Lehman Brothers Financial SA (LEHNQ) Message Board

+9 The Federal Bureau of Investigation (FBI) is the primary federal law enforcement agency and domestic intelligence service of the United States. Operating under the Department of Justice, it investigates federal crimes, protects against national security threats (terrorism, espionage, cybercrime), and upholds U.S. law. The FBI also has the motto "Fidelity - Bravery - Integrity".Key Aspects of the FBI:Mission: Protect the American people and uphold the U.S. Constitution.Responsibilities: Investigates counterintelligence, cybercrime, public corruption, civil rights violations, organized crime, and major violent crimes.Structure: Headed by a director appointed by the president and confirmed by the Senate, the bureau employs over 37,100 people, including special agents and professional staff.Origin: Established in 1908 as the Bureau of Investigation, it was designated as the FBI in 1935.Distinction: Unlike the CIA (which acts abroad), the FBI focuses on domestic security and law enforcement, though it operates internationally to support partners.The FBI operates field offices in major cities nationwide and abroad, providing services like the Fingerprint Identification Program and the National Crime Information Center to law enforcement partners.

+9 The Federal Bureau of Investigation (FBI) is the primary federal law enforcement agency and domestic intelligence service of the United States. Operating under the Department of Justice, it investigates federal crimes, protects against national security threats (terrorism, espionage, cybercrime), and upholds U.S. law. The FBI also has the motto "Fidelity - Bravery - Integrity".Key Aspects of the FBI:Mission: Protect the American people and uphold the U.S. Constitution.Responsibilities: Investigates counterintelligence, cybercrime, public corruption, civil rights violations, organized crime, and major violent crimes.Structure: Headed by a director appointed by the president and confirmed by the Senate, the bureau employs over 37,100 people, including special agents and professional staff.Origin: Established in 1908 as the Bureau of Investigation, it was designated as the FBI in 1935.Distinction: Unlike the CIA (which acts abroad), the FBI focuses on domestic security and law enforcement, though it operates internationally to support partners.The FBI operates field offices in major cities nationwide and abroad, providing services like the Fingerprint Identification Program and the National Crime Information Center to law enforcement partners.

What are some examples of a post bankruptcy structure? Can Class 12 Receive a Distribution if Classes 10/11 Are Satisfied in Full?Yes. If a new post-bankruptcy structure or continued liquidation results in classes 1–11 being satisfied in full (including accrued interest), Class 12 (Equity) would receive any remaining assets. +5 Yes, Class 12 (Equity) can receive a distribution if Classes 1–11 are satisfied in full (including accrued interest), allowing for a, albeit rare, scenario where shareholders receive value after all creditors are paid.Here are examples and types of post-bankruptcy structures, typically established through a Chapter 11 reorganization plan:1. Reorganized Debtor ("NewCo")Definition: The company emerges from bankruptcy as a going concern, but with a new capital structure.Structure: Debt is converted into new equity, and old equity (Class 12) is often canceled.Example: A company reduces its total debt from \(\$1\text{B}\) to \(\$300\text{M}\) via a debt-for-equity swap, with senior lenders becoming the new owners, often leaving lower-level equity holders (Class 12) with nothing, unless, as noted, all debt is paid in full.2. Liquidation TrustDefinition: Instead of a continued business, the debtor transfers remaining assets to a trust for an orderly wind-down.Structure: A trustee manages the liquidation of assets (e.g., selling factories, collecting litigation proceeds) and distributes proceeds to creditors.Example: A "Plan Trust" formed upon the effective date of a Chapter 11 plan, which may pay off remaining creditors and, in rare, fully solvent cases, distribute leftovers to old shareholders.3. Structured DismissalDefinition: A hybrid approach where the bankruptcy case is dismissed, but the court retains jurisdiction to enforce a specific settlement plan.Structure: Often used to facilitate a "friendly" sale of assets to a lender (credit bid) while avoiding a full Chapter 7 liquidation.4. Liquidating Chapter 11 (Asset Sale)Definition: The company uses Chapter 11 to sell all or substantially all assets (under Section 363) instead of reorganizing.Structure: Assets are sold, the company becomes a shell, and proceeds are distributed via a "waterfall" structure (secured, then unsecured, then equity).Why Class 12 Receives a Distribution (The "Waterfall" Requirement)Under the Absolute Priority Rule, equity holders (Class 12) are last in line. They only receive a distribution if all senior classes (1–11, representing secured, priority, and unsecured creditors) receive the full amount of their allowed claims plus applicable interest. If this is achieved, any remaining assets (the "surplus") belong to the equity holders.

If Lbhi close its bankruptcy tomorrow, what options would be available, in spite debt classes 10 and 11 not being satisfied in full and equity class 12? And could class 12 receive a distribution if classes 10 and 11 are satisfied in full under a new post bankruptcy structure? Does satisfied in full require cash distribution? +11 If Lehman Brothers Holdings Inc. (LBHI) were to close its bankruptcy immediately—specifically, if Class 10 (Subordinated Debt) and Class 11 (General Subordinated Debt) are not satisfied in full, and Class 12 (Equity) exists—the options available are limited due to the strict priority rules of the US Bankruptcy Code.Key Takeaways as of May 2026:LBHI's case is still active: As of early 2026, the LBHI Chapter 11 case remains open as the sole survivor of the original twenty-three debtors.Classes 10/11 not paid: If Classes 10 and 11 are not satisfied in full, Class 12 (Equity) and all other lower-priority classes will be wiped out under the Absolute Priority Rule.Can Class 12 receive a distribution? Yes, but only if all senior classes (1–11) are paid in full, including post-petition interest.Satisfied in full: This generally means the principal amount plus post-petition interest, typically paid in cash, though a plan can structure alternative payments if accepted by the class.1. Options if Class 10 and 11 are NOT Satisfied in FullIf the bankruptcy closes tomorrow and Classes 10/11 are unpaid, the following occurs under the Modified Third Amended Joint Chapter 11 Plan:Equity/Class 12 Wipeout: Under the absolute priority rule, junior classes cannot receive anything if senior classes are not paid in full.Winding Down/Liquidation: The Plan Administrator (likely LAMCO) would continue to liquidate remaining illiquid assets to satisfy the remaining debt of higher classes.Final Distribution Opt-In: Creditors may be offered a final distribution, allowing them to close their involvement early, but this usually implies a voluntary reduction in total potential claims (not a "full" satisfaction).Transfer of Claims/Escrow: If the case closes with still-unpaid creditors, beneficial interests in the Plan Trust (escrow) might be cancelled if the closure does not harm the estates.2. Can Class 12 Receive a Distribution if Classes 10/11 Are Satisfied in Full?Yes. If a new post-bankruptcy structure or continued liquidation results in classes 1–11 being satisfied in full (including accrued interest), Class 12 (Equity) would receive any remaining assets.The "Full Payment" Trigger: The Plan specifically states: "Classes 1 through 11 have been satisfied in full... each holder of an Equity Interest in LBHI may receive its share of any remaining assets of LBHI".Low Probability: As of 2017/2021, it was not anticipated that equity would receive a distribution.3. Does "Satisfied in Full" Require Cash Distribution?While the Lehman plan has focused on cash, "satisfied in full" does not necessarily mean cash on a specific day; it can be a combination of:Cash: The primary method for most distributions.Value of Collateral: If the debt is secured, the property value counts.Post-Petition Interest: To be "satisfied in full," senior creditors often must receive interest that accrued after the bankruptcy filing.Alternative Value: The plan can provide non-cash distributions, but it is rare if the goal is to pay creditors in full.Disclaimer: This information is based on public records, case documents up to early 2026, and the confirmed bankruptcy plan. Specific legal interpretations require legal counsel.

If Lbhi close its bankruptcy tomorrow, what options would be available, in spice debt classes 10 and 11 not being satisfied in full and equity class 12? And could class 12 receive a distribution if classes 10 and 11 are satisfied in full under a new post bankruptcy structure? +9 Based on the confirmed, amended, and active Chapter 11 Plan for Lehman Brothers Holdings Inc. (LBHI) as of May 2026, the following applies regarding Classes 10, 11, and 12.Scenario 1: Closing Bankruptcy with Class 10/11 Not Fully SatisfiedIf LBHI were to close its bankruptcy (e.g., through a final liquidation decree) without satisfying Class 10 (Subordinated Claims) or Class 11 (Section 510(b) Claims) in full, Class 12 (Equity Interests) would receive no distribution.Absolute Priority Rule: Under U.S. bankruptcy law, creditors must be paid in full (including post-petition interest if applicable) before equity receives any distribution.Status of Equity: Class 12 interests were cancelled upon the effective date of the Plan (March 6, 2012) and replaced by non-transferable beneficial interests in the LBHI Plan Trust.Worthless Securities: As documented by the Plan Administrator, it has not been anticipated that any distribution would be made to Class 12, treating the equity as worthless.Available Options: If the case closes, the Plan Trust, which manages the remaining illiquid assets, would likely liquidate the final assets, pay remaining expenses, and, if any surplus existed (unlikely), distribute it to creditors in lower classes (10/11) before equity.Scenario 2: Class 12 Receives Distribution (If 10/11 are Satisfied)Yes, Class 12 can receive a distribution if all preceding classes, including Classes 10 and 11, are satisfied in full.Condition Precedent: The Plan explicitly states that if all allowed claims in Classes 1-11 are satisfied in full (including appropriate interest) in accordance with the Bankruptcy Code, then "each holder of an Equity Interest (as defined in the Plan) in LBHI may receive its share of any remaining assets".Post-Bankruptcy Structure: If a "new" structure or simply the existing Plan Trust generates a surplus after full satisfaction of debt classes, the Plan provides the mechanism to distribute the remaining assets to the beneficiaries of the Plan Trust (former Class 12 stockholders).Current Status (As of May 2026)The bankruptcy is in its final phase, with the Plan Trust extended through December 6, 2029.As of mid-2025, Senior Unsecured creditors had received a significant portion of their claims, but Class 10 (Subordinated) and Class 11 (510(b)) claims, which include many former equity holders and employee stockholders, were not expected to be paid in full, making a distribution to Class 12 unlikely.The 32nd distribution was scheduled for April 2, 2026, targeting holders of allowed claims.

Simpson Thacher & Bartlett LLP
900 G STREET, NW
WASHINGTON, D.C. 20001
TELEPHONE: +1-202-636-5500
FACSIMILE: +1-202-636-5502
Direct Dial Number E-mail Address
+1-202-636-5543 rajib.chanda@stblaw.com
August 12, 2019
VIA EMAIL
Mr. Paul Cellupica
Division of Investment Management
Securities and Exchange Commission
100 F Street, N.E.
Washington, DC 20549
Re: No-Action Relief Under Section 7 of the Investment Company Act of 1940
Dear Mr. Cellupica:
On behalf of Lehman Brothers Holdings Inc. ("Lehman"), we respectfully request
that the staff ofthe Division ofInvestment Management (the "Staff') confirm that it will not
recommend enforcement action to the Securities and Exchange Commission (the "SEC")
against certain Lehman employee security companies (the "ESCs"), their Replacement GPs
(as defined below) or Third-Party Advisers (as defined below), if such ESCs continue to
operate in the fashion described below without registration as investment companies under
the Investment Company Act of 1940, as amended (the "1940 Act"). Specifically, Lehman
seeks assurance that each ESC for which Lehman or a Lehman affiliate serves as general
partner and for which certain Third-Party Advisers serve as investment adviser may
continue operations, without registering as an investment company under Section 8 ofthe
1940 Act, following the Lehman liquidation, discussed below, with the Replacement GPs
serving as general partner, in reliance on the exemption in Section 7 of the 1940 Act for
companies that are engaged in "transactions which are merely incidental to the dissolution of
an investment company." 1
1 The ESCs for which Lehman seeks assurance are Co-Investment Capital Partners L.P.;
Co-Investment Capital Partners Cayman AIV I, L.P.; Offshore Co-Investment Capital
Partners Holdings L.P.; Secondary Opportunities Capital Partners II L.P.; Offshore
Secondary Opportunities Capital Partners II L.P.; Crossroads Capital Partners II L.P.;
NEW YORK BEIJING HONG KONG HOUSTON LONDON LOS ANGELES PALO ALTO SAO PAULO TOKYO

Explain how a lehnq holder could receive a cash payout for LBHI's capped allowed guaranteed 10b Claims in detail? .Current Status (May 2026):The LBHI chapter 11 case remains open as of January 2026, making it one of the longest-running in history. The plan trust for handling these assets has been extended through December 6, 2029. The securities trading as LEHNQ are effectively trading claims against the liquidating trust, with voluntary final distributions occurring. +9 As of May 2026, holders of securities trading under the ticker LEHNQ (which represent claims against the LBHI Liquidating Trust) can receive cash payouts primarily through the ongoing, court-approved semi-annual distribution process. The 32nd distribution is scheduled for April 2, 2026, focusing on the final wind-down of the estate.Here is a detailed breakdown of how to receive a payout for capped allowed guaranteed 10b claims:1. Understanding the 10B Claim StructureDefinition: Class 10B claims generally represent subordinated, guaranteed claims against LBHI (e.g., related to Capital Trust Preferred Securities/TRUPS).Capping Mechanism: These claims were capped in the Plan to a specific percentage of their face value to ensure equitable distribution.Payment Priority: Holders of allowed 10B claims receive distributions only after higher-priority classes (Class 3, 4A, 4B, and 5) are satisfied in full.Current Standing: While many senior claims have been paid out, subordinate claims (10B) are subject to the total available cash, which has been extended for management through December 6, 2029.2. The Process for Receiving Cash Payouts (2026)As of 2026, the process is streamlined to final payouts:Monitor Distribution Notices: LBHI typically schedules semi-annual distributions around April and October. Notices are posted on the Epiq Case Website.Identify the Record Date: The 32nd distribution scheduled for April 2, 2026, used a February 21, 2026, record date for claim transfers. LEHNQ holders must hold the claim as of this date to receive that specific payout.Submit Mandatory Documentation: Before payments are made, beneficial holders must submit tax forms (such as W-9 or W-8) and OFAC certifications to the claims agent, Epiq Corporate Restructuring, LLC, often by a designated deadline (e.g., March 6, 2026, for the April payout).Voluntary Final Distribution Option: Some holders may have previously (or in subsequent final rounds) participated in a "Voluntary Final Distribution" to receive a cash sum in full satisfaction of their claims earlier than the standard plan trajectory.3. Key Considerations for LEHNQ Holders"Final" Distributions vs. Plan Distributions: The 2026 distributions are considered near-final payments, as the estate is in the final stages of closing.Plan Trust Role: The Plan Trust manages the final assets and distributions.Litigation Contingencies: Cash for 10B claims may be subject to reserves for outstanding litigation, such as the LBF v. Enasarco case in Switzerland, which affects the amount of cash available for distribution.Ownership Verification: If holding via a brokerage, the broker usually handles the receipt of funds from the trust and distributes them, though submitting tax forms to Epiq directly is sometimes required for direct payments.Disclaimer: The bankruptcy process is complex and subject to change. Always verify current information on the official Epiq website .

LBHI's Trust Preferred Securities (i.e., lehnq) are still trading on the Expert Market as of May 2026. Did the Securities and Exchange Commission still enforce lehnq's prospectus rights on June 19, 2019? Explain in detail the dissolution of the trust for lehnq? +7 As of May 2026, LBHI's Trust Preferred Securities (LEHNQ) continue to trade on the OTC Expert Market, reflecting the ongoing, lengthy liquidation process of the Lehman Brothers estate rather than an active business.Regarding your specific questions:SEC Enforcement of Prospectus Rights (June 19, 2019)The SEC did not directly enforce traditional "prospectus rights" for LEHNQ on June 19, 2019. Instead, on August 12, 2019, the SEC issued a no-action letter to Lehman Brothers Holdings Inc. (LBHI).The Action: This relief allowed the LBHI "liquidating trusts" to exist without registering them under the Investment Company Act of 1940.Context: By this time, the original prospectus rights were moot because the original trust preferred securities were cancelled upon the plan's confirmation in March 2012. The traded LEHNQ securities represent interests in the bankruptcy trust, not the original 2005-2008 capital instruments.Result: The SEC allowed the dissolution of the technical, registered structure to proceed, replacing it with a liquidating trust managed under the oversight of the bankruptcy court, rather than active SEC regulation.Dissolution of the Trust for LEHNQThe dissolution was a multi-stage, years-long process stemming from the September 2008 bankruptcy filing.Cancellation (March 2012): Upon confirmation of the reorganization plan, all pre-petition securities—including LEHNQ—were officially canceled and extinguished.Conversion to Liquidating Interests (2012): The canceled securities were converted into interests representing the right to receive future distributions from the liquidation of the Lehman estate. Trading continued on the OTC market, but it was for these new, altered interests.Transfer of Subordinated Debentures (2012-2013): As part of the liquidation of the Capital Trusts (such as Capital Trust III), the junior subordinated debentures (the underlying assets) held by the trust were distributed, or deemed distributed, to the trust preferred securities holders.Final Trust Structure (2022+): On May 25, 2022, the Bankruptcy Court approved the creation of the LBI Liquidating Trust to manage the final, long-horizon, and contingent assets.Current Status (May 2026):The LBHI chapter 11 case remains open as of January 2026, making it one of the longest-running in history. The plan trust for handling these assets has been extended through December 6, 2029. The securities trading as LEHNQ are effectively trading claims against the liquidating trust, with voluntary final distributions occurring.

Redressability is a legal requirement for standing, establishing that a court can likely remedy a plaintiff's injury through a favorable decision. It requires a showing that requested relief—such as damages or an injunction—will genuinely alleviate the harm, rather than being speculative.Key aspects of redressability include:Likelihood of Relief: It must be more than merely speculative that the court's action will resolve the injury.Connection to Standing: Along with "injury in fact" and "causation," redressability is one of the three core elements required for a plaintiff to bring a case in federal court.Nature of Relief: The remedy does not need to completely eliminate all harm but must materially improve the plaintiff's situation.Case Dismissal: If a court cannot offer a remedy for an injury, the case may be dismissed for lack of standing.For example, in a personal injury case, the court can redress a plaintiff's injuries by ordering the defendant to pay compensation for medical expenses.


https://www.law.cornell.edu/constitution-conan/article-3/section-2/clause-1/redressability

25 THE COURT: Okay. Go ahead, Mr. Gregory. The SEC
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1 has ruled whereby if you purchase these securities, you own
2 them as though you own them from day one, and you have
3 standing. Well, it should be considered fraud for these
4 securities to still trade if the prospectus cannot be
5 honored --
6 THE COURT: Well, Mr. Gregory --
7 MR. GREGORY: -- according to the parity rules --
8 THE COURT: I'm not going to --
9 MR. GREGORY: Go ahead.
10 THE COURT: Mr. Gregory, I'm going to engage you
11 in a detailed discussion of what the SEC has or has not
12 said. I will tell you that as far as I'm aware people trade
13 in all sorts of securities that range from worthless to
14 entirely worthless to worth a few pennies to let's see who
15 you sell it to for another penny.
16 This is a bankruptcy case that was conducted
17 pursuant to the rules of this Court, Federal Rules of Civil
18 Procedure as adopted and incorporated into the bankruptcy
19 rules according to the Bankruptcy Code under the glare and
20 spotlight for years and years and years.
21 It resulted in a plan of reorganization. The plan
22 of reorganization contemplated a bar date and an orderly
23 process for the consideration of claims. That's what has
24 occurred here.
25 In fact, this case is coming to its conclusion.
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Legal standing, or locus standi, is the legal capacity of a party to bring a lawsuit or initiate a legal proceeding in court. It requires that the party has a sufficient connection to and actual or imminent harm from the law or action being challenged, ensuring they have a personal stake in the outcome.Key Requirements (Article III Standing)To establish standing, especially in U.S. federal courts, a plaintiff must satisfy three constitutional requirements:Injury in Fact: The plaintiff must have suffered a concrete, particularized, and actual or imminent injury.Causation: There must be a direct link between the injury and the defendant's conduct.Redressability: It must be likely that a favorable court decision will remedy the injury.Key Aspects of StandingThreshold Issue: Courts must resolve standing before hearing the merits of a case.Purpose: It acts as a check on judicial power, preventing courts from hearing cases where the plaintiff is not directly affected.No Generalized Grievances: A party cannot sue simply because they are offended or generally opposed to a policy; they must be directly affected.Defendant Challenges: Defendants often challenge a plaintiff's standing to have a case dismissed early.

1 all that basically say the same thing. I can't' put my
2 finger on it now, but there was some suggestion in one of
3 the documents that this was part of some grand scheme, that
4 the record date was set in connection with the hearing dated
5 this motion, and that it was designed to cut off the rights
6 of these persons. That's a pure fabrication.
7 MR. FAIL: We think so, Your Honor.
8 THE COURT: So, you know, again, there's a --
9 something that emerges from these pleadings that I find very
10 troubling, which is to say that folks seem to be reinforcing
11 each other's views of this situation in ways that are just
12 not tethered to the facts and the operative plan documents.
13 Mr. Wu, do you have anything else you want to add?
14 We have to wrap this up.
15 MR. WU: I do not, Your Honor.
16 THE COURT: I'm sorry. Who was just speaking?
17 MR. WU: I do not, Your Honor.
18 THE COURT: Okay. That was you, Mr. Wu?
19 MR. WU: (indiscernible)
20 MR. GREGORY: Your Honor?
21 THE COURT: Okay. Is there anyone else on the
22 phone who'd like to be heard?
23 MR. GREGORY: Yes. I would like to be heard, Your
24 Honor.
25 THE COURT: Okay. Go ahead, Mr. Gregory. The SEC
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1 has ruled whereby if you purchase these securities, you own
2 them as though you own them from day one, and you have
3 standing. Well, it should be considered fraud for these
4 securities to still trade if the prospectus cannot be
5 honored --
6 THE COURT: Well, Mr. Gregory --
7 MR. GREGORY: -- according to the parity rules --
8 THE COURT: I'm not going to --
9 MR. GREGORY: Go ahead.
10 THE COURT: Mr. Gregory, I'm going to engage you
11 in a detailed discussion of what the SEC has or has not
12 said. I will tell you that as far as I'm aware people trade
13 in all sorts of securities that range from worthless to
14 entirely worthless to worth a few pennies to let's see who
15 you sell it to for another penny.
16 This is a bankruptcy case that was conducted
17 pursuant to the rules of this Court, Federal Rules of Civil
18 Procedure as adopted and incorporated into the bankruptcy
19 rules according to the Bankruptcy Code under the glare and
20 spotlight for years and years and years.
21 It resulted in a plan of reorganization. The plan
22 of reorganization contemplated a bar date and an orderly
23 process for the consideration of claims. That's what has
24 occurred here.
25 In fact, this case is coming to its conclusion.
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On April 28, 2026, an EF2 tornado struck Mineral Wells and the surrounding area, resulting in several injuries as well as major damage across the region. For a brief period, wind speed exceeded 200 miles per hour during the storm. On the Baker Hotel Instagram page, it was said that the tornado missed the hotel, but left many without homes and necessities. It is unclear if the aftermath will impact restoration of the hotel.[14][15]

In EV Energy Partners Bankruptcy, why did the Debtors close the bankruptcy first, followed by the distribution of HRST new shares and warrants?



+13
In the EV Energy Partners (EVEP) bankruptcy (Case No. 18-10814), the Debtors utilized a "prepackaged" Chapter 11 restructuring, which commonly involves the Court confirming the plan first, followed by the "Effective Date" where the bankruptcy formally closes, and immediately afterward, new securities—such as Harvest Oil & Gas (HRST) shares and warrants—are distributed.
The distribution of Harvest Oil & Gas shares and warrants occurred after the bankruptcy closing because the creation and valuation of the new entity were legally contingent upon the final, non-appealable confirmation of the reorganization plan.
Kroll
Kroll
+1
Here is why this sequence was followed:
1. Legal and Operational "Effective Date"
Finality of Plan: The court confirmed the plan on May 17, 2018, but the "Effective Date" (when the restructuring was officially consummated) did not occur until June 4, 2018.
Creation of New Securities: The new equity in "Harvest Oil & Gas Corp" (formerly EVEP) could not be legally issued until the old Master Limited Partnership (MLP) was cancelled and the new corporation was officially formed upon the closing of the bankruptcy.
Condition Precedent: The distribution of new shares and warrants was part of the final, consummated plan that required all conditions precedent (such as loan restructuring, legal approvals) to be satisfied before the new assets could be distributed.
SEC.gov
SEC.gov
+4
2. Debt-for-Equity Swap Mechanics
Swapping Value: The restructuring was designed to wipe out over $355 million in debt by converting it into new equity. This required the old debt to be discharged by the court first.
"Effective Date" Distribution: Once the bankruptcy closed and the company emerged (emerged as Harvest Oil & Gas), the new shares were distributed to the creditors (who received 95% of the new entity) and existing unitholders (who received 5% plus warrants).
GlobeNewswire
GlobeNewswire
+3
3. Transition from MLP to Corporation
Entity Conversion: EVEP needed to transition from a Master Limited Partnership to a corporation, which required new corporate governance and, consequently, new shares to be distributed.
Tax Considerations: As noted in the filings, the restructuring involved "Cancellation of Debt Income" (CODI) due to the MLP structure, and the timing of the distribution and closing was crucial for tax reporting purposes for investors.
Marcellus Drilling News
Marcellus Drilling News
+2
Following this sequence ensured that creditors and stakeholders received their new shares and warrants in the reorganized company, Harvest Oil & Gas, immediately after it legally existed and began trading over-the-counter.