NEW YORK--(BUSINESS WIRE)--
Court Approves Final Debtor-in-Possession Motion, Restructuring Support Agreement with Mercuria and Unsecured Creditors
Company Files Plan of Reorganization and Disclosure Statement
Aegean Marine Petroleum Network Inc. (ANW) (“Aegean” or the “Company”) announced that the U.S. Bankruptcy Court for the Southern District of New York (the “Court”) has approved its revised final motion related to $535 million in aggregate Debtor-in-Possession financing (the “DIP Facility”) from Mercuria Energy Group Limited (“Mercuria”), one of the world’s largest independent energy and commodity companies. The Court also approved the Company’s Restructuring Support Agreement (the “RSA”) with Mercuria, the Official Committee of Unsecured Creditors of Aegean, American Express Travel Related Services Company, Inc., and certain holders of the Company’s unsecured convertible notes. In addition, the Company filed its plan of reorganization and disclosure statement, critical steps toward exiting bankruptcy.
“The Court’s actions represent key milestones in Aegean’s restructuring process and position the Company to quickly emerge from Chapter 11 much stronger than before. Both the DIP and the RSA result from a deliberate, arm’s-length process involving world-class institutions, undertaken to ensure continued high-quality service across our global network, maximize creditor recoveries and avoid months of contentious, value-destroying litigation,” said Tyler Baron, Aegean Board Director. “Upon completion of this process, currently anticipated around the end of the first quarter, the new company – with ample access to liquidity, streamlined operations, a refreshed management team, and the ability to leverage Mercuria’s core competencies – will be better positioned for long-term growth than ever.”
Under the terms of the Court-approved RSA, Mercuria will receive 100% of the common equity of the reorganized Company. Mercuria will also fund $40 million in cash on account of general unsecured creditor recoveries at the Company and backstop a $15 million loan to a trust to fund litigation (the “Litigation Loan Trust”).
General unsecured creditors at the parent will receive 100% of the initial proceeds from litigation claims (after repayment of the Litigation Trust Loan plus $3 million), until they receive payment in full on account of their allowed claims. General unsecured creditors at the subsidiaries will receive full recoveries in the normal course, under the agreement. Holders of the Company’s pre-prepetition common equity will receive 100% of the residual interests in the litigation claims once general unsecured creditors at the parent have received payment in full. Pursuant to reasonable and achievable milestones, the Company will implement its restructuring plan, and expects to emerge from Chapter 11 around the end of the first quarter of 2019.
In connection with the Company’s restructuring efforts, Kirkland & Ellis LLP is acting as legal counsel to Aegean, Moelis & Company LLC is acting as investment banker to Aegean, and EY Turnaround Management Services LLC is acting as restructuring advisor to Aegean.
Additional information about the Chapter 11 cases, court filings and other documents related to the Chapter 11 cases are available on a website administered by the debtors’ claims and noticing agent, Epiq Corporate Restructuring, LLC, at http://dm.epiq11.com/aegean.
About Aegean Marine Petroleum Network Inc.
Aegean Marine Petroleum Network Inc. is an international marine fuel logistics company that markets and physically supplies refined marine fuel and lubricants to ships in port and at sea. The Company procures product from various sources (such as refineries, oil producers, and traders) and resells it to a diverse group of customers across all major commercial shipping sectors and leading cruise lines. Currently, Aegean has a global presence in more than 30 markets and a team of professionals ready to serve its customers wherever they are around the globe. For additional information please visit: www.ampni.com.
Cautionary Statement Regarding Forward-Looking Statements
This release contains “forward-looking” statements that are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Statements that are predictive in nature, that depend upon or refer to future events or conditions, or that include words such as “expects,” “anticipates,” “intends,” “plans,” “believes,” “estimates,” “will,” and similar expressions are forward-looking statements. These forward-looking statements relate, in part, to the risks and uncertainties relating to the ability of the Company to continue as a going concern; the debtors’ ability to obtain approval by the bankruptcy court of the relief requested in the first day motions, for DIP financing, any sale, and any plan of reorganization of the Company, among other things; the ability of the debtors to develop and consummate one or more plans of reorganization with respect to the Chapter 11 cases; the bankruptcy court’s rulings in the Chapter 11 cases and the outcome of the Chapter 11 cases in general; the length of time the debtors will operate under the Chapter 11 cases; risks associated with third-party motions in the Chapter 11 cases; the potential adverse effects of the Chapter 11 cases on the debtors’ liquidity, results of operations or business prospects; the ability to execute the Company’s business and restructuring plan; increased legal costs related to the Chapter 11 cases and other litigation; the inherent risks involved in a bankruptcy process; and the other risks and uncertainties disclosed in the Company’s filings with the SEC. Given the risks and uncertainties inherent in forward-looking statements, you are cautioned not to place undue reliance on such forward-looking statements. Forward-looking statements speak only as of the date on which the statements are made. Aegean undertakes no duty, and expressly disclaims any obligation, to update these forward-looking statements to reflect any future events, developments or otherwise.