The U.S. Bankruptcy Court approved Vanguard Natural Resources’ motion for (i) bidding procedures for the sale of certain oil and gas assets, bid protections for the stalking horse purchaser and (ii) an the sale of assets free and clear of all liens, claims, interests and encumbrances.
As previously reported, “Following several months of prepetition and postpetition arm’s-length and good faith negotiations, on March 20, 2017, Seller and OXY USA, the Stalking Horse Purchaser entered into the PSA, pursuant to which, subject to Court approval, the Stalking Horse Purchaser has agreed to purchase Seller’s Assets for a purchase price of approximately $78,332,000, subject to customary purchase price adjustments and the establishment of escrows. Buyer will provide a cash deposit equal to 20% of the Purchase Price.”
In addition, “The PSA provides for the payment to the Stalking Horse Purchaser of a break-up fee equal to 3.0% of the unadjusted Purchase Price, or $2,349,960 (the ‘Break-up Fee’) upon the earliest of (i) immediately following consummation of the Competing Transaction that was the basis for the termination of the PSA, (ii) if Seller does not consummate the Competing Transaction that was the basis for the termination of the PSA, then upon termination of such Competing Transaction, and (iii) 60 days after the termination of the PSA.”
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