Rockall files solicitation versions of Chapter 11 plan, disclosure statement

Chicago, May 4 – Rockall Energy Holdings, LLC filed solicitation versions of both its Chapter 11 plan and disclosure statement late on Tuesday, according to filings with the U.S. Bankruptcy Court for the Northern District of Texas.

The disclosure statement was conditionally approved, according to a separate filing on Tuesday.

The class 3 secured parties claims are based on the occurrence or non-occurrence of a payout event, defined in the Chapter 11 plan.

The payout event means the implementation of one or more successful bids for the debtors’ assets that provides the debtors with enough cash to pay DIP claims in full and fund the claims reserve and the professional fee escrow account.

The terms of the potential exit facility that would fund the company’s emergence from bankruptcy will depend on the payout event, as well.

The exit facility will need to be in place for the company to emerge if a payout event has not happened.

Details

As previously reported, but with additional details, other priority claims (class 1) of $108,633 will be unimpaired and paid in full in cash and presumed to accept the plan.

Other secured claims (class 2) of $2,468,192 will be unimpaired and paid in full in cash and also presumed to accept the plan.

The secured parties claims (class 3) of $150,147,519 will be impaired and they will be entitled to vote.

They will either receive a pro rata share of the secured parties cash payment, the beneficial interests in the liquidation trust or such other treatment as agreed by the debtors and the applicable holder of a secured parties claim if a payout event occurs.

However, if a payout event does not occur, they will receive a pro rata share of the secured parties equity distribution and the secured parties cash payment, if any; the beneficial interests in the liquidation trust (if any); or such other treatment as agreed by the debtors and the applicable holder of a secured parties claim.

The general unsecured claims (class 4) of $45,701,766 will be impaired and entitled to vote. The class will receive either a pro rata share of the GUC global settlement ament or the beneficial interests in the GUC trust. The cash pool will be $3.75 million plus 3% of any net sale proceeds in excess of $130 million plus any unused amounts from the vendor pot plus any unused amounts allocated for the payments of fees of committee professionals.

A trustee will be selected by the committee to reconcile and administer general unsecured claims and make distributions.

As part of the last amendments to the document, there will be a waiver of any deficiency claims of the secured parties on the effective date.

All intercompany claims (class 5) of $1,320,868,526 will be adjusted, reinstated, compromised or discharged. Based on whether they are unimpaired or impaired, they will be presumed to be accepted or deemed as rejected, respectively.

Subordinated claims are impaired and will not receive anything. The class 6 claims are deemed to reject the plans.

Intercompany interests (class 7) will be adjusted, reinstated, compromised or discharged. Based on whether they are unimpaired or impaired, they will be presumed to be accepted or deemed as rejected, respectively.

Rockall equity interests will be impaired and holders will not receive any distribution unless all senior claims are paid in full. The class is deemed to reject the plan.

Additionally, the debtors agree to waive non-insider avoidance actions, meaning that the debtors will not, for example, pursue claims against trade vendors to avoid prepetition transfers from the debtors. The debtors will retain claims and causes of actions against Krewe Energy, LLC and its affiliates and all rights to pursue such claims will be transferred to the intercreditor agreement on the effective date.

A final addition to the disclosure statement included that the committee members and professionals will be included in any plan releases and exculpation provisions, provided that the committee members will be released and exculpated solely in their capacities as members of the committee.

The company had submitted a voting record date of Tuesday with a voting deadline of May 18 and a voting report on May 19.

The confirmation hearing will be held on May 24.

The Dallas-based oil exploration and production company filed Chapter 11 bankruptcy on March 9 under case number 22-90000.

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