First amended Reorganization Plan & Related Disclosure Statement Approved for Basic Energy Services, Inc.
Dec 9 16
The US Bankruptcy Court approved the first amended plan of reorganization and related disclosure statement of Basic Energy Services, Inc. on December 9, 2016. As per the approved plan, allowed administrative expense claims, priority tax claims, professional fee claims, priority non tax claims and DIP facility claims shall be paid in full in cash. Allowed Other Secured Claim will receive, on account of such Allowed Claim, at the option of the Reorganized Debtors; Cash in an amount equal to the Allowed amount of such Claim, reinstatement or such other treatment sufficient to render such holder’s Allowed Other Secured Claim Unimpaired pursuant to section 1124 of the Bankruptcy Code, or return of the applicable Collateral in satisfaction of the Allowed amount of such Other Secured Claim. Allowed ABL Facility Claim of $51 million will be reinstated. Allowed Term Loan Claim of $64.18 million will receive on account of the principal amount outstanding on such Claim, its Pro Rata share of the principal amount of the Amended and Restated Term Loan Facility subject to the terms set forth in the Amended and Restated Term Loan Agreement and amounts due as of the Effective Date to each holder of an Allowed Term Loan Claim on account of accrued and unpaid interest will be deemed to be accrued and unpaid interest under the Amended and Restated Term Loan Agreement payable on the first interest payment date there under, and amounts due as of the Effective Date to each holder of an Allowed Term Loan Claim on account of fees, charges, or other amounts payable under the Term Loan Agreement will be paid in Cash in full on the Effective Date, which, for the avoidance of doubt, will not include payment of any Make-Whole Amount or the Applicable Premium. Each holder of an Allowed Unsecured Notes Claim of $813.1 million will receive, on account of its Allowed Unsecured Notes Claims, its Pro Rata share of New Common Shares representing, in the aggregate, 99.5% of the New Common Shares issued on the Effective Date and 100% of the Subscription Rights to acquire $125 million in New Convertible Notes in accordance with the Rights Offering Procedures. General Unsecured Claim agrees to different treatment, on and after the Effective Date, the Debtors will continue to pay or dispute each General Unsecured Claim in the ordinary course of business as if the Chapter 11 Cases had never been commenced. On or after the Effective Date, all Intercompany Claims will be paid, adjusted, continued, settled, reinstated, discharged, or eliminated, in each case to the extent determined to be appropriate by the Debtors or Reorganized Debtors, as applicable, in their sole discretion. The holders of Subordinated Claims will not receive or retain any property under the Prepackaged Plan on account of such Claims, and the obligations of the Debtors and the Reorganized Debtors on account of Subordinated Claims will be discharged. On the Effective Date, the Existing Equity Interests will be cancelled without further action by or order of the Bankruptcy Court. Notwithstanding the foregoing, each holder of an Allowed Existing Equity Interest will receive its Pro Rata share of New Common Shares representing, in the aggregate, 0.5% of the New Common Shares issued on the Effective Date and the Warrants. Upon conversion of the New Convertible Notes, the New Common Shares issued to holders of Allowed Existing Equity Interests will comprise 0.26% of the total outstanding New Common Shares. The plan shall be funded through cash in hand, issuance of equity, rights offering for new convertible note, warrants.
First Amended Reorganization Plan Filed by Basic Energy Services, Inc.
Dec 7 16
Basic Energy Services, Inc. filed a first amended plan of reorganization in the US Bankruptcy Court on December 7, 2016. As per amended plan, ABL Facility Claim of $51 million will be reinstated. There were no changes in treatment of other classes of claims.
Final DIP Financing Approved for Basic Energy Services, Inc.
Nov 17 16
The US Bankruptcy Court gave an order to Basic Energy Services, Inc. to obtain DIP financing on final basis on November 17, 2016. As per the order, the debtor has been authorized to obtain a multiple draw term loan facility in the amount of $90 million from West Street Energy Partners, L.P., Balius Cayman L.P. and Riverstone VI Basic Holdings, L.P. with U.S. Bank National Association acting as the administrative agent. The DIP loan would carry an interest rate of 12% p.a. As per the terms of the DIP agreement, the loan carries a commitment fee of 5% p.a., closing fee of 4%, exit fee of 1% and prepayment fee of 3%. The DIP facility would mature on the date i.e. 8 months after closing date. The DIP Facility will used to fund working capital needs, capital improvements and expenditures of the Debtors in these chapter 11 cases, to pay fees and expenses related to these chapter 11 cases, including professional fees and expenses, to pay adequate protection payments and to reimburse drawings under letters of credit. Adequate protection would be provided to the DIP lenders in the form of super-priority administrative expense claims which is subject to a carve-out of $1 million towards unpaid professional fees / administrative expenses and first priority lien upon and security interest in the debtor’s collateral. Goldman, Sachs & Co. acted as investment advisor to the lenders.