Case 15-32450

B 1 (Official Form 1) (4/13)

Doc 1

Filed 05/12/15 Entered 05/12/15 08:14:43
Document
Page 1 of 25

Desc Main

United States Bankruptcy Court
Eastern District of Virginia

Voluntary Petition

Name of Debtor (if individual, enter Last, First, Middle):
Patriot Coal Corporation

Name of Joint Debtor (Spouse) (Last, First, Middle):

All Other Names used by the Debtor in the last 8 years
(include married, maiden, and trade names):
Patriot Coal Corporation Midwest

All Other Names used by the Joint Debtor in the last 8 years
(include married, maiden, and trade names):

Last four digits of Soc. Sec. or Individual-Taxpayer I.D. (ITIN) Complete EIN (if
more than one, state all):
20-5622045

Last four digits of Soc. Sec. or Individual-Taxpayer I.D. (ITIN) Complete EIN (if
more than one, state all):

Street Address of Debtor (No. and Street, City, and State):
63 Corporate Centre Drive
Scott Depot, WV

Street Address of Joint Debtor (No. and Street, City, and State):

ZIP CODE

ZIP CODE
25560
County of Residence or of the Principal Place of Business:
Putnam County

County of Residence or of the Principal Place of Business:

Mailing Address of Debtor (if different from street address):

Mailing Address of Joint Debtor (if different from street address):

ZIP CODE

ZIP CODE

Location of Principal Assets of Business Debtor (if different from street address above):

ZIP CODE

Nature of Business
(Check one box.)

Type of Debtor
(Form of Organization)
(Check one box.)

Chapter of Bankruptcy Code Under Which
the Petition is Filed (Check one box.)

Health Care Business

Individual (includes Joint Debtors)
See Exhibit D on page 2 of this form.
Corporation (includes LLC and LLP)
Partnership
Other (If debtor is not one of the above entities,
check this box and state type of entity below.)

Single Asset Real Estate as defined in
11 U.S.C. § 101(51B)

Chapter 7

Railroad

Chapter 11

Stockbroker

Chapter 12

Commodity Broker

Chapter 13

Chapter 15 Petition for Recognition of
a Foreign Main Proceeding

Chapter 9

Chapter 15 Petition for Recognition of
a Foreign Nonmain Proceeding

Clearing Bank

Nature of Debts

Other

(Check one box.)

Chapter 15 Debtors

Tax-Exempt Entity
(Check box, if applicable.)

Country of debtor’s center of main interests:
Each country in which a foreign proceeding by,
regarding, or against debtor is pending:

Debts are primarily consumer debts,
defined in 11 U.S.C. § 101(8) as
“incurred by an individual primarily for
a personal, family, or household purpose.”

Debtor is a tax-exempt organization under
title 26 of the United States Code (the Internal
Revenue Code).

Filing Fee (Check one box.)

Debts are primarily
business debts.

Chapter 11 Debtors
Check one box:

Full Filing Fee attached.

Debtor is a small business debtor as defined in 11 U.S.C. § 101(51D).
Filing Fee to be paid in installments (applicable to individuals only). Must attach signed
application for the court’s consideration certifying that the debtor is unable to pay fee
except in installments. Rule 1006(b). See Official Form 3A.

Debtor is not a small business debtor as defined in 11 U.S.C. § 101(51D).
Check if:
Debtor’s aggregate noncontingent liquidated debts (excluding debts owed to insiders or
affiliates) are less than $2,490,925 (amount subject to adjustment on 4/01/16 and every
three years thereafter).

Filing Fee waiver requested (applicable to chapter 7 individuals only). Must attach
signed application for the court’s consideration. See Official Form 3B.

Check all applicable boxes:
A plan is being filed with this petition.
Acceptances of the plan were solicited prepetition from one or more classes of creditors,
in accordance with 11 U.S.C. § 1126(b).

Statistical/Administrative Information

THIS SPACE IS FOR
COURT USE ONLY

Debtor estimates that funds will be available for distribution to unsecured creditors.
Debtor estimates that, after any exempt property is excluded and administrative expenses paid, there will be no funds available for distribution to
unsecured creditors.
Estimated Number of Creditors (on a consolidated basis)

1-49

50-99

100-199

200-999

1,0005,000

$500,001 to
$1 million

$500,001 to
$1 million

5,00110,000

10,00125,000

25,00150,000

50,001100,000

Over
100,000

$1,000,001 to $10,000,001 to
$10 million
$50 million

$50,000,001 to
$100 million

$100,000,001
to $500 million

$500,000,001
to $1 billion

More than
$1 billion

$1,000,001 to $10,000,001 to
$10 million
$50 million

$50,000,001 to
$100 million

$100,000,001
to $500 million

$500,000,001
to $1 billion

More than
$1 billion

Estimated Assets (on a consolidated basis)

$0- to
$50,000

$50,001 to
$100,000

$100,001 to
$500,000

Estimated Liabilities (on a consolidated basis)

$0- to
$50,000

$50,001 to
$100,000

$100,001 to
$500,000

 Case 15-32450

B 1 (Official Form 1) (4/13)

Doc 1

Filed 05/12/15 Entered 05/12/15 08:14:43
Document
Page 2 of 25

Page 2

Name of Debtor(s):
Patriot Coal Corporation

Voluntary Petition
(This page must be completed and filed in every case)
Location
Where Filed:
Location
Where Filed:

Desc Main

All Prior Bankruptcy Cases Filed Within Last 8 Years (If more than two, attach additional sheet.)
Case Number:
Eastern District of Missouri
12-51502
Case Number:
Southern District of New York
12-12900

Date Filed:
July 9, 2012
Date Filed:
July 9, 2012

Pending Bankruptcy Case Filed by any Spouse, Partner, or Affiliate of this Debtor (If more than one, attach additional sheet.)
Name of Debtor:
Case Number:
Date Filed:
See Schedule 1
District:
Relationship:
Judge:
Eastern District of Virginia

Exhibit B

Exhibit A

(To be completed if debtor is an individual
whose debts are primarily consumer debts.)

(To be completed if debtor is required to file periodic reports (e.g., forms 10K and
10Q) with the Securities and Exchange Commission pursuant to Section 13 or I, the attorney for the petitioner named in the foregoing petition, declare that I
15(d) of the Securities Exchange Act of 1934 and is requesting relief under have informed the petitioner that [he or she] may proceed under chapter 7, 11, 12,
chapter 11.)
or 13 of title 11, United States Code, and have explained the relief available under
each such chapter. I further certify that I have delivered to the debtor the notice
required by 11 U.S.C. § 342(b).
Exhibit A is attached and made a part of this petition.

X
Signature of Attorney for Debtor(s)

(Date)

Exhibit C
Does the debtor own or have possession of any property that poses or is alleged to pose a threat of imminent and identifiable harm to public health or safety?
Yes, and Exhibit C is attached and made a part of this petition.
No. (See attached Exhibit C).

Exhibit D
(To be completed by every individual debtor. If a joint petition is filed, each spouse must complete and attach a separate Exhibit D.)
Exhibit D, completed and signed by the debtor, is attached and made a part of this petition.
If this is a joint petition:
Exhibit D, also completed and signed by the joint debtor, is attached and made a part of this petition.

Information Regarding the Debtor - Venue
(Check any applicable box.)
Debtor has been domiciled or has had a residence, principal place of business, or principal assets in this District for 180 days immediately
preceding the date of this petition or for a longer part of such 180 days than in any other District.
There is a bankruptcy case concerning debtor’s affiliate, general partner, or partnership pending in this District.
Debtor is a debtor in a foreign proceeding and has its principal place of business or principal assets in the United States in this District, or has no
principal place of business or assets in the United States but is a defendant in an action or proceeding [in a federal or state court] in this District,
or the interests of the parties will be served in regard to the relief sought in this District.

Certification by a Debtor Who Resides as a Tenant of Residential Property
(Check all applicable boxes.)
Landlord has a judgment against the debtor for possession of debtor’s residence. (If box checked, complete the following.)

(Name of landlord that obtained judgment)

(Address of landlord)

Debtor claims that under applicable nonbankruptcy law, there are circumstances under which the debtor would be permitted to cure the entire
monetary default that gave rise to the judgment for possession, after the judgment for possession was entered, and
Debtor has included in this petition the deposit with the court of any rent that would become due during the 30-day period after the filing of the
petition.
Debtor certifies that he/she has served the Landlord with this certification. (11 U.S.C. § 362(1)).

 Case 15-32450

Doc 1

B 1 (Official Form 1) (4/13)

Filed 05/12/15 Entered 05/12/15 08:14:43
Document
Page 3 of 25

Desc Main
Page 3

Name of Debtor(s):
Patriot Coal Corporation

Voluntary Petition
(This page must be completed and filed in every case)

Signatures
Signature(s) of Debtor(s) (Individual/Joint)

Signature of a Foreign Representative

I declare under penalty of perjury that the information provided in this petition is
true and correct.
[If petitioner is an individual whose debts are primarily consumer debts and has
chosen to file under chapter 7] I am aware that I may proceed under chapter 7,
11, 12 or 13 of title 11, United States Code, understand the relief available under
each such chapter, and choose to proceed under chapter 7.
[If no attorney represents me and no bankruptcy petition preparer signs the
petition] I have obtained and read the notice required by 11 U.S.C. § 342(b).

I declare under penalty of perjury that the information provided in this
petition is true and correct, that I am the foreign representative of a debtor in
a foreign proceeding, and that I am authorized to file this petition.

I request relief in accordance with the chapter of title 11, United States Code,
specified in this petition.

Pursuant to 11 U.S.C. § 1511, I request relief in accordance with the
chapter of title 11 specified in this petition. A certified copy of the order
granting recognition of the foreign main proceeding is attached.

(Check only one box.)
I request relief in accordance with chapter 15 of title 11, United States
Code. Certified copies of the documents required by 11 U.S.C. § 1515
are attached.

X
X

Signature of Debtor

(Signature of Foreign Representative)

X
Signature of Joint Debtor

(Printed Name of Foreign Representative)
Telephone Number (If not represented by attorney)
Date
Date

Signature of Attorney*

Signature of Non-Attorney Bankruptcy Petition Preparer
I declare under penalty of perjury that: (1) I am a bankruptcy petition
preparer as defined in 11 U.S.C. § 110; (2) I prepared this document for
compensation and have provided the debtor with a copy of this document
and the notices and information required under 11 U.S.C. §§ 110(b), 110(h),
and 342(b); and, (3) if rules or guidelines have been promulgated pursuant
to 11 U.S.C. § 110(h) setting a maximum fee for services chargeable by
bankruptcy petition preparers, I have given the debtor notice of the
maximum amount before preparing any document for filing for a debtor or
accepting any fee from the debtor, as required in that section. Official form
19B is attached.

X /s/ Michael A. Condyles
Signature of Attorney for Debtor(s)
Michael A. Condyles
Printed Name of Attorney for Debtor(s)
Kutak Rock LLP
Firm Name
Bank of America Center
1111 East Main Street, Suite 800
Richmond, Virginia 23219
Address
(804) 343-5227
Telephone Number
May 12, 2015
Date

Printed Name and title, if any, of Bankruptcy Petition Preparer
Social Security number (If the bankruptcy petition preparer is not an
individual, state the Social Security number of the officer, principal,
responsible person or partner of the bankruptcy petition preparer.) (Required
by 11 U.S.C. § 110.)

* In a case in which § 707(b)(4)(D) applies, this signature also constitutes a
certification that the attorney has no knowledge after an inquiry that the
information in the schedules is incorrect.

Signature of Debtor (Corporation/Partnership)
I declare under penalty of perjury that the information
provided in this petition is true and correct, and that I have
been authorized to file this petition on behalf of the debtor.
The debtor requests relief in accordance with the chapter of
title 11, United States Code, specified in this petition.

Address

X
Signature
Date

X

/s/ Joseph W. Bean
Signature of Authorized Individual
Joseph W. Bean
Printed Name of Authorized Individual
Senior Vice President - Law & Administration, General Counsel,
and Corporate Secretary
Title of Authorized Individual
May 12, 2015
Date

Signature of bankruptcy petition preparer or officer, principal, responsible person,
or partner whose Social Security number is provided above.
Names and Social Security numbers of all other individuals who prepared or
assisted in preparing this document unless the bankruptcy petition preparer is not
an individual.
If more than one person prepared this document, attach additional sheets
conforming to the appropriate official form of each person.
A bankruptcy petition preparer’s failure to comply with the provisions of title 11 and the
Federal Rules of Bankruptcy Procedure may result in fines or imprisonment or both 11
U.S.C. § 110; 18 U.S.C. § 156.

 Case 15-32450

Doc 1

Filed 05/12/15 Entered 05/12/15 08:14:43
Document
Page 4 of 25

Desc Main

B 1C (Official Form 1, Exhibit C) (9/01)

[If, to the best of the debtor’s knowledge, the debtor owns or has possession of property that poses or is alleged to
pose a threat of imminent and identifiable harm to the public health or safety, attach this Exhibit “C” to the
petition.]

IN THE UNITED STATES BANKRUPTCY COURT
FOR THE EASTERN DISTRICT OF VIRGINIA
RICHMOND DIVISION
In re:
PATRIOT COAL CORPORATION,
Debtor.

)
)
)
)
)
)
)

Chapter 11
Case No. 15-________ (___)
(Joint Administration Requested)

EXHIBIT “C” TO VOLUNTARY PETITION
1. Identify and briefly describe all real or personal property owned by or in possession of the
debtor that, to the best of the debtor’s knowledge, poses or is alleged to pose a threat of
imminent and identifiable harm to the public health or safety (attach additional sheets if
necessary):
The above-captioned debtor (the “Debtor”) does not believe it owns or possesses any real
or personal property that poses or is alleged to pose a threat of imminent and identifiable
harm to the public health or safety. The Debtor notes that it is not aware of any definition
of “imminent and identifiable harm” as used in this form.
2. With respect to each parcel of real property or item of personal property identified in
question 1, describe the nature and location of the dangerous condition, whether
environmental or otherwise, that poses or is alleged to pose a threat of imminent and
identifiable harm to the public health or safety (attach additional sheets if necessary):
The Debtor is not aware of any dangerous conditions existing on or related to any real or
personal property owned or possessed by the Debtor that pose or are alleged to pose a
threat of imminent and identifiable harm to the public health or safety. The Debtor notes
that it is not aware of any definition of “imminent and identifiable harm” as used in this
form.

 Case 15-32450

Doc 1

Filed 05/12/15 Entered 05/12/15 08:14:43
Document
Page 5 of 25

Desc Main

SCHEDULE 1
Pending Bankruptcy Cases Filed by the Debtor and Affiliates of the Debtor
On the date hereof, each of the entities listed below (collectively, the “Debtors”) filed a
petition in this court for relief under chapter 11 of title 11 of the United States Code. The
Debtors have moved for joint administration of these cases under the case number assigned to
the chapter 11 case of Patriot Coal Corporation.
Emerald Processing, L.L.C. (6524)
Kanawha Eagle Coal, LLC (9926
Patriot Coal Corporation (2045)
Apogee Coal Company, LLC (2865)
Appalachia Mine Services, LLC (0233)
Black Stallion Coal Company, LLC (7792)
Brody Mining, LLC (0610)
Catenary Coal Company, LLC (5836)
Central States Coal Reserves of Kentucky, LLC (0681)
Colony Bay Coal Company LLC (4613)
Corydon Resources LLC (3790)
Coyote Coal Company LLC (6141)
Dodge Hill Mining Company, LLC (8899)
Eastern Associated Coal, LLC (5516)
Eastern Royalty, LLC (8759)
Gateway Eagle Coal Company, LLC (6908)
Grand Eagle Mining, LLC (0622)
Heritage Coal Company LLC (6920)
Highland Mining Company, LLC (9675)
Hillside Mining Company LLC (5451)
Hobet Mining, LLC (6083)
Jupiter Holdings LLC (8670)
Kanawha River Ventures III, LLC (6617)
Little Creek LLC (1764)
Midland Trail Energy LLC (9024)
Midwest Coal Resources II, LLC (0003)
Mountain View Coal Company, LLC (4206)
Panther LLC (3722)
Patriot Coal Company, L.P. (8748)
Patriot Coal Holdings I LLC (4872)
Patriot Coal Holdings II LLC (2361)
Patriot Coal Sales LLC (2530)
Patriot Coal Services LLC (9485)
Patriot Leasing Company LLC (9264)
Patriot Midwest Holdings, LLC (0400)
Patriot Reserve Holdings, LLC (5596)
Patriot Ventures LLC (5661)
Pine Ridge Coal Company, LLC (7187)
Remington LLC (3721)
Rhino Eastern JV Holding Company LLC (6329)
Rivers Edge Mining LLC (8371)
Robin Land Company, LLC (0125)
Speed Mining LLC (2194)
Thunderhill Coal LLC (9813)
Wildcat Energy LLC (9955)
Wildcat, LLC (3526)
Will Scarlet Properties LLC (3074)
WWMV JV Holding Company LLC (2570)

 Case 15-32450

Doc 1

Filed 05/12/15 Entered 05/12/15 08:14:43
Document
Page 6 of 25

Desc Main

IN THE UNITED STATES BANKRUPTCY COURT
FOR THE EASTERN DISTRICT OF VIRGINIA
RICHMOND DIVISION
In re:
PATRIOT COAL CORPORATION,
Debtor.

)
) Chapter 11
)
) Case No. 15-[_____] (___)
)
)
)

CONSOLIDATED LIST OF CREDITORS HOLDING THE
30 LARGEST UNSECURED CLAIMS
The above-captioned debtors and debtors in possession (collectively, the “Debtors”) filed
a voluntary petition for relief under chapter 11 of title 11 of the United States Code (the
“Bankruptcy Code”). The following is a consolidated list of the Debtors’ creditors holding the
thirty largest unsecured claims (the “Creditor List”) based on the Debtors’ unaudited books and
records as of the petition date. The list is prepared in accordance with Fed. R. Bankr. P. 1007(d)
for filing in the chapter 11 case.
The Creditor List does not include (i) persons who come within the definition of “insider”
set forth in section 101(31) of the Bankruptcy Code or (ii) secured creditors, unless the value of
the collateral is such that the unsecured deficiency places the creditor among the holders of the
thirty largest unsecured claims. The information contained herein does not constitute a waiver of
the Debtors’ right to contest the validity, priority, or amount of any claim at a later date.
NAME OF CREDITOR,
COMPLETE MAILING ADDRESS, AND
EMPLOYEE, AGENT, OR DEPARTMENT OF
CREDITOR FAMILIAR WITH CLAIM

NATURE
OF
CLAIM
(bond debt,
trade debt,
bank loan,
government
contracts,
etc.)

1.

Peabody Investments Corp
Attn: Alexander Schooch, Exec VP and CLO
701 Market Street
St. Louis, MO 63101
Tele: 314-342-3400
Email: info@peabodyenergy.com

INDICATE IF
CLAIM IS
CONTINGENT,
UNLIQUIDATED,
DISPUTED, OR
SUBJECT TO
SETOFF

AMOUNT
OF CLAIM
(if secured, also
state value of
security)

Trade
Debt
$4,862,394.81

 Case 15-32450

Doc 1

Filed 05/12/15 Entered 05/12/15 08:14:43
Document
Page 7 of 25

NAME OF CREDITOR,
COMPLETE MAILING ADDRESS, AND
EMPLOYEE, AGENT, OR DEPARTMENT OF
CREDITOR FAMILIAR WITH CLAIM

NATURE
OF
CLAIM
(bond debt,
trade debt,
bank loan,
government
contracts,
etc.)

2.

3.

4.

5.

6.

7.

Joy Global Underground
Attn Sean Major-General Counsel
P.O. Box 504794
St. Louis, MO 63150-4794
Tele: 724-779-4500
Fax: 724-779-4509
Email: webresponse@joyglobal-com
UMWA Health & Retirement Funds
Attn: Legal Dept
160 Heartland Drive
Beckley, WV 25801
Tele: 202-521-2200
Fax: 304-256-2604
Email: health1@umwafunds.org
Mine Safety & Health ADM
Attn Kevin Stricklin-Administrator
P.O. Box 790390
St. Louis, MO 63179-0390
Tele: 202-693-9400
Fax: 202-693-9501
Email: Stricklin.Kevin@dol.gov
Cecil I Walker Machinery Co
Attn Monty Boyd
P.O. Box 905258
Charlotte, NC 28290-5258
Tele: 304-949-6400
Fax: 304-683-3113
Suncrest Resources
Attn: Keith Horton
7 Sheridan Square Suite 400
Kingsport, TN 37660
Tele: 423-723-0230
Phillips Machine Service Inc.
Attn: Legal Dept
367 George St.
Beckley, WV 25801
Tele: 304-255-0537
Fax: 304-255-0565
Email: webinquiry@phillipsmachine.com

Desc Main

INDICATE IF
CLAIM IS
CONTINGENT,
UNLIQUIDATED,
DISPUTED, OR
SUBJECT TO
SETOFF

AMOUNT
OF CLAIM
(if secured, also
state value of
security)

Trade
Debt
$4,556,186.31

Trade
Debt
$2,287,879.39

Trade
Debt
$1,477,970.75

Trade
Debt
$1,379,924.43
Trade
Debt
$1,229,306.92

Trade
Debt
$1,209,965.65

 Case 15-32450

Doc 1

Filed 05/12/15 Entered 05/12/15 08:14:43
Document
Page 8 of 25

NAME OF CREDITOR,
COMPLETE MAILING ADDRESS, AND
EMPLOYEE, AGENT, OR DEPARTMENT OF
CREDITOR FAMILIAR WITH CLAIM

NATURE
OF
CLAIM
(bond debt,
trade debt,
bank loan,
government
contracts,
etc.)

8.

9.

10.

11.

12.

13.

14.

Rish Equipment Co
Attn Legal Dept
P.O. Box 330
6384 Airport Rd.
Bluefield, WV 24701
Tele: 304-752-9313
Tele: 304-380-0282
Fax: 304-752-9318
Shonk Land Company LLC
Attn: Legal Dept
194 Summers St.
Charleston, WV 25301
Tele: 304-344-2455
Fax: 304-344-2467
Alley Trucking LLC
Attn Legal Dept
123 Little Mudlick Branch
Belfry, KY 41514
Tele: 606-353-4422
Fax: 606-353-1270
SGS North America Inc.
Attn Legal Dept
PO Box 2502
Carol Streem, IL 60132
Tele: 270-827-1187
Fax: 270-826-0719
National Union Fire Insurance
175 Water Street
New York, NY 10038
Tele: 212-770-7000
Email: Stephen.Blankenship@AIG.com
Jennmar Corporation
Attn Legal Dept
258 Kappa Drive
Pittsburgh, PA 15238
Tele: 412-963-9071
Fax: 412-963-9767
Email: lvalchar@jennmar.com
Jabo Supply Corp
Attn Legal Dept
PO Box 238
Huntington, WV 25707-0238
Tele: 304-736-8333
Fax: 304-736-8551
Email: kroach@jabosupply.com

Desc Main

INDICATE IF
CLAIM IS
CONTINGENT,
UNLIQUIDATED,
DISPUTED, OR
SUBJECT TO
SETOFF

AMOUNT
OF CLAIM
(if secured, also
state value of
security)

Trade
Debt

$1,016,034.07

Trade
Debt
$965,672.10

Trade
Debt
$943,715.02

Trade
Debt
$902,871.74
Trade
Debt
$897,383.13

Trade
Debt
$849,768.08

Trade
Debt
$839,128.30

 Case 15-32450

Doc 1

Filed 05/12/15 Entered 05/12/15 08:14:43
Document
Page 9 of 25

NAME OF CREDITOR,
COMPLETE MAILING ADDRESS, AND
EMPLOYEE, AGENT, OR DEPARTMENT OF
CREDITOR FAMILIAR WITH CLAIM

NATURE
OF
CLAIM
(bond debt,
trade debt,
bank loan,
government
contracts,
etc.)

15.

16.

17.

18.

19.

20.

Powell Construction Co Inc.
Attn Legal Dept
3622 Bristol Highway
Johnson City, TN 37601
Tele: 423-282-0111
Enviromine Inc.
Attn Legal Dept
PO Box 11716
Charleston, WV 25339
Tele: 304-552-3379
Fax: 888-248-5302
Email: office@enviromine.com
Strata Mine Services LLC
Attn: Legal Dept
67925 Bayberry Drive
St. Clairsville, OH 43950
Tele: 740-695-6880
Fax: 740-695-6883
Email: info@stratamineservices.com
United Central Industrial Supply
Attn Legal Dept
1241 Volunteer Parkway
Suite 1000
Bristol, TN 37620
Tele: 423-573-7300
Fax: 423-573-7297
Email: tsmith@unitedcentral.net
Rogers Petroleum Services Inc.
Attn Legal Dept
348 Tollage Creek
Pikeville, KY 41502
Tele: 606-432-1421
Fax: 606-432-3657
Email: henry@rogerspetroleum.com
GMS Mine Repair & Maintenance
Attn Legal Dept
32 Enterprise Drive
Mt-Lake Park, MD 21550
Tele: 301-334-8186
Fax: 301-334-8698
Email: gmspurchasing@gmsminerepair.com

Desc Main

INDICATE IF
CLAIM IS
CONTINGENT,
UNLIQUIDATED,
DISPUTED, OR
SUBJECT TO
SETOFF

AMOUNT
OF CLAIM
(if secured, also
state value of
security)

Trade
Debt
$809,875.74

Trade
Debt
$787,988.41

Trade
Debt
$747,502.10

Trade
Debt

$736,042.89

Trade
Debt
$695,086.25

Trade
Debt
$675,764.10

 Case 15-32450

Doc 1

Filed 05/12/15 Entered 05/12/15 08:14:43
Document
Page 10 of 25

NAME OF CREDITOR,
COMPLETE MAILING ADDRESS, AND
EMPLOYEE, AGENT, OR DEPARTMENT OF
CREDITOR FAMILIAR WITH CLAIM

NATURE
OF
CLAIM
(bond debt,
trade debt,
bank loan,
government
contracts,
etc.)

21.

22.

23.

24.

25.

26.

Chisler Inc.
Attn Legal Dept
153 BLUE GOOSE RD
Fairview, WV 26570
Tele: 304-798-3202
Fax: 304-798-3211
Email: chisinc@westco.net
Natural Resource Partners L.P.
Attn Legal Dept
601 Jefferson Street
Suite 3600
Houston, TX 77002
Tele: 713-751-7507
Email: info@nrplp.com
Raleigh Mine & Industrial
Attn Legal Dept
PO Box 72
Mount Hope, WV 25880
Tele: 304-877-5503
Fax: 304-877-5684
Kanawha River Terminals, LLC
Attn Butch Smith-CEO
100 Main and River St
Ceredo, WV 25507
Tele: 304-526-0759
Fax: 304-526-0703
D-A Lubricant Company
Attn Legal Dept
801 Edwards Drive
Lebanon, IN 46052
Tele: 317-923-5321
Fax: 765-482-3065
Email: Mfarr@Dalube.com
Chisler Brothers Contracting LLC
Attn Legal Dept
4607 Mason Dixon Hwy
Prentress, WV 26544
Tele: 304-879-5511
Fax: 304-879-5012
Email: Chislerbros@Westco.net

Desc Main

INDICATE IF
CLAIM IS
CONTINGENT,
UNLIQUIDATED,
DISPUTED, OR
SUBJECT TO
SETOFF

AMOUNT
OF CLAIM
(if secured, also
state value of
security)

Trade
Debt
$669,802.45

Trade
Debt
$660,794.59

Trade
Debt
$627,274.97

Trade
Debt
$603,814.05

Trade
Debt
$559,850.59

Trade
Debt
$540,057.16

 Case 15-32450

Doc 1

Filed 05/12/15 Entered 05/12/15 08:14:43
Document
Page 11 of 25

NAME OF CREDITOR,
COMPLETE MAILING ADDRESS, AND
EMPLOYEE, AGENT, OR DEPARTMENT OF
CREDITOR FAMILIAR WITH CLAIM

NATURE
OF
CLAIM
(bond debt,
trade debt,
bank loan,
government
contracts,
etc.)

27.

28.

29.

30.

Logan Corp
Attn Legal Dept
20 McJunkin Road
Nitro, WV 25143
Tele: 304-759-4800
Fax: 304-759-4817
Email: Hadkins@Logancorp.com
King's Tire Service Inc.
Attn Sam King-Owner
6242 Airport Rd
Bluefield, WV 24701
Tele: 304-325-0575
Fax: 304-325-0572
LML Properties
c/o BB&T Wealth Management
PO Box 1793
Charleston, WV 25326
The H A Robson Trust
Thomas w Pettit, Edwin N Vinson & Richard Bolen,
Trustees
PO Box 53
Huntington, WV 25703

Desc Main

INDICATE IF
CLAIM IS
CONTINGENT,
UNLIQUIDATED,
DISPUTED, OR
SUBJECT TO
SETOFF

AMOUNT
OF CLAIM
(if secured, also
state value of
security)

Trade
Debt
$536,877.49

Trade
Debt
$491,018.82
Trade
Debt
$478,986.31
Trade
Debt
$410,407.33

DECLARATION UNDER PENALTY
OF PERJURY CONCERNING CONSOLIDATED CREDITOR LIST
I declare under the penalty of perjury that I have read the foregoing list of consolidated
creditors holding the thirty largest unsecured claims and that it is true and correct to the best of
my information and belief.
Dated: May 12, 2015

/s/ Joseph W. Bean
Joseph W. Bean
Senior Vice President - Law & Administration,
General Counsel, and Corporate Secretary

 Case 15-32450

Doc 1

Filed 05/12/15 Entered 05/12/15 08:14:43
Document
Page 12 of 25

Desc Main

IN THE UNITED STATES BANKRUPTCY COURT
FOR THE EASTERN DISTRICT OF VIRGINIA
RICHMOND DIVISION
In re:
PATRIOT COAL CORPORATION,
Debtor.

)
)
)
)
)
)
)

Chapter 11
Case No. 15-________ (___)
(Joint Administration Requested)

LIST OF EQUITY SECURITY HOLDERS PURSUANT TO
FEDERAL RULE OF BANKRUPTCY PROCEDURE 1007(a)(3)
Debtor
Patriot Coal
Corporation

Patriot Coal
Corporation

Patriot Coal
Corporation
Patriot Coal
Corporation

Patriot Coal
Corporation

Patriot Coal
Corporation

Patriot Coal
Corporation
Patriot Coal
Corporation

Name and Address of
Equity Interest Holder
Cede & Co (Fast Account)
Po Box 20
Bowling Green Station
New York NY 10004
Caspian HLSC1 LLC
767 Fifth Avenue
Suite 4502
New York NY 10153
Caspian SC Holdings, L.P. 767 Fifth Avenue
45th Floor, C/O Caspian Capital
New York NY 10153
Caspian Select Credit Master Fund, Ltd
Cayman Financial Center
36a Dr Roy's Drive, 4th Floor
George Town Grand Cayman KY1-1104
Cayman Islands
Caspian Solitude Master Fund, L.P.
Cayman Financial Center
36a Dr Roy's Drive, 4th Floor
George Town Grand Cayman KY1-1104
Cayman Islands
Cede & Co (Fast Account)
Po Box 20
Bowling Green Station
New York NY 10004
Charles A Ebertino Jr
3694 Seaford Drive
Columbus OH 43220
Charles D Childers
4318 St Hwy 1056
Ransom KY 41558

Percentage of Interests
Held
100.00% of Accredited

0.19% of Class A

0.23% of Class A

2.57% of Class A

0.11% of Class A

15.92% of Class A

0.51% of Class A

0.06% of Class A

 Case 15-32450
B 1 (Official Form 1) (4/13)

Debtor
Patriot Coal
Corporation
Patriot Coal
Corporation
Patriot Coal
Corporation
Patriot Coal
Corporation

Patriot Coal
Corporation
Patriot Coal
Corporation

Patriot Coal
Corporation

Patriot Coal
Corporation
Patriot Coal
Corporation
Patriot Coal
Corporation
Patriot Coal
Corporation

Patriot Coal
Corporation
Patriot Coal
Corporation
Patriot Coal
Corporation

Doc 1

Filed 05/12/15 Entered 05/12/15 08:14:43
Document
Page 13 of 25

Name and Address of
Equity Interest Holder
Dale F Lucha
274 Gentle Breeze Drive
Chapmanville WV 25508
Douglas R Fala
294 Wynterhall Lane
Charleston WV 25309
Eric R Waller
524 Hawksburry Lane
Charleston WV 25302
Franz Descendants Irrevoc Tr 2012
Uad 12/5/12 Robert C Franz Iii & Robert
Platek Ttees.
225 Greenwich Street
New York NY 10007
Gregory A Dotson
Rt 1 Box 195g
Chapmanville WV 25508
Handle Consultants
C/O Scotiamcleod
1002 Sherbrooke Street West Suite 1200
MOntreal Quebec H3a 3l6
Canada
James N Magro
8144 First Coast Hwy
Unit 201
Fernandina Beach FL 32034
Johnny R Jones
23 Coventry Road
Charleston WV 25309
Joseph G Evans
600 KentucKY Blvd
Hazard KY 41701
Joseph W Bean
435 Cheshire Farm Lane
Saint Louis MO 63141
Mariner LDC
68 Fort Street Butterfield House
George Town Grand Cayman
Cayman Islands
Matthew G Cook
5 Eastcove Lane
Charleston WV 25309
Michael D Day
1265 Country Estates Road
Danville WV 25053
Michael J Luna
85 Saint Madeleine Ct
O Fallon MO 63368

Desc Main

Percentage of Interests
Held
0.06% of Class A

0.07% of Class A

0.06% of Class A

0.37% of Class A

0.07% of Class A

0.41% of Class A

0.25% of Class A

0.25% of Class A

0.12% of Class A

0.51% of Class A

0.15% of Class A

0.19% of Class A

0.68% of Class A

0.06% of Class A

Pa

 Case 15-32450
B 1 (Official Form 1) (4/13)

Debtor
Patriot Coal
Corporation

Patriot Coal
Corporation

Patriot Coal
Corporation

Patriot Coal
Corporation
Patriot Coal
Corporation
Patriot Coal
Corporation
Patriot Coal
Corporation

Patriot Coal
Corporation
Patriot Coal
Corporation
Patriot Coal
Corporation
Patriot Coal
Corporation

Patriot Coal
Corporation
Patriot Coal
Corporation
Patriot Coal
Corporation

Doc 1

Filed 05/12/15 Entered 05/12/15 08:14:43
Document
Page 14 of 25

Name and Address of
Equity Interest Holder
Patriot Coal Corporation Rsp Warrants
-See Company 18707Attn:Head Of Relationship Management
6201-15th Avenue
Brooklyn NY 11219
R.W. Pressprich & Co Inc.
452 Fifth Avenue
12th Floor
New York NY 10018
R.W. Pressprich & Co Inc.
452 Fifth Avenue
12th Floor
New York NY 10018
Robert W Bennett
122 Mandy Drive
Scott Depot WV 25560
Ryan A Toler
1003 Anthony Drive
MOrgantown WV 26508
Steve A Mccomas
263 Cindy Lane
Danville WV 25053
Super Caspian Cayman Fund Limited
89 Nexus Way
Camana Bay Grand Cayman KY1-1205
Cayman Islands
Torque Point Pcx LLC
105 Duane St Apt 37e
New York NY 10007
Yam Investments, LLC
254 Old Norwalk Road
New Canaan Ct 6840
Torque Point Pcx LLC
105 Duane St Apt 37e
New York NY 10007
Cede & Co (Fast Account)
Po Box 20
Bowling Green Station
New York NY 10004
Bennett K Hatfield
Po Box 2405
Charleston WV 25329
Cecil W Elkins
Po Box 823
Uneeda MO 25205
Charles A Ebetino Jr
3694 Seaford Drive
Columbus OH 43220

Desc Main

Percentage of Interests
Held
55.88% of Class A

0.92% of Class A

1.84% of Class A

0.75% of Class A

0.07% of Class A

0.06% of Class A

0.11% of Class A

16.97% of Class A

0.55% of Class A

100.00% of Class B

100.00% of Rule 144-A

9.34% of Warrants

0.49% of Warrants

5.71% of Warrants

Pa

 Case 15-32450
B 1 (Official Form 1) (4/13)

Debtor
Patriot Coal
Corporation
Patriot Coal
Corporation
Patriot Coal
Corporation
Patriot Coal
Corporation
Patriot Coal
Corporation
Patriot Coal
Corporation
Patriot Coal
Corporation
Patriot Coal
Corporation
Patriot Coal
Corporation
Patriot Coal
Corporation
Patriot Coal
Corporation
Patriot Coal
Corporation
Patriot Coal
Corporation
Patriot Coal
Corporation
Patriot Coal
Corporation
Patriot Coal
Corporation

Doc 1

Filed 05/12/15 Entered 05/12/15 08:14:43
Document
Page 15 of 25

Name and Address of
Equity Interest Holder
Charles A Ebetino Jr
3694 Seaford Drive
Columbus OH 43220
Charles D Childers
4318 St Hwy 1056
Ransom KY 41558
Dale F Lucha
274 Gentle Breeze Drive
Chapmanville WV 25508
David K Runyon
146 Rainbow Lane
Hatfield KY 41514
Douglas R Fala
294 Wynterhall Lane
South Charleston WV 25309
E Kent Hartsog
23 Country Villa Dr
Hurricane WV 25526
Gregory A Boggs
4628 Jared Court
Catlettsburg KY 41129
Gregory A Dotson
Rt 1 Box 195g
Chapmanville WV 25508
Gregory A Ross
308 Pine Dr
Wayne WV 25570
James R Clendenen
102 Clendenen Lane Po Box 128
Racine WV 25165
John E Lushefski
622 Forest Court Unit 4 South
Clayton MO 63105
John E Lushefski
622 Forest Court Unit 4 South
Clayton MO 63105
John Eagan
14 Cottonwood Drive
Elkview WV 25071
Johnny R Jones
23 Coventry Road
South Charleston WV 25309
Johnny R Jones
23 Coventry Road
South Charleston WV 25309
Joseph G Evans
600 KentucKY Blvd
Hazard KY 41701

Desc Main

Percentage of Interests
Held
6.59% of Warrants

0.44% of Warrants

1.10% of Warrants

0.66% of Warrants

0.44% of Warrants

1.32% of Warrants

1.32% of Warrants

0.44% of Warrants

0.49% of Warrants

0.49% of Warrants

9.23% of Warrants

7.91% of Warrants

0.49% of Warrants

2.64% of Warrants

1.32% of Warrants

0.88% of Warrants

Pa

 Case 15-32450
B 1 (Official Form 1) (4/13)

Debtor
Patriot Coal
Corporation
Patriot Coal
Corporation
Patriot Coal
Corporation
Patriot Coal
Corporation
Patriot Coal
Corporation
Patriot Coal
Corporation
Patriot Coal
Corporation
Patriot Coal
Corporation
Patriot Coal
Corporation
Patriot Coal
Corporation
Patriot Coal
Corporation
Patriot Coal
Corporation
Patriot Coal
Corporation
Patriot Coal
Corporation
Patriot Coal
Corporation
Patriot Coal
Corporation

Doc 1

Filed 05/12/15 Entered 05/12/15 08:14:43
Document
Page 16 of 25

Name and Address of
Equity Interest Holder
Joseph R Beckerle
11944 Sackston Ridge Dr
Creve Coeur MO 63141
Joseph W Bean
435 Cheshire Farm Lane
Town And Country MO 63141
Joseph W Bean
435 Cheshire Farm Lane
Town And Country MO 63141
Kent R Desrocher
Hc 74 Box 3013
Chapmanville WV 25508
Kevin Baker
1778 Smith Rd
Charleston WV 25314
Mark K Phillips
633 Castle Meadows Ct
Ballwin MO 63021
Matthew G Cook
5 Eastcove Lane
South Charleston WV 25309
Matthew G Cook
5 Eastcove Lane
South Charleston WV 25309
Michael D Day
1265 Country Estates Road
Danville WV 25053
Michael D Day
1265 Country Estates Road
Danville WV 25053
Michael E Duvall
2722 Lakeview Dr
Saint Albans WV 25177
Paul A Schnapp
661 Carman Meadows Drive
Ballwin MO 63021
Robert W Bennett
122 Mandy Drive
Scott Depot WV 25560
Robert W Bennett
122 Mandy Drive
Scott Depot WV 25560
Robert W Bosch
3610 Canyon Drive
Evansville In 47711
Ryan A Toler
309 Dolaron Lane
Louth Charleston WV 25309

Desc Main

Percentage of Interests
Held
0.66% of Warrants

3.74% of Warrants

5.60% of Warrants

0.66% of Warrants

0.66% of Warrants

0.49% of Warrants

1.98% of Warrants

1.98% of Warrants

6.59% of Warrants

7.91% of Warrants

0.66% of Warrants

0.66% of Warrants

6.59% of Warrants

7.91% of Warrants

0.66% of Warrants

0.44% of Warrants

Pa

 Case 15-32450

Doc 1

B 1 (Official Form 1) (4/13)

Debtor
Patriot Coal
Corporation
Patriot Coal
Corporation
Patriot Coal
Corporation
Patriot Coal
Corporation

Filed 05/12/15 Entered 05/12/15 08:14:43
Document
Page 17 of 25

Name and Address of
Equity Interest Holder
Ryan T Adkins
8374 Daventry Court
Powell OH 43065
Stephanie L Ojeda
1510 Barberry Lane
Charleston WV 25314
Steve A Mccomas
263 Cindy Lane
Danville WV 25053
Terry G Hudson
157 Quarterhorse Trail PO Box 157
Flat Top WV 25841

Desc Main

Percentage of Interests
Held
0.49% of Warrants

0.49% of Warrants

0.33% of Warrants

0.16% of Warrants

DECLARATION UNDER PENALTY OF PERJURY
CONCERNING LIST OF EQUITY SECURITY HOLDERS
I declare under the penalty of perjury that I have read the foregoing list of equity security
holders and that it is true and correct to the best of my information and belief.
Dated: May 12, 2015

/s/ Joseph W. Bean
Joseph W. Bean
Senior Vice President - Law & Administration,
General Counsel, and Corporate Secretary

Pa

 Case 15-32450

Doc 1

Filed 05/12/15 Entered 05/12/15 08:14:43
Document
Page 18 of 25

Desc Main

IN THE UNITED STATES BANKRUPTCY COURT
FOR THE EASTERN DISTRICT OF VIRGINIA
RICHMOND DIVISION
In re:
PATRIOT COAL CORPORATION
Debtor.

)
)
)
)
)
)
)

Chapter 11
Case No. 15-________ (___)
(Joint Administration Requested)

CORPORATE OWNERSHIP STATEMENT
Pursuant to rules 1007(a)(1) and 7007.1 of the Federal Rules of Bankruptcy Procedure,
the following are corporations, other than a government unit, that directly or indirectly own 10%
or more of any class of the debtor’s equity interest:
Debtor
Patriot Coal
Corporation

Patriot Coal
Corporation

Patriot Coal
Corporation

Patriot Coal
Corporation
Patriot Coal
Corporation
Patriot Coal
Corporation

Name and Address of
Equity Interest Holder
Cede & Co (Fast Account)
Po Box 20
Bowling Green Station
New York NY 10004
Cede & Co (Fast Account)
Po Box 20
Bowling Green Station
New York NY 10004
Patriot Coal Corporation Rsp Warrants
-See Company 18707Attn:Head Of Relationship Management
6201-15th Avenue
Brooklyn NY 11219
Torque Point Pcx LLC
105 Duane St Apt 37e
New York NY 10007
Torque Point Pcx LLC
105 Duane St Apt 37e
New York NY 10007
Cede & Co (Fast Account)
Po Box 20
Bowling Green Station
New York NY 10004

Percentage of Interests
Held
100.00% of Accredited

15.92% of Class A

55.88% of Class A

16.97% of Class A

100.00% of Class B

100.00% of Rule 144-A

 Case 15-32450

Doc 1

Filed 05/12/15 Entered 05/12/15 08:14:43
Document
Page 19 of 25

Desc Main

DECLARATION UNDER PENALTY OF PERJURY
I, Joseph W. Bean, the undersigned authorized signatory of Patriot Coal Corporation,
declare under penalty of perjury that I have read the foregoing corporate ownership statement
and that it is true and correct to the best of my information and belief.
Dated: May 12, 2015

/s/ Joseph W. Bean
Joseph W. Bean
Senior Vice President - Law & Administration,
General Counsel, and Corporate Secretary

 Case 15-32450 Doc 1 Filed 05/12/15 Entered 05/12/15 08:14:43 Desc Main

Document Page 20 of 25

PATRIOT COAL CORPORATION
CERTIFICATE

MAY 11, 2015

The undersigned, Joseph W. Bean, as Senior Vice President - Law Administration,
General Counsel, and Corporate Secretary, of Patriot Coal Corporation, a Delaware corporation (the
?Company?), hereby certi?es as follows:

1.

I am the duly quali?ed and elected Senior Vice President Law Administration,
General Counsel, and Corporate Secretary of the Company and, as such, I am
familiar with the facts herein certi?ed and I am duly authorized to certify the same
on behalf of the Company.

Attached hereto is a true, complete, and correct copy of the resolutions of the board
of directors of the Company (the ?Board of Directors?), duly adopted at a properly
convened meeting of the Board of Directors on May 11, 2015, in accordance with
the bylaws of the Company.

Such resolutions have not been amended, altered, annulled, rescinded, or revoked
and are in full force and effect as of the date hereof. There exists no other
subsequent resolution of the Board of Directors relating to the matters set forth in the
resolution attached hereto.

IN WITNESS WHEREOF, the undersigned has executed this certi?cate as of the date ?rst

written above.

Name: JosepW. Bean 7
Title: Senior Vice President Law Administration,
General Counsel, and Corporate Secretary

Case 15-32450 Doc 1 Filed 05/12/15 Entered 05/12/15 08:14:43 Desc Main
Document Page 21 of 25

PATRIOT COAL CORPORATION

RESOLUTIONS OF THE BOARD or DIRECTORS
May 11,2015

The members of the board of directors (the ?Board of Directors") of Patriot Coal
Corporation, a Delaware corporation (the "Contpany"), hereby take the following actions and adOpt
the following resolutions. pursuant to the Company?s bylaws (the "Bylaws? and the applicable
laws of the jurisdiction in which the Company is organized:

 

WHEREAS. the Board of Directors has reviewed the materials presented by
the management and the advisors of the Company regarding the liabilities and
liquidity situation of the Company. the strategic alternatives available to it. and the
impact of the foregoing on the Company's businesses. creditors. and other parties in
interest; and

WHEREAS. the Board of Directors has had the opportunity to consult with
the Company's management team and the financial and legal advisors to the
Company and fully consider each of the Strategic alternatives available to the
Company.

Chapter 11 Filing

NOW, THEREFORE, BE IT, RESOLVED. that in the judgment of the
Board of Directors. it is desirable and in the best interests of the ompany. its
creditors. and other parties in interest that the Company file or cause to be ?led a
voluntary petition for relief (the chapter 11 cases to be commenced by such
voluntary petition. and the cases to be commenced by the voluntary petitions to be
filed by certain of the Company?s direct and indirect subsidiaries. collectively. the
?Chapter 11 Cases?) under the provisions of chapter 11 of title 11 of the United
States Code. ll U.S.C. 101?1532 (the ?Bankruptcv Code?): and

FURTHER RESOLVED. that the Chief Executive Officer. the Chief
Restructuring Officer. the Chief Financial Officer. the Chief Operating Officer. and
the General Counsel of the Company and any other person as may be designated by
the Board of Directors (collectively, the "Authorized Officers?) of the Company.
acting alone or with one or more other Authorized Officers be. and they hereby are,
authorized and empowered to execute and file on behalf of the Company all
petitions. schedules. lists. motions. applications. pleadings. and other papers or
documents as necessary to commence the Chapter ll Cases and obtain chapter 11
relief. and to take any and all further acts and deeds that the Authorized Officers
deem necessary or proper to obtain such relief. including. without limitation, any
action necessary to facilitate the administration of the Chapter 1 1 Cases.

 

11.

Case 15-32450 Doc 1 Filed 05/12/15 Entered 05/12/15 08:14:43 Desc Main

Document Page 22 of 25

Retention of Professionals

RESOLVED, that each of the Authorized Of?cers. acting alone or with one
or more other Authorized Of?cers. be. and hereby is. authorized and directed to
employ the law ?rm of Kirkland Ellis LLP as general bankruptcy and corporate
counsel to represent and assist the Company in carrying out its duties under the
Bankruptcy Code. and to take any and all actions to advance the Company?s rights
and obligations. including ?ling any pleadings and actions as may be necessary or
desirable; and in connection therewith, each of the Authorized Of?cers, acting alone
or with one or more other Authorized Of?cers. be. and hereby is. authorized and
directed to execute appropriate retention agreements. pay appropriate retainers prior
to and immediately upon ?ling of the chapter 11 case. and cause to be ?led an
appropriate application for authority to retain the services of Kirkland Ellis 

FURTHER RESOLVED, that each of the Authorized Of?cers. acting alone
or with one or more other Authorized Of?cers. be. and hereby is. authorized and
directed to employ the law ?rm of Kutak Rock LLP as
co?counsel to represent and assist the Company in carrying out its duties under the
Bankruptcy Code. and to take any and all actions to advance the ompany?s rights
and obligations. including ?ling any pleadings and actions as may be necessary or
desirable; and in connection therewith. each of the Authorized Of?cers. acting alone
or with one or more other Authorized Of?cers. be. and hereby is. authorized and
directed to execute appropriate retention agreements, pay appropriate retainers prior
to and immediately upon ?ling of the chapter 11 case. and cause to be ?led an
appropriate application for authority to retain the services of Kutak Rock 

FURTHER RESOLVED. that each of the Authorized Officers. acting alone
or with one or more other Authorized Of?cers. be. and hereby is, authorized and
directed to employ the ?rm of Centerview Partners LLC as investment bankers to
represent and assist the Company in carrying out its duties under the Bankruptcy
Code. and to take any and all actions to advance the Company?s rights and
obligations; and in connection therewith. each of the Authorized Of?cers. acting
alone or with one or more other Authorized Of?cers. be. and hereby is. authorized
and directed to execute appropriate retention agreements. pay appropriate retainers
prior to and immediately upon ?ling of the chapter 11 case. and cause to be ?led an
appropriate application for authority to retain the services of Centerview Partners
LLC:

FURTHER RESOLVED. that each of the Authorized Of?cers. acting alone
or with one or more other Authorized Of?cers. be. and hereby is. authorized and
directed to employ the ?rm ofAlvarez 8: Marsal North America. LLC to provide the
Company with a Chief Restructuring Of?cer. who shall be Ray Dombrowski, along
with additional personnel. as restructuring advisors to represent and assist the
Company in carrying out its duties under the Bankruptcy ode. and to take any and
all actions to advance the Company?s rights and Obligations; and in connection
therewith, each of the Authorized Of?cers. acting alone or with one or more other
Authorized Of?cers. be. and hereby is. authorized and directed to execute

b)

Case 15-32450 Doc 1 Filed 05/12/15 Entered 05/12/15 08:14:43 Desc Main
Document Page 23 of 25

appropriate retention agreements, pay appropriate retainers prior to and immediately
upon filing of the chapter 11 case. and cause to be filed an appropriate application
for authority to retain the services of Alvarez Marsal North America. 

FURTHER RESOLVED. that each of the Authorized Officers. acting alone
or with one or more other Authorized Of?cers. be, and hereby is, authorized and
directed to employ the firm of Prime Clerk LLC as notice and claims agent and
administrative advisor to represent and assist the Company in carrying out its duties
under the Bankruptcy Code, and to take any and all actions to advance the
Company?s rights and obligations; and in connection therewith. each of the
Authorized Of?cers, acting alone or with one or more other Authorized Officers, be,
and hereby is. authorized and directed to execute appropriate retention agreements.
pay appropriate retainers prior to and immediately upon filing of the chapter 1 1 case.
and cause to be filed an appropriate application for authority to retain the services of
the Prime Clerk and

FURTHER RESOLVED. that each ofthe Authorized Of?cers, acting alone
or with one or more other Authorized Officers. be. and hereby is. authorized and
directed to employ any other professionals to assist the Company in carrying out its
duties under the Bankruptcy Code; and in connection therewith. each of the
Authorized Officers, acting alone or with one or more other Authorized Of?cers, be.
and hereby is, authorized and directed to execute appropriate retention agreements,
pay appropriate retainers prior to or immediately upon the ?ling of the chapter 11
case, and cause to be filed an appropriate application for authority to retain the
services of any other professionals as necessary or advisable.

[11. Financing and Adequate Protection

RESOLVED, that in connection with the commencement of the chapter 11
case, each of the Authorized Officers. acting alone or with one or more other
Authorized Officers, is authorized and directed to seek approval of a cash collateral
and debtor in possession financing order in interim and final form (a ?Financing
and any Authorized Officer be. and hereby is. authorized. empowered, and
directed to negotiate. execute. and deliver any and all agreements. instruments, or
documents. by or on behalf of the Company. necessary to implement the Financing
Order, as well as any additional or further agreements for the use of cash collateral or
to obtain ?nancing in connection with the Company's chapter 11 case. which
agreement(s) may require the Company to grant liens to the Company?s existing
lenders and each other agreement. instrument, or document to be executed and
delivered in connection therewith, by or on behalf of the Company pursuant thereto
or in connection therewith. all with such changes therein and additions thereto as any
Authorized Officer approves, such approval to be conclusively evidenced by the
taking of such action 01' by the execution and delivery thereof;

FURTHER RESOLVED. that the Authorized Officers be, and they hereby
are, authorized. directed and empowered in the name of. and on behalf of, the
Company to take all such further actions. including; without limitation. to pay or

IV.

Case 15-32450 Doc 1 Filed 05/12/15 Entered 05/12/15 08:14:43 Desc Main

Document Page 24 of 25

approve the payment of all fees and expenses payable in connection with the
transactions contemplated by the Financing Order or other transactions related to
?nancing in connection with the chapter 11 cases. and all fees and expenses incurred
by or on behalf of the Company in connection with the foregoing resolutions. in
accordance with the terms of the applicable documents. which shall in their
reasonable business judgment be necessary. proper. or advisable to perform the
Company?s obligations under or in connection therewith and to fully carry out the
intent ofthe foregoing resolutions; and

FURTHER RESOLVED. that each of the Authorized Officers be. and
hereby is. authorized. directed. and empowered in the name of. and on behalf of, the
Company. to execute and deliver any amendments. supplements. modifications.
renewals. replacements. consolidations. substitutions. and extensions of any of the
documents related to the Financing Order or to do such other things which shall in
their sole judgment be necessary. desirable. proper. or advisable to give effect to the
foregoing resolutions. which determination shall be conclusively evidenced by his or
their execution thereof.

Further Actions and Prior Actions

RESOLVED. that each of the Authorized Officers are hereby authorized.
empowered. and directed. in the name and on behalf of the Company. to cause the
Company to enter into. execute. deliver. certify. file and/or record; and perform such
agreements. instruments. motions, affidavits, complaints. applications for approvals
or ruling of governmental or regulatory authorities. certificates. or other documents,
and to take such other action. as in the judgment of such Authorized Officer shall be
or become necessary, proper. and desirable to effectuate a successful restructuring of
the Company?s business. including without limitation any action necessary to
maintain the ordinary course operation of the ompany's businesses;

FURTHER RESOLVED. that all acts lawfully done or actions lawfully
taken by any of the Authorized Officers of the Company or any of the professionals
to seek relief on behalf of the Company under the Bankruptcy Code or in connection
with the chapter 1 1 case. or any matter or proceeding related thereto, be and hereby
are adopted; rati?ed. confirmed. and approved in all respects as the acts and deeds of
the Company;

FURTHER RESOLVED. that each of the Authorized Officers. acting alone
or with one or more other Authorized Of?cers. be. and hereby is; authorized and
empowered for. in the name of and on behalf of the Company to take or cause to be
taken any and all such other and further action. and to execute. acknowledge. deliver
and file any and all such instruments as each. in his/her discretion. may deem
necessary or advisable in order to carry out the purpose and intent of the foregoing
resolutions: and

FURTHER RESOLVED. that all acts. actions. and transactions relating to
the matters contemplated by the foregoing resolutions done in the name of and on



Case 15-32450 Doc 1 Filed 05/12/15 Entered 05/12/15 08:14:43 Desc Main
Document Page 25 of 25

behalf of the Company. which acts would have been approved by the foregoing
resolutions except that such acts were taken before these resolutions were certified.
are hereby in all respects approved and rati?ed.