LINN Energy warned on Tuesday that it may face the risk of bankruptcy if it fails to strike a deal with its lenders.

In a filing with the U.S. Securities and Exchange Commission, the Houston-based company said it is currently in default under its LINN credit facility and its second lien indenture.

The company also said it has “significant indebtedness” under its May 2019 senior notes, November 2019 senior notes, April 2020 senior notes, Berry November 2020 senior notes, December 2020 senior secured second lien notes, February 2021 senior notes, September 2021 senior notes and Berry September 2022 senior notes as well as its credit facilities.

As of February 29, the company had an aggregate amount of $9.3 billion outstanding under its notes and credit facilities, with an additional borrowing capacity of less than $1 million.

Total borrowings under its LINN credit facility, including outstanding letters of credit, were $3.6 billion with no remaining availability.

Total borrowings under the company’s Berry credit facility were about $899 million as of February 29 with less than $1 million available.

The company deferred interest payments totaling about $60 million that were due March 15, including $30 million on LINNs 7.75 percent senior notes due February 2021, $12 million on LINN’s 6.50 percent  senior notes due September 2021 and $18 million on Berry’s senior notes due September 2022.

The missed payments will result in LINN being in default under those senior notes.

LINN said that, as a result of its debts, it is using a “significant portion” of its cash flow to make interest and principal payments, reducing cash available to finance its operations and limiting its flexibility to respond to industry changes.

“If we are unable to repay or refinance our existing and future debt as it becomes due, whether at maturity or as a result of acceleration, we may be unable to continue as a going concern,” LINN said.

Based on current estimates and expectations for commodity prices in 2016, LINN said it does not expect to remain in compliance with all of the restrictive covenants in its credit facilities throughout 2016 unless those requirements are waived or amended.

The company added that, because its credit facilities are effectively fully drawn, any reduction in its borrowing base would require mandatory payments that would make its existing indebtedness exceed the new borrowing base.

LINN will “attempt to take appropriate mitigating actions” to refinance its debts prior to maturity or to extend maturity dates but said there is “no assurance” that those actions “will be sufficient.”

The company has engaged financial and legal advisers to assist in analyzing various strategic alternatives to address its liquidity and capital structure, including strategic and refinancing alternatives through a private restructuring.

“However, a filing under Chapter 11 of the U.S. Bankruptcy Code may be unavoidable,” LINN said.

LINN said it is currently in discussions with various stakeholders and is pursuing or considering a number of actions.

However, the company added that it can not assure that sufficient liquidity can be obtained from one or more of those actions or that those actions can be completed before certain obligations must be met.

LINN reported  a fourth quarter 2015 net loss of  $2.5 billion, or $7.05 per unit, on Tuesday and a full year 2015 net loss of $4.8 billion, or $13.87 per unit.

“We are continuing to work with our advisors to review a full range of strategic alternatives to reduce the company’s overall debt. In addition, we have been in discussions with certain lenders in an effort to reach a mutually agreeable resolution and remain focused on right sizing the balance sheet in order to position the company for long-term success,” LINN chairman, president and CEO Mark E. Ellis said.

Shares of LINN Energy were trading at $0.80 per share around noon on Wednesday.


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