Attached files
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 Earliest Event Reported: January 26, 2011
RANCHER ENERGY CORPORATION
(Exact name of registrant as specified in its charter)
Nevada 000-51425 98-0422451
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(State or other jurisdiction of (Commission File (IRS Employer Identification
incorporation) Number) Number)
999 18th Street, Suite 34000, Denver, CO 80202
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(Address of Principal Executive Offices) (Zip Code)
(303) 629-1125
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Registrant's telephone number, including area code
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(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:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c)
SECTION 1 - REGISTRANT'S BUSINESS AND OPERATIONS
Item 1.03 - Bankruptcy or Receivership
Approval of Debtor-In-Possession Financing
On October 28, 2009, Rancher Energy Corporation ("the Company") filed 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 Colorado (the "Court") (Case number 09-32943) The Company has
operated its business as "debtor-in-possession" under the jurisdiction of the
Court and in accordance with the applicable provisions of the Bankruptcy Code.
On January 26, 2011, the Court granted the Company's Motion to Approve
Debtor-In-Possession Secured Financing From Linc Energy Petroleum, Inc. ("Linc
Energy.") On January 28, 2011, the financing with Linc Energy was closed and
distributed to the Company.
The Debtor-In-Possession Financing provides for the following:
- Authorizing the Company to borrow up to a maximum of $14,700,000 from
Linc Energy, for the limited purposes of: (a) paying the GasRock
Capital, LLC debt ("GasRock Debt") in the amount of $13,653,698, in
full; (b) holding the Carve-Out Amount ($100,000 to be used to pay
actual administrative expenses) in the Carve-Out Account until the
close of the Sale; (c) paying pre-petition ad valorem taxes with
respect to Real Property located in Wyoming; (d) funding the Escrow
Amount into an interest bearing account to be maintained and disbursed
pursuant to the terms and conditions of the Escrow Agreement; and (e)
other purposes with the prior written consent of Lender, in its sole
and absolute discretion.
- In exchange for such funds, the Company will grant to Linc valid and
perfected first priority security interests in and liens on all of
Rancher's assets ("the Collateral"), which Collateral includes but is
not limited to (a) Rancher's interests in oil and gas producing
properties; (b) accounts receivable; (c) equipment; (d) general
intangibles; (e) accounts; (f) deposit accounts; and (g) all other
real and personal property of Rancher, except for the Carve-Out
Amount.
Terms of the Debtor-In-Possession Financing provides for an interest rate equal
to the current base rate on a per annum basis. The Debtor-In-Possession
Financing has a maturity date of 120 days from the approval of the Court.
SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS
Item 9.01 Financial Statements and Exhibits
(d) Exhibits. The following is a complete list of exhibits filed as
part of this Report. Exhibit numbers correspond to the numbers in the exhibit
table of Item 601 of Regulation S-K.
Exhibit No. Description
10.1 Amended and Restated Senior Secured, Super-Priority,
Debtor-In-Possession Credit Agreement,
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*Filed herewith
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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.
RANCHER ENERGY CORPORATION
By: /s/ Jon Nicolaysen
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Jon Nicolaysen, Chief Executive Officer
Date: January 31, 2011