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EXHIBIT 99.4
UNITED STATES BANKRUPTCY COURT
SOUTHERN DISTRICT OF TEXAS
CORPUS CHRISTI DIVISION
IN RE: )
)
RIGCO NORTH AMERICA, L.L.C. ) CASE NO. 99-22401-C-11
FPS III, INC., ) CASE NO. 99-22402-C-11
FPS VI, L.L.C., ) CASE NO. 99-22403-C-11
FPS V, INC. ) CASE NO. 99-22404-C-11
)
Debtors. ) Jointly Administered Under
) CASE No. 99-22401-C-11
ORDER AUTHORIZING DISTRIBUTION OF DEBTORS' ASSETS AND
DISMISSING DEBTORS' CHAPTER 11 CASES
Came on for consideration the Debtors' Expedited Motion to Distribute
Assets and Dismiss Their Chapter 11 Cases ("Motion"); and it appearing that the
Motion was properly served upon all necessary parties in interest, that adequate
and sufficient notice of the Motion has been given to all creditors, equity
security holders, other parties in interest and the United States Trustee as
required by Rule 2002 of the Federal Rules of Bankruptcy Procedure, and that no
other notice is required; and it appearing that the Court has jurisdiction to
consider the matter; and good cause being shown; and it being apparent that the
relief requested by the Motion is appropriate and in the best interest of the
Debtors' estates and their creditors, that the interests of the Debtors'
creditors and the Debtors would be better served by the relief requested in the
Motion and that a dismissal will not prejudice any of the Debtors' creditors and
any possible prejudice to the Debtors' creditors is greatly outweighed by the
prejudice articulated by the Debtors if dismissal is not granted; the Court is
of the opinion that the proposed relief requested in the Motion in accordance
with the conditions set forth herein and in the Motion should be granted.
Therefore, it is hereby
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ORDERED that the Debtors are authorized to distribute their assets in
the manner set forth on Exhibit A. The Debtors shall pay all holders of claims
set forth in the attached Exhibit A the respective amounts listed on Exhibit A
(or such other amount as may be agreed between the parties) within ten (10) days
from the date this Order is entered. It is further
ORDERED that with respect to the unsecured claim filed in this case by
Sedco Forex Corporation and Sedco Forex Canada Limited, the
successors-in-interest to Schlumberger Technology Corporation and Schlumberger
Canada Limited respectively, (collectively, the "Sedco Forex Entities") which
claim is disputed by the Debtors, the Debtors and the Sedco Forex Entities
announced a stipulation to the Court which stipulation is set forth in the
letter attached hereto as Exhibit "B" and incorporated in this Order. It is
further
ORDERED that with respect to all holders of unsecured claims against
the Debtors, who are affiliates or insiders of the Debtors (the "Affiliated
Creditors"), such Affiliated Creditors shall receive pro-rata cash payments from
the proceeds remaining only after the claimants appearing on Exhibit A have been
paid in full and the Disputed Funds have been properly deposited into the Third
Party Account. Additionally, at such time as proceeds from the State Court
Litigation are received, the Affiliated Creditors shall receive pro-rata
distributions within ten (10) days of the date such proceeds were received from
the State Court Litigation. It is further
ORDERED that the Debtors must certify to this Court in writing that
they have distributed their assets in accordance with the terms and provisions
set forth herein and the manner specified on Exhibit A. When the certification
of the Debtors is received and docketed by the Court, the Debtors' Chapter 11
cases shall be dismissed and the docket shall reflect the
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dismissal. The dismissal of the Debtors' cases is entirely contingent upon the
Debtors providing the necessary certification. It is further
ORDERED that all objections, if any, to the entry of this Order are
hereby overruled.
DATED: October 6, 2000.
/s/Richard S. Schmidt
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HONORABLE RICHARD S. SCHMIDT
UNITED STATES BANKRUPTCY JUDGE
AFTER ENTRY PLEASE RETURN TO:
H. Rey Stroube
Akin, Gump, Strauss, Hauer & Feld, L.L.P.
711 Louisiana, Suite 1900
Houston, Texas 77002
(713) 220-5800
(713) 236-0822 facsimile
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EXHIBIT A
CREDITOR CLAIM AMOUNT
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Secured Claim
Friede Goldman Offshore, Inc. $162,298.81 principal
P. O. Box 7007 $12,701.09 interest
Pascagoula, MS 39581
Administrative Claims
Akin, Gump, Strauss, Hauer & Feld, L.L.P. $400,156.31
711 Louisiana, Suite 1900
Houston, TX 77002
John J. Macan $7,450.00
298 Promenade Street East
Montgomery, TX 77356-8304
Cindy B. Carradine, CPA $16,660.00
14651 Dallas Parkway, Suite 350
Dallas, TX 75240
Normarine Offshore Consultants (USA), Inc. $8,666.95
24 Greenway Plaza, Suite 1305
Houston, TX 77046-2425
Unsecured Unaffiliated Allowed Claims
Aker Engineering, Inc. 249,138.90
11700 Old Katy Road, Suite 150
Houston, TX 77079-1725
BellSouth 190.01
P. O. Box 740144
Atlanta, GA 30374
Easterly & Company 8,047.60
2001 Kirby Drive, Suite 500
Houston, TX 77019
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Friede Goldman Offshore, Inc. $1,883.46(1)
P. O. Box 7007
Pascagoula, MS 39581
Nordan Smith Welding Supplies 585.86
4311 Denny Avenue
Pascagoula, MS 39581
Rodriguez, Villacorta & Weiss 8,736.86
Attn: Richard Rodriguez
16750 Hedgecroft, Suite 504
Houston, TX 77060
Tri-Gas, Inc. 1,679.58
161 Corp. Center
6225 N. St. Hwy. 161, #200
Irving, TX 75038
Weather Research Center 475.00
33227 Audley
Houston, TX 77098
CAD Oilfield Specialties, Inc. * 934.72
P. O. Box 796
Broussard, LA 70518-0796
Total Safety, Inc. * 8,678.07
11111 Wilcrest Green
Houston, TX 77042
Continental Emsco Company * 19,217.17
P. O. Box 1492
1301 Conti, 2nd Floor
Houston, TX 77251
Rainbow Spring Water * 1,474.09
3310 Old Mobile Highway
Rainbow Plaza
Pascagoula, MS 39581-3743
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(1) The unsecured amount owed to Friede Goldman may increase as a result of the
interest due on the principal balance of $162,298.81. The per diem is $35.57.
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Universal Services * 42,199.97
Attn: Paul Canzonerri
5800 Jefferson Highway
Harahan, LA 70123
Gulf Sales & Supply, Inc. * 54,764.05
1909 Kenneth Avenue
Pascagoula, MS 39567
L&L Oil Company Incorporated * 10,311.56
P. O. Box 54924
New Orleans, LA 70154
* Claims allegedly transferred to BHF (USA) Capital Corporation; Hibernia
National Bank; Lehman Commercial Paper, Inc.; ML Sr. High Incoem Portfolio;
Merrill Lynch Debt Strat. Portfolio; Merrill Lynch Prime Rate Portfolio; Merrill
Lynch Sr. Floating Rate; VanKampen Am. Cap. Prime Rate.
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EXHIBIT B
October 3, 2000
Via E-mail and Facsimile (713) 877-1145
Ms. Wendy K. Laubach
Goldstein & Healey, L.L.P.
1177 West Loop South, 10th Floor
Houston, TX 77027
Re: Chapter 11 Case Nos. 99-22401-C-11 through 99-22404-C-11; In re
RIGCO North America, L.L.C., FPS III, Inc., FPS VI, L.L.C., and
FPS V, Inc.; In the United States Bankruptcy Court for the
Southern District of Texas, Corpus Christi Division
Dear Ms. Laubach:
The purpose of this letter is to set forth the terms by which Judge
Schmidt conditioned the entry of the dismissal order without the requirement of
an escrow for claims asserted by Sedco (as hereinafter defined) and to which the
referenced Debtors acknowledged agreement.
1. The Debtors that are plaintiffs in RIGCO North America, L.L.C. vs.
Schlumberger Technology Corporation and Schlumberger Canada, Ltd.;
Case No. 99-38082 in the 165th Judicial District Court of Harris
County, Texas (the "State Court Suit") consent to the filing of a
counterclaim by Sedco in the State Court Suit limited to the
amount of the $325,000 proof of claim (the "Counterclaim") filed
by Sedco in the Debtors' Chapter 11 cases. For purposes of this
agreement "Sedco" shall mean one or more of Schlumberger
Technology Corporation, Sedco Forex Corporation, Schlumberger,
Canada Ltd., Sedco Forex Canada Limited and Sedco Forex
International, Inc.
2. The Debtors will be entitled to assert all defenses, counterclaims
and offsets to the Counterclaim that are legally available.
3. The Debtors that are plaintiffs in the State Court Suit will, upon
the filing of the Counterclaim, withdraw their previously filed
objection to the interpleader filed by Sedco in the State Court
Suit; provided, however, that such withdrawal shall not be deemed
to be (a) an admission of or consent to any of the terms or
allegations set forth in the interpleader and (b) an agreement or
admission that Sedco is entitled to the relief requested in the
interpleader, including, but not limited to, any limitation on the
rights of the plaintiffs to assert damages caused by Sedco's
conduct with respect to the drilling contract with Pennzoil, the
termination of such contract and the settlement of claims against
Pennzoil, all as more specifically described in the State Court
Suit. Notwithstanding the resolution of the parties' disputes over
any other issues raised in the interpleader, Debtors that are
plaintiffs in the State Court Suit consent to a portion of the
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interpleaded amount, equal to $325,000, being held in the registry
of the State Court (or other third party mutually acceptable to
the parties) until a final resolution of all defenses asserted
with respect to the Counterclaim, including any offset rights
asserted by virtue of the Debtors' claims in the State Court Suit.
Based on the E-mails we exchanged this afternoon, I believe that the
modification to my prior draft, which is reflected in paragraph 3, addresses the
concerns you expressed. Please advise me as soon as possible if there is still a
problem. If I have not heard from you by 5:00 p.m. today, I will forward this
letter to Judge Schmidt and advise him that we are in agreement as to the above
stated terms.
Sincerely,
H. Rey Stroube, III
HRS:ka
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