Foresight Energy LP

1 July 2020listing compliance notice▼ BadMajor

Foresight Energy LP terminated the registration of a class of securities, ending its reporting obligation for them.

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1 July 2020bankruptcy or receivership▼ BadMajor

The plan took effect on June 30, 2020. All existing common and subordinated units were extinguished without consideration, and Foresight Energy LP, its general partner and Foresight Energy LLC are to be dissolved. Their assets were transferred to a new subsidiary of Foresight Energy Resources LLC, whose equity is the new common equity issued under the plan. The company says it will file a Form 15 soon, which suspends its SEC reporting, so this is expected to be the last substantive filing. This completes the restructuring that began with the March 10 filing.

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25 June 2020bankruptcy or receivership▼ BadMajor

On June 24, 2020, the bankruptcy court confirmed Foresight's Chapter 11 plan, which cuts over $1 billion of debt and about $94 million of expected annual cash interest. Common and subordinated unit holders get no recovery (80,996,773 common and 64,954,691 subordinated units outstanding as of May 1, 2020). The company will emerge with a $225 million exit facility, $75 million of which converts to equity 60 days after closing, and about $60 million of cash liquidity. The plan is not yet effective, and the company says it cannot assure when or if it will be.

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13 Mar 2020debt financing● NeutralMajor

On March 11, 2020, Foresight and its affiliates signed the $175 million debtor-in-possession loan that funds the Chapter 11 case, with Cortland Capital Market Services LLC as agent. $55 million of the $100 million new-money portion was funded at closing, $45 million is available after a final court order, and a $75 million roll-up of first-lien claims also needs that order. It runs 180 days unless a plan takes effect sooner, charges interest at LIBOR plus 11.00% (1.00% floor) or a base rate plus 10.00% (2.00% floor), and requires minimum liquidity of $20 million (rising to $40 million once the delayed draw is funded). This puts in place the DIP financing proposed in the restructuring agreement.

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10 Mar 2020bankruptcy or receivership▼ BadMajor

This amendment replaces and supersedes the original March 10, 2020 8-K about the Chapter 11 filing and restructuring support agreement, including its exhibits. It restates the same terms: about $1.1 billion of debt cut, first-lien lenders get 92.75% and second-lien noteholders 7.25% of new equity (both subject to dilution), and existing common units, subordinated units, GP interests, warrants, options and incentive distribution rights are cancelled with no recovery. The filing says the DIP facility is $175M, the exit facility $225M, and that the RSA can be terminated, so completion is not assured. The text provided does not explain what changed from the original.

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10 Mar 2020bankruptcy or receivership▼ BadMajor

On March 10, 2020, Foresight and its affiliates filed Chapter 11 in the Eastern District of Missouri with a restructuring support agreement backed by over 69% of first-lien lenders and over 82% of second-lien noteholders. It would cut about $1.1 billion of debt: first-lien lenders get 92.75% of the new equity and noteholders 7.25% (both subject to dilution), while all existing common units, subordinated units, general partner interests, warrants, options and incentive distribution rights are cancelled with no recovery. The bankruptcy filing accelerated the first-lien credit agreement and second-lien notes, and a $175M DIP loan and $225M exit loan are planned. This resolves the creditor negotiations and restructuring talks of the prior months. The plan can still be terminated, so it is not final.

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27 Feb 2020security holder rights change▼ BadMajor

On Feb 26, 2020, holders of a majority of the second-lien notes agreed to extend the interest payment grace period again, from 150 to 180 days. Foresight says it continues to discuss restructuring alternatives with creditors. This is the third such extension since October 2019.

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20 Dec 2019security holder rights change▼ BadMajor

On Dec 19, 2019, holders of a majority of the 11.50% second-lien notes agreed to extend the interest grace period from 90 to 150 days and to drop the requirement for periodic public conference calls. Foresight says it is still talking to creditors about restructuring. The header notes the NYSE filed Form 25 on Nov 25, 2019 and that the units now trade on the OTCQX under 'FELPU'. This continues the earlier October amendments.

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25 Nov 2019listing compliance notice● NeutralMajor

Foresight Energy LP's exchange filed to remove a class of its securities from listing.

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8 Nov 2019listing compliance notice▼ BadMajor

On Nov 8, 2019, the NYSE suspended trading in Foresight's common units and began delisting proceedings because of 'abnormally low' trading prices. This ends the six-month cure period from the June 2019 notice. Foresight will not appeal and has applied to trade on the OTCQX, but there is no assurance it will be accepted. Foresight says it stays subject to SEC reporting.

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4 Nov 2019bankruptcy or receivership▼ BadMajor

On Oct 29, 2019, Murray Energy Holdings, which controls Foresight's general partner, and some of its subsidiaries (not Foresight itself) filed for Chapter 11 in Ohio. Foresight has a management services agreement, a lease, an overriding royalty agreement and coal-sale arrangements with Murray. The Bankruptcy Court on Oct 31 let Murray keep performing its dealings with Foresight, but the filing says these contracts could still be rejected or renegotiated, and the GP board has set up an independent conflicts committee.

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31 Oct 2019security holder rights change▼ BadMajor

On Oct 30, 2019, holders of a majority of the 11.50% second-lien notes due 2023 agreed to extend the grace period for missing an interest payment from 30 to 90 days, and waived any default from the interest payment missed on Oct 1, 2019. The filing says the company is still talking with creditors about possible restructuring and warns of risks to its ability to continue as a going concern. This continues the debt strain visible in the earlier delisting-risk notice.

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