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 debtors-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, which may be ascribed to the Company’s various pre-petition liabilities and other 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 September 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 19,440 Accrued interest 9,475 Liabilities subject to compromise $ 203,915 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 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 3,433 Total reorganization costs $ 11,106 Plan of Reorganization As of September 30, 2015, the Company had not yet filed a plan of reorganization with the Bankruptcy Court. The Company had 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 sought 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. As of the date of this Quarterly Report, the Company's exclusivity period has expired. In light of the post quarter-end Section 363 asset sale (See Section 363 Asset Sale 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 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 was previously 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 its financial advisors, the Company solicited additional qualified bids for these assets, consistent with the bidding and auction procedures approved by the Bankruptcy Court. A qualified bid would have been one that is not less than $250,000 in excess of the $70 million initial stalking horse bid. In order to be accepted by the Bankruptcy Court, a qualifying bid must conform to certain requirements contained in the bidding procedures including, but not limited to, the posting of a cash deposit by the submitting bidder in an amount equal to 10% of the qualified bid, and the submitting bidder providing evidence to the Bankruptcy Court demonstrating that the submitting bidder has the financial ability to close the transaction within 30 days subsequent to auction date. The deadline for submitting qualifying bids was September 2, 2015. 52.5 On October 21, 2015, the Company entered into an Asset Purchase Agreement pursuant to which Resource Energy Can-Am LLC (“Resource”) agreed to purchase substantially all of our assets, excluding cash and accounts receivable, for a base price of approximately $ 36.8 Pursuant to the terms and conditions of the Asset Purchase Agreement, Resource tendered the required “Performance Deposit” into an escrow account on October 22, 2015. The amount of the Performance Deposit is approximately $ 3.7 On October 22, 2015, the Bankruptcy Court held a hearing at which (i) substantially all of the previously filed objections by our creditors and other parties-in-interest were voluntarily withdrawn or overruled, (ii) the effectiveness of the current cash collateral order was continued to November 6, 2015, and (iii) a hearing was set for November 6, 2015, for the Bankruptcy Court to consider the assignment of certain executory contracts to Resource in accordance with the Asset Purchase Agreement, and entry of an appropriate sale order. Cautionary Statements We caution our equity and debt holders that trading in our securities during the pendency of the bankruptcy cases will be highly speculative and will pose additional, substantial risks in addition to the various risks that we have previously disclosed in our press releases, registration statements filed under the Securities Act of 1933, as amended, and periodic reports and schedules filed under the Securities Exchange Act of 1934, as amended. Trading prices for our equity or debt securities are not expected to bear any substantive relationship to any recovery that our equity or secured note holders may obtain in our bankruptcy cases. In that context, we cannot provide any assurance in respect of the scope or amount, nature or timing of any recovery for any such holders. Accordingly, we urge extreme caution with respect to existing and future investments in our equity or debt securities. The pending sale of substantially all of the Company’s oil and gas assets, as discussed below, as well as a plan of reorganization, any other sale of these or other assets, or liquidation may result in the holders of our debt securities receiving little distribution in respect of their interests and the holders of our equity securities receiving little or no distribution in respect of their interests and cancellation of their existing stock. If certain requirements of the Bankruptcy Code are met (as to the meeting of which requirements, we cannot provide any assurance), a Chapter 11 plan of reorganization could be confirmed notwithstanding its rejection by our equity holders and notwithstanding the fact that such equity holders do not receive or retain any property on account of their equity interests under such plan. |