-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, VKJU1rOGNr9gvvslOM1/jUSu25qy3YLLvHOMNIV5iDT4OJSxE9DK9MxoMe5SqP9m Sz/IfnOTEI++lTQQuhahpg== 0001038838-03-000506.txt : 20030826 0001038838-03-000506.hdr.sgml : 20030826 20030826172356 ACCESSION NUMBER: 0001038838-03-000506 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 5 CONFORMED PERIOD OF REPORT: 20030825 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20030826 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MID POWER SERVICE CORP CENTRAL INDEX KEY: 0000725395 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 880478633 STATE OF INCORPORATION: NV FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 002-85602-D FILM NUMBER: 03867189 BUSINESS ADDRESS: STREET 1: 3753 HOWARD HUGHES PARKWAY, SUITE 200 CITY: LAS VEGAS STATE: NV ZIP: 89109 BUSINESS PHONE: 702-784-7683 MAIL ADDRESS: STREET 1: 3753 HOWARD HUGHES PARKWAY, SUITE 200 CITY: LAS VEGAS STATE: NV ZIP: 89109 FORMER COMPANY: FORMER CONFORMED NAME: CAPLAN CORP DATE OF NAME CHANGE: 19920703 8-K 1 form8k082503.txt FORM 8-K DATED AUGUST 25, 2003 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (date of earliest event reported): August 25, 2003 MID-POWER SERVICE CORPORATION ------------------------------------------------------ (Exact name of registrant as specified in its charter) Nevada 2-85602-D 88-0478633 - ------------------ -------------- ------------------- (State or other (Commission (IRS Employer jurisdiction of File Number) Identification No.) incorporation) 3753 Howard Hughes Parkway Suite 200 Las Vegas, Nevada 89109 ---------------------------------------- ---------- (Address of principal executive offices) (Zip Code) (702) 784-7683 ---------------------------------------------------- (Registrant's telephone number, including area code) n/a ------------------------------------------------------------ (Former name or former address, if changed since last report) - -------------------------------------------------------------------------------- ITEM 5. OTHER EVENTS - -------------------------------------------------------------------------------- On August 25, 2003, Mid-Power Service Corporation and its subsidiary, Mid-Power Resource Corporation, filed Chapter 11 Monthly Operating Reports for the months of June and July 2003 with the United States Bankruptcy Court for the District of Nevada, copies of which (without attachments) are included as exhibits to this report. - -------------------------------------------------------------------------------- ITEM 7. EXHIBITS - -------------------------------------------------------------------------------- The following are filed as exhibits to this report:
SEC Exhibit Reference Number Number Title of Document Location - -------------- ------------ ---------------------------------------------------------------------- ------------------- Item 99 Other Exhibits - -------------- ---------------------------------------------------------------------- ------------------- 99.01 99 Mid-Power Service Corporation Chapter 11 Monthly Operating Report This filing (General Business Case) for June 2003 99.02 99 Mid-Power Resource Corporation Chapter 11 Monthly Operating Report This filing (General Business Case) for June 2003 99.03 99 Mid-Power Service Corporation Chapter 11 Monthly Operating Report This filing (General Business Case) for July 2003 99.04 99 Mid-Power Resource Corporation Chapter 11 Monthly Operating Report This filing (General Business Case) for July 2003
- -------------------------------------------------------------------------------- SIGNATURES - -------------------------------------------------------------------------------- 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. MID-POWER SERVICE CORPORATION Dated: August 25, 2003 By: /s/ James W. Scott ------------------------------ James W. Scott, President 2 EX-99.01 3 ex9901form8k082503.txt MPSC MONTHLY OPERATING REPORT FOR JUNE 2003 Exhibit 99.01
UNITED STATES BANKRUPTCY COURT DISTRICT OF NEVADA In re: Mid-Power Service Corporation Case No. BK-S-03-10874-RCJ CHAPTER 11 MONTHLY OPERATING REPORT (GENERAL BUSINESS CASE) SUMMARY OF FINANCIAL STATUS MONTH ENDED: Jun-03 PETITION DATE: 01/24/03 1. Debtor in possession (or trustee) hereby submits this Monthly Operating Report on the Accrual Basis of accounting (or if checked here the Office of the U.S. Trustee or the Court has approved the Cash Basis of Accounting for the Debtor). Dollars reported in $1 2. Asset and Liability Structure End of Current Month End of Prior Month As of Petition Filing a. Current Assets $41,875 $47,854 b. Total Assets $32,572,619 $32,576,102 $47,925,781 c. Current Liabilities $619,424 $552,406 13,052.92 d. Total Liabilities $6,328,260 $6,261,243 $24,545,123 3. Statement of Cash Receipts & Disbursements for Month Current Month Prior Month Cumulative (Case to Date) a. Total Receipts $34,133 $56,923 $328,670 b. Total Disbursements $38,106 $54,740 $348,935 c. Excess (Deficiency) of Receipts Over Disbursements (a - b) ($3,973) $2,183 ($20,265) d. Cash Balance Beginning of Month $5,671 $3,488 $21,963 e. Cash Balance End of Month (c + d) $1,698 $5,671 $1,698 Current Month Prior Month Cumulative (Case to Date) 4. Profit/(Loss) from the Statement of Operations ($70,502) ($77,455) $10,655,584 5. Account Receivables (Pre and Post Petition) $0 $91 6. Post-Petition Liabilities $619,424 $552,406 7. Past Due Post-Petition Account Payables (over 30 days) $23,762 $30,205 At the end of this reporting month: Yes No 8. Have any payments been made on pre-petition debt, other than payments in the normal X course to secured creditors or lessors? (if yes, attach listing including date of payment, amount of payment and name of payee) 9. Have any payments been made to professionals? (if yes, attach listing X including date of payment, amount of payment and name of payee) 10. If the answer is yes to 8 or 9, were all such payments approved by the court? X 11. Have any payments been made to officers, insiders, shareholders, relatives? (if yes, X attach listing including date of payment, amount and reason for payment, and name of payee) 12. Is the estate insured for replacement cost of assets and for general liability? X 13. Are a plan and disclosure statement on file? X 14. Was there any post-petition borrowing during this reporting period? X 15. Check if paid: Post-petition taxes X; U.S. Trustee Quarterly Fees X; Check if filingis current for: Post-petition tax reporting and tax returns: X. (Attach explanation, if post-petition taxes or U.S. Trustee Quarterly Fees are not paid current or if post-petition tax reporting and tax return filings are not current.) Total assets include a $30.6 million investment in Mid-Power Resource Corporation. - ------------------------------------------------------------------------------------------------------------------------------------ The cumulative profit from the Statement of Operations includes an $11.4 million gain on legal settlement. On a consolidated, GAAP basis of accounting, this gain would be completely offset by an $11.4 million impairment loss recorded on Mid-Power Resource Corp.'s Statement of Operations. - ------------------------------------------------------------------------------------------------------------------------------------ I declare under penalty of perjury I have reviewed the above summary and attached financial statements, and after making reasonable inquiry believe these documents are correct. Date: 8/22/2003 0:00 /s/ Mark Davis ------------------ ------------------------------------------------------------------ Responsible Individual
STATEMENT OF OPERATIONS (General Business Case) For the Period January 24 (bankruptcy filing) - June 30, 2003 Current Month Actual Variance Cumulative Next Month (Case to Date) Forecast Revenues: $0 - $0 1 Gross Sales - - - - - 2 less: Sales Returns & Allowances - - - - - 3 Net Sales - - - - 4 less: Cost of Goods Sold (Schedule 'B') - - - - 5 Gross Profit - - 2,723 - 2,723 6 Interest 5,421 - - - - 7 Other Income: - - - - - 8 Gain on Legal Settlement 11,426,648 - - - - 9 - - 2,723 - 2,723 10 Total Revenues 11,432,069 - Expenses: - - - 11 Compensation to Owner(s)/Officer(s) - - 18,018 17,383 (635) -4% 12 Salaries 90,219 17,383 - - - 0% 13 Commissions - - 14,193 11,320 (2,873) -25% 14 Contract Labor 62,546 11,320 - - - 0% 15 Rent/Lease: 621 - Personal Property 2,825 3,338 513 15% 16 Real Property 14,968 3,338 1,915 1,698 (217) -13% 17 Insurance 12,678 1,220 - - - 0% 18 Management Fees - - 318 - (318) 0% 19 Depreciation 636 - 1,731 1,415 (316) -22% 20 Taxes: 8,521 1,415 Employer Payroll Taxes - - - 0% 21 Real Property Taxes - - - - - 0% 22 Other Taxes 25 75 - - - 0% 23 Other Selling 9,950 - 2,413 4,962 2,549 51% 24 Other Administrative 17,616 4,962 5,199 - (5,199) 0% 25 Interest 156,459 - - 0% 26 Other Expenses: 1,250 1,200 (50) -4% 27 Patent License Fees 6,700 1,200 21,503 30,000 8,497 28% 28 Product Development 225,357 - (2,890) 5,000 7,890 158% 29 Auditors 11,219 15,000 2,377 3,294 917 28% 30 Travel 9,825 3,294 379 800 421 53% 31 U.S. Stock Transfer Group 2,063 800 485 1,000 515 52% 32 SEC attorney 25,808 7,500 - - - 0% 33 - - 0% 34 69,716 81,410 11,694 35 Total Expenses 655,211 67,507 (66,993) (81,410) 14,417 36 Subtotal 10,776,858 (67,507) (2,259) (15,000) (12,741) 37 Reorganization Items: (118,774) (15,000) Professional Fees - 38 Provisions for Rejected Executory Contracts - 39 Interest Earned on Accumulated Cash from Resulting Chp 11 Case - 40 Gain or (Loss) from Sale of Equipment (1,250) - 1,250 41 U.S. Trustee Quarterly Fees (2,500) 1,500 - 42 (3,509) (15,000) 11,491 43 Total Reorganization Items (121,274) (13,500) (70,502) (96,410) 25,907 44 Net Profit (Loss) Before Federal & State Taxes 10,655,584 (81,007) - 45 Federal & State Income Taxes ($70,502) ($96,410) $25,907 46 Net Profit (Loss) $10,655,584 ($81,007) Attach an Explanation of Variance to Statement of Operations (For variances greater than +/- 10% only):
MID-POWER SERVICE CORPORATION BK-S-10874-RCJ STATEMENT OF OPERATIONS - VARIANCE EXPLANATIONS Line 14 - Contract Labor More hours billed during the transition of contract accountants in the month of June. Line 17 - Insurance Unbudgeted but valid car insurance. Line 20 - Payroll Taxes Under accrual of Nevada Business taxes in prior months as well as increase in payroll taxes for the over budget payroll. Line 24 - Other Administrative Amounts fluctuate on a monthly basis. Line 28 - Product Development Expenditures lower in attempt to wrap-up projects. Line 29 - Auditors Accrual of accounting review for prior month was not reversed in the month the actual invoice was recorded. Thus resulting in a credit balance for the current month. Line 30 - Travel Amounts fluctuate on a monthly basis. Line 31 - U.S. Stock Transfer Group Amounts fluctuate on a monthly basis. Line 32 - SEC Attorney Forecast had anticipated filing of 10Q with SEC. Monthly 8-K filings, which require less legal time, are filed instead. Line 37 - Professional Fees Forecast for legal fees relating to bankruptcy had been overestimated.
BALANCE SHEET (General Business Case) For the Month Ended 06/30/03 Assets From Schedules Market Value Current Assets 1 Cash and cash equivalents - unrestricted $1,698 2 Cash and cash equivalents - restricted $0 3 Accounts receivable (net) A $0 4 Inventory B $0 5 Prepaid expenses $5,177 6 Professional retainers $35,000 7 Other: $0 8 9 Total Current Assets $41,875 Property and Equipment (Market Value) 10 Real property C $0 11 Machinery and equipment D $900,000 12 Furniture and fixtures D $0 13 Office equipment D $5,331 14 Leasehold improvements D $0 15 Vehicles D $0 16 Other: D $0 17 D 18 D 19 D 20 D 21 Total Property and Equipment $905,331 Other Assets 22 Loans to shareholders $0 23 Loans to affiliates $931,818 24 Loans to unrelated parties, net of $328,575 allowance $79,305 25 Investment in Mid-Power Resource Corp. Footnote 2 $30,614,289 26 27 28 Total Other Assets $31,625,412 29 Total Assets $32,572,619 NOTE: See footnotes following this balance sheet. Liabilities and Equity (General Business Case) Liabilities From Schedules Post-Petition Current Liabilities 30 Salaries and wages $0 31 Payroll taxes $677 32 Real and personal property taxes $0 33 Income taxes $0 34 Sales taxes $0 35 Notes payable (short term) $0 36 Accounts payable (trade) A $69,147 37 Real property lease arrearage $0 38 Personal property lease arrearage $0 39 Accrued professional fees (accrued but not yet approved by Trustee) $200,415 40 Current portion of long-term post-petition debt (due within 12 months) $326,564 41 Other: Accrued ordinary course expenses $16,164 42 Interest expense - DIP loan $6,458 43 Accrued trustee fees 44 Total Current Liabilities $619,424 45 Long-Term Post-Petition Debt 46 Total Post-Petition Liabilities $619,424 Pre-Petition Liabilities (allowed amount) 47 Secured claims F $0 48 Priority unsecured claims F $0 49 General unsecured claims F $5,708,836 50 Total Pre-Petition Liabilities $5,708,836 51 Total Liabilities $6,328,260 Equity (Deficit) Footnotes 1, 2 52 Retained Earnings/(Deficit) at time of filing ($5,519,415) 53 Capital Stock, $.001 Par Value, 100,000,000 shares authorized, 27,972,276 issued and outstanding $10,847 54 Additional paid-in capital $25,489,153 55 Cumulative profit/(loss) since filing of case $10,655,584 56 Post-petition contributions/(distributions) or (draws) 57 58 Market value adjustment ($4,391,810) 59 Total Equity (Deficit) $26,244,359 60 Total Liabilities and Equity (Deficit) $32,572,619
Mid-Power Service Corporation BK-S 03-10874-RCJ Footnotes to the Balance Sheet As Of June 30, 2003 Footnote 1 Mid-Power Service Corporation is presented on a stand-alone basis for bankruptcy reporting purposes. Mid-Power Service Corporation's financial statements do not represent financial statements prepared in accordance with generally accepted accounting principles for the consolidated, SEC-registered Mid-Power Service Corporation. The monthly operating report of Mid-Power Resource Corporation, a wholly owned subsidiary of Mid-Power Service Corporation, should be read in conjunction with reading these financial statements. The operations of other wholly owned subsidiaries have not been reflected in these financial statements. Mid-Power Service Corporation's cumulative profit since filing of the case includes an $11.4 million gain on legal settlement. On a consolidated, generally accepted accounting principle basis, this gain is completely offset by the $11.4 million impairment loss recorded on Mid-Power Resource Corporation. Footnote 2 The value of Mid-Power Service's wholly owned investment, Mid-Power Resource Corporation, was adjusted in the March operating report to reflect Mid-Power Resource's equity balance on March 31, 2003. This valuation reflected the $11.4 million impairment Mid-Power Resource recorded on its Clear Creek property in March 2003. The application of generally accepted accounting principles might provide different results. This adjustment was reflected in the market value component of the equity section. In addition, the market value adjustment reflects the removal of a GAAP-calculated $8.5 million deferred tax liability included in the February monthly operating report but which did not reflect an existing claim by the IRS.
SCHEDULES TO THE BALANCE SHEET (General Business Case) Schedule A Accounts Receivable and (Net) Payable Receivables and Payables Agings Accounts Receivable Accounts Payable Past Due [Pre and Post Petition] [Post Petition] Post Petition Debt 0 -30 Days 0 45,385 31-60 Days 0 $20,593 61-90 Days 0 $1,270 $23,762 91+ Days 0 $1,899 Total accounts receivable/payable $0 $69,147 Allowance for doubtful accounts Accounts receivable (net) $0 Schedule B Inventory/Cost of Goods Sold Types and Amount of Inventory(ies) Cost of Goods Sold Inventory(ies) Inventory Beginning of Month Balance at End of Month Add - Retail/Restaurants - Net purchase Product for resale Direct labor Manufacturing overhead Distribution - Freight in Products for resale Other: Manufacturer - Raw Materials Work-in-progress Less - Finished goods Inventory End of Month Shrinkage Other - Explain Personal Use Cost of Goods Sold $0 TOTAL $0 Method of Inventory Control Inventory Valuation Methods Do you have a functioning perpetual inventory system? Indicate by a checkmark method of inventory used. Yes [ ] No [ ] How often do you take a complete physical inventory? Valuation methods - FIFO cost Weekly LIFO cost Monthly Lower of cost or market Quarterly Retail method Semi-annually Other Annually Explain Date of last physical inventory was ________________________________ Date of next physical inventory is _________________________________
Schedule C Real Property Description Cost Market Value 0 0 0 Total 0 $0 $0 Schedule D Other Depreciable Assets Description Cost Market Value Machinery & Equipment - Two GG4A-7 Non-Flight Pratt and Whitney turbine engines $900,000 $900,000 Total $900,000 $900,000 Furniture & Fixtures - Total $0 $0 Office Equipment - Computers, furniture, etc. $5,331 $5,331 Total $5,331 $5,331 Leasehold Improvements - Total $0 $0 Vehicles - Total $0 $0
Schedule E Aging of Post-Petition Taxes (As of End of the Current Reporting Period) Taxes Payable 0-30 Days 31-60 Days 61-90 Days 91+ Days Total Federal Income Tax Withholding $0 $0 FICA - Employee $0 $0 FICA - Employer $0 $0 Unemployment (FUTA) $677 $677 Income $0 $0 Other (Attach List) $0 $0 Total Federal Taxes $677 $0 $0 $0 $677 State and Local Income Tax Withholding $0 $0 Unemployment (UT) $0 $0 Disability Insurance (DI) $0 $0 Empl. Training Tax (ETT) $0 $0 Sales $0 $0 Excise $0 $0 Real property $0 $0 Personal property $0 $0 Income $0 $0 Other (Attach List) $0 $0 Total State & Local Taxes $0 $0 $0 $0 $0 Total Taxes $677 $0 $0 $0 $677 Schedule F Pre-Petition Liabilities List Total Claims For Each Classification - Claimed Allowed Amount Amount (b) Secured claims (a) Priority claims other than taxes Priority tax claims General unsecured claims $5,708,836 (a) List total amount of claims even it under secured. (b) Estimated amount of claim to be allowed after compromise or litigation. As an example, you are a defendant in a lawsuit alleging damage of $10,000,000 and a proof of claim is filed in that amount. You believe that you can settle the case for a claim of $3,000,000. For Schedule F reporting purposes you should list $10,000,000 as the Claimed Amount and $3,000,000 as the Allowed Amount. Schedule G Rental Income Information Not applicable to General Business Cases Schedule H Recapitulation of Funds Held at End of Month Account 1 Account 2 Account 3 Account 4 --------- --------- --------- --------- Bank Wells Fargo Account Type Checking Account No. 100-9350453 Account Purpose Operating Balance, End of Month $1,698 Total Funds on Hand for all Accounts $1,698 Attach copies of the month end bank statement(s), reconciliation(s), and the check register(s) to the Monthly Operating Report.
STATEMENT OF CASH RECEIPTS AND DISBURSEMENTS Increase/(Decrease) in Cash and Cash Equivalents For the Month Ended 06/30/03 Actual Cumulative Current Month (Case to Date) Cash Receipts 1 Rent/Leases Collected $0 $0 2 Cash Received from Sales - - 3 Interest Received - 6 4 Borrowings 34,133 326,564 5 Funds from Shareholders, Partners, or Other Insiders - - 6 Capital Contributions - - 7 Collection of accounts receivable - 2,100 8 - 9 - 10 - 11 - 12 Total Cash Receipts 34,133 328,670 Cash Disbursements 13 Payments for Inventory - 14 Selling 9,950 15 Administrative 5,613 40,860 16 Capital Expenditures - 17 Principal Payments on Debt - 18 Interest Paid - Rent/Lease: - 19 Personal Property 620 20 Real Property 9,154 Amount Paid to Owner(s)/Officer(s) - 21 Salaries - 22 Draws - 23 Commissions/Royalties - 24 Expense Reimbursements - 25 Other - 26 Salaries/Commissions (less employee withholding) 13,330 69,800 27 Management Fees - Taxes: - 28 Employee Withholding 4,688 25,761 29 Employer Payroll Taxes 1,457 9,511 30 Real Property Taxes - 31 Other Taxes 25 32 Other Cash Outflows: 33 Ordinary Course Professionals - 15,419 34 Contract Labor 5,416 52,834 35 Product Development 6,352 102,781 36 Patent License Fees 1,250 5,450 37 U.S. Trustee - 1,250 38 Advance to Mid-Power Resources 5,520 39 Total Cash Disbursements: 38,106 348,935 40 Net Increase (Decrease) in Cash (3,973) (20,265) 41 Cash Balance, Beginning of Period 5,671 21,963 41 Cash Balance, End of Period $1,698 $1,698
EX-99.02 4 ex9902form8k082503.txt MPRC MONTHLY OPERATING REPORT FOR JUNE 2003 Exhibit 99.02
UNITED STATES BANKRUPTCY COURT DISTRICT OF NEVADA In re: Mid-Power Resource Corporation Case No. BK-S 03-10877 CHAPTER 11 MONTHLY OPERATING REPORT (GENERAL BUSINESS CASE) SUMMARY OF FINANCIAL STATUS MONTH ENDED: Jun-03 PETITION DATE: 01/24/03 1. Debtor in possession (or trustee) hereby submits this Monthly Operating Report on the Accrual Basis of accounting (or if checked here the Office of the U.S. Trustee or the Court has approved the Cash Basis of Accounting for the Debtor). Dollars reported in $1 2. Asset and Liability Structure End of Current Month End of Prior Month As of Petition Filing a. Current Assets $35,338 $38,873 b. Total Assets * $32,346,470 $32,339,282 $46,108,938 c. Current Liabilities $17,736 $16,727 $16,088 d. Total Liabilities $1,757,645 $1,756,949 $4,073,070 3. Statement of Cash Receipts & Disbursements for Month Current Month Current Month Cumulative (Case to Date) a. Total Receipts $0 $238 $58,646 b. Total Disbursements $3,659 $9,726 $36,647 c. Excess (Deficiency) of Receipts Over Disbursements (a - b) ($3,659) ($9,488) $21,999 d. Cash Balance Beginning of Month $25,710 $35,198 $51 e. Cash Balance End of Month (c + d) $22,051 $25,710 $22,050 Current Month Current Month Cumulative (Case to Date) 4. Profit/(Loss) from the Statement of Operations ($637) ($9,792) ($11,447,821) 5. Account Receivables (Pre and Post Petition) $13,287 $13,163 6. Post-Petition Liabilities $17,736 $16,727 7. Past Due Post-Petition Account Payables (over 30 days) $0 $0 At the end of this reporting month: Yes No 8. Have any payments been made on pre-petition debt, other than payments in the normal X course to secured creditors or lessors? (if yes, attach listing including date of payment, amount of payment and name of payee) 9. Have any payments been made to professionals? (if yes, attach listing including date of X payment, amount of payment and name of payee) 10. If the answer is yes to 8 or 9, were all such payments approved by the court? 11. Have any payments been made to officers, insiders, shareholders, relatives? (if yes, X attach listing including date of payment, amount and reason for payment, and name of payee) 12. Is the estate insured for replacement cost of assets and for general liability? X 13. Are a plan and disclosure statement on file? X 14. Was there any post-petition borrowing during this reporting period? X 15. Check if paid: Post-petition taxes X; U.S. Trustee Quarterly Fees X; Check if filing is current for: Post-petition tax reporting and tax returns: X. (Attach explanation, if post-petition taxes or U.S. Trustee Quarterly Fees are not paid current or if post-petition tax reporting and tax return filings are not current.) - ------------------------------------------------------------------------------------------------------------------------------------ The cumulative profit from the Statement of Operations includes an $11.4 million gain on legal settlement. On a consolidated, GAAP basis of accounting, this gain would be completely offset by an $11.4 million impairment loss recorded on Mid-Power Resource Corp.'s Statement of Operations. - ------------------------------------------------------------------------------------------------------------------------------------ I declare under penalty of perjury I have reviewed the above summary and attached financial statements, and after making reasonable inquiry believe these documents are correct. Date: 8/22/2003 0:00 /s/ Mark Davis --------------------- ------------------------------------------------------------------- Responsible Individual
STATEMENT OF OPERATIONS (General Business Case) For the Period January 24 (bankruptcy filing) - June 30, 2003 Current Month - --------------------------------------- Actual Forecast Variance Cumulative Next Month (Case to Date) Forecast Revenues: $124 85 $39 1 Gross Sales 25,748 85 - - - 2 less: Sales Returns & Allowances - - 124 85 39 3 Net Sales 25,748 85 - - 4 less: Cost of Goods Sold (Sched. 'B') - 124 85 39 5 Gross Profit 25,748 85 34,093 - 34,093 6 Interest 67,558 - - - - 7 Other Income: - - - - - 8 - - - - - 9 - - 34,217 85 34,132 10 Total Revenues 93,306 85 Expenses: - - - 11 Compensation to Owner(s)/Officer(s) - - - - - 0% 12 Salaries - - - - - 0% 13 Commissions - - - - - 0% 14 Contract Labor - - - - - 0% 15 Rent/Lease: - - Personal Property - - - 0% 16 Real Property - - 128 50 (78) -156% 17 Insurance 128 50 - - - 0% 18 Management Fees - - 21,629 - (21,629) 0% 19 Depreciation and Depletion 62,341 - - - - 0% 20 Taxes: - - Employer Payroll Taxes - - - 0% 21 Real Property Taxes - - - - - 22 Other Taxes - - - - - 0% 23 Other Selling - - 500 100 (400) -400% 24 Other Administrative 755 100 84 456 372 82% 25 Interest 1,986 446 - 0% 26 Other Expenses: 3,643 3,989 346 9% 27 Production Expenses 31,297 3,989 - 14,167 14,167 100% 28 Maintenance - Wells and Roads 898 62,267 - - 0% 29 Legal fees - Davis Lawsuit 2,320 0 8,370 4,000 (4,370) -109% 30 Ordinary Course Professionals 13,550 4,000 - - - 0% 31 Impairment Loss - Clear Creek 11,426,647 - - 0% 32 - 0% 33 - 0% 34 34,354 22,762 (11,592) 35 Total Expenses 11,539,922 70,852 (137) (22,677) 22,540 36 Subtotal (11,446,616) (70,767) - - 37 Reorganization Items: (172) Professional Fees - 38 Provisions for Rejected Executory Contracts - 39 Interest Earned on Accumulated Cash from Resulting Chp 11 Case - 40 Gain or (Loss) from Sale of Equipment (500) (500) - 41 U.S. Trustee Quarterly Fees (750) - - - 42 Other (283) (500) (500) - 43 Total Reorganization Items (1,205) - (637) (23,177) 22,540 44 Net Profit (Loss) Before Federal & State Taxes (11,447,821) (70,767) - 45 Federal & State Income Taxes ($637) (23,177) $22,540 46 Net Profit (Loss) ($11,447,821) (70,767) Attach an Explanation of Variance to Statement of Operations (For variances greater than +/- 10% only):
MID-POWER RESOURCE CORPORATION BK-S-10877 For the Month Ended June 30, 2003 STATEMENT OF OPERATIONS - VARIANCE EXPLANATIONS Line 6 - Interest Accrual of interest on notes receivable from Sunray. This represents a quarterly accrual calculation. Line 17 - Insurance This represents auto insurance. Higher costs than budgeted. Line 19 - Depreciation and Depletion This represents quarterly calculation of depreciation and depletion. Line 24 - Other Administrative Amounts fluctuate on a monthly basis. Line 28 - Maintenance Expense No maintenance was performed during period. Line 30 - Ordinary Course Professionals Additional consultants used on Clear Creek property than was budgeted.
BALANCE SHEET (General Business Case) For the Month Ended 06/30/03 Assets From Schedules Market Value Current Assets 1 Cash and cash equivalents - unrestricted 22,051 2 Cash and cash equivalents - restricted $0 3 Accounts receivable (net) A $13,287 4 Inventory B $0 5 Prepaid expenses $0 6 Professional retainers $0 7 Other: 8 9 Total Current Assets $35,338 Property and Equipment (Market Value) 10 Real property C $0 11 Machinery and equipment D $0 12 Furniture and fixtures D $0 13 Office equipment D $0 14 Leasehold improvements D $0 15 Vehicles D $57,320 16 Other: D 17 D 18 D 19 D 20 D 21 Total Property and Equipment $57,320 Other Assets 22 Loans to shareholders - 23 Loans to affiliates 24 Deposits with federal and state agencies $170,000 25 Investment in oil and gas partnerships and joint ventures 29,757,187 26 Investment in Sunray Petroleum at original cost Footnote 1 $632,638 27 Notes and interest receivable from Sunray Petroleum Footnote 1 1,693,987 28 Total Other Assets $32,253,812 29 Total Assets $32,346,470 NOTE: See footnotes following this balance sheet. Liabilities and Equity (General Business Case) Liabilities From Schedules Post-Petition Current Liabilities 30 Salaries and wages $0 31 Payroll taxes $0 32 Real and personal property taxes $0 33 Income taxes $0 34 Sales taxes $0 35 Notes payable (short term) $0 36 Accounts payable (trade) A $4,043 37 Real property lease arrearage $0 38 Personal property lease arrearage $0 39 Accrued professional fees 3,666 40 Current portion of long-term post-petition debt (due within 12 months) 4,223 41 Other: Note payable to Mid-Power Service Corp. 5,804 42 Accrued U.S. Trustee fees - 43 44 Total Current Liabilities $17,736 45 Long-Term Post-Petition Debt, Net of Current Portion 46 Total Post-Petition Liabilities $17,736 Pre-Petition Liabilities (allowed amount) 47 Secured claims F $60,269 48 Priority unsecured claims F $0 49 General unsecured claims F $1,679,640 50 Total Pre-Petition Liabilities $1,739,909 51 Total Liabilities $1,757,645 Equity (Deficit) 52 Retained Earnings/(Deficit) at time of filing ($1,461,332) 53 Capital Stock issued and outstanding $1 54 Additional paid-in capital $43,497,198 55 Cumulative profit/(loss) since filing of case ($11,447,821) 56 Post-petition contributions/(distributions) or (draws) $0 57 58 Market value adjustment 279 59 Total Equity (Deficit) $30,588,325 60 Total Liabilities and Equity (Deficit) $32,345,970
Mid-Power Resource Corporation BK-S 03-10877 Footnotes to the Balance Sheet As Of June 30, 2003 Footnote 1 Management's belief is that the original investment in Sunray Petroleum, a wholly owned subsidiary, reflects the market value of this asset. In addition, it believes that the notes and interest receivable are fully recoverable. The application of generally accepted accounting procedures might provide different results.
SCHEDULES TO THE BALANCE SHEET (General Business Case) Schedule A Accounts Receivable and (Net) Payable Receivables and Payables Agings Accounts Receivable Accounts Payable Past Due [Pre and Post Petition] [Post Petition] Post Petition Debt 0 -30 Days $124 4,043 31-60 Days $0 61-90 Days $0 $0 91+ Days $13,163 Total accounts receivable/payable $13,287 $4,043 Allowance for doubtful accounts Accounts receivable (net) $13,287 Schedule B Inventory/Cost of Goods Sold Types and Amount of Inventory(ies) Cost of Goods Sold Inventory(ies) Inventory Beginning of Month $ - Balance at End of Month Add - Retail/Restaurants - Net purchase Product for resale Direct labor Manufacturing overhead Distribution - Freight in Products for resale Other: Manufacturer - Raw Materials Work-in-progress Less - Finished goods Inventory End of Month $0 Shrinkage Other - Explain $0 Personal Use Tubing Cost of Goods Sold $0 TOTAL $0 Method of Inventory Control Inventory Valuation Methods Do you have a functioning perpetual inventory system? Indicate by a checkmark method of inventory used. Yes [ ] No [x] How often do you take a complete physical inventory? Valuation methods - FIFO cost x Weekly LIFO cost Monthly Lower of cost or market Quarterly Retail method Semi-annually Other Annually Explain Date of last physical inventory was ________________________________ Date of next physical inventory is _________________________________
Schedule C Real Property Description Cost Market Value Total $0 $0 Schedule D Other Depreciable Assets Description Cost Market Value Machinery & Equipment - $0 $0 Total $0 $0 Furniture & Fixtures - Total $0 $0 Office Equipment - Total $0 $0 Leasehold Improvements - Total $0 $0 Vehicles - 2001 GMC Sierra - 2, net of depreciation; market value = Kelley Blue Book $57,041 $57,320 Total $57,041 $57,320
Schedule E Aging of Post-Petition Taxes (As of End of the Current Reporting Period) Taxes Payable 0-30 Days 31-60 Days 61-90 Days 91+ Days Total Federal Income Tax Withholding $0 FICA - Employee $0 FICA - Employer $0 Unemployment (FUTA) $0 Income $0 Other (Attach List) $0 Total Federal Taxes $0 $0 $0 $0 $0 State and Local Income Tax Withholding $0 Unemployment (UT) $0 Disability Insurance (DI) $0 Empl. Training Tax (ETT) $0 Sales $0 Excise $0 Real property $0 Personal property $0 Income $0 Other (Attach List) $0 Total State & Local Taxes $0 $0 $0 $0 $0 Total Taxes $0 $0 $0 $0 $0 Schedule F Pre-Petition Liabilities List Total Claims For Each Classification - Claimed Allowed Amount Amount (b) Secured claims (a) 60,269 60,269 Priority claims other than taxes $0 $0 Priority tax claims General unsecured claims 1,679,640 $1,679,640 (a) List total amount of claims even it under secured. (b) Estimated amount of claim to be allowed after compromise or litigation. As an example, you are a defendant in a lawsuit alleging damage of $10,000,000 and a proof of claim is filed in that amount. You believe that you can settle the case for a claim of $3,000,000. For Schedule F reporting purposes you should list $10,000,000 as the Claimed Amount and $3,000,000 as the Allowed Amount. Schedule G Rental Income Information Not applicable to General Business Cases Schedule H Recapitulation of Funds Held at End of Month Account 1 Account 2 Account 3 Account 4 Bank Wells Fargo Account Type Checking Account No. 100-9350446 Account Purpose Checking Balance, End of Month 22,051 Total Funds on Hand for all Accounts $22,051 Attach copies of the month end bank statement(s), reconciliation(s), and the check register(s) to the Monthly Operating Report.
STATEMENT OF CASH RECEIPTS AND DISBURSEMENTS Increase/(Decrease) in Cash and Cash Equivalents For the Month Ended 06/30/03 Actual Cumulative Current Month (Case to Date) Cash Receipts 1 Rent/Leases Collected $0 - 2 Cash Received from Sales $0 48,620 3 Interest Received $0 - 4 Borrowings $0 4,223 5 Funds from Shareholders, Partners, or Other Insiders $0 5,804 6 Capital Contributions $0 - 7 $0 8 $0 9 $0 10 $0 11 $0 12 Total Cash Receipts $0 $58,646 Cash Disbursements 13 Payments for Inventory 0 0 14 Selling $0 - 15 Administrative $628 883 16 Capital Expenditures $0 - 17 Principal Payments on Debt $0 5,095 18 Interest Paid $0 1,902 Rent/Lease: 19 Personal Property $0 - 20 Real Property $0 - Amount Paid to Owner(s)/Officer(s) 0 21 Salaries $0 - 22 Draws $0 - 23 Commissions/Royalties $0 - 24 Expense Reimbursements $0 - 25 Other $0 - 26 Salaries/Commissions (less employee withholding) $0 - 27 Management Fees $0 $0 Taxes: 28 Employee Withholding $0 $0 29 Employer Payroll Taxes $0 $0 30 Real Property Taxes $0 - 31 Other Taxes $0 - 32 Other Cash Outflows: 33 Production Expenses $3,031 27,950 34 Maintenance Expenses $0 284 35 $0 36 U.S. Trustee $0 250 37 Other Reorganization Expenses $0 283 38 Total Cash Disbursements: $3,659 $36,647 39 Net Increase (Decrease) in Cash ($3,659) $21,999 40 Cash Balance, Beginning of Period $25,710 $52 41 Cash Balance, End of Period $22,051 $22,051
EX-99.03 5 ex9903form8k082503.txt MPSC MONTHLY OPERATING REPORT FOR JULY 2003 Exhibit 99.03
UNITED STATES BANKRUPTCY COURT DISTRICT OF NEVADA In re: Mid-Power Service Corporation Case No. BK-S-03-10874-RCJ CHAPTER 11 MONTHLY OPERATING REPORT (GENERAL BUSINESS CASE) SUMMARY OF FINANCIAL STATUS MONTH ENDED: Jul-03 PETITION DATE: 01/24/03 1. Debtor in possession (or trustee) hereby submits this Monthly Operating Report on the Accrual Basis of accounting (or if checked here the Office of the U.S. Trustee or the Court has approved the Cash Basis of Accounting for the Debtor). Dollars reported in $1 2. Asset and Liability Structure End of Current Month End of Prior Month As of Petition Filing a. Current Assets $37,776 $41,875 b. Total Assets $32,568,520 $32,572,619 $47,925,781 c. Current Liabilities $671,122 $619,424 13,052.92 d. Total Liabilities $6,379,958 $6,328,260 $24,545,123 3. Statement of Cash Receipts & Disbursements for Month Current Month Current Month Cumulative (Case to Date) a. Total Receipts $38,422 $34,133 $367,092 b. Total Disbursements $37,344 $38,106 $386,279 c. Excess (Deficiency) of Receipts Over Disbursements (a - b) $1,078 ($3,973) ($19,187) d. Cash Balance Beginning of Month $1,698 $5,671 $21,963 e. Cash Balance End of Month (c + d) $2,776 $1,698 $2,776 Current Month Current Month Cumulative (Case to Date) 4. Profit/(Loss) from the Statement of Operations ($58,101) ($70,502) $10,597,484 5. Account Receivables (Pre and Post Petition) $0 $0 6. Post-Petition Liabilities $671,122 $619,424 7. Past Due Post-Petition Account Payables (over 30 days) $55,732 $23,762 At the end of this reporting month: Yes No 8. Have any payments been made on pre-petition debt, other than payments in the normal X course to secured creditors or lessors? (if yes, attach listing including date of payment, amount of payment and name of payee) 9. Have any payments been made to professionals? (if yes, attach listing including date of X payment, amount of payment and name of payee) 10. If the answer is yes to 8 or 9, were all such payments approved by the court? X 11. Have any payments been made to officers, insiders, shareholders, relatives? (if yes, X attach listing including date of payment, amount and reason for payment, and name of payee) 12. Is the estate insured for replacement cost of assets and for general liability? X 13. Are a plan and disclosure statement on file? X 14. Was there any post-petition borrowing during this reporting period? X 15. Check if paid: Post-petition taxes X; U.S. Trustee Quarterly Fees X; Check if filing is current for: Post-petition tax reporting and tax returns: X. (Attach explanation, if post-petition taxes or U.S. Trustee Quarterly Fees are not paid current or if post-petition tax reporting and tax return filings are not current.) Total assets include a $30.6 million investment in Mid-Power Resource Corporation. - ------------------------------------------------------------------------------------------------------------------------------------ The cumulative profit from the Statement of Operations includes an $11.4 million gain on legal settlement. On a consolidated, GAAP basis of accounting, this gain would be completely offset by an $11.4 million impairment loss recorded on Mid-Power Resource Corp.'s Statement of Operations. - ------------------------------------------------------------------------------------------------------------------------------------ I declare under penalty of perjury I have reviewed the above summary and attached financial statements, and after making reasonable inquiry believe these documents are correct. Date: 8/22/2003 /s/ Mark Davis ------------------ ------------------------------------------------------------------ Responsible Individual
STATEMENT OF OPERATIONS (General Business Case) For the Period January 24 (bankruptcy filing) - July 31, 2003 Current Month - -------------------------------------------- Actual Variance Cumulative Next Month (Case to Date) Forecast Revenues: $0 - $0 1 Gross Sales - - - - - 2 less: Sales Returns & Allowances - - - - - 3 Net Sales - - - - 4 less: Cost of Goods Sold (Schedule 'B') - - - - 5 Gross Profit - - - - - 6 Interest 5,421 - - - - 7 Other Income: - - - - - 8 Gain on Legal Settlement 11,426,648 - - - - 9 - - - - - 10 Total Revenues 11,432,069 - Expenses: - - - 11 Compensation to Owner(s)/Officer(s) - - 14,633 17,383 2,750 16% 12 Salaries 104,852 17,383 - - - 0% 13 Commissions - - 9,790 11,320 1,530 14% 14 Contract Labor 72,336 11,320 - - - 0% 15 Rent/Lease: 621 - Personal Property 4,198 3,338 (860) -26% 16 Real Property 19,166 3,338 1,915 1,220 (695) -57% 17 Insurance 14,593 1,220 - - - 0% 18 Management Fees - - - - - 0% 19 Depreciation 636 - 1,119 1,415 296 21% 20 Taxes: 9,640 1,415 Employer Payroll Taxes - - - 0% 21 Real Property Taxes - - - 75 75 100% 22 Other Taxes 25 - - - - 0% 23 Other Selling 9,950 - 1,622 4,962 3,340 67% 24 Other Administrative 19,238 4,962 - - - 0% 25 Interest 156,459 - - 0% 26 Other Expenses: 1,200 1,200 - 0% 27 Patent License Fees 7,900 1,200 12,479 - (12,479) 0% 28 Product Development 237,836 - - 15,000 15,000 100% 29 Auditors 11,219 15,000 3,587 3,294 (293) -9% 30 Travel 13,412 3,294 - 800 800 100% 31 U.S. Stock Transfer Group 2,063 800 1,160 7,500 6,340 85% 32 SEC attorney 26,968 1,000 - - - 0% 33 - - 0% 34 51,703 67,507 15,803 35 Total Expenses 706,914 60,932 (51,703) (67,507) 15,803 36 Subtotal 10,725,155 (60,932) (6,397) (15,000) (8,603) 37 Reorganization Items: (125,171) - Professional Fees - 38 Provisions for Rejected Executory Contracts - 39 Interest Earned on Accumulated Cash from Resulting Chp 11 Case - 40 Gain or (Loss) from Sale of Equipment - 1,500 1,500 41 U.S. Trustee Quarterly Fees (2,500) - - 42 (6,397) (13,500) 7,103 43 Total Reorganization Items (127,671) - (58,101) (81,007) 22,906 44 Net Profit (Loss) Before Federal & State Taxes 10,597,484 (60,932) - 45 Federal & State Income Taxes ($58,101) ($81,007) $22,906 46 Net Profit (Loss) $10,597,484 ($60,932) Attach an Explanation of Variance to Statement of Operations (For variances greater than +/- 10% only):
MID-POWER SERVICE CORPORATION BK-S-10874-RCJ STATEMENT OF OPERATIONS - VARIANCE EXPLANATIONS Line 12 - Salaries We eliminated an accounting position, which resulted in salaries being lower. Line 14 - Contract Labor Fewer hours billed by the contract accountant during the month. Line 16 - Rent Real Property Additional cost incurred for rent of two office spaces as we are in the process of renting a smaller office. Net result is that future rent cost will be lower. Line 17 - Insurance Unbudgeted but valid car insurance. Line 20 - Payroll Taxes As salaries are lower, so are the payroll taxes. Line 24 - Other Administrative Amounts fluctuate on a monthly basis. Line 28 - Product Development Timing of expenditures did not coincide with budgeted costs. Line 29 - Auditors Timing difference. Audit did not begin in July. Line 31 - U.S. Stock Transfer Group Amounts fluctuate on a monthly basis. Line 32 - SEC Attorney Forecast had anticipated filing of 10Q with SEC. Monthly 8-K filings, which require less legal time, are filed instead. Line 37 - Professional Fees Forecast for legal fees relating to bankruptcy had been overestimated.
BALANCE SHEET (General Business Case) For the Month Ended 07/31/03 Assets From Schedules Market Value Current Assets 1 Cash and cash equivalents - unrestricted $2,776 2 Cash and cash equivalents - restricted $0 3 Accounts receivable (net) A $0 4 Inventory B $0 5 Prepaid expenses $0 6 Professional retainers $35,000 7 Other: $0 8 9 Total Current Assets $37,776 Property and Equipment (Market Value) 10 Real property C $0 11 Machinery and equipment D $900,000 12 Furniture and fixtures D $0 13 Office equipment D $5,331 14 Leasehold improvements D $0 15 Vehicles D $0 16 Other: D $0 17 D 18 D 19 D 20 D 21 Total Property and Equipment $905,331 Other Assets 22 Loans to shareholders $0 23 Loans to affiliates $931,818 24 Loans to unrelated parties, net of $328,575 allowance $79,305 25 Investment in Mid-Power Resource Corp. Footnote 2 $30,614,289 26 27 28 Total Other Assets $31,625,412 29 Total Assets $32,568,520 NOTE: See footnotes following this balance sheet. Liabilities and Equity (General Business Case) Liabilities From Schedules Post-Petition Current Liabilities 30 Salaries and wages $0 31 Payroll taxes $0 32 Real and personal property taxes $0 33 Income taxes $0 34 Sales taxes $0 35 Notes payable (short term) $0 36 Accounts payable (trade) A $63,062 37 Real property lease arrearage $0 38 Personal property lease arrearage $0 39 Accrued professional fees (accrued but not yet approved by Trustee) $220,451 40 Current portion of long-term post-petition debt (due within 12 months) $364,986 41 Other: Accrued ordinary course expenses $16,165 42 Interest expense - DIP loan $6,458 43 Accrued trustee fees 44 Total Current Liabilities $671,122 45 Long-Term Post-Petition Debt 46 Total Post-Petition Liabilities $671,122 Pre-Petition Liabilities (allowed amount) 47 Secured claims F $0 48 Priority unsecured claims F $0 49 General unsecured claims F $5,708,836 50 Total Pre-Petition Liabilities $5,708,836 51 Total Liabilities $6,379,958 Equity (Deficit) Footnotes 1, 2 52 Retained Earnings/(Deficit) at time of filing ($5,519,415) 53 Capital Stock, $.001 Par Value, 100,000,000 shares authorized, 27,972,276 issued and outstanding $10,847 54 Additional paid-in capital $25,489,153 55 Cumulative profit/(loss) since filing of case $10,726,087 56 Post-petition contributions/(distributions) or (draws) 57 58 Market value adjustment ($4,518,110) 59 Total Equity (Deficit) $26,188,562 60 Total Liabilities and Equity (Deficit) $32,568,520
Mid-Power Service Corporation BK-S 03-10874-RCJ Footnotes to the Balance Sheet As Of July 31, 2003 Footnote 1 Mid-Power Service Corporation is presented on a stand-alone basis for bankruptcy reporting purposes. Mid-Power Service Corporation's financial statements do not represent financial statements prepared in accordance with generally accepted accounting principles for the consolidated, SEC-registered Mid-Power Service Corporation. The monthly operating report of Mid-Power Resource Corporation, a wholly owned subsidiary of Mid-Power Service Corporation, should be read in conjunction with reading these financial statements. The operations of other wholly owned subsidiaries have not been reflected in these financial statements. Mid-Power Service Corporation's cumulative profit since filing of the case includes an $11.4 million gain on legal settlement. On a consolidated, generally accepted accounting principle basis, this gain is completely offset by the $11.4 million impairment loss recorded on Mid-Power Resource Corporation. Footnote 2 The value of Mid-Power Service's wholly owned investment, Mid-Power Resource Corporation, was adjusted in the March operating report to reflect Mid-Power Resource's equity balance on March 31, 2003. This valuation reflected the $11.4 million impairment Mid-Power Resource recorded on its Clear Creek property in March 2003. The application of generally accepted accounting principles might provide different results. This adjustment was reflected in the market value component of the equity section. In addition, the market value adjustment reflects the removal of a GAAP-calculated $8.5 million deferred tax liability included in the February monthly operating report but which did not reflect an existing claim by the IRS.
SCHEDULES TO THE BALANCE SHEET (General Business Case) Schedule A Accounts Receivable and (Net) Payable Receivables and Payables Agings Accounts Receivable Accounts Payable Past Due [Pre and Post Petition] [Post Petition] Post Petition Debt 0 -30 Days 0 7,330 31-60 Days 0 $9,024 61-90 Days 0 $22,946 $55,732 91+ Days 0 $23,762 Total accounts receivable/payable $0 $63,062 Allowance for doubtful accounts Accounts receivable (net) $0 Schedule B Inventory/Cost of Goods Sold Types and Amount of Inventory(ies) Cost of Goods Sold Inventory(ies) Inventory Beginning of Month Balance at End of Month Add - Retail/Restaurants - Net purchase Product for resale Direct labor Manufacturing overhead Distribution - Freight in Products for resale Other: Manufacturer - Raw Materials Work-in-progress Less - Finished goods Inventory End of Month Shrinkage Other - Explain Personal Use Cost of Goods Sold $0 TOTAL $0 Method of Inventory Control Inventory Valuation Methods Do you have a functioning perpetual inventory system? Indicate by a checkmark method of inventor Yes [ ] No [ ] How often do you take a complete physical inventory? Valuation methods - FIFO cost Weekly LIFO cost Monthly Lower of cost or market Quarterly Retail method Semi-annually Other Annually Explain Date of last physical inventory was ___________________________________ Date of next physical inventory is ____________________________________
Schedule C Real Property Description Cost Market Value 0 0 0 Total 0 $0 $0 Schedule D Other Depreciable Assets Description Cost Market Value Machinery & Equipment - Two GG4A-7 Non-Flight Pratt and Whitney turbine engines $900,000 $900,000 Total $900,000 $900,000 Furniture & Fixtures - Total $0 $0 Office Equipment - Computers, furniture, etc. $5,331 $5,331 Total $5,331 $5,331 Leasehold Improvements - Total $0 $0 Vehicles - Total $0 $0
Schedule E Aging of Post-Petition Taxes (As of End of the Current Reporting Period) Taxes Payable 0-30 Days 31-60 Days 61-90 Days 91+ Days Total Federal Income Tax Withholding $0 $0 FICA - Employee $0 $0 FICA - Employer $0 $0 Unemployment (FUTA) $0 $0 Income $0 $0 Other (Attach List) $0 $0 Total Federal Taxes $0 $0 $0 $0 $0 State and Local Income Tax Withholding $0 $0 Unemployment (UT) $0 $0 Disability Insurance (DI) $0 $0 Empl. Training Tax (ETT) $0 $0 Sales $0 $0 Excise $0 $0 Real property $0 $0 Personal property $0 $0 Income $0 $0 Other (Attach List) $0 $0 Total State & Local Taxes $0 $0 $0 $0 $0 Total Taxes $0 $0 $0 $0 $0 Schedule F Pre-Petition Liabilities List Total Claims For Each Classification - Claimed Allowed Amount Amount (b) Secured claims (a) Priority claims other than taxes Priority tax claims General unsecured claims $5,708,836 (a) List total amount of claims even it under secured. (b) Estimated amount of claim to be allowed after compromise or litigation. As an example, you are a defendant in a lawsuit alleging damage of $10,000,000 and a proof of claim is filed in that amount. You believe that you can settle the case for a claim of $3,000,000. For Schedule F reporting purposes you should list $10,000,000 as the Claimed Amount and $3,000,000 as the Allowed Amount. Schedule G Rental Income Information Not applicable to General Business Cases Schedule H Recapitulation of Funds Held at End of Month Account 1 Account 2 Account 3 Account 4 Bank Wells Fargo Account Type Checking Account No. 100-9350453 Account Purpose Operating Balance, End of Month $2,776 Total Funds on Hand for all Accounts $2,776 Attach copies of the month end bank statement(s), reconciliation(s), and the check register(s) to the Monthly Operating Report.
STATEMENT OF CASH RECEIPTS AND DISBURSEMENTS Increase/(Decrease) in Cash and Cash Equivalents For the Month Ended 07/31/03 Actual Cumulative Current Month (Case to Date) Cash Receipts 1 Rent/Leases Collected $0 $0 2 Cash Received from Sales - - 3 Interest Received - 6 4 Borrowings 38,422 364,986 5 Funds from Shareholders, Partners, or Other Insiders - - 6 Capital Contributions - - 7 Collection of accounts receivable - 2,100 8 - 9 - 10 - 11 - 12 Total Cash Receipts 38,422 367,092 Cash Disbursements 13 Payments for Inventory - 14 Selling 9,950 15 Administrative 4,941 45,801 16 Capital Expenditures - 17 Principal Payments on Debt - 18 Interest Paid - Rent/Lease: - 19 Personal Property 620 20 Real Property 9,154 Amount Paid to Owner(s)/Officer(s) - 21 Salaries - 22 Draws - 23 Commissions/Royalties - 24 Expense Reimbursements - 25 Other - 26 Salaries/Commissions (less employee withholding) 10,545 80,345 27 Management Fees - Taxes: - 28 Employee Withholding 4,089 29,850 29 Employer Payroll Taxes 1,796 11,307 30 Real Property Taxes - 31 Other Taxes 25 32 Other Cash Outflows: 33 Ordinary Course Professionals 8,607 24,026 34 Contract Labor 5,416 58,250 35 Product Development - 102,781 36 Patent License Fees 1,200 6,650 37 U.S. Trustee 750 2,000 38 Advance to Mid-Power Resources 5,520 39 Total Cash Disbursements: 37,344 386,279 40 Net Increase (Decrease) in Cash 1,078 (19,187) 41 Cash Balance, Beginning of Period 1,698 21,963 41 Cash Balance, End of Period $2,776 $2,776
EX-99.04 6 ex9904form8k082503.txt MPRC MONTHLY OPERATING REPORT FOR JULY 2003 Exhibit 99.04
UNITED STATES BANKRUPTCY COURT DISTRICT OF NEVADA In re: Mid-Power Resource Corporation Case No. BK-S 03-10877 CHAPTER 11 MONTHLY OPERATING REPORT (GENERAL BUSINESS CASE) SUMMARY OF FINANCIAL STATUS MONTH ENDED: Jul-03 PETITION DATE: 01/24/03 1. Debtor in possession (or trustee) hereby submits this Monthly Operating Report on the Accrual Basis of accounting (or if checked here the Office of the U.S. Trustee or the Court has approved the Cash Basis of Accounting for the Debtor). Dollars reported in $1 2. Asset and Liability Structure End of Current Month End of Prior Month As of Petition Filing a. Current Assets $19,972 $38,873 b. Total Assets * $32,326,679 $32,339,282 $46,108,938 c. Current Liabilities $17,365 $16,727 $16,088 d. Total Liabilities $1,756,032 $1,756,949 $4,073,070 3. Statement of Cash Receipts & Disbursements for Month Current Month Current Month Cumulative (Case to Date) a. Total Receipts $0 $238 $58,646 b. Total Disbursements $15,500 $9,726 $52,147 c. Excess (Deficiency) of Receipts Over Disbursements (a - b) ($15,500) ($9,488) $6,499 d. Cash Balance Beginning of Month $22,051 $35,198 $51 e. Cash Balance End of Month (c + d) $6,551 $25,710 $6,550 Current Month Current Month Cumulative (Case to Date) 4. Profit/(Loss) from the Statement of Operations ($17,678) ($9,792) ($11,465,499) 5. Account Receivables (Pre and Post Petition) $13,421 $13,163 6. Post-Petition Liabilities $17,365 $16,727 7. Past Due Post-Petition Account Payables (over 30 days) $0 $0 At the end of this reporting month: Yes No 8. Have any payments been made on pre-petition debt, other than payments in the normal X course to secured creditors or lessors? (if yes, attach listing including date of payment, amount of payment and name of payee) 9. Have any payments been made to professionals? (if yes, attach listing including date of X payment, amount of payment and name of payee) 10. If the answer is yes to 8 or 9, were all such payments approved by the court? 11. Have any payments been made to officers, insiders, shareholders, relatives? (if yes, X attach listing including date of payment, amount and reason for payment, and name of payee) 12. Is the estate insured for replacement cost of assets and for general liability? X 13. Are a plan and disclosure statement on file? X 14. Was there any post-petition borrowing during this reporting period? X 15. Check if paid: Post-petition taxes X; U.S. Trustee Quarterly Fees X; Check if filing is current for: Post-petition tax reporting and tax returns: X. (Attach explanation, if post-petition taxes or U.S. Trustee Quarterly Fees are not paid current or if post-petition tax reporting and tax return filings are not current.) I declare under penalty of perjury I have reviewed the above summary and attached financial statements, and after making reasonable inquiry believe these documents are correct. Date: 8/22/2003 /s/ Mark Davis --------------------- ------------------------------------------------------------------- Responsible Individual
STATEMENT OF OPERATIONS (General Business Case) For the Period January 24 (bankruptcy filing) - July 31, 2003 Current Month - ------------------------------------------------------------- Actual Forecast Variance Cumulative Next Month (Case to Date) Forecast Revenues: $134 85 $49 1 Gross Sales 25,882 85 - - - 2 less: Sales Returns & Allowances - - 134 85 49 3 Net Sales 25,882 85 - - 4 less: Cost of Goods Sold (Sched. 'B') - 134 85 49 5 Gross Profit 25,882 85 - - - 6 Interest 67,558 - - - - 7 Other Income: - - - - - 8 - - - - - 9 - - 134 85 49 10 Total Revenues 93,440 85 Expenses: - - - 11 Compensation to Owner(s)/Officer(s) - - - - - 0% 12 Salaries - - - - - 0% 13 Commissions - - - - - 0% 14 Contract Labor - - - - - 0% 15 Rent/Lease: - - Personal Property - - - 0% 16 Real Property - - 128 50 (78) -156% 17 Insurance 256 50 - - - 0% 18 Management Fees - - - - - 0% 19 Depreciation and Depletion 62,341 - - - - 0% 20 Taxes: - - Employer Payroll Taxes - - - 0% 21 Real Property Taxes - - - - - 22 Other Taxes - - - - - 0% 23 Other Selling - - 45 100 55 55% 24 Other Administrative 800 100 - 446 446 100% 25 Interest 1,986 436 - 0% 26 Other Expenses: 7,610 3,989 (3,621) -91% 27 Production Expenses 38,907 3,989 10,000 62,267 52,267 84% 28 Maintenance - Wells and Roads 10,898 115,667 - - 0% 29 Legal fees - Davis Lawsuit 2,320 0 - 4,000 4,000 100% 30 Ordinary Course Professionals 13,550 4,000 - - - 0% 31 Impairment Loss - Clear Creek 11,426,647 - - 0% 32 - 0% 33 - 0% 34 17,783 70,852 53,069 35 Total Expenses 11,557,705 124,242 (17,649) (70,767) 53,118 36 Subtotal (11,464,265) (124,157) - - 37 Reorganization Items: (172) Professional Fees - 38 Provisions for Rejected Executory Contracts - 39 Interest Earned on Accumulated Cash from Resulting Chp 11 Case - 40 Gain or (Loss) from Sale of Equipment - - - 41 U.S. Trustee Quarterly Fees (750) - (29) 29 42 Other (312) (29) - (29) 43 Total Reorganization Items (1,234) - (17,678) (70,767) 53,089 44 Net Profit (Loss) Before Federal & State Taxes (11,465,499) (124,157) - 45 Federal & State Income Taxes ($17,678) (70,767) $53,089 46 Net Profit (Loss) ($11,465,499) (124,157) Attach an Explanation of Variance to Statement of Operations (For variances greater than +/- 10% only):
MID-POWER RESOURCE CORPORATION BK-S-10877 For the Month Ended July 31, 2003 STATEMENT OF OPERATIONS - VARIANCE EXPLANATIONS Line 17 - Insurance This represents auto insurance. Higher costs than budgeted. Line 24 - Other Administrative Amounts fluctuate on a monthly basis. Line 27 - Production Expenses There was additional production expenses incurred that was not budgeted. Line 28 - Maintenance Expense Minimal maintenance was performed during period. Line 30 - Ordinary Course Professionals No consultants used on Clear Creek property than was budgeted.
BALANCE SHEET (General Business Case) For the Month Ended 07/31/03 Assets From Schedules Market Value Current Assets 1 Cash and cash equivalents - unrestricted 6,551 2 Cash and cash equivalents - restricted $0 3 Accounts receivable (net) A $13,421 4 Inventory B $0 5 Prepaid expenses $0 6 Professional retainers $0 7 Other: 8 9 Total Current Assets $19,972 Property and Equipment (Market Value) 10 Real property C $0 11 Machinery and equipment D $0 12 Furniture and fixtures D $0 13 Office equipment D $0 14 Leasehold improvements D $0 15 Vehicles D $57,320 16 Other: D 17 D 18 D 19 D 20 D 21 Total Property and Equipment $57,320 Other Assets 22 Loans to shareholders - 23 Loans to affiliates 24 Deposits with federal and state agencies $170,000 25 Investment in oil and gas partnerships and joint ventures 29,757,187 26 Investment in Sunray Petroleum at original cost Footnote 1 $632,638 27 Notes and interest receivable from Sunray Petroleum Footnote 1 1,689,562 28 Total Other Assets $32,249,387 29 Total Assets $32,326,679 NOTE: See footnotes following this balance sheet. Liabilities and Equity (General Business Case) Liabilities From Schedules Post-Petition Current Liabilities 30 Salaries and wages $0 31 Payroll taxes $0 32 Real and personal property taxes $0 33 Income taxes $0 34 Sales taxes $0 35 Notes payable (short term) $0 36 Accounts payable (trade) A $3,422 37 Real property lease arrearage $0 38 Personal property lease arrearage $0 39 Accrued professional fees 3,666 40 Current portion of long-term post-petition debt (due within 12 months) 4,223 41 Other: Note payable to Mid-Power Service Corp. 5,804 42 Accrued U.S. Trustee fees 250 43 44 Total Current Liabilities $17,365 45 Long-Term Post-Petition Debt, Net of Current Portion 46 Total Post-Petition Liabilities $17,365 Pre-Petition Liabilities (allowed amount) 47 Secured claims F $60,270 48 Priority unsecured claims F $0 49 General unsecured claims F $1,678,397 50 Total Pre-Petition Liabilities $1,738,667 51 Total Liabilities $1,756,032 Equity (Deficit) 52 Retained Earnings/(Deficit) at time of filing ($1,461,332) 53 Capital Stock issued and outstanding $1 54 Additional paid-in capital $43,497,198 55 Cumulative profit/(loss) since filing of case ($11,465,499) 56 Post-petition contributions/(distributions) or (draws) $0 57 58 Market value adjustment 279 59 Total Equity (Deficit) $30,570,647 60 Total Liabilities and Equity (Deficit) $32,326,679
Mid-Power Resource Corporation BK-S 03-10877 Footnotes to the Balance Sheet As Of July 31, 2003 Footnote 1 Management's belief is that the original investment in Sunray Petroleum, a wholly owned subsidiary, reflects the market value of this asset. In addition, it believes that the notes and interest receivable are fully recoverable. The application of generally accepted accounting procedures might provide different results.
SCHEDULES TO THE BALANCE SHEET (General Business Case) Schedule A Accounts Receivable and (Net) Payable Receivables and Payables Agings Accounts Receivable Accounts Payable Past Due [Pre and Post Petition] [Post Petition] Post Petition Debt 0 -30 Days $258 3,422 31-60 Days $0 61-90 Days $0 $0 91+ Days $13,163 Total accounts receivable/payable $13,421 $3,422 Allowance for doubtful accounts Accounts receivable (net) $13,421 Schedule B Inventory/Cost of Goods Sold Types and Amount of Inventory(ies) Cost of Goods Sold Inventory(ies) Inventory Beginning of Month $ - Balance at End of Month Add - Retail/Restaurants - Net purchase Product for resale Direct labor Manufacturing overhead Distribution - Freight in Products for resale Other: Manufacturer - Raw Materials Work-in-progress Less - Finished goods Inventory End of Month $0 Shrinkage Other - Explain $0 Personal Use Tubing Cost of Goods Sold $0 TOTAL $0 Method of Inventory Control Inventory Valuation Methods Do you have a functioning perpetual inventory system? Indicate by a checkmark method of inventory used Yes [ ] No [x] How often do you take a complete physical inventory? Valuation methods - FIFO cost x Weekly LIFO cost Monthly Lower of cost or market Quarterly Retail method Semi-annually Other Annually Explain Date of last physical inventory was ________________________________ Date of next physical inventory is _________________________________
Schedule C Real Property Description Cost Market Value Total $0 $0 Schedule D Other Depreciable Assets Description Cost Market Value Machinery & Equipment - $0 $0 Total $0 $0 Furniture & Fixtures - Total $0 $0 Office Equipment - Total $0 $0 Leasehold Improvements - Total $0 $0 Vehicles - 2001 GMC Sierra - 2, net of depreciation; market value = Kelley Blue Book $57,041 $57,320 Total $57,041 $57,320
Schedule E Aging of Post-Petition Taxes (As of End of the Current Reporting Period) Taxes Payable 0-30 Days 31-60 Days 61-90 Days 91+ Days Total Federal Income Tax Withholding $0 FICA - Employee $0 FICA - Employer $0 Unemployment (FUTA) $0 Income $0 Other (Attach List) $0 Total Federal Taxes $0 $0 $0 $0 $0 State and Local Income Tax Withholding $0 Unemployment (UT) $0 Disability Insurance (DI) $0 Empl. Training Tax (ETT) $0 Sales $0 Excise $0 Real property $0 Personal property $0 Income $0 Other (Attach List) $0 Total State & Local Taxes $0 $0 $0 $0 $0 Total Taxes $0 $0 $0 $0 $0 Schedule F Pre-Petition Liabilities List Total Claims For Each Classification - Claimed Allowed Amount Amount (b) Secured claims (a) 60,270 60,270 Priority claims other than taxes $0 $0 Priority tax claims General unsecured claims 1,678,397 $1,678,397 (a) List total amount of claims even it under secured. (b) Estimated amount of claim to be allowed after compromise or litigation. As an example, you are a defendant in a lawsuit alleging damage of $10,000,000 and a proof of claim is filed in that amount. You believe that you can settle the case for a claim of $3,000,000. For Schedule F reporting purposes you should list $10,000,000 as the Claimed Amount and $3,000,000 as the Allowed Amount. Schedule G Rental Income Information Not applicable to General Business Cases Schedule H Recapitulation of Funds Held at End of Month Account 1 Account 2 Account 3 Account 4 Bank Wells Fargo Account Type Checking Account No. 100-9350446 Account Purpose Checking Balance, End of Month 6,551 Total Funds on Hand for all Accounts $6,551 Attach copies of the month end bank statement(s), reconciliation(s), and the check register(s) to the Monthly Operating Report.
STATEMENT OF CASH RECEIPTS AND DISBURSEMENTS Increase/(Decrease) in Cash and Cash Equivalents For the Month Ended 07/31/03 Actual Cumulative Current Month (Case to Date) Cash Receipts 1 Rent/Leases Collected $0 - 2 Cash Received from Sales $0 48,620 3 Interest Received $0 - 4 Borrowings $0 4,223 5 Funds from Shareholders, Partners, or Other Insiders $0 5,804 6 Capital Contributions $0 - 7 $0 8 $0 9 $0 10 $0 11 $0 12 Total Cash Receipts $0 $58,646 Cash Disbursements 13 Payments for Inventory 0 0 14 Selling $0 - 15 Administrative $173 1,056 16 Capital Expenditures $0 - 17 Principal Payments on Debt $29 5,124 18 Interest Paid $0 1,902 Rent/Lease: 19 Personal Property $0 - 20 Real Property $0 - Amount Paid to Owner(s)/Officer(s) 0 21 Salaries $0 - 22 Draws $0 - 23 Commissions/Royalties $0 - 24 Expense Reimbursements $0 - 25 Other $0 - 26 Salaries/Commissions (less employee withholding) $0 - 27 Management Fees $0 $0 Taxes: 28 Employee Withholding $0 $0 29 Employer Payroll Taxes $0 $0 30 Real Property Taxes $0 - 31 Other Taxes $0 - 32 Other Cash Outflows: 33 Production Expenses $5,048 32,998 34 Maintenance Expenses $10,000 10,284 35 $0 36 U.S. Trustee $250 500 37 Other Reorganization Expenses $0 283 38 Total Cash Disbursements: $15,500 $52,147 39 Net Increase (Decrease) in Cash ($15,500) $6,499 40 Cash Balance, Beginning of Period $22,051 $52 41 Cash Balance, End of Period $6,551 $6,551
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