-----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, S1Wb/cChnoID66rakAFIPJSIdJzmDtuvRphMvMAlcjcHd6ZcVT/cuHEZ970nBhcW hzwFg2lvKiE9AjYLSIV+9A== 0000795182-98-000031.txt : 19981019 0000795182-98-000031.hdr.sgml : 19981019 ACCESSION NUMBER: 0000795182-98-000031 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19980930 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19981016 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: BONNEVILLE PACIFIC CORP CENTRAL INDEX KEY: 0000795182 STANDARD INDUSTRIAL CLASSIFICATION: COGENERATION SERVICES & SMALL POWER PRODUCERS [4991] IRS NUMBER: 870363215 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-14846 FILM NUMBER: 98727109 BUSINESS ADDRESS: STREET 1: 50 W 300 SOUTH STREET 2: SUITE 300 CITY: SALT LAKE CITY STATE: UT ZIP: 84101 BUSINESS PHONE: 8013632520 MAIL ADDRESS: STREET 1: 330 EAST MAIN ST STREET 2: SUITE 201 CITY: BARRINGTON STATE: IL ZIP: 60010 8-K 1 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 Report (Date of earliest event reported) October 15, 1998 BONNEVILLE PACIFIC CORPORATION ------------------------------ (Exact name of registrant as specified in charter) Delaware 0-14846 87-0363215 ------------------------------------------------------------------- (State or other (Commission (IRA Employer jurisdiction of File Number) Identification No.) incorporation) 50 West 300 South, Suite 300, Salt Lake City, Utah 84101 - ----------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number including area code (801) 363-2520 -------------- (Former name or former address, if changed since last report) Not applicable -------------- Item 3. Bankruptcy or Receivership. On December 5, 1991, the Registrant filed a petition in the United States Bankruptcy Court for the District of Utah, Central Division, Case No. 91A-27701, seeking protection to reorganize under Chapter 11 of the Federal Bankruptcy Code. Subsequent to the filing, the Registrant has applied to the Securities and Exchange Commission (the "Commission") to modify its reporting obligations under the Securities Exchange Act of 1934, as amended (the "Exchange Act"). On April 9, 1992, the Commission indicated that it would raise no objection if the Registrant modified its reporting obligations under the Exchange Act. A copy of the Monthly Financial Report for the period September 1, 1998 to September 30, 1998, as filed with the bankruptcy court is included as an exhibit hereto. On June 12, 1992, Roger G. Segal was appointed as the Chapter 11 Bankruptcy Trustee for the Company. Item 5. Other Events. For information on litigation and matters previously reported, refer to the narrative on pages Form 2-G of the accompanying bankruptcy report. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused its report to be signed on its behalf by the undersigned thereunto duly authorized. BONNEVILLE PACIFIC CORPORATION By: Roger G. Segal, Chapter 11 Trustee DATED October 15, 1998 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused its report to be signed on its behalf by the undersigned thereunto duly authorized. BONNEVILLE PACIFIC CORPORATION By: R. Stephen Blackham, Assistant Controller DATED October 15, 1998 INDEX TO EXHIBITS Exhibit Page No. 28.1 Monthly Financial Report - Chapter 11, or the period September 1, 1998 to September 30, 1998, of the Registrant, dated October 15, 1998 as filed by the Registrant with the United States Bankruptcy Court for the District of Utah, Central Division on October 15, 1998 . . . . . . . . . . . . . . . . . .5 MONTHLY FINANCIAL REPORT CHAPTER 11 DEBTOR: BONNEVILLE PACIFIC CORPORATION ------------------------------ CASE NO. 91A-27701 For Period September 1 to September 30, 1998 --------- --------------------------------- Accounting Method Used: [X] Accrual Basis [ ] Cash Basis COVER SHEET - ----------------------------------------------------------------------------- THIS REPORT IS DUE 15 DAYS AFTER THE END OF THE Mark One Box MONTH. The debtor must attach each of the following For Each Required reports/documents unless the U.S. Trustee has waived Report/Document the requirement in writing. File original with Clerk of Court. File duplicate with U.S. Trustee. - ----------------------------------------------------------------------------- Report/ Document Previously Attached Waived REQUIRED REPORTS/DOCUMENTS - ----------------------------------------------------------------------------- [X] [ ] Cash Receipts & Disbursements Statement (Form 2-B) [X] [ ] Balance Sheet (Form 2-C) [X] [ ] Profit and Loss Statement (Form 2-D) [X] [ ] Supporting Schedules (Form 2-E) [X] [ ] Quarterly Fee Summary (Form 2-F) [X] [ ] Narrative (Form 2-G) [X] [ ] Bank Statement(s) for Debtor in Possession Account(s) - ----------------------------------------------------------------------------- I declare under penalty of perjury that the following Monthly Financial Report and any attachments thereto, is true and correct to the best of my knowledge and belief. Executed on: October 15, 1998 ---------------- Debtor(s): BONNEVILLE PACIFIC CORPORATION By: R. Stephen Blackham Position: Assistant Controller Statement of Chapter 11 Trustee Roger G. Segal, Chapter 11 Trustee of the bankruptcy case of Bonneville Pacific Corporation, having been so appointed on June 12, 1992, hereby states that he has reviewed the following Monthly Financial Report and any attachments thereto and that, based on his review and the representations of officers and employees of the debtor, Bonneville Pacific Corporation, he believes that the information contained in the Monthly Financial Report and attachments is true and correct. However, neither Roger G. Segal, Chapter 11 Trustee, nor Neilson, Elggren, Durkin & Company, as accountants for Roger G. Segal, Chapter 11 Trustee, has had an opportunity to independently verify that the information contained in the following Monthly Financial Report and the attachments thereto is true and correct. DATED this 15th day of October 1998. By: Roger G. Segal, Chapter 11 Trustee DEBTOR: BONNEVILLE PACIFIC CORPORATION Bankruptcy No. 91A-27701 Narrative For the Month Ended September 30, 1998 Form 2-G - ----------------------------------------------------------------------------- Bonneville Pacific Corporation (the "Company" or "Bonneville") has continued to conduct its normal business activities during the month of September 1998 (the reporting period). These activities have included responding to the Operating Guidelines and Reporting Requirements for Chapter 11 debtors. Significant actions related to the Company during the month of September and the first part of October 1998(1) (other than administrative matters, including professional fee applications) in accordance with various provisions of the Bankruptcy Code are as follows: The Trustee's Amended Chapter 11 Plan for the Estate of Bonneville Pacific Corporation dated April 22, 1998 (the "Trustee's Amended Plan") details the treatment of all the Company's creditors and equity interest holders. The Trustee's Amended Plan, if it becomes effective, would resolve most of the legal and factual disputes which currently affect the Company. The hearing on confirmation of the Trustee's Amended Plan was held as scheduled on August 26, 1998 at which hearing the Bankruptcy Court established the estimated value of the common stock to be issued pursuant to the Trustee's Amended Plan at $2.36 per share and confirmed the Trustee's Amended Plan. The order confirming the Trustee's Amended Plan was entered on August 27, 1998. Notice of the confirmation of the Trustee's Amended Plan was mailed to all parties in interest on or about September 16, 1998. - --------------- (1) This narrative attempts to summarize significant events affecting the Company through approximately October 13, 1998. The Trustee currently anticipates that the effective date of the Trustee's Amended Plan will be November 2, 1998. Accordingly, the Trustee currently anticipates that the distributions of cash and stock as set forth in the Trustee's Amended Plan will occur sometime during the first part of November, 1998. The Reverse Stock Split (the one-for-four reverse stock split set forth in the Trustee's Amended Plan) is also currently anticipated to occur on November 2, 1998.(2) The board of directors for the Reorganized Debtor on the effective date will be James Bernard, Ralph Cox, Hal Dittmer, Michael Devitt, Michael Fowler, Harold Robinson III and Steve Stepanek. Preparation of the 1997 U.S. Corporate Income Tax Return has been completed and the tax return was filed in late July, 1998, along with a request pursuant to 11 U.S.C. Section 505 (b) for a prompt tax determination. The return reflects no tax due and owing. The Internal Revenue Service, by letter dated August 28, 1998, notified the Trustee that the 1997 U.S. Corporate Income Tax Return was accepted as filed. The Company's net operating loss carry forward for federal corporate income tax purposes as set forth in the Company's U.S. Corporate Income Tax Return for the period ending December 31, 1997 is approximately $23,700,000.00 and approximately $26,700,000.00 in Alternative Minimum Tax Loss carry-forwards. Tax loss carry-forwards are subject to future review or determination by the Internal Revenue Service. The Trustee and his tax professionals have preliminarily concluded that such net operating loss carry forwards may be substantially restricted by virtue of the provisions of Section382 of the Internal Revenue Code. Preparation of all 1997 State Corporate Income Tax Returns for the Company has been completed and such tax returns have all now been filed. To the best of the Trustee's knowledge the Company is now current in its filing of all required Corporate Income Tax Returns. In preparation for the reorganization of the Company, the Trustee on behalf of the Company made a decision to employ Hein + Associates, a national accounting firm, to prepare audited financial statements for Bonneville Pacific Corporation. An application seeking approval of the employment was filed and a hearing on the application was held as scheduled on December 20, 1996. At the hearing the Court approved the application. Hein + Associates has been employed and has completed most of the work required for the audits for years 1994, 1995, 1996 and 1997. Now that the Trustee's Amended Plan has been confirmed and the Internal Revenue Service has accepted as filed the Company's 1997 U.S. Corporate Income Tax Return, Hein + Associates has been instructed to complete all outstanding audit work so that the Company can emerge from Chapter 11 and be in compliance with the reporting requirements of the U.S. Securities and Exchange Commission. Hein + Associates is currently engaged in performing all of the work to complete the audited financial statements. Bear, Stearns & Company (the Trustee's financial advisor/investment banker) completed its work in estimating the value of the Company's (and its affiliates') business assets. The Trustee has made public - --------------- (2) The Company's common stock is currently traded on a limited basis in the over-the-counter market. It is anticipated that for market trading purposes, the Reverse Stock Split will be effective at the commencement of business on November 3, 1998. the summary of such work performed by Bear, Stearns & Company as Exhibit "2" to the Disclosure Statement (Amended) for the Trustee's Amended Chapter 11 Plan for the Estate of Bonneville Pacific Corporation Dated April 22, 1998 (the "Trustee's Amended Disclosure Statement"). Based in part upon the work of Bear, Stearns & Company, the Trustee is of the opinion that the book value of the Company's business assets, which is the value used on the Company's balance sheet which is included in these Monthly Financial Statements filed with the Bankruptcy Court (under the category "Other Assets: Investment in and advances to subsidiaries and partnership") is materially less than the fair market value of such business assets. For purposes of the Trustee's Amended Plan, the estimated value of the Company's business assets as of December 31, 1997 was (including cash held by the Company's subsidiaries) approximately sixty-three million dollars ($63,000,000.00) The Trustee, on September 28, 1998, received another written expression of interest from a large corporation in the power generation business concerning the possible acquisition, for cash, of the non oil and gas assets of the Company or, in the alternative, the purchase of the outstanding shares of the Company's common stock. The possible purchase price for such non oil and gas assets is generally consistent with the range of values generally discussed in the Trustee's Amended Disclosure Statement. The party making such expression of interest indicated that (a) it had made certain fundamental assumptions in developing its proposal; (b) such assumptions would need to be confirmed through additional due diligence; (c) the possible purchase price would be subject to adjustment based upon the results of such due diligence and other factors; (d) the proposal was subject to various federal and state governmental approvals; (e) the proposal was subject to the consents of lenders and various parties who had contracts with the Company or its subsidiaries; and (f) the proposal was subject to a definitive agreement. For several reasons, not the least of which are (a) the uncertain and contingent nature of the expression of interest and (b) the possibility that if the Trustee were to now postpone the effective date of the confirmed Trustee's Amended Plan for what would likely be at least several months then the Trustee's Amended Plan might never become effective, the Trustee has decided not to pursue the expression of interest because the Trustee believes it is in the best interest of the Company, its creditors and shareholders to have the confirmed Trustee's Amended Plan become effective. However, the Trustee has notified the Company's management and the future members of the Company's new board of directors (which will be seated on the effective date of the Trustee's Amended Plan) of such expression of interest. For over a year, the Trustee (represented by Weil, Gotshal & Manges, L.L.P) has been attempting to resolve the unsecured claim filed by John D. Weesner (Proof of Claim number 3). Weesner's claim arises from Bonneville Pacific Corporation's efforts in the late 1980's to build and operate small, wood- fired electric power generation plants in Vermont. During that period, Bonneville Pacific Corporation entered into various agreements with Weesner, including (1) an agreement whereunder Bonneville Pacific Corporation is by virtue of a guarantee contingently liable for certain royalty payments that Weesner currently receives from the operation of one plant (the "Ryegate Project"), and (2) an agreement to make certain payments to Weesner in the event that Bonneville Pacific Corporation developed another, similar plant (the "Springfield Project"). Subsequent to entering into the agreements with Weesner, Bonneville Pacific Corporation sold its interest in the Ryegate Project and determined that development of the Springfield Project was commercially impossible. Weesner in his filed proof of claim asserts that he is owed an undetermined amount of money (which he estimates could be many millions of dollars) in respect of Bonneville Pacific Corporation's contingent liability of the Ryegate Project royalties, to compensate him in the event that such payments are not made by the current owners of the plant. In the opinion of the Trustee, Weesner has been unwilling until recently to settle his proof of claim in a manner that reflected a realistic assessment of its true value. As a consequence the Trustee filed a formal objection to such claim and was proceeding with discovery but a hearing on the objection had not yet been scheduled. In early September Weesner agreed to accept a $100,000.00 payment in settlement of his claim. The settlement has been reduced to formal agreement and is conditioned upon Bankruptcy Court approval. The Trustee has filed a Motion for Approval of the Settlement Agreement and a hearing on the Motion is now scheduled before the Bankruptcy Court on October 28, 1998. The only other unresolved Proof of Claim of significance is the claim of First American Bank (Claim No. 3345) filed as a Section 510 (b) Securities Claim (Class 9 under the Trustee's Amended Plan) in an undetermined amount but which, according to the claimant, could be as much as approximately $580,000.00. The Trustee disputes the claim and on September 27, 1998 the Trustee filed a formal objection to the claim. A hearing on the claim objection is now scheduled for October 26, 1998. DEBTOR: BONNEVILLE PACIFIC CORPORATION Case No. 91A-27701 Cash Receipts and Disbursements Statement For Period September 1 - September 30, 1998 CASH RECONCILIATION 1. Beginning Cash Balance: $156,814,544.09 2. Cash Receipts: (See Page 2 of 2) 4,378,368.24 3. Cash Disbursements: (See Page 2 of 2) (707,026.92) ---------- 4. Net Cash Flow: 3,671,341.32 ------------ 5. Ending Cash Balance: $160,485,885.41 =============== CASH ACCOUNT SUMMARY - ENDING BALANCES
ACCOUNT AMOUNT FINANCIAL INSTITUTION PAYROLL ACCOUNT $922.16 FIRST SECURITY BANK OF UTAH PAYROLL TAX ACCOUNT 512.29 KEY BANK OF UTAH GENERAL CORP CASH 1,109,396.17 KEY BANK OF UTAH CHPTR 11 TRUSTEE JOINT ACCT 1,887,426.07 (A) KEY BANK OF UTAH CHPTR 11 TRUSTEE - CD ACCT 11,468,214.75 (A) US BANK CHPTR 11 TRUSTEE - JT CD 20,535,635.94 (A) KEY BANK OF UTAH CHPTR 11 TRUSTEE - JT CD 27,700,110.93 (A) BANK ONE CHPTR 11 TRUSTEE JT SAVINGS 32,276.22 (A) BANK ONE CHPTR 11 TRUSTEE JOINT MMA ACCT 97,704,964.37 (A) NATIONS BANK PROCEEDS FROM ASSET SALES 4,199.76 (A) KEY BANK OF UTAH KYOCERA MAINTENANCE RESERVE 42,226.75 KEY BANK OF UTAH --------- $160,485,885.41 ===============
(A) Accounts requiring signatures of both the US Trustee and Chapter 11 Trustee for disbursements. Form 2-B Page 1 of 2 DEBTOR: BONNEVILLE PACIFIC CORPORATION Case No. 91A-27701 Cash Receipts and Disbursements Statement For Period September 1 - September 30, 1998 CASH RECEIPTS JOURNALS
BANK ACCOUNT TOTAL PAGE REF PAYROLL ACCOUNT $19,974.70 A PAYROLL TAX ACCOUNT 8,666.64 B GENERAL CORP CASH 1,628,750.65 C CHPTR 11 TRUSTEE JOINT ACCT 1,853,129.13 E CHPTR 11 TRUSTEE - CD ACCT 0.00 N/A CHPTR 11 TRUSTEE - JT CD 253,598.90 F CHPTR 11 TRUSTEE - JT CD 241,217.04 G CHPTR 11 TRUSTEE JT SAVINGS 115.25 H CHPTR 11 TRUSTEE JOINT MMA ACCT 401,475.57 I PROCEEDS FROM ASSET SALES 8.60 J KYOCERA MAINTENANCE RESERVE 10,073.10 K --------- 4,417,009.58 LESS: ACCOUNT TRANSFERS (38,641.34) --------- TOTAL CASH RECEIPTS $4,378,368.24 =============
CASH DISBURSEMENTS JOURNALS
BANK ACCOUNT TOTAL PAGE REF PAYROLL ACCOUNT $20,016.31 A PAYROLL TAX ACCOUNT 8,666.64 B GENERAL CORP CASH 716,942.19 D CHPTR 11 TRUSTEE JOINT ACCT 43.12 E CHPTR 11 TRUSTEE - CD ACCT 0.00 N/A CHPTR 11 TRUSTEE - JT CD 0.00 F CHPTR 11 TRUSTEE - JT CD 0.00 G CHPTR 11 TRUSTEE JT SAVINGS 0.00 H CHPTR 11 TRUSTEE JOINT MMA ACCT 0.00 I PROCEEDS FROM ASSET SALES 0.00 J KYOCERA MAINTENANCE RESERVE 0.00 K ---- 745,668.26 LESS: ACCOUNT TRANSFERS (38,641.34) --------- TOTAL CASH DISBURSEMENTS $707,026.92 ===========
Form 2-B Page 2 of 2 DEBTOR: BONNEVILLE PACIFIC CORPORATION Case No. 91A-27701 Payroll Account For Period September 1 - September 30, 1998 CASH RECEIPTS JOURNAL
DATE DOC # PAYOR AMOUNT DESCRIPTION 09/11/98 CK# 7218 BPC - GENERAL $9,977.44 PAYROLL TRANSFER 09/28/98 CK# 7238 BPC - GENERAL 9,997.26 PAYROLL TRANSFER -------- TOTAL CASH RECEIPTS $19,974.70 ==========
CASH DISBURSEMENTS JOURNAL
DATE DOC # PAYEE AMOUNT DESCRIPTION 09/15/98 PAYROLL SUMMARY $9,977.44 09/30/98 PAYROLL SUMMARY 9,997.26 09/30/98 BANK STMT FIRST SECURITY BANK 41.61 SERVICE CHARGE ----- TOTAL CASH DISBURSEMENTS $20,016.31 ==========
A DEBTOR: BONNEVILLE PACIFIC CORPORATION Case No. 91A-27701 Payroll Tax Account For Period September 1 - September 30, 1998 CASH RECEIPTS JOURNAL
DATE DOC # PAYOR AMOUNT DESCRIPTION 09/11/98 CK# 7217 BPC - GENERAL $4,328.15 PR TAX TRANSFER 09/28/98 CK# 7237 BPC - GENERAL 4,338.49 PR TAX TRANSFER -------- TOTAL CASH RECEIPTS $8,666.64 =========
CASH DISBURSEMENTS JOURNAL
DATE DOC # PAYEE AMOUNT DESCRIPTION 09/11/98 KEY TAX KEY BANK OF UTAH $3,600.89 FEDERAL TAX DEPOSIT 09/28/98 KEY TAX KEY BANK OF UTAH 3,609.41 FEDERAL TAX DEPOSIT 09/28/98 CK# 1264 UTAH ST TAX COMMISSION 1,456.34 STATE TAX DEPOSIT -------- TOTAL CASH DISBURSEMENTS $8,666.64 =========
B DEBTOR: BONNEVILLE PACIFIC CORPORATION Case No. 91A-27701 General Corp Cash For Period September 1 - September 30, 1998 CASH RECEIPTS JOURNAL
DATE DOC # PAYOR AMOUNT DESCRIPTION 09/09/98 PIPER JAFFERY $1,500,000.00 SETTLEMENT PAYMENT 09/16/98 DS091698 BONNEVILLE NEVADA CORP 1,522.24 EXPENSE REIMBURSEMENT 09/16/98 DS091698 BONNEVILLE PACIFIC SERVICES 1,442.89 EXPENSE REIMBURSEMENT 09/29/98 DS092998 PITNEY BOWES 403.53 EXPENSE REIMBURSEMENT 09/29/98 DS092998 BSA ADVERTISING 4,273.40 EXPENSE REIMBURSEMENT 09/29/98 DS092998 EDWARDS SOOY & BYRON 34.71 EXPENSE REIMBURSEMENT 09/29/98 DS092998 SAN DIEGO GAS & ELECTRIC 1,244.70 ENERGY REVENUE-KYOCERA 09/29/98 DS092998 KYOCERA AMERICA 114,176.40 ENERGY REVENUE-KYOCERA 09/29/98 DS092999 BONNEVILLE FUELS 1,815.66 EXPENSE REIMBURSEMENT 09/30/98 BANK STMT KEY BANK OF UTAH 3,837.12 INTEREST INCOME -------- TOTAL CASH RECEIPTS $1,628,750.65 =============
C DEBTOR: BONNEVILLE PACIFIC CORPORATION Case No. 91A-27701 General Corp Cash For Period September 1 - September 30, 1998 CASH DISBURSEMENTS JOURNAL
DATE DOC # PAYEE AMOUNT DESCRIPTION 1007193 VOID $0.00 09/01/98 1007194 BSA ADVERTISING 16,000.00 OFFICE SUPPLIES & EXPENSE 09/03/98 1007195 ADAPTEC INC 10.58 KYOCERA-O&M EXPENSE 09/03/98 1007196 AUTOMATED OFFICE SYSTEMS 59.82 OFFICE SUPPLIES & EXPENSE 09/03/98 1007197 BENEFICIAL LIFE INSURANCE 910.69 INSURANCE-LIFE 09/03/98 1007198 BONNEVILLE PACIFIC SERVICES 806.40 OFFICE SUPPLIES & EXPENSE 09/03/98 1007199 BPC-KYOCERA MAINT RESERVE 10,000.00 TRANSFER-KYOCERA MAINT 09/03/98 1007200 DORN ASSOCIATES LTD 10,906.00 RENT-OFFICE SPACE & PARKING 09/03/98 1007201 FIRST CONTINENTAL LIFE & ACCIDENT 3,579.28 INSURANCE-DENTAL 09/03/98 1007202 FRONTIER COMMUNICATIONS 601.57 TELEPHONE EXPENSE 09/03/98 1007203 KWIK COPY 50.14 OFFICE SUPPLIES & EXPENSE 09/03/98 1007204 MOUNT OLYMPUS WATER 18.03 OFFICE SUPPLIES & EXPENSE 09/03/98 1007205 REDMAN VAN & STORAGE CO 159.87 RENT-STORAGE 09/03/98 1007206 TOWN OF SHELDON TOWN TREASURER 2,421.76 PROPERTY TAXES 09/03/98 1007207 TRAVEL ZONE CRUISE ZONE 2,851.30 TRAVEL EXPENSE 09/03/98 1007208 UNITED HEALTH CARE 23,963.26 INSURANCE-HEALTH 09/03/98 1007209 MARCIA CUSTER 1,116.65 OFFICE EQUIPMENT 09/09/98 1007210 PROTEL 74.45 OFFICE SUPPLIES & EXPENSE 09/09/98 1007211 REDMAN VAN & STORAGE CO 75.00 RENT-STORAGE 09/09/98 1007212 SAN DIEGO GAS & ELECTRIC 101.26 KYOCERA-O&M EXPENSE 09/09/98 1007213 SEDGWICK OF TENNESSEE INC 89,716.00 INSURANCE-PROP & GEN LIAB 09/09/98 1007214 SWIRE COCA-COLA USA 119.91 OFFICE SUPPLIES & EXPENSE 09/09/98 1007215 UNUM LIFE INSURANCE CO 3,793.31 INSURANCE-DISABILITY 09/09/98 1007216 CLARK MOWER 374.64 TRAVEL REIMBURSEMENT 09/11/98 1007217 BPC-PAYROLL TAX ACCOUNT 4,328.15 TRANSFER-PAYROLL TAX ACCT 09/11/98 1007218 BPC-PAYROLL ACCOUNT 9,977.44 TRANSFER-PAYROLL ACCOUNT 09/11/98 1007219 MARCIA CUSTER 167.94 OFFICE SUPPLIES & EXPENSE 09/11/98 1007220 MOUNT OLYMPUS WATER 28.67 OFFICE SUPPLIES & EXPENSE 09/11/98 1007221 WELLS FARGO BANK 846.02 401K CONTRIBS & LOAN PMTS 09/11/98 1007222 XEROX CORP 449.24 OFFICE SUPPLIES & EXPENSE 09/14/98 1007223 BEUS GILBERT & MORRILL 495,000.00 PROFESSIONAL FEES 09/28/98 1007224 AIRBORNE EXPRESS 55.93 EXPRESS MAIL 09/28/98 1007225 COMPUSERVE 9.95 OFFICE SUPPLIES & EXPENSE 09/28/98 1007226 FEDERAL EXPRESS 129.00 EXPRESS MAIL 09/28/98 1007227 GENERATOR POWER SYSTEMS 15,508.22 KYOCERA-O&M EXPENSE 09/28/98 1007228 MOUNT OLYMPUS WATER 12.02 OFFICE SUPPLIES & EXPENSE 09/28/98 1007229 MOUNTAIN STATES OFFICE PRODUCTS 98.69 OFFICE SUPPLIES & EXPENSE 09/28/98 1007230 THE PLANT GALLERY 270.00 OFFICE SUPPLIES & EXPENSE 09/28/98 1007231 PROTEL 37.22 OFFICE SUPPLIES & EXPENSE 09/28/98 1007232 REDMAN VAN & STORAGE CO 874.74 RENT-STORAGE 09/28/98 1007233 TRAVEL ZONE CRUISE ZONE 1,146.21 TRAVEL EXPENSE 09/28/98 1007234 UNUM LIFE INSURANCE CO 2,975.11 INSURANCE-DISABILITY 09/28/98 1007235 US WEST COMMUNICATIONS 786.08 TELEPHONE EXPENSE 09/28/98 1007236 THE WALL STREET JOURNAL 299.00 DUES & SUBSCRIPTIONS
D-1 DEBTOR: BONNEVILLE PACIFIC CORPORATION Case No. 91A-27701 General Corp Cash For Period September 1 - September 30, 1998 CASH DISBURSEMENTS JOURNAL (CONTINUED)
DATE DOC # PAYEE AMOUNT DESCRIPTION 09/28/98 1007237 BPC-PAYROLL TAX ACCT 4,338.49 TRANSFER-PAYROLL TAX ACCT 09/28/98 1007238 BPC-PAYROLL ACCOUNT 9,997.26 TRANSFER-PAYROLL ACCT 09/28/98 1007239 WELLS FARGO BANK 846.02 401K CONTRIBS & LOAN PMTS 09/29/98 1007240 UNITED STATES POSTMASTER 1,000.00 OFFICE SUPPLIES & EXPENSE 09/30/98 BANK STMT KEY BANK OF UTAH 50.87 BANK SERVICE CHARGE ----- TOTAL CASH DISBURSEMENTS $716,942.19 ===========
D-2 DEBTOR: BONNEVILLE PACIFIC CORPORATION Case No. 91A-27701 Chapter 11 Trustee Joint Account For Period September 1 - September 30, 1998 CASH RECEIPTS JOURNAL
DATE DOC # PAYOR AMOUNT DESCRIPTION 09/17/98 BONNEVILLE NEVADA CORP $1,850,000.00 DIVIDEND 09/30/98 BANK STMT KEY BANK 3,129.13 INTEREST INCOME -------- $1,853,129.13 =============
CASH DISBURSEMENTS JOURNAL
DATE DOC # PAYEE AMOUNT DESCRIPTION 09/30/98 BANK STMT KEY BANK 43.12 BANK SERVICE CHARGE
E DEBTOR: BONNEVILLE PACIFIC CORPORATION Case No. 91A-27701 Chapter 11 Trustee JT - CD Account For Period September 1 - September 30, 1998 CASH RECEIPTS JOURNAL
DATE DOC # PAYOR AMOUNT DESCRIPTION 09/18/98 BANK STMT KEY BANK OF UTAH $68,392.09 INTEREST INCOME 09/30/98 BANK STMT KEY BANK OF UTAH 73,452.83 INTEREST INCOME 09/30/98 BANK STMT KEY BANK OF UTAH 54,265.81 INTEREST INCOME 09/30/98 BANK STMT KEY BANK OF UTAH 57,488.17 INTEREST INCOME --------- $253,598.90 ===========
CASH DISBURSEMENTS JOURNAL
DATE DOC # PAYEE AMOUNT DESCRIPTION NONE
F DEBTOR: BONNEVILLE PACIFIC CORPORATION Case No. 91A-27701 Chapter 11 Trustee JT - CD Account For Period September 1 - September 30, 1998 CASH RECEIPTS JOURNAL
DATE DOC # PAYOR AMOUNT DESCRIPTION 09/04/98 BANK STMT BANK ONE $60,495.80 INTEREST INCOME 09/04/98 BANK STMT BANK ONE 68,760.64 INTEREST INCOME 09/04/98 BANK STMT BANK ONE 60,456.93 INTEREST INCOME 09/30/98 BANK STMT BANK ONE 51,503.67 INTEREST INCOME --------- $241,217.04 ===========
CASH DISBURSEMENTS JOURNAL
DATE DOC # PAYEE AMOUNT DESCRIPTION NONE
G DEBTOR: BONNEVILLE PACIFIC CORPORATION Case No. 91A-27701 Chapter 11 Trustee JT Savings For Period September 1 - September 30, 1998 CASH RECEIPTS JOURNAL
DATE DOC # PAYOR AMOUNT DESCRIPTION 09/30/98 BANK STMT BANK ONE $115.25 INTEREST INCOME
CASH DISBURSEMENTS JOURNAL
DATE DOC # PAYEE AMOUNT DESCRIPTION NONE
H DEBTOR: BONNEVILLE PACIFIC CORPORATION Case No. 91A-27701 Chapter 11 Trustee JT - MMA Account For Period September 1 - September 30, 1998 CASH RECEIPTS JOURNAL
DATE DOC # PAYOR AMOUNT DESCRIPTION 09/30/98 BANK STMT NATIONS BANK $401,475.57 INTEREST INCOME
CASH DISBURSEMENTS JOURNAL
DATE DOC # PAYOR AMOUNT DESCRIPTION NONE
I DEBTOR: BONNEVILLE PACIFIC CORPORATION Case No. 91A-27701 Proceeds From Asset Sales For Period September 1 - September 30, 1998 CASH RECEIPTS JOURNAL
DATE DOC # PAYOR AMOUNT DESCRIPTION 09/30/98 BANK STMT KEY BANK OF UTAH $8.60 INTEREST INCOME
CASH DISBURSEMENTS JOURNAL
DATE DOC # PAYEE AMOUNT DESCRIPTION NONE
J DEBTOR: BONNEVILLE PACIFIC CORPORATION Case No. 91A-27701 Kyocera Maintenance Reserve For Period September 1 - September 30, 1998 CASH RECEIPTS JOURNAL
DATE DOC # PAYOR AMOUNT DESCRIPTION 09/01/98 CK# 7199 BONNEVILLE PACIFIC CORP $10,000.00 TRANSFER 09/30/98 BANK STMT KEY BANK OF UTAH 73.10 INTEREST INCOME ----- TOTAL CASH RECEIPTS $10,073.10 ==========
CASH DISBURSEMENTS JOURNAL
DATE DOC # PAYEE AMOUNT DESCRIPTION NONE
K DEBTOR: BONNEVILLE PACIFIC CORPORATION Case No. 91A-27701 Balance Sheet As of September 30, 1998 ASSETS Current Assets: Cash $160,485,885 Accounts receivable - trade 97,742 Accounts receivable - settlements (Note 4) 0 Accounts receivable - affiliates 90,540 Prepaid insurance 51,284 Accrued interest receivable 226,522 ------- Total current assets $160,951,973 Fixes Assets: Land 198,424 Equipment, furniture and fixtures 3,823,480 --------- Total fixed assets 4,021,905 Less: Accumulated depreciation (3,275,959) --------- Net fixed assets 745,945 Other Assets: Investment in and advances to subsidiaries and partnership (Note 6) 28,410,182 Other assets 14,779 ------ Total other assets 28,424,961 ---------- TOTAL ASSETS $190,122,879 ============ LIABILITIES Post-Petition Liabilities: Accounts payable - trade $123,482 Accounts payable - professional fees and costs 476,749 Accounts payable - other (Note 7) 550,000 Accrued income taxes payable (Note 4) 0 Taxes payable 0 Accrued interest 50,984,126 ---------- Total post-petition liabilities $52,134,357 Pre-Petition Liabilities: Priority claims 5,180 Secured debt 0 Unsecured debt (Notes 1 and 3) 99,953,656 ---------- Total Pre-Petition Liabilities 99,958,836 ---------- TOTAL LIABILITIES 152,093,194 Commitments and Contingent Liabilities (Note 3) OWNER'S EQUITY Capital Stock or Owner's Investment 213,752 Paid-In-Capital 121,590,029 Treasury Stock (2,308,255) Retained Earnings: Pre-Petition (56,551,908) Post-Petition (Note 5) (24,913,933) ---------- TOTAL OWNER'S EQUITY (Notes 1 and 3) 38,029,685 ---------- TOTAL LIABILITIES AND OWNER'S EQUITY $190,122,878 ============ Form 2-C DEBTOR: BONNEVILLE PACIFIC CORPORATION Case No. 91A-27701 Profit and Loss Statement For Period September 1 to September 30, 1998 Gross operating revenue $176,916 Less discount, returns and allowances 0 - Net operating revenue $176,916 Cost of goods sold (110,271) ------- Gross profit 66,645 Operating expenses: Salaries and wages 29,602 Rent and leases 1,427 Payroll taxes 10,626 Insurance 4,249 Other taxes and licenses 52,422 Other 16,920 ------ Total operating expenses (115,246) ------- Operating income (loss) (48,601) Legal and professional fees and costs 105,021 Plan approved claimant fees (Note 7) 0 Depreciation, depletion and administration 3,617 Claims settlement expense Interest expense 616,111 ------- Total (724,749) ------- Net operating income (loss) (773,350) Non-operating income and (expenses): Interest income 672,637 Other income - settlements 0 Approved claims 0 Other income 0 Equity in earnings (losses) of subsidiaries And partnerships (Note 2) 539,488 ------- Net non-operating income or (expenses) 1,212,125 --------- Net income (loss) before income taxes 438,775 Provision for income taxes (benefit) (Note 5) 0 - NET INCOME (LOSS) $438,775 ======== Form 2-D Page 1 of 3 DEBTOR: BONNEVILLE PACIFIC CORPORATION Case No. 91A-27701 General Notes to Financial Statements For Period September 1 to September 30, 1998 1. The Balance Sheet and Income Statement of Bonneville Pacific Corporation, included in the Monthly Financial Report, are prepared on the accrual basis. As a result, revenues are generally recorded when earned rather than when received and expenses are generally recognized when the obligation is incurred rather than when the expenses are paid. During the bankruptcy, until the December 31, 1997 Financial Statements, accrued interest payable has been recorded only on post-petition debt, where such is contractually due. The Financial Statements included in Monthly Financial Reports for all reporting periods prior to December 1, 1997 have not included any accrual of interest on any pre- petition unsecured debt. However, in light of the "Trustee's Amended Chapter 11 Plan for the Estate of Bonneville Pacific Corporation Dated April 22, 1998" (the "Trustee's Amended Plan") which was confirmed by the Bankruptcy Court in an order entered on August 27, 1998, interest has been accrued on certain pre-petition unsecured debt consistent with the interest rates set forth in the Trustee's Amended Plan. For further information see the Trustee's Amended Plan and the Amended Disclosure Statement related thereto. 2. Equity in earnings of subsidiaries and partnerships represents an accrual of the Company's share of earnings or losses of its operating subsidiaries and partnerships. These earnings are affected by a number of factors including seasonality, operating costs and operating efficiency. The operating entities which comprise these earnings include Bonneville Pacific Services Company, Bonneville Fuels Corporation, and Bonneville Nevada Corporation through its investment in the NCA #1 Partnership. 3. Unrecorded Liabilities and Other Claims. Unrecorded liabilities and claims include pre-petition debenture sale claims in the approximate amount of $5,500,000.00, post-petition debenture sale claims in the approximate amount of $10,000,000.00, limited partner claims in the approximate amount of $2,900,000.00, Section 510(b) equity claims in the approximate amount of $44,000,000.00 (including the allowed compromised claim of CIGNA and the ESOP claim as allowed on January 12, 1998 in the amount of $984,245.37), $8,945,000.00 in deeply subordinated claims, potential administrative fees which may be allowed by the Bankruptcy Court and the contingent unsecured claim of John Weesner (proof of claim #3). Most of the unrecorded liabilities (except administration claims and the Weesner Claim) will be satisfied as set forth in the confirmed Trustee's Amended Plan by the issuance of approximately 17,666,723 shares of additional common stock in the Company. For further information, see the Trustee's Amended Plan and the Amended Disclosure Statement related thereto. Form 2-D Page 2 of 3 DEBTOR: BONNEVILLE PACIFIC CORPORATION Case No. 91A-27701 General Notes to Financial Statements (Continued) For Period September 1 to September 30, 1998 For further information concerning unrecorded liabilities and claims, see the Trustee's Amended Plan dated 4/22/98 and the Amended Disclosure Statement relating thereto. 4. As of December 31, 1997, Bonneville and Subsidiaries had approximately $23,750,000 in federal net operating loss carry-forwards for Federal Income Tax purposes and approximately $27,250,000 in Alternative Minimum Tax Loss carry-forwards. Pursuant to current tax law, only 90 percent of current Alternative Minimum Taxable Income can be offset by Alternative Minimum Tax Loss carry-forwards. Tax loss carry-forwards are subject to future review or determination by the Internal Revenue Service. The Trustee and his tax professionals have preliminarily concluded that such net operating loss carry forwards may be substantially restricted by virtue of the provisions of Section 382 of the Internal Revenue Code. 5. Retained earnings post-petition have been impacted by the accrual of post-petition interest on pre-petition unsecured debt at rates set forth in the Trustee's Amended Plan. 6. Investment in and advances to subsidiaries and partnerships is book value and is impacted by the dividends paid from the subsidiaries to the Company. The value stated is believed to be materially less than the current market value of such assets. Based in part upon the work of Bear, Stearns & Company, the Trustee is of the opinion that the book value of the Company's business assets, which is the value used on the Company's balance sheet which is included in these Monthly Financial Statements filed with the Bankruptcy Court (under the category "Other Assets: Investment in and advances to subsidiaries and partnership") is materially less than the fair market value of such business assets. For purposes of the Trustee's Amended Plan, the estimated value of the Company's business assets as of December 31, 1997 was (including cash held by the Company's subsidiaries) approximately sixty-three million dollars ($63,000,000.00). 7. Accounts Payable Other represents payments to Derek Anderson of $150,000 as provided in a Bankruptcy Court approved stipulation and to Halcyon of $400,000 as provided in the Trustee's Amended Plan. Form 2-D Page 3 of 3 DEBTOR: BONNEVILLE PACIFIC CORPORATION Case No. 91A-27701 Taxes Payable Schedule (Post-Petition) For the Period September 1 to September 30, 1998
Beginning Payments Date Check Ending Balance Adjustments Additions Deposits Paid Numb. Balance Income tax withheld: Federal $0.00 $0.00 ($4,356.58) $2,176.19 09/11/98 KEY TAX $0.00 2,180.39 09/28/98 KEY TAX State 0.00 (1,456.34) 1,456.34 09/28/98 1264 0.00 FICA tax withheld 0.00 (1,426.86) 712.35 09/11/98 KEY TAX 714.51 09/28/98 KEY TAX 0.00 Employer's FICA tax 0.00 (1,426.86) 712.35 09/11/98 KEY TAX 714.51 09/28/98 KEY TAX 0.00 Unemployment tax: Federal 0.00 0.00 State 0.00 0.00 Sales, use & excise taxes 0.00 0.00 Property taxes (14,398.34) 1,439.83 (12,958.51) Accrued income tax: Federal 0.00 0.00 State 0.00 0.00 Delaware franchise tax 0.00 50,000.00 50,000.00 Employee withholding 0.00 0.00 (1,528.64) 764.32 09/11/98 1007221 0.00 ---- ---- -------- 764.32 09/28/98 1007239 ------ TOTALS ($14,398.34) $51,439.83 ($10,195.28) $10,195.28 $37,041.49 ========== ========== ========== ========== ==========
(*) Amount subject to results of audit. DEBTOR: BONNEVILLE PACIFIC CORPORATION Case No. 91A-27701 Insurance Schedule For September 1 to September 30, 1998
Policy Amount of Expiration Premium Paid Carrier/Agent Coverage Date Thru Date Worker's Compensation Various State Funds Statutory $1,000,000 (A) 09/30/98 General Liability Travelers Insurance/ Sedgwick James 5,000,000 08/17/99 08/17/99 Vehicles Travelers Insurance/ (Hired/Non-Owned) Sedgwick James 5,000,000 08/17/99 08/17/99 Property: Bonneville Pacific Federal Insurance Co./ Sedgwick James 735,000 08/17/99 08/17/99 Kyocera Federal/Hartford Steam/ Sedgwick James 5,352,879 08/17/99 08/17/99
(A) All workers compensation insurance policies are insured through various state insurance funds. As such, they continue in force as premiums are paid and have no policy expiration dates. Form 2-E Page 2 of 5 DEBTOR: BONNEVILLE PACIFIC CORPORATION Case No. 91A-27701 Accounts Receivable and Payable Aging For Period September 1 to September 30, 1998
Accounts Non-Affiliate Accounts Payable Accounts Payable Professional Receivable Trade Fees Under 30 days $97,742 $118,908 $476,749 30 to 60 days 0 0 0 61 to 90 days 0 0 0 Over 90 days 0 4,574 0 - ----- - Total post-petition 97,742 123,482 476,749 Pre-petition amounts 0 3,664,200 0 - --------- - Total accounts receivable $97,742 ======= Total accounts payable $3,787,682 $476,749 ========== ======== Affiliate Accounts Receivable Under 30 days $33,688 30 to 60 days 56,852 61 to 90 days 0 Over 90 days 0 - Total post-petition affiliate accounts receivable $90,540 =======
Form 2-E Page 3 of 5 DEBTOR: BONNEVILLE PACIFIC CORPORATION Case No. 91A-27701 Schedule of Payments of Fees and Costs to Attorneys and Other Professionals For Period September 1 to September 30, 1998
Date of Court Estimated Amount Paid Approval Balance Due Court Appointed Trustee $0 - $70,015 Trustee's Counsel 0 - 203,032 Trustee's Accountants 0 - 48,702 Trustee's Special Plan Counsel 0 - 155,000 Special Litigation Counsel for Trustee - Costs 0 - 0 Trustee - Fees 495,000 09/14/98 0 Auditors 0 - 0 Financial Consultants 0 0 (1) - - Total $495,000 $476,749 ======== ========
(2) The financial consultants received a retainer in the amount of $100,000. The estimated remaining liability to the financial consultants is equal to the $100,000 retainer. Form 2-E Page 4 of 5 DEBTOR: BONNEVILLE PACIFIC CORPORATION Case No. 91A-27701 Schedule of Payments to Principal/Executives For Period September 1 to September 30, 1998
Payee Name Position Nature of Payment Amount Ralph F. Cox Director Director Fees $0.00 Calvin L. Rampton Director Director Fees $0.00 Clark M. Mower President Salary $12,833.34 Expense Reimbursement $374.64
Form 2-E Page 5 of 5 DEBTOR: BONNEVILLE PACIFIC CORPORATION Case No. 91A-27701 Quarterly Fee Summary Month Ended September 30, 1998
Cash Quarterly Payment Disbursement Fee Due Check No. Date January $377,740.24 February 169,278.67 March 149,371.16 ---------- Total 1st Quarter 696,390.07 $3,750.00 1006970 04/24/98 April 1,903,079.51 May 105,288.54 June 185,124.57 ---------- Total 2nd Quarter 2,193,492.62 $7,500.00 1007150 07/22/98 July 214,935.24 August 709,965.72 September 707,026.92 ---------- Total 3rd Quarter 1,631,927.88 October November December Total 4th Quarter
(1) This summary is to reflect the current calendar year's information cumulative to the end of the current reporting period. Form 2-F -----END PRIVACY-ENHANCED MESSAGE-----