UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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(Exact name of registrant as specified in its charter)
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| (Address of principal executive offices) | (Zip Code) |
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area code:
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Securities registered pursuant to Section 12(b) of the Act:
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2.):
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
| Item 7.01. | Regulation FD Disclosure. |
As previously disclosed, on July 1, 2019, Weatherford International plc (the “Company”), Weatherford International Ltd. and Weatherford International, LLC (collectively, with the Company, the “Debtors”), commenced voluntary cases (the “Cases”) under Chapter 11 of the United States Bankruptcy Code in the U.S. Bankruptcy Court for the Southern District of Texas (the “Bankruptcy Court”) and filed the Debtors’ prepackaged plan of reorganization with the Bankruptcy Court. On July 2, 2019, the Bankruptcy Court entered an order approving the joint administration of the Cases under the caption In re Weatherford International plc, et al.
On September 20, 2019, the Debtors filed their monthly operating report, which included financial information as of August 31, 2019 and for the period covering August 1, 2019 through August 31, 2019 (the “Monthly Operating Report”) with the Bankruptcy Court. The Monthly Operating Report is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
The information contained in this Item 7.01, including in Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be deemed to be incorporated by reference into any of the Company’s filings under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof and regardless of any general incorporation language in such filings, except to the extent expressly set forth by specific reference in such a filing.
Cautionary Note Regarding the Monthly Operating Report
The Company cautions investors and potential investors not to place undue reliance upon the information contained in the Monthly Operating Report, which was not prepared for the purpose of providing the basis for an investment decision relating to any of the securities of the Company. The Monthly Operating Report is limited in scope, covers limited time periods, and has been prepared solely for the purpose of complying with the monthly reporting requirements of the Bankruptcy Court. The Monthly Operating Report was not audited or reviewed by independent accountants, was not prepared in accordance with U.S. generally accepted accounting principles, is in a format prescribed by applicable bankruptcy laws, and is subject to future adjustment and reconciliation. There can be no assurance that, from the perspective of an investor or potential investor in the Company’s securities, the Monthly Operating Report is complete. The Monthly Operating Report also contains information for a period which is shorter and otherwise different from those required in the Company’s periodic reports pursuant to the Exchange Act, and such information might not be indicative of the Company’s financial condition or operating results for a period that would be reflected in the Company’s financial statements or in its reports pursuant to the Exchange Act. Information set forth in the Monthly Operating Report should not be viewed as indicative of future results.
Cautionary Note Regarding Forward-Looking Statements
Certain statements in this Current Report on Form 8-K, including the exhibit hereto, are forward-looking statements. In addition, our management may from time to time make oral forward-looking statements. All statements, other than statements of historical facts, are forward-looking statements. Forward-looking statements may be identified by the words “believe,” “expect,” “anticipate,” “project,” “plan,” “estimate,” “may,” “will,” “could,” “should,” “seek” or “intend” and similar expressions. Forward-looking statements reflect our current expectations and assumptions regarding our business, the economy and other future events and conditions and are based on currently available financial, economic and competitive data and our current business plans. Actual results could vary materially depending on risks and uncertainties that may affect our operations, markets, services, prices and other factors as discussed in the Risk Factors section of our filings with the Securities and Exchange Commission (the “SEC”). While we believe our assumptions are reasonable, we caution you against relying on any forward-looking statements as it is very difficult to predict the impact of known factors, and it is impossible for us to anticipate all factors that could affect our actual results. Important factors that could cause actual results to differ materially from those in the forward-looking statements include, but are not limited to, the ability to consummate a plan of reorganization in accordance with the terms of the Restructuring Support Agreement; risks attendant to the bankruptcy process, the outcomes of Bankruptcy Court rulings and the Cases in general and the length of time that we may be required to operate in bankruptcy; the effectiveness of the overall restructuring activities pursuant to the Cases and any additional strategies that we may employ to address our liquidity and capital resources; restrictions on us due to the terms of any debtor-in-possession credit facility that we have entered into in connection with the Cases and restrictions imposed by the Bankruptcy Court; our ability to achieve our forecasted revenue and pro forma leverage ratio and generate free cash flow to further reduce our indebtedness; a weakening of global economic and financial conditions, changes in governmental regulations and related compliance and litigation costs and the other factors listed in our SEC filings. For a more detailed discussion of these and other risk factors, see the Risk Factors section in our most recent Annual Report on Form 10-K and Quarterly Report on Form 10-Q and our other filings made with the SEC. All forward-looking statements are expressly qualified in their entirety by this cautionary notice. The forward-looking statements made by us speak only as of the date on which they are made. Factors or events that could cause our actual results to differ may emerge from time to time. We undertake no obligation to publicly update or revise any forward-looking statement as a result of new information, future events or otherwise, except as otherwise required by law.
| Item 9.01. | Financial Statements and Exhibits. |
| (d) | Exhibits. |
|
Exhibit Number |
Description | ||
| 99.1 | Monthly Operating Report as of August 31, 2019 and for the period covering August 1, 2019 through August 31, 2019, as filed with the United States Bankruptcy Court for the Southern District of Texas, Houston Division on September 20, 2019. | ||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | ||
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Weatherford International plc | |||
| Date: September 20, 2019 | |||
| By: | /s/ Christina M. Ibrahim | ||
| Name: | Christina M. Ibrahim | ||
| Title: | Executive Vice President, General Counsel, Chief Compliance Officer and Corporate Secretary | ||
Exhibit 99.1
IN THE UNITED STATES BANKRUPTCY COURT FOR THE SOUTHERN DISTRICT OF TEXAS HOUSTON DIVISION Case Name: Case Number: Weatherford International pic, et al. Petition Date: July 01 , 2019 1933694Jointly Administered Monthly Operating Report Summary for the Period Ending **The jointly administered Debtors are authorized to file monthly operating reports on a combined basis, and have disbursements broken down by case number on Exhibit A attached** **The original of this document must be filed with the United States Bankruptcy Court** Circle One (fiV GV GV Required Insurance Maintained Are all accounts receivable being collected within terms? Are all postpetition liabilities, including taxes, being paid within terms? Ha ve any prepetition liabilities been paid? No No No As of Signature Date [Check Yes I No] Exp. Date If so, describe Select FX settlements pursuant to the Hedging Motion Order (DI #85). ® Are all funds received being deposited into DIP bank accounts? Were any assets disposed of outside the normal course of business? No c§) Yes If so, describe _N_I_A _ What is the status of your Plan of Reorganization? Plan of Reorganization was confirmed on 9/11 /2019 (Dl #343). I certifY under penalty of perjury that the following complete Monthly Operating Report (MOR), consisting of MORI through MOR9 plus attachmentsz: rue and correct. Attorney Name: Firm Name: Address: Timothy A. Davidson II "Tad" Andrews Kurth 600 Travis St., Suite 4200 Vice President and Chief Accounting Officer Title: SIGNED X .' +' (Origjnt Signature) VStuart Fraser City, State, ZIP: Telephone/Fax: Houston, Texas 77002 7132204200 (Print Name of Signatory) MOR1 Page 1 of/2 Excess LiabilityYes (X) No ()Jun20 Worker's Compensation Yes (X) No ()Jun20 General LiabilityYes (X) No ()Jun20 Auto LiabilityYes (X ) No ()Jun20 Other Yes (X ) No ()Various Monthly Period (USD $thousands) Jul19 Aug19 Sep19 Oct19 Nov19 Dec19 Jan20 Revenues (MOR6) Operating Income (Loss) (MOR6) (12,305) (73) Net Income (Loss) (MOR6) (217,699) (1,572) Payments to Insiders (MOR9) Payments to Professionals (MOR9) 1 ,600 1 ,495 Total Disbursements (Exhibit A) 1,172,008 137,616
IN THE UNITED STATES BANKRUPTCY COURT FOR THE SOUTHERN DISTRICT OF TEXAS HOUSTON DIVISION Case Name: Case Number: Weatherford International plc, et al. Petition Date: July 01, 2019 1933694 Jointly Administered GLOBAL NOTES AND STATEMENTS OF LIMITATIONS AND DISCLAIMERS REGARDING THE DEBTORS’ MONTHLY OPERATING REPORT On July 1, 2019 (the “Petition Date”), Weatherford International plc and certain of its affiliated debtors, as debtors and debtors in possession (collectively, the “Debtors”), each commenced with the United States Bankruptcy Court for the Southern District of Texas (the “Court”) a voluntary case under Chapter 11 of Title 11 of the United States Code (the “Bankruptcy Code”). The Debtors are authorized to continue operating their businesses and managing their properties as debtors in possession pursuant to sections 1107(a) and 1108 of the Bankruptcy Code. On July 2, 2019, the Bankruptcy Court entered an order authorizing the joint administration of these cases pursuant to Rule 1015(b) of the Federal Rules of Bankruptcy Procedure. The Debtor's Disclosure Statement was approved and Plan of Reorganization was confirmed on September 11, 2019 (DI #343). 1. General Methodology: The Debtors are filing this monthly operating report (the “MOR”) solely for purposes of complying with the monthly operating requirements of the Debtors’ Chapter 11 cases. The financial information contained herein is unaudited, limited in scope, and as such, has not been subjected to procedures that would typically be applied to financial statements in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The MOR should not be relied on by any persons for information relating to current or future financial condition, events, or performance of any of the Debtors or their affiliates, as the results of operations contained herein are not necessarily indicative of results that may be expected from any other period or for the full year, and may not necessarily reflect the combined results of operations, financial position, and schedule of receipts and disbursements in the future. There can be no assurance that such information is complete, and the MOR may be subject to revision. The following notes, statements, and limitations should be referred to, and referenced in connection with, any review of the MOR. Basis of Presentation: For financial reporting purposes, the Debtors prepare consolidated financial statements, which include information for Weatherford International, and its Debtor and nondebtor subsidiaries. This MOR only contains financial information of the Debtors. For the purposes of MOR reporting, the accompanying Balance Sheets and Statement of Income (Loss) of the Debtors have been prepared on a condensed combined basis. The Debtors are maintaining their books and records in accordance with U.S. GAAP and the information furnished in this MOR uses the Debtors’ normal accrual method of accounting. In preparing the MOR, the Debtors relied on financial data derived from their books and records that was available at the time of preparation. Nevertheless, in preparing this MOR, the Debtors made reasonable efforts to supplement the information set forth in their books and records with additional information concerning transactions that may not have been identified therein. Subsequent information or discovery may result in material changes to the MOR and errors or omissions may exist. Notwithstanding any such discovery, new information, or errors or omissions, the Debtors do not undertake any obligation or commitment to update this MOR. The financial statements presented herein reflect the book values of the Debtor Entities only, and, as a result, do not reflect the going concern valuation of the Debtors or its nondebtor affiliates in part or in whole. For information regarding the going concern valuation of the Debtor, see Exhibit E to the "Disclosure Statement for Joint Prepackaged Plan of Reorganization for Weatherford International plc and Its Debtor Affiliates Under Chapter 11 of the Bankruptcy Code" (Docket #62). The Company is not liable for and undertakes no responsibility to indicate variations from securities laws or for any evaluations of the Company based on this financial information or any other information. Reporting Period: Unless otherwise noted herein, the MOR generally reflects the Debtors’ books and records and financial activity occurring during the applicable reporting period. Except as otherwise noted, no adjustments have been made for activity occurring after the close of the reporting period. 2. 3. Notes Page 2 of 12
4. Accuracy: The financial information disclosed herein was not prepared in accordance with federal or state securities laws or other applicable nonbankruptcy law or in lieu of complying with any periodic reporting requirements thereunder. Persons and entities trading in or otherwise purchasing, selling, or transferring the claims against or equity interests in the Debtors should evaluate this financial information in light of the purposes for which it was prepared. The Debtors are not liable for and undertake no responsibility to indicate variations from securities laws or for any evaluations of the Debtors based on this financial information or any other information. Payment of Prepetition Claims Pursuant to First Day Orders: On July 2, 2019 and July 16, 2019, the Bankruptcy Court entered orders (the “First Day Orders” and “Final First Day Orders”, respectively) authorizing, but not directing, the Debtors to, among other things, (a) continued use of their cash management system, (b) continue and maintain the debtors insurance obligations, (c) honor obligations relating to existing customer programs, and (d) continue to honor certain of the debtors' swap agreements. If any payments were made on account of such claims following the commencement of these Chapter 11 cases pursuant to the authority granted to the Debtors by the Bankruptcy Court under the First Day Orders, such payments have been included in this MOR unless otherwise noted. Liabilities Subject to Compromise (“LSTC”): LSTC represent the Debtors' estimate of prepetition claims to be resolved in connection with the chapter 11 cases. As a result of the chapter 11 filings, the payment of prepetition liabilities are subject to compromise or other treatment under a plan of reorganization. The determination of how liabilities will ultimately be settled or treated cannot be made until the Bankruptcy Court approves a Chapter 11 plan or reorganization. Prepetition liabilities that are subject to compromise under ASC 852 are preliminary and may be subject to, among other things, future adjustments depending on Court actions, further developments with respect to disputed claims, determinations of the secured status of certain claims, the values of any collateral securing such claims, rejection of executory contracts, continued reconciliation or other events. 5. 6. 7. Reorganization Items: ASC 852 requires expenses and income directly associated with the Chapter 11 filings to be reported separately in the income statement as reorganization items. Reorganization items primarily include writeoff of certain original issue discount and fees relating to debt obligations classified as LSTC, expenses related to legal advisory and representation services, other professional consulting and advisory services, and changes in liabilities subject to compromise recognized as there are changes in amounts expected to be allowed as claims. Nothing contained in this MOR shall constitute a waiver of any of the Debtors’ rights or an admission with respect to their Chapter 11 proceedings, including, but not limited to, matters involving objections to claims, substantive consolidation, equitable subordination, defenses, characterization or recharacterization of contracts, assumption or rejection of contracts under the provisions of chapter 3 of Title 11 of the Bankruptcy Code and/or causes of action under the provisions of chapter 5 of the Bankruptcy Code or any other relevant applicable laws to recover assets or avoid transfers. Intercompany Transactions and Balance: Prior to the Petition Date (and subsequent to the Petition Date but only pursuant to Bankruptcy Court approval), the Debtors routinely engaged (and continue to engage) in intercompany transactions with both Debtor and nondebtor affiliates. Intercompany transactions among the Debtors have been eliminated in the statement of cash flows, and have not been eliminated in the balance sheet and income statement contained herein, as these eliminations are only performed in consolidation. 8. 9. Insiders: For purposes of this MOR, the Debtors defined “insiders” pursuant to section 101(31) of the Bankruptcy Code as: (a) directors; (b) officers; (c) persons in control of the Debtors; (d) relatives of the Debtors' directors, officers, or persons in control of the Debtors; and (e) Debtor and nonDebtor affiliates of the foregoing. Moreover, the Debtors do not take a position with respect to: (a) any insider's influence over the control of the Debtors; (b) the management responsibilities or functions of any such insider; (c) the decision making or corporate authority of any such insider; or (d) whether the Debtors or any such insider could successfully argue that he or she is not an “insider” under applicable law, with respect to any theories of liability, or for any other purpose. Reservation of Rights: The Debtors reserve all rights to amend or supplement the MOR in all respects, as may be necessary or appropriate, but shall be under no obligation to do so. Nothing contained in this MOR shall constitute a waiver of any of the Debtors’ rights or an admission with respect to their Chapter 11 cases. 10. Notes Page 3 of 12
IN THE UNITED STATES BANKRUPTCY COURT FOR THE SOUTHERN DISTRICT OF TEXAS HOUSTON DIVISION Case Name: Case Number: Weatherford International plc, et al. Petition Date: July 01, 2019 1933694 Jointly Administered Comparative Balance Sheets Cash & Cash Equivalents Restricted Cash Accounts Receivable, Net Inventory Total Other Current Assets (2) Total Current Assets PP&E, Net Goodwill Intangible Assets Other Long Term Assets Assets before Investment in Subsidiaries Notes: 2,282 26,344 75,940 312,943 113,596 74,013 207,624 151,300 74,564 104,566 9,140 500,552 7,500 433,488 6,531 113,706 508,052 440,019 (1) Excludes entries only recorded in consolidation and intercompany investment in subsidiaries. (2) Primarily represents backstop commitment fees. MOR2 Page 4 of 12 Assets (USD $ thousands) (1) 1Jul19 31Jul19 31Aug19 30Sep19 31Oct19 30Nov19 31Dec19
IN THE UNITED STATES BANKRUPTCY COURT FOR THE SOUTHERN DISTRICT OF TEXAS HOUSTON DIVISION July 01, 2019 Case Name: Case Number: Weatherford International plc, et al. Petition Date: 1933694 Jointly Administered Comparative Balance Sheets Accounts Payable Accrued Liabilities Shortterm Debt Total Current Liabilities Liabilities Subject to Compromise (2) Deferred Tax Liability Other LongTerm Liabilities Total Long Term Liabilities Equity / Retained Earnings (Deficit) Liabilities and Equity before Intercompany AP/AR Intercompany Payables, Net Total Liabilities and Equity Notes: (1) Excludes entries only recorded in consolidation. (2) LSTC updated from July MOR due to final accounting guidance 18 8,613 919,334 24 24,044 1,711,993 24 27,675 1,711,120 927,965 7,634,047 126 6,752 1,736,061 7,634,047 126 6,775 1,738,819 7,634,047 126 6,798 7,640,926 7,640,948 7,640,971 (10,779,627) (10,841,507) (10,827,602) (2,210,736) (1,464,498) (1,447,812) 2,324,443 1,972,549 1,887,831 113,706 508,052 440,019 MOR3 Page 5 of 12 Liabilities and Equity (USD $ thousands) (1) 1Jul19 31Jul19 31Aug19 30Sep19 31Oct19 30Nov19 31Dec19
IN THE UNITED STATES BANKRUPTCY COURT FOR THE SOUTHERN DISTRICT OF TEXAS HOUSTON DIVISION Case Name: Case Number: Weatherford International plc, et al. Petition Date: July 01, 2019 1933694 Jointly Administered Schedule of PostPetition Liabilities Trade Accounts Payable Accrued Liabilities Accrued Professional Fees Accrued Interest DIP Financing Other Shortterm Debt (2) Long Term Debt Total Other Long Term Liabilities Total PostPetition Liabilities Notes: (1) Excludes intercompany balances and entries only recorded in consolidation. (2) Insurance related liability. 6 5,884 11,258 6,902 1,400,000 6,993 6 4,385 16,360 6,299 1,400,000 6,120 1,431,043 1,433,164 MOR4 Page 6 of 12 PostPetition Liabilities (USD $ thousands) (1) 31Jul19 31Aug19 30Sep19 31Oct19 30Nov19 31Dec19 31Jan20
IN THE UNITED STATES BANKRUPTCY COURT FOR THE SOUTHERN DISTRICT OF TEXAS HOUSTON DIVISION Case Name: Case Number: Weatherford International plc, et al. Petition Date: July 01, 2019 1933694 Jointly Administered Aging of PostPetition Liabilities and Aging of Accounts Receivable Aging of PostPetition Liabilities as of August 31, 2019 Aging of Accounts Receivable Current 030 3160 6190 91+ Total MOR5 Page 7 of 12 Days 31Aug19 Days Trade Accounts Payable Accounts Payable Accrued Liabilities Accrued Professional Fees Accrued Interest Customer Deposits Total Current 4,385 7,140 6,299 030 6 9,220 3160 6190 91+ 17,824 9,226 Total 6 4,385 16,360 6,299 27,050 (USD $ thousands)
IN THE UNITED STATES BANKRUPTCY COURT FOR THE SOUTHERN DISTRICT OF TEXAS HOUSTON DIVISION Case Name: Case Number: Weatherford International plc, et al. Petition Date: July 1, 2019 1933694 Jointly Administered Statement of Income (Loss) for the Period Ending Revenue Selling, General & Administrative Equity in Earnings Intercompany Expense/(Income) Total Operating Expense / (Income) Depreciation and amortization Interest Expense Disposition of Assets (Gain) / Loss Prepetition Charges and Reorganization Items (2) Other (Income) & Expense (3) Total Interest, Depreciation and Other Income (Loss) before income taxes Income Tax Expense (Benefit) Net Income (Loss) Notes: 384 36 11,885 399 (326) 12,305 8,447 193,525 3,418 73 10,202 6,594 (15,310) 205,390 (217,695) 5 1,487 (1,559) 13 (217,699) (1,572) (1) The period ending: "31Jul2019" excludes prepetition activity occurring on 7/1/2019 prior to filing of the petition. (2) DIP financing fees, writeoff of unamortized discounts, debt issuance costs, and restructuring professional expenses. (3) LC fees, currency gain/loss and income eliminated in consolidation. MOR6 Page 8 of 12 Profit and Loss (USD $ thousands) (1) 31Jul19 31Aug19 30Sep19 31Oct19 30Nov19 31Dec19 31Jan20
IN THE UNITED STATES BANKRUPTCY COURT FOR THE SOUTHERN DISTRICT OF TEXAS HOUSTON DIVISION Case Name: Case Number: Weatherford International plc, et al. Petition Date: July 1, 2019 1933694 Jointly Administered Cash Receipts and Disbursements for the Period Ending Operating Cash Receipts Operational Receipts Other Collections/(Disbursements) (2) Total Operating Receipts Operating Cash Disbursements (2,331) (4,937) (2,331) (4,937) Trade Vendors Total Operating Disbursements Operating Cash Flow Financing Net DIP Financing (3) DIP and Default Interest / Fees Other Financing Receipts/(Disbursements) Repayment of Prepetition Financing Financing Cash Flow Restructuring Professional Fees Intercompany Intercompany Debtor Intercompany NonDebtor Intercompany NonDebtor LC Cash Collateral / LC's (18) (53) (18) (53) (2,349) (4,990) 756,994 (1,783) (14) (10,686) 755,197 (10,686) (1,600) (1,495) (167,089) (186,244) (69,415) 18,970 (Increase)/Decrease in Cash Collateral NET CASH FLOW (87,254) (37,702) 310,661 (105,319) (1) The period ending: "31Jul2019" excludes prepetition activity occurring on 7/1/2019 prior to filing of the petition. (2) Net FX settlements. (3) DIP proceeds less repayment of prepetition secured facilities and fees. MOR7 Page 9 of 12 ENDING CASH & CASH EQUIVALENTS 2,282 312,943 207,624 Book Cash Receipts and Disbursements (USD $ thousands) (1) 1Jul19 31Jul19 31Aug19 30Sep19 31Oct19 30Nov19 31Dec19 BEGINNING CASH & CASH EQUIVALENTS 2,282 312,943
IN THE UNITED STATES BANKRUPTCY COURT FOR THE SOUTHERN DISTRICT OF TEXAS HOUSTON DIVISION Case Name: Case Number: Weatherford International plc, et al. Petition Date: July 01, 2019 1933694 Jointly Administered Cash Account Reconcilation Bank Account Balances as of August 31, 2019 BookToBank Cash Reconciliation Notes: (1) Balance as of 7/31/2019. MOR8 Page 10 of 12 Beginning Cash & Cash Equivalents Balance (1)312,943 (+/) Net Book Cash Flow (MOR7) (105,319) Ending Cash & Cash Equivalents Balance (MOR2) 207,624 (+/) Cash In Transit, Outstanding Checks, & Other Ending Bank Balance 207,624 Bank Legal Entity Account # Type Balance JPMorgan Chase New York Weatherford International LLC xxxxxx7932 Concentration Account 75,735 JPMorgan Chase New York Weatherford International LLC xxxxxx8443 Foreign Elec. Wire Acct. 5 JPMorgan Chase Bank, N.A. (TX) Weatherford International LLC xxxxxx0080 Depository Account 10 JPMorgan Chase New York Weatherford International LLC xxxxxx2382 Intercompany Account 14 JPMorgan Chase New York Weatherford International LLC xxxxxx9237 Factoring Account JPMorgan Chase New York Weatherford International Ltd. xxxxxx8448 Depository Account 131,700 JPMorgan Chase New York Weatherford International plc xxxxxx2781 Intercompany Account 35 JPMorgan Chase New York Weatherford International plc xxxxxx8534 Disbursement Account 0 Deutsche Bank A.G. Weatherford International plc xxxxxx5692 Local Tax/Assessment Account 30 Wells Fargo Bank, N.A. Weatherford International LLC xxxxxx3341 Flex. Spend Account 89 Wells Fargo Bank, N.A. Weatherford International LLC xxxxxx8805 Payroll Tax Account 7 Total Cash 207,624 (USD $ thousands)
IN THE UNITED STATES BANKRUPTCY COURT FOR THE SOUTHERN DISTRICT OF TEXAS HOUSTON DIVISION Case Name: Case Number: Weatherford International plc, et al. Petition Date: July 01, 2019 1933694 Jointly Administered Total Disbursements by Debtor Entity for the Period Ending Total Disbursements By Debtor Entity 1933694 Weatherford International plc Total Disbursements Less 7/1/19 Prepetition disbursements Less Interdebtor Transfers: 233 (6) 1,503 Disbursements for US Trustee Calc: Weatherford International Ltd Total Disbursements: Less 7/1/19 Prepetition disbursements Less Interdebtor Transfers: 227 1,503 1933707 1,312,702 (105,798) (300,075) 73,855 (32,274) Disbursements for US Trustee Calc: Weatherford International LLC Total Disbursements: Less 7/1/19 Prepetition disbursements Less Interdebtor Transfers: 906,828 41,581 1933676 267,641 (2,689) 94,971 (438) Disbursements for US Trustee Calc: 264,952 94,533 Total Notes: 1,172,008 137,616 Exhibit A Page 11 of 12 Debtor Case # Legal Entity Name 31Jul19 31Aug19 30Sep19 31Oct19 30Nov19 31Dec19 31Jan20 (USD thousands $)
IN THE UNITED STATES BANKRUPTCY COURT FOR THE SOUTHERN DISTRICT OF TEXAS HOUSTON DIVISION Case Name: Case Number: Weatherford International plc, et al. Petition Date: July 01, 2019 1933694 Jointly Administered Payments to Insiders and Professionals for the Period Ending Total Payments to Insiders (1) Payments to Professionals (2) Debtor Retained Professionals 1. Latham & Watkins, LLP (Debtors' CoCounsel) 2. Hunton Andrews Kurth (Debtors' CoCounsel) 3. Lazard Frères & Co. LLC (Debtors' Investment Banker) 4. Alvarez & Marsal North America, LLC (Debtors' Restructuring Advisor) 5. Prime Clerk (Debtors' Claims Agent) 6. KPMG LLP (Debtors' Auditor) 7. PricewaterhouseCoopers LLP (Debtors' Tax Advisor) 8. Duff & Phelps (Debtors' Valuation Advisor) 9. Deloitte (Debtors' Accounting Advisor) Other Debtor Professionals 10. Baker McKenzie (Debtors' Tax Counsel) 11. Finance Risk Services Ltd. (Bermuda Liquidator) 12. Matheson (Irish Examiner) Creditor Professionals 13. Shearman & Sterling (DIP Agent's Counsel) 14. FTI (Prepetition RCF Financial Advisor) 15. Simpson Thatcher (Prepetition RCF Counsel) 16. Akin Gump Strauss Hauer & Feld LLP (Ad Hoc Group's Counsel) 17. Evercore (Ad Hoc Group's Investment Banker) 18. Korn Ferry (Ad Hoc Group's Board Member Consultant) Other Professionals 19. U.S. Trustee Fees (Quarterly) 603 1,000 9 389 164 37 796 16 81 Total Payments to Professionals Notes: (1) Debtor entities do not have any employees, as such there are no payments to insiders. (2) Payments to ordinary course professionals are not included in MOR9. 1,600 1,495 MOR9 Page 12 of 12 Payments to Insiders & Professionals (USD $ thousands) 2/28/2018 31Jul19 31Aug19 30Sep19 31Oct19 30Nov19 31Dec19 31Jan20