|By Marketwired .||
|June 10, 2014 02:02 PM EDT||
CALGARY, ALBERTA -- (Marketwired) -- 06/10/14 -- Tuscany International Drilling Inc. ("Tuscany" or the "Company") announces that the First Amended Joint Plan of Reorganization for Tuscany and Tuscany International Holdings (U.S.A.) Ltd. (the "Affiliate Debtor") under Chapter 11 of the United States Bankruptcy Code ("US Code") dated May 19, 2014 (the "Chapter 11 Plan") was confirmed by order (the "Confirmation Order") of the United States Bankruptcy Court for the District of Delaware (the "US Court") on May 21, 2014. The Confirmation Order was recognized and given full effect in Canada by order of the Court of Queen's Bench of Alberta, Judicial District of Calgary granted on May 22, 2014.
Certain steps to be undertaken in connection with consummation of the Chapter 11 Plan have been implemented with the result that the Effective Date, as defined therein, has occurred. In particular, Tuscany's lenders have acquired Tuscany's assets under and pursuant to the provisions of the asset purchase agreement dated April 8, 2014 by and between the Company, as seller, and Tuscany Holdings GP, LLC and Tuscany Limited Partnership (collectively, "Tuscany Holdings"), newly formed entities that are controlled by the Company's senior secured lenders, as buyer.
Tuscany Holdings, through its new management team, will operate the Company's previous Colombian and Ecuadorian businesses. Tuscany Holdings has issued today the attached press release announcing its acquisition of TID's Colombian and Ecuadorian assets.
Pursuant to the Chapter 11 Plan, as of June 9, 2014, each of the officers and members of the board of directors of Tuscany and the Affiliate Debtor have resigned, and FTI Consulting Canada Inc. ("FTI") has been appointed as Plan Administrator. Pursuant to the Chapter 11 Plan, Tuscany has filed Articles of Amendment to permit it to redeem all of its current issued and outstanding common shares for nominal value. Pursuant to the Chapter 11 Plan, there will be no recoveries to existing shareholders of Tuscany beyond any recoveries as contemplated by the Chapter 11 Plan.
A copy of the Chapter 11 Plan and related documents is available for free from the Prime Clerk website at http://cases.primeclerk.com/tuscany/.
For further information on developments concerning and documents relating to the Company's proceedings under Chapter 11 of the United States Bankruptcy Code, please refer to the website of Prime Clerk LLC, the administrative advisor, at http://cases.primeclerk.com/tuscany/.
Statements in this news release contain forward-looking information including, without limitation, statements with respect to the closing of the subsequent portions of the Asset Purchase Agreement and the timing thereof, the restructuring of the assets and liabilities of the Company, the redemption of common shares and recovery of shareholders and the future financial position and focus of the Company. Readers are cautioned that assumptions used in the preparation of such information may prove to be incorrect. Events or circumstances may cause actual results to differ materially from those predicted, a result of numerous known and unknown risks, uncertainties, and other factors, many of which are beyond the control of Tuscany. These risks include, but are not limited to: (i) the effects of the Companies' Creditors Arrangement Act and United States Bankruptcy Code proceedings on Tuscany and the interests of various creditors, equity holders and other constituents; (ii) bankruptcy court rulings and the outcomes of the proceedings in general; (iii) increased legal and other costs related to the proceedings; (iv) Tuscany's ability to maintain contracts that are critical to its operation and to obtain and maintain normal terms and relationships with its suppliers, other service providers, customers, employees, stockholders and other third parties; (v) Tuscany's ability to retain key executives, managers and employees; (vi) Tuscany's ability to generate sufficient cash flow from operations or obtain adequate financing to fund its capital expenditures and meet working capital needs and its ability to continue as a going concern during the restructuring; (vii) the adverse effects of changes in applicable tax, environmental and other regulatory legislation; (viii) a deterioration in the demand for Tuscany's products; (ix) the risks and uncertainties inherent in estimating future revenues and the timing of expenditures; (x) intense competition with companies with greater access to capital and staffing resources; (xi) the risks of conducting operations in foreign jurisdictions and the impact of pricing differentials, fluctuations in foreign currency exchange rates and political developments on the financial results of Tuscany's operations; and (xii) other risks as described in reports that the Company files with securities regulators. Any of these factors could cause the Company's actual results and plans to differ materially from those in the forward-looking statements. The risks outlined above should not be construed as exhaustive. The reader is cautioned not to place undue reliance on this forward-looking information. Tuscany does not undertake any obligation to update or revise any forward-looking statements except as expressly required by applicable securities laws.
NEWS RELEASE OF TUSCANY LIMITED PARTNERSHIP
The following news release was disseminated by Tuscany Holdings GP, LLC and Tuscany Limited Partnership on June 10, 2014. Tuscany International Drilling Inc. expressly disclaims any and all responsibility for the statements and disclosures made below.
Tuscany Limited Partnership
For Immediate Release
Investor and Media Contact: Aramis Guerra
+57 313 817 7422
TUSCANY LIMITED PARTNERSHIP
Announces Completion of Sale to Senior Lenders and Appointment of Chief Executive Officer
Bogota, Colombia (June 10, 2014) - Tuscany Holdings GP, LLC and Tuscany Limited Partnership (collectively, "Tuscany Holdings" or the "Company"), are pleased to announce today that the Company has purchased substantially all of the assets of Tuscany International Drilling, Inc. ("TID"), a provider of contract drilling, completion and workover services, marking TID's emergence from the Chapter 11 bankruptcy process. Tuscany Holdings' corporate offices are now located in Bogota, Colombia with country management teams reporting to the new corporate team led by Aramis Guerra, a seasoned drilling and oilfield services executive with extensive experience operating in Latin America and the Middle East.
Investors including Credit Suisse AG, Cayman Islands Branch ("Credit Suisse") and certain funds managed by Monarch Alternative Capital LP ("Monarch") led the acquisition of the equity interests in the core Colombian and Ecuadorian operating entities. Tuscany Holdings' balance sheet demonstrates improved strength and stability by significantly reducing leverage and increasing liquidity through a new money loan.
"We move forward from this process with a sound balance sheet, a talented leadership team and the support of a strong and experienced board," said Tuscany Holdings' Chief Executive Officer Aramis Guerra. "We are very well positioned for the future, with a supportive ownership group dedicated to the long-term success of the Company, and a capital structure that will enable us to realize our operational improvements and growth initiatives. With the support of our employees, customers and suppliers in the communities we serve, we emerge from this process as a strong and well positioned provider of oilfield services."
"Tuscany International Drilling completed the sale of its African operations in January 2014. Tuscany Holdings is a more streamlined operation focused on the most attractive operating units of former Tuscany International Drilling. This will allow the Company to drive operational performance," said Julio Torres, a member of Tuscany Holdings' board of directors. "With a significantly improved debt structure, the financial position now better reflects the Company's operating strength. Tuscany Holdings is again able to provide high quality, reliable services to customers who appreciate long term relationships."
"The new equity holders would like to thank the management team, employees and advisors who helped in this successful balance sheet restructuring," stated Zachary Lewis of Monarch, an equity partner in Tuscany Holdings, who is a member of its board of directors. "We view this transaction as transformational, positioning Tuscany Holdings for continued operational excellence and growth."
About Tuscany Limited Partnership and Tuscany Holdings GP, LLC (collectively, "Tuscany Holdings")
Tuscany Holdings GP, LLC, is a Delaware limited liability company that acts as general partner of Tuscany Limited Partnership, an Alberta limited partnership. Tuscany Holdings' onshore rig fleet is comprised of 17 technologically advanced drilling and workover rigs, including 12 rigs in Colombia and 5 rigs in Ecuador. Tuscany Holdings provides contract drilling, completion and workover services to oil and gas companies active in the exploration, development and production of oil and gas reserves throughout South America. Tuscany Holdings is based in Bogota, Colombia.
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