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) April 15, 1997
BONNEVILLE PACIFIC CORPORATION
(Exact name of registrant as specified in charter)
Delaware 0-14846 87-0363215
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(State or other (Commission (IRA Employer
jurisdiction of File Number) Identification No.)
incorporation)
50 West 300 South, Suite 300, Salt Lake City, Utah 84101
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number including area code (801) 363-2520
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(Former name or former address, if changed since last report) Not applicable
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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 March 1, 1997 to March
31, 1997, 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.
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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
/s/ Roger G. Segal
By: Roger G. Segal, Chapter 11 Trustee
DATED April 15, 1997
<PAGE>
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
/s/ R. Stephen Blackham
By: R. Stephen Blackham, Assistant Controller
DATED April 15, 1997
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INDEX TO EXHIBITS
Exhibit Page No.
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28.1 Monthly Financial Report - Chapter 11,
for the period March 1, 1997 to March
31, 1997, of the Registrant, dated April
15, 1997 as filed by the Registrant with
the United States Bankruptcy Court for
the District of Utah, Central Division
on April 15, 1997 . . . . . . . . . . . . . . . .5
<PAGE>
MONTHLY FINANCIAL REPORT
CHAPTER 11
DEBTOR: BONNEVILLE PACIFIC CORPORATION
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CASE NO. 91A-27701 For Period March 1 to March 31, 1997
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Accounting Method Used: [X] Accrual Basis [ ] Cash Basis
COVER SHEET
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THIS REPORT IS DUE 15 DAYS AFTER THE END OF THE
Mark One Box For Each MONTH. The debtor must attach each of the following
Required Report/Document reports/documents unless the U.S. Trustee has waived
the requirement in writing. File original with
Clerk of Court. File duplicate with U.S. Trustee.
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Report/Document Previously
Attache Waived REQUIRED REPORTS/DOCUMENTS
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[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)
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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: April 15, 1997
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Debtor(s): BONNEVILLE PACIFIC CORPORATION
/s/ R. Stephen Blackham
By: R. Stephen Blackham
Position: Assistant Controller
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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 April 1997.
/s/ Roger G. Segal
By: Roger G. Segal, Chapter 11 Trustee
<PAGE>
DEBTOR: BONNEVILLE PACIFIC CORPORATION
Bankruptcy No. 91A-27701
Narrative
For the Month Ended March 31, 1997
Form 2-G
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Bonneville Pacific Corporation (the "Company" or "Bonneville") has continued
to conduct its normal business activities during the month of March 1997
(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 March and the
first part of April 1997(1) (other than administrative matters, including
professional fee applications) in accordance with various provisions of the
Bankruptcy Code are as follows:
1. The Segal v. Portland General, et al. action pending in the United States
District Court, Case No. 92-C-364-J (the "Litigation") has been discussed
at length in the previous Monthly Financial Reports filed by the Trustee
and in the Trustee's four (4) Annual Reports, including the Report for
the period of July 1, 1995 through June 30, 1996 filed on September 19,
1996 concerning the Administration of the Estate. These Reports (which
are on file with both the Bankruptcy Court and the Securities & Exchange
Commission) must be reviewed for an understanding of the history and
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(1) This narrative attempts to summarize significant events affecting the
Company through April 11, 1997.
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nature of the Litigation, including previous settlements(2) reached by
the Trustee. For all practical purposes the Litigation has been concluded
(but also see the discussion below).
On or about February 18, 1997, the Trustee entered into a verbal
settlement agreement with Dinuba Energy, Inc. and Ronald C. Yanke,
defendants in an action severed from the main Litigation. Pursuant
to the settlement, which was documented by formal settlement agreement
dated February 24, 1997, Dinuba & Yanke agreed to pay to the Trustee the
sum of $4,500,000.00. The Company and Dinuba and Yanke also agreed
to release one another from any and all claims or causes of action.
The settlement was conditioned upon approval of the settlement by the
United States District Court and the United States Bankruptcy Court.
The hearing on the Trustee's Motion for Approval of the Settlement
Agreement was heard as scheduled on March 17, 1997, at which hearing
the Bankruptcy Court granted the Trustee's Motion and approved the
settlement. Thereafter, the U.S. District Court, based upon the
parties Stipulated Motion for Final Judgment and Order for Dismissal,
signed the judgment and order dismissing the action Dinuba & Yanke paid the
$4,500,000.00 settlement amount on or about March 21, 1997.
A continued hearing was held by the District Court on November 1, 1996
in one of the actions severed from the main Litigation concerning the
Motion by Defendant William Cerutti for Summary Judgment (Segal v.
Cerutti, United States District Court for the District of Utah, Case
No. 92-CV-1115-J-C). At the hearing the Court made an oral ruling
granting the Defendant's motion. The Defendant filed a Proposed Order
Granting Summary Judgment and on December 16, 1996 the Trustee filed a
Motion for Reconsideration and an objection to the Proposed Order. A
hearing on the Trustee's Motion for Reconsideration was held on
February 28, 1997 at which time the Court took the matter under
advisement. As of this date the Court has not ruled on the Motion.
The Trustee has also entered into "tolling agreements" with certain
persons or entities which agreements toll the running of any applicable
statute of limitation which might otherwise bar the Trustee from
initiating suit against such person or entity. The Trustee and his
respective attorneys are now completing their investigation into those
persons or entities which executed tolling agreements; such
investigation includes conducting additional Rule 2004 examination. If
the Trustee is not able to settle possible claims held by the estate
against persons or entities who or which signed tolling agreements and
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(2) Each settlement agreement should be reviewed in its entirety for all terms
and conditions (and consideration) of the settlement.
<PAGE>
who or which the Trustee believe are liable to the Bonneville estate,
then in the next few months the Trustee, through his special litigation
counsel, may commence additional litigation on behalf of the Trustee for
Bonneville Pacific.
On April 10, 1997, the Trustee entered into a verbal settlement agreement
with one of the entities which had signed a tolling agreement, Norwest
Bank Minnesota, N.A, ("Norwest"). Pursuant to the settlement, which is
to be promptly documented by formal settlement agreement, Norwest has
agreed to pay to the Trustee the sum of five million dollars
($5,000,000.00) and the Trustee has agreed to waive and release all claims
against Norwest. The settlement is conditioned upon approval of the
settlement agreement by the United States Bankruptcy Court.
All litigation settlement recoveries actually received by the Company are
subject to a contingency fee in favor of the law firm of Beus, Gilbert &
Morrill, special litigation counsel for the Trustee. The "Legal
Representation Agreement" between the Trustee and Beus, Gilbert & Morrill,
which agreement sets forth the terms of the contingent fee arrangement,
was approved by the Bankruptcy Court in 1992. Pursuant to the contingent
fee agreement, Beus, Gilbert & Morrill would, after subtracting for
litigation costs, be paid forty percent (40%) of any settlement or
litigation recoveries received after trial commences, thirty-three percent
(33%) of any settlement sums received after the litigation is filed but
before trial commences, or, as the case may be, twenty percent (20%) of
the settlement sum received if the settlement occurs before litigation is
commenced ( in all instances less amounts paid to the Trustee's General
Counsel, Cohne, Rappaport & Segal, P.C., for fees related to the
Litigation). Any fees or costs to be paid to Beus, Gilbert & Morrill
must first be allowed (approved) by the Bankruptcy Court upon application
after notice and hearing.
In addition to the above described litigation matters, the Company continues
in its business operations. Significant actions and events during March 1997
related to business matters are as follows:
1. The Trustee and his counsel continue to monitor the Company's 50% general
partnership interest in NCA #1 owned through the Company's wholly owned
subsidiary, Bonneville Nevada Corporation. NCA #1 is a Nevada general
partnership that owns an 85-megawatt cogeneration project located near
Las Vegas, Nevada. As previously reported, Nevada Power Company ("NPC")
has previously curtailed purchases of electrical power from NCA #1 but
curtailments, if any, have been minimal over the last several Reporting
Periods. It is NCA #1's position that the curtailments are in possible
violation of applicable curtailment protocols and possible breach of
NCA #1's Power Purchase Contract with NPC.
<PAGE>
In prior reports (See Trustees Monthly Financial Report dated
October 15, 1996), it was noted that NPC had filed various appeals
relative to the 1996 arbitration proceedings. The appeals included NPC's
appeal to the Nevada Supreme Court of its denied motion to enjoin the
arbitration proceedings in their entirety. The Nevada Supreme Court
recently denied NPC's appeal and on March 18, 1997 entered an order of
Remittitur effectively concluding this appeal. The Trustee continues to
monitor its appeal before the First Judicial District Court of the State of
Nevada of curtailment protocols issued by the Public Service Commission of
Nevada.
As previously reported, NCA #1 and NPC have entered into monthly
Displacement Agreements in an effort to mitigate future difficulties and
curtailments. Under the Displacement Agreement, NPC, for consideration,
may displace a portion of its energy purchase obligation under the Power
Purchase Agreement between the parties. Due to economic conditions
existing at the time, a Displacement Agreement was not entered into for
the month of March, 1997. The parties have not yet determined whether to
enter into a long term Displacement Agreement.
On September 27, 1996, NCA #1 was served with Findings and Notices of
Violation ("NOV") issued by Region IX of the United States Environmental
Protection Agency (the "EPA") for alleged violations of the Clean Air
Act's Prevention of Significant Deterioration program applicable for the
State of Nevada. Specifically, EPA alleges that NCA #1, contrary to
applicable operating permits, failed to timely install "Best Available
Control Technology" at the plant in the form of a selective catalytic
reduction system ("SCR") to control Nox emissions. Representatives of
both sides of this dispute continue to resolve this matter during the
Reporting Period.
Analysis of Claims and Possible Distributions.
Prepetition claims against the Bonneville Pacific bankruptcy state total
approximately two hundred million dollars in booked and unbooked liabilities
(excluding any addition for possible post-petition interest). The exact amount
of such claims is still undetermined and the distribution priority for such
claims is still being researched, investigated, litigated or negotiated by
the Trustee and other parties in interest (see the further discussion which
follows). Also see the "Trustee's Preliminary Report (Estimate) Concerning
Claims filed Against the Estate" which was attached to the Narrative to the
February 1997 Monthly Financial Report and which was filed with the Bankruptcy
Court on or about March 17, 1997.
On August 20, 1996 the Trustee filed a Motion for Establishment of a
Supplementary Claims Bar Date seeking to set December 16, 1996 as the
supplementary claims bar date by which all creditors of Bonneville who had not
<PAGE>
previously been adequately notified to file claims must complete and file a
proof of claim with the Clerk of the Bankruptcy Court. The Trustee believes
that most of the new claims which have been filed relate to possible claims
against Bonneville arising out of the purchase or sale of its securities.
See 11 U.S.C. section 510(b). The Motion also sought approval of a form of
notice to be sent to potential creditors, approval of a form proof of claim,
approval of a procedure to identify potential claimants and a procedure for
notice by publication. A hearing on the Motion was scheduled before the
Bankruptcy Court on September 10, 1996. No objections to the Motion were filed
and at the hearing the Court granted the Motion and signed an order
establishing the supplementary claims bar deadline. Consequently, the Trustee
proceeded with the action authorized by the order granting the Motion;
specifically, notice was sent to thousands of potential claimants and notice was
published in newspapers of general circulation throughout the United States.
Through December 16, 1996 approximately 4,000 new proofs of claim were filed
with the Bankruptcy Court and approximately 320 additional claims have been
filed since December 16, 1996. The Trustee has completed his initial review
of each of the claims; such review process was delayed due to the large number
of claims and the diverse manner in which the claim forms were filled out by
the claimants. See the Trustee's Preliminary Report (Estimate) Concerning
Claims Filed Against the Estate referenced above. The Trustee anticipates that
he will likely object to a number of the new claims which have been filed.
Concerning Claim No. 145 filed by First Security Bank, N.A., related to the
Crystal Springs Project, the Trustee and First Security have reached a
settlement (which has not yet been fully documented) wherein First Security
will reduce its $2,504,869.14 claim related to the Crystal Springs Project to
fifty thousand dollars ($50,000.00). This settlement is conditioned upon
approval by the Bankruptcy Court.
On or about March 26, 1997 the Honorable Thomas R. Brett, United States
District Court Judge, withdrew reference from the Bankruptcy Court of all
matters related to the fee applications of the firm of LeBoeuf, Lamb, Greene &
MacRae (the "LeBoeuf Firm"). The Trustee estimates that the LeBoeuf firm
(which had represented the Official Unsecured Creditors' Committee prior to
June 16, 1992) has or will seek final fees and costs (an administrative claim)
totaling approximately several hundred thousand dollars. The Trustee intends
to object to the allowance of such fees and costs.
In an effort to resolve tax issues relating to the material litigation
settlements which have occurred since May 1, 1996, the Trustee filed with the
Internal Revenue Service an application to change the Company's tax year from
one ending on April 30th to one ending on December 31st. The Trustee desired
to change the Company's tax year period (when changed the Company's past tax
year would be from May 1, 1996 through December 31, 1996 and thereafter would
<PAGE>
be on a calendar year basis) in order to facilitate the filing of a plan of
reorganization of the Company. By shortening the Company's tax year, the
Trustee may be able to receive a prompt tax determination for the tax year
ending December 31, 1996, which determination will facilitate any party in
interest filing a plan of reorganization because the amount of tax owed by the
Debtor, if any, should be quantified (see 11 U.S.C. section 505). The IRS, on
February 24, 1997, conditionally granted the Company's application to change
its tax year. It is believed that the Company can meet and comply with all of
the conditions imposed by the IRS and therefore the Company is proceeding as
if its tax year has been changed and a U.S. Corporation Income Tax Return will
be filed for the short year ended December 31, 1996. Recently the IRS has
notified the Trustee that the IRS will not be auditing the Company's filed
consolidated U.S. Corporation Income Tax Return for the period ending
April 30, 1996.
In preparation for a plan of reorganization, 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 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 is now
proceeding with work on the audits.
At this time it is not known whether interest will ever be paid on any allowed
unsecured claim because (a) it is not at all clear that the estate will
possess sufficient funds to pay interest on any particular class of claims,
and (b) the law concerning payment of interest to any particular class of
claims is not clear and therefore, even if sufficient funds did exist, the
issue of payment of interest (and the applicable rate of interest, if any,
and from what date), to any particular class of claims would have to be either
consensually resolved in a plan of reorganization or would have to be
adjudicated by a court of competent jurisdiction.
No plan of reorganization negotiations which include the Trustee are now being
conducted. However, in light of the settlements to date reached in the
Litigation and in light of the December 16, 1996 supplementary claim deadline,
the Company is now in the position to begin the process of formulating and
proposing a plan of reorganization. Plan negotiations with creditors should soon
begin but it will be several months, if not substantially more, before any
creditor with an allowed claim can anticipate receiving any distribution from
the estate.
In January of 1997 the Trustee, his counsel and the Company's management
interviewed several firms who were interested in serving as the Trustee's
financial advisor (investment banker) in connection with valuing the Company's
(and its affiliates') business assets and assisting the Trustee concerning plan
of reorganization issues. The Trustee, with the participation of others,
concluded that the firm of Bear Stearns & Co., Inc. was the best qualified to
provide the desired service. The Trustee caused an Application seeking
<PAGE>
approval of his employment of Bear Stearns & Co., Inc as Financial Advisor to
be filed with the Bankruptcy Court. The hearing on the Application was held
as scheduled on March 20, 1997, at which hearing the Court approved the
Application. Bear, Stearns & Co. has been employed by the Trustee and is now
in the process of reviewing information and documentation to enable it to
provide the required financial advisory services.
The Trustee has employed the law firm of Weil, Gotshal & Manges, L.L.P., with
its principal office in New York City, as Special Plan Counsel. The purpose of
the employment includes, but is not limited to, advising the Trustee concerning
tax issues and assisting the Trustee and his General Counsel concerning a plan
of reorganization and issues relating thereto.
<PAGE>
IN THE UNITED STATES BANKRUPTCY COURT
FOR THE DISTRICT OF UTAH, CENTRAL DIVISION
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In re: )
)
BONNEVILLE PACIFIC CORPORATION, ) Bankruptcy No. 91A-27701
)
Debtor. ) (Chapter 11)
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TRUSTEE'S PRELIMINARY REPORT (ESTIMATE) CONCERNING
CLAIMS FILED AGAINST THE ESTATE
Roger G. Segal, the duly appointed, qualified and acting Chapter 11
trustee for the above-captioned Debtor, pursuant to 11 U.S.C. section 1106(a),
files this Preliminary Report (Estimate) Concerning Claims Filed Against the
Estate.
A. Introduction.
The purpose of this Report is to inform parties-in-interest of the results
of the Trustee's preliminary claim review. This Report (and the amounts set
forth herein) reflect only the Trustee's estimation of the amount of possible
claims against the estate; it is very likely that the amounts stated herein may
change materially due to, among other things, amendments to deficient claims,
rulings by the Court concerning claim objections(1) or negotiations between the
various parties-in-interest. The Trustee reserves the right to file in the
future additional reports concerning claims and the amounts thereof against the
estate.
B. General Status of Filed Claims.
The Court has established two (2) claim bar dates (deadlines), one being
the original April 13, 1992 date and the other (the supplemental bar date) being
December 16, 1996. As of December 16, 1996 there were a total of not less than
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(1) The Trustee as well as any other party-in-interest may object to any filed
claim. 11 U.S.C. section 502(a).
<PAGE>
4,247 proofs of claim filed as reflected in the official claims register
maintained by the Clerk of the United States Bankruptcy Court in connection with
Debtor's case, excluding those claims deemed filed pursuant to 11 U.S.C.
section 1111(a). Between December 17, 1996 and February 28, 1997 there were
not less than an additional 319 claims filed.(2)
C. Secured Claims.
There are no longer any secured claims against the estate of the Debtor as
all such claims have been, with Court approval, either paid in full, compromised
(including abandonment of the collateral) or otherwise resolved.
D. Administrative and Priority Claims.
At the present time the Trustee estimates that the amount of the unpaid
priority or administrative claims against the Debtor's estate to be
approximately $10,000,000.00. Such possible claims (most of which would be
contingent, i.e., subject to Court allowance or are the subject of current
dispute) include, but are not limited to, unpaid fees and costs to
professionals employed by the Debtor-in-possession; unpaid fees and costs to a
law firm employed by the Unsecured Creditors' Committee; current fees payable
(all subject to Court approval) to the Trustee or the Trustee's general counsel,
special litigation counsel, special plan counsel, accountants or financial
advisor; miscellaneous "substantial contribution" claims; a reserve for
payment of well-plugging cost on the Mammoth Project; and state and federal
taxes.(3)
E. Bank Claims.
At the present time the Trustee estimates that the unsecured claims of
financial institutions or similar entities (calculated at the amount owed as of
the date of the Debtor's voluntary Chapter 11 petition, December 5, 1991,
hereafter the "Petition Date") total approximately $30,500,000.00.(4)
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(2) It is not clear which late claims, if any, the Court will permit to be
deemed timely filed. Cf. Pioneer Inv. Services v. Bruswick Assoc.,
113 S.Ct. 1489 (1993). It is also likely that additional late claims
will be filed. Generally the claim amounts included in this Report take
into account the late claims filed through February 28, 1997.
(3) The estate's liability for income or other taxes (including any alternative
minimum tax) for the tax year ending December 31, 1996 and the current tax
year is not finally determined. If significant tax liabilities are
assessed to the estate by the respective taxing authorities, then it
is possible that the $10,000,000.00 estimated for administrative and
priority claims will be too low.
(4) This figure does not include a claim asserted by First Security Bank of
Utah, N.A., related to the Crystal Springs Project (Claim No. 145). The
Trustee is attempting to negotiate a settlement of such claim; if no
settlement is reached then the Trustee intends to object to the claim.
<PAGE>
F. 1989 Convertible Subordinated 7 % Debentures (hereafter "Debentures").
At the present time the Trustee estimates that the unsecured claims of the
current holders of the Debentures (calculated at the amount owed as of the
Petition Date) total approximately $64,750,000.00.(5) The bank claimants (see
paragraph E. above) may argue that these Debenture claims are contractually
subordinated to the Bank Claims.
G. Trade or Miscellaneous (Non-securities) General Unsecured Claims.
At the present time the Trustee estimates that valid trade claims or other
miscellaneous (non-securities related) general unsecured claims (calculated at
the amount owed as of the Petition Date) should total approximately between
$5,000,000.00 and $6,000,000.00.
H. Prepetition Debenture Sale Claims.
Claimants in this category are those persons or entities who between
August 15, 1989 (the approximate date of the issuance of the Debentures) and
December 5, 1991 sold their Debentures and incurred a loss; such claims are
likely subordinated pursuant to 11 U.S.C. section 510(b).
Of the filed claims in this category, the Trustee estimates that
approximately $5,000,000.00 in claims (generally calculated on the net loss
between the purchase price and sales price at the time of the prepetition sale)
appear to be valid. An additional approximately $500,000.00 in claims
(generally calculated on the net loss between the purchase price and sales
price at the time of the prepetition sale) in this category have also been
filed but such claims require additional investigation by the Trustee or
documentation from the claimant; therefore, the Trustee estimates that only
an unknown portion of these additional claims will ultimately be determined
to be valid.
I. Post-petition Debenture Sale Claims.
Claimants in this category would be those persons or entities who on or
after December 6, 1991 sold the Debentures they had purchased prepetition and
incurred a loss. It is not clear whether these claimants possess any
allowable claim. Specifically, an argument can be made that post-petition
sellers of the Debentures have no remaining claim against the estate because
when the sale occurred each seller transferred (assigned) the entire claim to
the buyer of the Debenture and, therefore, the seller no longer has any claim
of any kind against the Debtor or its estate. If claimants in this category
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(5) This number is ascertained by adding to the $63,250,000.00 principal
amount owed on the Debentures prepetition interest of approximately
$1,500,000.00 which interest is calculated at the rate of 7 3/4% per
annum for 3 2/3 months (August 15, 1991 to December 5, 1991).
<PAGE>
are determined to have allowed claims, then such claims are likely subordinated
pursuant to 11 U.S.C. section 510(b).
If claimants in this category are determined to possess allowable claims
against the estate, then of the filed claims in this category the Trustee
estimates that approximately $10,000,000.00 in claims (generally calculated on
the net loss between the purchase price and sales price at the time of the
post-petition sale) appear to be valid. If claimants in this category are
determined to possess allowable claims against the estate, then an additional
approximately $1,000,000.00 in claims (generally calculated on the net loss
between the purchase price and sales price at the time of the post-petition
sale) in this category have also been filed but such claims require additional
investigation by the Trustee or documentation from the claimant; therefore, the
Trustee estimates that only an unknown portion of these additional claims
could ultimately be determined to be valid.
J. Limited Partner Claims.
Claimants in this category would be persons or entities who purchased
limited partnership interests in now defunct partnerships (particularly the
Magic Valley partnership) which were affiliated with the Debtor. These
claims total approximately $4,000,000.00.(6) The Debtor may possess some
valid defenses to these claims; accordingly, the Trustee is investigating
these claims further. If claimants in this category are determined to have
allowed claims, then such claims may be subordinated pursuant to 11 U.S.C.
section 510(b).
K. Section 510(b) Equity Claims.
Claimants in this category are persons or entities who prepetition
purchased the Debtor's common stock and because of such purchase suffered a
loss.(7) Of the filed claims(8) in this category, the Trustee estimates that
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(6) The method of loss calculation utilized by the claimants and the time
(date) at or through which the claim is calculated varies greatly
among respective claims.
(7) Such losses include both claimants who sold their stock and those who
still retain their stock. As to those claimants who still own the
stock, the figures do not include any credit for the current remaining
value, if any, of the equity.
(8) The method of loss calculation utilized by the claimants and the time
(date) at or through which the claim is calculated varies greatly among the
respective claims. Some currently existing equity holders filed claims
but apparently unintentionally omitted from the claim their monetary
section 510(b) securities related claim; in calculating the total amount of
the filed claims in this category the Trustee has assumed, for the time
being, that some of these currently existing equity holders also
possess a monetary section 510(b) equity claim against the Debtor.
<PAGE>
in the range of approximately $40,000,000.00 in claims(9) appear to be
valid.(10) An additional approximately $10,000,000.00 in claims(8) in this
category have also been filed but such claims require additional investigation
by the Trustee or documentation from the claimant (or the claims may be
duplicates); therefore, the Trustee estimates that only a portion of these
additional claims will ultimately be determined to be valid.
L. Existing Equity.
At the present time the Trustee estimates that there are approximately
11,500,000 shares of the Debtor's common stock now held by persons or
entities other than the Debtor or the Trustee.(11) Of this amount, Portland
General Holdings Inc. is in possession of 2,000,000 shares.
M. Deeply Subordinated Claims.
Deeply subordinated claims (i.e., those claims which are subordinated to
all other claims against the estate) are claims which arose by reason of the
Trustee's negotiated settlements with various creditors. Such claims, all of
which have been approved by the Court, total $8,945,000.00.
N. Post-petition Interest on Claims.
Various claimants will argue that they are entitled to post-petition
interest on their allowed claims.(12) At this time it is not known whether
- ---------------
(9) This claim amount is generally calculated as follows. If the claimant
has sold the stock, then the amount is generally calculated on the net
loss between the purchase and the sales price at the time of the sale.
If the claimant has not sold the stock, then the amount is generally
calculated only on the purchase price at the time of purchase; such amount
does not include any credit for the current remaining value, if any,
of the stock. In calculating the claim amounts (loss), generally the
transaction costs (e.g., commissions) have been included.
(10) Such claims amount includes the $10,000,000.00 allowed compromised
claim of CIGNA (now assigned) and the $3,000,000.00 claim filed by the
plan trustee for the Debtor's ESOP Plan (Claim No. 243).
(11) The Trustee is also in possession of approximately 9,500,000 shares of
the common stock of the Debtor; such stock was received by the Trustee
as part of his Court approved settlements with the Insiders, Portland
General, Westinghouse and others.
(12) Certain classes of creditors (for example, those in categories H., J.
and K. above) may also argue that they are entitled to prepetition
interest on their claim from the time the claim arose until the
Petition Date. Please note that in general the claim amounts for
categories H., J. and K. as set forth in this Report do NOT include any
prepetition interest calculation from the time the claim arose until the
Petition Date.
<PAGE>
post-petition interest will ever be paid on any allowed unsecured claim because
a) it is not at all clear that the estate will possess sufficient funds to pay
post-petition interest on any particular class of claims, and b) the law
concerning payment of post-petition interest to any particular class of claims
is not clear and, therefore, even if sufficient funds did exist, the issue of
payment of post-petition interest (and the applicable rate of interest, if
any) to any particular class of claims would have to be either consensually
resolved in a plan of reorganization or would have to be adjudicated by a
court of competent jurisdiction.
O. Conclusion.
The preceding Report reflects the results of the Trustee's preliminary
claim review. This Report (and the amounts set forth herein) reflect only the
Trustee's rough estimate of possible claims against the estate; it is very
likely that the figures set forth herein may change materially due to, among
other things, amendments to deficient claims, rulings by the Court concerning
claim objections or negotiations between the various parties-in-interest. As
indicated by this Report, the total allowable claims (liabilities of the
Debtor) are at this time far from certain.
DATED this 17th day of March, 1997.
_____________________________________
ROGER G. SEGAL, Chapter 11 Trustee
for Bonneville Pacific Corporation
<PAGE>
DEBTOR: BONNEVILLE PACIFIC CORPORATION
Case No. 91A-27701
Cash Receipts and Disbursements Statement
For Period March 1 - March 31, 1997
- -------------------------------------------------------------------------------
CASH RECONCILIATION
1. Beginning Cash Balance: $122,075,329.50
2. Cash Receipts: (See Page 2 of 2)105 6,760,875.21
3. Cash Disbursements: (See Page 2 of 2) (215,808.71)
------------
4. Net Cash Flow: 6,545,066.50
---------------
5. Ending Cash Balance: (to Form 2-C) $128,620,396.00
===============
CASH ACCOUNT SUMMARY - ENDING BALANCES
<TABLE>
<CAPTION>
ACCOUNT AMOUNT FINANCIAL INSTITUTION
<S> <C> <C> <C>
PAYROLL ACCOUNT $710.33 FIRST SECURITY BANK OF UTAH
PAYROLL TAX ACCOUNT 598.12 KEY BANK OF UTAH
GENERAL CORP CASH 683,865.50 KEY BANK OF UTAH
CHPTR 11 TRUSTEE JOINT ACCT 10,907,818.02 (A) KEY BANK OF UTAH
CHPTR 11 TRUSTEE - CD ACCT 10,974,216.71 (A) US BANK
CHPTR 11 TRUSTEE - JNT CD 5,340,868.09 (A) KEY BANK OF UTAH
CHPTR 11 TRUSTEE JOINT ACCT 10,329,783.34 (A) BANK ONE
CHPTR 11 TRUSTEE JT SAVINGS 20,142.01 (A) BANK ONE
UNITED STATES TREASURY BILLS 90,165,580.48 BANK ONE
PROCEEDS FROM ASSET SALES 4,011.45 (A) KEY BANK OF UTAH
KYOCERA MAINTENANCE RESERVE 192,801.95 KEY BANK OF UTAH
---------------
$128,620,396.00
===============
(A) Accounts requiring signatures of both the US Trustee and Chapter 11
Trustee for disbursements.
</TABLE>
FORM 2-B
Page 1 of 2
<PAGE>
DEBTOR: BONNEVILLE PACIFIC CORPORATION
Case No. 91A-27701
Cash Receipts and Disbursements Statement
For Period March 1 - March 31, 1997
- -------------------------------------------------------------------------------
CASH RECEIPTS JOURNALS
<TABLE>
<CAPTION>
BANK ACCOUNT TOTAL PAGE REF
<S> <C> <C>
PAYROLL ACCOUNT $18,372.37 A
PAYROLL TAX ACCOUNT 9,927.62 B
GENERAL CORP CASH 20,831.07 C
CHPTR 11 TRUSTEE JOINT ACCT 5,267,740.13 E
CHPTR 11 TRUSTEE - CD ACCT 0.00 N/A
CHPTR 11 TRUSTEE - JNT CD 67,853.32 F
CHPTR 11 TRUSTEE JOINT ACCT 132,461.11 G
CHPTR 11 TRUSTEE JT SAVINGS 68,599,065.85 H
UNITED STATES TREASURY BILLS 69,869,327.77 I
PROCEEDS FROM ASSET SALES 11.36 J
KYOCERA MAINTENANCE RESERVE 11,954.23 K
---------------
143,997,544.83
LESS: ACCOUNT TRANSFERS (137,236,669.62)
---------------
TOTAL CASH RECEIPTS $6,760,875.21
===============
</TABLE>
CASH DISBURSEMENTS JOURNALS
<TABLE>
<CAPTION>
BANK ACCOUNT TOTAL PAGE REF
<S> <C> <C>
PAYROLL ACCOUNT $18,409.39 A
PAYROLL TAX ACCOUNT 9,930.29 B
GENERAL CORP CASH 226,964.02 D
CHPTR 11 TRUSTEE JOINT ACCT 0.00 E
CHPTR 11 TRUSTEE - CD ACCT 0.00 N/A
CHPTR 11 TRUSTEE - JNT CD 0.00 F
CHPTR 11 TRUSTEE JOINT ACCT 0.00 G
CHPTR 11 TRUSTEE JT SAVINGS 68,598,174.63 H
UNITED STATES TREASURY BILLS 68,599,000.00 I
PROCEEDS FROM ASSET SALES 0.00 J
KYOCERA MAINTENANCE RESERVE 0.00 K
---------------
137,452,478.33
LESS: ACCOUNT TRANSFERS (137,236,669.62)
---------------
TOTAL CASH DISBURSEMENTS $215,808.71
===============
</TABLE>
FORM 2-B
Page 2 of 2
<PAGE>
DEBTOR: BONNEVILLE PACIFIC CORPORATION
Case No. 91A-27701
Payroll Account
For Period March 1 - March 31, 1997
- -------------------------------------------------------------------------------
CASH RECEIPTS JOURNAL
<TABLE>
<CAPTION>
DATE DOC # PAYOR AMOUNT DESCRIPTION
<S> <C> <C> <C> <C>
03/12/97 CK# 6200 BPC - GENERAL $9,162.90 PAYROLL TRANSFER
03/27/97 CK# 6231 BPC - GENERAL 9,209.47 PAYROLL TRANSFER
----------
TOTAL CASH RECEIPTS $18,372.37
==========
</TABLE>
CASH DISBURSEMENTS JOURNAL
<TABLE>
<CAPTION>
DATE DOC # PAYEE AMOUNT DESCRIPTION
<S> <C> <C> <C> <C>
03/15/97 PAYROLL SUMMARY $9,162.90
03/31/97 PAYROLL SUMMARY 9,209.47
03/31/97 BANK STMT KEY BANK OF UTAH 37.02 SERVICE CHARGE
----------
TOTAL CASH DISBURSEMENTS $18,409.39
==========
</TABLE>
A
<PAGE>
DEBTOR: BONNEVILLE PACIFIC CORPORATION
Case No. 91A-27701
Payroll Tax Account
For Period March 1 - March 31, 1997
- -------------------------------------------------------------------------------
CASH RECEIPTS JOURNAL
<TABLE>
<CAPTION>
DATE DOC # PAYOR AMOUNT DESCRIPTION
<S> <C> <C> <C> <C>
03/12/97 CK# 6201 BPC - GENERAL $4,951.72 PR TAX TRANSFER
03/27/97 CK# 6232 BPC - GENERAL 4,975.90 PR TAX TRANSFER
---------
TOTAL CASH RECEIPTS $9,927.62
=========
</TABLE>
CASH DISBURSEMENTS JOURNAL
<TABLE>
<CAPTION>
DATE DOC # PAYEE AMOUNT DESCRIPTION
<S> <C> <C> <C> <C>
03/12/97 CK# 1231 KEY BANK OF UTAH $4,238.36 FEDERAL TAX DEPOSIT
03/27/97 CK# 1232 KEY BANK OF UTAH 4,258.26 FEDERAL TAX DEPOSIT
03/27/97 CK# 1233 UTAH STATE TAX COMMISSION 1,431.00 STATE TAX DEPOSIT
03/31/9 BANK STMT KEY BANK OF UTAH 2.67 SERVICE CHARGE
---------
TOTAL CASH DISBURSEMENTS $9,930.29
=========
</TABLE>
B
<PAGE>
DEBTOR: BONNEVILLE PACIFIC CORPORATION
Case No. 91A-27701
General Corp Cash
For Period March 1 - March 31, 1997
- -------------------------------------------------------------------------------
CASH RECEIPTS JOURNAL
<TABLE>
<CAPTION>
DATE DOC # PAYEE AMOUNT DESCRIPTION
<S> <C> <C> <C> <C>
03/11/97 DS031197 AT&T $3.09 EXPENSE REIMBURSEMENT
03/11/97 DS031197 BONNEVILLE SPRINGFIELD 1,278.53 BANK ACCOUNT CLOSED
03/11/97 DS031197 SAN DIEGO GAS & ELECTRIC 538.38 ENERGY REVENUE-KYOCERA
03/19/97 DS031997 BEUS GILBERT & MORRILL 4,987.50 EXPENSE REIMBURSEMENT
03/19/97 DS031997 RAVENSCROFT 2,333.42 BANK ACCOUNT CLOSED
03/31/97 DS033197 DESERET TRUST FOR R. HIXON 7,813.61 SETTLEMENT PAYMENT
03/31/97 DS033197 C. MOWER 307.47 EXPENSE REIMBURSEMENT
03/31/97 DS033197 D. GARDINER 369.59 INSURANCE REIMBURSEMENT
03/31/97 BNK STMT KEY BANK OF UTAH 3,199.48 INTEREST INCOME
----------
TOTAL CASH RECEIPTS $20,831.07
==========
</TABLE>
C
<PAGE>
DEBTOR: BONNEVILLE PACIFIC CORPORATION
Case No. 91A-27701
General Corp Cash
For Period March 1 - March 31, 1997
- -------------------------------------------------------------------------------
CASH DISBURSEMENTS JOURNAL
<TABLE>
<CAPTION
>DATE CHECK # PAYEE AMOUNT DESCRIPTION
<S> <C> <C> <C> <C>
03/03/97 1006172 AIRBORNE EXPRESS 17.00 EXPRESS MAIL EXPENSE
03/03/97 1006173 VOID VOID VOID
03/03/97 1006174 AUTOMATED OFFICE SYSTEMS 311.24 OFFICE SUPPLIES & EXPENSE
03/03/97 1006175 BENEFICIAL LIFE INSURANCE 781.39 INSURANCE - LIFE
03/03/97 1006176 BEUS GILBERT & MORRILL 1,050.00 APARTMENT RENT REIMBURSEMENT
03/03/97 1006177 VOID VOID VOID
03/03/97 1006178 BPC-KYOCERA MAINT RESERVE 11,195.00 TRANSFER - MAINT RESERVE ACCT
03/03/97 1006179 CASH 490.46 OFFICE SUPPLIES & EXPENSE
03/03/97 1006180 G NEIL COMPANIES 5.00 OFFICE SUPPLIES & EXPENSE
03/03/97 1006181 HERITAGE PRODUCTS INC 84.75 OFFICE SUPPLIES & EXPENSE
03/03/97 1006182 INTERWEST GROUP INC 45.00 OFFICE SUPPLIES & EXPENSE
03/03/97 1006183 VOID VOID VOID
03/03/97 1006184 VOID VOID VOID
03/03/97 1006185 MOUNTAIN STATES OFF PRODCT 151.95 OFFICE SUPPLIES & EXPENSE
03/03/97 1006186 NATIONAL HEALTH CARE TRUST 22,278.60 INSURANCE HEALTH & DENTAL
03/03/97 1006187 OFFICE TEAM 158.40 OFFICE SUPPLIES & EXPENSE
03/03/97 1006188 PITNEY BOWES INC 163.64 OFFICE SUPPLIES & EXPENSE
03/03/97 1006189 REDMAN VAN & STORAGE CO 684.74 RENT STORAGE SPACE
03/03/97 1006190 SEDGWICK JAMES OF COLORADO 175.00 INSURANCE-RECLAMATION BONDS
03/03/97 1006191 UNUM LIFE INSURANCE CO 1,625.78 INSURANCE-DISABILITY
03/03/97 1006192 US WEST COMMUNICATIONS 773.46 TELEPHONE EXPENSE
03/03/97 1006193 BONNEVILLE PACIFIC SERVICES 1,454.27 KYOCERA O&M EXPENSE
03/03/97 1006194 TOM MATTHEWS 1,050.00 RENT-APARTMENT FOR AUDITORS
03/04/97 1006195 AMPCO SYSTEM PARKING 622.00 RENT-PARKING
03/04/97 1006196 MOUNT OLYMPUS WATER 40.53 OFFICE SUPPLIES & EXPENSE
03/04/97 1006197 AMPCO SYSTEM PARKING 75.00 RENT-PARKING
03/04/97 1006198 SALT LAKE COUNTY ASSESSOR 1,169.42 1997 PROPERTY TAXES
03/11/97 1006199 50 WEST BROADWAY ASSOC INC 12,573.00 RENT-OFFICE SPACE & PARKING
03/12/97 1006200 BONNEVILLE PACIFIC/PAYROLL 9,162.90 TRANSFER-PAYROLL ACCT
03/12/97 1006201 BPC PAYROLL TAX ACCOUNT 4,951.72 TRANSFER-PAYROLL TAX ACCT
03/12/97 1006202 WELLS FARGO BANK 759.04 401K CONTRIBUTIONS
03/12/97 1006203 OLSON & REID PC 160.50 OFFICE SUPPLIES & EXPENSE
03/17/97 1006204 AIRBORNE EXPRESS 8.50 EXPRESS MAIL EXPENSE
03/17/97 1006205 ARIZONA DEPARTMENT OF REV 45.00 STATE INCOME TAX
03/17/97 1006206 AUTOMATED OFFICE SYSTEMS 266.57 OFFICE SUPPLIES & EXPENSE
03/17/97 1006207 BONNEVILLE PACIFIC SERVICES 22,200.00 KYOCERA O&M EXPENSE
03/17/97 1006208 COMPUSERVE 9.95 OFFICE SUPPLIES & EXPENSE
03/17/97 1006209 DEAN WITTER REYNOLDS INC 896.80 PROOF OF CLAIMS FEES
03/17/97 1006210 FRONTIER COMMUNICATIONS 1,328.73 TELEPHONE EXPENSE
03/17/97 1006211 IDAHO STATE TAX COMMISSION 60.00 STATE INCOME TAX
03/17/97 1006212 INTERWEST GROUP INC 45.00 OFFICE SUPPLIES & EXPENSE
03/17/97 1006213 INDEPENDENT POWER MARKETS 725.00 DUES & SUBSCRIPTIONS
03/17/97 1006214 VOID VOID VOID
</TABLE>
D-1
<PAGE>
DEBTOR: BONNEVILLE PACIFIC CORPORATION
Case No. 91A-27701
General Corp Cash
For Period March 1 - March 31, 1997
- -------------------------------------------------------------------------------
CASH DISBURSEMENTS JOURNAL (CONTINUED)
<TABLE>
<CAPTION>
DATE CHECK # PAYEE AMOUNT DESCRIPTION
<S> <C> <C> <C> <C>
03/17/97 1006215 MOUNT OLYMPUS WATER 33.79 OFFICE SUPPLIES & EXPENSE
03/17/97 1006216 OFFICE TEAM 422.40 OFFICE SUPPLIES & EXPENSE
03/17/97 1006217 OMNI COMPUTER PRODUCTS 256.31 OFFICE SUPPLIES & EXPENSE
03/17/97 1006218 THE PLANT GALLERY 139.00 OFFICE SUPPLIES & EXPENSE
03/17/97 1006219 SAN DIEGO GAS & ELECTRIC 101.26 KYOCERA O&M EXPENSE
03/17/97 1006220 THE SEC INSTITUTE INC 1,790.00 CONFERENCES & SEMINARS
03/17/97 1006221 STEVEN H STEPANEK 237.74 TRAVEL REIMBURSEMENT
03/17/97 1006222 TRAVEL ZONE CRUISE ZONE 2,212.50 TRAVEL EXPENSE
03/17/97 1006223 WELLS FARGO BANK 15.00 401 BANK FEES
03/17/97 1006224 TODD L WITWER 762.20 TRAVEL REIMBURSEMENT
03/17/97 1006225 XEROX CORPORATION 402.12 OFFICE SUPPLIES & EXPENSE
03/17/97 1006226 JD GRIFFIN & ASSOCIATES PC 6,149.00 OFFICE SUPPLIES & EXPENSE
03/19/97 1006227 VOID VOID VOID
03/19/97 1006228 MARCIA CUSTER 800.68 OFFICE SUPPLIES & EXPENSE
03/21/97 1006229 BEAR STEARNS & CO INC 100,000.00 PROFESSIONAL FEES
03/21/97 1006230 UNITED PARCEL SERVICE 13.17 EXPRESS MAIL EXPENSE
03/27/97 1006231 BONNEVILLE PACIFIC/PAYROLL 9,209.47 TRANSFER-PAYROLL ACCT
03/27/97 1006232 BPC PAYROLL TAX ACCOUNT 4,975.90 TRANSFER-PAYROLL TAX ACCT
03/27/97 1006233 WELLS FARGO BANK 759.04 401K CONTRIBUTIONS
03/27/97 1006234 THE PRUDENTIAL 1,038.46 INSURANCE-DISABILITY
03/31/97 BANK STMT KEY BANK OF UTAH 50.64 BANK SERVICE CHARGE
-----------
TOTAL CASH DISBURSEMENTS $226,964.02
===========
</TABLE>
D-2
<PAGE>
DEBTOR: BONNEVILLE PACIFIC CORPORATION
Case No. 91A-27701
Chapter 11 Trustee Joint Account
For Period March 1 - March 31, 1997
- -------------------------------------------------------------------------------
CASH RECEIPTS JOURNAL
<TABLE>
<CAPTION>
DATE DOC # PAYOR AMOUNT DESCRIPTION
<S> <C> <C> <C> <C>
03/11/97 STATE OF CALIFORNIA $739,323.11 STATE TAX REFUND
03/21/97 YANKE/DINUBA 4,500,000.00 SETTLEMENT PAYMENT
03/31/97 BANK STMT KEY BANK OF UTAH 28,417.02 INTEREST INCOME
-------------
TOTAL $5,267,740.13
=============
</TABLE>
CASH DISBURSEMENTS JOURNAL
DATE DOC # PAYEE AMOUNT DESCRIPTION
NONE
E
<PAGE>
DEBTOR: BONNEVILLE PACIFIC CORPORATION
Case No. 91A-27701
Chapter 11 Trustee JT - CD Account
For Period March 1 - March 31, 1997
- -------------------------------------------------------------------------------
CASH RECEIPTS JOURNAL
<TABLE>
<CAPTION>
DATE DOC # PAYOR AMOUNT DESCRIPTION
<S> <C> <C> <C> <C>
03/31/97 BANK STMT KEY BANK OF UTAH $67,853.32 INTEREST INCOME
</TABLE>
CASH DISBURSEMENTS JOURNAL
DATE DOC # PAYEE AMOUNT DESCRIPTION
NONE
F
<PAGE>
DEBTOR: BONNEVILLE PACIFIC CORPORATION
Case No. 91A-27701
Chapter 11 Trustee - CD Account
For Period March 1 - March 31, 1997
- -------------------------------------------------------------------------------
CASH RECEIPTS JOURNAL
<TABLE>
<CAPTION>
DATE DOC # PAYOR AMOUNT DESCRIPTION
<S> <C> <C> <C> <C>
03/31/97 BANK STMT BANK ONE $132,461.11 INTEREST INCOME
</TABLE>
CASH DISBURSEMENTS JOURNAL
DATE DOC # PAYEE AMOUNT DESCRIPTION
NONE
G
<PAGE>
DEBTOR: BONNEVILLE PACIFIC CORPORATION
Case No. 91A-27701
Chapter 11 Trustee JT Savings
For Period March 1 - March 31, 1997
- -------------------------------------------------------------------------------
CASH RECEIPTS JOURNAL
<TABLE>
<CAPTION>
DATE DOC # PAYOR AMOUNT DESCRIPTION
<S> <C> <C> <C> <C>
03/06/97 MEMO ADVC BANK ONE $38,636,000.00 TRNSFR-T-BILL MATURITY
03/13/97 MEMO ADVC BANK ONE 22,260,000.00 TRNSFR-T-BILL MATURITY
03/20/97 MEMO ADVC BANK ONE 7,703,000.00 TRNSFR-T-BILL MATURITY
03/31/97 BANK STMT BANK ONE 65.85 INTEREST INCOME
--------------
TOTAL $68,599,065.85
==============
</TABLE>
CASH DISBURSEMENTS JOURNAL
<TABLE>
<CAPTION>
DATE DOC # PAYEE AMOUNT DESCRIPTION
<S> <C> <C> <C> <C>
03/06/97 MEMO ADVC BANK ONE $38,635,850.89 TRNSFR-PURCHASE T-BILL
03/13/97 MEMO ADVC BANK ONE 22,259,695.70 TRNSFR-PURCHASE T-BILL
03/20/97 MEMO ADVC BANK ONE 7,702,628.04 TRNSFR-PURCHASE T-BILL
--------------
TOTAL $68,598,174.63
==============
</TABLE>
H
<PAGE>
DEBTOR: BONNEVILLE PACIFIC CORPORATION
Case No. 91A-27701
Short Term Marketable Securities
For Period March 1 - March 31, 1997
- -------------------------------------------------------------------------------
CASH RECEIPTS JOURNAL
<TABLE>
<CAPTION>
DATE DOC # PAYOR AMOUNT DESCRIPTION
<S> <C> <C> <C> <C>
03/06/97 MEMO ADVC BANK ONE $471,557.09 DISCOUNT COLLECTED
03/06/97 MEMO ADVC BANK ONE 38,635,850.89 TRNSFR-PURCHASE T-BILL
03/13/97 MEMO ADVC BANK ONE 595,881.66 DISCOUNT COLLECTED
03/13/97 MEMO ADVC BANK ONE 22,259,695.70 TRNSFR-PURCHASE T-BILL
03/20/97 MEMO ADVC BANK ONE 203,714.39 DISCOUNT COLLECTED
03/20/97 MEMO ADVC BANK ONE 7,702,628.04 TRNSFR-PURCHASE T-BILL
--------------
TOTAL $69,869,327.77
==============
</TABLE>
CASH DISBURSEMENTS JOURNAL
<TABLE>
<CAPTION>
DATE DOC # PAYEE AMOUNT DESCRIPTION
<S> <C> <C> <C> <C>
03/06/97 MEMO ADVC BANK ONE $38,636,000.00 TRNSFR-T-BILL MATURITY
03/13/97 MEMO ADVC BANK ONE 22,260,000.00 TRNSFR-T-BILL MATURITY
03/20/97 MEMO ADVC BANK ONE 7,703,000.00 TRNSFR-T-BILL MATURITY
--------------
TOTAL $68,599,000.00
==============
</TABLE>
I
<PAGE>
DEBTOR: BONNEVILLE PACIFIC CORPORATION
Case No. 91A-27701
Proceeds From Asset Sales
For Period March 1 - March 31, 1997
- -------------------------------------------------------------------------------
CASH RECEIPTS JOURNAL
<TABLE>
<CAPTION>
DATE DOC # PAYOR AMOUNT DESCRIPTION
<S> <C> <C> <C> <C>
03/31/97 BANK STMT KEY BANK OF UTAH $11.36 INTEREST INCOME
</TABLE>
CASH DISBURSEMENTS JOURNAL
DATE DOC # PAYEE AMOUNT DESCRIPTION
NONE
J
<PAGE>
DEBTOR: BONNEVILLE PACIFIC CORPORATION
Case No. 91A-27701
Kyocera Maintenance Reserve
For Period March 1 - March 31, 1997
- -------------------------------------------------------------------------------
CASH RECEIPTS JOURNAL
<TABLE>
<CAPTION>
DATE DOC # PAYOR AMOUNT DESCRIPTION
<S> <C> <C> <C> <C>
03/01/97 CK# 6178 BONNEVILLE PACIFIC CORP $11,195.00 TRANSFER
03/31/97 BNK STMT KEY BANK OF UTAH 759.23 INTEREST INCOME
----------
TOTAL CASH RECEIPTS $11,954.23
==========
</TABLE>
CASH DISBURSEMENTS JOURNAL
DATE DOC # PAYEE AMOUNT DESCRIPTION
NONE
K
<PAGE>
DEBTOR: BONNEVILLE PACIFIC CORPORATION
Case No. 91A-27701
Balance Sheet
As of March 31, 1997
- -------------------------------------------------------------------------------
ASSETS
Current Assets:
Cash $128,620,396
Accounts receivable - trade 3,697
Accounts receivable - settlements (Note 4) 10,250,000
Accounts receivable - affiliates 298,941
Prepaid Insurance 22,033
Accrued interest receivable 690,544
------------
Total current assets $139,885,611
Fixed Assets:
Land 198,424
Equipment, furniture and fixtures 3,750,994
------------
Total fixed assets 3,949,418
Less: Accumulated depreciation <3,068,792>
------------
Net fixed assets 880,626
Other Assets:
Investment in and advances to subsidiaries
and partnership 30,044,319
Other assets 1,820
------------
Total other assets 30,046,139
------------
TOTAL ASSETS $170,812,376
============
LIABILITIES
Post-petition liabilities:
Accounts payable - trade $ 94,227
Accounts payable - professional fees
and costs (Note 4) 6,979,756
Accrued income taxes payable (Note 5) 170,247
Taxes payable 99,765
Accrued interest 0
------------
Total post-petition liabilities $ 7,343,995
Pre-petition liabilities:
Priority claims 61,186
Secured debt 0
Unsecured debt (Notes 1 and 3) 99,699,658
------------
Total pre-petition liabilities 99,760,844
------------
TOTAL LIABILITIES 107,104,839
Commitments and Contingent Liabilities (Note 3)
OWNERS' EQUITY
Capital stock or owners' investment 213,752
Paid-in-capital 121,590,029
Treasury stock <2,308,255>
Retained earnings:
Pre-petition <56,551,908>
Post-petition 763,919
------------
TOTAL OWNERS' EQUITY (Notes 1 and 3) 63,707,537
------------
TOTAL LIABILITIES AND OWNERS' EQUITY $170,812,376
============
Form 2-C
<PAGE>
DEBTOR: BONNEVILLE PACIFIC CORPORATION
Case No. 91A-27701
Profit and Loss Statement
For Period March 1 - March 31, 1997
- -------------------------------------------------------------------------------
Gross operating revenue $ 103,655
Less discount, returns and allowances 0
---------
Net operating revenue $ 103,655
Cost of goods sold <124,056>
-----------
Gross profit <20,401>
Operating expenses:
Salaries and wages 28,276
Rent and leases 13,413
Payroll taxes 2,119
Insurance 1,157
Other 22,463
---------
Total operating expenses <67,428>
----------
Operating income (loss) <87,829>
Legal and professional fees and costs
(Note 4) 1,754,259
Depreciation, depletion and Administration 1,333
Interest expense 0
---------
Total <1,755,592>
-----------
Net operating income (loss) <1,843,421>
Non-operating income and (expenses):
Interest income 553,969
Other income 5,304
Other income - settlements (Note 4) 5,250,749
Equity in earnings (losses) of subsidiaries
and partnerships (Note 2) 612,709
---------
Net non-operating income or (expenses) 6,422,731
----------
Net income (loss) before income taxes 4,579,310
Provision for income taxes (Note 5) 91,727
----------
NET INCOME (LOSS) $4,487,583
==========
Form 2-D
Page 1 of 3
<PAGE>
DEBTOR: BONNEVILLE PACIFIC CORPORATION
Case No. 91A-27701
General Notes to Financial Statements
For Period March 1 to March 31, 1997
- -------------------------------------------------------------------------------
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
bankruptcy accrued interest payable is recorded only on post petition debt
and pre-petition secured debt to the extent that the underlying collateral
equals or exceeds the outstanding principal plus the accrued interest
payable. Specifically, prepetition unsecured debt does not include any
accrual of interest after December 5, 1991. These financial statements
are prepared in a format required by the U.S. Bankruptcy Code. While every
effort is made to comply with generally accepted accounting principles
(GAAP), these financial statements may not comply with GAAP in all
respects. Also see the narrative which is attached hereto.
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 Potential Claims. Unrecorded liabilities and
potential 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 $11,000,000.00, limited partner claims in the
approximate amount of $4,000,000.00, Section 510(b) equity claims in the
approximate amount of $50,000,000.00 (including the $10,000,000.00 allowed
compromised claim of CIGNA and the $3,000,000.00 claim filed by the plan
Trustee for the debtor's ESOP plan) and $8,945,000.00 in deeply
subordinated claims, accrued interest on certain claims and potential
administrative fees which may be allowed by the Bankruptcy Court.
The recording of the above described liabilities, if allowed, will reduce
equity by a corresponding amount.
For further information concerning liabilities and potential claims, see
the "Trustee's Preliminary Report (Estimate) Concerning Claims Filed
Against the Estate" dated March 17, 1997, which was originally filed on
March 17, 1997 and which was originally attached to the Financial Report
for the period February 1, 1997 through February 28, 1997, a copy of which
is attached hereto.
Form 2-D
Page 2 of 3
<PAGE>
DEBTOR: BONNEVILLE PACIFIC CORPORATION
Case No. 91A-27701
General Notes to Financial Statements
For Period March 1 to March 31, 1997
- -------------------------------------------------------------------------------
4. Accounts Receivable Settlements represent only court approved settlements
where all conditions precedent have occurred and the settlements were
fully effective as of March 31, 1997 and are reflected on the
March 31, 1997 Financial Statements. Approved settlements are as follows:
W. Johnson $1,250,000
Westinghouse Electric 6,000,000
Piper Jaffray 3,000,000
-----------
$10,250,000
5. As of April 30, 1996, Bonneville and Subsidiaries had approximately
$150,000,000 in federal net operating loss carry-forwards for Federal
Income Tax purposes and approximately $140,000,000 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. The financial statements reflect an
estimated $2,600,000 alternative minimum tax provision and an estimated
$350,000 state tax provision resulting from operations and the receipt of
proceeds from settlements through the end of the current period.
The Trustee has requested permission from the Internal Revenue Service to
change the tax year end of Bonneville and Subsidiaries to December 31.
The request has been granted.
Form 2-D
Page 3 of 3
<PAGE>
BONNEVILLE PACIFIC CORPORATION
Case No. 91A-27701
Taxes Payable Schedule (Post-Petition)
For Period March 1 to March 31, 1997
- -------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Beginning Payments Date Check Ending
Balance Adjustments Additions Deposits Paid Numb. Balance
<S> <C> <C> <C> <C> <C> <C> <C>
Income tax withheld:
Federal $ 0.00 $ $ <4,258.70> $ 2,124.42 03/12/97 1231 $ 0.00
2,134.28 03/27/97 1232
State 0.00 <1,431.00> 1,431.00 03/27/97 1233
FICA tax withheld 0.00 <2,118.96> 1,056.97 03/12/97 1231
1,061.99 03/27/97 1232 0.00
Employer's FICA tax 0.00 <2,118.96> 1,056.97 03/12/97 1231
1,061.99 03/27/97 1232 0.00
Unemployment tax:
Federal 0.00 0.00 0.00
State 0.00 0.00 0.00 0.00
Sales, use & excise taxes 0.00 0.00
Property taxes <97,548.00> <2,217.00> <99,765.00>
Accrued income tax:
Federal <78,647.00> 0.00 <91,600.00> 0.00 <170,247.00>
State 0.00 0.00 0.00
Delaware franchise tax 0.00 0.00
Employee withholding 0.00 <1,518.08> 759.04 03/12/97 1006202 0.00
759.04 03/27/97 1006233
-------------- ----------- ------------- ---------- --------------
TOTALS $ <176,195.00> $ 0.00 $<105,262.70> $11,445.70 $ <270,012.00>
============== =========== ============= ========== ==============
</TABLE>
<PAGE>
DEBTOR: BONNEVILLE PACIFIC CORPORATION
Case No. 91A-27701
Insurance Schedule
For Period March 1 to March 31, 1997
- -------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Policy
Amount of Expiration Premium Paid
Carrier/Agent Coverage Date Thru Date
<S> <C> <C> <C> <C>
Worker's Compensation Various State Funds Statutory
$1,000,000 (A) 03/31/97
General Liability Travelers Insurance/
Sedgwick James 5,000,000 06/06/97 06/06/97
Vehicles Travelers Insurance/
[Hired/Non-owned] Sedgwick James 5,000,000 06/06/97 06/06/97
Property:
Bonneville Pacific Federal Insurance Co./
Sedgwick James 735,000 08/17/96 08/17/97
Kyocera Federal/Hartford Steam/
Sedgwick James 5,352,879 08/17/96 08/17/97
(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.
</TABLE>
<PAGE>
DEBTOR: BONNEVILLE PACIFIC CORPORATION
Case No. 91A-27701
Accounts Receivable and Payable Aging
For Period March 1 to March 31, 1997
- -------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Accounts
Non-Affiliate Accounts Payable
Accounts Payable Professional
Receivable Trade Fees
<S> <C> <C> <C>
Under 30 days $10,253,694 $ 81,207 $6,797,271
30 to 60 days 0 8,446 0
61 to 90 days 3 0 0
Over 90 days 0 4,574 182,485
----------- ---------- ----------
Total post-petition 10,253,697 94,227 6,979,756
Pre-petition amounts 0 3,527,206 0
----------- ---------- ----------
Total accounts receivable $10,253,697
===========
Total accounts payable $3,621,433 $6,979,756
========== ==========
Affiliate
Accounts
Receivable
Under 30 days $ 5,103
30 to 60 days 23,137
61 to 90 days 45,205
Over 90 days 225,496
----------
Total post-petition
affiliate accounts
receivable $ 298,941
===========
</TABLE>
Form 2-E
Page 3 of 6
<PAGE>
DEBTOR: BONNEVILLE PACIFIC CORPORATION
Case No. 91A-27701
Schedule of Payments of Fees and Costs to Attorneys and Other Professionals
For Period March 1 to March 31, 1997
- -------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Date of
Court Estimated
Amount Paid Approval Balance Due
<S> <C> <C> <C> <C>
Counsel for Unsecured
Creditors' Committee $ 0 $ 139,487
Court Appointed Trustee 0 101,736 (1)
Trustee's Counsel 0 250,522 (1)
Trustee's Accountants 0 103,353
Trustee's Special Plan Counsel 0 166,699
Special Litigation Counsel for
Trustee - Costs 0 360,186
Trustee - Fees 0 5,714,775 (2)
Buccino and Associates 0 42,998 (3)
Auditors 0 100,000
Financial Consultants 100,000 3/20/97 0
-------- ----------
Total $100,000 $6,979,756
======== ==========
</TABLE>
- ---------------
(1) Includes only hourly rate and miscellaneous Trustee costs. Does not
include any additional amounts that may be awarded by the court relating
to 11 USC Section 326 or as an enhanced fee to either the Trustee
or the Trustee's general counsel.
(2) Includes an accrual for any contingent fees due as a result of
Court approved settlements or recoveries. Estimated contingent
fees are accrued when settlements are approved by the Court. The
contingent fees that have been accrued on settlements approved by
the Court are as follows:
1. $6,000,000.00 - Westinghouse Settlement
Fees - $1,980,000.00
2. $3,000,000.00 - Piper Jaffray Settlement
Fees - $990,000.00
3. $4,500,000.00 - Yanke Dinuba Settlement
Fees - $1,485,000.00
4. $1,750,000.00 - Mayer Brown Settlement
Fees - $577,500.00
5. $1,300,000.00 - Johnson Settlement
Fees - $429,000.00
6. $767,500.00 - Calpine Settlement
Fees - $253,275.00
Form 2-E
Page 4 of 6
<PAGE>
The $6,000,000.00 Westinghouse settlement payment, the
$3,000,000.00 Piper Jaffray settlement payment and approximately
$1,250,000.00 of the Johnson settlement have not yet been received
by the estate, but the settlements were approved and such
settlements have been booked as receivables.
(3) Pursuant to Order dated October 15, 1996, the Court approved the
Application for Certain Costs in the amount of $60,297.25 of
Buccino & Associates, taken under advisement at a hearing held on
August 11, 1992. Payment of the $60,297.25 was ordered but
Buccino & Associates was paid an $80,000.00 pre-petition retainer
for which it had not accounted. Furthermore the Court's Order, dated
October 15, 1996, did not specify whether $59,049.00 in actual fees
as well as an additional $13,525.93 in costs which were the subject
matter of the application taken under advisement were allowed.
As a consequence, the Trustee filed a Request for Clarification
of the Court's Order dated October 15, 1996 and at a hearing held on
April 1, 1997 the Court ordered payment of the sum of $42,997.97
to Buccino & Associates as final fees and costs.
Further information concerning settlements is contained in the narrative
which is attached.
Form 2-E
Page 5 of 6
<PAGE>
DEBTOR: BONNEVILLE PACIFIC CORPORATION
Case No. 91A-27701
Schedule of Payments to Principal/Executives
For Period March 1 to March 31, 1997
- -------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Payee Name Position Nature of Payment Amount
<S> <C> <C> <C>
Ralph F Cox Director Director fees 0.00
Calvin L Rampton Director Director fees 0.00
Clark M Mower President Salary 12,566.68
</TABLE>
Form 2-E
Page 6 of 6
<PAGE>
DEBTOR: BONNEVILLE PACIFIC CORPORATION
Case No. 91A-27701
Quarterly Fee Summary (1)
Month Ended March 31, 1997
- -------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Cash Quarterly Payment
Disbursement Fee Due Check No. Date
<S> <C> <C> <C> <C>
January $ 220,508.24
February 169,408.87
March 215,808.71
-------------
Total 1st Quarter 605,725.82
April
May
June
Total 2nd Quarter
July
August
September
Total 3rd Quarter
October
November
December
Total 4th Quarter
</TABLE>
(1) This summary is to reflect the current calendar year's information
cumulative to the end of the current reporting period.
Form 2-F
