---

PHILADELPHIA - Holley Performance Products Inc. filed for Chapter 11 protection Monday after agreeing with major creditors on a plan to lighten its debt load.

Papers filed in the U.S. Bankruptcy Court in Wilmington, Del., say Bowling Green, Ky.-based Holley has votes of support for its Chapter 11 restructuring plan from the majority of its secured noteholders.

A maker of specialty products for the performance automotive and power sports replacement markets, Holley is one of the nation's largest supporters of drag racing. It is profitable, but its positive cash flow has for years gone to pay interest on its debt, court documents say.

The company is asking for a March 19 hearing to consider confirming its Chapter 11 plan. In broad outline, the plan swaps reinstates bank debt, swaps bond debt for equity, and pays trade creditors in full.

The Chapter 11 proposal Holley filed along with its bankruptcy petition would give ownership of 90 percent of the company to holders of $146 million worth of 12.5 percent second-lien secured notes due 2009. The second-lien debt holders would also get $50 million in new notes, according to a description of the restructuring plan contained in court documents.

Bondholders that own Holley's $4.2 million 12.25 percent senior unsecured notes are slated to get either $100 in cash for each $1,000 worth of bonds, or warrants to purchase equity in the reorganized company.

Holley owes $40 million to banks led by Wells Fargo Foothill Inc. It will seek court approval to enter into a new bank loan to fund its restructuring, and has lined up $65 million in bank loans to fund its exit from bankruptcy, court documents say.

Holley will pay all general unsecured claims in full, according to an affidavit from Thomas W. Tomlinson, chief financial officer of the reorganizing company.

The privately held company has been involved in restructuring efforts since 2005, court documents say. Last year, owner Kohlberg & Co. LLC stopped contributing cash that allowed Holley to service its debt.

As of Jan. 28, Holley's balance sheet showed assets of about $106 million and debts of $243 million.

---