Get Started for Free Contexxia identifies hard-to-find pieces of information in SEC filings. No more highlighters, no more redlining, no more poring over huge documents. AMBER RESOURCES CO OF COLORADO (276750) 10-Q published on Aug 14, 2012 at 1:23 pm
The Debtors filed a Disclosure Statement and an initial version of a Plan of Reorganization on June 4, 2012, and filed amended versions on June 29, 2012. On July 5, 2012, the Debtors obtained approval of the Disclosure Statement at a hearing on July 5, 2012. Under the terms of the proposed Plan of Reorganization (the "Plan"), each holder of an allowed general unsecured claim against the Company would receive its pro rata share of any cash that may exist in the Company's estate after all allowed claims senior to the general unsecured claims and allowed noteholder claims against the Company are paid in full, or reserved in accordance with the Plan, in full satisfaction, settlement, release, and discharge of and in exchange for such general unsecured claim.
Under the terms of the proposed Plan, on the effective date the legal, equitable and contractual rights of each holder of shares of the Company's common stock would be extinguished, canceled and discharged and such stockholders would not receive any distribution or consideration in connection with such shares and the Company would be liquidated. However, if the holders of all of the allowed claims against the Company's estate have been paid in full, the rights of the stockholders of the Company will not be extinguished, canceled or discharged, and any remaining assets owned by the Company will be held by the recovery trustee pending a decision by the Company's board of directors as to if and when to distribute such remaining assets.
Certain holders of claims against the Debtors are being asked to vote on the acceptance of the Plan. A hearing to consider the confirmation of the Plan will be held on August 15, 2012.
The Company formerly owned a 0.97953% working interest in OCS Lease 320 in the Sword Unit, Offshore California. Lease 320 was conveyed back to the United States at the conclusion of its previous litigation with the government ( Amber Resources Co., et al. vs. United States, Civ. Act. No. 2-30 filed in the United States Court of Federal Claims) when the courts determined that the government had breached that lease (among others) and was liable to the working interest owners for damages; however, the government
now contends that the former working interest owners are still obligated to permanently plug and abandon an exploratory well that was drilled on the lease and to clear the well site. The former operator of the lease commenced litigation against the government in United States District Court for the District of Columbia ( Noble Energy Corp. vs. Kenneth L. Salazar, Secretary United States Department of the Interior, et al No. 1:09 -cv-02013 -EGS) seeking a declaratory judgment that the former working interest owners are not responsible for these costs as a result of the government’s breach of the lease. On April 22, 2011, the Court entered a judgment in favor of the government, ruling that the working interest owners jointly and severally share the responsibility to permanently plug and abandon the subject well, and that this duty was not discharged by the government’s breach of contract. On May 11, 2011, the former operator filed an appeal of this ruling to the United States Court of Appeals for the District of Columbia Circuit. The Court of Appeals did not rule in either party’s favor, but instead issued an order on March 2, 2012 vacating the judgment and sending the case back to the District Court with instructions to vacate the previous order by the government to permanently plug and abandon the well, and to remand the case to the Department of the Interior for a more extensive explanation as to why it interprets its regulations to require that the former owners permanently plug and abandon the well notwithstanding the government’s breach of the lease. It is currently unknown whether or not the former operator will ultimately be successful in the litigation. In September 2011, however, the Company received an estimate from the operator indicating that, based on available information of resources to mobilize and demobilize a rig to the well, the Company’s pro rata share of the estimated cost of decommissioning the well would be approximately $756,000. The estimate that was provided does not contain any anticipated expenditures for the preparation of an environmental impact study, regulatory permitting matters at any level or any expenditure estimates for potentially required costs of containment equipment. The operator has indicated that the estimate is subject to material fluctuations in cost based upon rig mobilization costs and other factors. The actual costs of decommissioning the well could be materially different from the estimate provided by the operator. As a non -operator in this well the Company is unable to determine a reasonable estimate of the liability, if any, at this time. If the former working interest owners are ultimately held liable, it is likely that the former operator will assert that the Company is responsible for the payment of its proportionate share of the actual cost of any decommissioning operation, and the former operator has filed a claim in the Company’s bankruptcy case seeking reimbursement in such event. The Company’s bankruptcy counsel has advised the Company that if the former operator’s claim is allowed, it would be treated as a pre-petition unsecured claim that would be dealt with as part of the plan of reorganization to be confirmed in the Company’s bankruptcy case, and that once the plan is confirmed, the former operator would be permanently barred from asserting any further claims against the Company based on this matter.
been paid in full, the rights of the stockholders of the Company will not be extinguished, canceled or discharged, and any remaining assets owned by the Company will be held by the recovery trustee pending a decision by the Company's board of directors as to if and when to distribute such remaining assets.
Certain holders of claims against the Debtors are being asked to vote on the acceptance of the Plan. A hearing to consider the confirmation of the Plan will be held on August 15, 2012.