UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT PURSUANT TO
SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): August 31, 2015
Molycorp, Inc.
(Exact name of registrant as specified in its charter)
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| | | | |
Delaware | | 001-34827 | | 27-2301797 |
(State or other jurisdiction of incorporation) | | (Commission File
Number) | | (IRS Employer Identification No.) |
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| | |
5619 Denver Tech Center Parkway,
Suite 1000, Greenwood Village, CO | | 80111 |
(Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code: (303) 843-8040
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 7.01. Regulation FD Disclosure.
As previously disclosed, on June 25, 2015, Molycorp, Inc. (the “Company”), certain of its direct and indirect wholly owned domestic subsidiaries and certain of its foreign subsidiaries in Canada, Barbados and Luxembourg (collectively with the Company, the “Debtors”) each commenced a case (collectively, the “Chapter 11 Cases”) by filing a voluntary petition for relief under chapter 11 of title 11 of the United States Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the District of Delaware (the “Court”). The Debtors are continuing in possession of their properties and are managing their businesses, as debtors-in-possession, in accordance with the applicable provisions of the Bankruptcy Code and orders of the Court. The Company’s operating subsidiaries in Hong Kong, China, Thailand, Sri Lanka, Japan, Korea, Germany, United Kingdom, Estonia and Singapore are not Debtors under the Chapter 11 Cases. In addition, the Company’s majority owned joint venture in Quapaw, Oklahoma, is not a Debtor under the Chapter 11 Cases. The Chapter 11 Cases are styled In re Molycorp, Inc., et al, U.S. Bankruptcy Court, District of Delaware, Case No. 15-11357.
On August 31, 2015, the Debtors filed their monthly operating report (the “Monthly Operating Report”) for the period June 25 - July 31, 2015 with the Court. The Monthly Operating Report is furnished as Exhibit 99.1 to this Current Report on Form 8-K ("Form 8-K") and is incorporated herein by reference, provided, that certain of the detailed attachments to the Monthly Operating Report that were filed with the Court are not included in Exhibit 99.1. Such information can be viewed on the Court's docket at www.deb.uscourts.gov or at https://cases.primeclerk.com/molycorp/.
Cautionary Statement Regarding Monthly Operating Report
The Company cautions investors and potential investors not to place undue reliance upon the information contained in the Monthly Operating Report, which was not prepared for the purpose of providing the basis for an investment decision relating to any of the securities of the Company. The Monthly Operating Report is limited in scope, covers limited time periods, and has been prepared solely for the purpose of complying with the monthly reporting requirements of the Court. The Monthly Operating Report was not audited or reviewed by independent accountants, was not prepared in accordance with U.S. generally accepted accounting principles, is in a format prescribed by applicable bankruptcy laws, and is subject to future adjustment and reconciliation. There can be no assurance that, from the perspective of an investor or potential investor in the Company’s securities, the Monthly Operating Report is complete. The Monthly Operating Report also contains information for periods which are shorter and otherwise different from those required in the Company’s periodic reports pursuant to the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and such information might not be indicative of the Company’s financial condition or operating results for a period that would be reflected in the Company’s financial statements or in its report pursuant to the Exchange Act. Information set forth in the Monthly Operating Report should not be viewed as indicative of future results.
Special Note Regarding Forward-Looking Statements
This Form 8-K, and the information furnished in the attached exhibit, contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements contained in this Form 8-K that are not statements of historical fact and other estimates, projections, future trends and the outcome of events that have not yet occurred referenced in this Form 8-K should be considered forward-looking statements. Readers can identify forward-looking statements by terminology such as "may," "will," "would," "could," "should," "expect," "intend," "plan," "anticipate," "believe," "estimate," "predict," "potential," "continue" or the negative or plural of these terms or other similar expressions or phrases. Although the Company believes that its expectations reflected in these forward-looking statements are reasonable, such statements involve risks and uncertainties and no assurance can be given that actual results will be consistent with these forward-looking statements. Important factors that could cause actual results to differ from these forward-looking statements include, among others, the Company's ability to continue as a going concern, including its ability to successfully confirm a plan of reorganization that would restructure certain of the its debt obligations to address its liquidity issues and allow the Debtors to emerge from the Chapter 11 Cases, or to execute one or more strategic transactions either as part of such a plan of reorganization or otherwise; the Company's ability to secure confirmation of a proposed reorganization plan from the Court; the Company's ability to develop and implement a Limited Operations Plan ("LOP"), as defined in the Company's report on Form 10-Q for the quarterly period ended June 30, 2015 filed with the U.S. Securities and Exchange Commission ("SEC") on August 17, 2015, within the time frames set out in the Final DIP Credit Agreement, also defined in the Company's report on Form 10-Q for the quarterly period ended June 30, 2015; and the final costs of the Company's
LOP, which may differ from estimated costs, including unanticipated costs related to the implementation of the LOP. Readers are referred to the Company's report on Form 10-Q for the quarterly period ended June 30, 2015 filed with the SEC on August 17, 2015, which further identifies other important risk factors that could cause actual results to differ materially from the forward-looking statements in this Form 8-K and the exhibit hereto. The Company disclaims any obligations to update any forward-looking statements.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
The following exhibit relating to Item 7.01 shall be deemed to be furnished and not "filed" for purposes of Section 18 of the Exchange Act:
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Exhibit Number | | Description |
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99.1 |
| | Monthly Operating Report for the period June 25 - July 31, 2015, filed with the United States Bankruptcy Court for the District of Delaware.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| MOLYCORP, INC. |
| | |
| | |
| By: | /s/ Michael F. Doolan |
| Name: | Michael F. Doolan |
| Title: | Executive Vice President and Chief Financial Officer |
| | |
Date: September 1, 2015 | | |
Exhibit Index
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Exhibit Number | | Description |
| | |
99.1 |
| | Monthly Operating Report for the period June 25 - July 31, 2015, filed with the United States Bankruptcy Court for the District of Delaware.
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Exhibit 99.1
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UNITED STATES BANKRUPTCY COURT DISTRICT OF DELAWARE |
In re Molycorp, Inc., et al., Debtors | Case No. 15-11357 (CSS) |
| Reporting Period: June 25-July 31, 2015 |
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| | | | | |
MONTHLY OPERATING REPORT |
File with Court and submit copy to United States Trustee within 20 days after end of month. |
REQUIRED DOCUMENTS | | Form No. | Document Attached | Explanation Attached | Affidavit/Supplement Attached |
Schedule of Cash Receipts and Disbursements | | MOR-1 | X | | |
Bank Reconciliation (or copies of debtor's bank reconciliations) | | MOR-1a | X | | X |
Schedule of Professional Fees Paid | | MOR-1b | X | | |
Copies of bank statements | | | | X | |
Cash disbursements journals | | | | | |
Statement of Operations | | MOR-2 | X | | |
Balance Sheet | | MOR-3 | X | | |
Status of Postpetition Taxes | | MOR-4 | | | X |
Copies of IRS Form 6123 or payment receipt | | | | | |
Copies of tax returns filed during reporting period | | | | | |
Summary of Unpaid Postpetition Debts | | MOR-4 | X | | |
Listing of aged accounts payable | | MOR-4 | X | | |
Accounts Receivable Reconciliation and Aging | | MOR-5 | X | | |
Debtor Questionnaire | | MOR-5 | X | | |
I declare under penalty of perjury (28 U.S.C. Section 1746) that this report and the attached documents are true and correct to the best of my knowledge and belief. |
/s/ Michael F. Doolan | | August 31, 2015 | | |
Signature of Debtor | | Date | | | |
/s/ Michael F. Doolan | | August 31, 2015 | | |
Signature of Joint Debtor | | Date | | | |
/s/ Michael F. Doolan | | August 31, 2015 | | |
Signature of Authorized Individual* | | Date | | | |
Michael F. Doolan | | Executive Vice President and Chief Financial Officer |
Printed Name of Authorized Individual | | Title of Authorized Individual | |
* Authorized individual must be an officer, director or shareholder if debtor is a corporation; a partner if debtor is a partnership; a manager or member if debtor is a limited liability company. |
General Notes to the Monthly Operating Report ("MOR")
The Chapter 11 Cases
On June 25, 2015 (the "Petition Date"), Molycorp, Inc. (the “Company”), certain of its direct and indirect wholly owned domestic subsidiaries and certain of its foreign subsidiaries in Canada, Barbados and Luxembourg (collectively with the Company, the “Debtors”) each commenced a case (collectively, the “Chapter 11 Cases”) by filing a voluntary petition for relief under chapter 11 of title 11 of the United States Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the District of Delaware (the “Court”). The Debtors are continuing in possession of their properties and are managing their businesses, as debtors-in-possession, in accordance with the applicable provisions of the Bankruptcy Code and orders of the Court. The Company’s operating subsidiaries in Hong Kong, China, Thailand, Sri Lanka, Japan, Korea, Germany, United Kingdom, Estonia and Singapore are not Debtors under the Chapter 11 Cases. In addition, the Company’s majority owned joint venture in Quapaw, Oklahoma, is not a Debtor under the Chapter 11 Cases. The Chapter 11 Cases are styled In re Molycorp, Inc., et al, U.S. Bankruptcy Court, District of Delaware, Case No. 15-11357.
Although the Chapter 11 Cases triggered defaults for certain of the Debtors’ debt obligations, creditors are stayed from taking any actions as a result of such defaults. Substantially all of the Debtors' pre-petition liabilities are subject to settlement under a reorganization plan. As a result of the Chapter 11 Cases, the realization of assets and the satisfaction of liabilities are subject to uncertainty. The Debtors, operating as debtors-in-possession under the Bankruptcy Code, may, subject to approval of the Court, sell or otherwise dispose of assets and liquidate or settle liabilities for amounts other than those reflected in certain financial information herein disclosed. In addition, a confirmed reorganization plan or other arrangement may materially change the amounts and classifications of assets and liabilities herein disclosed.
The U.S. Trustee for the District of Delaware (the "U.S. Trustee") has appointed an official committee of unsecured creditors (the “UCC”). The UCC is organized to represent the interests of all creditors that have unsecured claims against the Debtors. The UCC and its legal representatives have a right to be heard on all matters affecting the Debtors that come before the Court. There can be no assurance that the UCC will support the Debtors' positions on matters to be presented to the Court in the future or on any reorganization plan, once proposed. This could materially change the amounts and classifications of assets and liabilities herein disclosed.
Debtor-In-Possession Financing
On July 2, 2015, the Company received approval from the Court, pursuant to an interim order, to borrow an aggregate of $22.0 million in interim debtor-in-possession financing provided by an affiliate of Oaktree Capital Management ("Oaktree"). On July 24, 2015, the Court, pursuant to a final order, approved a Secured Superpriority Debtor-In-Possession Credit Agreement between the Company, Oaktree and other lenders for an additional aggregate of $113.4 million. For more information, readers are referred to the Company's report on Form 10-Q for the quarterly period ended June 30, 2015 filed with the Securities and Exchange Commission on August 17, 2015.
Basis of presentation
The financial statements and supplemental information contained herein are unaudited, limited in scope, cover a limited time period, and have been prepared solely for the purpose of complying with the monthly reporting requirements for the Debtors, as set forth by the Court, and is in a format intended to meet the requirements for the Debtors, as set forth by the U.S. Trustee.
Except for cash receipts and disbursements, the financial statements and supplemental information contained herein are prepared on an accrual basis. However, this MOR is not prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") and does not include all of the information and footnotes required by GAAP. Therefore, there can be no assurance that the financial information presented herein is complete and readers are strongly cautioned not to place undue reliance on the MOR. The unaudited financial statements herein included have been derived from the books and records of the Debtors. As a result, certain transactions that are not identified in the normal course of business in the Debtors’ books and records may not be included in this MOR. The information furnished in this report primarily includes normal recurring adjustments but not all the adjustments that would typically be made for the quarterly and annual consolidated financial statements to be in accordance with GAAP. Furthermore, the monthly financial information contained herein has not been subjected to the same level of accounting review and testing that the Debtors apply in the preparation of their quarterly and annual consolidated financial information in accordance with GAAP. Accordingly, upon the application of such procedures, the Debtors believe that the financial information may be subject to change, and any changes could be material. The results of operations contained herein are not necessarily indicative of results that may be expected for any other period or for the full year and may not necessarily reflect the consolidated results of operations and financial position of the Debtors in the future.
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| |
UNITED STATES BANKRUPTCY COURT DISTRICT OF DELAWARE |
In re Molycorp, Inc., et al., Debtors | Case No. 15-11357 (CSS) |
MOR-1 | Reporting Period: June 25-July 31, 2015 |
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SCHEDULE OF CASH RECEIPTS AND DISBURSEMENTS |
| | | | | | | | | | 1 of 2 |
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| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debtors | Molycorp Minerals LLC | Magnequench International Inc | Molycorp Metals & Alloys | Molycorp Rare Metals (Utah) Inc. | Molycorp Minerals Canada ULC | Molycorp Chemical & Oxide Inc. | Molycorp Inc. | Magnequench Ltd. | NEO International Corp. | Molycorp Rare Metals Holding Inc. | MCP Canada Ltd Partnership | Molycorp Luxembourg Hldgs Sarl | MCP Exchangeco Inc. | MCP Callco ULC |
Case No. | 15-11371 | 15-11360 | 15-11369 | 15-11373 | 15-11370 | 15-11367 | 15-11357 | 15-11361 | 15-11374 | 15-11372 | 15-11365 | 15-11368 | 15-11366 | 15-11363 |
Country | USA | USA | USA | USA | Canada | USA | USA | Barbados | Barbados | USA | Canada | Luxembourg | Canada | Canada |
USD in 000s | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
Operating Activity | | | | | | | | | | | | | | |
Cash Receipts | | | | | | | | | | | | | | |
Resources | $ | 849 |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Rare Metals | — |
| — |
| — |
| 295 |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Magnetic Materials & Alloys | — |
| 3,641 |
| 479 |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Chemicals & Oxides | — |
| — |
| — |
| — |
| — |
| 4,591 |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Other receipts | 219 |
| — |
| — |
| 11 |
| 81 |
| — |
| — |
| — |
| 5 |
| — |
| — |
| — |
| — |
| — |
|
Total Operating Cash Receipts | 1,068 |
| 3,641 |
| 479 |
| 307 |
| 81 |
| 4,592 |
| — |
| — |
| 5 |
| — |
| — |
| — |
| — |
| — |
|
| | | | | | | | | | | | | | |
Cash Disbursements | | | | | | | | | | | | | | |
Payroll | (4,875 | ) | (231 | ) | (168 | ) | (107 | ) | (381 | ) | (91 | ) | — |
| — |
| (38 | ) | — |
| (14 | ) | — |
| — |
| — |
|
Contract labor | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Raw material payments | — |
| (47 | ) | (189 | ) | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Reagents & chemicals | — |
| — |
| — |
| — |
| (29 | ) | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Transportation & shipping | (12 | ) | (3 | ) | (13 | ) | (14 | ) | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Other production costs | (3,243 | ) | (50 | ) | (47 | ) | (8 | ) | (17 | ) | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Repairs & maintenance (non-CapEx) | — |
| — |
| — |
| — |
| (2 | ) | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Professional fees | (164 | ) | (9 | ) | — |
| — |
| — |
| — |
| (8 | ) | — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Rent and operating leases | (55 | ) | (12 | ) | — |
| — |
| (31 | ) | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Taxes | — |
| — |
| — |
| — |
| (6 | ) | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Insurance | (468 | ) | (35 | ) | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Utilities | (330 | ) | — |
| (6 | ) | (2 | ) | (2 | ) | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Other disbursements | (87 | ) | (23 | ) | — |
| — |
| (87 | ) | (124 | ) | — |
| — |
| (32 | ) | — |
| — |
| — |
| — |
| — |
|
Total Operating Cash Disbursements | (9,234 | ) | (410 | ) | (423 | ) | (130 | ) | (554 | ) | (215 | ) | (8 | ) | — |
| (70 | ) | — |
| (14 | ) | — |
| — |
| — |
|
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
Net Cash Flow - Operating | (8,166 | ) | 3,231 |
| 56 |
| 176 |
| (473 | ) | 4,377 |
| (8 | ) | — |
| (65 | ) | — |
| (14 | ) | — |
| — |
| — |
|
| | | | | | | | | | | | | | |
Intercompany | | | | | | | | | | | | | | |
Net intercompany - operating | 9,263 |
| (928 | ) | — |
| (4 | ) | 282 |
| 2,122 |
| (7,574 | ) | — |
| — |
| — |
| 1,996 |
| — |
| — |
| — |
|
Net intercompany - debt & equity | 500 |
| — |
| (500 | ) | — |
| — |
| — |
| — |
| — |
| — |
| 160 |
| — |
| — |
| — |
| — |
|
Net investment & JV funding | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Net Intercompany | 9,763 |
| (928 | ) | (500 | ) | (4 | ) | 282 |
| 2,122 |
| (7,574 | ) | — |
| — |
| 160 |
| 1,996 |
| — |
| — |
| — |
|
| | | | | | | | | | | | | | |
Non-Operating Activity | | | | | | | | | | | | | | |
Cash Receipts | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
3rd-party loan proceeds | — |
| — |
| — |
| — |
| — |
| — |
| 130,000 |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Total Non-Operating Cash Receipts | — |
| — |
| — |
| — |
| — |
| — |
| 130,000 |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
| | | | | | | | | | | | | | |
Cash Disbursements | | | | | | | | | | | | | | |
Interest | — |
| — |
| — |
| — |
| — |
| — |
| (261 | ) | — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Capital expenditures | — |
| — |
| — |
| (2 | ) | (1 | ) | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Capital lease & other | (278 | ) | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Reorganization professional fees | (1,903 | ) | — |
| — |
| — |
| — |
| — |
| (1,700 | ) | — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Total Non-Operating Cash Disbursements | (2,181 | ) | — |
| — |
| (2 | ) | (1 | ) | — |
| (1,961 | ) | — |
| — |
| — |
| — |
| — |
| — |
| — |
|
| | | | | | | | | | | | | | |
Net Cash Flow - Non-Operating | (2,181 | ) | — |
| — |
| (2 | ) | (1 | ) | — |
| 128,039 |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
| | | | | | | | | | | | | | |
Total Net Increase (Decrease) in Cash | $ | (584 | ) | $ | 2,303 |
| $ | (444 | ) | $ | 171 |
| $ | (192 | ) | $ | 6,499 |
| $ | 120,457 |
| $ | — |
| $ | (65 | ) | $ | 160 |
| $ | 1,982 |
| — |
| — |
| — |
|
| | | | | | | | | | | | | | |
Beginning Cash Balance - Book | $ | 1,251 |
| $ | 1,873 |
| $ | 981 |
| $ | 3,377 |
| $ | 5,192 |
| $ | 4,689 |
| $ | 2,370 |
| $ | 143 |
| $ | 265 |
| $ | 66 |
| $ | 3,179 |
| $ | 10 |
| $ | 6 |
| $ | 5 |
|
Total cash receipts | 1,068 |
| 3,641 |
| 479 |
| 307 |
| 81 |
| 4,592 |
| 130,000 |
| — |
| 5 |
| — |
| — |
| — |
| — |
| — |
|
Total cash disbursements | (11,415 | ) | (410 | ) | (423 | ) | (132 | ) | (555 | ) | (215 | ) | (1,969 | ) | — |
| (70 | ) | — |
| (14 | ) | — |
| — |
| — |
|
Net intercompany | 9,763 |
| (928 | ) | (500 | ) | (4 | ) | 282 |
| 2,122 |
| (7,574 | ) | — |
| — |
| 160 |
| 1,996 |
| — |
| — |
| — |
|
Ending Cash Balance - Book - Debtors | $ | 668 |
| $ | 4,176 |
| $ | 537 |
| $ | 3,548 |
| $ | 5,000 |
| $ | 11,188 |
| $ | 122,827 |
| $ | 143 |
| $ | 200 |
| $ | 226 |
| $ | 5,161 |
| $ | 10 |
| $ | 6 |
| $ | 5 |
|
| | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
DISBURSEMENTS SOLELY FOR PURPOSE OF CALCULATING U.S. TRUSTEE QUARTERLY FEES: | | | | | | | | | | | | | | |
Total Cash Disbursements (Excluding Reorg Pro Fees) | (7,917 | ) | (3,289 | ) | (367 | ) | (376 | ) | (908 | ) | (2,120 | ) | (261 | ) | — |
| (70 | ) | — |
| (14 | ) | — |
| — |
| — |
|
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Allocated - Reorganization Professional Fees | (1,862 | ) | (773 | ) | (86 | ) | (88 | ) | (213 | ) | (498 | ) | (61 | ) | — |
| (16 | ) | — |
| (3 | ) | — |
| — |
| — |
|
Total Disbursements for Calculating U.S. Trustee Quarterly Fees | (9,779 | ) | (4,062 | ) | (453 | ) | (464 | ) | (1,121 | ) | (2,618 | ) | (322 | ) | — |
| (86 | ) | — |
| (18 | ) | — |
| — |
| — |
|
|
| |
UNITED STATES BANKRUPTCY COURT DISTRICT OF DELAWARE |
In re Molycorp, Inc., et al., Debtors | Case No. 15-11357 (CSS) |
MOR-1 | Reporting Period: June 25-July 31, 2015 |
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SCHEDULE OF CASH RECEIPTS AND DISBURSEMENTS |
Continuation Sheet for MOR-1 | | | | | | | 2 of 2 |
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Debtors | Industrial Minerals LLC | Magnequench Inc. | MCP Canada Holdings ULC | PP IV Mountain Pass II Inc. | PP IV Mountain Pass I Inc | RCF IV Speedwagon Inc. | Molycorp Advanced Water Technologies LLC | GRAND |
Case No. | 15-11358 | 15-11359 | 15-11364 | 15-11376 | 15-11375 | 15-11377 | 15-11362 | TOTAL |
Country | USA | USA | Canada | USA | USA | USA | USA | |
USD in 000s | | | | | | | | |
| | | | | | | | |
Operating Activity | | | | | | | | |
Cash Receipts | | | | | | | | |
Resources | $ | — |
| $ | — |
| $ | — |
| $ | — |
| $ | — |
| $ | — |
| $ | — |
| $ | 849 |
|
Rare Metals | — |
| — |
| — |
| — |
| — |
| — |
| — |
| 295 |
|
Magnetic Materials & Alloys | — |
| — |
| — |
| — |
| — |
| — |
| — |
| 4,120 |
|
Chemicals & Oxides | — |
| — |
| — |
| — |
| — |
| — |
| — |
| 4,591 |
|
Other receipts | — |
| — |
| — |
| — |
| — |
| — |
| — |
| 316 |
|
Total Operating Cash Receipts | — |
| — |
| — |
| — |
| — |
| — |
| — |
| 10,172 |
|
| | | | | | | | |
Cash Disbursements | | | | | | | | |
Payroll | — |
| — |
| — |
| — |
| — |
| — |
| — |
| (5,904 | ) |
Contract labor | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Raw material payments | — |
| — |
| — |
| — |
| — |
| — |
| — |
| (236 | ) |
Reagents & chemicals | — |
| — |
| — |
| — |
| — |
| — |
| — |
| (29 | ) |
Transportation & shipping | — |
| — |
| — |
| — |
| — |
| — |
| — |
| (41 | ) |
Other production costs | — |
| — |
| — |
| — |
| — |
| — |
| — |
| (3,365 | ) |
Repairs & maintenance (non-CapEx) | — |
| — |
| — |
| — |
| — |
| — |
| — |
| (2 | ) |
Professional fees | — |
| — |
| — |
| — |
| — |
| — |
| — |
| (181 | ) |
Rent and operating leases | — |
| — |
| — |
| — |
| — |
| — |
| — |
| (98 | ) |
Taxes | — |
| — |
| — |
| — |
| — |
| — |
| — |
| (6 | ) |
Insurance | — |
| — |
| — |
| — |
| — |
| — |
| — |
| (503 | ) |
Utilities | — |
| — |
| — |
| — |
| — |
| — |
| — |
| (340 | ) |
Other disbursements | — |
| — |
| — |
| — |
| — |
| — |
| — |
| (353 | ) |
Total Operating Cash Disbursements | — |
| — |
| — |
| — |
| — |
| — |
| — |
| (11,058 | ) |
| | | | | | | | |
|
| | | | | | | | | | | | | | | | | | | | | | | | |
Net Cash Flow - Operating | — |
| — |
| — |
| — |
| — |
| — |
| — |
| (886 | ) |
| | | | | | | | |
Intercompany | | | | | | | | |
Net intercompany - operating | — |
| — |
| — |
| — |
| — |
| — |
| — |
| 5,158 |
|
Net intercompany - debt & equity | — |
| — |
| — |
| — |
| — |
| — |
| — |
| 160 |
|
Net investment & JV funding | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Net Intercompany | — |
| — |
| — |
| — |
| — |
| — |
| — |
| 5,318 |
|
| | | | | | | | |
Non-Operating Activity | | | | | | | | |
Cash Receipts | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
3rd-party loan proceeds | — |
| — |
| — |
| — |
| — |
| — |
| — |
| 130,000 |
|
Total Non-Operating Cash Receipts | — |
| — |
| — |
| — |
| — |
| — |
| — |
| 130,000 |
|
| | | | | | | | |
Cash Disbursements | | | | | | | | |
Interest | — |
| — |
| — |
| — |
| — |
| — |
| — |
| (261 | ) |
Capital expenditures | — |
| — |
| — |
| — |
| — |
| — |
| — |
| (3 | ) |
Capital lease & other | — |
| — |
| — |
| — |
| — |
| — |
| — |
| (278 | ) |
Reorganization professional fees | — |
| — |
| — |
| — |
| — |
| — |
| — |
| (3,603 | ) |
Total Non-Operating Cash Disbursements | — |
| — |
| — |
| — |
| — |
| — |
| — |
| (4,145 | ) |
| | | | | | | | |
Net Cash Flow - Non-Operating | — |
| — |
| — |
| — |
| — |
| — |
| — |
| 125,855 |
|
| | | | | | | | |
Total Net Increase (Decrease) in Cash | $ | — |
| $ | — |
| $ | — |
| $ | — |
| $ | — |
| $ | — |
| $ | — |
| $ | 130,287 |
|
| | | | | | | | |
Beginning Cash Balance - Book | $ | — |
| $ | — |
| $ | 5 |
| $ | — |
| $ | — |
| $ | — |
| $ | 5 |
| $ | 23,417 |
|
Total cash receipts | — |
| — |
| — |
| — |
| — |
| — |
| — |
| 140,172 |
|
Total cash disbursements | — |
| — |
| — |
| — |
| — |
| — |
| — |
| (15,203 | ) |
Net intercompany | — |
| — |
| — |
| — |
| — |
| — |
| — |
| 5,318 |
|
Ending Cash Balance - Book - Debtors | $ | — |
| $ | — |
| $ | 5 |
| $ | — |
| $ | — |
| $ | — |
| $ | 5 |
| $ | 153,704 |
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DISBURSEMENTS SOLELY FOR PURPOSE OF CALCULATING U.S. TRUSTEE QUARTERLY FEES: | | | | | | | | |
Total Cash Disbursements (Excluding Reorg Pro Fees) | — |
| — |
| — |
| — |
| — |
| — |
| — |
| (15,321 | ) |
Allocated - Reorganization Professional Fees | — |
| — |
| — |
| — |
| — |
| — |
| — |
| (3,603 | ) |
Total Disbursements for Calculating U.S. Trustee Quarterly Fees | — |
| — |
| — |
| — |
| — |
| — |
| — |
| (18,924 | ) |
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UNITED STATES BANKRUPTCY COURT DISTRICT OF DELAWARE |
In re Molycorp, Inc., et al., Debtors | Case No. 15-11357 (CSS) |
MOR-1a | Reporting Period: June 25-July 31, 2015 |
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BANK RECONCILIATIONS |
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Debtor | | | Molycorp Inc. |
Case No. | | | 15-11357 |
| | | Operating | Others |
| | #XXXXXX8924 WF USD account | #XXX-XXXXXX-070 HSBC USD account | #XXX-XXXXXX-001 HSBC CAD account | #XXXX7147 WF Securities USD account | #XXXXXX5228 WF USD account | #XXXXXX-000 Wilmington Trust USD account | #XXXXX6000 USBank USD account | #XXXXXX4705 WF Securities USD account |
BALANCE PER BOOKS | Foreign Currency | | 0 | 0 | CAD 5,274.36 | 0 | 0 | 0 | 0 | | 0 |
| USD or USD equivalent | | 234,594.65 | 5,063.04 | 4,029.00 | 12,500,196.39 | 40,614.00 | 108,299,600.68 | 450,000.00 | | 1,757,053.65 |
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BANK BALANCE | | | 31-Jul-15 | 234,594.65 | 31-Jul-15 | 5,063.04 | 31-Jul-15 | 5,274.36 | 31-Jul-15 | 12,500,000.00 | 31-Jul-15 | 40,614.00 | 31-Jul-15 | 108,299,600.68 | 31-Jul-15 | 450,000.00 |
| 31-Jul-15 | 1,757,053.65 |
(+) DEPOSITS IN TRANSIT (ATTACH LIST) | | | | 0 | | 0 | | 0 | | 0 | | 0 | | 0 | | — |
| | 0 |
(-) OUTSTANDING CHECKS (ATTACH LIST) | | | | 0 | | 0 | | 0 | | 0 | | 0 | | 0 | | — |
| | 0 |
OTHER (ATTACH EXPLANATION) | | | | 0 | | 0 | | 0 | | 196.39 | | 0 | | 0 | | — |
| | 0 |
ADJUSTED BANK BALANCE IN FOREIGN CURRENCY* | | | | 234,594.65 | | 5,063.04 | | 5,274.36 | | 12,500,196.39 | | 40,614.00 | | 108,299,600.68 | | 450,000.00 |
| | 1,757,053.65 |
ADJUSTED BANK BALANCE IN USD * | | | | 234,594.65 | | 5,063.04 | | 4,029.00 | | 12,500,196.39 | | 40,614.00 | | 108,299,600.68 | | 450,000.00 |
| | 1,757,053.65 |
* Adjusted bank balance must equal | | | | | | | | | | | | | | | | | | |
balance per books | | | | | | | | | | | | | | | | | | |
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DEPOSITS IN TRANSIT | | | Date | Amount | Date | Amount | Date | Amount | Date | Amount | Date | Amount | Date | Amount | Date | Amount | Date | Amount |
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CHECKS OUTSTANDING | | | Ck. # | Amount | Ck. # | Amount | Ck. # | Amount | Ck. # | Amount | Ck. # | Amount | Ck. # | Amount | Ck. # | Amount | Ck. # | Amount |
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OTHER | | | Explanation | Amount | Explanation | Amount | Explanation | Amount | Explanation | Amount | Explanation | Amount | Explanation | Amount | Explanation | Amount | Explanation | Amount |
| | | | | | | | | Dividend income | 196.39 | | | | | | | | |
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BANK RECONCILIATIONS |
Continuation Sheet for MOR-1a | | | | | | | | | | | | | | | | | | | 2 of 5 |
Debtor | | | Magnequench International, Inc. | | Magnequench Limited |
Case No. | | | 15-11360 | | 15-11361 |
| | | Operating | | Operating |
| | #XXXXXX6057 WF USD account | #XXXXXX6462 PNC USD account | #XXXXXX6489 PNC USD account | #XXX9633 Sumitomo Mitsui JPY account | #XXX8704 The Bank of Tokyo Mitsubishi Bank JPY account | | #XXXXXXXX3673 RBC USD account | #XXXXXXXX6849 RBC BBD account | #XXXXXX0228 WF USD account |
BALANCE PER BOOKS | Foreign Currency | | 0 | 0 | 0 | JPY 3,636,860 | | JPY 970,259 | | 0 | BBD 19,541.19 | 0 |
| USD or USD equivalent | | 4,046,153.66 | 103,246.47 | 1,007.40 | 29,355.56 | | 7,831.62 | | 128,256.96 | 9,770.60 | 5,000.00 |
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BANK BALANCE | | | 31-Jul-15 | 4,073,301.70 | 31-Jul-15 | 103,246.47 | 31-Jul-15 | 1,007.40 | 31-Jul-15 | 3,636,860.00 |
| 31-Jul-15 | 970,259.00 | | 31-Jul-15 | 128,256.96 | 31-Jul-15 | 19,541.19 | 31-Jul-15 | 5,000.00 |
(+) DEPOSITS IN TRANSIT (ATTACH LIST) | | | | | | | | | | | | | | | | | | | |
(-) OUTSTANDING CHECKS (ATTACH LIST) | | | | (27,148.04) | | | | | | | | | | | 0 | | | | |
OTHER (ATTACH EXPLANATION) | | | | | | | | | | | | | | | | | | | |
ADJUSTED BANK BALANCE IN FOREIGN CURRENCY* | | | | 4,046,153.66 | | 103,246.47 | | 1,007.40 | | 3,636,860.00 |
| | 970,259.00 | | | 128,256.96 | | 19,541.19 | | 5,000.00 |
ADJUSTED BANK BALANCE IN USD * | | | | 4,046,153.66 | | 103,246.47 | | 1,007.40 | | 29,355.56 |
| | 7,831.62 | | | 128,256.96 | | 9,770.60 | | 5,000.00 |
* Adjusted bank balance must equal | | | | | | | | | | | | | | | | | | | |
balance per books | | | | | | | | | | | | | | | | | | | |
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DEPOSITS IN TRANSIT | | | Date | Amount | Date | Amount | Date | Amount | Date | Amount | Date | Amount | | Date | Amount | Date | Amount | Date | Amount |
| | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | |
CHECKS OUTSTANDING | | | Ck. # | Amount | Ck. # | Amount | Ck. # | Amount | Ck. # | Amount | Ck. # | Amount | | Ck. # | Amount | Ck. # | Amount | Ck. # | Amount |
| | | 168018 | 160.38 | | | | | | | | | | | | | | | |
| | | 168019 | 143.64 | | | | | | | | | | | | | | | |
| | | 168020 | 134.20 | | | | | | | | | | | | | | | |
| | | 168021 | 9,384.05 | | | | | | | | | | | | | | | |
| | | 168022 | 5,985.16 | | | | | | | | | | | | | | | |
| | | 168023 | 1,012.58 | | | | | | | | | | | | | | | |
|
| | | | | | | | | | | | | | | | | | | | |
| | | 168024 | 898.93 | | | | | | | | | | | | | | | |
| | | 168026 | 553.48 | | | | | | | | | | | | | | | |
| | | 168027 | 2,413.76 | | | | | | | | | | | | | | | |
| | | 168028 | 200.00 | | | | | | | | | | | | | | | |
| | | 168029 | 61.54 | | | | | | | | | | | | | | | |
| | | 401k payment | 6200.32 | | | | | | | | | | | | | | | |
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OTHER | | | Explanation | Amount | Explanation | Amount | Explanation | Amount | Explanation | Amount | Explanation | Amount | | Explanation | Amount | Explanation | Amount | Explanation | Amount |
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BANK RECONCILIATIONS |
Continuation Sheet for MOR-1a | | | | | | | | | | | | | | | | | | | 3 of 5 |
Debtor | | | Molycorp Advanced Water Technologies, LLC | MCP Callco ULC | MCP Canada Holdings ULC | MCP Canada Limited Partnership | | MCP Exchangeco Inc. | | Molycorp Chemicals & Oxides, Inc. |
Case No. | | | 15-11362 | 15-11363 | 15-11364 | 15-11365 | | 15-11366 | | 15-11367 |
| | | Operating | Operating | Operating | Operating | | Operating | | Operating |
| | #XXXXXX-8229 PNC USD account | #XXXXXX5967 WF USD account | #XXXXXX5681 WF USD account | #XXXXXX5731 WF USD account | #XXXXXXXX8959 RBC USD account | #XXXXXX5715 WF USD account | | #XXXXXX5707 WF USD account | | #XXXXXX6065 WF USD account | #XXXXXX-9969 PNC USD account |
BALANCE PER BOOKS | Foreign Currency | | 0 | 0 | 0 | 0 | 0 | 0 | | | 0 | | 0 | 0 |
| USD or USD equivalent | | 4,867.03 | 0 | 5,000.00 | 5,000.00 | 1,886,047.53 | 3,274,760.37 | | | 5,960.00 | | 11,181,403.63 | 16,185.42 |
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BANK BALANCE | | | 31-Jul-15 | 4,867.03 | 31-Jul-15 | 0 | 31-Jul-15 | 5,000.00 | 31-Jul-15 | 5,000.00 | 31-Jul-15 | 1,886,047.53 | 31-Jul-15 | 3,274,760.37 |
| | 31-Jul-15 | 5,960.00 | | 31-Jul-15 | 11,240,818.95 | 31-Jul-15 | 16,185.42 |
(+) DEPOSITS IN TRANSIT (ATTACH LIST) | | | | 0 | | 0 | | 0 | | 0 | | | | | | | 0 | | | | | |
(-) OUTSTANDING CHECKS (ATTACH LIST) | | | | 0 | | 0 | | 0 | | 0 | | 0 | | | | | 0 | | | (59,415.32) | | |
OTHER (ATTACH EXPLANATION) | | | | 0 | | 0 | | 0 | | 0 | | | | | | | 0 | | | | | |
ADJUSTED BANK BALANCE IN FOREIGN CURRENCY* | | | | 4,867.03 | | 0 | | 5,000.00 | | 5,000.00 | | 1,886,047.53 | | 3,274,760.37 |
| | | 5,960.00 | | | 11,181,403.63 | | 16,185.42 |
ADJUSTED BANK BALANCE IN USD * | | | | 4,867.03 | | 0 | | 5,000.00 | | 5,000.00 | | 1,886,047.53 | | 3,274,760.37 |
| | | 5,960.00 | | | 11,181,403.63 | | 16,185.42 |
* Adjusted bank balance must equal | | | | | | | | | | | | | | | | | | | | | | |
balance per books | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | |
DEPOSITS IN TRANSIT | | | Date | Amount | Date | Amount | Date | Amount | Date | Amount | Date | Amount | Date | Amount | | Date | Amount | | Date | Amount | Date | Amount |
| | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | |
CHECKS OUTSTANDING | | | Ck. # | Amount | Ck. # | Amount | Ck. # | Amount | Ck. # | Amount | Ck. # | Amount | Ck. # | Amount | | Ck. # | Amount | | Ck. # | Amount | Ck. # | Amount |
| | | | | | | | | | | | | | | | | | | 5049 | 3,405.00 | | |
| | | | | | | | | | | | | | | | | | | 5051 | 113.85 | | |
| | | | | | | | | | | | | | | | | | | 5052 | 51,221.00 | | |
| | | | | | | | | | | | | | | | | | | 5053 | 2,413.13 | | |
| | | | | | | | | | | | | | | | | | | 5054 | 1,685.00 | | |
|
| | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | 5056 | 194.00 | | |
| | | | | | | | | | | | | | | | | | | 5058 | 383.34 | | |
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OTHER | | | Explanation | Amount | Explanation | Amount | Explanation | Amount | Explanation | Amount | Explanation | Amount | Explanation | Amount | | Explanation | Amount | | Explanation | Amount | Explanation | Amount |
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BANK RECONCILIATIONS |
Continuation Sheet for MOR-1a | | | | | | | | | | | | | | | | | | | 4 of 5 |
Debtor | | Molycorp Luxembourg Holdings S.a.r.l | | Molycorp Metals & Alloys, Inc. | | Molycorp Minerals Canada ULC (Toronto) | | Molycorp Minerals Canada ULC (Peterborough) |
Case No. | | 15-11368 | | 15-11369 | | 15-11370 | | 15-11370 |
| | Operating | | Operating | | Operating | | Operating | Other |
| #XXXXXXXXXXXXXXXXXXXX 3010 ING USD account | | #XXXXXX6077 WF USD account | #XXXXXX5961 WF USD account | | #XXXXXXXX7180 RBC CAD account | #XXXXXXXX6849 RBC USD account | #XXXXXX5723 WF USD account | | #XXX-610-5 RBC CAD account | #XXX-143-4 RBC USD account | #XXXXXXXX-610-5 RBC GIC USD account |
BALANCE PER BOOKS | Foreign Currency | 0 | | 0 | 0 | | CAD 559,250.97 | 0 | 0 | | CAD 400,956.21 | 0 | CAD 1,009,741.10 |
| USD or USD equivalent | 10,193.76 | | 528,699.14 | 9,771.16 | | 427,202.64 | 2,216,621.98 | 5,000.00 | | 306,283.87 | 1,141,816.95 | 771,324.65 |
| | | | | | | | | | | | | | | | | | | | | | |
BANK BALANCE | | 31-Jul-15 | 10,137.85 | | 31-Jul-15 | 528,699.14 | 31-Jul-15 | 9,771.16 | | 31-Jul-15 | 577,364.38 | 31-Jul-15 | 2,216,621.98 | 31-Jul-15 | 5,000.00 | | 31-Jul-15 | 436,097.08 | 31-Jul-15 | 1,146,950.20 | 31-Jul-15 | 1,009,741.10 |
(+) DEPOSITS IN TRANSIT (ATTACH LIST) | | | 0 | | | 0 | | 0 | | | | | | | | | | | | | | |
(-) OUTSTANDING CHECKS (ATTACH LIST) | | | 0 | | | 0 | | 0 | | | (18,113.41) | | | | | | | (35,140.87) | | (5,133.25) | | 0 |
OTHER (ATTACH EXPLANATION) | | | 55.91 | | | 0 | | 0 | | | | | | | | | | | | | | |
ADJUSTED BANK BALANCE IN FOREIGN CURRENCY* | | | 10,193.76 | | | 528,699.14 | | 9,771.16 | | | 559,250.97 | | 2,216,621.98 | | 5,000.00 | | | 400,956.21 | | 1,141,816.95 | | 1,009,741.10 |
ADJUSTED BANK BALANCE IN USD * | | | 10,193.76 | | | 528,699.14 | | 9,771.16 | | | 427,202.64 | | 2,216,621.98 | | 5,000.00 | | | 306,283.87 | | 1,141,816.95 | | 1,009,741.10 |
* Adjusted bank balance must equal | | | | | | | | | | | | | | | | | | | | | | |
balance per books | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | |
DEPOSITS IN TRANSIT | | Date | Amount | | Date | Amount | Date | Amount | | Date | Amount | Date | Amount | Date | Amount | | Date | Amount | Date | Amount | Date | Amount |
| | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | |
CHECKS OUTSTANDING | | Ck. # | Amount | | Ck. # | Amount | Ck. # | Amount | | Ck. # | Amount | Ch. # | Amount | Ch. # | Amount | | Ck. # | Amount | Ck. # | Amount | Ck. # | Amount |
| | | | | | | | | | 17272 | 17,769.91 | | | | | | 17823 | 658.05 | 1268 | 4,821.25 | | |
| | | | | | | | | | 17281 | 343.50 | | | | | | 17825 | 9,221.82 | 1269 | 312.00 | | |
| | | | | | | | | | | | | | | | | 17827 | 247.68 | | | | |
| | | | | | | | | | | | | | | | | 17829 | 1,831.06 | | | | |
| | | | | | | | | | | | | | | | | 17830 | 14,275.23 | | | | |
| | | | | | | | | | | | | | | | | 17831 | 542.40 | | | | |
| | | | | | | | | | | | | | | | | 17832 | 6,575.62 | | | | |
|
| | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | 17833 | 337.87 | | | | |
| | | | | | | | | | | | | | | | | 17834 | 1,151.14 | | | | |
| | | | | | | | | | | | | | | | | 17835 | 300.00 | | | | |
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OTHER | | Explanation | Amount | | Explanation | Amount | Explanation | Amount | | Explanation | Amount | Explanation | Amount | Explanation | Amount | | Explanation | Amount | Explanation | Amount | | |
| | Bank charges recorded at every quarter | 55.91 | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | |
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BANK RECONCILIATIONS |
Continuation Sheet for MOR-1a | | | | | | | | | | | | | | | | | | | | | | 5 of 5 |
Debtor | | Molycorp Minerals, LLC | | Molycorp Rare Metals Holdings, Inc. | | Molycorp Rare Metals (Utah), Inc. | | Neo International Corp. |
Case No. | | 15-11371 | | 15-11372 | | 15-11373 | | 15-11374 |
| | Operating | | Operating | | Operating | | Operating |
| #XXXXXX8908 WF USD account | #XXXXXXXX5461 Swedbank EURO account | #XXXXXXXX5461 Swedbank USD account | | #XXXXXX5959 WF USD account | | #XXXXXX5942 WF USD account | | #XXXXXXXXX1239 RBC BDD account | #XXXXXXXX4715 RBC USD account | #XXXXXX0210 WF USD account | #XXXXXXXX3797 BoC RMB account |
BALANCE PER BOOKS | Foreign Currency | 0 | | EU 146,621.19 | 0 | | 0 | | 0 | | BBD 12,674.06 | 0 | 0 | RMB 95,266.80 |
| USD or USD equivalent | 691,131.81 | | 161,051.39 | 4,000.00 | | 226,527.46 | | 3,556,146.76 | | 6,337.03 | 172,813.65 | 5,000.00 | 15,341.61 |
| | | | | | | | | | | | | | |
BANK BALANCE | | 31-Jul-15 | 50,245.00 |
| 31-Jul-15 | 146,621.19 | 31-Jul-15 | 4,000.00 | | 31-Jul-15 | 226,527.46 | | 31-Jul-15 | 3,586,115.94 | | 31-Jul-15 | 12,674.06 | 31-Jul-15 | 172,813.65 | 31-Jul-15 | 5,000.00 | 31-Jul-15 | 95,266.80 |
(+) DEPOSITS IN TRANSIT (ATTACH LIST) | | | 1,908,196.52 |
| | | | | | | | | | | | | | | | | | | |
(-) OUTSTANDING CHECKS (ATTACH LIST) | | | (1,264,836.24 | ) | | | | | | | 0 | | | (29,969.18) | | | 0 | | | | | | |
OTHER (ATTACH EXPLANATION) | | | (2,473.47) |
| | | | | | | | | | | | | | | | | | | |
ADJUSTED BANK BALANCE IN FOREIGN CURRENCY* | | | 691,131.81 |
| | 146,621.19 | | 4,000.00 | | | 226,527.46 | | | 3,556,146.76 | | | 12,674.06 | | 172,813.65 | | 5,000.00 | | 95,266.80 |
ADJUSTED BANK BALANCE IN USD * | | | 691,131.81 |
| | 161,051.39 | | 4,000.00 | | | 226,527.46 | | | 3,556,146.76 | | | 6,337.03 | | 172,813.65 | | 5,000.00 | | 15,341.61 |
* Adjusted bank balance must equal | | | | | | | | | | | | | | | | | | | | | | |
balance per books | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | |
DEPOSITS IN TRANSIT | | Date | Amount | Date | Amount | Date | Amount | | Date | Amount | | Date | Amount | | Date | Amount | Date | Amount | Date | Amount | Date | Amount |
| | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | |
CHECKS OUTSTANDING | | Ck. # | Amount | Ck. # | Amount | Ck. # | Amount | | Ck. # | Amount | | Ck. # | Amount | | Ck. # | Amount | Ck. # | Amount | Ck. # | Amount | Ck. # | Amount |
| | | | | | | | | | | | 31106 | 245.52 | | | | | | | | | |
| | | | | | | | | | | | 31115 | 709.58 | | | | | | | | | |
| | | | | | | | | | | | 31124 | 231.29 | | | | | | | | | |
| | | | | | | | | | | | 31125 | 497.97 | | | | | | | | | |
| | | | | | | | | | | | 31126 | 5,280.00 | | | | | | | | | |
| | | | | | | | | | | | 31127 | 1,421.70 | | | | | | | | | |
| | | | | | | | | | | | 31128 | 210.78 | | | | | | | | | |
|
| | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | 31129 | 387.95 | | | | | | | | | |
| | | | | | | | | | | | 31130 | 107.34 | | | | | | | | | |
| | | | | | | | | | | | 31131 | 157.26 | | | | | | | | | |
| | | | | | | | | | | | 31132 | 2,768.74 | | | | | | | | | |
| | | | | | | | | | | | 31133 | 706.33 | | | | | | | | | |
| | | | | | | | | | | | 31134 | 146.49 | | | | | | | | | |
| | | | | | | | | | | | 31135 | 131.15 | | | | | | | | | |
| | | | | | | | | | | | 31136 | 451.56 | | | | | | | | | |
| | | | | | | | | | | | 31137 | 397.84 | | | | | | | | | |
| | | | | | | | | | | | 31138 | 50.20 | | | | | | | | | |
| | | | | | | | | | | | 31139 | 855.94 | | | | | | | | | |
| | | | | | | | | | | | 31140 | 490.15 | | | | | | | | | |
| | | | | | | | | | | | 31141 | 13,959.20 | | | | | | | | | |
| | | | | | | | | | | | 31142 | 762.19 | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | |
OTHER | | Explanation | Amount | Explanation | Amount | Explanation | Amount | | Explanation | Amount | | Explanation | Amount | | Explanation | Amount | Explanation | Amount | Explanation | Amount | Explanation | Amount |
| | | | | | | | | | | | | | | | | | | | | | |
Note to MOR-1a, Bank Statements
Due to the level of detailed records, all bank statements that were filed with the Court are not included in this MOR. Such information can be viewed on the Court's docket at www.deb.uscourts.gov or at https://cases.primeclerk.com/molycorp/.
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| |
UNITED STATES BANKRUPTCY COURT DISTRICT OF DELAWARE |
In re Molycorp, Inc., et al., Debtors | Case No. 15-11357 (CSS) |
MOR-1b | Reporting Period: June 25-July 31, 2015 |
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SCHEDULE OF PROFESSIONAL FEES AND EXPENSES PAID |
This schedule is to include all retained professional payments from case inception to current month |
| | | | | | | | | |
Payee | Period Covered | Amount Approved | Payor | Check | Amount Paid | Year-To-Date |
Number | Date | Fees | Expenses | Fees | Expenses |
Prime Clerk (156(c) services) | June 25 - 30th | 163,722.84 | Molycorp Minerals LLC | WT000002248 | 7/24/2015 | 11,334.00 | 152,338.84 | 11,334.00 | 152,338.84 |
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UNITED STATES BANKRUPTCY COURT DISTRICT OF DELAWARE |
In re Molycorp, Inc., et al., Debtors | Case No. 15-11357 (CSS) |
MOR-2 | Reporting Period: June 25-July 31, 2015 |
Note to MOR-2, Statement of Operations
All costs directly associated with the Chapter 11 Cases are reported as reorganization items. These costs include legal and other professional advisory fees and all adjustments made to the carrying amount of certain assets and adjustments made to pre-petition liabilities reflecting claims allowed by the Court.
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| | | | | | | | | | | | | | | | | | | | | |
COMBINED DEBTORS' STATEMENT OF OPERATIONS | | | | | | | | | |
| | | | | | | | | 1 of 8 |
|
Case No. | 15-11357 | 15-11358 | 15-11359 |
Debtor | Molycorp Inc. | Industrial Minerals LLC | Magnequench Inc. |
| 6/25 - 6/30 | 7/1 - 7/31 | Total | 6/25 - 6/30 | 7/1 - 7/31 | Total | 6/25 - 6/30 | 7/1 - 7/31 | Total |
Revenues | | | | | | | | | |
External Sales - net | $ | — |
| — |
| — |
| $ | — |
| — |
| — |
| $ | — |
| — |
| — |
|
Sales to related parties | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Total Revenue | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
| | | | | | | | | |
Costs of sales | | | | | | | | | |
Costs excluding depreciation and amortization | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Depreciation and amortization | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Gross profit (loss) | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
| | | | | | | | | |
Expenses | | | | | | | | | |
General & Administrative | 125,585 |
| 7,779 |
| 133,364 |
| — |
| — |
| — |
| — |
| — |
| — |
|
Sales & Marketing | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Insiders Compensation | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Depreciation and amortization | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
- Accretion expense | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Research and development | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Revision in etimated ARO cash flows | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Total expenses | 125,585 |
| 7,779 |
| 133,364 |
| — |
| — |
| — |
| — |
| — |
| — |
|
Operating income (loss) | (125,585 | ) | (7,779 | ) | (133,364 | ) | — |
| — |
| — |
| — |
| — |
| — |
|
| | | | | | | | | |
Other Income (expense) (attached schedule) | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Interest income (expense), net | 1,104,978 |
| 2,465,795 |
| 3,570,773 |
| — |
| — |
| — |
| — |
| — |
| — |
|
Reorganization items, net (attached schedule) | (99,173,506 | ) | (912,676 | ) | (100,086,182 | ) | — |
| — |
| — |
| (35,076,357 | ) | — |
| (35,076,357 | ) |
Foreign exchange gain (loss) | (2,536,225 | ) | (15,826,067 | ) | (18,362,292 | ) | — |
| — |
| — |
| — |
| — |
| — |
|
Income/(loss) before taxes and non-controlling interest | (100,730,338 | ) | (14,280,727 | ) | (115,011,065 | ) | — |
| — |
| — |
| (35,076,357 | ) | — |
| (35,076,357 | ) |
Income taxes expense (benefit) | — |
| 22,709 |
| 22,709 |
| — |
| — |
| — |
| — |
| — |
| — |
|
Income/(loss) from continuing operations before equity income of affiliate | (100,730,338 | ) | (14,303,436 | ) | (115,033,774 | ) | — |
| — |
| — |
| (35,076,357 | ) | — |
| (35,076,357 | ) |
| | | | | | | | | |
Equity in loss (income) of affiliates | — |
| — |
| — |
| — |
| — |
| — |
| 5,010 |
| 51,033 |
| 56,043 |
|
| | | | | | | | | |
Income/(loss) from continuing operations | (100,730,338 | ) | (14,303,436 | ) | (115,033,774 | ) | — |
| — |
| — |
| (35,081,366 | ) | (51,033 | ) | (35,132,400 | ) |
| | | | | | | | | |
Earnings/(loss) for the period | $ | (100,730,338 | ) | (14,303,436 | ) | (115,033,774 | ) | $ | — |
| — |
| — |
| $ | (35,081,366 | ) | (51,033 | ) | (35,132,400 | ) |
|
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COMBINED DEBTORS' STATEMENT OF OPERATIONS | | | | | | | | | |
Continuation Sheet for MOR-2 | | | | | | | | | 2 of 8 |
|
Case No. | 15-11360 | 15-11361 | 15-11362 |
Debtor | Magnequench International Inc. | Magnequench Limited | Molycorp Advanced Water Technologies LLC |
| 6/25 - 6/30 | 7/1 - 7/31 | Total | 6/25 - 6/30 | 7/1 - 7/31 | Total | 6/25 - 6/30 | 7/1 - 7/31 | Total |
Revenues | | | | | | | | | |
External Sales - net | $ | 219,727 |
| 3,739,059 |
| 3,958,787 |
| $ | — |
| — |
| — |
| $ | — |
| — |
| — |
|
Sales to related parties | 1,350,603 |
| 3,251,845 |
| 4,602,448 |
| — |
| — |
| — |
| — |
| — |
| — |
|
Total Revenue | 1,570,331 |
| 6,990,904 |
| 8,561,235 |
| — |
| — |
| — |
| — |
| — |
| — |
|
| | | | | | | | | |
Costs of sales | | | | | | | | | |
Costs excluding depreciation and amortization | 1,735,919 |
| 6,921,821 |
| 8,657,740 |
| — |
| — |
| — |
| — |
| — |
| — |
|
Depreciation and amortization | — |
| 8,318 |
| 8,318 |
| — |
| — |
| — |
| — |
| — |
| — |
|
Gross profit (loss) | (165,588 | ) | 60,765 |
| (104,824 | ) | — |
| — |
| — |
| — |
| — |
| — |
|
| | | | | | | | | |
Expenses | | | | | | | | | |
General & Administrative | 33,076 |
| 309,399 |
| 342,475 |
| 77 |
| 48 |
| 124 |
| 43 |
| — |
| 43 |
|
Sales & Marketing | 15,843 |
| 75,007 |
| 90,850 |
| — |
| — |
| — |
| — |
| — |
| — |
|
Insiders Compensation | 8,106 |
| 34,262 |
| 42,368 |
| — |
| — |
| — |
| — |
| — |
| — |
|
Depreciation and amortization | 11,506 |
| 160,468 |
| 171,974 |
| — |
| — |
| — |
| — |
| — |
| — |
|
- Accretion expense | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Research and development | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Revision in etimated ARO cash flows | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Total expenses | 68,531 |
| 579,136 |
| 647,666 |
| 77 |
| 48 |
| 124 |
| 43 |
| — |
| 43 |
|
Operating income (loss) | (234,119 | ) | (518,371 | ) | (752,490 | ) | (77 | ) | (48 | ) | (124 | ) | (43 | ) | — |
| (43 | ) |
| | | | | | | | | |
Other Income (expense) (attached schedule) | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Interest income (expense), net | 73,970 |
| 382,313 |
| 456,282 |
| — |
| — |
| — |
| — |
| — |
| — |
|
Reorganization items, net (attached schedule) | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Foreign exchange gain (loss) | 401 |
| (1,928 | ) | (1,527 | ) | — |
| — |
| — |
| — |
| — |
| — |
|
Income/(loss) before taxes and non-controlling interest | (159,748 | ) | (137,986 | ) | (297,734 | ) | (77 | ) | (48 | ) | (124 | ) | (43 | ) | — |
| (43 | ) |
Income taxes expense (benefit) | — |
| — |
| — |
| — |
| 129,097 |
| 129,097 |
| — |
| — |
| — |
|
Income/(loss) from continuing operations before equity income of affiliate | (159,748 | ) | (137,986 | ) | (297,734 | ) | (77 | ) | (129,145 | ) | (129,221 | ) | (43 | ) | — |
| (43 | ) |
| | | | | | | | | |
Equity in loss (income) of affiliates | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
| | | | | | | | | |
Income/(loss) from continuing operations | (159,748 | ) | (137,986 | ) | (297,734 | ) | (77 | ) | (129,145 | ) | (129,221 | ) | (43 | ) | — |
| (43 | ) |
| | | | | | | | | |
Earnings/(loss) for the period | $ | (159,748 | ) | (137,986 | ) | (297,734 | ) | $ | (77 | ) | (129,145 | ) | (129,221 | ) | $ | (43 | ) | — |
| (43 | ) |
|
| | | | | | | | | | | | | | | | | | | | | |
COMBINED DEBTORS' STATEMENT OF OPERATIONS | | | | | | | | | |
Continuation Sheet for MOR-2 | | | | | | | | | 3 of 8 |
|
Case No. | 15-11363 | 15-11364 | 15-11365 |
Debtor | MCP Callco ULC | MCP Canada Holdings ULC | MCP Canada Limited Partnership |
| 6/25 - 6/30 | 7/1 - 7/31 | Total | 6/25 - 6/30 | 7/1 - 7/31 | Total | 6/25 - 6/30 | 7/1 - 7/31 | Total |
Revenues | | | | | | | | | |
External Sales - net | $ | — |
| — |
| — |
| $ | — |
| — |
| — |
| $ | — |
| — |
| — |
|
Sales to related parties | — |
| — |
| — |
| — |
| — |
| — |
| 1,285,011 |
| 5,788,362 |
| 7,073,373 |
|
Total Revenue | — |
| — |
| — |
| — |
| — |
| — |
| 1,285,011 |
| 5,788,362 |
| 7,073,373 |
|
| | | | | | | | | |
Costs of sales | | | | | | | | | |
Costs excluding depreciation and amortization | — |
| — |
| — |
| — |
| — |
| — |
| 1,224,886 |
| 5,009,719 |
| 6,234,605 |
|
Depreciation and amortization | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Gross profit (loss) | — |
| — |
| — |
| — |
| — |
| — |
| 60,124 |
| 778,643 |
| 838,767 |
|
| | | | | | | | | |
Expenses | | | | | | | | | |
General & Administrative | — |
| — |
| — |
| — |
| — |
| — |
| 60,167 |
| 124,128 |
| 184,295 |
|
Sales & Marketing | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Insiders Compensation | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Depreciation and amortization | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
- Accretion expense | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Research and development | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Revision in etimated ARO cash flows | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Total expenses | — |
| — |
| — |
| — |
| — |
| — |
| 60,167 |
| 124,128 |
| 184,295 |
|
Operating income (loss) | — |
| — |
| — |
| — |
| — |
| — |
| (43 | ) | 654,515 |
| 654,472 |
|
| | | | | | | | | |
Other Income (expense) (attached schedule) | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Interest income (expense), net | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Reorganization items, net (attached schedule) | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Foreign exchange gain (loss) | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Income/(loss) before taxes and non-controlling interest | — |
| — |
| — |
| — |
| — |
| — |
| (43 | ) | 654,515 |
| 654,472 |
|
Income taxes expense (benefit) | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Income/(loss) from continuing operations before equity income of affiliate | — |
| — |
| — |
| — |
| — |
| — |
| (43 | ) | 654,515 |
| 654,472 |
|
| | | | | | | | | |
Equity in loss (income) of affiliates | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
| | | | | | | | | |
Income/(loss) from continuing operations | — |
| — |
| — |
| — |
| — |
| — |
| (43 | ) | 654,515 |
| 654,472 |
|
| | | | | | | | | |
Earnings/(loss) for the period | $— | — | — | $— | — | — | $ | (43 | ) | 654,515 |
| 654,472 |
|
|
| | | | | | | | | | | | | | | | | | | | | |
COMBINED DEBTORS' STATEMENT OF OPERATIONS | | | | | | | | | |
Continuation Sheet for MOR-2 | | | | | | | | | 4 of 8 |
|
Case No. | 15-11366 | 15-11367 | 15-11368 |
Debtor | MCP Exchangeco Inc. | Molycorp Chemicals & Oxides Inc. | Molycorp Luxembourg Holdings S.a.r.l |
| 6/25 - 6/30 | 7/1 - 7/31 | Total | 6/25 - 6/30 | 7/1 - 7/31 | Total | 6/25 - 6/30 | 7/1 - 7/31 | Total |
Revenues | | | | | | | | | |
External Sales - net | $ | — |
| — |
| — |
| $ | 536,529 |
| 2,568,464 |
| 3,104,993 |
| $ | — |
| — |
| — |
|
Sales to related parties | — |
| — |
| — |
| 2,126,278 |
| 3,337,748 |
| 5,464,026 |
| — |
| — |
| — |
|
Total Revenue | — |
| — |
| — |
| 2,662,807 |
| 5,906,212 |
| 8,569,019 |
| — |
| — |
| — |
|
| | | | | | | | | |
Costs of sales | | | | | | | | | |
Costs excluding depreciation and amortization | — |
| — |
| — |
| 2,574,574 |
| 5,786,289 |
| 8,360,863 |
| — |
| — |
| — |
|
Depreciation and amortization | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Gross profit (loss) | — |
| — |
| — |
| 88,232 |
| 119,924 |
| 208,156 |
| — |
| — |
| — |
|
| | | | | | | | | |
Expenses | | | | | | | | | |
General & Administrative | — |
| — |
| — |
| 13,225 |
| 12,524 |
| 25,748 |
| — |
| — |
| — |
|
Sales & Marketing | — |
| — |
| — |
| 5,087 |
| 24,927 |
| 30,014 |
| — |
| — |
| — |
|
Insiders Compensation | — |
| — |
| — |
| 6,401 |
| 26,953 |
| 33,354 |
| — |
| — |
| — |
|
Depreciation and amortization | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
- Accretion expense | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Research and development | — |
| — |
| — |
| 38,242 |
| 152,079 |
| 190,321 |
| — |
| — |
| — |
|
Revision in etimated ARO cash flows | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Total expenses | — |
| — |
| — |
| 62,955 |
| 216,483 |
| 279,438 |
| — |
| — |
| — |
|
Operating income (loss) | — |
| — |
| — |
| 25,277 |
| (96,559 | ) | (71,282 | ) | — |
| — |
| — |
|
| | | | | | | | | |
Other Income (expense) (attached schedule) | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Interest income (expense), net | (494,272 | ) | (2,441,282 | ) | (2,935,554 | ) | 69 |
| 603 |
| 672 |
| — |
| — |
| — |
|
Reorganization items, net (attached schedule) | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Foreign exchange gain (loss) | 2,695,539 |
| 13,736,096 |
| 16,431,635 |
| (2,278 | ) | (13,531 | ) | (15,809 | ) | — |
| — |
| — |
|
Income/(loss) before taxes and non-controlling interest | 2,201,268 |
| 11,294,814 |
| 13,496,081 |
| 23,068 |
| (109,488 | ) | (86,420 | ) | — |
| — |
| — |
|
Income taxes expense (benefit) | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Income/(loss) from continuing operations before equity income of affiliate | 2,201,268 |
| 11,294,814 |
| 13,496,081 |
| 23,068 |
| (109,488 | ) | (86,420 | ) | — |
| — |
| — |
|
| | | | | | | | | |
Equity in loss (income) of affiliates | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
| | | | | | | | | |
Income/(loss) from continuing operations | 2,201,268 |
| 11,294,814 |
| 13,496,081 |
| 23,068 |
| (109,488 | ) | (86,420 | ) | — |
| — |
| — |
|
| | | | | | | | | |
Earnings/(loss) for the period | $ | 2,201,268 |
| 11,294,814 |
| 13,496,081 |
| $ | 23,068 |
| (109,488 | ) | (86,420 | ) | $ | — |
| — |
| — |
|
|
| | | | | | | | | | | | | | | | | | | | | |
COMBINED DEBTORS' STATEMENT OF OPERATIONS | | | | | | | | | |
Continuation Sheet for MOR-2 | | | | | | | | | 5 of 8 |
|
Case No. | 15-11369 | 15-11370 | 15-11371 |
Debtor | Molycorp Metals & Alloys Inc. | Molycorp Minerals Canada ULC | Molycorp Minerals LLC |
| 6/25 - 6/30 | 7/1 - 7/31 | Total | 6/25 - 6/30 | 7/1 - 7/31 | Total | 6/25 - 6/30 | 7/1 - 7/31 | Total |
Revenues | | | | | | | | | |
External Sales - net | $ | 3,629 |
| 322,118 |
| 325,747 |
| $ | — |
| 56 |
| 56 |
| $ | 28,140 |
| 591,457 |
| 619,597 |
|
Sales to related parties | — |
| — |
| — |
| 279,880 |
| 294,808 |
| 574,688 |
| 655,179 |
| 2,331,985 |
| 2,987,164 |
|
Total Revenue | 3,629 |
| 322,118 |
| 325,747 |
| 279,880 |
| 294,864 |
| 574,744 |
| 683,319 |
| 2,923,443 |
| 3,606,762 |
|
| | | | | | | | | |
Costs of sales | | | | | | | | | |
Costs excluding depreciation and amortization | 546 |
| 320,098 |
| 320,644 |
| 251,086 |
| 256,296 |
| 507,382 |
| 2,936,762 |
| 9,237,328 |
| 12,174,090 |
|
Depreciation and amortization | 5,736 |
| 28,680 |
| 34,416 |
| 4,148 |
| 25,994 |
| 30,142 |
| 1,227,670 |
| 7,296,786 |
| 8,524,456 |
|
Gross profit (loss) | (2,653 | ) | (26,660 | ) | (29,313 | ) | 24,646 |
| 12,574 |
| 37,221 |
| (3,481,113 | ) | (13,610,671 | ) | (17,091,784 | ) |
| | | | | | | | | |
Expenses | | | | | | | | | |
General & Administrative | 2,927 |
| 9,423 |
| 12,350 |
| 59,407 |
| 549,742 |
| 609,149 |
| 527,613 |
| 1,600,495 |
| 2,128,109 |
|
Sales & Marketing | — |
| — |
| — |
| 10,153 |
| 34,114 |
| 44,267 |
| 1,148 |
| 1,725 |
| 2,873 |
|
Insiders Compensation | — |
| — |
| — |
| 20,214 |
| 103,029 |
| 123,243 |
| 24,307 |
| 106,963 |
| 131,270 |
|
Depreciation and amortization | — |
| — |
| — |
| 3,966 |
| 19,758 |
| 23,724 |
| (4,109,501 | ) | 439,849 |
| (3,669,653 | ) |
- Accretion expense | — |
| — |
| — |
| — |
| — |
| — |
| 22,349 |
| 112,891 |
| 135,240 |
|
Research and development | — |
| — |
| — |
| 11,698 |
| 59,258 |
| 70,957 |
| 7,913 |
| 35,573 |
| 43,486 |
|
Revision in etimated ARO cash flows | — |
| — |
| — |
| — |
| — |
| — |
| (4,041,690 | ) | — |
| (4,041,690 | ) |
Total expenses | 2,927 |
| 9,423 |
| 12,350 |
| 105,439 |
| 765,902 |
| 871,340 |
| (7,567,860 | ) | 2,297,496 |
| (5,270,364 | ) |
Operating income (loss) | (5,580 | ) | (36,083 | ) | (41,663 | ) | (80,792 | ) | (753,327 | ) | (834,120 | ) | 4,086,748 |
| (15,908,167 | ) | (11,821,420 | ) |
| | | | | | | | | |
Other Income (expense) (attached schedule) | 18 |
| 40 |
| 58 |
| 810 |
| 2,993 |
| 3,803 |
| 367 |
| 983 |
| 1,349 |
|
Interest income (expense), net | — |
| — |
| — |
| 18,755 |
| (414,905 | ) | (396,150 | ) | (126,487 | ) | (638,036 | ) | (764,524 | ) |
Reorganization items, net (attached schedule) | — |
| — |
| — |
| — |
| — |
| — |
| (84,882,950 | ) | (14,625 | ) | (84,897,575 | ) |
Foreign exchange gain (loss) | — |
| — |
| — |
| 99,601 |
| 2,165,120 |
| 2,264,721 |
| — |
| — |
| — |
|
Income/(loss) before taxes and non-controlling interest | (5,562 | ) | (36,043 | ) | (41,605 | ) | 38,374 |
| 999,882 |
| 1,038,255 |
| (80,922,323 | ) | (16,559,846 | ) | (97,482,169 | ) |
Income taxes expense (benefit) | — |
| — |
| — |
| — |
| 16,886 |
| 16,886 |
| — |
| — |
| — |
|
Income/(loss) from continuing operations before equity income of affiliate | (5,562 | ) | (36,043 | ) | (41,605 | ) | 38,374 |
| 982,996 |
| 1,021,369 |
| (80,922,323 | ) | (16,559,846 | ) | (97,482,169 | ) |
| | | | | | | | | |
Equity in loss (income) of affiliates | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
| | | | | | | | | |
Income/(loss) from continuing operations | (5,562 | ) | (36,043 | ) | (41,605 | ) | 38,374 |
| 982,996 |
| 1,021,369 |
| (80,922,323 | ) | (16,559,846 | ) | (97,482,169 | ) |
| | | | | | | | | |
Earnings/(loss) for the period | $ | (5,562 | ) | (36,043 | ) | (41,605 | ) | $ | 38,374 |
| 982,996 |
| 1,021,369 |
| $ | (80,922,323 | ) | (16,559,846 | ) | (97,482,169 | ) |
|
| | | | | | | | | | | | | | | | | | | | | |
COMBINED DEBTORS' STATEMENT OF OPERATIONS | | | | | | | | | |
Continuation Sheet for MOR-2 | | | | | | | | | 6 of 8 |
|
Case No. | 15-11372 | 15-11373 | 15-11374 |
Debtor | Molycorp Rare Metals Holdings Inc. | Molycorp Rare Metals (Utah) Inc. | Neo International Corp. |
| 6/25 - 6/30 | 7/1 - 7/31 | Total | 6/25 - 6/30 | 7/1 - 7/31 | Total | 6/25 - 6/30 | 7/1 - 7/31 | Total |
Revenues | | | | | | | | | |
External Sales - net | $ | — |
| — |
| — |
| $ | 146,768 |
| 529,677 |
| 676,445 |
| $ | — |
| — |
| — |
|
Sales to related parties | — |
| — |
| — |
| 158,077 |
| 123,855 |
| 281,932 |
| — |
| — |
| — |
|
Total Revenue | — |
| — |
| — |
| 304,845 |
| 653,532 |
| 958,377 |
| — |
| — |
| — |
|
| | | | | | | | | |
Costs of sales | | | | | | | | | |
Costs excluding depreciation and amortization | — |
| — |
| — |
| 264,080 |
| 445,390 |
| 709,469 |
| — |
| — |
| — |
|
Depreciation and amortization | — |
| — |
| — |
| 3,280 |
| 16,399 |
| 19,679 |
| — |
| — |
| — |
|
Gross profit (loss) | — |
| — |
| — |
| 37,486 |
| 191,743 |
| 229,229 |
| — |
| — |
| — |
|
| | | | | | | | | |
Expenses | | | | | | | | | |
General & Administrative | — |
| — |
| — |
| 7,263 |
| 32,767 |
| 40,029 |
| 17,612 |
| 67,825 |
| 85,437 |
|
Sales & Marketing | — |
| — |
| — |
| 2,631 |
| 4,894 |
| 7,525 |
| 285 |
| — |
| 285 |
|
Insiders Compensation | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Depreciation and amortization | — |
| — |
| — |
| 309 |
| 1,547 |
| 1,856 |
| — |
| 3,551 |
| 3,551 |
|
- Accretion expense | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Research and development | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Revision in etimated ARO cash flows | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Total expenses | — |
| — |
| — |
| 10,203 |
| 39,208 |
| 49,411 |
| 17,897 |
| 71,376 |
| 89,273 |
|
Operating income (loss) | — |
| — |
| — |
| 27,283 |
| 152,535 |
| 179,818 |
| (17,897 | ) | (71,376 | ) | (89,273 | ) |
| | | | | | | | | |
Other Income (expense) (attached schedule) | — |
| 160,000 |
| 160,000 |
| — |
| — |
| — |
| — |
| — |
| — |
|
Interest income (expense), net | — |
| 11 |
| 11 |
| 136 |
| 233 |
| 369 |
| 3 |
| — |
| 3 |
|
Reorganization items, net (attached schedule) | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Foreign exchange gain (loss) | — |
| — |
| — |
| 739 |
| (3,206 | ) | (2,467 | ) | (54,735 | ) | (225,892 | ) | (280,627 | ) |
Income/(loss) before taxes and non-controlling interest | — |
| 160,011 |
| 160,011 |
| 28,158 |
| 149,562 |
| 177,720 |
| (72,629 | ) | (297,268 | ) | (369,897 | ) |
Income taxes expense (benefit) | — |
| — |
| — |
| — |
| — |
| — |
| — |
| 66,307 |
| 66,307 |
|
Income/(loss) from continuing operations before equity income of affiliate | — |
| 160,011 |
| 160,011 |
| 28,158 |
| 149,562 |
| 177,720 |
| (72,629 | ) | (363,575 | ) | (436,204 | ) |
| | | | | | | | | |
Equity in loss (income) of affiliates | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
| | | | | | | | | |
Income/(loss) from continuing operations | — |
| 160,011 |
| 160,011 |
| 28,158 |
| 149,562 |
| 177,720 |
| (72,629 | ) | (363,575 | ) | (436,204 | ) |
| | | | | | | | | |
Earnings/(loss) for the period | $ | — |
| 160,011 |
| 160,011 |
| $ | 28,158 |
| 149,562 |
| 177,720 |
| $ | (72,629 | ) | (363,575 | ) | (436,204 | ) |
|
| | | | | | | | | | | | | | | | | | | | | |
COMBINED DEBTORS' STATEMENT OF OPERATIONS | | | | | | | | | |
Continuation Sheet for MOR-2 | | | | | | | | | 7 of 8 |
|
Case No. | 15-11376 | 15-11377 | Elimination |
Debtor | PP IV Mountain Pass II, Inc. (Inactive) | RCF IV Speedwagon Inc. (Inactive) | |
| 6/25 - 6/30 | 7/1 - 7/31 | Total | 6/25 - 6/30 | 7/1 - 7/31 | Total | 6/25 - 6/30 | 7/1 - 7/31 | Total |
Revenues | | | | | | | | | |
External Sales - net | $ | — |
| — |
| — |
| $ | — |
| — |
| — |
| $ | — |
| — |
| — |
|
Sales to related parties | — |
| — |
| — |
| — |
| — |
| — |
| (1,564,891 | ) | (7,063,088 | ) | (8,627,979 | ) |
Total Revenue | — |
| — |
| — |
| — |
| — |
| — |
| (1,564,891 | ) | (7,063,088 | ) | (8,627,979 | ) |
| | | | | | | | | |
Costs of sales | | | | | | | | | |
Costs excluding depreciation and amortization | — |
| — |
| — |
| — |
| — |
| — |
| (1,564,891 | ) | (7,170,239 | ) | (8,735,130 | ) |
Depreciation and amortization | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Gross profit (loss) | — |
| — |
| — |
| — |
| — |
| — |
| — |
| 107,151 |
| 107,151 |
|
| | | | | | | | | |
Expenses | | | | | | | | | |
General & Administrative | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Sales & Marketing | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Insiders Compensation | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Depreciation and amortization | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
- Accretion expense | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Research and development | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Revision in etimated ARO cash flows | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Total expenses | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Operating income (loss) | — |
| — |
| — |
| — |
| — |
| — |
| — |
| 107,151 |
| 107,151 |
|
| | | | | | | | | |
Other Income (expense) (attached schedule) | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Interest income (expense), net | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Reorganization items, net (attached schedule) | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Foreign exchange gain (loss) | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Income/(loss) before taxes and non-controlling interest | — |
| — |
| — |
| — |
| — |
| — |
| — |
| 107,151 |
| 107,151 |
|
Income taxes expense (benefit) | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Income/(loss) from continuing operations before equity income of affiliate | — |
| — |
| — |
| — |
| — |
| — |
| — |
| 107,151 |
| 107,151 |
|
| | | | | | | | | |
Equity in loss (income) of affiliates | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
| | | | | | | | | |
Income/(loss) from continuing operations | — |
| — |
| — |
| — |
| — |
| — |
| — |
| 107,151 |
| 107,151 |
|
| | | | | | | | | |
Earnings/(loss) for the period | $ | — |
| — |
| — |
| $ | — |
| — |
| — |
| $ | — |
| 107,151 |
| 107,151 |
|
|
| | | | | | | |
COMBINED DEBTORS' STATEMENT OF OPERATIONS | | | |
Continuation Sheet for MOR-2 | | | 8 of 8 |
Case No. | Total |
Debtor | |
| 6/25 - 6/30 | 7/1 - 7/31 | Total |
Revenues | | | |
External Sales - net | $ | 934,793 |
| 7,750,832 |
| 8,685,626 |
|
Sales to related parties | 4,290,137 |
| 8,065,515 |
| 12,355,652 |
|
Total Revenue | 5,224,930 |
| 15,816,348 |
| 21,041,278 |
|
| | | |
Costs of sales | | | |
Costs excluding depreciation and amortization | 7,422,962 |
| 20,806,701 |
| 28,229,664 |
|
Depreciation and amortization | 1,240,834 |
| 7,376,178 |
| 8,617,011 |
|
Gross profit (loss) | (3,438,866 | ) | (12,366,531 | ) | (15,805,397 | ) |
| | | |
Expenses | | | |
General & Administrative | 846,995 |
| 2,714,129 |
| 3,561,123 |
|
Sales & Marketing | 35,147 |
| 140,667 |
| 175,815 |
|
Insiders Compensation | 59,028 |
| 271,207 |
| 330,235 |
|
Depreciation and amortization | (4,093,721 | ) | 625,173 |
| (3,468,547 | ) |
- Accretion expense | 22,349 |
| 112,891 |
| 135,240 |
|
Research and development | 57,853 |
| 246,911 |
| 304,764 |
|
Revision in etimated ARO cash flows | (4,041,690 | ) | — |
| (4,041,690 | ) |
Total expenses | (7,114,037 | ) | 4,110,977 |
| (3,003,060 | ) |
Operating income (loss) | 3,675,172 |
| (16,477,509 | ) | (12,802,337 | ) |
| | | |
Other Income (expense) (attached schedule) | 1,195 |
| 164,016 |
| 165,211 |
|
Interest income (expense), net | 577,152 |
| (645,269 | ) | (68,117 | ) |
Reorganization items, net (attached schedule) | (219,132,813 | ) | (927,301 | ) | (220,060,114 | ) |
Foreign exchange gain (loss) | 203,043 |
| (169,409 | ) | 33,634 |
|
Income/(loss) before taxes and non-controlling interest | (214,676,251 | ) | (18,055,472 | ) | (232,731,723 | ) |
Income taxes expense (benefit) | — |
| 234,999 |
| 234,999 |
|
Income/(loss) from continuing operations before equity income of affiliate | (214,676,251 | ) | (18,290,471 | ) | (232,966,722 | ) |
| | | |
Equity in loss (income) of affiliates | 5,010 |
| 51,033 |
| 56,043 |
|
| | | |
Income/(loss) from continuing operations | (214,681,261 | ) | (18,341,504 | ) | (233,022,765 | ) |
| | | |
Earnings/(loss) for the period | $ | (214,681,261 | ) | (18,341,504 | ) | (233,022,765 | ) |
|
| | | | |
Continuation Sheet for MOR-2 |
| | | | |
Debtor | Case No. | BREAKDOWN OF "OTHER" CATEGORY | June 25 - 30 | July 1 - July 31 |
| | | | |
| | Other Income/Expense | | |
Molycorp Metals & Alloys, Inc. | 15-11369 | Rental/interest income | 18 | 40 |
| | | | |
Molycorp Minerals Canada ULC | 15-11370 | Gain on fixed asset sale | 810 | |
| | Refund - insurance | | 2,993 |
| | | | |
Molycorp Minerals, LLC | 15-11371 | Miscellaneous rental income | 367 | 983 |
| | | | |
Molycorp Rare Metals Holdings, Inc. | 15-11372 | Dividend income | | 160,000 |
| | | | |
| | Total Combined | 1,195 | 164,016 |
| | | | |
| Other Reorganization Expenses | | |
Molycorp Inc. | 15-11357 | Legal and other professional fees | 1,848,202 | 912,676 |
| | Adjustments to the carrying amount of debt | 78,440,941 | |
| | Wrtie off of deferred financing cost | 4,919,107 | |
| | Gain on fair value adjustment of Springing Maturity derivative | (8,008,001) | |
| | Early Payment Premium on Term loans | 21,973,257 | |
| | Total | 99,173,506 | 912,676 |
| | | | |
Magnequench Inc. | 15-11359 | Write-off of discount and deferred financing cost on Term Loans | 8,796,357 | |
| | Early Payment Premium on Term Loans | 26,280,000 | |
| | Total | 35,076,357 | |
| | | | |
Molycorp Minerals, LLC | 15-11371 | Early payment premium on term loans | 65,964,111 | |
| | Wrtie off of deferred financing cost | 6,210,031 | |
| | Adjustments to the carrying amount of debt | 12,708,808 | |
| | Trustee fees | | 14,625 |
| | Total | 84,882,950 | 14,625 |
| | | | |
| | Total Combined | 219,132,813 | 927,301 |
| | | | |
Reorganization Items - Interest Earned on Accumulated Cash from Chapter 11: | | |
Interest earned on cash accumulated during the chapter 11 case, which would not have been earned but for the bankruptcy proceeding, should be reported as a reorganization item. | | |
| | | | |
|
| |
UNITED STATES BANKRUPTCY COURT DISTRICT OF DELAWARE |
In re Molycorp, Inc., et al., Debtors | Case No. 15-11357 (CSS) |
MOR-3 | Reporting Period: June 25-July 31, 2015 |
Notes to MOR-3, Balance Sheet
Unless otherwise indicated, the value of the assets contained in MOR-3 are book values as of July 31, 2015 and as of the Petition Date. Amounts ultimately realized from the disposition of the Debtors’ assets may materially vary from the stated book value. The carrying amounts of these assets are not based upon any estimate of such assets’ current market values. The Debtors reserve the right to amend or adjust the value of each asset in MOR-3.
All liabilities in MOR-3 are separated into obligations that were incurred prior to the filing of the Chapter 11 Cases (the "pre-petition liabilities") and those incurred after the filing of the Chapter 11 Cases (the "post-petition liabilities"). Pre-petition liabilities are further segregated into liabilities subject to compromise ("LSTC") and liabilities not subject to compromise. LSTC are pre-petition obligations that are not fully secured and that have at least a possibility of not being repaid at the full claim amount. However, fully secured liabilities may become impaired under a reorganization plan and may be classified as LSTC.
LSTC, including claims that become known after the filing of the Chapter 11 Cases, are reported on the basis of the expected amount of the total allowed claim, even though they may be settled for lesser amounts. Allowed claims are initially included in the debtors listing of liabilities filed with the Court or submitted by a creditor to the Court and not objected by the Debtors. Allowed claims remain subject to future adjustment that may result from actions of the Court, rejection of contracts and unexpired leases, negotiations, disputed claims, valuation of collateral securing claims, and other events.
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
COMBINED DEBTORS' BALANCE SHEET |
As at July 31, 2015 | | | | | | | | | | | | | | | | |
Case No. | 15-11357 | 15-11358 | 15-11359 | 15-11360 | 15-11361 | 15-11362 | 15-11363 | 15-11364 | 15-11365 | 15-11366 | 15-11367 | 15-11368 | 15-11369 | 15-11370 | 15-11371 | 15-11372 |
Debtor | Molycorp Inc. | Industrial Minerals LLC | Magnequench Inc. | Magnequench International Inc. | Magnequench Limited | Molycorp Advanced Water Technologies LLC | MCP Callco ULC | MCP Canada Holdings ULC | MCP Canada Limited Partnership | MCP Exchangeco Inc. | Molycorp Chemicals & Oxides Inc. | Molycorp Luxembourg Holdings S.a.r.l | Molycorp Metals & Alloys Inc. | Molycorp Minerals Canada ULC | Molycorp Minerals LLC | Molycorp Rare Metals Holdings Inc. |
| | | | | | | | | | | | | | | | |
ASSETS | | | | | | | | | | | | | | | | |
Current | | | | | | | | | | | | | | | | |
Cash and cash equivalents | $ | 12,784,497 |
| $ | — |
| $ | — |
| $ | 4,188,125 |
| $ | 143,028 |
| $ | 4,867 |
| $ | 5,000 |
| $ | 5,000 |
| $ | 5,160,808 |
| $ | 5,960 |
| $ | 11,197,589 |
| $ | 10,194 |
| $ | 539,070 |
| $ | 4,873,078 |
| $ | 856,183 |
| $ | 226,527 |
|
Restricted cash | 108,299,601 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
|
Trade accounts receivable | 0 |
| 0 |
| 0 |
| 4,113,462 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 3,025,509 |
| 0 |
| 872,354 |
| 0 |
| 538,072 |
| 0 |
|
Inventories | 0 |
| 0 |
| 0 |
| 10,493,357 |
| 0 |
| 0 |
| 0 |
| 0 |
| 270,334 |
| 0 |
| 8,254,640 |
| 0 |
| 3,647,495 |
| 1,112,048 |
| 34,237,971 |
| 0 |
|
Income tax receivable | 499,790 |
| 0 |
| 0 |
| 0 |
| 88,061 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
|
Defer tax assets | 7,432,756 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
|
Other current assets (attached schedule) | 3,470,852 |
| 0 |
| 0 |
| 0 |
| 11,163 |
| 0 |
| 0 |
| 0 |
| 3,882 |
| 0 |
| 15,847 |
| 0 |
| 198,773 |
| 254,718 |
| 11,311,106 |
| 0 |
|
Total current assets | 132,487,496 |
| 0 |
| 0 |
| 18,794,944 |
| 242,252 |
| 4,867 |
| 5,000 |
| 5,000 |
| 5,435,023 |
| 5,960 |
| 22,493,585 |
| 10,194 |
| 5,257,692 |
| 6,239,845 |
| 46,943,332 |
| 226,527 |
|
| | | | | | | | | | | | | | | | |
Fixed Assets | | | | | | | | | | | | | | | | |
- Real Property & Improvement | 0 |
| 0 |
| 0 |
| 100,000 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 2,154,116 |
| 1,510,345 |
| 1,059,644,376 |
| 0 |
|
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
- Machinery & Equipment | 0 |
| 0 |
| 0 |
| 1,528,573 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 2,803,444 |
| 3,927,003 |
| 616,996,200 |
| 0 |
|
- Furniture & Office Equipment | 0 |
| 0 |
| 0 |
| 7,421,923 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 84,275 |
| 0 |
| 98,652 |
| 1,334,575 |
| 8,860,110 |
| 0 |
|
- Vehicle | 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 2,437,401 |
| 0 |
|
- Minerals Resource | 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 24,539,244 |
| 0 |
|
- Construction in Process | 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 13,819,134 |
| 0 |
|
less: accumulated depreciation | 0 |
| 0 |
| 0 |
| (6,772,624) |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| (84,275) |
| 0 |
| (1,380,941) |
| (3,812,331) |
| (191,456,211) |
| 0 |
|
Property, plant and equipment | 0 |
| 0 |
| 0 |
| 2,277,872 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 3,675,271 |
| 2,959,591 |
| 1,534,840,253 |
| 0 |
|
Deposits | 2,207,054 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 29,041,449 |
| 0 |
|
Inventories | 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 24,186,559 |
| 0 |
|
Patents and other intangible assets | 0 |
| 0 |
| 0 |
| 29,455,185 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 395,832 |
| 338,458 |
| 0 |
|
Investment (attached schedule) | 543,915,594 |
| 20,000 |
| 162,565,435 |
| 17,067,184 |
| 2,033,276 |
| 0 |
| 0 |
| 0 |
| 1,192,325,440 |
| 684,175,440 |
| 0 |
| 364,150,000 |
| 0 |
| 31,811,569 |
| 141,423,147 |
| 22,919,589 |
|
Other assets (attached schedule) | 0 |
| 0 |
| 0 |
| 45,060 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 624,474 |
| 0 |
|
Loan to Insiders | 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
|
Related Party Receivable | 2,938,980,207 |
| 478 |
| 50,830,305 |
| 107,754,288 |
| 11,524,962 |
| 0 |
| 0 |
| 0 |
| 20,713,099 |
| 44,086,468 |
| 11,513,684 |
| 15,798 |
| 2,200,000 |
| 25,988,399 |
| 42,873,484 |
| 1,800,000 |
|
Total non current assets | 3,485,102,855 |
| 20,478 |
| 213,395,740 |
| 156,599,589 |
| 13,558,238 |
| 0 |
| 0 |
| 0 |
| 1,213,038,540 |
| 728,261,908 |
| 11,513,684 |
| 364,165,798 |
| 5,875,271 |
| 61,155,391 |
| 1,773,327,824 |
| 24,719,589 |
|
Total assets | 3,617,590,351 |
| 20,478 |
| 213,395,740 |
| 175,394,533 |
| 13,800,489 |
| 4,867 |
| 5,000 |
| 5,000 |
| 1,218,473,563 |
| 728,267,868 |
| 34,007,269 |
| 364,175,992 |
| 11,132,963 |
| 67,395,236 |
| 1,820,271,156 |
| 24,946,116 |
|
| | | | | | | | | | | | | | | | |
LIABILITIES AND SHAREHOLDERS' EQUITY | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
Current | | | | | | | | | | | | | | | | |
Trade accounts payable | 1,229,310 |
| 0 |
| 0 |
| 48,049 |
| 0 |
| 0 |
| 0 |
| 0 |
| 5,722 |
| 0 |
| 31,295 |
| 0 |
| 24,863 |
| 93,712 |
| 2,132,110 |
| 0 |
|
DIP Financing | 128,299,601 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
|
Accrued expenses | 1,848,202 |
| 0 |
| 0 |
| 1,301,203 |
| 0 |
| 0 |
| 0 |
| 0 |
| 14,583 |
| 0 |
| 669,291 |
| 0 |
| 295,495 |
| 552,531 |
| 10,986,020 |
| 0 |
|
Income taxes payable | 0 |
| 0 |
| 0 |
| 198,663 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 472,041 |
| 0 |
| 0 |
|
Capital lease | 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 3,398,894 |
| 0 |
|
Asset retirrement obligation | 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 3,330,762 |
| 0 |
|
Total current liabilities | 131,377,112 |
| 0 |
| 0 |
| 1,547,915 |
| 0 |
| 0 |
| 0 |
| 0 |
| 20,305 |
| 0 |
| 700,587 |
| 0 |
| 320,359 |
| 1,118,284 |
| 19,847,785 |
| 0 |
|
| | | | | | | | | | | | | | | | |
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Capital lease | 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 17,195,025 |
| 0 |
|
Asset retirement obligation | 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 11,068,006 |
| 0 |
|
Defer tax liabilities | 13,204,756 |
| 0 |
| 0 |
| 380,910 |
| 906,189 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 1,162,736 |
| 0 |
| 0 |
|
Pension benefit liablilties | 0 |
| 0 |
| 0 |
| 3,247,257 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
|
Other Long-term Liabilities | 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 1,424,195 |
| 0 |
|
Amount due to Insiders | 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
|
Related party payable | 387,443 |
| 0 |
| 0 |
| 6,098,542 |
| 0 |
| 0 |
| 5,000 |
| 5,000 |
| 6,264,265 |
| 3,361,036 |
| 5,998,986 |
| 0 |
| 418 |
| 545,742 |
| 32,670,165 |
| 0 |
|
Liabilities subject to compromise - Related party | 71,041,354 |
| 20,378 |
| 3,339,173 |
| 21,373,080 |
| 219,062 |
| 5,000 |
| 0 |
| 7,750 |
| 7,932,338 |
| 348,665,218 |
| 17,383,339 |
| 364,287,300 |
| 216,331 |
| 59,098,122 |
| 2,261,869,800 |
| 0 |
|
Liabilities subject to compromise - Third party | 1,514,132,728 |
| 0 |
| 88,859,274 |
| 57,919 |
| 0 |
| 0 |
| 0 |
| 0 |
| 4,184 |
| 0 |
| 126,379 |
| 0 |
| 32,023 |
| 1,849,434 |
| 227,948,111 |
| 0 |
|
Total non-current liabilities | 1,598,766,282 |
| 20,378 |
| 92,198,446 |
| 31,157,708 |
| 1,125,251 |
| 5,000 |
| 5,000 |
| 12,750 |
| 14,200,787 |
| 352,026,254 |
| 23,508,704 |
| 364,287,300 |
| 248,772 |
| 62,656,034 |
| 2,552,175,301 |
| 0 |
|
Total liabilities | 1,730,143,394 |
| 20,378 |
| 92,198,446 |
| 32,705,623 |
| 1,125,251 |
| 5,000 |
| 5,000 |
| 12,750 |
| 14,221,092 |
| 352,026,254 |
| 24,209,290 |
| 364,287,300 |
| 569,130 |
| 63,774,318 |
| 2,572,023,087 |
| 0 |
|
| | | | | | | | | | | | | | | | |
Non-controlling interest | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
Shareholder's equity: | | | | | | | | | | | | | | | | |
Share capital | 258,952 |
| 100 |
| 33,788 |
| 21,556 |
| 4,621,000 |
| 0 |
| 0 |
| 0 |
| 684,175,441 |
| 10,255,745 |
| 1,500 |
| 20,000 |
| 0 |
| 275,174,583 |
| 0 |
| 22,463,750 |
|
Contributed surplus | 2,248,781,948 |
| 0 |
| 40,027,833 |
| 148,368,181 |
| 389,376 |
| 0 |
| 0 |
| 0 |
| 0 |
| 401,063,759 |
| 226,313 |
| 0 |
| 17,521,567 |
| (4,095,431) |
| 132,576,089 |
| 0 |
|
Accumulated deficits | (361,593,944) |
| 0 |
| 81,135,673 |
| (4,744,019) |
| 7,664,862 |
| (133) |
| 0 |
| (7,750) |
| 520,077,029 |
| (35,077,890) |
| 9,570,166 |
| (131,308) |
| (6,957,734) |
| (267,458,234) |
| (884,328,020) |
| 2,482,366 |
|
Accum Other Comprehensive Income | 0 |
| 0 |
| 0 |
| (956,809) |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
|
Shareholders' equity | 1,887,446,957 |
| 100 |
| 121,197,294 |
| 142,688,909 |
| 12,675,238 |
| (133) |
| 0 |
| (7,750) |
| 1,204,252,471 |
| 376,241,614 |
| 9,797,979 |
| (111,308) |
| 10,563,833 |
| 3,620,918 |
| (751,751,930) |
| 24,946,116 |
|
Total liabilities and shareholders' equity | 3,617,590,351 |
| 20,478 |
| 213,395,740 |
| 175,394,532 |
| 13,800,489 |
| 4,867 |
| 5,000 |
| 5,000 |
| 1,218,473,563 |
| 728,267,868 |
| 34,007,269 |
| 364,175,992 |
| 11,132,963 |
| 67,395,236 |
| 1,820,271,156 |
| 24,946,116 |
|
|
| | | | | | | | | | | | | | | | | | | | | |
COMBINED DEBTORS' BALANCE SHEET | | | | | |
Continuation Sheet for MOR-3 | | | | | | |
As at July 31, 2015 | | | | | | | |
Case No. | 15-11373 | 15-11374 | 15-11375 | 15-11376 | 15-11377 | Elimination | Total |
Debtor | Molycorp Rare Metals (Utah) Inc. | Neo International Corp. | PP IV Mountain Pass Inc. (Inactive) | PP IV Mountain Pass II, Inc. (Inactive) | RCF IV Speedwagon Inc. (Inactive) | | |
| | | | | | | |
ASSETS | | | | | | | |
Current | | | | | | | |
Cash and cash equivalents | $ | 3,557,484 |
| $ | 200,880 |
| $ | — |
| $ | — |
| $ | — |
| $ | — |
| $ | 43,758,291 |
|
Restricted cash | — |
| — |
| — |
| — |
| — |
| — |
| 108,299,601 |
|
Trade accounts receivable | 718,579 |
| — |
| — |
| — |
| — |
| — |
| 9,267,977 |
|
Inventories | 4,660,419 |
| — |
| — |
| — |
| — |
| 107,151 |
| 62,783,415 |
|
Income tax receivable | — |
| — |
| — |
| — |
| — |
| — |
| 587,851 |
|
Defer tax assets | — |
| — |
| — |
| — |
| — |
| — |
| 7,432,756 |
|
Other current assets (attached schedule) | 819,817 |
| 8,647 |
| — |
| — |
| — |
| — |
| 16,094,805 |
|
Total current assets | 9,756,299 |
| 209,527 |
| — |
| — |
| — |
| 107,151 |
| 248,224,695 |
|
| | | | | | | |
Fixed Assets | | | | | | | |
- Real Property & Improvement | 1,021,865 |
| — |
| — |
| — |
| — |
| — |
| 1,064,430,702 |
|
- Machinery & Equipment | 986,639 |
| — |
| — |
| — |
| — |
| — |
| 626,241,858 |
|
- Furniture & Office Equipment | 45,006 |
| — |
| — |
| — |
| — |
| — |
| 17,844,541 |
|
- Vehicle | — |
| — |
| — |
| — |
| — |
| — |
| 2,437,401 |
|
- Minerals Resource | — |
| — |
| — |
| — |
| — |
| — |
| 24,539,244 |
|
- Construction in Process | 125,394 |
| — |
| — |
| — |
| — |
| — |
| 13,944,528 |
|
less: accumulated depreciation | (1,344,175 | ) | — |
| — |
| — |
| — |
| — |
| (204,850,557 | ) |
Property, plant and equipment | 834,730 |
| — |
| — |
| — |
| — |
| — |
| 1,544,587,717 |
|
Deposits | — |
| — |
| — |
| — |
| — |
| — |
| 31,248,503 |
|
Inventories | — |
| — |
| — |
| — |
| — |
| — |
| 24,186,559 |
|
Patents and other intangible assets | — |
| 505,546 |
| — |
| — |
| — |
| — |
| 30,695,021 |
|
|
| | | | | | | | | | | | | | | | | | | | | |
Investment (attached schedule) | — |
| 28,535,255 |
| — |
| — |
| — |
| (2,976,458,319 | ) | 214,483,611 |
|
Other assets (attached schedule) | — |
| — |
| — |
| — |
| — |
| — |
| 669,534 |
|
Loan to Insiders | — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Related Party Receivable | 540,421 |
| 47,163,679 |
| — |
| — |
| — |
| (3,173,463,004 | ) | 132,522,268 |
|
Total non current assets | 1,375,151 |
| 76,204,480 |
| — |
| — |
| — |
| (6,149,921,322 | ) | 1,978,393,213 |
|
Total assets | 11,131,450 |
| 76,414,007 |
| — |
| — |
| — |
| (6,149,814,171 | ) | 2,226,617,908 |
|
| | | | | | | |
LIABILITIES AND SHAREHOLDERS' EQUITY | | | | | | | |
| | | | | | | |
Current | | | | | | | |
Trade accounts payable | 56,569 |
| — |
| — |
| — |
| — |
| — |
| 3,621,630 |
|
DIP Financing | — |
| — |
| — |
| — |
| — |
| — |
| 128,299,601 |
|
Accrued expenses | 225,315 |
| 137,762 |
| — |
| — |
| — |
| — |
| 16,030,403 |
|
Income taxes payable | — |
| — |
| — |
| — |
| — |
| — |
| 670,704 |
|
Capital lease | — |
| — |
| — |
| — |
| — |
| — |
| 3,398,894 |
|
Asset retirrement obligation | — |
| — |
| — |
| — |
| — |
| — |
| 3,330,762 |
|
Total current liabilities | 281,884 |
| 137,762 |
| — |
| — |
| — |
| — |
| 155,351,993 |
|
| | | | | | | |
Capital lease | — |
| — |
| — |
| — |
| — |
| — |
| 17,195,025 |
|
Asset retirement obligation | — |
| — |
| — |
| — |
| — |
| — |
| 11,068,006 |
|
Defer tax liabilities | — |
| 1,075,718 |
| — |
| — |
| — |
| — |
| 16,730,309 |
|
Pension benefit liablilties | — |
| — |
| — |
| — |
| — |
| — |
| 3,247,257 |
|
Other Long-term Liabilities | — |
| — |
| — |
| — |
| — |
| — |
| 1,424,195 |
|
Amount due to Insiders | — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Related party payable | 273,751 |
| 1,535 |
| — |
| — |
| — |
| (42,380,140 | ) | 13,231,743 |
|
Liabilities subject to compromise - Related party | 38,381 |
| 149,196 |
| — |
| — |
| — |
| (3,131,082,863 | ) | 24,562,960 |
|
Liabilities subject to compromise - Third party | 99,487 |
| 817,337 |
| — |
| — |
| — |
| — |
| 1,833,926,874 |
|
Total non-current liabilities | 411,619 |
| 2,043,786 |
| — |
| — |
| — |
| (3,173,463,004 | ) | 1,921,386,369 |
|
Total liabilities | 693,503 |
| 2,181,548 |
| — |
| — |
| — |
| (3,173,463,004 | ) | 2,076,738,361 |
|
|
| | | | | | | | | | | | | | | | | | | | | |
| | | | | | | |
Non-controlling interest | | | | | | | |
| | | | | | | |
Shareholder's equity: | | | | | | | |
Share capital | 14,550,000 |
| 19,163,220 |
| — |
| — |
| — |
| (1,030,480,683 | ) | 258,952 |
|
Contributed surplus | — |
| 514,460 |
| — |
| — |
| — |
| (736,592,148 | ) | 2,248,781,948 |
|
Accumulated deficits | (4,112,054 | ) | 54,554,779 |
| — |
| — |
| — |
| (1,209,278,337 | ) | (2,098,204,545 | ) |
Accum Other Comprehensive Income | — |
| — |
| — |
| — |
| — |
| — |
| (956,809 | ) |
Shareholders' equity | 10,437,946 |
| 74,232,459 |
| — |
| — |
| — |
| (2,976,351,167 | ) | 149,879,546 |
|
Total liabilities and shareholders' equity | 11,131,449 |
| 76,414,007 |
| — |
| — |
| — |
| (6,149,814,171 | ) | 2,226,617,908 |
|
|
| | | | |
Continuation Sheet for MOR-3 |
| | | | |
| | | | BOOK VALUE AS AT |
Debtor | Case No. | | ASSETS | JULY 31, 2015 |
| | Other Current Assets | |
Molycorp Inc. | 15-11357 | | Retainer fee paid to Jone's day | 400,000 |
| | | Retainer fee paid to Alixpartner | 900,000 |
| | | Retainer fee paid to Yong Conway | 102,519 |
| | | Retainer fee paid to Prime Clerk | 25,000 |
| | | Retainer fee paid to Paul Welss | 300,000 |
| | | Retainer fee paid to Kramer Levin | 350,000 |
| | | Retainer fee paid to Miller Buckfire | 10,000 |
| | | Retainer fee paid to Mile 26 | 300,000 |
| | | Miller Buckfire -to securing DIP financing | 1,083,333 |
| | | Total | 3,470,852 |
| | | | |
Magnequench Limited | 15-11361 | | Prepaids and deferred charges | 1,508 |
| | | HST/VAT recoverable | 9,656 |
| | | Total | 11,163 |
| | | | |
MCP Canada Limited Partnership | 15-11365 | | Prepaids expenses | 3,882 |
| | | | |
| | | | |
Molycorp Chemicals & Oxides, Inc. | 15-11367 | | Prepaids and deferred charges | 2,089 |
| | | HST recoverable | 6,808 |
| | | Misc receivables - Other | 6,950 |
| | | Total | 15,847 |
| | | | |
Molycorp Metals & Alloys, Inc. | 15-11369 | | Prepayment for raw materials | 161,441 |
| | | Refundable deposits to utility company | 37,332 |
| | | Total | 198,773 |
| | | | |
Molycorp Minerals Canada ULC (Toronto) | 15-11370 | | GST/VAT recoverable | 53,695 |
| | | Prepayment on rent and consulting | 161,262 |
| | | Prepaid Insurance | 20,634 |
| | | Prepaid Property Tax | 10,829 |
| | | HST Recoverable | 8,297 |
| | | Total | 254,718 |
| | | | |
Molycorp Minerals, LLC | 15-11371 | | Other account receivable | 296,535 |
|
| | | | |
| | | Prepaid and deferred charges | 2,317,371 |
| | | Down payment - vendor | 4,753,163 |
| | | Prepaid insurance | 3,944,036 |
| | | Total | 11,311,106 |
| | | | |
Molycorp Rare Metals (Utah), Inc. | 15-11373 | | Prepaid Others | 23,140 |
| | | Prepaid - Pots Expense | 10,697 |
| | | Prepaid - Heaters Expense | 7,600 |
| | | Prepaid - Propane Expense | 11,695 |
| | | Prepaid - Package Expense | 18,478 |
| | | Prepaid Duty | 714,704 |
| | | Prepaid - HRA Plan | 2,821 |
| | | GST/VAT Recoverable(Consumption Tax) | 3,033 |
| | | Misc Receivable - Beijing Jiya | 27,648 |
| | | Total | 819,817 |
| | | | |
Neo International Corp. | 15-11374 | | Prepayment for professional fee | 5,000 |
| | | GST/VAT recoverable | 3,647 |
| | | Total | 8,647 |
| | | | |
| | | Combined Debtor Total Other Current Assets | 16,094,805 |
| | Investments |
Molycorp Inc. | 15-11357 | | Molycorp Luxembourg Holdings S.a.r.l. (100%) | 20,000 |
| | | MCP Exchangeco Inc. (100%) | 411,319,505 |
| | | Molycorp Minerals LLC (31.96%) | 132,576,089 |
| | | Total | 543,915,594 |
| | | | |
Industrial Minerals, LLC | 15-11358 | | Industrial Minerals S.a.r.l. (100%) | 20,000 |
| | | | |
Magnequench Inc. | 15-11359 | | Gan Zhou Ke Li Rare Earth New Material (25%) | 5,485,477 |
| | | Magnequench Neo Powders Pte. Ltd. (100%) | 116,421 |
| | | Magnequench International Inc. (100%) | 136,035,957 |
| | | Magnequench UG (100%) | 20,927,580 |
| | | Total | 162,565,435 |
| | | | |
Magnequench International, Inc. | 15-11360 | | Xin Bao Investment Limited (98.9%) | 17,067,184 |
| | | | |
Magnequench Limited | 15-11361 | | Magnequench International Trading (Tianjin) Co., Ltd. (100%) | 800,000 |
| | | Magnequench (Korat) Co., Ltd. (100%) | 1 |
| | | Zibo Jia Xin Magnetic Materials Ltd. (100%) | 530,000 |
|
| | | | |
| | | GQD Special Material (Thailand) Co., Ltd. (20%) | 703,275 |
| | | Total | 2,033,276 |
| | | | |
MCP Canada Limited Partnership | 15-11365 | | Molycorp Minerals Canada ULC | 1,192,325,440 |
| | | | |
MCP Exchangeco Inc. | 15-11366 | | MCP Canada Limited Partnership (99.99%) | 684,175,440 |
| | | | |
Molycorp Luxembourg Holdings S.a.r.l. | 15-11368 | | Molycorp Rare Metals Holdings Inc. (100%) | 24,150,000 |
| | | Magnequench Inc. (100%) | 325,000,000 |
| | | Molycorp Chemicals & Oxides Inc. (100%) | 15,000,000 |
| | | Total | 364,150,000 |
| | | | |
Molycorp Minerals Canada ULC (Toronto) | 15-11370 | | Neo International Corp. (100%) | 19,163,220 |
| | | Vive Crop Protection Inc. RSTD (investment) | 805,305 |
| | | Molycorp Chemicals & Oxides (Europe) Ltd. (100%) | 158 |
| | | Magnequench Limited (100%) | 4,621,000 |
| | | Molycorp (Beijing) Co., Ltd. (100%) | 200,000 |
| | | NMT Holdings GmbH (100%) | 71,940 |
| | | Molycorp Korea Inc. ( 100%) | 91,000 |
| | | Molycorp Rare Metals Korea Inc. (100%) | 3,065,000 |
| | | Xin Bao Investment Limited (1.1%) | 3,000,000 |
| | | Molycorp Japan Inc. (100%) | 86,199 |
| | | Molycorp Rare Metals (Utah), Inc. | 707,747 |
| | | Total | 31,811,569 |
| | | | |
Molycorp Minerals, LLC | 15-11371 | | Molycorp Metals & Alloys Inc. (100%) | 17,521,567 |
| | | Molycorp Silmet AS (100%) | 123,901,480 |
| | | Indistrial Minerals LLC (100%) | 100 |
| | | Total | 141,423,147 |
| | | | |
Molycorp Rare Metals Holdings, Inc. | 15-11372 | | Molycorp Rare Metals (Oklahoma) LLC (80%) | 6,500,000 |
| | | Molycorp Rare Metals (Utah) Inc. (100%) | 14,550,000 |
| | | Shanxi Jia Hua Galaxy Electronic Materials Co., Ltd. (60%) | 1,869,589 |
| | | Total | 22,919,589 |
| | | | |
Neo International Corp. | 15-11374 | | Jiangyin Jiahua Advanced Material Resources Co., Ltd. (95%) | 23,279,669 |
| | | Zibo Jiahua Advanced Material Resources Co., Ltd. (95%) | 5,042,586 |
| | | Neo Performance Materials (Singapore) Pte. Ltd. (100%) | 213,000 |
| | | Total | 28,535,255 |
| | | | |
|
| | | | |
| | Other Assets |
Magnequench International, Inc. | 15-11360 | | Rental deposit | 300 |
| | | Rental deposit for Osaka office | 44,760 |
| | | Total | 45,060 |
| | | | |
Molycorp Minerals, LLC | 15-11371 | | Rabbi Trust investment - retirement fund | 624,474 |
| | | | |
| | | Combined Debtor Total Other Assets | 669,534 |
| | | | |
| | | | |
| | | | |
Restricted Cash is cash that is restricted for a specific use and not available to fund operations. Typically, restricted cash is segregated into a separate account, such as an escrow account. | |
|
| |
UNITED STATES BANKRUPTCY COURT DISTRICT OF DELAWARE |
In re Molycorp, Inc., et al., Debtors | Case No. 15-11357 (CSS) |
MOR-4 | Reporting Period: June 25-July 31, 2015 |
|
| | | | | | | | | | | | |
STATUS OF POSTPETITION TAXES |
| | | | | | |
The beginning tax liability should be the ending liability from the prior month or, if this is the first report, the amount should be zero. | | |
Attach photocopies of IRS Form 6123 or payment receipt to verify payment or deposit of federal payroll taxes. | | | |
Attach photocopies of any tax returns filed during the reporting period. | | | | | |
| | | | | | |
Federal | Beginning Tax Liability | Amount Withheld or Accrued | Amount Paid | Date Paid | Check No. or EFT | Ending Tax Liability |
Withholding | — |
| 498,784.98 |
| 498,784.98 |
| Various |
| — |
| — |
|
FICA-Employee | — |
| 268,902.53 |
| 268,902.53 |
| Various |
| — |
| — |
|
FICA-Employer | 2,587.81 |
| 268,902.54 |
| 271,490.35 |
| Various |
| — |
| — |
|
Unemployment | 208.00 |
| 1,099.97 |
| 1,307.97 |
| Various |
| — |
| — |
|
Income | — |
| 3,643.04 |
| 3,643.04 |
| Various |
| — |
| |
Other: Fed Medical Ins | — |
| — |
| — |
| Various |
| — |
| — |
|
Total Federal Taxes | 2,795.81 |
| 1,041,333.06 |
| 1,044,128.87 |
| — |
| — |
| — |
|
State and Local |
Withholding | — |
| 48,244.79 |
| 48,244.79 |
| Various |
| — |
| — |
|
Sales & Use | 261.85 |
| 1,755,711.34 |
| 261.85 |
| Various |
| — |
| 1,755,711.34 |
|
Excise | — |
| — |
| — |
| — |
| — |
| — |
|
Unemployment | — |
| 14,498.95 |
| 14,117.43 |
| Various |
| — |
| 381.52 |
|
Real Property | — |
| 862,721.86 |
| — |
| — |
| — |
| 862,721.86 |
|
Personal Property | — |
| — |
| — |
| — |
| — |
| — |
|
Other: Property taxes for land and machinery | 37,200.00 |
| 6,250.00 |
| — |
| — |
| — |
| 43,450.00 |
|
Total State and Local | 37,461.85 |
| 2,687,426.94 |
| 62,624.07 |
| — |
| — |
| 2,662,264.72 |
|
Total Taxes | 40,257.66 |
| 3,728,760.00 |
| 1,106,752.94 |
| — |
| — |
| 2,662,264.72 |
|
| | | | | | |
| | | | | | |
SUMMARY OF UNPAID POSTPETITION DEBTS |
| | | | | | |
Number of Days Past Due |
| Current | 0-30 | 31-60 | 61-90 | Over 90 | Total |
Accounts Payable | 3,462,120.00 |
| 156,088.13 |
| 3,421.63 |
| — |
| — |
| 3,621,629.76 |
|
Wages Payable | 707,801.98 |
| — |
| — |
| — |
| — |
| 707,801.98 |
|
Taxes Payable | 670,704.00 |
| — |
| — |
| — |
| — |
| 670,704.00 |
|
|
| | | | | | | | | | | | |
Rent/Leases-Building | | | | | | — |
|
Rent/Leases-Equipment | | | | | | — |
|
Secured Debt/Adequate Protection Payments | | | | | | — |
|
Professional Fees | | | | | | — |
|
Amounts Due to Insiders* | | | | | | — |
|
Other: DIP Financing | 128,299,600.68 |
| — |
| — |
| — |
| — |
| 128,299,600.68 |
|
| | — |
| — |
| — |
| — |
| — |
|
Total Postpetition Debts | 133,140,226.66 |
| 156,088.13 |
| 3,421.63 |
| — |
| — |
| 133,299,736.42 |
|
| | | | | | |
Explain how and when the Debtor intends to pay any past-due postpetition debts. | | | | |
0-30 | 156,088.13 |
| Paying down invoices in August 2015 now less than $500,000 | | |
31-60 | 3,421.63 |
| All paid in August | | | | |
| 159,509.76 |
| Total Past Due Accounts Payable | | | |
*"Insider" is defined in 11 U.S.C. Section 101(31). | | | | | | |
| | | | | | |
|
| |
UNITED STATES BANKRUPTCY COURT DISTRICT OF DELAWARE |
In re Molycorp, Inc., et al., Debtors | Case No. 15-11357 (CSS) |
MOR-4 | Reporting Period: June 25-July 31, 2015 |
|
| | | | | | | | | | | | | |
SUMMARY OF UNPAID POST PETITION DEBTS - SUPPLEMENTAL SCHEDULE |
| | | | | | | |
ACCOUNTS PAYABLE |
| | | | | | | |
Number of Days Past Due |
Debtor | Case No | Current | 0-30 | 31-60 | 61-90 | Over 90 | Total |
Molycorp Inc. | 15-11357 | 1,229,309.84 |
| — |
| — |
| — |
| — |
| 1,229,309.84 |
|
Industrial Minerals, LLC | 15-11358 | — |
| — |
| — |
| — |
| — |
| — |
|
Magnequench Inc. | 15-11359 | — |
| — |
| — |
| — |
| — |
| — |
|
Magnequench International, Inc. | 15-11360 | 48,049.35 |
| — |
| — |
| — |
| — |
| 48,049.35 |
|
Magnequench Limited | 15-11361 | — |
| — |
| — |
| — |
| — |
| — |
|
MCP Advanced Water Technologies, LLC | 15-11362 | — |
| — |
| — |
| — |
| — |
| — |
|
MCP Callco ULC | 15-11363 | — |
| — |
| — |
| — |
| — |
| — |
|
MCP Canada Holdings ULC | 15-11364 | — |
| — |
| — |
| — |
| — |
| — |
|
MCP Canada Limited Partnership | 15-11365 | 5,399.71 |
| 322.16 |
| — |
| — |
| — |
| 5,721.87 |
|
MCP Exchangeco Inc. | 15-11366 | — |
| — |
| — |
| — |
| — |
| — |
|
Molycorp Chemicals & Oxides, Inc. | 15-11367 | 19,887.04 |
| 11,408.10 |
| — |
| — |
| — |
| 31,295.14 |
|
Molycorp Luxembourg Holdings S.a.r.l | 15-11368 | — |
| — |
| — |
| — |
| — |
| — |
|
Molycorp Metals & Alloys, Inc. | 15-11369 | 24,863.31 |
| — |
| — |
| — |
| — |
| 24,863.31 |
|
Molycorp Minerals Canada ULC (Toronto) | 15-11370 | 22,666.86 |
| 9,359.28 |
| 1,782.41 |
| — |
| — |
| 33,808.55 |
|
Molycorp Minerals Canada ULC (Peterborough) | 15-11370 | 54,296.09 |
| 5,149.90 |
| 457.49 |
| — |
| — |
| 59,903.48 |
|
Molycorp Minerals, LLC | 15-11371 | 2,001,079.19 |
| 129,848.69 |
| 1,181.73 |
| — |
| — |
| 2,132,109.61 |
|
Molycorp Rare Metals Holdings, Inc. | 15-11372 | — |
| — |
| — |
| — |
| — |
| — |
|
Molycorp Rare Metals (Utah), Inc. | 15-11373 | 56,568.61 |
| — |
| — |
| — |
| — |
| 56,568.61 |
|
Neo International Corp. | 15-11374 | — |
| — |
| — |
| — |
| — |
| — |
|
PP IV Mountain Pass Inc. | 15-11375 | — |
| — |
| — |
| — |
| — |
| — |
|
PP IV Mountain Pass II inc. | 15-11376 | — |
| — |
| — |
| — |
| — |
| — |
|
RCF IV Speedwagon Inc. | 15-11377 | — |
| — |
| — |
| — |
| — |
| — |
|
| | | | | | | |
Consolidated | | 3,462,120.00 |
| 156,088.13 |
| 3,421.63 |
| — |
| — |
| 3,621,629.76 |
|
|
| |
UNITED STATES BANKRUPTCY COURT DISTRICT OF DELAWARE |
In re Molycorp, Inc., et al., Debtors | Case No. 15-11357 (CSS) |
MOR-5 | Reporting Period: June 25-July 31, 2015 |
|
| | | | | | | | | | | | | | | | | | | | | | | |
ACCOUNTS RECEIVABLE RECONCILIATION AND AGING |
| | | | | | | | | | | | |
| Case No. | Combined Debtors' Accounts Receivable | 15-11357 | 15-11358 | 15-11359 | 15-11360 | 15-11361 | 15-11362 | 15-11363 | 15-11364 | 15-11365 | 15-11366 |
Accounts Receivable Reconciliation | Debtor | Molycorp Inc. | Industrial Minerals LLC | Magnequench Inc. | Magnequench International Inc. | Magnequench Limited | Molycorp Advanced Water Technologies LLC | MCP Callco ULC | MCP Canada Holdings ULC | MCP Canada Limited Partnership | MCP Exchangeco Inc. |
Total Accounts Receivable at the beginning of the reporting period | 13,062,177 |
| — |
| — |
| — |
| 4,203,562 |
| — |
| — |
| — |
| — |
| — |
| — |
|
+ Amounts billed during the period | 8,337,551 |
| — |
| — |
| — |
| 4,235,495 |
| — |
| — |
| — |
| — |
| — |
| — |
|
- Amounts collected during the period | (9,627,599 | ) | — |
| — |
| — |
| (4,321,443 | ) | — |
| — |
| — |
| — |
| — |
| — |
|
+/- Revaluation of Foreign Currency Receivable | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Total Accounts Receivable at the end of the reporting period | 11,772,129 |
| — |
| — |
| — |
| 4,117,614 |
| — |
| — |
| — |
| — |
| — |
| — |
|
| | | | | | | | | | | |
Accounts Receivable Aging | | | | | | | | | | | | |
0 - 30 days old | 8,714,891 |
| — |
| — |
| — |
| 3,908,402 |
| — |
| — |
| — |
| — |
| — |
| — |
|
31 - 60 days old | 495,875 |
| — |
| — |
| — |
| 205,060 |
| — |
| — |
| — |
| — |
| — |
| — |
|
61 - 90 days old | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
91+ days old | 2,561,363 |
| — |
| — |
| — |
| 4,152 |
| — |
| — |
| — |
| — |
| — |
| — |
|
Total Accounts Receivable | 11,772,129 |
| — |
| — |
| — |
| 4,117,614 |
| — |
| — |
| — |
| — |
| — |
| — |
|
Amount considered uncollectible (Bad Debt) | (2,504,152 | ) | — |
| — |
| — |
| (4,152 | ) | — |
| — |
| — |
| — |
| — |
| — |
|
Accounts Receivable (Net) | 9,267,977 |
| — |
| — |
| — |
| 4,113,462 |
| — |
| — |
| — |
| — |
| — |
| — |
|
| | | | | | | | | | | | |
| Case No. | 15-11367 | 15-11368 | 15-11369 | 15-11370 | 15-11371 | 15-11372 | 15-11373 | 15-11374 | 15-11375 | 15-11376 | 15-11377 |
Accounts Receivable Reconciliation | Debtor | Molycorp Chemicals & Oxides Inc. | Molycorp Luxembourg Holdings S.a.r.l | Molycorp Metals & Alloys Inc. | Molycorp Minerals Canada ULC | Molycorp Minerals LLC | Molycorp Rare Metals Holdings Inc. | Molycorp Rare Metals (Utah) Inc. | Neo International Corp. | PP IV Mountain Pass Inc. (Inactive) | PP IV Mountain Pass II, Inc. (Inactive) | RCF IV Speedwagon Inc. (Inactive) |
Total Accounts Receivable at the beginning of the reporting period | 4,059,793 |
| — |
| 1,028,447 |
| — |
| 3,288,997 |
| — |
| 481,379 |
| — |
| — |
| — |
| — |
|
+ Amounts billed during the period | 2,658,212 |
| — |
| 322,396 |
| — |
| 591,457 |
| — |
| 529,991 |
| — |
| — |
| — |
| — |
|
- Amounts collected during the period | (3,692,495 | ) | — |
| (478,489 | ) | — |
| (842,382 | ) | — |
| (292,791 | ) | — |
| — |
| — |
| — |
|
+/- Revaluation of Foreign Currency Receivable | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
Total Accounts Receivable at the end of the reporting period | 3,025,509 |
| — |
| 872,354 |
| — |
| 3,038,072 |
| — |
| 718,579 |
| — |
| — |
| — |
| — |
|
|
| | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | |
Accounts Receivable Aging | | | | | | | | | | | | |
0 - 30 days old | 2,917,472 |
| — |
| 872,354 |
| — |
| 300,333 |
| — |
| 716,329 |
| — |
| — |
| — |
| — |
|
31 - 60 days old | 87,000 |
| — |
| — |
| — |
| 201,565 |
| — |
| 2,250 |
| — |
| — |
| — |
| — |
|
61 - 90 days old | — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
| — |
|
91+ days old | 21,037 |
| — |
| — |
| — |
| 2,536,174 |
| — |
| — |
| — |
| — |
| — |
| — |
|
Total Accounts Receivable | 3,025,509 |
| — |
| 872,354 |
| — |
| 3,038,072 |
| — |
| 718,579 |
| — |
| — |
| — |
| — |
|
Amount considered uncollectible (Bad Debt) | — |
| — |
| — |
| — |
| (2,500,000 | ) | — |
| — |
| — |
| — |
| — |
| — |
|
Accounts Receivable (Net) | 3,025,509 |
| — |
| 872,354 |
| — |
| 538,072 |
| — |
| 718,579 |
| — |
| — |
| — |
| — |
|
| | | | | | | | | | | | |
|
| |
UNITED STATES BANKRUPTCY COURT DISTRICT OF DELAWARE |
In re Molycorp, Inc., et al., Debtors | Case No. 15-11357 (CSS) |
MOR-5 | Reporting Period: June 25-July 31, 2015 |
|
| | | | | | | | | | | | | |
SUMMARY OF UNPAID POST PETITION RECEIVABLES - SUPPLEMENTAL SCHEDULE |
| | | | | | | |
ACCOUNTS RECEIVABLE |
| | | | | | | |
Number of Days Past Due |
Debtor | Case No | 0-30 | 31-60 | 61-90 | Over 90 | Bad debt | Total |
Molycorp Inc. | 15-11357 | — |
| — |
| — |
| — |
| | — |
|
Industrial Minerals, LLC | 15-11358 | — |
| — |
| — |
| — |
| | — |
|
Magnequench Inc. | 15-11359 | — |
| — |
| — |
| — |
| | — |
|
Magnequench International, Inc. | 15-11360 | 3,908,401.69 |
| 205,059.85 |
| — |
| 4,152.00 |
| (4,152 | ) | 4,113,461.54 |
|
Magnequench Limited | 15-11361 | — |
| — |
| — |
| — |
| | — |
|
MCP Advanced Water Technologies, LLC | 15-11362 | — |
| — |
| — |
| — |
| | — |
|
MCP Callco ULC | 15-11363 | — |
| — |
| — |
| — |
| | — |
|
MCP Canada Holdings ULC | 15-11364 | — |
| — |
| — |
| — |
| | — |
|
MCP Canada Limited Partnership | 15-11365 | — |
| — |
| — |
| — |
| | — |
|
MCP Exchangeco Inc. | 15-11366 | — |
| — |
| — |
| — |
| | — |
|
Molycorp Chemicals & Oxides, Inc. | 15-11367 | 2,917,472.17 |
| 87,000.00 |
| — |
| 21,037.12 |
| | 3,025,509.29 |
|
Molycorp Luxembourg Holdings S.a.r.l | 15-11368 | — |
| — |
| — |
| — |
| | — |
|
Molycorp Metals & Alloys, Inc. | 15-11369 | 872,354.00 |
| — |
| — |
| — |
| | 872,354.00 |
|
Molycorp Minerals Canada ULC (Toronto) | 15-11370 | — |
| — |
| — |
| — |
| | — |
|
Molycorp Minerals Canada ULC (Peterborough) | 15-11370 | — |
| — |
| — |
| — |
| | — |
|
Molycorp Minerals, LLC | 15-11371 | 300,333.35 |
| 201,564.90 |
| — |
| 2,536,174.13 |
| (2,500,000 | ) | 538,072.38 |
|
Molycorp Rare Metals Holdings, Inc. | 15-11372 | — |
| — |
| — |
| — |
| | — |
|
Molycorp Rare Metals (Utah), Inc. | 15-11373 | 716,329.48 |
| 2,250.00 |
| — |
| — |
| | 718,579.48 |
|
Neo International Corp. | 15-11374 | — |
| — |
| — |
| — |
| | — |
|
PP IV Mountain Pass Inc. | 15-11375 | — |
| — |
| — |
| — |
| | — |
|
PP IV Mountain Pass II inc. | 15-11376 | — |
| — |
| — |
| — |
| | — |
|
RCF IV Speedwagon Inc. | 15-11377 | — |
| — |
| — |
| — |
| | — |
|
Consolidated | | 8,714,890.69 |
| 495,874.75 |
| — |
| 2,561,363.25 |
| (2,504,152 | ) | 9,267,976.69 |
|
| | | | | | | |
|
| |
UNITED STATES BANKRUPTCY COURT DISTRICT OF DELAWARE |
In re Molycorp, Inc., et al., Debtors | Case No. 15-11357 (CSS) |
MOR-5 | Reporting Period: June 25-July 31, 2015 |
|
| | | |
DEBTOR QUESTIONNAIRE |
| | | |
Must be completed each month | Yes | No | |
1. Have any assets been sold or transferred outside the normal course of business this reporting period? If yes, provide an explanation below. | | √ | |
2. Have any funds been disbursed from any account other than a debtor in possession account this reporting period? If yes, provide an explanation below. | | √ | |
3. Have all postpetition tax returns been timely filed? If no, provide an explanation below. | √ | | |
4. Are workers compensation, general liability and other necessary insurance coverages in effect? If no, provide an explanation below. | √ | | |
5. Has any bank account been opened during the reporting period? If yes, provide documentation identifying the opened account(s). If an investment account has been opened provide the required documentation pursuant to the Delaware Local Rule 4001-3. | √ | | |
| | | |
5. Two new accounts were opened at Molycorp Inc: | | | |
a) Adequate Assurance Deposit | | | |
b) Wilmington Trust Deposit | | | |
| | | |
* The above questionnaire reflects the responses of each debtor entity. | | | |