The simpliest way, I believe, is that Fancamp transfer the Assets to a NewCo by way of a rollover in return for shares of NewCo issued to Fancamp. Then Fancamp declares a 'dividend in nature' to Fancamp's actual shareholders, of an amount equal to the FMV of the Assets just transfered to NewCo. Then Fancamp pays its debt to its shareholders (created by the just declared dividend) by transfering all of its NewCo's shares prorata to its shareholders.

There may be tax implications however, and there exist technics to arrange the transaction as being a non-taxable "share exchange'' instead of a taxable dividend, in order not to trigger immediate tax... Lawyers and accountants are full of tricks, you know...Just ask...and...pay!

GLTA.

BaBe.