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Chapter 11 Emergence | 12 Months Ended
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Dec. 31, 2022
Reorganizations [Abstract] |
Chapter 11 Emergence |
2. | Chapter 11 Emergence
On June 28, 2020 (the “Petition Date”), the Debtors filed voluntary petitions for relief under the Bankruptcy Code in the Bankruptcy Court. On June 29, 2020, the Bankruptcy Court entered an order authorizing the joint administration of the Chapter 11 Cases under the caption In re Chesapeake Energy Corporation, Case No. 20-33233. The Non-Filing Entities were not part of the Chapter 11 Cases. The Debtors and the Non-Filing Entities continued to operate in the ordinary course of business during the Chapter 11 Cases. The Bankruptcy Court confirmed the Plan in a bench ruling on January 13, 2021 and entered the Confirmation Order on January 16, 2021. The Debtors emerged from bankruptcy on February 9, 2021 (the “Effective Date”). The Company’s bankruptcy proceedings and related matters have been summarized below. Debtor-In-Possession During the pendency of the Chapter 11 Cases, we operated our business as debtors-in-possession in accordance with the applicable provisions of the Bankruptcy Code. The Bankruptcy Court granted the first day relief we requested that was designed primarily to mitigate the impact of the Chapter 11 Cases on our operations, vendors, suppliers, customers and employees. As a result, we were able to conduct normal business activities and pay all associated obligations for the period following the Petition Date and were also authorized to pay mineral interest owner royalties, employee wages and benefits, and certain vendors and suppliers in the ordinary course for goods and services provided prior to the Petition Date. During the pendency of the Chapter 11 Cases, all transactions outside the ordinary course of business required the prior approval of the Bankruptcy Court. Automatic Stay Subject to certain specific exceptions under the Bankruptcy Code, the filing of the Chapter 11 Cases automatically stayed all judicial or administrative actions against us and efforts by creditors to collect on or otherwise exercise rights or remedies with respect to pre-petition claims. Absent an order from the Bankruptcy Court, substantially all of the Debtors’ pre-petition liabilities were subject to compromise and discharge under the Bankruptcy Code. The automatic stay was lifted on the Effective Date. Plan of Reorganization In accordance with the Plan confirmed by the Bankruptcy Court, the following significant transactions occurred upon the Company’s emergence from bankruptcy on February 9, 2021: •On the Effective Date, we issued 97,907,081 shares of New Common Stock, reserved 2,092,918 shares of New Common Stock for future issuance to eligible holders of Allowed Unsecured Notes Claims and Allowed General Unsecured Claims and reserved 37,174,210 shares of New Common Stock for issuance upon exercise of the Warrants, which were the result of the transactions described below. We also entered into a registration rights agreement, warrant agreements and amended our articles of incorporation and bylaws for the authorization of the New Common Stock and to provide registration rights thereunder, among other corporate governance actions. See Note 12 for further discussion of our post-emergence equity. •Each holder of an equity interest in the Predecessor, including the Predecessor’s common and preferred stock, had such interest canceled, released, and extinguished without any distribution. •Each holder of obligations under the pre-petition revolving credit facility received, at such holder's prior determined allocation, its pro rata share of either Tranche A Loans or Tranche B Loans, on a dollar for dollar basis. •Each holder of obligations under the FLLO Term Loan Facility received its pro rata share of 23,022,420 shares of New Common Stock. •Each holder of an Allowed Second Lien Notes Claim received its pro rata share of 3,635,118 shares of New Common Stock, 11,111,111 Class A Warrants to purchase 11,111,111 shares of New Common Stock, 12,345,679 Class B Warrants to purchase 12,345,679 shares of New Common Stock, and 6,858,710 Class C Warrants to purchase 6,858,710 shares of New Common Stock. •Each holder of an Allowed Unsecured Notes Claim received its pro rata share of 1,311,089 shares of New Common Stock and 2,473,757 Class C Warrants to purchase 2,473,757 shares of New Common Stock. •Each holder of an Allowed General Unsecured Claim received its pro rata share of 231,112 shares of New Common Stock and 436,060 Class C Warrants to purchase 436,060 shares of New Common Stock; provided that to the extent such Allowed General Unsecured Claim is a Convenience Claim, such holder instead received its pro rata share of $10 million, which pro rata share shall not exceed five percent of such Convenience Claim. •Participants in the rights offering extending to the applicable classes under the Plan received 62,927,320 shares of New Common Stock. •In connection with the rights offering described above, the Backstop Parties under the Backstop Commitment Agreement received 6,337,031 shares of New Common Stock in respect to the Put Option Premium, and 442,991 shares of New Common Stock were issued in connection with the backstop obligation thereunder to purchase unsubscribed shares of the New Common Stock. •2,092,918 shares of New Common Stock and 3,948,893 Class C Warrants were reserved for future issuance to eligible holders of Allowed Unsecured Notes Claims and Allowed General Unsecured Claims. The reserved New Common Stock and Class C Warrants will be issued on a pro rata basis upon the determination of the allowed portion of all disputed General Unsecured Claims and Unsecured Notes Claims. •The 2021 Long Term Incentive Plan (the “LTIP”) was approved with a share reserve equal to 6,800,000 shares of New Common Stock. •Each holder of an Allowed Other Secured Claim will receive, at the Company's option and in consultation with the Required Consenting Stakeholders (as defined in the Plan): (a) payment in full in cash; (b) the collateral securing its secured claim; (c) reinstatement of its secured claim; or (d) such other treatment that renders its secured claim unimpaired in accordance with Section 1124 of the Bankruptcy Code. •Each holder of an Allowed Other Priority Claim (as defined in the Plan) will receive cash up to the allowed amount of its claim. Additionally, pursuant to the Plan confirmed by the Bankruptcy Court, the Company’s post-emergence Board of Directors is comprised of seven directors, including the Company’s Chief Executive Officer, Domenic J. Dell’Osso Jr., the Company’s Chairman of the Board, Michael Wichterich, and five non-employee directors, Timothy S. Duncan, Benjamin C. Duster, IV, Sarah A. Emerson, Matthew M. Gallagher and Brian Steck.
3. | Fresh Start Accounting
Fresh Start Accounting In connection with our emergence from bankruptcy and in accordance with ASC 852, we qualified for and applied fresh start accounting on the Effective Date. We were required to apply fresh start accounting because (i) the holders of existing voting shares of the Company prior to its emergence received less than 50% of the voting shares of the Company outstanding following its emergence from bankruptcy and (ii) the reorganization value of our assets immediately prior to confirmation of the Plan of approximately $6.8 billion was less than the post-petition liabilities and allowed claims of $13.2 billion. In accordance with ASC 852, with the application of fresh start accounting, the Company allocated its reorganization value to its individual assets based on their estimated fair value in conformity with FASB ASC Topic 820 - Fair Value Measurements and FASB ASC Topic 805 - Business Combinations. Accordingly, the consolidated financial statements after February 9, 2021 are not comparable with the consolidated financial statements as of or prior to that date. The Effective Date fair values of the Successor’s assets and liabilities differ materially from their recorded values, as reflected on the historical balance sheet of the Predecessor. Reorganization Value Reorganization value is derived from an estimate of enterprise value, or fair value of the Company’s interest-bearing debt and stockholders’ equity. Under ASC 852, reorganization value generally approximates fair value of the entity before considering liabilities and is intended to approximate the amount a willing buyer would pay for the assets immediately after the effects of a restructuring. As set forth in the disclosure statement, amended for updated pricing, and approved by the Bankruptcy Court, the enterprise value of the Successor was estimated to be between $3.5 billion and $4.9 billion. With the assistance of third-party valuation advisors, we determined the enterprise value and corresponding implied equity value of the Successor using various valuation approaches and methods, including: (i) income approach using a calculation of present value of future cash flows based on our financial projections, (ii) the market approach using selling prices of similar assets and (iii) the cost approach. For GAAP purposes, the Company valued the Successor’s individual assets, liabilities and equity instruments and determined an estimate of the enterprise value within the estimated range. Management concluded that the best estimate of enterprise value was $4.85 billion. Specific valuation approaches and key assumptions used to arrive at reorganization value, and the value of discrete assets and liabilities resulting from the application of fresh start accounting, are described below in greater detail within the valuation process. The enterprise value and corresponding implied equity value are dependent upon achieving the future financial results set forth in our valuation using an asset-based methodology of estimated proved reserves, undeveloped properties, and other financial information, considerations and projections, applying a combination of the income, cost and market approaches as of the fresh start reporting date of February 9, 2021. All estimates, assumptions, valuations and financial projections, including the fair value adjustments, the financial projections, the enterprise value and equity value projections, are inherently subject to significant uncertainties and the resolution of contingencies beyond our control. Accordingly, there is no assurance that the estimates, assumptions, valuations or financial projections will be realized, and actual results could vary materially. The following table reconciles the enterprise value to the implied fair value of the Successor’s equity as of the Effective Date:
|  | February 9, 2021
Enterprise Value |  | $ | 4,851 |
Plus: Cash and cash equivalents(a) |  | 48 |
Less: Fair value of debt |  | (1,313) |
Successor equity value |  | $ | 3,586 |
____________________________________________ (a)Cash and cash equivalents includes $8 million that was initially classified as restricted cash as of the Effective Date but subsequently released from escrow and returned to the Successor. Restricted cash exclusive of the $8 million is not included in the table above. The following table reconciles the enterprise value to the reorganization value as of the Effective Date:
|  | February 9, 2021
Enterprise value |  | $ | 4,851 |
Plus: Cash and cash equivalents(a) |  | 48 |
Plus: Current liabilities |  | 1,582 |
Plus: Asset retirement obligations (non-current portion) |  | 236 |
Plus: Other non-current liabilities |  | 97 |
Reorganization value of Successor assets |  | $ | 6,814 |
____________________________________________ (a)Cash and cash equivalents includes $8 million that was initially classified as restricted cash as of the Effective Date but subsequently released from escrow and returned to the Successor. Restricted cash exclusive of the $8 million is not included in the table above. Valuation Process The fair values of our natural gas and oil properties, other property and equipment, other long-term assets, long-term debt, asset retirement obligations and warrants were estimated as of the Effective Date. Natural gas and oil properties. The Company’s principal assets are its natural gas and oil properties, which are accounted for under the successful efforts accounting method. The Company determined the fair value of its natural gas and oil properties based on the discounted future net cash flows expected to be generated from these assets. Discounted cash flow models by operating area were prepared using the estimated future revenues and operating costs for all proved developed properties and undeveloped properties comprising the proved and unproved reserves. Significant inputs associated with the calculation of discounted future net cash flows include estimates of (i) recoverable reserves, (ii) production rates, (iii) future operating and development costs, (iv) future commodity prices escalated by an inflationary rate after five years, adjusted for differentials, and (v) a market-based weighted average cost of capital by operating area. The Company utilized NYMEX strip pricing, adjusted for differentials, to value the reserves. The NYMEX strip pricing inputs used are classified as Level 1 fair value assumptions and all other inputs are classified as Level 3 fair value assumptions. The discount rates utilized were derived using a weighted average cost of capital computation, which included an estimated cost of debt and equity for market participants with similar geographies and asset development type by operating area. Other property and equipment. The fair value of other property and equipment such as buildings, land, computer equipment, and other equipment was determined using the replacement cost method under the cost approach which considers historical acquisition costs for the assets adjusted for inflation, as well as factors in any potential obsolescence based on the current condition of the assets and the ability of those assets to generate cash flow. Long-term debt. A market approach, based upon quotes from major financial institutions, was used to measure the fair value of the $500 million aggregate principal amount of 5.50% Senior Notes due 2026 (the “2026 Notes”) and $500 million aggregate principal amount of 5.875% Senior Notes due 2029 (the “2029 Notes” and, together with the 2026 Notes, the “Notes”). The carrying value of borrowings under our Exit Credit Facility approximated fair value as the terms and interest rates were based on prevailing market rates. Asset retirement obligations. The fair value of the Company’s asset retirement obligations was revalued based upon estimated reclamation costs for our assets with reclamation obligations, an appropriate long-term inflation adjustment, and our revised credit adjusted risk-free rate. The credit adjusted risk-free rate was based on an evaluation of an interest rate that equates to a risk-free interest rate adjusted for the effect of our credit standing. Warrants. The fair values of the Warrants issued upon the Effective Date were estimated using a Black-Scholes model, a commonly used option-pricing model. The Black-Scholes model was used to estimate the fair value of the warrants with an implied stock price of $20.52; initial exercise price per share of $27.63, $32.13 and $36.18 for Class A, Class B and Class C Warrants, respectively; expected volatility of 58% estimated using volatilities of similar entities; risk-free rate using a 5-year Treasury bond rate; and an expected annual dividend yield which was estimated to be zero. Condensed Consolidated Balance Sheet The following consolidated balance sheet is as of February 9, 2021. This consolidated balance sheet includes adjustments that reflect the consummation of the transactions contemplated by the Plan (reflected in the column “Reorganization Adjustments”) as well as fair value adjustments as a result of the adoption of fresh start accounting (reflected in the column “Fresh Start Adjustments”) as of the Effective Date. The explanatory notes following the table below provide further details on the adjustments, including the assumptions and methods used to determine fair value for its assets, liabilities and warrants.
| Predecessor |  | Reorganization Adjustments |  | Fresh Start Adjustments |  | Successor
Assets |
Current assets: |  |  |  |  |  |  |
Cash and cash equivalents | $ | 243 |  |  | $ | (203) |  | (a) | $ | — |  |  | $ | 40 |
Restricted cash | — |  |  | 86 |  | (b) | — |  |  | 86 |
Accounts receivable, net | 861 |  |  | (18) |  | (c) | — |  |  | 843 |
Short-term derivative assets | — |  |  | — |  |  | — |  |  | — |
Other current assets | 66 |  |  | (5) |  | (d) | — |  |  | 61 |
Total current assets | 1,170 |  |  | (140) |  |  | — |  |  | 1,030 |
Property and equipment: |  |  |  |  |  |  |
Natural gas and oil properties, successful efforts method |  |  |  |  |  |  |
Proved natural gas and oil properties | 25,794 |  |  | — |  |  | (21,108) |  | (o) | 4,686 |
Unproved properties | 1,546 |  |  | — |  |  | (1,063) |  | (o) | 483 |
Other property and equipment | 1,755 |  |  | — |  |  | (1,256) |  | (o) | 499 |
Total property and equipment | 29,095 |  |  | — |  |  | (23,427) |  | (o) | 5,668 |
Less: accumulated depreciation, depletion and amortization | (23,877) |  |  | — |  |  | 23,877 |  | (o) | — |
Property and equipment held for sale, net | 9 |  |  | — |  |  | (7) |  | (o) | 2 |
Total property and equipment, net | 5,227 |  |  | — |  |  | 443 |  | (o) | 5,670 |
Other long-term assets | 198 |  |  | — |  |  | (84) |  | (p) | 114 |
Total assets | $ | 6,595 |  |  | $ | (140) |  |  | $ | 359 |  |  | $ | 6,814 |
| Predecessor |  | Reorganization Adjustments |  | Fresh Start Adjustments |  | Successor
Liabilities and stockholders’ equity (deficit) |
Current liabilities: |  |  |  |  |  |  |
Accounts payable | $ | 391 |  |  | $ | 24 |  | (e) | $ | — |  |  | $ | 415 |
Current maturities of long-term debt, net | 1,929 |  |  | (1,929) |  | (f) | — |  |  | — |
Accrued interest | 4 |  |  | (4) |  | (g) | — |  |  | — |
Short-term derivative liabilities | 398 |  |  | — |  |  | — |  |  | 398 |
Other current liabilities | 645 |  |  | 124 |  | (h) | — |  |  | 769 |
Total current liabilities | 3,367 |  |  | (1,785) |  |  | — |  |  | 1,582 |
Long-term debt, net | — |  |  | 1,261 |  | (i) | 52 |  | (q) | 1,313 |
Long-term derivative liabilities | 90 |  |  | — |  |  | — |  |  | 90 |
Asset retirement obligations, net of current portion | 139 |  |  | — |  |  | 97 |  | (r) | 236 |
Other long-term liabilities | 5 |  |  | 2 |  | (j) | — |  |  | 7 |
Liabilities subject to compromise | 9,574 |  |  | (9,574) |  | (k) | — |  |  | — |
Total liabilities | 13,175 |  |  | (10,096) |  |  | 149 |  |  | 3,228 |
Contingencies and commitments (Note 7) |  |  |  |  |  |  |
Stockholders’ equity (deficit): |  |  |  |  |  |  |
Predecessor preferred stock | 1,631 |  |  | (1,631) |  | (l) | — |  |  | — |
Predecessor common stock | — |  |  | — |  |  | — |  |  | — |
Predecessor additional paid-in capital | 16,940 |  |  | (16,940) |  | (l) | — |  |  | — |
Successor common stock | — |  |  | 1 |  | (m) | — |  |  | 1 |
Successor additional paid-in-capital | — |  |  | 3,585 |  | (m) | — |  |  | 3,585 |
Accumulated other comprehensive income | 48 |  |  | — |  |  | (48) |  | (s) | — |
Accumulated deficit | (25,199) |  |  | 24,941 |  | (n) | 258 |  | (t) | — |
Total stockholders’ equity (deficit) | (6,580) |  |  | 9,956 |  |  | 210 |  |  | 3,586 |
Total liabilities and stockholders’ equity (deficit) | $ | 6,595 |  |  | $ | (140) |  |  | $ | 359 |  |  | $ | 6,814 |
Reorganization Adjustments (a)The table below reflects the sources and uses of cash on the Effective Date from implementation of the Plan:
Sources: |
Proceeds from issuance of the Notes | $ | 1,000 |
Proceeds from Rights Offering | 600 |
Proceeds from refunds of interest deposit for the Notes | 5 |
Total sources of cash | $ | 1,605 |
Uses: |
Payment of roll-up of DIP Facility balance | $ | (1,179) |
Payment of Exit Credit Facility - Tranche A Loan | (479) |
Transfers to restricted cash for professional fee reserve | (76) |
Transfers to restricted cash for convenience claim distribution reserve | (10) |
Payment of professional fees | (31) |
Payment of DIP Facility interest and fees | (12) |
Payment of FLLO alternative transaction fee | (12) |
Payment of the Notes fees funded out of escrow | (8) |
Payment of RBL interest and fees | (1) |
Total uses of cash | $ | (1,808) |
Net cash used | $ | (203) |
(b)Represents the transfer of funds to a restricted cash account for purposes of funding the professional fee reserve and the convenience claim distribution reserve. (c)Reflects the removal of an insurance receivable associated with a discharged legal liability. (d)Reflects the collection of an interest deposit for the senior unsecured notes. (e)Changes in accounts payable include the following:
Accrual of professional service provider success fees | $ | 38 |
Accrual of convenience claim distribution reserve | 10 |
Accrual of professional service provider fees | 5 |
Reinstatement of accounts payable from liabilities subject to compromise | 2 |
Payment of professional fees | (31) |
Net impact to accounts payable | $ | 24 |
(f)Reflects payment of the pre-petition credit facility for $1.179 billion and transfer of the Tranche A and Tranche B Loans to long-term debt for $750 million. (g)Reflects payments of accrued interest and fees on the DIP Facility. (h)Changes in other current liabilities include the following:
Reinstatement of other current liabilities from liabilities subject to compromise | $ | 191 |
Accrual of the Notes fees | 2 |
Settlement of Put Option Premium through issuance of Successor Common Stock | (60) |
Payment of DIP Facility fees | (9) |
Net impact to other current liabilities | $ | 124 |
(i)Changes in long-term debt include the following:
Issuance of the Notes | $ | 1,000 |
Issuance of Tranche A and Tranche B Loans | 750 |
Payments on Tranche A Loans | (479) |
Debt issuance costs for the Notes | (10) |
Net impact to long-term debt, net | $ | 1,261 |
(j) Reflects reinstatement of a long-term lease liability. (k) On the Effective Date, liabilities subject to compromise were settled in accordance with the Plan as follows:
Liabilities subject to compromise pre-emergence | $ | 9,574 |
To be reinstated on the Effective Date: |
Accounts payable | $ | (2) |
Other current liabilities | (191) |
Other long-term liabilities | (2) |
Total liabilities reinstated | $ | (195) |
Consideration provided to settle amounts per the Plan or Reorganization: |
Issuance of Successor common stock associated with the Rights Offering and Backstop Commitment and settlement of the Put Option Premium | $ | (2,311) |
Proceeds from issuance of Successor common stock associated with the Rights Offering and Backstop Commitment | 600 |
Issuance of Successor common stock to FLLO Term Loan holders, incremental to the Rights Offering and Backstop Commitment | (783) |
Issuance of Successor common stock to Second Lien Note holders, incremental to the Rights Offering and Backstop Commitment | (124) |
Issuance of Successor common stock to unsecured note holders | (45) |
Issuance of Successor common stock to General Unsecured Claims | (8) |
Fair value of Class A Warrants | (93) |
Fair value of Class B Warrants | (94) |
Fair value of Class C Warrants | (68) |
Proceeds to holders of general unsecured claims | (10) |
Total consideration provided to settle amounts per the Plan | $ | (2,936) |
Gain on settlement of liabilities subject to compromise | $ | 6,443 |
(l)Pursuant to the Plan, as of the Effective Date, all equity interests in Predecessor, including Predecessor’s common and preferred stock, were canceled without any distribution. (m)Reflects the Successor equity including the issuance of 97,907,081 shares of New Common Stock, 11,111,111 shares of Class A Warrants, 12,345,679 shares of Class B Warrants and 9,768,527 shares of Class C Warrants pursuant to the Plan.
Issuance of Successor equity associated with the Rights Offering and Backstop Commitment | $ | 2,371 |
Issuance of Successor equity to holders of the FLLO Term Loan, incremental to the Rights Offering and Backstop Commitment | 783 |
Issuance of Successor equity to holders of the Second Lien Notes, incremental to the Rights Offering and Backstop Commitment | 124 |
Issuance of Successor equity to holders of the unsecured senior notes | 45 |
Issuance of Successor equity to holders of allowed general unsecured claims | 8 |
Fair value of Class A warrants | 93 |
Fair value of Class B warrants | 94 |
Fair value of Class C warrants | 68 |
Total change in Successor common stock and additional paid-in capital | 3,586 |
Less: par value of Successor common stock | (1) |
Change in Successor additional paid-in capital | $ | 3,585 |
(n)Reflects the cumulative net impact of the effects on accumulated deficit as follows:
Gain on settlement of liabilities subject to compromise | $ | 6,443 |
Accrual of professional service provider success fees | (38) |
Accrual of professional service provider fees | (5) |
Surrender of other receivable | (18) |
Payment of FLLO alternative transaction fee | (12) |
Total reorganization items, net | 6,370 |
Cancellation of predecessor equity | 18,571 |
Net impact on accumulated deficit | $ | 24,941 |
Fresh Start Adjustments (o)Reflects fair value adjustments to our (i) proved natural gas and oil properties, (ii) unproved properties, (iii) other property and equipment and, (iv) property and equipment held for sale, and the elimination of accumulated depletion, depreciation and amortization. (p)Reflects the fair value adjustment to record historical contracts at their fair values. (q)Reflects the fair value adjustments to the 2026 Notes and 2029 Notes for $22 million and $30 million, respectively. (r)Reflects the adjustment to our asset retirement obligations using assumptions as of the Effective Date, including an inflation factor of 2% and an average credit-adjusted risk-free rate of 5.18%. (s)Reflects the fair value adjustment to eliminate the accumulated other comprehensive income of $9 million related to hedging settlements offset by the elimination of $57 million of income tax effects which has resulted in the recording of an income tax benefit of $57 million. See Note 11 for a discussion of income taxes. (t)Reflects the net cumulative impact of the fresh start adjustments on accumulated deficit as follows:
Fresh start adjustments to property and equipment | $ | 443 |
Fresh start adjustments to other long-term assets | (84) |
Fresh start adjustments to long-term debt | (52) |
Fresh start adjustments to long-term asset retirement obligations | (97) |
Fresh start adjustments to accumulated other comprehensive income | (9) |
Total fresh start adjustments impacting reorganizations items, net | 201 |
Income tax effects on accumulated other comprehensive income | 57 |
Net impact to accumulated deficit | $ | 258 |
Reorganization Items, Net We incurred significant expenses, gains and losses associated with the reorganization, primarily the gain on settlement of liabilities subject to compromise, write-off of unamortized debt issuance costs and related unamortized premiums and discounts, debt and equity financing fees, provision for allowed claims and legal and professional fees incurred subsequent to the Chapter 11 filings for the restructuring process. The accrual for allowed claims primarily represents damages from contract rejections and settlements attributable to the midstream savings requirement as stipulated in the Plan. While the claims reconciliation process is ongoing, we do not believe any existing unresolved claims will result in a material adjustment to the financial statements. The amount of these items, which were incurred in reorganization items, net within our accompanying consolidated statements of operations, have significantly affected our statements of operations. We did not have any reorganization items, net for the 2022 Successor Period or the 2021 Successor Period. The following table summarizes the components in reorganization items, net included in our consolidated statements of operations:
|  | Predecessor
|  | Period from January 1, 2021 through February 9, 2021 |  | Year Ended December 31, 2020
Gains on the settlement of liabilities subject to compromise |  | $ | 6,443 |  |  | $ | 12 |
Accrual for allowed claims |  | (1,002) |  |  | (879) |
Write off of unamortized debt premiums (discounts) on Predecessor debt |  | — |  |  | 518 |
Write off of unamortized debt issuance costs on Predecessor debt |  | — |  |  | (61) |
Gain on fresh start adjustments |  | 201 |  |  | — |
Gain from release of commitment liabilities |  | 55 |  |  | — |
Debt and equity financing fees |  | — |  |  | (145) |
Loss on divested assets |  | — |  |  | (128) |
Professional service provider fees and other |  | (60) |  |  | (113) |
Success fees for professional service providers |  | (38) |  |  | — |
Surrender of other receivable |  | (18) |  |  | — |
FLLO alternative transaction fee |  | (12) |  |  | — |
Total reorganization items, net |  | $ | 5,569 |  |  | $ | (796) |

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- Definition The entire disclosure for the description and amounts of reorganization under Chapter 11 of the US Bankruptcy Code. + References Reference 1: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 852 -SubTopic 10 -Section 50 -Paragraph 2 -Subparagraph (a) -URI https://asc.fasb.org/extlink&oid=124433192&loc=d3e56015-112765 Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 852 -SubTopic 10 -Section 50 -Paragraph 7 -Subparagraph (c)(2) -URI https://asc.fasb.org/extlink&oid=124433192&loc=SL2890621-112765 Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 852 -URI https://asc.fasb.org/topic&trid=2209115 Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 852 -SubTopic 10 -Section 50 -Paragraph 7 -Subparagraph (c) -URI https://asc.fasb.org/extlink&oid=124433192&loc=SL2890621-112765 Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 852 -SubTopic 10 -Section 50 -Paragraph 7 -Subparagraph (c)(3) -URI https://asc.fasb.org/extlink&oid=124433192&loc=SL2890621-112765 Reference 6: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 852 -SubTopic 10 -Section 50 -Paragraph 7 -Subparagraph (c)(1) -URI https://asc.fasb.org/extlink&oid=124433192&loc=SL2890621-112765 + Details
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