Milestones From Energy XXI Restructuring Support Agreement $EXXI
As provided in and subject to Section 6, the Debtors shall implement the Restructuring Transactions on the following timeline (each deadline, a “ Milestone ”):
(a) no later than April 14, 2016 at 10:00 a.m. (Eastern Time), the Debtors shall commence the Chapter 11 Cases by filing bankruptcy petitions with the Bankruptcy Court (such filing date, the “ Petition Date ”);
(b) no later than April 14, 2016, EXXI will file a winding up petition with the Bermuda Court commencing the Bermuda Proceeding;
(c) on the Petition Date, the Debtors shall file with the Bankruptcy Court (i) a motion seeking entry of the Interim Cash Collateral Order and the Final Cash Collateral Order; and (ii) a motion seeking to assume this Agreement (the “ RSA Assumption Motion ”);
(d) no later than April 18, 2016, the Bankruptcy Court shall have entered the Interim Cash Collateral Order;
(e) no later than May 16, 2016, the Debtors shall file with the Bankruptcy Court: (i) the Plan; (ii) the Disclosure Statement; and (iii) a motion (the “ Disclosure Statement and Solicitation Motion ”) seeking, among other things, (A) approval of the Disclosure Statement, (B) approval of procedures for soliciting, receiving, and tabulating votes on the Plan and for filing objections to the Plan, and (C) to schedule the hearing to consider confirmation of the Plan (the “ Confirmation Hearing ”);
(f) no later than May 25, 2016, the Bankruptcy Court shall have entered the Final Cash Collateral Order;
(g) no later than July 1, 2016, the Bankruptcy Court shall have entered an order authorizing the assumption of this Agreement (the “ RSA Assumption Order ”);
(h) no later than July 1, 2016, (i) the Bankruptcy Court shall have entered an order approving the Disclosure Statement and the relief requested in the Disclosure Statement and Solicitation Motion; and (ii) no later than five (5) business days after entry of the order approving the Disclosure Statement and Solicitation Motion, the Debtors shall have commenced solicitation on the Plan by mailing the Solicitation Materials to parties eligible to vote on the Plan;
(i) no later than August 8, 2016, the Bankruptcy Court shall have commenced the Confirmation Hearing;
(j) no later than August 19, 2016, the Bankruptcy Court shall have entered the Confirmation Order; and
(k) no later than September 2, 2016, the Debtors shall consummate the transactions contemplated by the Plan (the date of such consummation, the “ Effective Date ”), it being understood that the satisfaction of the conditions precedent to the Effective Date (as set forth in the Plan and the Term Sheet) shall be conditions precedent to the occurrence of the Effective Date.
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