Roundtable Discussion; The Future of Mineral Sands. Watch the video here.
Bob Dudley, BP group chief executive, and Bernard Looney, who will succeed him in the role early next year, are paying a working visit to Azerbaijan. Mr Dudley and Mr Looney arrived in Baku yesterday on the visit.
Bernard Looney, currently chief executive, Upstream, will succeed Dudley as BP’s group chief executive and join the BP Board on February 2020. After a 40-year career with BP including over nine years as group chief executive, Bob Dudley will step down as group chief executive and from the BP Board on 4 February 2020 and then retire on 31 March 2020.
As part of the visit programme Mr Looney was introduced to the President of the Republic of Azerbaijan HE Ilham Aliyev. During that meeting Mr Dudley briefed President Aliyev on the current status and plans for BP-operated projects in this region. Mr Dudley also covered BP’s continued delivery as the operator of Azerbaijan’s major oil and gas production, transportation and exploration projects, and reiterated BP’s long-term commitment to enhancing and expanding its cooperation with Azerbaijan and the Caspian region.
The visit programme also includes a number of internal meetings with BP Azerbaijan-Georgia-Turkey regional leadership and staff.
https://www.bp.com/en_az/azerbaijan/home/news/press-releases/bp-s-current-and-incoming-chief-executives-visit-azerbaijan.html
It is nigh on impossible to say anything definitive in the absence of sight of all the documentation. My initial view (with that caveat) is that this is just an order about the form of the notice so nothing substantive. The paragraph causing concern is again not substantive - it is just about service. It appears to be service on anyone with a connection to the proceedings.
Did some very brief research on recognition hearings. the following was of interest:
If a full bankruptcy case is initiated by a foreign representative (when there is a foreign main proceeding pending in another country), bankruptcy court jurisdiction is generally limited to the debtor's assets that are located in the United States. 11 U.S.C. § 1528. The limitation promotes cooperation with the foreign main proceeding by limiting the assets subject to U.S. jurisdiction, so as not to interfere with the foreign main proceeding. Chapter 15 also provides rules to further cooperation where a case was filed under the Bankruptcy Code prior to recognition of the foreign representative and for coordination of more than on foreign proceeding. 11 U.S.C. §§ 1529 - 1530
The one thing it does show given the recent timing of the filing is that there is life - you wouldn’t bother going to the trouble of doing it if it was lights out.
The one word that sticks out is “commitment”. I don’t know if that’s just the word that google translate has used but it coupled with the 50/50 split is the type of terminology used when setting up a joint venture.
There have been some more documents added as recently as 18 November 2019 to the equivalent of companies house in Georgia – make interesting reading and no doubt will add to the theories. In particular the following:
Proprietor Shareholder Shareholder Frontera Resources Georgia Corporation, CR 72227 / US / 50% JSC Georgian Oil and Gas Corporation, 206237491 50%Commitment
Unfortunately, I’m in an external meeting for the rest of the day so cant complete the investigation but thought I’d put it on sooner rather than later. Some links below so other sleuthers can have a look.
http://bs.napr.gov.ge/GetBlob?pid=400&bid=boVlyOwlsX3qmYsntmLmFLryVrz3NZJYReuslrlALP7WZiQqOT1npQihZsjWoJav
https://enreg.reestri.gov.ge/main.php?value=Frontera&state=search_by_name
He would have had to agree it with the other side - hence the short time frame. Generally when the parties agree the extension the process is easier and unless you get a really controlling judge the court just rubber stamps it without asking too many questions as to why. If the defendant hadn’t agreed then SN would have needed to give reasons when applying to court.
I disagree. Yes it is a small extension but most extensions tend to be small - on or around two weeks is usually the norm. However, in these circumstances, you would only agree to extend for two reasons. You are effectively dealing with a litigant in person and don’t want to seem unreasonable before the judge. I think we are long past that. Don’t forget that Hope would have to sign off on agreeing any extension. Given the acrimony that has gone on and that Hopes business is taking over distressed companies I don’t think he cares too much about being reasonable. If I was advising him I know what I’d be saying - no extension. Your opponent is on the ropes. Go for the kill. The reason he may have been persuaded to agree an extension is there is a chance (only a chance) of resolving the matter sooner rather than later. I’ve given extensions on that basis in the past.
Granted should read agreed
Thanks Earsbern. The interesting part is that the Defendant’s have granted the extension. Litigators are bloodhounds - they go in for the kill. Given the bad blood that has passed It is unusual for the defendant to agree this. Wonder why?
Is Levan in a couple of these pics (eg 11) from an Amcham event last week? Been so long since I saw him, forgotten what he looks like!
If it is, he seem relaxed!!
http://www.amcham.ge/album.php?item=379
The other intriguing point is why did SN not respond to the claim when first filed and risk default judgment being entered against him when he could have filed a defence in substantially the same form as he has done now. Why wait so long before entering a defence (especially given the personal risks involved)? Something has changed (as with the Californian proceedings). The question is what?
I have made a mental note for some time to go back through the Equitable mortgage as well as the claim filed against ZM and SN. It’s certainly been a topic for discussion of late. I have had a little time today to go through the claim filed by Outrider. Unfortunately, the copy of the Equitable mortgage I have is illegible, so I have had to rely entirely on the claim (in itself not a bad things as it puts the claimant’s position at its highest). I have also read Zaza’s defence which was kindly put on the board this morning.
The defence is simply a bare denial defence. It puts the claimant to proof without advancing the real substance behind the defendant’s arguments. It is, in my view, a pretty poor document which is based on defences of delay, estoppel and res judicata. As the defence does not provide any detail, it appears that the basis of the defence are that the claim shouldn’t progress because of the delay in bringing it, because it has already been determined by a court (not that I am aware of) and/or that Hope has said he wouldn’t enforce against it. The defence also uses the “not in default” argument which from recollection was put forward in the Cayman courts. Without any further explanation in the defence, these appear to be weak arguments.
However, a bare denial defence has all the hallmarks of buying time and it looks like it has until Feb 2020. The fact that Steve filed a defence was unsurprising given that his personal wealth is based in Texas and therefore at risk. Bit more complicated for Zaza as he and his assets (I suspect) are abroad and any US judgment would need to be enforced through the Georgian courts - good luck with that! By the time enforcement comes around, ZM may well have moved his assets around. So ZM filing a defence is in some senses a positive and also buys him some more time.
There has been some debate about whether Hope is seeking shares, cash or a combination of both. The claim makes it clear that he is permitted to seek any/or a combination of these (I can’t verify this against the charge for the reasons given above). Even accepting this, the claim makes it absolutely clear at paragraphs 23 and 34 that ZM/SN can get rid of this claim if they provide the 500,000,000 Pledged Shares in Frontera. Arguments about the legal interpretation of the charge miss the commercial point which others have raised on this board. Why don’t the guarantors just hand over the pledged shares? It’s the easy way out if the shares are worthless and the company defunct. You get rid of the claim in its entirety. There is no issue of judgment being entered against you and the even more worrying prospect (especially for Steve) of risking your personal assets, home, pension etc.. Why would you want to take that personal risk if the shares have no value?
Just seen date - maybe it has been published in past. Can't recall reading it but may have missed it
New article I believe on Frontera and Ukraine - unsurprisingly biased against us but just useful to read. Amazing that we are dead as a dodo apparently but seem to still generate comment. Interesting that the article mentions the alleged aim was possibly to sell the Dolphin block on. Apologies I can't post a translation but on tablet.
https://m.antikor.com.ua/articles/308305-ohota_na_deljfina_kto_polohil_glaz_na_samyj_gazonosnyj_uchastok_v_chernom_more
I don't doubt that Tsbs. The additional question is whether Steve/Zaza were introduced to The firm/possibly Steve Shun by BP. That's just (wild I grant you) speculation on my part but not unbelievable either.
Frontera Resources US LLC changed its registered address from 3040 POST OAK BLVD. SUITE 1100 HOUSTON 77056 to 1201 LOUISIANA ST STE 2800, HOUSTON, 77002 on 20 March 2019. Why? Hughes Watters is one of the residents of Total Plaza tower (it wold have been nice if it was Total!!!) that links in to what we needed at the time.
It just so happens that Steve Shurn of Hughes Watters (see bio below) played in a band with Larmar Mckay of BP (see link below). Larmar (see bio below) is responsible for, amongst other things, the legal function. He has also said BP should move to natural gas in the long term (link below).
I think I’ve just made 2+2 equal 5
Hughes Watters
www.hwa.com/Practice_Areas/Business_Bankruptcy/
Preferences and Fraudulent Transfers
HWA has vast experience in handling matters involving both the prosecution and defense of preferences and fraudulent transfers under Chapter 5 of the Bankruptcy Code. There are limitations and defenses to these actions, and HWA successfully navigates these rules and exceptions on behalf of its clients.
Pre-Bankruptcy Planning and Restructuring
Hughes Watters Askanase has represented countless creditors and debtors in pre-bankruptcy planning and restructuring negotiations involving sales, lending and equity investments. From a thorough pre-bankruptcy analysis to a plan that is both fair and aggressive, Hughes Watters Askanase has the people and processes in place to identify, eliminate and exploit issues before they arise.
https://www.bizjournals.com/houston/morning_call/2012/05/southern-slang-wins-2012-hbj-battle-of.html
http://www.hwa.com/Attorneys/Steven_D_Shurn/
Steve focuses his practice on reorganization and workouts for businesses and individuals with complex problems. He also provides representation of secured creditors, representation of entities that seek to acquire assets out of bankruptcy cases, and representation in bankruptcy related litigation, often involving preferential and fraudulent transfers. In addition, he routinely represents Chapter 7 and Chapter 11 trustees.
https://www.bp.com/en/global/corporate/who-we-are/board-and-executive-management/executive-team/lamar-mckay.html
Lamar McKay is accountable for group strategy and long-term planning, group economics, safety and operational risk, group technology and the legal function. In addition to supporting the group chief executive, he also focuses on various corporate governance activities including ethics and compliance.
https://www.bizjournals.com/houston/news/2017/06/01/lamar-mckay-bp-production-to-move-toward-natural.html
The below article is of interest as it confirms the power and influence of the USA. Some similarities to our ongoing political lobbying
https://www.macon.com/news/business/article237235759.html
Prod
Thanks for posting. Whether we are optimistic or pessimistic, it doesn't matter. I just want to acknowledge the lengths that posters go to at their own time and expense to provide us with information that without them would simply pass us by.
Amazing find, thank you very much for sharing.
This is about an amicable parting as I have seen (quite unusual for us). Lawyers “come off the record” for two main reasons:
- Not being paid
- Conflict with their client / can’t properly advance their client’s case.
I have come off the record twice, for both the above reasons.
I’m not sure this motion is a result of Frontera not paying fees. If it was costs, then I think the firm would have said this as I can’t see that being privileged. The discussions with the firm have been going on for several months. My best guess (and we can only guess) is that it relates to not being able to properly put forward Frontera’s case/ conflict with the instructions given. Don’t forget the firm have already been slapped on the wrists once for putting forward a position which the judge did not accept as being true. They would be loathe to do this again.
Once the notice to dismiss without prejudice was rejected by Outrider, the firm applied to come off the record with the consent of Frontera. Had they been able to secure the dismissal, they would have stayed on the record and concluded the matter (as this would not require them to advance any legal points). The reality is that Frontera are going to have to pay Outrider’s costs if they want out. I don’t think any of us (including the judges that have heard the case so far) believed the case to have any serious legal merit. However, litigation is not always about winning and who has the strongest position. It is as much about tactics and putting your opponent in a forum that causes them maximum distress and inconvenience.
The first paragraph makes it abundantly clear that Frontera do not wish to continue prosecuting this case at this time and have sought to discontinue the action. The question is why? What has changed? Is it because of the advice they have received? Is it due to some external factor? Can we no longer afford the fees? Is the litigation superfluous? Are we throwing in the towel? As always, more questions than answers. It’s a binary bet. I think this latest development shows that we are closer to knowing the answer quite soon.
I should have added that different rules will apply to Levan by virtue of his membership of the New York Bar which will make it more difficult for him not to comply with any order. There may also be issues re client privilege. Perhaps this was the only way that It could it be engineered to make sure Levan didn’t breach the duties he owes as an attorney.