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Copyright 2014 The Deal, L.L.C. All Rights Reserved The Deal Pipeline November 5, 2014 Wednesday LENGTH: 920 words HEADLINE: GT-Apple docs will be unsealed BYLINE: by Kelsey Butler BODY: Court papers outlining the reasons behind GT Advanced Technologies Inc.'s (GTAT) downfall must be unsealed this week. Judge Henry J. Boroff of the U.S. Bankruptcy Court for the District of New Hampshire in Manchester on Tuesday, Nov. 4, denied a request to maintain under seal a declaration from GT COO Daniel Squiller. In the Tuesday order, Boroff said Squiller's affidavit does not contain trade secrets, confidential research or any statement that is "scandalous or defamatory" and thus should be available to the public. The judge also denied requests from both Apple Inc. (AAPL) and GT to keep documents related to the Squiller declaration sealed as well. The only document that will remain under seal is an Oct. 31, 2013, master development and supply agreement between Apple and GT. The other court papers will be made public on Friday. In an Oct. 21 joint motion, GT and Apple said they had reached an agreement that related to the sealing of the declaration. They alleged the document contained information that might violate the terms of GT's confidentiality agreement with Apple. Their motion sought to withdraw the declaration and Apple's objection to the declaration and destroy all copies. GT said in a Tuesday statement that following Boroff's decision, it had amended its deal with Apple to remove the provision mandating the Squiller declaration be kept out of public view. The debtor is set on Nov. 25 to seek approval of the settlement with Apple, which is tied to the wind-down of certain sapphire-producing facilities. In an Oct. 23 statement, GT said it had reached a deal with the iPhone maker under which GT would shutter its Mesa, Ariz., and Salem, Mass., sapphire plants. GT reaffirmed it would shift its business back to making equipment and developing sapphire growth systems rather than producing the sapphire materials themselves. According to the statement, the Merrimack, N.H., debtor would be released from all its exclusivity obligations under its existing contract with Apple. GT would maintain ownership of all its production-related and inventory assets at the two facilities. Apple would receive a $439 million claim, which would be repaid over four years without interest from a portion of the sale proceeds of GT's sapphire furnaces. The settlement agreement, executed Oct. 21, redacts the amount Apple would receive per furnace. The deal includes a mutual release of any and all claims by both companies. Under the agreement, the debtor would keep control of its intellectual property and could sell its sapphire growth and fabrication technology without constraints, the statement said.

Page 2 GT-Apple docs will be unsealed The Deal Pipeline November 5, 2014 Wednesday

In the statement, the companies said they would continue "their technical exchange" involving GT's development of sapphire furnaces that have a larger range. Court papers show GT is attempting to create technology that can produce sapphire boules larger than 165 kilograms from its furnaces. GT may collaborate with Apple going forward "on terms and conditions acceptable" to both parties, and the debtor would meet with Apple at least quarterly for the discussions. GT said it has already begun winding down its Mesa facility and, as a result, has laid off 650 employees. According to the settlement agreement, Apple has agreed to subordinate its $439 million claim to any postpetition or exit financing GT may obtain. The debtor has expressed interest in obtaining a debtor-in-possession loan but had not filed a DIP motion as of Wednesday. A provision in the deal called for the two parties to seek the withdrawal of the Squiller declaration. GT on Oct. 10 had requested permission to wind down the Mesa and Salem facilities and reject certain contracts and leases related to the wind-down. GT in its motion to reject contracts and leases related to the Apple sapphire deal said the Cupertino, Calif., company "imposed oppressive and burdensome terms and obligations" on the company through the agreement. GT added the agreement provided no benefit to its estate, and its continue performance under the contract was "no longer a viable business option." Under the Oct. 31, 2013, deal, GT had agreed to supply sapphire to protect the rear-facing camera and fingerprint-sensing home button of the iPhone, with Apple prepaying $578 million. (That sapphire was nowhere to be found when Apple revealed new versions of its iPhone recently.) GT's Chapter 11 filing on Oct. 6 came nearly a year after the announcement of the Apple deal. Since the bankruptcy filing, a slew of class actions have been filed against GT for alleged securities violations. As of June 28, the company had $1.51 billion in assets and $1.29 billion in liabilities, according to its most recent Form 10-Q filed with the Securities and Exchange Commission. Debtor counsel Luc A. Despins of Paul Hastings LLP in New York did not return calls seeking comment. Counsel to Apple, John M. Sullivan of Preti, Flaherty, Beliveau & Pachios Chartered LLP, also did not return calls. James T. Grogan and Andrew V. Tenzer of Paul Hastings and Daniel W. Sklar and Holly J. Barcroft of Nixon Peabody LLP in Manchester also are debtor counsel. Gary T. Holtzer, Michael F. Walsh and Robert J. Lemons of Weil, Gotshal & Manges LLP also are counsel to Apple. James S. Carr of Kelley Drye & Warren LLP represents the official committee of unsecured creditors, which comprises Elmet Technologies Inc., Fidelity Financial Trust: Fidelity Convertibles Securities Investment Fund, Manz AG, Meyer Burger AG, Sanmina Corp., SGL Carbon LLC and US Bank NA. DEAL SIZE Undisclosed LOAD-DATE: November 19, 2014