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Breitburn Energy Bankruptcy Plan Filed

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Breitburn Energy Partners filed with the U.S. Bankruptcy Court a Joint Chapter 11 Plan and related Disclosure Statement.

According to the Disclosure Statement, “The Plan is premised on the division of the Debtors’ existing businesses and assets into two separate entities upon the occurrence of the Effective Date under the Plan: (1) a newly-formed limited liability company (‘LegacyCo’) that will own all of the Debtors’ assets other than certain assets related to the Permian Basin (such assets, the ‘Permian Assets’, that are set forth in Exhibit II of the Plan); and (2) a newly-formed corporation (‘New Permian’) that will own all of the equity of a newly-formed limited liability company (‘New Permian’) that will own the Permian Assets.”

In addition, “The Plan provides for the following treatment of claims and equity interests: Revolving Credit Facility Lenders, holding claims in the aggregate amount of approximately $747,316,435.62 with respect to principal and two interest rate derivative obligations plus such amounts as may be owing for any other outstanding ‘Obligations’ (collectively, the ‘Allowed Revolving Credit Facility Claims’), will receive (a) Cash in an amount equal to such holder’s pro rata share of the Allowed Revolving Credit Facility Claims minus $400 million (i.e., the original principal amount of an amended and restated term loan facility to be entered into on the Effective Date, the ‘Exit Facility’) and (b) such holder’s Pro Rata share of the Exit Facility. Each Revolving Credit Facility Lender will also have the right to convert all of its portion of the Exit Facility on a dollar-for-dollar basis to an equal amount of a revolving credit facility. Holders of the 9.25% Senior Secured Second Lien Notes due 2020 (the ‘Second Lien Noteholders’), with claims, solely for purposes of the Plan, in the aggregate amount of $793.3 million plus accrued unpaid pre- and postpetition default interest on all obligations, costs, fees, indemnities, and all other obligations payable under the Secured Notes Indenture, will receive a pro rata share of 92.5% of new common units of LegacyCo (the ‘LegacyCo Units’), potentially subject to dilution. Holders of Unsecured Notes Claims (the ‘Unsecured Noteholder’) that are Eligible Offerees will receive the right to purchase their pro rata share of an aggregate of 60% of the common shares issued by New Permian (the ‘New Permian Shares’), subject to certain dilution, pursuant to a $465 million rights offering….Pursuant to the Backstop Commitment Agreement, the Backstop Parties also have committed to exercise rights to purchase the remaining 40% of the New Permian Shares (the ‘Minimum Allocation Rights’), subject to certain dilution, for the aggregate amount of $310 million.”

The Disclosure Statement continues, “Upon consummation and implementation of the Plan, 92.5% of the equity of LegacyCo will be distributed to the Second Lien Noteholders.”

The Court scheduled a November 14, 2017 hearing on the Disclosure Statement. Separately, the Debtors also filed a notice of withdrawal of its previously-filed motion for a further extension of its exclusive periods.

Read more Breitburn Energy bankruptcy news.

The post Breitburn Energy Bankruptcy Plan Filed appeared first on Daily Bankrupt Company Updates | Bankrupt Company News.


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