June 19, 2018 9:06 AM ET

Oil, Gas and Consumable Fuels

Company Overview of Warren E&P Inc.

Company Overview

Warren E&P Inc. provides oil and gas exploration services. The company was formerly known as Petroleum Development Corporation. The company was founded in 1973 and is based in Casper, Wyoming. Warren E&P Inc. is a subsidiary of Warren Resources Inc.

123 West 1st Street

Suite 505

Casper, WY 82601

United States

Founded in 1973

Phone:

307-237-0864

Key Executives for Warren E&P Inc.

Chief Executive Officer
Chief Financial Officer
Senior Vice President and General Manager of California
Age: 61
Senior Vice President
Age: 60
Executive Vice President
Compensation as of Fiscal Year 2017.

Warren E&P Inc. Key Developments

Amended Reorganization Plan Approved for Warren Resources, Inc.

The US Bankruptcy Court approved the amended plan of reorganization of Warren Resources, Inc. on September 14, 2016. The debtor has filed its amended plan in the Court on July 25, 2016. As per the amended plan, administrative claims, priority tax claims and priority non tax claims and professional fee claims will be paid in cash in full. The DIP facility claims of $20 million will be paid in cash. The First lien secured claims of $177 million will have estimated recovery of $160.8 million comprised of $130 of new first lien facility and 82.5% of new common stock of reorganized debtor. Other secured claims and secured debentures will be paid in cash in full. First lien deficiency claims of $71 million will be forgo and senior notes and Citrus earn out claims and Second lien facility claims will be paid through unsecured pool equity which represent 17.5% of the new common stock. Unsecured claims will be paid in cash and have an estimated recovery 2.78%. Intercompany claims will be reinstated. Subsidiaries' interests will be reinstated. Warren Equity interests will be cancelled. Section 510(b) claims and first lien lender adequate claims will be cancelled and will not receive any distribution. The plan will be funded from issuance of New first lien facility in the amount of $130 million, issuance of new Warren stock and warrants, and cash in hand.

Final DIP Financing Approved for Warren Resources, Inc.

The US Bankruptcy Court gave an order to Warren Resources, Inc. to obtain DIP financing on a final basis on July 13, 2016. As per the order, the debtor has been authorized to obtain a delayed draw term loan facility in the amount of $20 million from GSO Capital Partners LP with Wilmington Trust, National Association acting as the administrative agent. The DIP loan would carry an interest rate of LIBOR plus 11% p.a, along with an additional 2% p.a. interest in the event of default. As per the terms of the DIP agreement, the loan carries an upfront fee of 3% p.a. and a commitment fee of 1% p.a. The DIP facility also includes an exit fee equal to 2% of the principal amount. The DIP facility would mature either on October 31, 2016 or on the effective date of the plan or on the date of consummation of the sale of substantially all assets, whichever is earlier. 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 $0.55 million towards unpaid professional fees / administrative expenses and first priority lien upon and security interest in the debtor’s collateral. The DIP proceeds shall be used by the debtor to pay certain costs, fees and expenses related to the Chapter 11 Cases, to pay adequate protection payments and to fund the working capital needs, capital improvements and expenditures of the credit parties during the Chapter 11 Cases.

Amended Joint Reorganization Plan and Disclosure Statement Filed by Warren Resources, Inc.

Warren Resources, Inc. filed an amended joint plan of reorganization with related disclosure statement in the US Bankruptcy Court on June 20, 2016. As per the amended plan filed, Unsecured Claims shall receive recovery of 2.9%, First Lien Deficiency Claims of $71 million shall be waived off, Second Lien Efficiency, Senior Notes And Citrus Earn Out Claims of $223.97 million shall receive a recovery of 2.9% in the form of 17.5% of the New Warren Common Stock and First Lien Secured Claims of $177 million shall receive recovery of 91.63% in the form of $130 million of New First Lien Facility and 82.50% of the New Warren Common Stock. There shall be no changes in the treatment of any other claim class. Warren Resources, Inc., filed a revised amended joint plan of reorganization with related disclosure statement in the US Bankruptcy Court on July 18, 2016. As per the second amended plan filed, First Lien Secured Claims, having a secured portion of $177 million shall receive a recovery of 90.84% and First Lien Facility Deficiency Claims, Second Lien Facility Claims, Senior Notes Claims, Citrus Earn Out Claims and Second Lien Facility Claims, Senior Notes Claims, Citrus Earn Out Claims shall receive a recovery of 2.78%. Also, holders of Second Lien Facility Claims shall receive their pro rata portion of the Claren Road Supplemental Equity Distribution and the New Warrants. The debtor shall issue new warrants to fund the plan. There shall be no changes in the treatment of any other claim class. Warren Resources, Inc., filed a revised amended joint plan of reorganization with related disclosure statement in the US Bankruptcy Court on July 25, 2016. As per the revised plan filed, there is no change in treatment of various claimant classes.

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