Vanguard Natural Resources Inc. (fka VNRRQ)

[56Chevy]

Of course you are entitled to your opinion. I respect your thoughts. It's prudent to have post mortem discussions especially when it involves a bankruptcy. You don't want to step on this rake again if you can help it! This is the time to let go of some idealistic thoughts, myths and hype and replace it with a little more reality.

In an ideal perfect world you are correct managemnent has fiduciary responsibity to do all that they can to preserve and even enhance shareholder value but we don't live in an ideal world. As they say sh*t happens. Only God himself could make the kinds of guarantees your asking for. If a company like VNR could guarantee positive returns, or at minimum maintain value, we couldnt afford to buy it..shares would cost in the tens of thousands each.

World geopolitical events alter the price of energy and things can go south in a heartbeat. The smartest minds in the business get caught with their pants down all the time. Nobody can predict where the price of energy in all its' forms will go with any high degree of accuracy.

Its risk vs reward every time you get out of bed...and on Wall St that goes double.

[N.A.T.]

Perfect sense! That is why I phrased my statement about the selling into the market by the company to raise funds for their needs. I realize our shares are shares being traded between holders. That still doesn't change the fact that the company sold the shares originally following the first bankruptcy to obtain funds needed. They have a responsibility to maintain the value of those shares, over time, regardless of who eventually buys them. I just have objection to a "third bite at the apple", so to speak. I know we disagree, and I have no leg to stand on here, but I am entitled to express my opinion. I hope SEC looks into these practices. They can fold up shop and go away if they can't succeed without screwing their investors. JMO

[56Chevy]

Unless you purchased your shares in the orginal IPO or some secondary offering, which is highly highly unlikely, the company in whom you are investing in never sees one red cent of your investment.

When you (and others here) purchased your shares you bought them on the "open market" from Joe Blow. That transaction was in no way related to or involving Vanguard Natural Resources. Joe Blow got your money. And if you were to sell your shares right now it will be some other Joe Blow doing the buying. Your broker is simply the "match-maker" if you will.

Its a widely held fallacy on ihub that when you buy shares you are buying them from the company itself.

Make sense?

[N.A.T.]

I do understand every word in your post, and the valid points contained therein. However, the management sold shares to small investors, at what they (management) deemed the appropriate price to allow the shares to enter the market. They raised funds off of our backs. They received wages and bonuses for their efforts.

I expect we will have our shares cancelled, and get nothing for our investments. I do not have to agree that that action is in any way either just, or fair. Following said cancellation of shares, management (maybe new management) will be free to do it again, to a new set of innocent investors. That, is the FACT that I find objectionable. This company has already done it before, and should not be allowed to do it again. Enough said. I just needed to vent again. Maybe we won't lose ur shares this time. I am waiting to see.

[56Chevy]

I understand the frustration when facing certain loss in a bankruptcy. I get it but think about what you're saying here. By the time a company like VNR reaches the point they must file bankruptcy be assured they have completely exhausted every possible source of funding to get them through hard times. They have worn out their welcome with every option.

Even if they sold shares in some kind of secondary offering who would buy them? Large investors won't buy a stock for $5 they could buy for less than two cents on Wall St.

VNR's debt load needed $80 oil to service the debt. The only option left was bankruptcy.

[Weagle2001]

Monthly filing yesterday had decent numbers.. damn shame we wont keep our shares. I thought I read where they can offer up to 50 million shares. Why dont they simply sell more shares? I know it will dilute the price some, but...

[56Chevy]

Should this POR be confirmed, as is most likely to happen, equity interests are to be cancelled. However, this does not mean I'm telling anyone to buy, sell or hold.

[RiskyBiskits10]

So what does this mean for us shareholder's ? I'm assuming we're just out the money we've invested if they take it down, right?

[56Chevy]

Not that I can see. They adjourned the hearing on the Disclosure Statement until June 5, 2019, at 1:45 p.m.

Stocks involved in a bankruptcy like this wherein the POR calls for cancellation will trade until the stock is deregistered and removed by the SEC and that won't happen until the POR gets voted on and confirmed.

Some traders call stocks that fall into this catagory as "zombie" stocks..or the walking dead. It's crazy but I've seen a few zombie stocks trade for months, or even years, after the case closed. And they will until the SEC physically removes the ticker. In recent years the SEC has been quicker to remove tickers once confirmation happens.

[Weagle2001]

Anything new with these guys? Figured the stock would be 0 by now...

[Cryptocol]

Bankruptcy 2.0

[Chaka]

WOW.
What happen here?
This stock was near .40 pps couple weeks ago...
I MAY JUMP IN POSSIBLY..??
gltya.

[56Chevy]

do you think that the court can deny them the ability to cancel class 9 common equities do to the fact that they just went through chapter 11 in 2017

The question should be - will the court deny them the ability to cancel class 9 equities? No. There is no case to be made for equity and no outside pressure to include equity in the plan.

Think of the judge as a "referee". His or her main mission is to officiate what happens between the debtor and the treatment of its' creditors. Period! Equity holders do have "rights" but rarely ever come into play in a bankruptcy. They are on the bottom of the list and in no way equate with creditors.

As a shareholder its important to remember you are an owner in the insolvent business which means you are the guy that OWES somebody money. You are not the guy who is OWED money. You are "the company".

Re: bonuses. It is very common to see "incentives" paid to critical members of the mangement team while in a bankruptcy. Keep in mind these same members just lost their entire equity stake, some were sizeable, as well and they ain't happy! But in order to keep the machine running while going through the restructuring the company needs to keep critical people in place. Its not uncommon for key people to leave once a company files. When a company files bankruptcy the day to day operation has to keep churning. Oil & gas has to be pumped, shipped and sold and keeping critical members in place is crucial or the business simply grinds to a complete halt. Tens of thousands of average joes out in the oil patch would lose their jobs if that were to happen. The word 'bonus' conjures up something altogether different than what is actually happening. VNR is a rare exception but most bankruptcy's take years to get through.

Re: another filing for bankruptcy just 2 years after their last filing is not all that rare. Beginning in 2015 thru until now approx 167 oil & gas companies have had to file bankruptcy. Many were liquidated. Out of that 167 a whopping 15% of those filed again ( aka a ch. 22) not long after their first filing. VNR is one of those companies. It happens. My guess is in 2017 they were banking on the price of oil & natgas going up enough to service their debt load and it didnt.

The company will have new owners which is why existing equity has to be eliminated.

[Weagle2001]

Well, the hearing scheduled for this afternoon has been cancelled.

[$$ITS ONLY MONEY$$]

In your opinion, do you think that the court can deny them the ability to cancel class 9 common equities do to the fact that they just went through chapter 11 in 2017, or the fact that they (if I have this right) was approved to distribute big bonuses to top management just before filing for this Bk. Common sense tells you that they shouldn’t be allowed to pull big bonuses just before crying poor to cancel shareholders shares.

[56Chevy]

I apprciate the encouragement $$ITS ONLY MONEY$$.

Rule #1) Corporate bankruptcy is all about the creditors and their legal rights.

Rule #2) See rule #1.

"...it is my take at the moment that we are still at a 50/50 on wether the commons will survive or not. What’s your opinion? Haven’t seen anything to suggest they are being canceled and haven’t seen anything insinuating they will be preserved".

On April 30, 2019, the Debtors filed their Plan of Reorganization (POR) and the Disclosure Statement (DS) related thereto. The Bankruptcy Court will hold a hearing to consider approval of the DS on May 28, 2019 at 2:30 p.m. (CT).

Let's get a quick word in about what a DS is and why it is required first before talking about what the POR calls for regarding common equity. When a company files for Chapter 11 bankruptcy, they must file a DS with the court. The DS must provide adequate and FULL disclosure about the debtors financial affairs to allow their creditors to make an informed decision about whether to accept or reject the debtors POR. Everything about who the debtor owes, how much, when, where and why is in that DS. The statement lists the biggest secured creditors down to the smallest unsecured creditors and or vendors. There are no secrets in the DS...think of it like a financial prostrate exam.

Ok..on to what the POR calls for regarding what will happen to the existing common equity shares if and when this POR is approved and confirmed. The legal term used for this action is called "treatment".

If you look at court document #230 and go to page 20 of 53 you will see;

ARTICLE III. CLASSIFICATION AND TREATMENT OF CLAIMS AND INTERESTS

Every security a debtor has is given a "classification". In this VNR case common equity interests are given the classification 9.

Next scroll down to page 24 of 53 and on the top of that page you will see the proposed treatment for class 9. It says as follows;

Class 9 – Existing Equity Interests

(a) Classification: Class 9 consists of all Existing Equity Interests.

(b) Treatment: Each Class 9 Interest will be canceled, released, and extinguished, and will be of no further force or effect. Each holder of an Interest will not receive any distribution on account of such Interest.

(c) Voting: Class 9 is Impaired. Holders of Class 9 Interests are conclusively deemed to have rejected the Plan under section 1126(g) of the Bankruptcy Code. Holders Class 9 Claims are not entitled to vote to accept or reject the Plan.

Source:
https://cases.primeclerk.com/vnr/Home-DocketInfo?DocAttribute=4216&DocAttrName=PlanDisclosureStatement
.........

*This POR has not been confirmed yet. There may be "amendments" to the POR however it extremely unlikely any amendment(s) will change or alter the treatment spelled out for holders of class 9.

I wish I had better news for you but this is as close to written in stone as you can get. The SEC nor the court drafts the POR.
They are there to make certain the legalities are carried out and administered.

[RyGuy]

It was institutional ownership that sold to boot, and did not file the requisite forms to disclose.

[Weagle2001]

I'm sure the SEC is very aware of what has been going on. The stock price was driven up, people sold out, and then bankruptcy was declared. This had to be an inside job for some.

[carbonfiltered]

-I AM NOT SURE ABOUT IT ENTIRELY- but commons are classified as unsecured.... someone with better knowledge please chime in

[carbonfiltered]

Looks like commons may get bought out per 8K- I’ll have to look deeper later

holders of Allowed General Unsecured Claims (as defined in the Plan Support Agreement) shall receive (to the extent such General Unsecured Claims have not already been paid in full during the 2019 Chapter 11 Cases), in full and final satisfaction, settlement, release, and discharge of, and in exchange for each Allowed General Unsecured Claim, on the Effective Date such treatment as is acceptable to the 2019 Debtors, the Required Consenting Revolver Lenders (as defined in the 2019 Plan), and the DIP Agent (as defined in the 2019 Plan) and in accordance with the Bankruptcy Code, to be determined prior to the hearing to consider approval of the Disclosure Statement; and

[$$ITS ONLY MONEY$$]

You seem fairly knowledgeable in BK plays, it is my take at the moment that we are still at a 50/50 on wether the commons will survive or not. What’s your opinion? Haven’t seen anything to suggest they are being canceled and haven’t seen anything insinuating they will be preserved.

[56Chevy]

Ok..for those who remain confused.

Re: NOTICE OF DEADLINES FOR THE FILING OF PROOFS OF CLAIMS, INCLUDING REQUESTS FOR PAYMENT

· Beginning on Page 4 of that document you will find Section III - PARTIES WHO DO NOT NEED TO FILE PROOFS OF CLAIM

· Next go to page 5, and under line item 'K' they spell out very clearly who does NOT need to file a claim - any entity holding an equity interest in any Debtor.

Source:
https://reorgdocumentlibrary.broadridge.com/Client/Client?data=0519/N33443/91828V/c

*equity claims come into play if and when the company is being liquidated, which at this point is not happening in this VNR case.

Marker:
Vanguard Natural Res (VNRRQ)
0.017 up 0.000475 (2.87%)
Volume: 189,975

[N.A.T.]

I received the same notice from Schwab. I thought it was as clear as mud. IE: I don't understand what it means to us share holders, either.

[56Chevy]

Unless you hold debt against the company..the answer is no.

Claims are for creditors and vendors.

[SteedTrader]

I received this from TDAm today regarding VNRRQ.... concerning the deadline for filing proofs of claim... does this deadline concern us as shareholders? Thank you.

https://reorgdocumentlibrary.broadridge.com/Client/Client?data=0519/N33443/91828V/c

[Weagle2001]

What's interesting is that people continue to buy and the Plan of Reorganization clearly states that Class 9s will be canceled, released, and extinguished. Very confusing...

[Common_centz]

Not sure but I would guess it would be back to the post it was before it collapsed which was around .60

[rossville7]

If that's the case does anyone have an guesstimate of a PPS?

[Common_centz]

That’s what I’m thinking

[Weagle2001]

Maybe the SEC or judge told them NO on canceling commons and it hasn't come out yet...

[Common_centz]

I would say they probably know something there may be a silver lining here

[56Chevy]

It's long overdue for one of our awol mods to take down those meaningless sticky notes...and replace it with a link to the court docs...then resign the mod position.

[Psychodman]

Someone is buying up these shares! Looking over the last few weeks 50k-200k lots are being bought up. Doesn’t take long at this rate with as few available shares on the market to have a very sizable lot of shares

[teampenny]

New 8-K out

https://www.vnrenergy.com/wp-content/uploads/2019/05/Form-8-K-1st-Amend-to-DIP-Agreement.pdf

[N.A.T.]

Hopefully last post on this subject. I do appreciate your added information, and your time in the explanation. Chapter 22 may well be the outcome here. So be it. Time will tell. Good luck, thank you.

[56Chevy]

A better understanding of what's been happening with the Oil & Gas industry should be noted here.

· A whopping 167 oil & gas companies have filed bankruptcy in just the last 3 years.

· Of those 167 15% of them had to file again (unofficially known as a "chapter 22" bankruptcy).

There will be more ch 22's especially among company's that have a large percentage of their properties in NatGas.

VNR's "ch 22" filing has been a near certainty ever since they emerged from bk in 2017. A 2 year glance at the daily pps alone should have told anyone wanting to get in this the restructuring in 2017 was woefully inadequate. VNR fell from over $20 @ share to .20 cents in under 2 years....a rock doesn't fall out of the sky that fast!

Marker:
Vanguard Natural Res (VNRRQ)
0.017 down -0.00. (-5.56%)
Volume: 101,012

[rossville7]

Because it's absolutely pure fraud.. that they would be able to cancel shares twice in a two-year period. To screw shareholders . While simultaneously receiving ridiculous salaries and bonuses to run this company in the ground.. pure ineptness on their part. . Hoping the judge does not take part in that action.. and I'm sure the judge has enough sense to realize if they can't fix it twice. they're not going to do it a third time.. put a monitor in charge of the company. sell off all the assets pay the debtors and the remainder needs to be split up among the shareholders. And the SEC is aware of it

[Weagle2001]

Why would people continue to trade this if the POR says they are going to cancel stock?

[N.A.T.]

Certainly I know that. However, the Company issued new shares after their last bankruptcy (unless I was misinformed) and they are the ones who want to cancel those shares to get another bite at the apple. JMO

[56Chevy]

You do realise when you buy shares in any company on the secondary market who sold them to you and who got your money.. correct?

Hint - it's not the company.

[N.A.T.]

They should. They were selling shares at $.50+ and a week later they are worth $.025 (or less) Let's see. If someone bought $1000. worth of shares at $0.50 they bought 2000 shares. A week later they are now worth $0.025 x 2000 = $50. Add to that they propose to cancel the shares entirely. If it isn't fraud, I don't know what it is. But, they made their big money and aren't giving that back. Maybe the charge should be theft, or Grand Theft.

[rossville7]

The clowns running this company need to be replaced with a monitor.. by the court.. the assets should be sold off.. the lien holders and shareholders should be the beneficiaries of whatever's leftover. this is nothing but fraud or total irresponsibility of the so-called officers of this company.. bankruptcy twice the nerve to try to cancel the shares again. Rumor has it a couple of shareholders have retained an attorney

[Psychodman]

Market cap $322k today.
So how much were bonuses that were approved and handed out?

Hmmm just doesn’t make sense unless they are gaming the courts and shareholders

[Psychodman]

I am going through Vanguards history and laying out a timeline. What they are doing is a breech of their fiduciary duties and it also appears to be bordering on fraud towards investors. Interested in seeing if the court buys the BOD’s story especially after the bonuses just approved by the court are worth far more than shares we own at the current price. Sounds like bonuses were not a good idea. I’m sure the court had no idea what the BOD was intending.

[Psychodman]

Vnrrq- BOD. So how many more assets does the company have now compared to your newest bankruptcy filing.
Is the BOD gaining assets then dumping investors. I say we all get together with creditors, get them their due money and then sell all of the remaining assets and everyone takes the percentage from those assets turned to cash according to share ownership. This BOD has thwarted any public trust or any future investors trust. This is their new way of making money on our backs.

Sell it all and let’s boot the BOD

[Weagle2001]

I will be filing a complaint as well.

[N.A.T.]

Best post on this board since they filed for protection (this time).

[rossville7]

Repeating the same thing within two-years. Is problematic. TIME FOR HENRY?

[56Chevy]

You can do that but the SEC tells all investors point blank that investing in bankrupt companies takes on extreme risk and is highly discouraged.

Here is their official statement;

Note: Investors should be cautious when buying common stock of companies in Chapter 11 bankruptcy. It is extremely risky and is likely to lead to financial loss. Although a company may emerge from bankruptcy as a viable entity, generally, the creditors and the bondholders become the new owners of the shares. In most instances, the company's plan of reorganization will cancel the existing equity shares. This happens in bankruptcy cases because secured and unsecured creditors are paid from the company's assets before common stockholders. And in situations where shareholders do participate in the plan, their shares are usually subject to substantial dilution.

Source:
https://www.sec.gov/reportspubs/investor-publications/investorpubsbankrupthtm.html

[Psychodman]

Vanguard thinks taking our money, our value of vanguard assets is like a walk in the park. I say if they are planning on cancelling shares that the courts step in and force sale of all assets for the shareholders and creditors benefits to where real sale prices will be realized and Canguard BOD will be out of business. We all could use 1.85+ Billion of real estate value minus debts in the multi-hundreds of millions of dollars leaving shareholders a cool billion to split.

This BOD has proven they can’t manage anything let alone money, especially other people’s money. They do not value it because it costs them nothing and cost us as shareholders everything invested.
This BOD has a track record that should be branded on each of their resume’s. This should be their albatross and we should seek all shareholders to stand up in the court for special circumstances and request the court to sell all assets and we recoup everything our company owns.