Case Document 1189 Filed in TXSB on 02/16/17 Page 1 of 9

Transcription

1 Case Document 1189 Filed in TXSB on 02/16/17 Page 1 of 9 IN THE UNITED STATES BANKRUPTCY COURT FOR THE SOUTHERN DISTRICT OF TEXAS CORPUS CHRISTI DIVISION In re: Chapter 11 SHERWIN ALUMINA COMPANY, LLC, et al., 1 Case No Debtors. (Jointly Administered) David R. Jones NOTICE OF FILING OF DOCUMENTS RELATED TO DEBTORS MODIFIED JOINT CHAPTER 11 PLAN (Schedule of Assumed Contracts) PLEASE TAKE NOTICE that on February 16, 2017, the above-captioned debtors and debtors in possession (collectively, the Debtors ) filed the Debtors Modified Joint Chapter 11 Plan [Docket No. 1178] (as may be amended or modified in accordance with the terms thereof, together with all exhibits and supplements thereto, the Plan ). 2 PLEASE TAKE FURTHER NOTICE that the Plan provides that the Debtors will file a Plan Supplement, and that the Plan Supplement will include, among other things, the Schedule of Assumed Contracts. PLEASE TAKE FURTHER NOTICE that on December 5, 2016, the Debtors filed the Notice of Filing of Documents Related to Debtors Modified Joint Chapter 11 Plan (Schedule of Assumed Contracts) [Docket No. 1010]. PLEASE TAKE FURTHER NOTICE that on January 6, 2017, the Debtors filed a modified Notice of Filing of Documents Related to Debtors Modified Joint Chapter 11 Plan (Schedule of Assumed Contracts) [Docket No. 1121]. PLEASE TAKE FURTHER NOTICE that the Schedule of Rejected Contracts is attached hereto as Exhibit A. The schedule attached hereto as Exhibit A may be modified in accordance with Article V.A of the Plan. A comparison to the schedule filed on January 6, 2017 is attached hereto as Exhibit B. 1 2 The debtors in these chapter 11 cases, along with the last four digits of each debtor s federal tax identification number, are: Sherwin Alumina Company, LLC (2376); and Sherwin Pipeline, Inc. (9047). The debtors service address is: 4633 Highway 361, Gregory, Texas Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Plan.

2 Case Document 1189 Filed in TXSB on 02/16/17 Page 2 of 9 PLEASE TAKE FURTHER NOTICE that copies of the Plan, the documents attached hereto, and all other documents filed in these chapter 11 cases are available free of charge by visiting the case website maintained by Kurtzman Carson Consultants LLC, the notice and balloting agent for these chapter 11 cases, available at or by calling (866) You may also obtain copies of any pleadings by visiting the Court s website at in accordance with the procedures and fees set forth therein. Respectfully Submitted, Dated: February 16, 2017 /s/ Gregory F. Pesce Christopher Marcus, P.C. (admitted pro hac vice) Joshua A. Sussberg, P.C. (admitted pro hac vice) KIRKLAND & ELLIS LLP KIRKLAND & ELLIS INTERNATIONAL LLP 601 Lexington Avenue New York, New York Telephone: (212) Facsimile: (212) christopher.marcus@kirkland.com joshua.sussberg@kirkland.com - and - James H.M. Sprayregen, P.C. (admitted pro hac vice) Gregory F. Pesce (admitted pro hac vice) KIRKLAND & ELLIS LLP KIRKLAND & ELLIS INTERNATIONAL LLP 300 North LaSalle Chicago, Illinois Telephone: (312) Facsimile: (312) james.sprayregen@kirkland.com gregory.pesce@kirkland.com - and - Zack A. Clement (TX Bar No ) ZACK A. CLEMENT PLLC 3753 Drummond Houston, Texas Telephone: (832) zack.clement@icloud.com Counsel for the Debtors and Debtors in Possession

3 Case Document 1189 Filed in TXSB on 02/16/17 Page 3 of 9 Certificate of Service I certify that on February 16, 2017, I caused a copy of the foregoing document to be served by the Electronic Case Filing System for the United States Bankruptcy Court for the Southern District of Texas. /s/ Gregory F. Pesce One of Counsel

4 Case Document 1189 Filed in TXSB on 02/16/17 Page 4 of 9 Exhibit A Schedule of Assumed Contracts

5 Case Document 1189 Filed in TXSB on 02/16/17 Page 5 of 9 Schedule of Assumed Contracts 1 1. Revised and Restated Contract for Delivery and Transportation of Reclaimed Water and Sewage Sludge, dated April 14, 2009, among San Patricio Municipal Water District, the City of Aransas Pass, Texas, Reynolds Metals Company, and Sherwin Alumina, L.P. 2. Agreement Regarding Pipeline between Reynolds Metals Company and BPU Reynolds, Inc., dated as of December 31, 2000 (and related letter undertaking provided by Alcoa Inc.) 3. La Quinta Channel Franchise, dated March 25, 2013, from Port of Corpus Christi Authority of Nueces County, Texas to Sherwin Alumina Company, LLC 4. Mutual Conveyance Deed dated June 3, 1952, from Nueces County Navigation District 1 [n/k/a Port of Corpus Christi Authority of Nueces County, Texas] to Reynolds Reduction Co., filed for record under Clerk s File No , Real Property Records of Nueces County, Texas 5. Mutual Conveyance Deed dated May 23, 1952, from Nueces County Navigation District 1 [n/k/a Port of Corpus Christi Authority of Nueces County, Texas] to Reynolds Reduction Co., filed for record under Clerk s File No , Real Property Records of Nueces County, Texas 6. Mutual Conveyance Deed dated December 4, 1973, from Nueces County Navigation District 1 [n/k/a Port of Corpus Christi Authority of Nueces County, Texas] to Reynolds Metals Company, filed for record under Clerk s File No , Real Property Records of Nueces County, Texas 7. Easement and Right of Way dated September 3, 1969, from Nueces County Navigation District 1 [n/k/a Port of Corpus Christi Authority of Nueces County, Texas] to Reynolds Metals Company, filed for record under Clerk s File No , Real Property Records of Nueces County, Texas 8. Option Agreement for Repurchase of Real Property, between Nashtec, L.P., and Sherwin Alumina, L.P., dated December 17, Utility Easement Agreement, dated August 9, 2005, between Sherwin Alumina L.P. and Corpus Christi LNG, LP 10. Bay Drainage Easement Agreement, dated August 9, 2005, between Sherwin Alumina L.P. and Corpus Christi LNG, LP 11. Access Easement Agreement, dated December 8, 2003, between Sherwin Alumina L.P. and Corpus Christi LNG, LP 1 This schedule may be modified in accordance with Article V.A of the Plan v3

6 Case Document 1189 Filed in TXSB on 02/16/17 Page 6 of Dredge and Transit Easement Agreement, dated January 29, 2015, between Sherwin Alumina LLC. and Corpus Christi Liquefaction, LLC 13. Dredge Material Disposal Pipeline Easement Agreement, dated January 29, 2015, between Sherwin Alumina LLC and Corpus Christi Liquefaction, LLC 14. Emergency Access Agreement, dated January 29, 2015, between Sherwin Alumina LLC and Corpus Christi Liquefaction, LLC 15. Pipeline, Utility and Access Easement Agreement, dated January 29, 2015, between Sherwin Alumina LLC and Corpus Christi Liquefaction, LLC 16. Heavy Haul Road Access Agreement, dated January 29, 2015, between Corpus Christi Liquefaction, LLC and Sherwin Alumina Company, LLC 17. Lunchbox Lease Lease Agreement, dated January 29, 2015, between Sherwin Alumina Company LLC and Corpus Christi Liquefaction, LLC 18. Industrial Track Agreement, between Southern Pacific Transportation Company (n/k/a Union Pacific Railroad Company) and Reynolds Metals Company (as assigned to Sherwin Alumina Company, LLC), dated December 27, Administrative Services Agreement between UnitedHealthcare Insurance Company and Sherwin Alumina Company, LLC with an effective date of April 1, Stop Loss Policy between UnitedHealthcare Insurance Company and Sherwin Alumina Company, LLC 21. Engagement letter, dated as of August 11, 2011 (as amended), between Sherwin Alumina Company, LLC and Ryan LLC

7 Case Document 1189 Filed in TXSB on 02/16/17 Page 7 of 9 Exhibit B Redline

8 Case Document 1189 Filed in TXSB on 02/16/17 Page 8 of 9 Schedule of Assumed Contracts 1 1. Revised and Restated Contract for Delivery and Transportation of Reclaimed Water and Sewage Sludge, dated April 14, 2009, among San Patricio Municipal Water District, the City of Aransas Pass, Texas, Reynolds Metals Company, and Sherwin Alumina, L.P. 2. Agreement Regarding Pipeline between Reynolds Metals Company and BPU Reynolds, Inc., dated as of December 31, 2000 (and related letter undertaking provided by Alcoa Inc.) 3. La Quinta Channel Franchise, dated March 25, 2013, from Port of Corpus Christi Authority of Nueces County, Texas to Sherwin Alumina Company, LLC 4. Mutual Conveyance Deed dated June 3, 1952, from Nueces County Navigation District 1 [n/k/a Port of Corpus Christi Authority of Nueces County, Texas] to Reynolds Reduction Co., filed for record under Clerk s File No , Real Property Records of Nueces County, Texas 5. Mutual Conveyance Deed dated May 23, 1952, from Nueces County Navigation District 1 [n/k/a Port of Corpus Christi Authority of Nueces County, Texas] to Reynolds Reduction Co., filed for record under Clerk s File No , Real Property Records of Nueces County, Texas 6. Mutual Conveyance Deed dated December 4, 1973, from Nueces County Navigation District 1 [n/k/a Port of Corpus Christi Authority of Nueces County, Texas] to Reynolds Metals Company, filed for record under Clerk s File No , Real Property Records of Nueces County, Texas 7. Easement and Right of Way dated September 3, 1969, from Nueces County Navigation District 1 [n/k/a Port of Corpus Christi Authority of Nueces County, Texas] to Reynolds Metals Company, filed for record under Clerk s File No , Real Property Records of Nueces County, Texas 8. Option Agreement for Repurchase of Real Property, between Nashtec, L.P., and Sherwin Alumina, L.P., dated December 17, Utility Easement Agreement, dated August 9, 2005, between Sherwin Alumina L.P. and Corpus Christi LNG, LP 10. Bay Drainage Easement Agreement, dated August 9, 2005, between Sherwin Alumina L.P. and Corpus Christi LNG, LP 11. Access Easement Agreement, dated December 8, 2003, between Sherwin Alumina L.P. and Corpus Christi LNG, LP 1 This schedule may be modified in accordance with Article V.A of the Plan v v4

9 Case Document 1189 Filed in TXSB on 02/16/17 Page 9 of Dredge and Transit Easement Agreement, dated January 29, 2015, between Sherwin Alumina LLC. and Corpus Christi Liquefaction, LLC 13. Dredge Material Disposal Pipeline Easement Agreement, dated January 29, 2015, between Sherwin Alumina LLC and Corpus Christi Liquefaction, LLC 14. Emergency Access Agreement, dated January 29, 2015, between Sherwin Alumina LLC and Corpus Christi Liquefaction, LLC 15. Pipeline, Utility and Access Easement Agreement, dated January 29, 2015, between Sherwin Alumina LLC and Corpus Christi Liquefaction, LLC 16. Heavy Haul Road Access Agreement, dated January 29, 2015, between Corpus Christi Liquefaction, LLC and Sherwin Alumina Company, LLC 17. Lunchbox Lease Lease Agreement, dated January 29, 2015, between Sherwin Alumina Company LLC and Corpus Christi Liquefaction, LLC 18. Industrial Track Agreement, between Southern Pacific Transportation Company (n/k/a Union Pacific Railroad Company) and Reynolds Metals Company (as assigned to Sherwin Alumina Company, LLC), dated December 27, Administrative Services Agreement between UnitedHealthcare Insurance Company and Sherwin Alumina Company, LLC with an effective date of April 1, Stop Loss Policy between UnitedHealthcare Insurance Company and Sherwin Alumina Company, LLC 21. Engagement letter, dated as of August 11, 2011 (as amended), between Sherwin Alumina Company, LLC and Ryan LLC v4