Kurtzman Carson Consultants LLC



UNITED STATES BANKRUPTCY COURT

DISTRICT OF NEW HAMPSHIRE

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|In re: |: |Chapter 11 |

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|GT Advanced Technologies Inc., et al., |: |Case No. 14-11916 (HJB) |

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|Debtors.[1] |: |Jointly Administered |

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NOTICE OF SUBSTANTIAL CLAIMHOLDER STATUS

PLEASE TAKE NOTICE THAT _______ (the “Filer”) hereby provides notice (the “Notice”) that the Filer is a Substantial Claimholder of Claims against GT Advanced Technologies Inc. (“GT”) and its affiliated debtors as debtors in possession (collectively, “GTAT” or the “Debtors”) in Case No. 14-11916 (HJB), currently pending before the United States Bankruptcy Court for the District of New Hampshire.

PLEASE TAKE FURTHER NOTICE that the following table sets forth the following information:

In the case of Claims that are owned directly by the Filer, the table sets forth (i) the dollar amount of such Claims; and (ii) the date(s) on which such Claims were acquired.

In the case of Claims that are not owned directly by the Filer but are nonetheless Beneficially Owned by the Filer, the table sets forth (i) the name(s) of each record or legal owner of Claims that are Beneficially Owned (as defined below) by the Filer; (ii) the dollar amount of such Claims; and (iii) the date(s) on which such Claims were acquired.

|Class |Name of Owner |Dollar Amount Owned |

|2017 GT Notes | | |

|2020 GT Notes | | |

(Attach additional pages if necessary)

PLEASE TAKE FURTHER NOTICE that the taxpayer identification number of the Filer is ______ .

PLEASE TAKE FURTHER NOTICE that the Filer will provide GTAT with such reasonable additional information pertaining to the Claims as GTAT shall request.

PLEASE TAKE FURTHER NOTICE that, under penalties of perjury, the Filer hereby declares that it has examined this Notice and accompanying attachments (if any), and, to the best of its knowledge and belief, this Notice and any attachments which purport to be part of this Notice are true, correct and complete.

PLEASE TAKE FURTHER NOTICE that, pursuant to the Final Order, Pursuant To Bankruptcy Code Sections 105(a) And 362, Establishing Notification Procedures And Approving Restrictions On Certain Transfers Of Claims Against And Equity Interests In The Debtors Nunc Pro Tunc To October 7, 2014 (the “Order”), this Notice is being filed with the Court and served upon GTAT, GTAT’s counsel and the Committee’s counsel.[2]

This Notice is given in addition to, and not as a substitute for, any requisite notice under Rule 3001(e) of the Federal Rules of Bankruptcy Procedure.

For purposes of this Notice:

a) “Beneficial Ownership” shall be determined in accordance with applicable rules under section 382 of the Internal Revenue Code of 1986, as amended, the U.S. Department of Treasury regulations promulgated thereunder and rulings issued by the Internal Revenue Service, and, thus, to the extent provided in those rules, from time to time shall include, without limitation, (A) direct and indirect ownership (e.g., a holding company would be considered to beneficially own all stock owned or acquired by its subsidiaries); and (B) ownership by a holder’s family members and any group of persons acting pursuant to a formal or informal understanding to make a coordinated acquisition of stock; and (C) in certain cases, the ownership of an Option to acquire Claims.

b) “Option” means any contingent purchase, warrant, convertible debt, put, stock subject to risk of forfeiture, contract to acquire stock or similar interest, regardless of whether it is contingent or otherwise not currently exercisable.

c) “Entity” has the meaning given to it in Treasury Regulations section 1.382-3(a) and shall include persons acting pursuant to a formal or informal understanding among themselves to make a coordinated acquisition.

d) “2017 GT Notes” means the 3.00% Convertible Senior Notes maturing October 1, 2017.

e) “2020 GT Notes” means the 3.00% Convertible Senior Notes maturing December 15, 2020.

f) “Claim” means any unsecured claim under which any of the Debtors is the obligor, including the 2017 GT Notes and the 2020 GT Notes. In making this determination, in the case of a secured claim, that portion of the claim (including such portion attributable to accrued and unpaid interest) that exceeds the current fair market value of the security shall be considered an unsecured Claim. In calculating the amount of any Claims under the Procedures, any applicable intercreditor agreements, including subordination agreements, shall be given effect in accordance with their terms.

g) “Substantial Claimholder” means any person or Entity that Beneficially Owns, or any Entity controlled by such person or Entity through which such person or Entity Beneficially Owns, a dollar amount of Claims of more than the Threshold Amount.

h) Threshold Amount. “Threshold Amount” means, initially, $20,615,000, which amount may be subsequently increased or decreased as GTAT may determine to be appropriate in the Notice of 382(1)(5) Plan or thereafter in compliance with the Orders.

If applicable, the Filer is represented by _________, Attn:____.

Respectfully submitted,

(Name of Filer)

By:_______________________________

Name:_____________________________

Address:___________________________

__________________________________

Telephone:_________________________

Facsimile:__________________________

Dated:_____________________________

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[1] The Debtors, along with the last four digits of each debtor’s tax identification number, as applicable, are: GT Advanced Technologies Inc. (6749), GTAT Corporation (1760), GT Advanced Equipment Holding LLC (8329), GT Equipment Holdings, Inc. (0040), Lindbergh Acquisition Corp. (5073), GT Sapphire Systems Holding LLC (4417), GT Advanced Cz LLC (9815), GT Sapphire Systems Group LLC (5126), and GT Advanced Technologies Limited (1721). The Debtors’ corporate headquarters are located at 243 Daniel Webster Highway, Merrimack, NH 03054.

[2] Capitalized terms used herein but not otherwise defined shall have the meanings ascribed to them in the Order.

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