Each one in plain English, with the numbers worked through for a shareholder.
27 Jan 2017substantial holder notice● Neutral
Legion Partners, L.P. I, Legion Partners, L.P. II, Legion Partners Asset Management, LLC, Legion Partners, LLC, Legion Partners Holdings, LLC, Christopher S. Kiper, Bradley S. Vizi, Raymond White reported no remaining ARABELLA EXPLORATION, INC. shareholding in its periodic institutional filing.
After the July 7, 2016 hearing, the Cayman court issued a Winding Up Order, and Kennedy and Wright are named Joint Official Liquidators (a notice ran in the Financial Times on July 13, 2016). This moves the June provisional appointment into a formal winding up. The filing gives no information on what shareholders will receive, so their position is unresolved.
On June 16, 2016, the Grand Court of the Cayman Islands appointed Christopher Kennedy and Matthew Wright as joint provisional liquidators of Arabella, giving them all the powers of the board. The four directors (Berke Bakay, Jason Hoisager, Richard Hauser, William Heyn) resigned on June 17, and Hoisager also resigned as CEO, CFO and President. A hearing on the petition was set for July 7, 2016. This follows the failed 2015 asset sale, though the filing does not state the reason for the petition.
Hauser Holdings LLC, Mary Jane Hauser reported a ARABELLA EXPLORATION, INC. shareholding of 3,338,428 shares (41.70% of votes) in a periodic institutional filing.
BBS Capital Fund, LP, BBS Capital Management, LP, BBS Capital GP, LP, BBS Capital, LLC, Berke Bakay reported a ARABELLA EXPLORATION, INC. shareholding of 3,347,355 shares (41.80% of votes) in a periodic institutional filing.
The buyer terminated the July 2015 purchase agreement on September 1, 2015, citing closing information items and third-party approvals, which Arabella called unexpected. The McCabe letter agreement stays in place but depends on a similar transaction closing at the same time, and Arabella says it is searching for a replacement deal or other strategic alternative. This reverses the planned sale, so the cash and note reduction described in July are not happening.
Arabella agreed to sell its Locker State, Graham, Woods, Jackson and Emily Bell prospects to an unnamed buyer and, under a separate letter agreement with McCabe Petroleum, to receive cash and properties worth about $47 million by Arabella's own estimate. This includes $15 million cash, a producing property of about 88 BOE/day, a 20,000-acre Midland Basin participation agreement, and an option on royalty interests. It would also get back 1,003,597 of its shares for cancellation, and senior secured notes would fall from $16 million to $6 million. Closing was expected around July 31, 2015, subject to conditions including the buyer's board approval and financing.