifications to Second Amended Joint Plan of Reorganization of World Kitchen, Inc. and Subsidiaries

Summary

This document outlines proposed changes to the Second Amended Joint Plan of Reorganization for World Kitchen, Inc., its parent, and subsidiary debtors in their Chapter 11 bankruptcy cases. The modifications add a new defined term for a pension agreement with the Pension Benefit Guaranty Corporation (PBGC) and require that this agreement be executed as a condition for the plan to take effect. The parties involved are World Kitchen, Inc., its affiliates, and the PBGC. The changes ensure the PBGC's cooperation regarding the company's pension plan before the reorganization plan becomes effective.

EX-2.2 3 doc2.txt EXHIBIT 2.2 UNITED STATES BANKRUPTCY COURT NORTHERN DISTRICT OF ILLINOIS EASTERN DIVISION
IN RE: : : CHAPTER 11 WORLD KITCHEN, INC., : JOINTLY ADMINISTERED A DELAWARE CORPORATION, ET AL., : CASE NO. 02-B21257 : DEBTORS. : HONORABLE JACK B. SCHMETTERER : - ------------------------------------- : (WORLD KITCHEN, INC.) : (CASE NO. 02-B21257) (WKI HOLDING COMPANY, INC.) : (CASE NO. 02-B21258) (CHICAGO CUTLERY, INC.) : (CASE NO. 02-B21259) (CSC OF TENNESSEE, INC.) : (CASE NO. 02-B21260) (EKCO CLEANING, INC.) : (CASE NO. 02-B21261) (EKCO DISTRIBUTION OF ILLINOIS, INC.) : (CASE NO. 02-B21262) (EKCO GROUP, INC.) : (CASE NO. 02-B21263) (EKCO HOUSEWARES, INC.) : (CASE NO. 02-B21264) (EKCO MANUFACTURING OF OHIO, INC.) : (CASE NO. 02-B21265) (WB OF OHIO, INC.) : (CASE NO. 02-B21266) (WKI LATIN AMERICA HOLDING, LLC) : (CASE NO. 02-B21267) (WORLD KITCHEN (GHC), INC.) : (CASE NO. 02-B21268) : : MODIFICATIONS TO SECOND : AMENDED JOINT PLAN OF : REORGANIZATION OF WORLD : KITCHEN, INC., ITS PARENT : CORPORATION AND ITS : SUBSIDIARY DEBTORS ------------------------------
The above-captioned debtors and debtors in possession hereby propose the following modifications to the Second Amended Joint Plan of Reorganization of World Kitchen, Inc., Its Parent Corporation and Its Subsidiary Debtors (as it may be further amended or modified, the "Plan"): 1. Add the following defined term to Section I.A of the Plan: 108. "PBGC PENSION AGREEMENT" means the agreement between and among WKI, BW Holdings, LLC and the PBGC regarding the PBGC's forebearance from terminating the Pension Plan prior to the Effective Date and related matters. 2. Add the following condition to the Effective Date in Section VIII.B of the Plan: 8. The PBGC Pension Agreement shall have been executed and delivered by the respective parties thereto, and shall be in a form and substance satisfactory to the Prepetition Credit Facility Agent. Dated: December 23, 2002 Respectfully submitted, WKI HOLDING COMPANY INC., on its own behalf and on behalf of each Subsidiary Debtor By: /s/ Raymond J. Kulla Name: Raymond J. Kulla Title: Vice President and General Counsel Secretary COUNSEL: Richard M. Cieri (OH 0032464) Carl E. Black (OH 0069479) JONES, DAY, REAVIS & POGUE North Point 901 Lakeside Avenue Cleveland, Ohio 44114 ###-###-#### Jeffrey B. Ellman (OH 0055558) JONES, DAY, REAVIS & POGUE 41 South High Street, Suite 1900 Columbus, Ohio 43215 ###-###-#### ATTORNEYS FOR DEBTORS AND DEBTORS IN POSSESSION -2-