Case Document 12 Filed in TXSB on 05/29/16 Page 1 of 4 IN THE UNITED STATES BANKRUPTCY COURT FOR THE SOUTHERN DISTRICT OF TEXAS

Transcription

1 Case Document 12 Filed in TXSB on 05/29/16 Page 1 of 4 IN THE UNITED STATES BANKRUPTCY COURT FOR THE SOUTHERN DISTRICT OF TEXAS In re: ) Chapter 11 ) LINC USA GP, et al. 1 ) Case No (DRJ) ) Debtors. ) (Joint Administration Requested) REQUEST FOR EMERGENCY CONSIDERATION OF CERTAIN FIRST DAY MATTERS Linc USA GP et al., the above-captioned debtors and debtors in possession (together, the Debtors ), hereby file this request for emergency consideration of certain First Day matters. In support thereof, the Debtors represent as follows: I. JURISDICTION AND VENUE 1. This Court has jurisdiction over this matter pursuant to 28 U.S.C. 157 and This is a core proceeding pursuant to 28 U.S.C. 157(b). Venue is proper pursuant to 28 U.S.C and II. BACKGROUND 2. Together, the Debtors operate an oil and gas exploration and production business with a primary focus on the Texas Gulf Coast. Each of the Debtors is a direct or indirect subsidiary of Linc USA GP. Each of the Debtors is based in Houston, Texas. The Debtors properties are operated by Debtor Linc Energy Operations, Inc. ( LEO ). 3. On May 29, 2016 (the Petition Date ), each of the Debtors filed a voluntary petition for relief under chapter 11 of the Bankruptcy Code. 1 The Debtors in these chapter cases, along with the last four digits of each Debtor s federal tax identification number, are: Linc Energy Finance (USA), Inc. (6684); Linc USA GP (5234); Linc Energy Resources, Inc. (9613); Linc Gulf Coast Petroleum, Inc. (6790); Linc Energy Petroleum (Louisiana), LLC (1074); Linc Alaska Resources, LLC (2362); Paen Insula Holdings, LLC (1681); Linc Energy Petroleum (Wyoming), Inc. (9859); Diasu Holdings, LLC (9626); Diasu Oil & Gas Company, Inc. (8926); and Linc Energy Operations, Inc. (5806).

2 Case Document 12 Filed in TXSB on 05/29/16 Page 2 of 4 4. A full description of the Debtors' business, corporate structure, prepetition indebtedness, and events leading to these chapter 11 cases is set forth in the Declaration of Jude Rolfes, Vice President of Corporate Development for the Debtors, in Support of Chapter 11 Petitions and First Day Pleadings, (the First Day Declaration ), filed concurrently herewith and incorporated by reference. 5. The Debtors are operating their business and managing their properties as debtors in possession pursuant to 1107(a) and 1108 of the Bankruptcy Code. III. RELIEF REQUESTED AND BASIS THEREFORE 6. Counsel for the Debtors believes that the bankruptcy cases qualify as Complex Chapter 11 Cases. The Debtors request emergency consideration of the following initial case matters (the First Day Matters ): (a) (b) (c) (d) (e) (f) Emergency Motion Pursuant to Rule 1015 of the Federal Rules of Bankruptcy Procedure Requesting Joint Administration of Chapter 11 Cases [Dkt. No. 2]; Emergency Motion for Order Authorizing Implementation of Certain Notice Procedures Under Bankruptcy Code 105(a) and Bankruptcy Rules 1015(c) and 9007 [Dkt. No. 4]; Emergency Motion for an Order (A) Prohibiting Utility Providers from Discontinuing, Altering or Refusing Service; (B) Deeming Utility Providers Adequately Assured of Future Payment; and (C) Establishing Procedures for Determining Requests for Additional Adequate Assurance [Dkt. No. 5]; Emergency Motion for Entry of an Order Authorizing the Debtors to Pay Certain Prepetition Taxes [Dkt. No. 6]; Emergency Motion for Order Authorizing the Debtors to Pay or Honor Prepetition and Postpetition Royalty Obligations, Working Interest Obligations and Other Obligations Related to Oil and Gas Leases [Dkt. No. 7]; Emergency Motion for Order (I) Authorizing Debtors to (A) Pay Prepetition Wages and Salaries to Employees and (B) Pay Prepetition Benefits and to Continue Benefit Programs in the Ordinary Course and (II) -2-

3 Case Document 12 Filed in TXSB on 05/29/16 Page 3 of 4 Authorizing Financial Institutions to Honor All Related Checks and Electronic Payment Requests [Dkt. No. 8]; (g) (h) (i) Emergency Motion for an Order (A) Authorizing the Debtors to Continue to Operate Their Cash Management System; (B) Authorizing the Debtors to Maintain Existing Business Forms; and (C) Granting Administrative Priority to Intercompany Claims and Authorizing the Debtors to Perform Under Certain Intercompany Arrangements and Historical Practices Among Debtors [Dkt. No. 9]; Emergency Application for Entry of an Order Authorizing the Retention and Appointment of Kurtzman Carson Consultants LLC as Notice, Claims and Balloting Agent [Dkt. No. 10] Emergency Motion for Entry of Interim and Final Orders (I) Authorizing Debtors (A) to Obtain Postpetition Financing Pursuant to 11 U.S.C. 105, 361, 362, 363(b), 364(c)(1), 364(c)(2), 364(c)(3), 364(d)(1) and 364(e) and (B) to Utilize Cash Collateral Pursuant to 11 U.S.C. 363, (II) Granting Adequate Protection to Prepetition Secured Parties Pursuant to 11 U.S.C. 361, 362, 363, 364 and 507(b) and (III) Scheduling Final Hearing Pursuant to Bankruptcy Rules 4001(b) and (c) [Dkt. No. 11]. 7. Emergency consideration of the First Day Matters is necessary to maintain the Debtors estates. The Debtors do not have sufficient liquidity to support their current operations. The Debtors need emergency consideration of the First Day Matters in order to meet payroll and other operating expenses. Without emergency consideration of the First Day Matters, the value of the Debtors assets will likely decrease drastically. 8. THE DEBTORS RESPECTFULLY REQUEST THAT A HEARING ON THE FIRST DAY MATTERS BE HELD ON TUESDAY MAY 31, 2016, AT 3:30 P.M., SUBJECT TO THE COURT S CALENDAR AND AVAILABILITY. IV. NOTICE 9. The Debtors will provide notice of this Motion to: (a) the Office of the United States Trustee for the Southern District of Texas; (b) the entities listed on the Consolidated List of Creditors Holding the 30 Largest Unsecured Claims against the Debtors filed pursuant to Bankruptcy Rule 1007(d); (c) all known or alleged secured creditors; (d) the Office of the United -3-

4 Case Document 12 Filed in TXSB on 05/29/16 Page 4 of 4 States Attorney General for the State of Texas; (e) the Australian Securities and Investments Commission; (f) the Internal Revenue Service; and (g) any party who has requested notice pursuant to Bankruptcy Rule In light of the nature of the relief requested in this Motion, the Debtors respectfully submit that no further notice is necessary. V. CONCLUSION WHEREFORE, premises considered, the Debtors respectfully request that the Court grant this request and set these First Day Matters for an emergency hearing. Respectfully submitted, BRACEWELL LLP By: /s/ Jason G. Cohen Jason G. Cohen Texas Bar No Jason.Cohen@bracewelllaw.com William A. (Trey) Wood III Texas Bar No Trey.Wood@bracewelllaw.com Chelsea R. Dal Corso Texas Bar No Chelsea.DalCorso@bracewelllaw.com 711 Louisiana, Suite 2300 Houston, Texas Telephone: (713) Facsimile: (713) PROPOSED COUNSEL FOR THE DEBTORS AND DEBTORS IN POSSESSION -4-

5 Case Document 12-1 Filed in TXSB on 05/29/16 Page 1 of 4 Proposed Order

6 Case Document 12-1 Filed in TXSB on 05/29/16 Page 2 of 4 IN THE UNITED STATES BANKRUPTCY COURT FOR THE SOUTHERN DISTRICT OF TEXAS In re: ) Chapter 11 ) LINC USA GP, et al. 1 ) Case No (DRJ) ) Debtors. ) (Joint Administration Requested) ORDER SETTING HEARING ON CERTAIN FIRST DAY MATTERS Upon consideration of the Request for Emergency Consideration of Certain First Day Matters (the Motion ), 2 filed by the above-captioned debtors and debtors in possession (the Debtors ), and it appearing to the Court that notice was sufficient under the circumstances and that the relief sought should be granted; it is hereby ORDERED that the Motion is GRANTED as provided herein; and it is further ORDERED that a hearing on the following First Day Matters shall be held on Tuesday May 31, 2016, at 3:30 p.m. in Courtroom 404, United States Bankruptcy Court, Southern District of Texas, Houston Division, United States Courthouse, 515 Rusk, Houston, Texas 77002: (a) (b) (c) Emergency Motion Pursuant to Rule 1015 of the Federal Rules of Bankruptcy Procedure Requesting Joint Administration of Chapter 11 Cases [Dkt. No. 2]; Emergency Motion for Order Authorizing Implementation of Certain Notice Procedures Under Bankruptcy Code 105(a) and Bankruptcy Rules 1015(c) and 9007 [Dkt. No. 4]; Emergency Motion for an Order (A) Prohibiting Utility Providers from Discontinuing, Altering or Refusing Service; (B) Deeming Utility Providers Adequately Assured of Future Payment; and (C) Establishing Procedures for Determining Requests for Additional Adequate Assurance [Dkt. No. 5]; 1 The Debtors in these chapter cases, along with the last four digits of each Debtor s federal tax identification number, are: Linc Energy Finance (USA), Inc. (6684); Linc USA GP (5234); Linc Energy Resources, Inc. (9613); Linc Gulf Coast Petroleum, Inc. (6790); Linc Energy Petroleum (Louisiana), LLC (1074); Linc Alaska Resources, LLC (2362); Paen Insula Holdings, LLC (1681); Linc Energy Petroleum (Wyoming), Inc. (9859); Diasu Holdings, LLC (9626); Diasu Oil & Gas Company, Inc. (8926); and Linc Energy Operations, Inc. (5806). 2 Capitalized terms not otherwise defined herein shall have the meaning assigned to them in the Motion.

7 Case Document 12-1 Filed in TXSB on 05/29/16 Page 3 of 4 (d) (e) (f) (g) (h) (i) Emergency Motion for Entry of an Order Authorizing the Debtors to Pay Certain Prepetition Taxes [Dkt. No. 6]; Emergency Motion for Order Authorizing the Debtors to Pay or Honor Prepetition and Postpetition Royalty Obligations, Working Interest Obligations and Other Obligations Related to Oil and Gas Leases [Dkt. No. 7]; Emergency Motion for Order (I) Authorizing Debtors to (A) Pay Prepetition Wages and Salaries to Employees and (B) Pay Prepetition Benefits and to Continue Benefit Programs in the Ordinary Course and (II) Authorizing Financial Institutions to Honor All Related Checks and Electronic Payment Requests [Dkt. No. 8]; Emergency Motion for an Order (A) Authorizing the Debtors to Continue to Operate Their Cash Management System; (B) Authorizing the Debtors to Maintain Existing Business Forms; and (C) Granting Administrative Priority to Intercompany Claims and Authorizing the Debtors to Perform Under Certain Intercompany Arrangements and Historical Practices Among Debtors [Dkt. No. 9]; Emergency Application for Entry of an Order Authorizing the Retention and Appointment of Kurtzman Carson Consultants LLC as Notice, Claims and Balloting Agent [Dkt. No. 10] Emergency Motion for Entry of Interim and Final Orders (I) Authorizing Debtors (A) to Obtain Postpetition Financing Pursuant to 11 U.S.C. 105, 361, 362, 363(b), 364(c)(1), 364(c)(2), 364(c)(3), 364(d)(1) and 364(e) and (B) to Utilize Cash Collateral Pursuant to 11 U.S.C. 363, (II) Granting Adequate Protection to Prepetition Secured Parties Pursuant to 11 U.S.C. 361, 362, 363, 364 and 507(b) and (III) Scheduling Final Hearing Pursuant to Bankruptcy Rules 4001(b) and (c) [Dkt. No. 11]. [Remainder of page intentionally left blank] -2-

8 Case Document 12-1 Filed in TXSB on 05/29/16 Page 4 of 4 and it is further, ORDERED that the Debtors shall give notice of this emergency hearing by forwarding a copy of this Order by , facsimile transmission, or telephone, if possible, to all parties listed in the proposed Master Service List, and shall evidence such service by the filing of a certificate of service with the Court prior to the scheduled hearing. Dated: UNITED STATES BANKRUPTCY JUDGE -3-