Item 8.01. Other Events.
As previously disclosed, on
In connection with the Chapter 11 Cases, on
On
The Amended Plan amends the initial Chapter 11 plan of reorganization filed with
the Court on
The Amended Disclosure Statement amended the Disclosure Statement for the
Debtors' Chapter 11 Plan of Reorganization to, among other things, include
additional disclosures with respect to the Debtors' tax credits receivable
related to the tax credits earned by
As further described in the Amended Disclosure Statement, falling oil prices
have substantially reduced Alaska's revenue from production taxes and other
petroleum sources, resulting in appropriations to the oil and gas tax credit
fund for purchase of tax credit certificates in the last several fiscal years at
or below the amounts indicated by a statutory formula rather than amounts needed
to pay for all the tax credit certificates in the queue for purchase. The
While the Debtors have continued to pursue other options to monetize the tax
credit certificates, at this time the Debtors believe that the most likely path
to monetize the tax credit certificates may be through appropriations to the oil
and gas tax credit fund made by the
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credit certificates submitted for purchase in later years. The result is that
approximately
In addition, the DOR is conducting an investigation with respect to the Debtors' determination that ASV is a variable interest entity and related tax credit certificates. The Debtors have been cooperating, and will continue to cooperate, with the DOR. The DOR investigation is continuing, and the Debtors are currently unable to predict the eventual scope, duration or outcome of any potential DOR legal action.
As a result of the above, the Debtors face several risks regarding the
monetization of the tax credits, including uncertainty related to the DOR
investigation, the appropriations to the oil and gas tax credit fund made by the
The Amended Disclosure Statement, as well as other Court filings and additional
information related to the Chapter 11 Cases, is available on a website
administered by the Company's claims agent,
This Current Report on Form 8-K is not intended to be, nor should it be construed as, a solicitation for a vote on the Amended Plan.
The foregoing descriptions of the Amended Plan and the Amended Disclosure Statement do not purport to be complete and are qualified in their entirety by reference to the full text of the Amended Plan and the Amended Disclosure Statement, which are filed as Exhibit 99.1 and Exhibit 99.2 hereto, respectively, and are incorporated by reference herein.
The Company cautions that trading in the Company's securities during the pendency of the anticipated Chapter 11 Cases is highly speculative and poses substantial risks. Trading prices for the Company's securities may bear little or no relationship to the actual recovery, if any, by holders of the Company's securities in the anticipated Chapter 11 Cases. The Amended Plan contemplates that holders of equity securities of the Company will not receive any recovery on account of such securities and such securities will be cancelled.
Forward-Looking Statements
This Current Report on Form 8-K contains "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements other than statements of historical facts included in this Current Report on Form 8-K are forward looking statements. These forward-looking statements are subject to certain risks, trends and uncertainties that could cause actual results to differ materially from those projected.
Among those risks, trends and uncertainties are: (i) the Company's ability to obtain Court approval with respect to motions or other requests made to the Court in the Chapter 11 Cases, including maintaining strategic control as debtor-in-possession; (ii) the ability of the Company and its subsidiaries to negotiate, develop, confirm and consummate a plan of reorganization; (iii) the ability of the Company to comply with the terms of its restructuring support agreement, including the milestones therein; (iv) the effects of the Company's
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bankruptcy filing on the Company and on the interests of various constituents;
(v) Court rulings in the Chapter 11 Cases in general; (vi) the length of time
that the Company will operate under Chapter 11 protection and the continued
availability of operating capital during the pendency of the proceedings;
(vii) risks associated with third party motions in the Chapter 11 Cases, which
may interfere with the Company's ability to confirm and consummate a plan of
reorganization; (viii) the potential adverse effects of the Chapter 11
proceedings on the Company's liquidity or results of operations; (ix) the high
costs of bankruptcy proceedings, including increased advisory costs to execute
the Company's reorganization; (x) the impact on the Company's ability to access
the public capital markets; (xi) the effects of the Company's bankruptcy filing
on the Company's ability to attract, motivate and retain key employees; and
(xii) other factors disclosed by the Company from time to time in its filings
with the
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Item 9.01 Financial Statements and Exhibits.
(d) Exhibits Exhibit Number Description 99.1 First Amended Chapter 11 Plan of Reorganization, dated as ofSeptember 15, 2020 . 99.2 Second Amended Disclosure Statement for the Debtors' First Amended Chapter 11 Plan of Reorganization, dated as ofSeptember 15, 2020 . 4
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