| Reorganization under Chapter 11 of US Bankruptcy Code Disclosure [Text Block] | 4. Bankruptcy Proceedings Events Preceding Bankruptcy On March 1, 2015, the Company elected to defer the payment of approximately $ 9.8 On April 2, 2015, the Company entered into a Forbearance Agreement with four holders (the “Ad Hoc Group”) who collectively own or manage in excess of 50 4.0 Bankruptcy Proceedings On May 8, 2015, the Company and its wholly-owned, first-tier subsidiary, AMZG, Inc. (collectively, the “Debtors”), each filed a voluntary petition in the United States Court for the District of Colorado seeking relief under the provisions of Chapter 11 of Title 11 of the United States Code. The Chapter 11 cases are being jointly administered by the 10 th The Company is currently operating its business as debtors-in-possession in accordance with the applicable provisions of the Bankruptcy Code. Since the Petition Date, the Bankruptcy Court has entered all orders sufficient to enable the Company to conduct normal business activities, including orders to, among other things, pay employee wages and benefits, pay certain lienholders and critical vendors, and forward funds belonging to third parties, including royalty owners. The Court has also granted the Company the authority to use the secured lenders’ cash collateral, as necessary, to conduct is normal business operations. All transactions that are deemed to be outside of the Company’s ordinary course of business require prior approval by the Bankruptcy Court. While operating as a debtor-in-possession under Chapter 11 of the Bankruptcy Code, the Company may sell or otherwise dispose of or liquidate assets or settle liabilities, subject to the approval of the Bankruptcy Court, or otherwise as permitted in the ordinary course of business. Moreover, the Company has not yet filed a plan of reorganization with the Bankruptcy Court. The Company currently retains the exclusive right to propose a plan of reorganization under section 1121(d) of the Bankruptcy Code. The ultimate plan of reorganization, which would be subject to acceptance by the requisite majorities of empowered creditors under the Bankruptcy Code and Bankruptcy Court approval, will likely materially change the amounts and classifications of assets and liabilities in the Company’s consolidated financial statements. No assurance can be given as to the value, if any, that may be ascribed to the Company’s various pre-petition liabilities and other securities. The Company cannot predict what the ultimate value of any of its securities may be and it remains too early to determine whether holders of any such securities will receive any distribution as a result of the reorganization. In particular, in most cases under Chapter 11 of the Bankruptcy Code, holders of equity securities receive little or no recovery of value from their investment. Accordingly, the Company urges that caution be exercised with respect to existing and future investments in any of these securities. Notice to Creditors; Effect of Automatic Stay The Company has notified all known current or potential creditors that the Chapter 11 case was filed. Subject to certain exceptions under the Bankruptcy Code, the filing of the bankruptcy petition automatically enjoined, or stayed, the continuation of most judicial or administrative proceedings or filings of other actions against the Company or its property to recover on, collect or secure a claim arising prior to the Petition Date. For example, most creditor actions to obtain possession of property from the Company, or to create, perfect or enforce any lien against the property of the Company, or to collect monies owed or otherwise exercise rights or remedies with respect to a pre-petition claim, are enjoined unless and until the Bankruptcy Court lifts the automatic stay as to any such claim. Vendors that are deemed to be critical to conducting the Company’s ongoing business activities may be paid for goods furnished and services provided after the Petition Date, as long as such goods and services are deemed to be necessary in the ordinary course of the Company’s business. Notice of Suspended Trading and Delisting from Stock Exchange On May 11, 2015, the Company received notice from the NYSE MKT LLC (the “NYSE MKT”) that the NYSE MKT had suspended the Company’s common stock from trading immediately and determined to commence proceedings to delist the Company’s common stock. Prior to being delisted, the Company’s common stock traded on the NYSE MKT under the trading symbol “AMZG.” On May 12, 2015, the Company’s common stock commenced trading over-the-counter on the OTC Markets Group Inc.’s OTC Pink® marketplace, under the trading symbol “AMZGQ”. Appointment of Creditors’ Committee On May 15, 2015, the U.S. Trustee appointed the Creditors Committee. The Creditors Committee and its legal representatives have a right to be heard on all matters that come before the Bankruptcy Court with respect to the Debtors. The Company cannot provide any assurance that the Creditors Committee will ultimately support the Company’s positions on matters presented to the Bankruptcy Court, including any plan of reorganization. Disagreements between the Debtors and the Creditors Committee could protract the Chapter 11 proceedings, negatively impact the Debtors’ ability to operate, and delay the Debtors emergence from the Chapter 11 proceedings. Executory Contracts Subject to certain exceptions, under the Bankruptcy Code, the Company may assume, assign or reject certain executory contracts and unexpired leases subject to the approval of the Bankruptcy Court and certain other conditions. The rejection of an executory contract or unexpired lease is generally treated as a pre-petition breach of such executory contract and, subject to certain exceptions, relieves the Debtors from performing their future obligations under such executory contract but entitles the contract counterparty or lessor to a pre-petition general unsecured claim for damages caused by such deemed breach. Counterparties to such rejected contracts have the right to file claims against the Debtors for such damages. The assumption of an executory contract or unexpired lease generally requires the Debtors to cure existing monetary defaults under such executory contract or unexpired lease and to provide adequate assurance of future performance. Liabilities Subject to Compromise The Company’s consolidated balance sheet as of June 30, 2015 includes amounts classified as “liabilities subject to compromise”, which refers to unsecured or under-secured pre-petition obligations that may be impacted by the Chapter 11 reorganization process. Where there is uncertainty about whether a secured claim will be paid in full through the Chapter 11 proceedings, the Company has classified the entire amount of the claim as a liability subject to compromise. These amounts represent the Company’s current estimate of known or potential pre-petition obligations to be resolved in connection with the Chapter 11 cases. The Company anticipates that additional liabilities subject to compromise and resolution in the Chapter 11 case may arise in the future as a result of damage claims created by the Company’s rejection of various executory contracts. Due to the uncertain nature of many of the potential rejection claims, the magnitude of such claims is not reasonably estimable at this time. Such claims may be material to the Company’s financial position and future results of operations. Differences between liabilities the Company has estimated and the claims filed, or to be filed, will be investigated and resolved in connection with the Chapter 11 claims resolution process. The Company will continue to evaluate these liabilities through the Chapter 11 proceedings and adjust amounts as necessary. Such adjustments may be material to the Company’s financial position or results of operations. In light of the expected number of creditors, the claims resolution process may take considerable time to complete and may extend beyond the Company’s emergence from bankruptcy. Accordingly, the ultimate number and amount of allowed claims is not presently known, nor can the ultimate recovery with respect to allowed claims be presently ascertained. Bonds $ 175,000 Accounts payable and accrued liabilities 22,137 Accrued interest 9,475 Liabilities subject to compromise $ 206,612 Magnitude of Potential Claims On May 22, 2015, the Company filed schedules and statements of financial affairs with the Bankruptcy Court setting forth, among other things, the assets and liabilities of the Company, subject to the assumptions filed in connection therewith. All of the schedules are subject to further amendment or modification. Rule 3003(c)(3) of the Federal Rules of Bankruptcy Procedure requires the Bankruptcy Court to fix the time within which proofs of claim must be filed in a Chapter 11 case pursuant to Section 501 of the Bankruptcy Code. This Rule also provides that any creditor who asserts a claim against the Company that arose prior to the Petition Date and whose claim (i) is not listed on the Debtors’ schedules or (ii) is listed on the schedules as disputed, contingent or unliquidated, must file a proof of claim. The deadline for submitting proofs of claim to the Bankruptcy Court was July 31, 2015. The creditor claims that were filed with the Bankruptcy Court include a claim in the amount of approximately $23.0 million related to a Carry Agreement (see Note 7) to which the Company is a party. Based on the pervious assignment of certain working and net revenue interest to the Carry Agreement Partner is without merit. Accordingly, the Company has not recorded a liability for the claim. Differences between amounts scheduled by the Debtors and claims by creditors will be investigated and resolved in connection with the claims resolution process. In light of the expected number of creditors, the claims resolution process may take considerable time to complete. Accordingly, the ultimate number and amount of allowed claims is not presently known, nor can the ultimate recovery with respect to allowed claims be presently ascertained. Reorganization Costs Reorganization costs include expenses, realized gains and losses and provisions for losses that are realized or incurred as a direct result of the Chapter 11 proceedings, including post-petition professional fees and the write-off of remaining, unamortized bond discounts and deferred financing costs. Write-off of deferred financing costs $ 6,257 Write-off of bond discount 1,416 Professional fees 1,220 Total reorganization costs $ 8,893 Plan of Reorganization The Company has not yet filed a plan of reorganization with the Bankruptcy Court. The Company has the exclusive right to file a plan of reorganization through and including September 5, 2015, and to solicit votes on such a plan if filed by such date through and including November 4, 2015, subject to the ability of parties in interest to file motions seeking to terminate the Company’s exclusive periods, as well as the Company’s right to seek further extensions of such periods. The Company filed a motion seeking such an extension on July 17, 2015, which seeks to extend the September 5, 2015 exclusive period to file a plan until October 15, 2015, and the period to solicit acceptances of such plan from November 4, 2015 to December 14, 2015. The Company has a right to seek further extensions of such exclusive periods, subject to the statutory limit of 18 months from the Petition Date in the case of filing a plan and 20 months in the case of soliciting and obtaining acceptances of such a plan. The implementation of a plan of reorganization is subject to confirmation of the plan by the Bankruptcy Court in accordance with the provisions of the Bankruptcy Code, and the occurrence of the effective date under the plan. At this time, it is uncertain as to when or if a plan of reorganization will be filed with the Bankruptcy Court or whether such plan will be confirmed and become effective. Under certain circumstances set forth in Section 1129(b) of the Bankruptcy Code, the Bankruptcy Court may confirm a plan even if such plan has not been accepted by all impaired classes of claims and equity interests a process known as “cram down”. A class of claims or equity interests that does not receive or retain any property under the plan on account of such claims or interests is deemed to have voted to reject the plan. The precise requirements and evidentiary showing for confirming a plan notwithstanding its rejection by one or more impaired classes of claims or equity interests depends upon a number of factors, including the status and seniority of the claims or equity interests in the rejecting class (i.e. secured claims or unsecured claims, subordinated or senior claims, or common stock). Generally, with respect to common stock interests, a plan may be “crammed down” even if the stockholders receive no recovery if the proponent of the plan demonstrates that (i) no class junior to the common stock is receiving or retaining property under the plan and (ii) no class of claims or interests senior to the common stock is being paid more than in full. The availability and utilization of net operating loss carryforwards (for tax purposes) post-emergence is uncertain at this time and will be highly influenced by the composition of restructuring plan alternatives that may be considered and ultimately pursued. Section 363 Asset Sale On July 23, 2015, the Bankruptcy Court approved the order authorizing the entry into the Stalking Horse Purchase Agreement, approved the bidding and auction procedures in connection with the sale of the assets, and established the sale hearing date, which is currently scheduled for September 10, 2015. Upon the entry by the Bankruptcy Court of such order, the parties contemporaneously entered into the Stalking Horse Purchase Agreement. With the assistance of our financial advisors, we will solicit additional qualified bids for these assets, consistent with the bidding and auction procedures approved by the Bankruptcy Court. A qualified bid is one that is not less than $250,000 in excess of the $70 million stalking horse bid. The deadline for submitting qualifying bids is September 2, 2015. |
