Each one in plain English, with the numbers worked through for a shareholder.
31 Jan 2017bankruptcy or receivership▼ BadMajor
On January 27, 2017 the bankruptcy court confirmed the Chapter 11 plan filed after the May 2016 bankruptcy. All existing units (355,032,380 outstanding as of October 31, 2016), options and warrants will be cancelled when the plan takes effect, and new stock goes to holders of second lien and unsecured note claims; lenders get full recovery. The company targets the effective date within about 30 days but gives no assurance.
Entered a First Amended and Restated Restructuring Support Agreement with noteholders and certain credit facility lenders, replacing the earlier agreements. Lenders were to receive a cash paydown including $500 million of equity contributions plus a take-back debt facility, and a $530 million rights offering was backstopped.
Entered a new restructuring support agreement with holders of its 12% second-lien notes and unsecured notes, with a $530 million backstopped rights offering. The bank lenders were not yet parties, and their May 2016 agreement remained in force.
The LinnCo exchange offer for Linn units closed: its subsequent offering period ended August 1, 2016, with 123,909,317 units (about 35% of outstanding units) tendered and accepted, and LinnCo now owns about 71% of Linn's units. This resolves the open exchange-offer thread; it was carried out while Linn was in Chapter 11, and the filing says nothing about what it means for the plan outcome.
Extended the deadline under its April 2016 noteholder settlement agreement while the Chapter 11 case proceeded -- routine bankruptcy-process housekeeping.
After Linn Energy, LinnCo and Berry Petroleum filed for Chapter 11 on May 11, 2016 (Case No. 16-60040), NASDAQ told Linn on May 13 that its units will be delisted, citing the bankruptcy, concerns about the residual equity interest of existing holders, and a bid price under $1.00 for 30 straight trading days. Linn does not intend to appeal; trading is due to be suspended May 24, 2016, and the units are expected to be eligible for the thinner OTC Pink market. This follows through on the bankruptcy threads and ends the units' NASDAQ listing.
Filed for Chapter 11 bankruptcy protection jointly with LinnCo and Berry Petroleum in the Southern District of Texas, after negotiating a restructuring support agreement with creditors holding at least two-thirds of its credit facility debt -- the culmination of the debt-funded growth strategy meeting the 2015-16 oil price crash.
Received a Nasdaq notice that its units had traded below $1.00 for 30 straight days, risking delisting -- another marker of how far the stock had fallen from its 2011-12 highs.
The LinnCo exchange offer expired April 25, 2016, with about 103,961,939 Linn units (about 29% of those outstanding) tendered and accepted for LinnCo shares. LinnCo opened a subsequent offering period running to May 23, 2016, on the same exchange ratio, so remaining holders can still tender.
Linn Energy updated its response to the LinnCo exchange offer: all its officers and directors now intend to tender their Linn units into the offer. It also disclosed that CEO Mark Ellis gave away 298,319 units to a university on April 20, 2016, for no payment, with 108,280 units moved to indirect ownership.
Amended its credit agreement to forestall defaults through May 11, 2016 and freeze the borrowing base while it negotiated a full restructuring support agreement with lenders -- the immediate precursor to bankruptcy.
Linn signed a settlement agreement with holders of over two-thirds of its $1.0 billion 12% second-lien notes after missing the February 2016 mortgage deadline; the mortgages have since been delivered and the default cured. The parties agreed to negotiate a restructuring, failing which they would back a bankruptcy order approving $1 billion of additional notes and releasing the collateral.
Linn Energy's board stated it is neutral and makes no recommendation on LinnCo's offer to swap each Linn unit for one LinnCo share, and told unitholders to consult tax advisers, including about possible future cancellation-of-debt income allocations. 355,228,188 Linn units were outstanding as of April 4, 2016. This is a new thread in the run-up to the May 2016 bankruptcy filing.
Completed the exchange: holders handed in about $2.0 billion of Linn's unsecured notes and took back roughly $1.0 billion of new 12% second-lien notes due 2020 - a distressed swap in which they accepted about half their principal, and the new notes still rank behind the Wells Fargo-led priority-lien facility.
Entered exchange agreements to swap roughly $2.0 billion of existing unsecured notes for about $1.0 billion of new 12% senior secured second-lien notes due 2020 -- a distressed debt exchange that cut face-value debt by half but subordinated remaining unsecured creditors, a clear signal of financial distress.
Reaffirmed its borrowing base at $4.05 billion, but it would drop automatically to $3.6 billion on January 1, 2016 unless it issued at least $250 million of junior lien debt and completed the Berry consolidation steps. Berry's own borrowing base was cut from $1.2 billion to $900 million.
Agreed to sell its remaining Howard County, Permian Basin position for about $281 million, continuing to shed assets to shore up liquidity as commodity prices fell.
Brought in Quantum Energy Partners as a $1 billion equity-commitment partner in a new joint drilling vehicle (QL Energy I, LLC), giving Linn an off-balance-sheet way to fund development without further diluting unitholders or adding balance-sheet debt -- a sign it was already managing capital more defensively.
Sold 16 million units at $11.79 -- roughly a third of the $35-38 prices Linn commanded in 2011-12 -- the collapsing oil price was now visibly hitting its cost of equity capital.
Had its borrowing base reduced to $4.05 billion in a scheduled redetermination, and loosened restrictions on how much it could invest in the former Berry Petroleum subsidiary -- the first hint of the tightening credit conditions that would soon force a full restructuring.
Renewed its at-the-market equity program at up to $500 million with an expanded bank group -- routine continuation of its standing capital-markets tools.
18 Dec 2014asset acquisition disposition▲ GoodMajor
Closed the Granite Wash/Cleveland sale for roughly $1.8 billion, using proceeds to fully repay its $1.3 billion term loan and cut revolver borrowings -- deleveraging just as oil prices began falling.
Agreed to sell its entire Granite Wash and Cleveland-play position in the Texas Panhandle and western Oklahoma to EnerVest and FourPoint Energy for $1.95 billion -- a major divestiture even as the Devon deal was still being digested, an early sign of portfolio-pruning ahead of the 2015 oil price crash.
Sold $1.1 billion of new senior notes ($450 million due 2019, $650 million due 2021) to repay the bridge loan and revolver debt used to fund the Devon acquisition.