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EX-99.1 - EX-99.1 - CUBIC ENERGY INC | a16-5474_1ex99d1.htm |
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): March 1, 2016
CUBIC ENERGY, INC.
(Exact name of registrant as specified in its charter)
Texas |
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001-34144 |
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87-0352095 |
(State or other jurisdiction |
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(Commission |
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(IRS Employer |
of incorporation) |
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File Number) |
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Identification No.) |
9870 Plano Road |
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75238 |
(Address of principal executive offices) |
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(Zip Code) |
Registrants telephone number, including area code: (972) 686-0369
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:
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 1.03 Bankruptcy or Receivership.
As previously disclosed, on December 11, 2015, Cubic Energy, Inc., a Texas corporation (the Company), together with its direct and indirect wholly owned subsidiaries Cubic Asset, LLC, a Delaware limited liability company, Cubic Asset Holding, LLC, a Delaware limited liability company, Cubic Louisiana, LLC, a Delaware limited liability company, and Cubic Louisiana Holding, LLC, a Delaware limited liability company (collectively with the Company, the Cubic Parties), filed voluntary petitions in the United States Bankruptcy Court for the District of Delaware (the Bankruptcy Court) seeking relief under the provisions of Chapter 11 of the United States Bankruptcy Code (the Chapter 11 Cases). The Bankruptcy Court approved the joint administration of the Chapter 11 Cases for procedural purposes under Case No. 15-12500.
Also as previously disclosed, on February 17, 2016, the Bankruptcy Court entered an order (the Confirmation Order), confirming the Cubic Parties Third Amended Prepackaged Plan of Reorganization of Cubic Energy, Inc., et. al., Pursuant to Chapter 11 of the Bankruptcy Code (the Plan), which was filed with the Bankruptcy Court on February 15, 2016.
On March 1, 2016, all conditions to the occurrence of the effective date set forth in the Plan and the Confirmation Order were satisfied or waived in accordance therewith and the effective date (the Effective Date) of the Plan occurred. On the same date, the Company filed a Notice of (I) Entry of Order Approving the Debtors Solicitation and Disclosure Statement for, and Confirming, the Debtors Third Amended Prepackaged Plan of Reorganization of Cubic Energy, Inc., et. al., Pursuant to Chapter 11 of the Bankruptcy Code and (II) Occurrence of Effective Date (the Notice of Effectiveness) with the Bankruptcy Court. A copy of the Notice of Effectiveness is attached hereto as Exhibit 99.1 and incorporated into this Item 1.03 by reference.
AS A RESULT OF THE PLAN BEING EFFECTIVE, ALL SHARES OF COMMON STOCK AND OTHER EQUITY INTERESTS IN THE COMPANY WERE CANCELLED WITHOUT CONSIDERATION AND HAVE NO VALUE.
On the Effective Date, the Company was converted into a Delaware limited liability company with membership interests issued in accordance with the Plan.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
Exhibit |
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Description of Exhibit |
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99.1 |
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Notice of (I) Entry of Order Approving the Debtors Solicitation and Disclosure Statement for, and Confirming, the Debtors Third Amended Prepackaged Plan of Reorganization of Cubic Energy, Inc., et. al., Pursuant to Chapter 11 of the Bankruptcy Code and (II) Occurrence of Effective Date (the Notice of Effectiveness) |
Forward-Looking Statements
Information in this Current Report on Form 8-K contains forward-looking statements, usually containing the words believes, intends, estimates, projects, expects, anticipates, plans, or similar expressions. Forward-looking statements inherently involve risks and uncertainties that could cause actual results to differ materially from the forward-looking statements. Accordingly, readers should not place undue reliance on any forward-looking statements. Forward-looking statements may include comments as to the Companys beliefs and expectations as to future events, which are necessarily subject to uncertainties, many of which are outside the Companys control. More information on potential factors that could affect the Companys financial results is included from time to time in the Forward-Looking Statements, Risk Factors and Managements Discussion and Analysis of Financial Condition and Results of Operations sections of the Companys periodic and current filings with the SEC. Forward-looking statements speak only as of the date they are made, and the Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise that occur after that date.
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.
Date: March 1, 2016 |
CUBIC ENERGY, INC. | |
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By: |
/s/ Jon S. Ross |
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Jon S. Ross, Executive Vice President and Secretary |