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): September 29, 2015
ALLIED NEVADA GOLD CORP.
(Exact name of Registrant as Specified in Its Charter)
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Delaware |
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1-33119 |
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20-5597115 |
(State or Other Jurisdiction
of Incorporation) |
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(Commission
File Number) |
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(IRS Employer
Identification No.) |
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9790 Gateway Drive, Suite 200
Reno, Nevada |
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89521 |
(Address of principal executive offices) |
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(Zip Code) |
(775) 358-4455
(Registrants Telephone Number, Including Area Code)
n/a
(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 (see General Instruction A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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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 March 10, 2015, Allied
Nevada Gold Corp. (the Company or Allied Nevada), a Delaware corporation, and certain of its domestic direct and indirect subsidiaries (together with the Company, the Debtors) filed voluntary petitions for relief
(the Chapter 11 Cases) under Chapter 11 of the United States Bankruptcy Code (the Bankruptcy Code) with the United States Bankruptcy Court for the District of Delaware (the Bankruptcy Court). During the pendency
of the Chapter 11 Cases, the Debtors are operating their businesses as debtors-in-possession under the jurisdiction of the Bankruptcy Court and in accordance with the applicable provisions of the Bankruptcy Code.
On September 29, 2015, the Debtors filed their monthly operating report for August 2015 (the Monthly Operating Report) with
the Bankruptcy Court. The Monthly Operating Report is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
The Monthly Operating Report shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as
amended (the Exchange Act), is not otherwise subject to the liabilities of that section, and is not deemed incorporated by reference in any filing under the Securities Act of 1933, as amended (the Securities Act), or the
Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
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 a limited time period and has been
prepared solely for the purpose of complying with the monthly reporting requirements applicable in the Chapter 11 Cases and is in a format acceptable to the U.S. Trustee. The forecasts contained in the Monthly Operating Report reflect estimates and
assumptions made by management of the Company. Consequently, it is likely that actual results will differ from those reflected in the Monthly Operating Report and such differences may be significant. The Company has not made and does not make any
representation to any person regarding the Companys future results. Furthermore, the Company is not required to publicly update the Monthly Operating Report to reflect more current facts or estimates or the occurrence of future events,
including if the facts, estimates and assumptions upon which the Monthly Operating Report is based are erroneous. The Monthly Operating Report was not audited or reviewed by independent accountants, was not prepared in accordance with generally
accepted accounting principles in the United States, is in a format prescribed by applicable bankruptcy laws, and is subject to future adjustment (which may be material) and reconciliation. There can be no assurance that, from the perspective of an
investor or potential investor in the Companys securities, the Monthly Operating Report is complete. The Monthly Operating Report also contains information for periods which are shorter or otherwise different from those required in the
Companys reports pursuant to the Exchange Act and such information might not be indicative of the Companys financial condition or operating results for the period that would be reflected in the Companys financial statements or in
its reports pursuant to the Exchange Act. Results set forth in the Monthly Operating Report should not be viewed as indicative of future results.
2
Cautionary Statement Regarding Forward-Looking Statements
This report contains forward-looking statements within the meaning of Section 27A of the Securities Act, the Exchange Act (and the equivalent under
Canadian securities laws) and the Private Securities Litigation Reform Act (the PSLRA) or in releases made by the U.S. Securities and Exchange Commission, all as may be amended from time to time. This cautionary statement is being made
pursuant to the Securities Act, the Exchange Act and the PSLRA with the intention of obtaining the benefit of the safe harbor provisions of such laws. All statements, other than statements of historical fact, included herein or
incorporated by reference, that address activities, events or developments that we expect or anticipate will or may occur in the future, are forward-looking statements. Generally, these forward-looking statements can be identified by the use of
forward-looking terminology such as estimate, plan, anticipate, expect, intend, believe, project, target, budget, may,
can, will, would, could, should, seeks, or scheduled to, or other similar words, or negatives of these terms or other variations of these terms or comparable
language or any discussion of strategy or intentions. Forward-looking statements address activities, events or developments that Allied Nevada expects or anticipates will or may occur in the future, and are based on current expectations and
assumptions. These statements involve known and unknown risks, uncertainties, assumptions and other factors which may cause our actual results, performance or achievements to be materially different from any results, performance or achievements
expressed or implied by such forward-looking statements, and include, but are not limited to the potential adverse effect of the Chapter 11 Cases on the Debtors business, financial condition or results of operations, including the
Debtors ability to maintain contracts and other business relationships that are critical to the Debtors business and the actions and decisions of the Debtors creditors and other third parties with interests in the Chapter 11 Cases;
the Debtors ability to conduct the Chapter 11 Cases on the terms set forth herein; the Debtors ability to maintain adequate liquidity to fund the Debtors operations during the Chapter 11 Cases and to fund a plan of reorganization
and thereafter, including obtaining sufficient debtor in possession financing and exit financing; whether the holders of the Debtors liabilities and/or securities receive any value for their interests; and the Debtors ability to obtain
Bankruptcy Court approval with respect to motions in the Chapter 11 Cases prosecuted from time to time; and other factors discussed in Allied Nevadas filings with the SEC including Allied Nevadas latest Annual Report on Form 10-K, its
Quarterly Reports on Form 10-Q and its other recent SEC filings (and Canadian filings). Although Allied Nevada has attempted to identify important factors that could cause actual results, performance or achievements to differ materially from those
described in forward-looking statements, there may be other factors that cause results, performance or achievements not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual
results, performance and achievements and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements. The Company does not intend to publicly
update any forward-looking statements, whether as a result of new information, future events, or otherwise, except as may be required under applicable securities laws.
3
Item 9.01. |
Financial Statements and Exhibits |
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Exhibit
No. |
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Exhibit |
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Exhibit 99.1 |
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Monthly Operating Report for August 2015 |
4
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
thereunto duly authorized.
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Dated: October 2, 2015 |
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Allied Nevada Gold Corp. |
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By: |
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/s/ Stephen M. Jones |
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Stephen M. Jones |
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Executive Vice President and Chief Financial Officer |
Exhibit Index
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Exhibit
No. |
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Exhibit |
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Exhibit 99.1 |
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Monthly Operating Report for August 2015 |
Exhibit 99.1
UNITED STATES BANKRUPTCY COURT
DISTRICT OF DELAWARE
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In Re: |
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Chapter 11 |
Allied Nevada Gold Corp., et al. |
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Case No. 15-10503 |
Debtors |
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MONTHLY OPERATING REPORT
For the Period August 1, 2015 through August 31, 2015
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REQUIRED DOCUMENTS |
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Form No. |
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Document Attached |
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Explanation Attached |
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Attestation Attached |
Schedule of Cash Receipts and Disbursements |
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MOR-1 |
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X |
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Bank Account Reconciliations |
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MOR-1a |
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X |
Bank Account Balances |
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MOR-1a |
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X |
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Schedule of Professional Fees Paid |
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MOR-1b |
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X |
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Statement of Operations |
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MOR-2 |
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X |
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Balance Sheet |
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MOR-3 |
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X |
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Status of Postpetition Taxes |
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MOR-4 |
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X |
Summary of Unpaid Postpetition Debts |
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MOR-4 |
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X |
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Accounts Receivable Reconciliation and Aging |
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MOR-5 |
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X |
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Debtor Questionnaire |
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MOR-5 |
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X |
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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.
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/s/ Stephen M. Jones |
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September 29, 2015 |
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Signature of Authorized Individual* |
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Date |
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Stephen M. Jones |
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Executive VP, CFO, and Secretary |
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Printed Name of Authorized Individual |
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Title of Authorized Individual |
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UNITED STATES BANKRUPTCY COURT
DISTRICT OF DELAWARE
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In. Re: |
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Chapter 11 |
Allied Nevada Gold Corp., et al. |
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Case No. 15-10503 |
Debtors |
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General Notes
On March 10, 2015 (the Commencement Date), Allied Nevada Gold Corp.
(Allied) and certain affiliates (collectively with Allied, the Debtors), each filed a voluntary petition for relief commencing cases (the Chapter 11 Cases) under chapter 11 of title 11 of the United States
Bankruptcy Code (the Bankruptcy Code) in the United States Bankruptcy Court for the District of Delaware. The Debtors continue to operate their business and manage their properties as debtors in possession pursuant to Bankruptcy Code
sections 1107 and 1108. On March 19, 2015, the United States Trustee for the District of Delaware appointed a statutory committee of creditors pursuant to Bankruptcy Code section 1102(a) and 1102(b). On April 10, 2015, the U.S. Trustee
appointed a statutory committee of equity security holders pursuant to Bankruptcy Code section 1102. Information contained herein may differ from that contained in the pleadings filed by the Debtors on the Commencement Date due to more accurate
information having become available since the Commencement Date.
The financial statements and supplemental information contained herein are preliminary and
unaudited, and may not comply with generally accepted accounting principles in the United States of America (GAAP) in all material respects. In addition, the financial statements and supplemental information contained herein represent
information for the Debtors only and exclude all non-Debtor affiliates.
The unaudited financial statements have been derived from the Debtors books
and records. This information, however, has not been subject to certain procedures that would typically be applied to financial information in accordance with GAAP. Upon application of such procedures, the Debtors believe that the financial
information could be subject to change, which could be material. The information furnished in this report includes primarily normal recurring adjustments but does not include all adjustments that would typically be made for financial statements in
accordance with GAAP.
The Debtors prepared this Monthly Operating Report (MOR) relying
primarily upon the information set forth in their books and records. Consequently, 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. Nevertheless, in
preparing this MOR, the Debtors made reasonable efforts to supplement the information set forth in their books and records with additional information concerning transactions that may not have been identified therein.
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.
5. |
Prepetition vs. Postpetition Liabilities |
The Debtors allocated liabilities between prepetition and
postpetition periods based upon the information available at the time of, and research conducted in connection with, the preparation of this MOR. As additional information becomes available and further research is conducted, the Debtors
allocation of liabilities between prepetition and postpetition periods may change. The liability information, except as otherwise noted, is listed as of the close of business as of the end of August 2015. Accordingly, the Debtors reserve all rights
to amend, supplement or otherwise modify this MOR as necessary and appropriate.
To the best of the Debtors knowledge, all premiums for insurance policies are current.
Unless otherwise indicated, the values for the assets contained in this MOR are
book values as of the end of August 2015. Amounts ultimately realized from the disposition of the Debtors assets may materially vary from the stated book value. Thus, unless otherwise noted, this MOR reflects the carrying values of the assets
as recorded on the Debtors books and records as of the end of August 2015 and 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 herein.
8. |
Liabilities Subject to Compromise |
As a result of commencing the Chapter 11 Cases, the payment of
prepetition indebtedness is subject to compromise or other treatment under a chapter 11 reorganization plan. Generally, actions to enforce or otherwise effect payment of prepetition liabilities are stayed.
The filing of the Chapter 11 Cases constituted an event of default under, or otherwise triggered repayment obligations with respect to, a number of debt
instruments and agreements relating to direct and indirect financial obligations of the Debtors (collectively, the Prepetition Debt). As a result, obligations under the Prepetition Debt became automatically and immediately due and
payable. The Debtors believe that any efforts to enforce the payment obligations under the Prepetition Debt have been stayed as a result of the filing of the Chapter 11 Cases. However, the automatic stay has been lifted in the following situations:
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a. |
Atlas Copco, lessor of certain drill rigs, has been granted the right to repossess the drill rigs which secured the related capital lease obligations
of the Debtors. Atlas Copco has |
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been granted an allowed secured claim for the sale price of the drill rigs (the Atlas Allowed Secured Claim), which Atlas Allowed Secured Claim is a Class 3 Other Secured Claim as set
forth in the Amended Plan and which shall be fully and finally satisfied by the return of the drill rigs. Atlas Copco shall not be entitled to any other or further distribution from the Debtors and their estates on account of the Atlas Allowed
Secured Claim. |
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b. |
Caterpillar Financial Services Corporation (CAT), lessor of certain mining equipment, has been granted the right to repossess the identified mining equipment which secured the related term loan and capital
lease obligations of the Debtors. CAT has been granted an allowed secured claim for the sale prices of the identified mining equipment (the CAT Allowed Secured Claim), which CAT Allowed Secured Claim is a Class 3 Other Secured Claim as
set forth in the Amended Plan and which shall be fully and finally satisfied by the surrender of the identified mining equipment. CAT shall not be entitled to any other or further distribution from the Debtors and their estates on account of the CAT
Allowed Secured Claim. |
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c. |
Bank of America Leasing & Capital, LLC , Peoples Capital and Leasing Corp., MB Financial Bank, N.A., Key Equipment Finance, a division of KeyBank National, Washington Federal, a national banking
association, and Western Alliance Bank d/b/a Alliance Bank of Arizona (all of the foregoing, collectively, the BAL Group), lessors of certain mining equipment, have been granted the right to repossess the identified mining equipment
which secured the related capital lease obligations of the Debtors. The BAL Group has been granted an allowed secured claim for the sale prices of the identified mining equipment (the BAL Allowed Secured Claim), which BAL Allowed Secured
Claim is a Class 3 Other Secured Claim as set forth in the Amended Plan and which shall be fully and finally satisfied by the surrender of the identified mining equipment. The BAL Group shall not be entitled to any other or further distribution from
the Debtors and their estates on account of the BAL Allowed Secured Claim. |
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d. |
Bridge Capital Leasing, LLC, lessor of certain haul trucks, has been granted the right to repossess the haul trucks which secured the related capital lease obligations of the Debtors. Bridge Capital Leasing, LLC has
been granted an allowed secured claim for the sale price of the haul trucks (the Bridge Capital Allowed Secured Claim), which Bridge Capital Allowed Secured Claim is a Class 3 Other Secured Claim as set forth in the Amended Plan and
which shall be fully and finally satisfied by the surrender of the haul trucks. Bridge Capital Leasing, LLC shall not be entitled to any other or further distribution from the Debtors and their estates on account of the Bridge Capital Allowed
Secured Claim. |
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e. |
The CIT Group/Equipment Financing, Inc. and CIT Finance LLC (CIT), lessor of certain haul trucks, has been granted the right to repossess the haul trucks which secured the related capital lease obligations
of the Debtors. CIT has been granted an allowed secured claim for the sale price of the haul trucks (the CIT Allowed Secured Claim), which CIT Allowed Secured Claim is a Class 3 Other Secured Claim as set forth in the Amended Plan and
which shall be fully and finally satisfied by the surrender of the haul trucks. CIT shall not be entitled to any other or further distribution from the Debtors and their estates on account of the CIT Allowed Secured Claim. |
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f. |
Capital One Equipment Finance Corp. f/k/a All Points Capital Corp. (Capital One), lessor of a certain hydraulic mining shovel, has been granted the right to repossess the hydraulic mining shovel which
secured the related capital lease obligations of the Debtors. Capital One has been granted an allowed secured claim for the sale price of the hydraulic mining shovel (the Capital One Allowed Secured Claim), which Capital One Allowed
Secured Claim is a Class 3 Other Secured Claim as set forth in the Amended Plan and which shall be fully and finally satisfied by the surrender of the hydraulic mining shovel. Capital One shall not be entitled to any other or further distribution
from the Debtors and their estates on account of the Capital One Allowed Secured Claim. |
The Debtors are currently discussing with their
other lessors the return of certain additional equipment and expect to enter into similar arrangements to those outlined above with respect to the mining equipment that secures the related capital lease obligations.
9. |
Liabilities Not Subject to Compromise |
The Debtors have been paying and intend to continue to pay
undisputed postpetition claims in the ordinary course of business.
UNITED STATES BANKRUPTCY COURT
DISTRICT OF DELAWARE
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In Re: |
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Chapter 11 |
Allied Nevada Gold Corp., et al. |
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Case No. 15-10503 |
Debtors |
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MOR-1
SCHEDULE OF CASH RECEIPTS AND DISBURSEMENTS1
For the Period August 1, 2015 through August 31, 2015
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Bank Accounts |
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Current Month |
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Cumulative
Filing to Date |
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Hycroft Resources & Development Inc. |
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Allied Nevada Gold Corp. |
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ACTUAL |
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ACTUAL |
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CASH BEGINNING OF PERIOD |
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1,545,750.19 |
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9,789,684.55 |
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11,335,434.74 |
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3,722,605.63 |
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RECEIPTS |
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CASH SALES |
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10,044,237.36 |
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10,044,237.36 |
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68,825,221.95 |
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ACCOUNTS RECEIVABLE |
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2,569,646.65 |
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2,569,646.65 |
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11,125,452.00 |
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TRANSFERS BETWEEN ACCOUNTS |
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0.00 |
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0.00 |
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0.00 |
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0.00 |
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SALE OF ASSETS |
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3,099,980.00 |
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139,650.00 |
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3,239,630.00 |
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20,739,630.00 |
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OTHER (ATTACH LIST) |
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0.00 |
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1,749,579.93 |
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TRANSFERS (FROM DIP ACCTS) |
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0.00 |
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60,000,162.38 |
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TOTAL RECEIPTS |
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15,713,864.01 |
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139,650.00 |
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15,853,514.01 |
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162,440,046.26 |
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DISBURSEMENTS |
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NET PAYROLL |
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1,650,536.58 |
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234,120.70 |
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1,884,657.28 |
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11,674,515.84 |
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PAYROLL TAXES |
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708,857.97 |
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96,970.17 |
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805,828.14 |
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4,892,868.71 |
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BENEFITS (INS, 401K, FSA) |
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199,576.21 |
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487,989.75 |
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687,565.96 |
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4,901,828.86 |
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SALES, USE, & OTHER TAXES |
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321,933.68 |
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8,138.27 |
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330,071.95 |
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1,573,877.15 |
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SECURED/ RENTAL/ LEASES |
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2,804,171.52 |
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2,804,171.52 |
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16,581,112.22 |
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BANK FEES (INCLUDING DIP FEES) |
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3,600.37 |
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3,600.37 |
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847,575.71 |
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LOAN INTEREST |
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918,040.05 |
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918,040.05 |
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3,150,913.71 |
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VENDOR DISBURSEMENTS |
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7,088,883.87 |
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1,332,405.64 |
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8,421,289.51 |
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84,314,967.84 |
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OTHER (ATTACH LIST) |
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635,990.26 |
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139,650.00 |
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775,640.26 |
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18,592,640.26 |
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TRANSFERS (TO DIP ACCTS) |
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0.00 |
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0.00 |
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PROFESSIONAL FEES |
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4,807,781.45 |
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4,807,781.45 |
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13,807,849.33 |
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U.S. TRUSTEE QUARTERLY FEES |
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0.00 |
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74,200.00 |
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COURT COSTS |
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0.00 |
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0.00 |
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TOTAL DISBURSEMENTS |
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13,409,950.09 |
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8,028,696.40 |
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21,438,646.49 |
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160,412,349.63 |
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NET CASH FLOW |
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2,303,913.92 |
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-7,889,046.40 |
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-5,585,132.48 |
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2,027,696.63 |
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(RECEIPTS LESS DISBURSEMENTS) |
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CASH - END OF PERIOD |
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3,849,664.11 |
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1,900,638.15 |
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5,750,302.26 |
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5,750,302.26 |
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1 |
There was no activity in the reporting period for the following Debtors: Victory Exploration Inc., Victory Gold Inc., Allied Nevada Gold Holdings LLC, Allied VGH Inc., Allied VNC Inc., Hasbrouck Production Company
LLC, ANG Pony LLC, ANG Northeast LLC, ANG North LLC, ANG Eureka LLC, ANG Cortez LLC, and ANG Central LLC. |
THE
FOLLOWING SECTION MUST BE COMPLETED
Allied Nevada Gold Corp.
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DISBURSEMENTS FOR CALCULATING U.S. TRUSTEE QUARTERLY FEES: (FROM CURRENT MONTH ACTUAL COLUMN) |
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TOTAL DISBURSEMENTS |
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8,028,696.40 |
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LESS: TRANSFERS TO DEBTOR IN POSSESSION ACCOUNTS |
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0.00 |
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PLUS: ESTATE DISBURSEMENTS MADE BY OUTSIDE SOURCES (i.e. from escrow accounts) |
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0.00 |
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TOTAL DISBURSEMENTS FOR CALCULATING U.S. TRUSTEE QUARTERLY FEES |
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8,028,696.40 |
|
|
|
|
|
|
Hycroft Resources & Development, Inc.
|
|
|
|
|
DISBURSEMENTS FOR CALCULATING U.S. TRUSTEE QUARTERLY FEES: (FROM CURRENT MONTH ACTUAL COLUMN) |
|
|
|
TOTAL DISBURSEMENTS |
|
|
13,409,950.09 |
|
LESS: TRANSFERS TO DEBTOR IN POSSESSION ACCOUNTS |
|
|
0.00 |
|
PLUS: ESTATE DISBURSEMENTS MADE BY OUTSIDE SOURCES (i.e. from escrow accounts) |
|
|
0.00 |
|
|
|
|
|
|
TOTAL DISBURSEMENTS FOR CALCULATING U.S. TRUSTEE QUARTERLY FEES |
|
|
13,409,950.09 |
|
|
|
|
|
|
UNITED STATES BANKRUPTCY COURT
DISTRICT OF DELAWARE
|
|
|
|
|
In Re: |
|
|
|
Chapter 11 |
Allied Nevada Gold Corp., et al. |
|
|
|
Case No. 15-10503 |
Debtors |
|
|
|
|
MOR-1
SCHEDULE OF CASH RECEIPTS & DISBURSEMENTS - OTHER EXPLANATIONS
For the Period August 1, 2015 through August 31, 2015
|
|
|
|
|
|
|
|
|
BREAKDOWN OF OTHER CATEGORY |
|
Current Month |
|
|
Cumulative Filing to Date |
|
Hycroft Resources & Development, Inc. Other Deposits |
|
|
|
|
|
|
|
|
United States Treasury |
|
|
0.00 |
|
|
|
1,161.47 |
|
Napa Rebate |
|
|
0.00 |
|
|
|
4,214.06 |
|
Southwest Gas Refund |
|
|
0.00 |
|
|
|
169.13 |
|
ADP Payroll Refund |
|
|
0.00 |
|
|
|
1,033.16 |
|
Northern Nevada Recycling Inc. |
|
|
0.00 |
|
|
|
3,267.50 |
|
|
|
|
|
|
|
|
|
|
|
|
|
0.00 |
|
|
|
9,845.32 |
|
|
|
|
|
|
|
|
|
|
Allied Nevada Gold Corp. Other Deposits |
|
|
|
|
|
|
|
|
United States Treasury |
|
|
0.00 |
|
|
|
5,470.55 |
|
Discovery Benefits Cobra Reimbursements |
|
|
0.00 |
|
|
|
1,594.60 |
|
Advanced Mineral Royalty Receipt |
|
|
0.00 |
|
|
|
3,000.00 |
|
National Bank of Canada Interest |
|
|
0.00 |
|
|
|
165.05 |
|
Transfer from Adequate Insurance Account |
|
|
0.00 |
|
|
|
309,000.00 |
|
NV Energy Refund |
|
|
0.00 |
|
|
|
5.09 |
|
Fedex Refund |
|
|
0.00 |
|
|
|
64.88 |
|
Discovery Benefits-COBRA Payment |
|
|
0.00 |
|
|
|
1,594.60 |
|
Nevada Net Proceeds Tax Refund |
|
|
0.00 |
|
|
|
1,418,839.84 |
|
|
|
|
|
|
|
|
|
|
|
|
|
0.00 |
|
|
|
1,739,734.61 |
|
|
|
|
|
|
|
|
|
|
Allied Nevada Gold Corp. Other Disbursements |
|
|
|
|
|
|
|
|
Transfer to Adequate Insurance Account |
|
|
0.00 |
|
|
|
317,000.00 |
|
Transfer to Restricted Cash Account |
|
|
0.00 |
|
|
|
17,500,000.00 |
|
Secured Obligations Repaid from Sale of Two Blast Hole Drills |
|
|
139,650.00 |
|
|
|
139,650.00 |
|
|
|
|
|
|
|
|
|
|
|
|
|
139,650.00 |
|
|
|
17,956,650.00 |
|
|
|
|
|
|
|
|
|
|
Hycroft Resources & Development, Inc. Other Disbursements |
|
|
|
|
|
|
|
|
Secured Obligations Repaid from Sale of Two Haul Trucks |
|
|
635,990.26 |
|
|
|
635,990.26 |
|
|
|
|
|
|
|
|
|
|
|
|
|
635,990.26 |
|
|
|
635,990.26 |
|
|
|
|
|
|
|
|
|
|
September 29, 2015
Office of the United States Trustee
Subject: Attestation Regarding Bank Account Reconciliations
The Debtors hereby submit this attestation regarding bank account reconciliations in lieu of providing copies of bank statements and copies of
all reconciliations.
The Debtors have, on a timely basis, performed all bank account reconciliations in the ordinary course of its
business. Copies of the bank account statements and reconciliations are available for inspection upon request by the office of the United States Trustee.
|
|
|
/s/ Stephen M. Jones |
Name: |
|
Stephen M. Jones |
Position: |
|
Executive Vice President, Chief Financial Officer and Secretary |
|
|
|
|
|
|
|
Sworn to and Subscribed |
|
|
|
|
|
|
Before me on this 29th |
|
|
|
|
|
|
Day of September, 2015 |
|
|
|
|
|
|
|
|
|
|
/s/ Jacqueline Martinez |
|
|
|
|
|
|
Notary Public |
|
|
|
|
|
|
|
|
|
|
My Commission Expires: 2-2-2019 |
|
|
|
|
|
|
UNITED STATES BANKRUPTCY COURT
DISTRICT OF DELAWARE
|
|
|
|
|
In Re: |
|
|
|
Chapter 11 |
Allied Nevada Gold Corp., et al. |
|
|
|
Case No. 15-10503 |
Debtors |
|
|
|
|
MOR-1a
SCHEDULE OF BANK ACCOUNTS AND BALANCES
As of August 31, 2015
|
|
|
|
|
|
|
|
|
|
|
|
|
Case # |
|
Related Entity |
|
Bank Name |
|
Bank Account Ending In: |
|
|
Balance1 |
|
15-10503 |
|
Allied Nevada Gold Corp. |
|
Wells Fargo Bank |
|
|
6528 |
|
|
|
0.00 |
|
15-10503 |
|
Allied Nevada Gold Corp. |
|
Wells Fargo Bank |
|
|
6536 |
|
|
|
1,891,638.15 |
|
15-10503 |
|
Allied Nevada Gold Corp. |
|
Wells Fargo Bank |
|
|
9536 |
|
|
|
9,000.00 |
|
15-10503 |
|
Allied Nevada Gold Corp. |
|
Scotiabank |
|
|
1210 |
|
|
|
0.00 |
|
15-10514 |
|
Hycroft Resources & Development, Inc. |
|
Wells Fargo Bank |
|
|
6544 |
|
|
|
0.00 |
|
15-10514 |
|
Hycroft Resources & Development, Inc. |
|
Wells Fargo Bank |
|
|
6551 |
|
|
|
3,849,664.11 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
|
5,750,302.26 |
|
|
|
|
|
|
15-10503 |
|
Allied Nevada Gold Corp. - restr. cash |
|
Wells Fargo Bank |
|
|
9615 |
|
|
|
0.00 |
|
1 |
Book balance per the Debtors general ledger. |
UNITED STATES BANKRUPTCY COURT
DISTRICT OF DELAWARE
|
|
|
|
|
In Re: |
|
|
|
Chapter 11 |
Allied Nevada Gold Corp., et al. |
|
|
|
Case No. 15-10503 |
Debtors |
|
|
|
|
MOR-1b
SCHEDULE OF PROFESSIONAL FEES AND EXPENSES PAID
For the Period August 1, 2015 through August 31, 2015
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Payee |
|
Period Covered |
|
Amount Approved |
|
|
|
|
Check |
|
Current Month |
|
|
Cumulative Filing to Date |
|
|
|
|
Payor |
|
Number |
|
Date |
|
Fees |
|
|
Expenses |
|
|
Fees |
|
|
Expenses |
|
Stroock & Stroock & Lavan |
|
6/01/2015 - 6/30/2015 |
|
|
667,091.17 |
|
|
Allied Nevada |
|
52263 |
|
8/17/2015 |
|
|
661,147.50 |
|
|
|
5,943.67 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2,902,512.25 |
|
|
|
17,493.02 |
|
Wachtell, Lipton, Rosen, & Katz |
|
7/01/2015 - 7/31/2015 |
|
|
145,439.02 |
|
|
Allied Nevada |
|
52264 |
|
8/17/2015 |
|
|
145,439.02 |
|
|
|
0.00 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
716,832.76 |
|
|
|
9,476.84 |
|
RPA Advisors LLC |
|
6/01/2015 - 6/30/2015 |
|
|
144,559.60 |
|
|
Allied Nevada |
|
52249 |
|
8/12/2015 |
|
|
144,138.00 |
|
|
|
421.60 |
|
|
|
|
|
|
|
|
|
|
|
7/01/2015 - 7/31/2015 |
|
|
87,798.46 |
|
|
Allied Nevada |
|
52294 |
|
8/25/2015 |
|
|
87,727.75 |
|
|
|
70.71 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
705,801.75 |
|
|
|
10,177.34 |
|
Houlihan Lokey Capital Inc. |
|
6/24/2015 - 7/23/2015 |
|
|
125,262.67 |
|
|
Allied Nevada |
|
52248 |
|
8/12/2015 |
|
|
125,000.00 |
|
|
|
262.67 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
650,000.00 |
|
|
|
12,298.71 |
|
Paul Hastings LLP |
|
6/01/2015 - 7/25/2015 |
|
|
187,290.75 |
|
|
Allied Nevada |
|
52246 |
|
8/12/2015 |
|
|
186,938.75 |
|
|
|
352.00 |
|
|
|
|
|
|
|
|
|
|
|
7/24/2015 - 8/10/2015 |
|
|
22,808.85 |
|
|
Allied Nevada |
|
52318 |
|
8/31/2015 |
|
|
17,086.25 |
|
|
|
5,722.60 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
674,515.00 |
|
|
|
23,948.29 |
|
Prime Clerk |
|
5/01/2015 - 6/30/2015 |
|
|
1,698.84 |
|
|
Allied Nevada |
|
Wire |
|
8/14/2015 |
|
|
1,698.84 |
|
|
|
0.00 |
|
|
|
|
|
|
|
|
|
|
|
3/10/2015 - 4/30/2015 |
|
|
5,495.85 |
|
|
Allied Nevada |
|
Wire |
|
8/24/2015 |
|
|
5,495.85 |
|
|
|
0.00 |
|
|
|
|
|
|
|
|
|
|
|
7/01/2015 - 7/31/2015 |
|
|
77,213.51 |
|
|
Allied Nevada |
|
52293 |
|
8/25/2015 |
|
|
28,425.75 |
|
|
|
48,787.76 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
539,237.31 |
|
|
|
139,002.52 |
|
Fennemore Craig |
|
2/19/2015 - 3/05/2015 |
|
|
315.12 |
|
|
Allied Nevada |
|
52280 |
|
8/25/2015 |
|
|
251.50 |
|
|
|
63.62 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
27,718.60 |
|
|
|
63.62 |
|
Wilmington Savings Fund |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
800.00 |
|
|
|
0.00 |
|
Morris, Nichols, Arsht & Tunnell |
|
7/08/2015 - 7/21/2015 |
|
|
905.30 |
|
|
Allied Nevada |
|
52295 |
|
8/25/2015 |
|
|
833.00 |
|
|
|
72.30 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
16,886.29 |
|
|
|
680.50 |
|
Akin Gump Strauss |
|
3/10/2015 - 5/31/2015 |
|
|
579,803.22 |
|
|
Allied Nevada |
|
Wire |
|
8/24/2015 |
|
|
579,803.22 |
|
|
|
0.00 |
|
|
|
|
|
|
|
|
|
|
|
6/01/2015 - 6/30/2015 |
|
|
661,406.19 |
|
|
Allied Nevada |
|
Wire |
|
8/25/2015 |
|
|
654,588.20 |
|
|
|
6,817.99 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3,605,842.42 |
|
|
|
26,506.01 |
|
Blank Rome, LLP |
|
6/01/2015 - 6/30/2015 |
|
|
50,336.83 |
|
|
Allied Nevada |
|
Wire |
|
8/14/2015 |
|
|
48,742.80 |
|
|
|
1,594.03 |
|
|
|
|
|
|
|
|
|
|
|
3/10/2015 - 5/31/2015 |
|
|
58,891.30 |
|
|
Allied Nevada |
|
Wire |
|
8/24/2015 |
|
|
58,891.30 |
|
|
|
0.00 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
343,199.30 |
|
|
|
29,888.78 |
|
Young Conaway Stargatt & Taylor |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
129,223.50 |
|
|
|
2,651.57 |
|
Fasken Martineau |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
25,459.60 |
|
|
|
0.00 |
|
IronPlanet |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10,000.00 |
|
|
|
0.00 |
|
Polsinelli PC |
|
6/01/2015 - 6/30/2015 |
|
|
14,650.39 |
|
|
Allied Nevada |
|
Wire |
|
8/18/2015 |
|
|
12,627.72 |
|
|
|
2,022.67 |
|
|
|
|
|
|
|
|
|
|
|
3/19/2015 - 5/31/2015 |
|
|
14,582.16 |
|
|
Allied Nevada |
|
Wire |
|
8/24/2015 |
|
|
14,582.16 |
|
|
|
0.00 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
85,538.52 |
|
|
|
2,516.67 |
|
Zolfo Cooper, LLC |
|
6/1/2015 - 6/30/2015 |
|
|
70,351.57 |
|
|
Allied Nevada |
|
Wire |
|
8/19/2015 |
|
|
69,974.00 |
|
|
|
377.57 |
|
|
|
|
|
|
|
|
|
|
|
3/23/2015 - 5/31/2015 |
|
|
46,222.30 |
|
|
Allied Nevada |
|
Wire |
|
8/24/2015 |
|
|
46,222.30 |
|
|
|
0.00 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
301,085.50 |
|
|
|
928.52 |
|
FTI Consulting, Inc. |
|
3/10/2015 - 5/31/2015 |
|
|
54,265.10 |
|
|
Allied Nevada |
|
Wire |
|
8/24/2015 |
|
|
54,265.10 |
|
|
|
0.00 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
338,665.50 |
|
|
|
17,042.63 |
|
Arent Fox, LLP |
|
6/01/2015 - 6/30/2015 |
|
|
154,064.05 |
|
|
Allied Nevada |
|
Wire |
|
8/14/2015 |
|
|
153,466.00 |
|
|
|
598.05 |
|
|
|
|
|
|
|
|
|
|
|
3/19/2015 - 5/31/2015 |
|
|
114,784.70 |
|
|
Allied Nevada |
|
Wire |
|
8/24/2015 |
|
|
114,784.70 |
|
|
|
0.00 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
727,389.50 |
|
|
|
2,141.35 |
|
JDS Energy & Mining |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5,131.08 |
|
|
|
230.83 |
|
Broadridge |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
26,539.94 |
|
|
|
0.00 |
|
Upshot Services, LLC |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4,646.91 |
|
|
|
0.00 |
|
Erwin & Thompson, LLP |
|
6/01/2015 - 6/30/2015 |
|
|
3,295.22 |
|
|
Allied Nevada |
|
52239 |
|
8/12/2015 |
|
|
3,240.00 |
|
|
|
55.22 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
22,840.00 |
|
|
|
55.22 |
|
Moelis & Company |
|
6/01/2015 - 6/30/2015 |
|
|
297,515.99 |
|
|
Allied Nevada |
|
Wire |
|
8/14/2015 |
|
|
280,000.00 |
|
|
|
17,515.99 |
|
|
|
|
|
|
|
|
|
|
|
3/10/2015 - 5/31/2015 |
|
|
966,428.85 |
|
|
Allied Nevada |
|
Wire |
|
8/24/2015 |
|
|
960,000.00 |
|
|
|
6,428.85 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,360,000.00 |
|
|
|
37,576.74 |
|
Cole Schotz P.C. |
|
5/27/2015 - 6/30/2015 |
|
|
31,442.99 |
|
|
Allied Nevada |
|
Wire |
|
8/26/2015 |
|
|
29,406.00 |
|
|
|
2,036.99 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
29,406.00 |
|
|
|
2,036.99 |
|
LeClairRyan |
|
5/25/2015 - 6/30/2015 |
|
|
220,231.23 |
|
|
Allied Nevada |
|
Wire |
|
8/31/2015 |
|
|
217,220.40 |
|
|
|
3,010.83 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
217,220.40 |
|
|
|
3,010.83 |
|
James Anderson |
|
4/14/2015 - 6/02/2015 |
|
|
3,630.22 |
|
|
Allied Nevada |
|
52297 |
|
8/25/2015 |
|
|
0.00 |
|
|
|
3,630.22 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0.00 |
|
|
|
3,630.22 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4,701,996.11 |
|
|
|
105,785.34 |
|
|
|
13,466,492.13 |
|
|
|
341,357.20 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
UNITED STATES BANKRUPTCY COURT
DISTRICT OF DELAWARE
|
|
|
|
|
In Re: |
|
|
|
Chapter 11 |
Allied Nevada Gold Corp., et al. |
|
|
|
Case No. 15-10503 |
Debtors |
|
|
|
|
MOR-2
STATEMENTS OF OPERATIONS1
For the Period August 1, 2015 through August 31, 2015
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Allied Nevada Gold Holdings LLC |
|
|
Allied Nevada Gold Corp. |
|
|
Hycroft Resources & Development, Inc. |
|
|
Allied VNC, Inc. |
|
|
Victory Gold, Inc. |
|
|
Elimination |
|
|
Debtors Consolidated |
|
Revenue |
|
$ |
|
|
|
$ |
|
|
|
$ |
12,363,181 |
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
12,363,181 |
|
|
|
|
|
|
|
|
|
Operating expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Production costs |
|
|
|
|
|
|
|
|
|
|
8,898,259 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
8,898,259 |
|
Depreciation and amortization |
|
|
|
|
|
|
21,248 |
|
|
|
2,595,657 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2,616,905 |
|
Write-down of production inventories |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total cost of sales |
|
|
|
|
|
|
21,248 |
|
|
|
11,493,916 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
11,515,164 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exploration, development, and land holding |
|
|
|
|
|
|
32,449 |
|
|
|
149,819 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
182,267 |
|
Accretion |
|
|
|
|
|
|
|
|
|
|
84,527 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
84,527 |
|
General and administrative |
|
|
|
|
|
|
1,030,607 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,030,607 |
|
Separation and severance costs |
|
|
|
|
|
|
|
|
|
|
1,775,988 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,775,988 |
|
Asset impairments, dispositions, and loss on assets classified as held for sale, net |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reorganization items, net: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Currency swap valuation adjustment |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Term loan obligation and notes carrying value adjustment |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Legal and professional fees |
|
|
|
|
|
|
3,015,276 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3,015,276 |
|
Diesel swaps valuation adjustment |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Warrant liability adjustment |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss from operations |
|
|
|
|
|
|
(4,099,579 |
) |
|
|
(1,141,068 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(5,240,647 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other income (expense): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense |
|
|
|
|
|
|
(970,019 |
) |
|
|
(119,843 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1,089,862 |
) |
Other, net |
|
|
|
|
|
|
(90,364 |
) |
|
|
89,445 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(919 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss before income taxes |
|
|
|
|
|
|
(5,159,962 |
) |
|
|
(1,171,466 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(6,331,428 |
) |
Income taxes |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss |
|
$ |
|
|
|
$ |
(5,159,962 |
) |
|
$ |
(1,171,466 |
) |
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
(6,331,428 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1 |
There was no activity in the reporting period for the following Debtors: Victory Exploration Inc., Allied VGH Inc., Hasbrouck Production Company LLC, ANG Pony LLC, ANG Northeast LLC, ANG North LLC, ANG Eureka LLC, ANG
Cortez LLC, and ANG Central LLC. |
UNITED STATES BANKRUPTCY COURT
DISTRICT OF DELAWARE
|
|
|
|
|
In Re: |
|
|
|
Chapter 11 |
Allied Nevada Gold Corp., et al. |
|
|
|
Case No. 15-10503 |
Debtors |
|
|
|
|
MOR-3
BALANCE SHEETS1
As of August 31, 2015
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Allied Nevada Gold Holdings LLC |
|
|
Allied Nevada Gold Corp. |
|
|
Hycroft Resources & Development, Inc. |
|
|
Allied VNC, Inc. |
|
|
Victory Gold, Inc. |
|
|
Elimination |
|
|
Debtors Consolidated |
|
Assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents |
|
$ |
|
|
|
$ |
1,900,638 |
|
|
$ |
3,849,664 |
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
5,750,302 |
|
Accounts receivable |
|
|
|
|
|
|
|
|
|
|
2,810,322 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2,810,322 |
|
Inventories |
|
|
|
|
|
|
|
|
|
|
16,155,959 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
16,155,959 |
|
Ore on leachpads, current |
|
|
|
|
|
|
|
|
|
|
193,816,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
193,816,000 |
|
Prepaids and other |
|
|
|
|
|
|
1,067,271 |
|
|
|
2,735,692 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3,802,963 |
|
Assets held for sale |
|
|
|
|
|
|
|
|
|
|
1,570,200 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,570,200 |
|
Deferred tax assets, current |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current assets |
|
|
|
|
|
|
2,967,909 |
|
|
|
220,937,837 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
223,905,746 |
|
|
|
|
|
|
|
|
|
Restricted cash |
|
|
|
|
|
|
|
|
|
|
38,147,218 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
38,147,218 |
|
Ore on leachpads, non-current |
|
|
|
|
|
|
|
|
|
|
83,064,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
83,064,000 |
|
Other assets, non-current |
|
|
|
|
|
|
515,418 |
|
|
|
276,465 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
791,883 |
|
Plant, equipment, and mine development, net |
|
|
|
|
|
|
154,807 |
|
|
|
263,707,099 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
263,861,906 |
|
Mineral properties, net |
|
|
|
|
|
|
|
|
|
|
13,731,196 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
13,731,196 |
|
Investment in subsidiary |
|
|
66,549,819 |
|
|
|
25,000 |
|
|
|
(9,071,738 |
) |
|
|
(3,807,909 |
) |
|
|
(2,860,022 |
) |
|
|
(50,835,150 |
) |
|
|
|
|
Deferred tax assets, non-current |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Intercompany receivable |
|
|
|
|
|
|
1,011,247,322 |
|
|
|
|
|
|
|
2,003,610 |
|
|
|
3,501,338 |
|
|
|
(1,016,752,270 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total assets |
|
|
66,549,819 |
|
|
|
1,014,910,456 |
|
|
|
610,792,077 |
|
|
|
(1,804,299 |
) |
|
|
641,316 |
|
|
|
(1,067,587,420 |
) |
|
|
623,501,949 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities not subject to compromise: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accounts payable |
|
|
|
|
|
|
7,509,407 |
|
|
|
13,499,416 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
21,008,823 |
|
Interest payable |
|
|
|
|
|
|
446,472 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
446,472 |
|
Other liabilities, current |
|
|
|
|
|
|
76,639,757 |
|
|
|
1,868,333 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
78,508,090 |
|
Debt, current |
|
|
|
|
|
|
118,337,379 |
|
|
|
3,683,783 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
122,021,162 |
|
Deferred tax liabilities, current |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Asset retirement obligation, current |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Current liabilities not subject to compromise |
|
|
|
|
|
|
202,933,014 |
|
|
|
19,051,533 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
221,984,547 |
|
|
|
|
|
|
|
|
|
Other liabilities, non-current |
|
|
|
|
|
|
54,181 |
|
|
|
1,188,329 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,242,510 |
|
Debt, non-current |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Asset retirement obligation, non-current |
|
|
|
|
|
|
|
|
|
|
20,609,457 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
20,609,457 |
|
Deferred tax liabilities, non-current |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Intercompany payable |
|
|
68,318,961 |
|
|
|
|
|
|
|
948,433,309 |
|
|
|
|
|
|
|
|
|
|
|
(1,016,752,270 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities not subject to compromise |
|
|
68,318,961 |
|
|
|
202,987,195 |
|
|
|
989,282,628 |
|
|
|
|
|
|
|
|
|
|
|
(1,016,752,270 |
) |
|
|
243,836,514 |
|
|
|
|
|
|
|
|
|
Liabilities subject to compromise: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Senior notes |
|
|
|
|
|
|
316,640,001 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
316,640,001 |
|
Accounts payable |
|
|
|
|
|
|
693,684 |
|
|
|
15,529,255 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
16,222,939 |
|
Term and security deposit loan |
|
|
|
|
|
|
|
|
|
|
17,974,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
17,974,000 |
|
Interest payable |
|
|
|
|
|
|
7,515,000 |
|
|
|
1,621,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
9,136,000 |
|
Accrued compensation and benefits |
|
|
|
|
|
|
26,000 |
|
|
|
156,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
182,000 |
|
Currency swap derivative instrument |
|
|
|
|
|
|
891,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
891,000 |
|
Capital leases |
|
|
|
|
|
|
|
|
|
|
118,984,244 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
118,984,244 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities subject to compromise |
|
|
|
|
|
|
325,765,685 |
|
|
|
154,264,499 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
480,030,184 |
|
|
|
|
|
|
|
|
|
Total Liabilities |
|
|
68,318,961 |
|
|
|
528,752,880 |
|
|
|
1,143,547,127 |
|
|
|
|
|
|
|
|
|
|
|
(1,016,752,270 |
) |
|
|
723,866,697 |
|
|
|
|
|
|
|
|
|
Stockholders Equity: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common stock |
|
|
|
|
|
|
125,990 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
125,990 |
|
Additional paid-in capital |
|
|
77,328,475 |
|
|
|
749,643,150 |
|
|
|
62,037,260 |
|
|
|
|
|
|
|
309,583 |
|
|
|
(116,008,140 |
) |
|
|
773,310,328 |
|
Accumulated other comprehensive income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Accumulated deficit) retained earnings |
|
|
(79,097,617 |
) |
|
|
(263,611,565 |
) |
|
|
(594,792,310 |
) |
|
|
(1,804,299 |
) |
|
|
331,733 |
|
|
|
65,172,990 |
|
|
|
(873,801,067 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total stockholders equity |
|
|
(1,769,142 |
) |
|
|
486,157,576 |
|
|
|
(532,755,049 |
) |
|
|
(1,804,299 |
) |
|
|
641,316 |
|
|
|
(50,835,150 |
) |
|
|
(100,364,748 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities and stockholders equity |
|
$ |
66,549,819 |
|
|
$ |
1,014,910,456 |
|
|
$ |
610,792,077 |
|
|
$ |
(1,804,299 |
) |
|
$ |
641,316 |
|
|
$ |
(1,067,587,420 |
) |
|
$ |
623,501,949 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1 |
There was no activity in the reporting period for the following Debtors: Victory Exploration Inc., Allied VGH Inc., Hasbrouck Production Company LLC, ANG Pony LLC, ANG Northeast LLC, ANG North LLC, ANG Eureka LLC, ANG
Cortez LLC, and ANG Central LLC. |
September 29, 2015
Office of the United States Trustee
Subject: Attestation Regarding Postpetition Taxes
The Debtors hereby submit this attestation regarding postpetition taxes.
The Debtors are current on all of their postpetition tax obligations to the extent that the taxes are not in dispute or subject to
reconciliation. To the best of my knowledge, there are no material tax disputes or reconciliations.
|
|
|
/s/ Stephen M. Jones |
Name: |
|
Stephen M. Jones |
Position: |
|
Executive Vice President, Chief Financial Officer and Secretary |
|
|
|
|
|
Sworn to and Subscribed Before me on this 29th Day of September, 2015 |
|
|
|
|
|
|
|
/s/ Jacqueline Martinez |
|
|
|
|
Notary Public |
|
|
|
|
|
|
|
My Commission Expires: 2-2-2019 |
|
|
|
|
UNITED STATES BANKRUPTCY COURT
DISTRICT OF DELAWARE
|
|
|
|
|
In Re: |
|
|
|
Chapter 11 |
Allied Nevada Gold Corp., et al. |
|
|
|
Case No. 15-10503 |
Debtors |
|
|
|
|
MOR-4
UNPAID POSTPETITION PAYABLES1
As of August 31, 2015
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Number of Days Past Due |
|
|
|
Current |
|
|
0-30 |
|
|
31-60 |
|
|
61-90 |
|
|
Over 90 |
|
|
Total |
|
Allied Nevada Gold Corp. Accounts Payable |
|
$ |
7,509,407 |
|
|
|
0 |
|
|
|
0 |
|
|
|
0 |
|
|
|
0 |
|
|
$ |
7,509,407 |
|
Hycroft Resources & Development, Inc. Accounts Payable2 |
|
$ |
13,499,416 |
|
|
|
0 |
|
|
|
0 |
|
|
|
0 |
|
|
|
0 |
|
|
$ |
13,499,416 |
|
Total Postpetition Debts |
|
$ |
21,008,823 |
|
|
|
0 |
|
|
|
0 |
|
|
|
0 |
|
|
|
0 |
|
|
$ |
21,008,823 |
|
1 |
Other than the Debtors referenced above, no other Debtors had unpaid postpetition accounts payable balances as of August 31, 2015. |
2 |
Amount includes $4 million due to Jacobs in April 2016 that has been reclassified from noncurrent accounts payable. |
UNITED STATES BANKRUPTCY COURT
DISTRICT OF DELAWARE
|
|
|
|
|
In Re: |
|
|
|
Chapter 11 |
Allied Nevada Gold Corp., et al. |
|
|
|
Case No. 15-10503 |
Debtors |
|
|
|
|
MOR-5
ACCOUNTS RECEIVABLE RECONCILIATION AND AGING1
For the Period August 1, 2015 through August 31, 2015
|
|
|
|
|
Hycroft Resources & Development, Inc. Accounts Receivable Reconciliation |
|
Amount |
|
Total Accounts Receivable at the beginning of the reporting period |
|
|
2,446,051 |
|
+ Amounts billed during the period |
|
|
12,978,155 |
|
- Amounts collected during the period |
|
|
-12,613,884 |
|
|
|
|
|
|
Total Accounts Receivable at the end of the reporting period |
|
|
2,810,322 |
|
|
|
|
|
|
Hycroft Resources & Development, Inc. Accounts Receivable Aging |
|
Amount |
|
0 - 30 days old |
|
|
879,816 |
|
31 - 60 days old |
|
|
1,487,833 |
|
61 - 90 days old |
|
|
218,822 |
|
91+ days old |
|
|
223,851 |
|
Total Accounts Receivable |
|
|
2,810,322 |
|
Amount considered uncollectible (Bad Debt) |
|
|
0 |
|
|
|
|
|
|
Accounts Receivable (Net) |
|
|
2,810,322 |
|
|
|
|
|
|
Accounts Receivable are routinely collected from 60 to 180 days after sales due to significant time to agree on the final
assays.
1 |
Hycroft Resources & Development, Inc. is the only Debtor with revenues and related accounts receivable. |
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. |
|
|
X |
|
|
|
|
|
|
|
2 |
|
|
|
|
|
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. |
|
|
|
|
|
|
X |
|
|
|
|
|
|
|
|
|
3. Have all postpetition tax returns been timely filed? If no, provide an explanation below. |
|
|
X |
|
|
|
|
|
|
|
|
|
|
|
|
|
4. Are workers compensation, general liability and other necessary insurance coverages in effect? If no, provide an explanation
below. |
|
|
X |
|
|
|
|
|
|
|
|
|
|
|
|
|
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. |
|
|
|
|
|
|
X |
|
|
|
|
|
2 |
During the month of August, proceeds from the sale of assets included $3.1 million for two Caterpillar 795 haul trucks and $139,650 for two Atlas blast hole drills. In addition, an agreement was reached to sell a mobile
crushing system for $735,845 but the proceeds were not received until September. Also during August, disbursements totaling $2.5 million were made to Caterpillar Financial Services to pay off the leases on the two sold haul trucks.
|