/raid1/www/Hosts/bankrupt/TCR_Public/040731.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Saturday, July 31, 2004, Vol. 8, No. 159
Headlines
ADELPHIA COMMS: June 2004 Net Loss Narrows to $24.9 Million
ADELPHIA: Century/ML's June 2004 Monthly Operating Report
ANC RENTAL: Reports $12.7 Million in Total Assets at June 30
DII/KBR: Halliburton Reports $663 Million 2nd Quarter Net Loss
ENRON: ENA Examiner's 118th Weekly Report - June 14 to 18, 2004
EXIDE TECH: Releases Post-Confirmation Report Ending May 5, 2004
FASTNET: Files January to March 2004 Monthly Operating Reports
FEDERAL-MOGUL: Reports $12.1 Million Net Earnings in June 2004
FINOVA GROUP: Files 2003 Retirement Plan Annual Report
FOOTSTAR INC: Incurs $10.6 Million Net Loss in June 2004
LOEWEN GROUP: Alderwoods Releases 2nd Quarter Financial Results
PACIFIC GAS: Files 2003 Savings Fund Plan Report with SEC
PARMALAT: Farmland Dairies' June 2004 Monthly Operating Report
PARMALAT: Milk Products' June 2004 Monthly Operating Report
PARMALAT: Releases Monthly Operating Report Ended June 19, 2004
PARMALAT FINANZIARIA: Files Fin'l Reports Ending Dec. 31, 2003
PARMALAT GROUP: Releases Financial Results Ended June 30, 2004
PG&E NATIONAL: ET Gas April 2004 Monthly Operating Report
PG&E NATIONAL: ET Holdings April 2004 Monthly Operating Report
PG&E NATIONAL: ET Investments April 2004 Monthly Operating Report
PG&E NATIONAL: ET Power April 2004 Monthly Operating Report
PG&E NATIONAL: USGen April 2004 Monthly Operating Report
RELIANCE GROUP: Releases June 2004 Monthly Operating Report
*********
ADELPHIA COMMS: June 2004 Net Loss Narrows to $24.9 Million
-----------------------------------------------------------
Adelphia Communications Corporation, et al.
Unaudited Consolidated Balance Sheet
As of June 30, 2004
(Dollars in thousands)
ASSETS
Cash and cash equivalents $202,177
Restricted cash 37,552
Subscriber receivables - net 211,164
Prepaid expenses 54,986
Investments 21,827
Intercompany receivables 27,720,678
Related party receivables 1,770,343
Property, plant and equipment - net 6,973,235
Intangible assets - net 15,351,999
Other assets - net 433,261
-----------
Total Assets $52,777,222
===========
LIABILITIES AND STOCKHOLDERS' EQUITY
Accounts payable $117,329
Subscriber advance payments and deposits 108,337
Accrued interest and other liabilities 411,436
Intercompany payables 665,614
Related party payables 162,681
Parent and subsidiary debt 530,724
Deferred income taxes 2,004,746
-----------
Total current liabilities 4,000,867
Liabilities subject to compromise:
Parent and subsidiary debt 13,421,601
Parent and subsidiary debt attributable to
Rigas family entities 2,846,156
-----------
16,267,757
Accounts payable 889,592
Accrued interest and other liabilities 519,644
Intercompany payables 27,019,794
Related party payables 1,233,606
Redeemable exchangeable preferred stock 148,794
-----------
Total liabilities subject to compromise 46,079,187
-----------
Total liabilities 50,080,054
Minority interests 539,258
Stockholders' equity:
Convertible preferred stock 397
Class A and Class B common stock 2,548
Additional paid-in capital 9,458,327
Accumulated other comprehensive loss (6,750)
Accumulated deficit (4,301,055)
Treasury stock, at cost (149,401)
-----------
Total 5,004,066
Amounts due from Rigas family entities (2,846,156)
-----------
Total stockholders' equity 2,157,910
-----------
Total liabilities and stockholders' equity $52,777,222
===========
Adelphia Communications Corporation, et al.
Unaudited Consolidated Statements of Operations
Month Ended June 30, 2004
(Dollars in thousands)
Revenue $326,878
Cost and expenses:
Direct operating and programming 204,267
Selling, general and administrative 26,611
Depreciation and amortization 90,217
Impairment of long-lived and other assets -
Non-recurring professional fees 8,454
-----------
Operating income (loss) before reorg expenses (2,671)
Reorganization expenses due to bankruptcy 5,403
-----------
Operating loss (8,074)
Other income (expense):
Interest expense (27,431)
Equity in losses of affiliates -- net (224)
Minority interest in losses (earnings) of
subsidiaries 6,459
Other-than-temporary impairment of investments -
Other 4,311
-----------
Total (16,885)
-----------
Net loss before income taxes (24,959)
Income tax benefit -
-----------
Net loss from continuing operations (24,959)
Discontinued operations -
-----------
Net loss applicable to common stockholders ($24,959)
===========
Adelphia Communications Corporation, et al.
Unaudited Consolidated Statements of Cash Flows
Month Ended June 30, 2004
(Dollars in thousands)
Cash flows from operating activities:
Net loss ($24,959)
Adjustments to reconcile net loss to net cash
provided by (used in) operating activities:
Depreciation and amortization 90,217
Amortization of bank financing costs 2,322
Impairment of long-lived and other assets -
Other-than-temporary impairment of investment -
Minority interest in earnings (losses)
of subsidiaries (6,459)
Equity in losses of affiliates, net 224
Gain on sale of assets - net -
Depreciation, amortization and other non-cash
items from discontinued operations -
Other non-cash items -
Reorganization expenses due to bankruptcy 5,403
Non-recurring professional fees (5,527)
Change in assets and liabilities:
Subscriber receivables - net (868)
Prepaid expenses and other assets - net 6,690
Other assets - net (5,576)
Accounts payable (19,268)
Subscriber advance payments and deposits 17,393
Accrued interest and other liabilities 11,660
Liabilities subject to compromise -
Intercompany receivables and payables - net 459
-----------
Net cash provided by (used in) operations before
payment of reorganization expenses 71,711
Reorganization expenses paid during the period (9,884)
-----------
Net cash provided by (used in) operating activities 61,827
Cash flows from investing activities:
Expenditures for property, plant and equipment (100,485)
Cash paid for acquisitions -
Changes in restricted cash 3,313
Proceeds on asset sales -
Investment distributions and contributions -
Related party receivables and payables - net 2,888
-----------
Net cash used in investing activities (94,284)
Cash flows from financing activities:
Proceeds from debt 31,572
Payments of debt (1,467)
Payment of DIP bank financing costs -
-----------
Net cash provided by financing activities 30,105
Change in cash and cash equivalents cash (2,352)
Cash, beginning of period 204,529
-----------
Cash, end of period $202,177
===========
Adelphia-affiliates Arahova Communications Inc., Frontiervision
Capital Corp., Frontiervision Holdings Capital Corp.,
Frontiervision Holdings Capital II Corp., Frontiervision Holdings
LP, Frontiervision Operating Partners LP, Olympus Capital Corp.,
and Olympus Communications LP, also delivered copies of Adelphia's
consolidated financial statements to the Securities and Exchange
Commission.
Adelphia Communications Corporation and more than 200 affiliates
filed for Chapter 11 protection in the U.S. Bankruptcy Court for
the Southern District of New York on June 25, 2002. Those cases
are jointly administered under case number 02-41729. Shelley C.
Chapman, Esq., at Willkie Farr & Gallagher represents the ACOM
Debtors.
ADELPHIA: Century/ML's June 2004 Monthly Operating Report
---------------------------------------------------------
Century-ML Cable Venture
(Debtor-In-Possession)
Unaudited Balance Sheet
As of June 30, 2004
(Dollars in thousands)
ASSETS
Cash and cash equivalents $16,090
Subscriber receivables - net 542
Prepaid expenses and other assets - net 281
Investment in Century-ML Corporation 122,019
Related party receivables 231
Property, plant and equipment - net 6,073
Intangible assets 1,528
--------
Total assets $146,764
========
LIABILITIES AND STOCKHOLDERS' EQUITY
Accounts payable -
Subscriber advance payments and deposits $351
Accrued expenses and other liabilities 1,591
Intercompany payables 2,579
Deferred income taxes 45
--------
4,566
--------
Liabilities subject to compromise:
Accounts payable 20
Accrued expenses and other liabilities 1,155
Intercompany payables 10,817
--------
Total liabilities subject to compromise 11,992
--------
Total liabilities 16,558
--------
Partners' equity:
Partners' contributions 56,800
Partners' retained earnings 73,406
--------
Total partners' equity 130,206
--------
Total liabilities and partners' equity $146,764
========
Century-ML Cable Venture
(Debtor-In-Possession)
Unaudited Statement of Operations
For the Month Ended June 30, 2004
(Dollars in thousands)
Revenue $1,043
Cost and expenses:
Direct operating and programming 441
Selling, general and administrative 22
Management fees 40
Non-recurring professional fees -
Depreciation 127
--------
Operating income before reorganization
expenses due to bankruptcy 413
Reorganization expenses due to bankruptcy 48
--------
Operating income 365
Interest income - net 11
Equity in net income of Century-ML Cable
Corporation - net of taxes 1,413
--------
Income before income taxes 1,789
Income tax expense (50)
--------
Net income $1,739
========
Century-ML Cable Venture
(Debtor-In-Possession)
Unaudited Statement of Cash Flows
For the Month Ended June 30, 2004
(Dollars in thousands)
Cash flow from operating activities:
Net income $1,739
Adjustments to reconcile net income
to net cash provided by (used in)
operating activities:
Depreciation 127
Reorganization expenses due to bankruptcy 48
Non-recurring professional fees -
Equity in net income of Century-ML Cable
Corporation - net of taxes (1,413)
Change in assets and liabilities:
Subscriber receivables - net (70)
Prepaid expenses and other assets - net (30)
Accounts payable (21)
Subscriber advance payments and deposits 64
Accrued expenses and other liabilities 38
Intercompany receivables and payables - net 1,397
--------
Net cash provided by operating activities 1,879
--------
Cash flows from investing activities:
Expenditures from property, plant and equipment (110)
--------
Net cash used in investing activities (110)
--------
Change in cash and cash equivalents 1,769
Cash and cash equivalents, beginning of period 14,321
--------
Cash and cash equivalents, end of period $16,090
========
ANC RENTAL: Reports $12.7 Million in Total Assets at June 30
------------------------------------------------------------
On July 23, 2004, ANC Rental Corporation filed with the United
States Bankruptcy Court for the District of Delaware their
required consolidated Monthly Operating Report for the month
ending June 30, 2004 and the cumulative filing to date period
ended June 30, 2004 in a form prescribed by the office of the
United States Trustee of the Department of Justice for the
District of Delaware. The Monthly Operating Report includes data
for the Debtors only.
Additionally, the Company reported on Form 8-K dated June 14, 2003
that it has signed an agreement to sell substantially all of its
assets and transfer certain liabilities to an independent third
party. The sale was approved by the Bankruptcy Court on August 21,
2003. The sale transaction closed on October 14, 2003. Following
the closing, the Company has no remaining operating assets. The
Company has commenced an orderly liquidation of any assets and
liabilities which were not sold, pursuant to the Company's Joint
Plan of Liquidation which was approved by the United States
Bankruptcy Court on April 16, 2004, as reported on Form 8-K dated
May 10, 2004. Paragraph 6.5 of the Plan provides that on the
effective date of the Plan, all ANC Rental Corporation common
stock interests will be extinguished, and no distributions will be
made under the provisions of the Plan in respect of such ANC
Rental Corporation common stock interests.
A full-text copy of ANC Rental's June 2004 Monthly Operating
Report is available at no charge at:
http://www.sec.gov/Archives/edgar/data/1097523/000095014404007263/g90089e8vk.htm
Headquartered in Fort Lauderdale, Florida, ANC Rental Corporation,
is the world's third-largest publicly traded car rental company.
The Company filed for chapter 11 protection on November 13, 2001
(Bankr. Del. Case No. 01-11200). Brad Eric Scheler, Esq., and
Matthew Gluck, Esq., at Fried, Frank, Harris, Shriver & Jacobson,
represent the Debtors in their restructuring efforts. When the
Company filed for protection from their creditors, they listed
$6,497,541,000 in assets and $5,953,612,000 in liabilities.
ANC Rental Corporation, et al.
Combined Balance Sheet
As of June 30, 2004
ASSETS
Current Assets
Cash -- Investments and Other Cash $1,333,981
Cash -- ANC Primary Disbursement 292
---------------
Total Unrestricted Cash 1,334,273
Restricted Cash -- Professional Fee Escrow 5,583,078
California DMV Restricted Cash 38,067
Restricted Cash -- Tax Escrow 5,658,732
---------------
Total Restricted Cash 11,279,877
Accounts Receivable Other 119,020
Corporate Accounts 3,640,625
Collision Damage Recovery A/R 2,873,499
Collision Damage Recovery Reserve (2,873,499)
Provision -- Trade A/R (3,640,625)
---------------
Total Receivables, net 119,020
---------------
Total Current Assets 12,733,170
Other Assets
Deposits - Insurance Collateralization 58,215
---------------
Total Other Assets 58,215
---------------
Total Assets $12,791,385
===============
LIABILITIES & CAPITAL
Administrative Liabilities
Accounts Payable $4,794,875
Admin Claim -- Legal and Professional Fee -
Accrued Interest on 3rd Party Debt 6,500,000
Reserve for Other Admin Claims 825,000
---------------
Estimated Admin and Prof Fee Reserves 12,119,875
Secured Liabilities
Accrued Ad-Valorem Tax Reserve 5,893,951
Priority Liabilities
Accrued Prepetition Personal Property Taxes 2,264,409
Other Priority Creditor Accruals 444,127
General Unsecured Liabilities
Reserves for General Unsecured Claims 459,825,725
---------------
Total Liabilities 480,548,087
Total Capital (467,756,702)
---------------
Total Liabilities & Capital $12,791,385
===============
ANC Rental Corporation, et al.
Statement of Operations
For the month ending June 30, 2004
Total Revenues $0
Expenses
Citations (1,639)
Turnback Expense Charges 0
Damage Repair -- Collection (22,081)
Unemployment Taxes -- State 0
Payroll Taxes -- Other 0
Bank Service Charges 1,640
Consulting Fees 270,894
Accounting -- Auditing Fees 2,894
Legal Fees 245,699
Data Processing Services 7,855
Printed Forms/Stationery 0
Rent Expense 0
Utilities 0
Telephone/Communications 0
Personal Property Taxes (11,128)
Non-Property Taxes (166,282)
Environmental Costs 0
Miscellaneous Other Expense (Operating) 1,690
Interest Exp -- Other Notes 235,500
---------------
Total Expenses 565,042
---------------
Net Income ($565,042)
===============
ANC Rental Corporation, et al.
Cash Receipts and Disbursements
For the month ending June 30, 2004
Cash at Beginning of Period $13,590,119
Receipts:
Credit Card and Local Deposits 0
Collections of Accounts Receivable 31,484
Other Receipts 218,397
---------------
Total Receipts 249,881
Disbursements:
US Trustee Fees Paid 0
Fleet Operating Expenses 0
Personnel - Net Cash Payroll 0
Personnel - Payroll Taxes Paid 0
Personnel - Benefits Payments 0
Personnel - Payments of Garnishments Withheld 0
Travel Expenses Paid 0
Fuel Rental Fleet Payments 0
Airport - Agency - Concession Fees Paid 0
Insurance Payments All 0
Facility & Other Fixed Operating Expenses Paid 0
Travel Agency Tour Operator Commission Payments 0
Advertising Payments 0
IT Consulting Payments 0
IT Other Cash Payments 0
Sales Taxes and Other Taxes Paid 1,141,549
Professional Fees Paid - Ordinary Course 0
Professional Fees Paid - Bankruptcy Professional 76,650
Other Miscellaneous Operating Expenses Paid 7,651
Capital Expenditures 0
Interest and Financing Fees Paid 0
Vehicle Holding Costs Paid 0
Working Capital Fundings to Subsidiaries 0
---------------
Total Disbursements 1,225,850
Net Cash Flow (975,969)
---------------
Cash at End of Period $12,614,150
===============
DII/KBR: Halliburton Reports $663 Million 2nd Quarter Net Loss
--------------------------------------------------------------
Halliburton (NYSE:HAL) reported second quarter 2004 loss from
continuing operations of $54 million. Impacting continuing
operations for the quarter on an after-tax basis was the
previously announced $200 million charge on the Barracuda-
Caratinga project.
Net loss for the quarter was $663 million and included a net loss
from discontinued operations for the proposed asbestos and silica
settlement of $609 million. The net loss from discontinued
operations resulted primarily from the second quarter reduction of
the amount recorded as asbestos insurance receivables due to the
pending settlement agreements with domestic insurance carriers.
Revenues were $5.0 billion in the second quarter 2004, up 38% from
the second quarter 2003. This increase was largely attributable
to additional activity on government services projects in the
Middle East in the Engineering and Construction Group (known as
KBR).
The consolidated pretax operating loss was $19 million in the
second quarter 2004 compared to $71 million operating income in
the second quarter 2003. This decrease was primarily attributed
to a decline in KBR operating results as a result of a $310
million pretax loss on the Barracuda-Caratinga project, offset by
increased government services work. KBR second quarter 2003
operating income included a $173 million pretax loss on the
Barracuda-Caratinga project.
The Energy Services Group (ESG) had improved operating income in
each of the four segments. Revenues increased 7% in the second
quarter 2004 compared to the prior year period, and operating
income for ESG was up 15% in the second quarter 2004. ESG second
quarter 2003 operating income included a $24 million pretax gain
related to the sale of Halliburton Measurement Systems (HMS).
"I am very pleased with our ESG operating performance during the
quarter," said Dave Lesar, chairman, president and chief executive
officer of Halliburton. "We continue to see growth and
improvement in the energy services business. The rig count
continues to increase, while our uplift in pricing, coupled with
our focus on cost control, are providing stronger margins.
Sequentially for the quarter, ESG revenue increased $88 million
or 5%, operating income was up $57 million or 27% and operating
margins increased by 2.4 percentage points over the first quarter
2004.
"Also, last week's confirmation of the Plan of Reorganization by
the United States Bankruptcy Court was, we believe, a significant
step forward on our path for resolving our asbestos liability.
With this confirmation, we are encouraged that we will soon
receive a favorable judgment as the plan moves to the district
court. The large additional operating loss on Barracuda-Caratinga
in the quarter was disappointing, but we have enhanced our project
management and increased our effort to complete this difficult
project."
KBR Second Quarter Results
KBR revenues for the second quarter 2004 were $3.1 billion, a 68%
increase over the second quarter 2003. The improvement was due to
government contract activities, primarily in the Middle East.
KBR operating loss for the second quarter 2004 was $277 million,
compared to a $148 million loss in the second quarter 2003.
Second quarter 2004 operating loss included a $310 million loss on
the Barracuda-Caratinga project, which was partially offset by
improved results on government services projects. Second quarter
2003 results included a $173 million loss on the Barracuda-
Caratinga project.
KBR backlog at June 30, 2004 was $8.8 billion, up nearly $400
million from March 31, 2004, primarily due to work on the LogCAP
III contract. Approximately 23% of the backlog was for fixed-fee
contracts, compared to approximately 26% at March 31, 2004.
Halliburton's Iraq-related work contributed approximately $1.7
billion in revenues in the second quarter 2004 and $23 million in
operating income before corporate costs and taxes.
Technology and Significant Achievements
Halliburton had a number of advances in technology and new
contract awards.
Energy Services Group new technologies and contracts:
* Halliburton has been awarded a contract by ConocoPhillips
estimated to be worth $130 million over three years to
provide integrated drilling services for its North Sea
activities. The contract, awarded to Sperry-Sun, includes
two additional options up to three years each. The
contract is one of the first awarded by ConocoPhillips
covering all its North Sea operations. The contract
includes the provision of directional drilling,
measurement-while-drilling, logging-while-drilling, mud
logging and surveying services.
* Halliburton has been awarded two contracts totaling $230
million to drill 33 turnkey wells in southern Mexico by
Petroleos Mexicanos S.A. (Pemex), the state-owned oil
company of Mexico.
* Halliburton has been awarded a three-year contract by
Norsk Hydro to provide drilling services and complementary
products for the operator's Oseberg South and on the
Oseberg J-structure in the North Sea. The contract,
valued at approximately $120 million, will include
services from Halliburton's Sperry-Sun and Security DBS
product service lines, such as directional drilling,
measurement-while-drilling, logging-while-drilling, mud
logging and the supply of drill bits.
* Halliburton has been awarded a five-year contract by BP
for integrated drilling services in offshore Azerbaijan to
be performed by Sperry-Sun. The award provides a
strategic base of operations for additional Halliburton
activity in the southern Caspian Sea.
* Halliburton has been awarded a five-year global technology
and services agreement with Statoil. In this agreement
Landmark Graphics will provide solutions for prospect
generation, field development planning as well as drilling
and completions.
KBR new contract awards:
* KBR has been awarded a contract valued at $175 million
over five years by the United States Navy to support the
Hampton Roads naval facilities. The award is the first
contract with the United States Navy in Hampton Roads
since KBR's contract with the Yorktown Weapons Station
expired in 1999. KBR's work will involve indefinite
quantities of facility rehabilitation, alteration, and
repair work.
* BP announced on July 1, 2004 its intention to award
contracts to KBR production services for engineering,
maintenance, and modification services for its United
Kingdom assets. The awards are for an initial period of
three years but, with options, the contracts could extend
to a total of nine years.
* Esso announced its intention to award a five-year contract
to KBR production services for integrated services for
design, procurement, and construction on its Bass Strait
assets in southeast Australia. KBR had been contracted
for part of this work scope over the past five years but
was successful in securing the entire scope under an open
tender process.
Halliburton, founded in 1919, is one of the world's largest
providers of products and services to the petroleum and energy
industries. The company serves its customers with a broad range
of products and services through its Energy Services and
Engineering and Construction Groups. The company's World Wide
Web site can be accessed at http://www.halliburton.com/
A full-text copy of Halliburton's Second Quarter 2004 Results is
available for free at:
http://sec.gov/Archives/edgar/data/45012/000004501204000199/halannounces2ndqtr.htm
ENRON: ENA Examiner's 118th Weekly Report - June 14 to 18, 2004
---------------------------------------------------------------
Harrison J. Goldin, the Examiner for Enron North America,
delivers to the Court his 118th report summarizing the deposits
and disbursements into and out of ENA Accounts for the period
June 14, 2004 through June 18, 2004.
Third Party Deposits and Disbursements:
Date Deposits Disbursements
---- -------- -------------
June 14, 2004 $59,799 ($3,497)
June 15, 2004 10,911 (117,450)
June 16, 2004 694 (4,332)
June 17, 2004 398,619 (21)
June 18, 2004 6,600,000 (3,363)
------------ -------------
Week Total: $7,070,023 ($128,662)
Inter-company Deposits and Disbursements:
Date Deposits Disbursements
---- -------- -------------
June 14, 2004 $117,000 $0
June 15, 2004 117,450 (118,483)
June 16, 2004 284 (284)
June 17, 2004 59,000 (59,000)
June 18, 2004 101,162 (101,486)
------------ -------------
Week Total: $394,896 ($279,254)
Total Deposits and Disbursements:
Date Deposits Disbursements
---- -------- -------------
June 14, 2004 $176,799 ($3,497)
June 15, 2004 128,360 (235,933)
June 16, 2004 978 (4,616)
June 17, 2004 457,619 (59,021)
June 18, 2004 6,701,162 (104,849)
------------ -------------
Week Total: $7,464,919 ($407,916)
EXIDE TECH: Releases Post-Confirmation Report Ending May 5, 2004
----------------------------------------------------------------
Exide Technologies
Unaudited Condensed Balance Sheet
As of May 5, 2004
(In thousands)
Assets
Current Assets:
Cash and cash equivalents $3,157
Receivables, net 143,182
Intercompany receivables 53,228
Inventories 136,226
Prepaid expense 19,494
----------
Total current assets 355,287
Property, plant & equipment, net 235,661
Goodwill and other intangibles, net 40,965
Deferred financing costs 301
Investment in subsidiaries & affiliates 2,212
Intercompany notes receivable 597,534
Other assets 34,503
----------
Total Assets $1,266,463
==========
Liabilities & Stockholder's Equity
Current liabilities:
Accounts payable $74,322
Accrued expenses 92,631
Accrued interest payable 61,853
Restructuring reserve 642
Warranty reserve 26,023
Current maturities of long-term debt (DIP Facility) 452,875
----------
Total current liabilities 708,346
Non-current retirement obligations 32,112
Other non-current liabilities 15,593
----------
Total liabilities not subject to compromise 756,051
Liabilities subject to compromise
Accounts payable 66,444
Accrued interest payable 19,403
Restructuring reserve -
Warranty reserve -
Accrued expenses and other liabilities 52,796
Retirement obligations 128,293
Other non-current liabilities 133,146
Long-term debt 1,081,293
----------
Total liabilities subject to compromise 1,481,375
----------
Total Liabilities 2,237,426
Stockholders' equity (deficit) (970,963)
----------
Total Liabilities & Stockholder's Equity (Deficit) $1,266,463
==========
Exide Technologies
Unaudited Statement of Operations
April 1, 2004 Thru May 5, 2004
(In thousands)
Net Sales $81,291
Cost of Sales 67,578
----------
Gross Profit 13,713
Operating Expenses:
Selling, marketing and advertising 8,456
General and administrative 5,310
Restructuring and other 6,114
Other (income) expense, net 1,306
Engineering and R&D 735
----------
Total Operating Expenses 21,921
----------
Operating Income (Loss) (8,208)
Interest Expense, net 6,157
----------
Loss before tax and minority interest (14,365)
Income tax (benefit) provision -
Minority interest -
----------
Net Loss ($14,365)
==========
Exide Technologies
Unaudited Schedule of Cash Receipts and Disbursements
April 1, 2004 Thru May 5, 2004
(In thousands)
Cash Receipts:
Customer Receipts $86,245
Other third-party receipts 1,073
Borrowings under DIP Facility 199,157
Intercompany receipt from non-filing entities 33,379
----------
Total cash receipts 319,854
Cash Disbursements:
Supplier payments (31,851)
Financing costs, fees and interest (2,100)
Capital expenditures (980)
Freight and logistics (7,926)
Leasing and rental costs (2,199)
Payroll and benefits (30,404)
Professional/consulting fees (7,064)
Taxes (713)
Utilities (3,360)
Other disbursements (12,371)
Intercompany loans to non-filing entities (146,360)
Repayments under DIP facility (77,899)
----------
Total cash disbursements (323,227)
Net cash flow (3,373)
Cash at beginning of period 6,530
----------
Cash at end of period $3,157
==========
FASTNET: Files January to March 2004 Monthly Operating Reports
--------------------------------------------------------------
Fastnet Corporation (n/k/a FN Estate Inc.) filed its monthly
operating reports for January, February and March, 2004, with the
United States Bankruptcy Court for the Eastern District of
Pennsylvania on June 30, 2004, and July 20, 2004, respectively.
The Debtors' Monthly Balance Sheets show:
Jan. 31, 2004 Feb. 29, 2004 Mar. 31, 2004
------------- ------------- -------------
Assets 8,590,945 7,907,610 8,002,348
Post-petition
Liabilities 4,849,341 4,437,190 4,830,494
Pre-petition
Liabilities 16,311,606 16,292,337 16,269,268
Stockholders'
Deficit 24,656,264 24,908,179 25,178,516
Full-text copies of the Debtors' Monthly Operating Reports are
available at no charge at:
http://www.sec.gov/Archives/edgar/data/1092536/000101968704001617/0001019687-04-001617-index.htm
As previously reported, on December 15, 2003, FASTNET Corporation
and its debtor subsidiaries completed the sale of substantially
all of their assets, including their Broadband and Dial Up
Internet Access, Co-location, and Managed Hosting business units,
to US LEC Corp. for an estimated $8.5 million, plus the assumption
of certain liabilities. The $8.5 million consisted of $6 million
in cash, $1.5 million in a promissory note and $1 million in Class
A common stock of US LEC Corp.
This sale was completed pursuant to the provisions of the United
States Bankruptcy Code, and the sale procedures established by the
Bankruptcy Court, including an auction process. An order approving
such sale was issued by the United States Bankruptcy Court for the
Eastern District of Pennsylvania, Case No. 03-23143, on December
4, 2003.
This transaction did not include assets associated with the
Companies' Web Development business, upstate New York wireless
business, certain wireline operations in upstate New York, certain
non-operating fixed assets and receivables from former customers.
As a result of this sale, Fastnet Corporation, Inc. changed its
name to FN Estate, Inc.
On January 15, 2004, the Companies completed the sale of
substantially all of their assets associated with their Web
Development business to a group of noteholders of NetReach, Inc.,
a subsidiary of FASTNET Corporation, in exchange for the surrender
and transfer to FASTNET Corporation of promissory notes of
NetReach, Inc. in the aggregate principal amount of $760,000 and
in consideration of the assumption of certain liabilities. This
sale was completed pursuant to the provisions of the United States
Bankruptcy Code.
On April 30, 2004, the Companies completed the sale of
substantially all of their assets used or associated with their
wireless Internet access operations located in Rochester, New York
to CBTEK, LLC, a New York limited liability company, for an
estimated $155,000, plus the assumption of certain liabilities.
This sale was completed pursuant to the provisions of the United
States Bankruptcy Code.
On May 4, 2004, FN Estate completed the sale of all of its
information relating to certain customers in connection with FN
Estate's wireline operations in the State of New York to Choice
One Communications of New York, Inc., and agreed to cooperate
during a finite period of time in the migration of such customers
to the Choice One network. Pursuant to the asset purchase
agreement entered into by FN Estate and Choice One, Choice One is
obligated to pay to FN Estate a percentage of the charges
collected by Choice One on or before April 30, 2005 from the
customers that migrate to Choice One on or before June 30, 2004.
This sale was completed pursuant to provisions of the United
States Bankruptcy Code.
The Companies are in the process of selling any remaining non-
operating fixed assets and collecting receivables from former
customers. The Companies anticipate filing a plan of liquidation
with the Bankruptcy Court no later than August 31, 2004, followed
by a winding up of their affairs. It is not anticipated that there
will be any funds available for distribution to shareholders of FN
Estate.
FEDERAL-MOGUL: Reports $12.1 Million Net Earnings in June 2004
--------------------------------------------------------------
Federal-Mogul Global, Inc., et al.
Unaudited Balance Sheet
As of June 30, 2004
(In millions)
Assets
Cash and equivalents $312.5
Accounts receivable 603.1
Inventories 466.4
Deferred taxes 199.8
Prepaid expenses and other current assets 104.1
----------
Total current assets [1,685.9]
Summary of Unpaid Postpetition Debits (67.3)
Intercompany Loans Receivable (Payable) 2,489.7
----------
Intercompany Balances 2,422.4
Property, plant and equipment 1,089.6
Goodwill 1,178.6
Other intangible assets 455.1
Insurance recoverable 821.6
Other non-current assets 1,101.1
----------
Total Assets [$8,754.3]
==========
Liabilities and Shareholders' Equity
Short-term debt $278.5
Accounts Payable 197.9
Accrued Compensation 78.2
Restructuring and rationalization reserves 17.2
Current portion of asbestos liability -
Interest Payable 0.6
Other accrued liabilities 320.2
----------
Total current liabilities [892.6]
Long-term debt -
Post-employment benefits 1,480.4
Other accrued liabilities 972.7
Liabilities subject to compromise 6,097.5
Shareholders' equity:
Preferred stock 1,054.7
Common stock 555.4
Additional paid-in capital 7,937.7
Accumulated deficit (9,611.2)
Accumulated other comprehensive income (625.5)
----------
Total Shareholders' Equity [(688.9)]
----------
Total Liabilities and Shareholders' Equity [$8,754.3]
==========
Federal-Mogul Global, Inc., et al.
Unaudited Statement of Operations
For the month ended June 30, 2004
(In millions)
Net sales $295.0
Cost of products sold 239.2
----------
Gross margin 55.8
Selling, general & administrative expenses (51.0)
Amortization (1.0)
Reorganization items (9.3)
Interest income (expense), net (9.2)
Other income (expense), net 19.7
----------
Earnings before Income Taxes 5.0
Income Tax (Expense) Benefit 7.1
----------
Earnings before effect of change in accounting principle 12.1
Cumulative effect of change in accounting principle -
----------
Net Earnings $12.1
==========
Federal-Mogul Global, Inc., et al.
Unaudited Statement of Cash Flows
For the month ended June 30, 2004
(In millions)
Cash Provided From (Used By) Operating Activities:
Net earnings (loss) $12.1
Adjustments to reconcile net earnings (loss):
Depreciation and amortization 13.7
Adjustments of assets held for sale to fair value -
Asbestos Charge -
Summary of unpaid postpetition debits -
Cumulative effect of change in acctg. principle -
Change in post-employment benefits (0.0)
Decrease/(increase) in accounts receivable (0.8)
Decrease/(increase) in inventories (15.1)
Increase/(decrease) in accounts payable 13.5
Change in other assets and other liabilities 33.2
Change in restructuring charge (0.6)
Refunds (payments) against asbestos liability -
----------
Net Cash Provided From Operating Activities 56.0
Cash Provided From (Used By) Investing Activities:
Expenditures for property, plant & equipment (11.3)
Proceeds from sale of property, plant & equipment -
Proceeds from sale of businesses -
Business acquisitions, net of cash acquired -
Other -
----------
Net Cash Provided From (Used By) Investing Activities (11.3)
Cash Provided From (Used By) Financing Activities:
Increase (decrease) in debt (11.6)
Sale of accounts receivable under securitization -
Dividends -
Other (1.2)
----------
Net Cash Provided From Financing Activities (12.9)
Increase (Decrease) in Cash and Equivalents 31.8
Cash and equivalents at beginning of period 280.6
----------
Cash and equivalents at end of period $312.5
==========
FINOVA GROUP: Files 2003 Retirement Plan Annual Report
------------------------------------------------------
On June 18, 2004, The FINOVA Group, Inc., submitted to the
Securities and Exchange Commission an annual report with respect
to its Retirement Savings Value Plan for Employees for the fiscal
year ended December 31, 2003. The annual report was filed on
Form 11-K and was made pursuant to Section 15(d) of the
Securities Exchange Act of 1934.
The FINOVA Group Inc.
Retirement Savings Value Plan for Employees
Statement of Net Assets Available for Plan Benefits
At December 31
-----------------------
2003 2002
---------- ----------
ASSETS
INVESTMENTS, at Fair Value:
Shares of Registered Investment Companies:
Vanguard Windsor Fund $9,021,208 $6,660,759
T. Rowe Price Equity Index Fund 7,909,323 6,606,360
T. Rowe Price Stable Val. Common
Trust Fund 5,478,546 5,573,263
T. Rowe Price Growth & Income Fund 4,760,820 4,395,022
T. Rowe Price New America Growth Fund 4,263,830 3,302,795
T. Rowe Price Small-CAP Value Fund 4,333,931 3,121,759
Vanguard Bond Index Fund 2,118,600 2,046,931
T. Rowe Price International Stock Fund 2,357,233 1,878,674
T. Rowe Price Spectrum Income Fund 1,725,305 1,804,373
T. Rowe Price Prime Reserve Fund 1,280,272 1,287,822
T. Rowe Price International Bond Fund 385,986 462,239
Common Stock:
The FINOVA Group, Inc., Common Stock 0 134,895
Participant Notes Receivable 752,287 937,073
---------- ----------
Total Investments 44,387,341 $38,211,965
CONTRIBUTIONS RECEIVABLE 77,957 115,321
---------- ----------
NET ASSETS AVAILABLE FOR BENEFITS $44,465,298 $38,327,286
========== ==========
The FINOVA Group Inc.
Retirement Savings Value Plan for Employees
Statement of Changes in Net Assets
Available for Plan Benefits
Year Ended December 31
-----------------------
2003 2002
---------- ----------
Additions (Reductions) to net assets
attributed to:
Investment Income:
Net Appreciation (Depreciation)
In Fair Value of Investments:
Mutual Funds $8,399,558 ($7,855,157)
Common Stock (324,589)
Dividends and Interest Income 859,898 942,235
Rollover Deposits 8,579 6,659
---------- ----------
9,268,035 (7,230,852)
Contributions:
Employee 1,624,897 2,251,313
Employer 1,027,154 1,370,239
---------- ----------
Total Contributions 2,652,051 3,621,552
Total Additions (Reductions) 11,920,086 (3,609,300)
Deductions from Net Assets Attributed to:
Participant withdrawals 5,782,073 7,765,107
Net Increase (Decrease) 6,138,013 (11,374,407)
Net Assets Available for
Plan Benefits Beginning of year 38,327,286 49,701,693
---------- ----------
End of year $44,465,298 $38,327,286
========== ==========
The Savings Plan was established on March 18, 1992 in connection
with the spin-off of FINOVA and its subsidiaries by The Dial
Corp. The assets of the Savings Plan were formerly held in the
Dial Companies Capital Accumulation Plan and The Dial Corp
Employee Stock Ownership Plan for the benefit of employees of the
Company that participated in the Dial Plan and the Dial ESOP.
The amounts were transferred to the Plan in 1992.
Employees are eligible to become a participant in the Savings
Plan as of the "entry date" coincident with or immediately
following the date on which the employee begins employment with
FINOVA. Employees are able to reduce their salaries on a pre-tax
basis, which FINOVA contributes to the Savings Plan. After-tax
contributions were permitted through December 31, 1996.
The Savings Plan is subject to various regulations, particularly
those under Internal Revenue Code Section 401(k) and the Employee
Retirement Income Security Act of 1974.
Ernst & Young, LLP, audited the Savings Plan's financial
statements.
FOOTSTAR INC: Incurs $10.6 Million Net Loss in June 2004
--------------------------------------------------------
On July 26, 2004, Footstar, Inc. and its debtor-affiliates filed
their monthly operating report for the period from May 29, 2004 to
July 3, 2004. The Company reports a net loss of $10.6 million in
$85.4 million of net sales. At July 3, 2004, Footstar, Inc.'s
consolidated balance sheet shows:
Total Current Assets 282,800,000
Total Assets $ 425,100,000
Current Liabilities 121,100,000
Total Liabilities
Subject to Compromise 181,000,000
Shareholders' Equity $ 51,900,000
A full-text copy of Footstar, Inc.'s Form 8-K is available at no
charge at:
http://www.sec.gov/Archives/edgar/data/1011308/000090951804000636/jd7-26ex_99.txt
On March 2, 2004, Footstar, Inc. and substantially all of its
subsidiaries filed voluntary petitions under Chapter 11 of title
11, United States Code in the United States Bankruptcy Court for
the Southern District of New York (Case No. 04-22350 (ASH)). The
Debtors remain in possession of their assets and properties, and
continue to operate their businesses and manage their properties
as debtors-in-possession pursuant to sections 1107(a) and 1108 of
the Bankruptcy Code.
LOEWEN GROUP: Alderwoods Releases 2nd Quarter Financial Results
---------------------------------------------------------------
Alderwoods Group, Inc.(NASDAQ:AWGI) reported their second quarter
results, representing the 12 weeks and 24 weeks, ended June 19,
2004.
The Company reported a total net loss of $6.5 million on revenues
of $164.1 million for the second quarter of 2004, compared with
net earnings of $6.9 million on revenues of $166.5 million, for
the same quarter last year. The total net loss arose from
impairment charges in the Company's discontinued operations.
>From continuing operations, the Company reported total net income
of $2.6 million for the second quarter of 2004, compared with a
net loss of $1.7 million for the same quarter last year.
Highlights of the second quarter from continuing operations
include:
-- Funeral services performed for the quarter declined by
1,302 or 4.6%;
-- Average revenue per funeral increased 1.8% to $4,026
from $3,955;
-- Insurance revenue increased by 28.9% to $17.7 million
from $13.7 million;
-- Pre-need funeral contracts written increased 23.9% to
$44.8 million from $36.2 million;
-- Total debt was reduced by $18.2 million; and
-- Net interest expense declined by $3.9 million.
Highlights for the 24 weeks ended June 19, 2004, from
continuing operations include:
-- Funeral services performed declined by 1,580 or 2.7%;
-- Average revenue per funeral increased 2.4% to $4,008
from $3,913;
-- Insurance revenue increased by 38.7% to $36.1 million
from $26.0 million;
-- Pre-need funeral contracts written increased 13.7% to
$85.7 million from $75.4 million;
-- Pre-need cemetery contracts written increased 3.9% to
$39.3 million from $37.8 million;
-- Total debt was reduced by $34.8 million; and
-- Net interest expense declined by $16.6 million, of which
$7.2 million was a write-off of the unamortized premium
on long-term debt repayment
Other highlights:
-- In the second quarter, the Company announced an agreement
to sell its Security Plan Life Insurance subsidiary for
$85 million, for an expected pre-tax gain on the sale of
approximately $17 million
Subsequent events:
-- Tender offer commenced for all of the Company's 12.25%
Senior Notes due 2009; and
-- Optional repayments totaling $15 million on the Term
Loan B.
Mr. Paul Houston, President and CEO of Alderwoods Group commented,
"Funeral services performed in the second quarter were clearly
disappointing. While there is evidence of selected market
softness, our immediate focus is on improving this performance.
We have expanded our marketing programs, community outreach
campaigns and our pre-need selling activities, all of which are
designed to build consumer awareness within the communities where
we operate. We remain confident that these initiatives will
improve our performance."
"In other areas of our business we continue to see improvements,"
said Mr. Houston. "We saw an increase in the average revenue per
funeral service. We achieved sizeable growth in our pre-need
funeral sales, increasing the number of contracts written by
almost 24% and growing our backlog and future call base. Our
Mayflower insurance business gained further momentum with a
significant increase in revenues. Although primarily due to the
impact of Rose Hills beginning to use Mayflower's insurance
products, insurance revenues also benefited from the annualized
impact of 2003 pre-need funeral sales. We have also continued to
focus on improving the capital structure of the Company, and last
week we announced a further step towards refinancing our high-cost
long-term debt. We have also made great strides in our
divestiture plans, and recently announced an agreement to sell our
Security Plan Life Insurance Company. There has been strong
interest expressed in the remainder of our assets held for sale,
and we expect the sale of these properties to be completed by the
end of the year. Alderwoods Group has made good progress on many
of its stated corporate objectives so far in 2004, and we believe
this progress is reflected in the improvement in the financial
performance of the continuing operations of our business."
Refinancing and Debt Reduction
During the second quarter of 2004, the Company's long-term debt
was reduced by $18.2 million. As at June 19, 2004, long-term debt
outstanding stood at $596.0 million, a reduction of $238.4 million
since the Company emerged on January 2, 2002. At the end of the
quarter, cash on hand was $48.2 million. As a result of
repayments on our long-term debt, the September 2003 and January
2004 refinancings, and the $7.2 million write-off of unamortized
premium on long-term debt repayment, net interest expenses have
been reduced by $16.6 million for the first 24 weeks in 2004
compared to the corresponding period in 2003.
Subsequent to the end of the quarter, the Company optionally
repaid an aggregate principal amount of $15 million of the Term
Loan B from cash on hand.
On July 22, 2004, the Company commenced a cash tender offer and
consent solicitation for its $320.75 million outstanding 12.25%
Senior Notes due in 2009. The pricing date has been set at August
5, 2004 and the offer is scheduled to expire at midnight EST, on
August 18, 2004. The Company expects to finance the tender offer,
which is subject to certain conditions, with net proceeds from the
issuance of new senior unsecured debt securities and borrowing
under the term loan portion of its senior secured credit facility
in connection with an amendment thereof. As a result of this
tender offer and related refinancing, the Company expects to
report a charge in the third quarter. However, the combination of
the tender offer and related refinancing is expected to reduce
interest expense going forward.
Discontinued Operations and Assets Held for Sale
Over the previous two fiscal years, Alderwoods Group engaged in a
strategic market assessment to identify operating locations that
did not fit into the Company's market or business strategies. As
a result of this assessment, a significant number of properties
have been identified as assets held for sale and then subsequently
sold.
In the quarter, the Company closed five funeral locations, and
sold one funeral and eight cemetery locations in North America.
Gross proceeds of these dispositions were $0.9 million. During
the 12 weeks ended June 19, 2004, the continuation of the sales
process for the funeral and cemetery locations resulted in changes
to the composition of various bid packages. Although the overall
expected proceeds did not change significantly, the changes in the
various packages caused the Company to re-evaluate the long-lived
asset impairment provision on a package-by-package basis. As a
result, the Company was required to record a long-lived asset
impairment provision of $11.5 million within discontinued
operations for the 12 weeks ended June 19, 2004, primarily because
unrealized gains associated with properties in the original
packages were no longer available to offset these impairment
amounts. Provided that the properties are ultimately sold for
estimated proceeds, accumulated unrealized gains of approximately
$13 million will be included in income upon disposition.
As of June 19, 2004, the Company continues to hold for sale 59
funeral homes, 53 cemeteries and four combination properties. The
Company expects these properties to be sold by the end of the
year.
The Company now believes that the identification of businesses for
disposal is substantially complete. As part of its ongoing
operations, however, Alderwoods Group will continue to evaluate
its individual assets, and will, from time to time, identify a
property for disposal, while at the same time looking at
opportunities to add to its business, sites which are
complementary to its existing locations.
On June 17, 2004, the Company announced the signing of an
agreement by its subsidiary Mayflower National Life Insurance
Company to sell all of the outstanding shares of Security Plan
Life Insurance Company for $85 million to Citizens Insurance
Company of America. The closing of this transaction is
conditional upon the parties having obtained all necessary
approvals and consents from the applicable regulatory authorities.
The Company currently expects the transaction to be concluded in
October 2004. After payment of applicable taxes and expenses, and
recapitalization of Mayflower National Life Insurance Company,
Alderwoods Group expects to realize net proceeds of approximately
$50 million, which it expects will be used to further reduce long-
term debt. On closing, the Company expects to record a pre-tax
gain on the sale of approximately $17 million.
Financial Summary 12 Weeks Ended June 19, 2004
Overview Total net loss for the 12 weeks ended June 19, 2004 was
$6.5 million compared to net income of $6.9 million for the 12
weeks ended June 14, 2003, a decrease of $13.4 million. Basic and
diluted loss per share were $0.16, for the 12 weeks ended June 19,
2004. Basic and diluted earnings per share were $0.17 for the 12
weeks ended June 14, 2003.
Continuing Operations
Total revenue for the 12 weeks ended June 19, 2004, was $164.1
million compared to $166.5 million for the 12 weeks ended June 14,
2003, a decrease of $2.4 million, or 1.5%. The decrease in total
revenue was the result of decreases in funeral and cemetery
revenues, which were partially offset by an increase in insurance
revenue.
Funeral revenue was $108.1 million, representing 65.9% of total
revenue for the 12 weeks ended June 19, 2004, which was down by
$3.2 million compared to $111.3 million, representing 66.9% of
total revenue, for the 12 weeks ended June 14, 2003. The decrease
in funeral revenue was primarily due to a decrease in funeral
services performed, which was partially offset by an increase in
average funeral revenue per service. For the 12 weeks ended June
19, 2004, funeral services performed were 26,846, compared to
28,148 funeral services performed in the 12 weeks ended June 14,
2003, down 4.6% compared to the corresponding period in 2003.
Average funeral revenue per service was $4,026, for the 12 weeks
ended June 19, 2004, a 1.8% increase per funeral service performed
compared to $3,955 for the 12 weeks ended June 14, 2003.
Funeral gross margin as a percentage of revenue decreased to 21.2%
for the 12 weeks ended June 19, 2004, compared to 22.0% of revenue
for the 12 weeks ended June 14, 2003. The decrease in gross
margin was primarily due to the decrease in funeral revenue.
Cemetery revenue for the 12 weeks ended June 19, 2004, was $38.3
million, representing 23.3% of total revenue, which was down $3.2
million, or 7.5% compared to $41.5 million, representing 24.9% of
total revenue, for the 12 weeks ended June 14, 2003. The
increases in at-need service revenue during the 12 weeks ended
June 19, 2003, were more than offset by a decrease in other
revenue, compared to the corresponding period in 2003, because the
Company recorded a one-time $3.9 million reversal of accrued
perpetual care liabilities during the 12 weeks ended June 14,
2003.
Cemetery gross margin as a percentage of revenue was 13.9% of
revenue for the 12 weeks ended June 19, 2004, compared to 19.2% of
revenue for the 12 weeks ended June 14, 2003. The decrease in the
cemetery gross margin percentage was primarily due to the revenue
decrease.
The Company's insurance operations generated revenue of $17.7
million, representing 10.8% of total revenue for the 12 weeks
ended June 19, 2004, compared to revenue of $13.7 million,
representing 8.2% of total revenue for the 12 weeks ended June 14,
2003. Insurance revenue increased primarily due to higher premium
and investment income. Insurance premium revenue is up in 2004
primarily due to the impact of the Company's subsidiary, Rose
Hills, beginning to sell the Company's insurance products.
Insurance gross margin as a percentage of revenue decreased to
2.7% for the 12 weeks ended June 19, 2004, compared to 3.7% for
the corresponding period in 2003, primarily due to the cost
increase, particularly policy reserves, being at a rate higher
than that of the revenue increase.
General and administrative expenses totaled $9.5 million for the
12 weeks ended June 19, 2004, representing 5.8% of total revenue,
while for the corresponding period in 2003, general and
administrative expenses totaled $11.9 million, or 7.2% of total
revenue. During the 12 weeks ended June 19, 2004, a $0.9 million
legal claim accrual was reversed, as the Company obtained
approvals for insurance coverage for these costs. In addition,
general and administrative expenses were reduced by $1.2 million
for corporate receivable recoveries that were previously fully
reserved against.
Previously, the Company designated certain parcels of surplus real
estate as probable for sale, because these parcels no longer meet
the Company's future geographic and strategic objectives. During
the 12 weeks ended June 19, 2004, the Company removed certain
locations from discontinued operations because they were no longer
going to be sold, or were going to be sold for higher proceeds as
real estate. As a result, the Company reversed $2.0 million of
long-lived asset impairment provision previously recognized in
discontinued operations.
For the 12 weeks ended June 19, 2004, interest expense was $14.5
million, a decrease of $3.9 million, or 21.5%, compared to the 12
weeks ended June 14, 2003, primarily due to the impact of lower
effective interest rates and debt repayments made by the Company,
which were partially offset by a premium of $1.1 million included
in interest expense for the 12 weeks ended June 19, 2004, as a
result of the repurchase of the principal amount of $9.3 million
of the 12.25% Senior unsecured notes, due in 2009.
For the 12 weeks ended June 19, 2004, net income tax expense was
$1.8 million, compared to $1.2 million for the 12 weeks ended June
14, 2003. The effective tax rate varied from the statutory rate
due to the losses incurred in certain jurisdictions that did not
offset the tax expenses in profitable jurisdictions.
Net income from continuing operations was $2.6 million, or $0.07
basic and diluted earnings per share for the 12 weeks ended June
19, 2004, compared to a net loss of $1.7 million, or $0.05 basic
and diluted loss per share for the 12 weeks ended June 14, 2003
last year.
Pre-need funeral and cemetery contracts written during the 12
weeks ended June 19, 2004, totaled $44.8 million and $21.0
million, respectively. For the 12 weeks ended June 14, 2003, pre-
need funeral and cemetery contracts written totaled $36.2 million
and $22.0 million, respectively. The Company is continuing its
program to increase pre-need sales. The Company believes that
pre-need sales are an important part of building the foundation
for future revenue and positive cash flow.
Discontinued Operations
The Company has classified all the locations identified for
disposal as assets held for sale in the consolidated balance
sheets and recorded any related operating results, long-lived
asset impairment provision, and gains or losses recorded on
disposition as income from discontinued operations. The Company
has reclassified prior periods to reflect any comparative amounts
on a similar basis.
For the 12 weeks ended June 19, 2004, loss from discontinued
operations, net of tax, was $9.1 million, or $0.23 basic and
diluted loss per share, which included $1.1 million of pre-tax
disposal gains, and a pre-tax long-lived asset impairment
provision of $11.5 million.
Financial Summary 24 Weeks Ended June 19, 2004
Overview
Total net loss for the 24 weeks ended June 19, 2004, was $1.6
million compared to net income of $13.6 million for the 24 weeks
ended June 14, 2003, a decrease of $15.2 million. Basic and
diluted loss per share were $0.04, for the 24 weeks ended June 19,
2004. Basic and diluted earnings per share were $0.34 for the 24
weeks ended June 14, 2003.
Continuing Operations
Total revenue for the 24 weeks ended June 19, 2004, was $343.2
million compared to $333.9 million for the 24 weeks ended June 14,
2003, an increase of $9.3 million, or 2.8%. The increase in total
revenue was the result of the increase in insurance revenue,
compared to the corresponding period in 2003.
Funeral revenue was $232.1 million, representing 67.6% of total
revenue for the 24 weeks ended June 19, 2004, which was down by
$0.6 million compared to $232.7 million, representing 69.7% of
total revenue, for the 24 weeks ended June 14, 2003. The decrease
in funeral revenue was primarily due to a decrease in funeral
services performed, which was partially offset by an increase in
average funeral revenue per service. For the 24 weeks ended June
19, 2004, funeral services performed were 57,893, compared to
59,473 funeral services performed in the 24 weeks ended June 14,
2003, down 2.7% compared to the corresponding period in 2003.
Average funeral revenue per service was $4,008, for the 24 weeks
ended June 19, 2004, a 2.4% increase per funeral service performed
compared to $3,913 for the 24 weeks ended June 14, 2003.
Funeral gross margin as a percentage of revenue decreased slightly
to 22.4% for the 24 weeks ended June 19, 2004, compared to 22.7%
of revenue for the 24 weeks ended June 14, 2003. The decrease in
gross margin was primarily due to the decrease in funeral revenue.
Cemetery revenue for the 24 weeks ended June 19, 2004, was $75.0
million, representing 21.9% of total revenue, which was down $0.2
million, or 0.2% compared to $75.2 million, representing 22.5% of
total revenue, for the 24 weeks ended June 14, 2003. Increases in
pre-need space and at-need service revenue during the 24 weeks
ended June 19, 2003, were more than offset by a decrease in other
revenue, compared to the corresponding period in 2003, because the
Company recorded a one-time $3.9 million reversal of accrued
perpetual care liabilities during the 24 weeks ended June 14,
2003.
Cemetery gross margin as a percentage of revenue was 13.8% of
revenue for the 24 weeks ended June 19, 2004, compared to 14.7% of
revenue for the 24 weeks ended June 14, 2003. The decrease in the
cemetery gross margin percentage was primarily due to increases in
advertising and promotion and facilities costs.
The Company's insurance operations generated revenue of $36.1
million, representing 10.5% of total revenue for the 24 weeks
ended June 19, 2004, compared to revenue of $26.0 million,
representing 7.8% of total revenue for the 24 weeks ended June 14,
2003. Insurance revenue increased primarily due to higher premium
and investment income. Insurance premium revenue is up in 2004
primarily due to the impact of the Company's subsidiary, Rose
Hills, beginning to sell the Company's insurance products.
Insurance gross margin as a percentage of revenue decreased to
3.8% for the 24 weeks ended June 19, 2004, compared to 4.2% for
the corresponding period in 2003, primarily due to the cost
increase, particularly policy reserves, being at a rate higher
than that of the revenue increase.
General and administrative expenses totaled $21.2 million for the
24 weeks ended June 19, 2004, representing 6.2% of total revenue,
while for the corresponding period in 2003, general and
administrative expenses totaled $19.1 million, or 5.7% of total
revenue. During the 24 weeks ended June 19, 2004, a $0.9 million
legal claim accrual was reversed, as the Company obtained
approvals for insurance coverage for these costs. In addition,
general and administrative expenses were reduced by $1.2 million
for corporate receivable recoveries that were previously fully
reserved against. During the 24 weeks ended June 14, 2003,
general and administrative expenses were reduced by $5.0 million,
as a result of a legal claim settlement.
Previously, the Company designated certain parcels of surplus real
estate as probable for sale, because these parcels no longer met
the Company's future geographic and strategic objectives. During
the 12 weeks ended March 27, 2004, the Company determined that the
carrying amounts of certain of these parcels of the surplus real
estate exceeded the fair market value, less estimated costs to
sell. During the 12 weeks ended June 19, 2004, the Company
removed certain locations from discontinued operations because
they were no longer going to be sold, or were going to be sold for
higher proceeds as real estate. As a result, the Company reversed
$2.0 million of long-lived asset impairment provision previously
recognized in discontinued operations. The Company has recorded a
net long-lived asset impairment provision of $0.3 million for the
24 weeks ended June 19, 2004.
For the 24 weeks ended June 19, 2004, interest expense was $20.7
million, a decrease of $16.6 million, or 44.5%, compared to the 24
weeks ended June 14, 2003, primarily due to the impact of lower
effective interest rates and debt repayments made by the Company.
In addition, an unamortized premium of $7.2 million was credited
to interest expense for the 24 weeks ended June 19, 2004, as a
result of the early retirement of the 12.25% Convertible
subordinated notes, due in 2012, which was partially offset by a
premium of $1.1 million included in interest expense as a result
of the repurchase of the principal amount of $9.3 million of the
12.25% Senior unsecured notes, due in 2009.
For the 24 weeks ended June 19, 2004, net income tax expense was
$7.8 million, compared to a net income tax benefit of $7.9 million
for the 24 weeks ended June 14, 2003. The income tax benefit for
the 24 weeks ended June 14, 2003 was primarily due to a $9.7
million favorable settlement of a federal income tax audit. For
the 24 weeks ended June 19, 2004, the effective tax rate varied
from the statutory rate primarily because losses incurred in
certain jurisdictions did not offset the tax expenses in
profitable jurisdictions.
Net income from continuing operations was $12.4 million, or $0.31
basic and diluted earnings per share for the 24 weeks ended June
19, 2004, compared to $12.8 million, or $0.32 basic and diluted
earnings per share for the 24 weeks ended June 14, 2003, last
year.
Pre-need funeral and cemetery contracts written during the 24
weeks ended June 19, 2004, totaled $85.7 million and $39.3
million, respectively. For the 24 weeks ended June 14, 2003, pre-
need funeral and cemetery contracts written totaled $75.4 million
and $37.8 million, respectively. The Company is continuing its
program to increase pre-need sales. The Company believes that
pre-need sales are an important part of building the foundation
for future revenue and positive cash flow.
Discontinued Operations
For the 24 weeks ended June 19, 2004, loss from discontinued
operations, net of tax, was $14.0 million, or $0.35 basic and
diluted loss per share, which included $1.1 million of pre-tax
disposal gains, and a pre-tax long-lived asset impairment
provision of $22.8 million.
Company Overview
Launched on January 2, 2002, the Company is the second largest
operator of funeral homes and cemeteries in North America based
upon total revenue and number of locations. As of June 19, 2004,
the Company operated 716 funeral homes, 130 cemeteries and 61
combination funeral home and cemetery locations in the United
States and Canada. Of the Company's total locations, 59 funeral
homes, 53 cemeteries and four combination funeral home and
cemetery locations were held for sale as at June 19, 2004. The
Company provides funeral and cemetery services and products on
both an at-need and pre-need basis. In support of the pre-need
business, it operates insurance subsidiaries that provide
customers with a funding mechanism for the pre-arrangement of
funerals.
A full-text copy of Alderwoods' Second Quarter results on Form 10-
Q is available for free at the Securities and Exchange Commission
at:
http://www.sec.gov/Archives/edgar/data/927914/000104746904024176/a2138514z10-q.txt
Alderwoods Group, Inc.
Consolidated Balance Sheets
At June 19, 2004
(In Thousands)
ASSETS
Current assets
Cash and cash equivalents $48,206
Receivables, net of allowances 55,068
Inventories 19,720
Other 28,334
Assets held for sale 398,865
----------
550,193
Pre-need funeral receivables & trust investments 362,384
Pre-need cemetery receivables & trust investments 317,240
Cemetery property 116,186
Property and equipment 535,385
Insurance invested assets 203,351
Deferred income tax assets 9,984
Goodwill 321,476
Cemetery perpetual care trust investments 233,605
Other assets 35,117
----------
TOTAL ASSETS $2,684,921
==========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
Accounts payable and accrued liabilities $136,860
Current maturities of long-term debt 31,249
Liabilities associated with assets held for sale 286,740
----------
454,849
Long-term debt 564,790
Deferred pre-need funeral and cemetery revenue 65,777
Non-controlling interest in funeral
and cemetery trusts 578,358
Insurance policy liabilities 190,268
Deferred income tax liabilities 22,488
Other liabilities 19,573
----------
1,896,103
----------
Non-controlling interest in perpetual care trusts 260,482
Stockholders' equity
Common stock, $0.01 par value, 100,000,000
shares authorized, 40,001,069 issued and
outstanding (January 3, 2004 -- 39,984,979) 400
Capital in excess of par value 740,074
Accumulated deficit (224,576)
Accumulated other comprehensive income 12,438
----------
528,336
----------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $2,684,921
==========
Alderwoods Group, Inc.
Consolidated Statement of Operations
12 Weeks Ended June 19, 2004
(In Thousands)
Revenue
Funeral $108,070
Cemetery 38,305
Insurance 17,705
----------
164,080
Costs and expenses
Funeral 85,143
Cemetery 32,969
Insurance 17,219
----------
135,331
----------
28,749
General and administrative expenses 9,559
Provision for asset impairment (2,013)
----------
Income from operations 21,203
Interest on long-term debt 14,471
Other expense (income), net 2,323
----------
Income (loss) before income taxes 4,409
Income taxes 1,758
----------
Net income (loss) from continuing operations 2,651
Discontinued operations
Income (loss) from discontinued operations (7,075)
Income taxes 2,052
----------
Income (loss) from discontinued operations (9,127)
----------
Net income (loss) ($6,476)
==========
Alderwoods Group, Inc.
Consolidated Statement of Cash Flows
12 Weeks Ended June 19, 2004
(In Thousands)
CASH PROVIDED BY (APPLIED TO)
Operations
Net income (loss) ($6,476)
----------
(Income) loss from discontinued operations,
net of tax 9,127
Items not affecting cash
Depreciation and amortization 9,062
Amortization of debt issue costs 777
Insurance policy benefit reserves 9,076
Provision for asset impairment (2,013)
(Gain) loss on disposal of business assets 138
Deferred income taxes (619)
Other, including net changes in other
non-cash balances 12,863
----------
Net cash provided by continuing operations 31,935
Net cash provided by discontinued operations 7,089
----------
39,024
Investing
Proceeds on disposition of business assets 1,887
Purchase of property and equipment (5,337)
Purchase of insurance invested assets (12,793)
Proceeds on disposition and maturities of
insurance invested assets 7,952
----------
Net cash provided by continuing operations (8,291)
Net cash provided by discontinued operations 265
----------
(8,026)
Financing
Increase in long-term debt --
Repayment of long-term debt (18,162)
Issuance of Common stock 9
----------
Net cash provided by continuing operations (18,153)
Net cash provided by discontinued operations (48)
----------
(18,201)
Increase (decrease) in cash and cash equivalents 12,797
Cash and cash equivalents, beginning of period 35,409
----------
Cash and cash equivalents, end of period $48,206
==========
PACIFIC GAS: Files 2003 Savings Fund Plan Report with SEC
---------------------------------------------------------
On June 25, 2004, Pacific Gas and Electric Company delivered to
the Securities and Exchange Commission an annual report with
respect to the Pacific Gas and Electric Company Savings Fund Plan
for Union Represented Employees for the year ended December 31,
2003. The annual report was filed on Form 11-K and was made
pursuant to Section 15(d) of the Securities Exchange Act of 1934.
A full-text copy of the 2003 Annual Report is available for free
at:
http://www.sec.gov/Archives/edgar/data/1004980/000100498004000153/utilitysfpar_03.htm
Pacific Gas and Electric Company
Savings Fund Plan For Union Represented Employees
Statements of Net Assets Available for Benefits
(in thousands)
At December 31,
2003 2002
------------ ------------
ASSETS:
Investments at fair value $1,060,123 $802,244
Stable Value Fund 286,442 297,846
Participant loans 15,045 19,172
------------ ------------
Total investments 1,361,610 1,119,262
Interest receivable 101 93
------------ ------------
Total assets 1,361,711 1,119,355
============ ============
LIABILITIES 28 63
------------ ------------
NET ASSETS AVAILABLE FOR BENEFITS $1,361,683 $1,119,292
============ ============
Pacific Gas and Electric Company
Savings Fund Plan For Union Represented Employees
Statements of Changes in Net Assets Available for Benefits
(in thousands)
Year Ended December 31,
2003 2002
------------ ------------
ADDITIONS TO NET ASSETS
ATTRIBUTABLE TO:
Investment income:
Interest, dividend, and
other income $2,696 $2,072
Net appreciation in fair
value of investments 433,281 -
------------ ------------
Total investment income 435,977 2,072
Contributions:
Employer 13,880 14,269
Participant 56,117 56,299
------------ ------------
Total contributions 69,997 70,568
------------ ------------
Total additions 505,974 72,640
============ ============
DEDUCTIONS FROM NET ASSETS
ATTRIBUTABLE TO:
Investment loss:
Net depreciation in fair
value of investments - 169,995
Distributions and expenses:
Distributions to participants 48,265 50,557
Administrative expenses 208 199
------------ ------------
Total distributions & expenses 48,473 50,756
------------ ------------
Total deductions 48,473 220,751
------------ ------------
NET INCREASE (DECREASE) BEFORE
ASSET TRANSFERS 457,501 (148,111)
Asset transfers, net (215,110) (9,363)
------------ ------------
NET INCREASE (DECREASE) 242,391 (157,474)
NET ASSETS AVAILABLE FOR BENEFITS:
Beginning of year 1,119,292 1,276,766
------------ ------------
End of year $1,361,683 $1,119,292
============ ============
The Savings Fund Plan is a defined contribution plan covering
certain eligible union employees of PG&E. The Plan is subject to
the provisions of the Employee Retirement Income Security Act of
1974, or ERISA, as amended.
Deloitte & Touche, LLP, audited the Plan's financial statements.
PARMALAT: Farmland Dairies' June 2004 Monthly Operating Report
--------------------------------------------------------------
Farmland Dairies, LLC
Balance Sheet
As of June 19, 2004
Assets
Cash & Cash Equivalents $3,673,418
Accounts Receivable-Trade 49,555,509
Accounts Rec.-Securitization (44,678,656)
Notes Receivable 235,723
Inventory 15,978,724
Prepaid Expenses 15,636,166
Other Current Assets 979,240
------------
Total Current Assets 41,380,124
Fixed Assets 214,932,376
Accumulated Depreciation 115,423,721
------------
Net Fixed Assets 99,508,655
Other Assets 38,873,782
Intercompany Receivables 81,596,641
------------
Total Assets $261,359,202
============
Liabilities Subject to Compromise:
Accounts Payable 15,121,571
Accrued Expenses 3,328,328
Intercompany Payables 25,318,781
Capital Lease 95,000,000
------------
Total Liabilities Subject to Compromise 138,768,680
Liabilities:
Notes & Loans Payable 0
Capital Leases - Short Term 687
Accounts Payable 17,753,899
Accrued Expenses 23,056,878
------------
Total Current Liabilities 40,811,464
Notes & Loans Payable 16,814,318
Capital Leases - Long Term 48,995
Other 8,389,235
------------
Total Long Term Liabilities 25,252,548
Intercompany Payables (82,068,989)
------------
Total Liabilities 122,763,703
Equity
Paid In Capital 161,506,590
Accum Comprehensive Income (7,013,988)
Retained Earnings 11,323,693
YTD Net Income/(Loss) (27,220,796)
------------
Total Equity 138,595,499
------------
Total Liabilities & Owners' Equity $261,359,202
============
Farmland Dairies, LLC
Income Statement
From May 23, 2004 to June 19, 2004
Revenues
Gross sales $39,663,165
Less: Returns & discounts 1,093,193
------------
Net sales 38,569,972
Expenses
Raw Materials & Ingredients 27,155,547
Packaging 2,465,465
Direct Labor 739,007
Power 471,138
Freight 269,651
Distribution 2,563,942
Industrial Depreciation 383,248
Production Overhead 2,216,316
Warehouse (Cooler) 1,739,602
Marketing Costs 563,055
Sales Admin Expenses 413,911
General Expenses 1,067,080
Financial Costs 777,818
Goodwill/trademarks 6,755
Extraordinary 113,099
Corporate Allocation (50,000)
Income Taxes 18,000
------------
Total Expenses 40,913,634
Reorganization Expenses 1,393,390
------------
Net Profit (Loss) ($3,737,052)
============
Farmland Dairies, LLC
Cash Receipts and Disbursements
From May 23, 2004 to June 19, 2004
Cash - Beginning of Month $6,151,999
Receipts From Operations
Cash Sales 0
Collection of Accounts Receivable
Prepetition -
Postpetition -
------------
Total Operating Receipts 36,883,651
Non - Operating Receipts
Proceeds from GE Capital 2,000,000
Voided Checks (Prepetition) -
Adjustments 73,423
Deposits -- Other 311,392
Transfers 4,050,000
------------
Total Non-Operating Receipts 6,434,815
------------
Total Receipts 43,318,466
------------
Total Cash Available 49,470,465
Operating Disbursements
Chemicals 492,640
Commissions 136,234
Consulting/Legal 68,500
Co-packing 798,082
Employee & Employee-related expenses 917,623
Equipment Leases 611,290
Freight & Postage 281,692
Fuel 263,269
Transportation 598,906
Ingredients 2,046,562
Insurance 1,661,386
Lab Fees 45,648
Licenses & Taxes 169,714
Marketing 4,404,004
Other 914,196
Packaging 2,951,466
Pallets/Cases/Bossies 121,163
Milk Producers 16,549,633
Marketing Administrator 2,139,337
Purchased Products 1,127,292
R & M, Parts, Supplies 1,079,362
Raw Milk 1,273,513
Rebates 268,698
Rent (14,642)
Security 162,632
Temporary Labor 47,592
Travel & Entertainment 32,530
Utilities 922,313
Securitization Payments 163,014
Payroll 3,072,148
Payroll Taxes 442,956
Voided Checks (Postpetition) (346)
------------
Total expenses 43,748,406
Reorganization Expenses
Professional Fees 2,014,298
U.S. Trustee Fees -
DIP Interest & Fees 71,264
------------
Total Reorganization Expenses 2,085,562
------------
Total Disbursements 45,833,967
------------
Net Cash Flow (2,515,501)
------------
Cash - End of Month $3,636,498
============
PARMALAT: Milk Products' June 2004 Monthly Operating Report
-----------------------------------------------------------
Milk Products of Alabama, LLC
Balance Sheet
As of June 19, 2004
Assets
Cash & Cash Equivalents $1,763,734
Accounts Receivable-Net 3,620,630
Inventory 1,185,037
Prepaid Expenses 405,594
Other Current Assets 4,521
--------------
Total Current Assets 6,984,516
Fixed Assets 10,926,223
Accumulated Depreciation 6,626,531
--------------
Net Fixed Assets 4,299,692
Other Assets 885,023
Intercompany Receivables 0
--------------
Total Assets $12,169,231
==============
Liabilities Subject to Compromise
Accrued Expenses 45,227
Intercompany payables 8,338,493
--------------
Total Liabilities Subject to Compromise 8,383,720
Liabilities
Accounts Payable 239,824
Accrued Expenses 31,913
--------------
Total Current Liabilities 271,737
Long Term Notes Payable -- Intercompany -
Other 135,892
--------------
Total Long Term Liabilities 135,892
Intercompany Liabilities 3,014,542
--------------
Total Liabilities 11,805,891
Equity
Retained Earnings 18,414
YTD Net Income/(Loss) 344,926
--------------
Total Equity 363,340
--------------
Total Liabilities & Owners' Equity $12,169,231
==============
Milk Products of Alabama, LLC
Income Statement
From May 23, 2004 to June 19, 2004
Revenues
Gross sales $4,682,634
Less: Returns & discounts 574
------------
Net sales 4,682,060
Expenses
Raw Materials & Ingredients 3,086,194
Packaging 359,854
Direct Labor 91,558
Power 59,936
Freight 157,706
Industrial Depreciation 35,393
Production Overhead 238,862
Warehouse (Cooler) 9,381
Marketing Costs 0
Sales Admin Expenses 29,350
General Expenses 60,583
Financial Costs 21,474
Other (Income) Expense (253)
Extraordinary 96,404
Corporate Allocation 50,000
Income Taxes 0
------------
Total Expenses 4,296,442
Reorganization Expenses
Professional Fees -
U.S. Trustee Fees -
Other -
------------
Total Reorganization Expenses -
------------
Net Profit (Loss) $385,618
============
Milk Products of Alabama, LLC
Cash Receipts and Disbursements
From May 23, 2004 to June 19, 2004
Cash - Beginning of Month $1,793,046
Receipts From Operations
Cash Sales -
Collection of Accounts Receivable
Prepetition 0
Postpetition 4,024,350
------------
Total Operating Receipts 4,024,350
Non - Operating Receipts
Transfers (4,050,000)
Other 86
------------
Total Non-Operating Receipts (4,049,914)
------------
Total Receipts (25,564)
------------
Total Cash Available 1,767,481
Operating Disbursements
Bank Charges -
Freight 804
Ingredients -
Licenses & Taxes -
Packaging -
Raw Milk -
R & M, Parts, Supplies -
Other 443
Warehouse (Cooler) -
Marketing Costs -
Sales Admin Expenses -
General Expenses -
Financial Costs -
Goodwill/trademarks -
Extraordinary -
Corporate Allocation -
Income Taxes -
------------
Total expenses 1,247
Reorganization Expenses
Professional Fees -
U.S. Trustee Fees -
Other -
------------
Total Reorganization Expenses -
------------
Total Disbursements 1,247
------------
Net Cash Flow (26,812)
------------
Cash - End of Month $1,766,234
============
PARMALAT: Releases Monthly Operating Report Ended June 19, 2004
---------------------------------------------------------------
Parmalat USA Corporation
Balance Sheet
As of June 19, 2004
Assets
Cash & Cash Equivalents $0
Accounts Receivable-Net 0
Notes Receivable -Current 0
Inventory 0
Prepaid Expenses 0
Other Current Assets 0
--------------
Total Current Assets 0
Fixed Assets 0
Accumulated Depreciation 0
--------------
Net Fixed Assets 0
Other Assets 325,991,861
Intercompany Receivables 25,230,856
--------------
Total Assets $351,222,717
==============
Liabilities Subject To Compromise
Long Term Debt & Interest $19,836,909
Intercompany payables 212,783,632
--------------
Total Liabilities Subject to Compromise 232,620,341
Liabilities
Accounts Payable 0
Notes & Loans Payable 0
Accrued Expenses 421,245
Intercompany Payables 0
--------------
Total Liabilities 233,041,786
Equity
Common Stock 1,388,356
Paid In Capital 227,962,103
Retained Earnings (110,643,290)
YTD Net Income/(Loss) (526,238)
--------------
Total Equity 118,180,931
--------------
Total Liabilities & Owners' Equity $351,222,717
==============
Parmalat USA Corporation
Income Statement
From May 23, 2004 to June 19, 2004
Revenues
Gross sales $0
Less: Returns & discounts 0
------------
Net sales 0
Expenses
Raw Materials & Ingredients 0
Packaging 0
Direct Labor 0
Power 0
Freight 0
Distribution 0
Industrial Depreciation 0
Production Overhead 0
Warehouse (Cooler) 0
Marketing Costs 0
Sales Admin Expenses 0
General Expenses 0
Financial Costs 80,177
Goodwill/trademarks 18,226
Extraordinary -
Corporate Allocation -
Depreciation -
Amortization -
Income Taxes -
------------
Total Expenses 98,403
Reorganization Expenses
Professional Fees -
U.S. Trustee Fees -
Other -
------------
Total Reorganization Expenses -
------------
Net Profit (Loss) ($98,403)
============
Parmalat USA Corporation
Cash Receipts and Disbursements
From May 23, 2004 to June 19, 2004
Cash - Beginning of Month $0
Receipts From Operations
Cash Sales -
Collection of Accounts Receivable
Prepetition -
Postpetition -
------------
Total Operating Receipts 0
Non - Operating Receipts
Transfers -
Other -
------------
Total Non-Operating Receipts 0
------------
Total Receipts 0
------------
Total Cash Available 0
Operating Disbursements
Rebates -
Packaging -
Direct Labor -
Power -
Freight -
Distribution -
Industrial Depreciation -
Production Overhead -
Warehouse (Cooler) -
Marketing Costs -
Sales Admin Expenses -
General Expenses -
Financial Costs -
Goodwill/trademarks -
Extraordinary -
Corporate Allocation -
Income Taxes -
------------
Total Expenses 0
Reorganization Expenses
Professional Fees -
U.S. Trustee Fees -
Other -
------------
Total Reorganization Expenses 0
------------
Total Disbursements 0
------------
Net Cash Flow 0
------------
Cash - End of Month $0
============
PARMALAT FINANZIARIA: Files Fin'l Reports Ending Dec. 31, 2003
--------------------------------------------------------------
Parmalat Finanziaria SpA, in Extraordinary Administration,
communicates that the following documents are available from the
registered office and the administrative head office of the
company and from Borsa Italiana SpA:
(1) A report on the consolidated financial and economic
position of the Parmalat Group as at December 31,
2003, along with a brief Management Report and the
Report of the External Auditors;
(2) A report on the financial and economic position as
at December 31, 2003 of Parmalat Finanziaria
SpA, in Extraordinary Administration;
(3) A report on the financial and economic position as
at December 31, 2003 of Parmalat SpA in
Extraordinary Administration.
These documents are also available on the company Web site
http://www.parmalat.com/in the "Investor Relations" area under
the heading "Financial Data."
PARMALAT GROUP: Releases Financial Results Ended June 30, 2004
--------------------------------------------------------------
Parmalat Group increases profitability in first half:
* Group revenues lower at EUR2.37 billion
(2003: EUR2.68 billion)
* Group EBITDA higher at EUR79.4 million
(2003: EUR73.6 million)
* Italy, South Africa, Canada and Australia are
strongest Core Activity EBITDA performers
* Parmalat Group Net Financial Position substantially
stable
Parmalat Finanziaria SpA in Extraordinary Administration
communicates the financial results for the Parmalat Group as at 30
June 2004.
FINANCIAL RESULTS
First Half Highlights
(in EUR millions)
Revenues EBITDA % of Revenues
----------------- ----------------- ---------------
Prev. Current Prev. Current Prev. Current
Year Year Year Year Year Year
-------- ------- -------- ------- ------- -------
Core
Activities 1,820.3 1,784.8 115.4 124.6 6.3 7.0
Non-Core
Activities 432.2 308.4 (27.6) (12.5) (6.4) (4.1)
-------- ------- -------- ------- ------- -------
Activities
Subject to
Special
Procedures 436.8 282.1 (14.2) (32.7) (3.3) (11.6)
-------- ------- -------- ------- ------- -------
Total 2,689.3 2,375.3 73.6 79.4 2.7 3.3
======== ======= ======== ======= ======= =======
First Quarter Highlights
(in EUR millions)
Revenues EBITDA % of Revenues
----------------- ----------------- ---------------
Prev. Current Prev. Current Prev. Current
Year Year Year Year Year Year
-------- ------- -------- ------- ------- -------
Core
Activities 845.4 835.6 45.8 55.3 5.4 6.6
Non-Core
Activities 207.9 155.7 (12.2) (4.5) (5.9) (2.9)
-------- ------- -------- ------- ------- -------
Activities
Subject to
Special
Procedures 221.4 131.5 (6.3) (15.1) (2.8) (11.5)
-------- ------- -------- ------- ------- -------
Total 1,274.7 1,122.8 27.3 35.7 2.1 3.2
======== ======= ======== ======= ======= =======
Second Quarter Highlights
(in EUR millions)
Revenues EBITDA % of Revenues
----------------- ----------------- ---------------
Prev. Current Prev. Current Prev. Current
Year Year Year Year Year Year
-------- ------- -------- ------- ------- -------
Core
Activities 974.9 949.2 69.6 69.3 7.1 7.3
Non-Core
Activities 224.3 152.7 (15.4) (8.0) (6.9) (5.3)
-------- ------- -------- ------- ------- -------
Activities
Subject to
Special
Procedures 215.4 150.6 (7.9) (17.6) (3.7) (11.7)
-------- ------- -------- ------- ------- -------
Total 1,414.6 1,252.5 46.3 43.7 3.3 3.5
======== ======= ======== ======= ======= =======
* Core Activities: consist of drinks products (milk and
fruit juice) and milk-based products, focused on
approximately 30 brands ("global" brands or strong local
brands), centered on high potential countries where there
is strong demand for healthy lifestyle products, the
willingness to recognize premium prices for the Parmalat
brand and the availability of leading edge technology.
* Non-core activities: these are countries and activities
considered to be non-strategic that will be subject to
divestment.
* Activities subject to special procedures: these are
activities outside Italy subject to restrictions on their
management as a result of local bankruptcy proceedings.
The figures are not comparable with those contained in the "Report
on Activities for the Half Year from January to June 2003"
published on 11 September 2003 and in the "Directors' Report on
the First Quarter Results of 2003" published on 15 May 2003.
Core Activities
Parmalat's Core Activity revenues have generally held up well when
compared to the same period in the previous year (EUR1,784.8
million compared to EUR1,820.3 million), while EBITDA improved by
7.9% to EUR124.6 million compared to EUR115.4 million for the same
period in 2003.
This improvement in operating results is largely down to
initiatives of a commercial nature and thanks to operating and
structural cost reduction measures.
In particular, reviewing the Group's main geographical areas of
operation, the following can be noted:
-- Italy
Revenues for the period reached EUR692.0 million, down
6.8% compared to the EUR742.7 million recorded in the
same period in 2003. But while revenues fell, EBITDA
improved by 17.1% from EUR40.4 million at 30 June 2003
to EUR47.3 million at 30 June 2004.
The trend therefore remains a positive one even if
somewhat reduced compared to the previous months as a
result of a lower contribution from fruit juices compared
to the same period last year owing to the different
weather conditions and to the seasonality of pasteurized
milk the level of whose sales fall in the summer months
and which has translated into a lower contribution to
results.
-- Spain
Revenues for the period were EUR114.3 million compared to
the EUR115.5 million achieved as at 30 June 2003. EBITDA
for the same period was down from EUR11.3 million to
EUR7.9 million. The factors underlying the decrease in
EBITDA were an 8% increase in the cost of milk and a
lower contribution from the seasonally influenced Royne
branded ice creams given the less clement weather
conditions than were seen in the same period last year.
-- South Africa
Revenues as at 30 June 2004 of EUR113.1 million grew
30.9% compared to the EUR86.4 million of the same period
in 2003. EBITDA also grew significantly from
EUR6.7 million to EUR9.3 million (+38.8%). This increase
in profitability was principally due to the acquisition
of new brands (Simonsberg) as well as the appreciation of
the South African Rand against the Euro (+7.5%).
-- Venezuela
The absence of sufficient credit lines for the import of
raw materials (powdered milk) led to a reduction in
revenues which fell from EUR96.5 million as at 30 June
2003 to EUR74.8 million as the end of May 2004
(-22.5%) and, above all, the strong decrease in operating
profitability which fell from ?13.5 million to
EUR2.1 million as a result of increased raw material
costs in the local market and higher relative structural
costs.
-- Canada
The Canadian market maintained the slight growth trend of
the previous months at the revenue level moving from
EUR546.2 million to EUR557.6 million, while EBITDA of
EUR35.6 million at the end of June 2004 was stable
compared to the same period in 2003 (EUR35.7 million).
-- Australia
Revenues reached EUR182.6 million, up 4.2% compared to
the EUR175.3 million of the same period in 2003.
Similarly, EBITDA for the period was EUR13.8 million
compared to EUR12.7 million last year (+8.7%). The
improvement in results derives from the favorable
movement of exchange rates, and, at the EBITDA level also
from a reduction in general and promotional costs.
Non-Core Activities and
Activities Subject to Special Procedures
The negative result for the businesses covered under these
headings is mainly down to the performance of the Brazilian and
US operations.
-- Brazil
Revenues fell from EUR183.8 million to EUR66.0 million
(-64.1%) while EBITDA worsened from a negative EUR13.1
million to a negative EUR21.6 million as a result of the
serious financial crisis faced by the company. This
said, the continuing pick-up in sales should be noted.
The Brazilian business has filed all the documentation
necessary to be admitted to the Concordata procedure and
is currently awaiting the response of the presiding
Judge.
-- USA
The consolidated figures show a reduction in revenues
(from EUR409.7 million as at 30 June 2003 to EUR342.4
million as at 30 June 2004) and a reduction in operating
results which fell from a negative ?6.1 million in the
period in 2003 to a negative EUR8.5 million at the end of
June 2004. The Dairy activities were hit by the Group's
serious financial crisis and have been placed under
Chapter 11 protection. This crisis has resulted in a
significant reduction in revenues and a worsening of
EBITDA. The Bakery activities saw a reduction in
revenues but a significant improvement in operating
profitability (even if this remains in negative
territory) thanks to the restructuring and reorganization
process now under way in the business.
NET FINANCIAL POSITION
Highlights (in EUR millions)
Situation as at
06/30/2004 12/31/2003
------------ ------------
Short Term Financial Assets (143.1) (121.4)
of which:
Liquid financial assets (9.6) (20.9)
Available liquidity (133.5) (100.5)
Accruals on Financial Assets (62.4) (61.9)
------------ ------------
Total Short Term
Financial Assets (205.5) (183.3)
Financial Debt 13,768.9 13,457.5
Accruals on Financial
Liabilities 260.1 256.2
------------ ------------
Total Financial Liabilities 14,029.0 13,713.7
------------ ------------
Financial Indebtedness/
(Positive fin. position) 13,823.5 13,530.4
============ ============
In addition, further financial debt if EUR132 million must be
taken into account in relation to the situation as at December 31,
2003 relating to companies that are not totally consolidated and
towards connected and controlling companies. This amount is
substantially unchanged as at 30 June 2004 compared to 31 December
2003.
The figures still contain an element of uncertainty as regards
some of the companies in the Group that are subject to
restrictions as a result of local procedures (in particular
Brazil and US Dairy). Financial debt should be considered as
being largely short-term in nature, given the current situation
of theoretical default on the covenants underlying the financial
contracts. A number of companies are currently in talks to
renegotiate their debt in order to consolidate it. Among these
it should be noted that the Group's Canadian operating companies
have finalized during the course of July the refinancing of their
debt. This entailed a EUR43.7 million penalty for the early
redemption of the previous debt as a result of the default
situation in which the company found itself. Following payment
of this penalty new financing was put in place that will be
repaid by 2012 and that has been included in the calculation of
the Group's financial position as at 30 June of this year.
[T]he Group's net financial position is substantially unchanged
and has been effected by two factors:
-- on the asset side there has been an increase in the level
of available liquidity, thanks largely to the attention
paid to the management of available resources and to the
disposal of Parmalat SpA's holdings in MCC SpA and Banca
di Roma SpA and of Parmalat Finanziaria SpA's disposal of
its holding in Fondo Alfieri.
-- on the liability side there has been a small increase
almost entirely resulting from a worsening of the rate of
exchange between the Euro and currencies in countries
outside Europe where the Group operates, and an increase
in accruals for liabilities for interest.
No use has been made until now of the line of credit of EUR105.8
million provided by a pool of banks on March 4, 2004.
Principal Companies in Extraordinary Administration
The tables summarize the situations of the principal Italian
companies in Extraordinary Administration.
Parmalat Finanziaria SpA
(Values in millions of Euros)
Situation as at
06/30/2004 12/31/2003
------------ ------------
Short Term Financial Assets (139.9) (140.8)
of which:
Interco. Financial Credits (138.8) (138.8)
Liquid financial assets 0.0 (2.0)
Available liquidity (1.1) 0.0
Accruals on Financial Assets
(incl. Interco.) 0.0 (0.6)
------------ ------------
Total Short Term
Financial Assets (139.9) (141.4)
Financial Debt
(incl. Intercompany Debt) 1,272.9 1,269.9
of which:
Intercompany Financial Debt 1,010.9 1,007.8
Other Financial Debt 262.0 262.1
Accruals on Financial
Liabilities
(incl. Interco.) 4.7 4.8
------------ ------------
Total Financial Liabilities 1,277.6 1,274.7
------------ ------------
Financial Indebtedness/
(Positive fin. position) 1,137.7 1,133.3
============ ============
The net financial position of the company is substantially
unchanged with a small increase in available liquidity.
Parmalat SpA
(Values in millions of Euros)
Situation as at
06/30/2004 12/31/2003
------------ ------------
Short Term Financial Assets (61.3) (54.3)
of which:
Interco. Financial Credits (38.6) (28.0)
Liquid Financial Assets 0.0 (19.7)
Available liquidity (22.7) (6.6)
Accruals on Financial Assets
(incl. Interco.) 0.0 0.0
------------ ------------
Total Short Term
Financial Assets (61.3) (54.3)
Financial Debt
(incl. Intercompany Debt) 4,149.0 4,149.0
of which:
Intercompany Financial Debt 1,266.2 1,266.2
Other Financial Debt 2,882.8 2,882.8
Accruals on Financial
Liabilities
(incl. Interco.) 0.0 0.0
------------ ------------
Total Financial Liabilities 4,149.0 4,149.0
------------ ------------
Financial Indebtedness/
(Positive fin. position) 4,087.7 4,094.7
============ ============
The net financial position of Parmalat SpA presents a positive
variation for the period moving from a negative EUR4,094.7 million
to a negative EUR4,087.7 million, and improvement of EUR7.0
million. Liabilities were unchanged, while available financial
resources were positively effected by the divestment of the
holdings in MCC SpA and Banca di Roma SpA. These divestments along
with the performance of the operating business, generated new cash
that permitted, above and beyond covering the ongoing requirements
of the business, an increase in the total available liquidity (up
from EUR6.6 million to EUR22.7 million) and the granting of
intercompany credits of EUR20.1 million, principally in favor of
units in North America (EUR10.7 million), Parmalat Finanziaria
(EUR3.1 million), Parmalat Uruguay (EUR1.7 million) and units in
Germany (EUR1.6 million), that have now been partially written
down.
Eurolat SpA
(Values in millions of Euros)
Situation as at
06/30/2004 12/31/2003
------------ ------------
Short Term Financial Assets (19.8) (13.6)
of which:
Interco. Financial Credits 0.0 0.0
Liquid Financial Assets 0.0 0.0
Available liquidity (19.8) (13.6)
Accruals on Financial Assets
(incl. Interco.) (0.1) 0.0
------------ ------------
Total Short Term
Financial Assets (19.6) (13.6)
Financial Debt
(incl. Intercompany Debt) 190.7 191.9
of which:
Intercompany Financial Debt 45.8 45.8
Other Financial Debt 144.9 146.1
Accruals on Financial
Liabilities
(incl. Interco.) 0.0 1.5
------------ ------------
Total Financial Liabilities 190.7 193.4
------------ ------------
Financial Indebtedness/
(Positive fin. position) 170.8 179.8
============ ============
This company also saw its debt situation consolidate, having not
had to seek new financing. Here an increase in available
liquidity should be noted resulting from the receipt of credits
from suppliers that had been frozen for some time (approximately
EUR5.0 million).
Lactis SpA
(Values in millions of Euros)
Situation as at
06/30/2004 12/31/2003
------------ ------------
Short Term Financial Assets (3.7) (0.4)
of which:
Interco. Financial Credits 0.0 0.0
Liquid Financial Assets 0.0 0.0
Available liquidity (3.7) (0.4)
Accruals on Financial Assets
(incl. Interco.) 0.1 0.0
------------ ------------
Total Short Term
Financial Assets (3.8) (0.4)
Financial Debt
(incl. Intercompany Debt) 20.5 20.5
of which:
Intercompany Financial Debt 8.6 8.6
Other Financial Debt 11.9 11.9
Accruals on Financial
Liabilities
(incl. Interco.) 0.0 0.1
------------ ------------
Total Financial Liabilities 20.5 20.6
------------ ------------
Financial Indebtedness/
(Positive fin. position) 16.7 20.2
============ ============
Available liquidity increased from EUR0.4 million to EUR3.7
million, while financial liabilities remained substantially
unchanged compared to December 31, 2003.
Significant Events in June and July
[Parmalat] summarizes the principal events that occurred during
the course of June and July [to date]:
4 June Meeting with creditors to present the key
aspects of the Group's Industrial and
Financial Restructuring Plan.
7 June The filing of requests for insolvency with the
Court of Parma by the Group's German-based
companies, Deutsche Parmalat Gmbh and Parmalat
Molkerei Gmbh, controlled by Parmalat SpA in
Extraordinary Administration. The companies,
by decree of the Ministry of Production
Activities, were admitted on June 3, 2004 to
the Extraordinary Administration procedure and
Dott. Enrico Bondi was appointed Extraordinary
Commissioner for the companies.
21 June Filing with the Minister of Production
Activities Onorevole Antonio Marzano of the
Restructuring Plan for the Parmalat Group
companies subject to the Proposed Composition
with Creditors.
22 June Publication of the draft text of the new
Parmalat's corporate governance.
12 July Completion of the refinancing of the Group's
Canadian subsidiaries.
14 July Communication of the recovery ratios featured
in the Proposed Composition with Creditors and
publication of sections of the Group's
Restructuring Plan in a non-final version.
19 July Publication of the financial and economic
situation of Parmalat SpA in Extraordinary
Administration, Parmalat Finanziaria SpA in
Extraordinary Administration and a
consolidated statement for the Parmalat Group.
In relation to the latter a short report was
published covering the Group's business
performance along with the Auditor's Report.
19 July Divestment of the assets of Parmalat de Mexico
SA de CV and signing of contracts covering
brand licensing.
PG&E NATIONAL: ET Gas April 2004 Monthly Operating Report
---------------------------------------------------------
NEGT Energy Trading-Gas Corporation
Unaudited Balance Sheet
As of April 30, 2004
ASSETS
Current Assets
Cash $10,464,421
Accounts Receivable 58,759,751
Valuation from Unrealized Commodity Contracts Undetermined
Receivables from Officers/Employees/Affiliates Undetermined
Notes Receivable Stocks 0
Inventory 0
Other Current Assets
Deposits 74,575,017
Prepayments 12,588,888
Other Current Assets 3,113,514
--------------
Total Current Assets Undetermined
Fixed Assets
Land 0
Building 0
Equipment, Furniture & Fixtures 21,635,393
Less Accumulated Depreciation (20,430,403)
--------------
Total Fixed Assets $1,204,990
Other Assets (Identify)
Accrued taxes Undetermined
--------------
Total Other Assets Undetermined
--------------
TOTAL ASSETS Undetermined
==============
LIABILITIES AND EQUITY
Postpetition Liabilities
Accounts Payable $0
Accrued Quarterly Fees 250
Notes Payable 0
Rent and Leases Payable 0
Taxes Payable 0
Accrued Interest 0
Other:
Accrued Legal fees 0
Accrued Payroll and Benefits 29,384
--------------
Total Postpetition Liabilities $29,634
Prepetition Liabilities
Priority Claims Undetermined
Secured Debts Undetermined
Unsecured Debts Undetermined
--------------
Total Prepetition Liabilities Undetermined
Owner's Equity (Deficit)
Capital Stock/Owner's Investments -
Paid-In Capital Surplus Undetermined
Retained Earnings (deficit)
Prepetition Undetermined
Postpetition Undetermined
--------------
Total Owner's Equity Undetermined
--------------
TOTAL LIABILITIES AND SHAREHOLDER'S EQUITY Undetermined
==============
NEGT Energy Trading-Gas Corporation
Unaudited Income Statement
For the Period April 1 to April 30, 2004
Total Sales/Income ($279,245)
COST OF SALES:
Purchases of Inventory 0
Purchased Services 0
Other: (Identify)
Purchase of Commodities (12,032)
--------------
Total Cost of Sales (12,032)
--------------
Gross Profit (267,213)
OPERATING EXPENSES:
Bad Debt Expense 0
Bank Charges 453
Communications 275
Computer Supplies 0
Credit & Commitment Fees 0
Datafeeds 1,688
Fixed Assets Depreciation 204,277
Indirect Allocations (8,628)
Insurance 0
Legal Fees 375,000
Recruiting & Relocation (5,911)
Realized(Gain)/Loss on Foreign Exchange 5,139
Rent 2,662
Unrealized(Gain)/Loss on Foreign Exchange 0
Office Supplies 65
Other 2,444
Payroll and benefits 207,965
Professional Fees 6,893
Software Costs 8,100
Subscriptions (111)
Taxes Other than Income 57
Training (68)
--------------
Total Operating Expenses 800,300
--------------
Profit/Loss from Operation (1,067,513)
Other Income (Expenses):
Interest Income 183,240
Interest Expense 0
Equity in Subsidiaries 0
Other Income(Expenses) 0
--------------
Total Other Income (Expenses) 183,240
--------------
Income Before Taxes ($884,273)
Income Taxes Expense (Benefit) Undetermined
--------------
Net Income Undetermined
==============
NEGT Energy Trading-Gas Corporation
Cash Reconciliation Report
For the Period April 1 to April 30, 2004
Cash balance from prior balance sheet $10,460,673
Pre-tax Net income for month (884,273)
Income/Expenses Not Requiring Cash:
Depreciation 204,277
Unrealized (Gain) Loss on Foreign Exchange 0
Relief of Allowance for Doubtful Accts 0
--------------
Total Expenses Not Requiring Cash 204,277
--------------
Total Cash from Operations 9,780,678
Other sources/uses of cash:
Decrease (Incr):
Accounts Receivable Non-Affiliate (12,032)
Accounts Receivable Affiliate (8,867)
Inventory 0
Equipment 0
Furniture & Fixtures 0
Prepaids 40,427
Deposits 15,333,751
Other Current Assets 0
Increase (Decr):
Accounts Payable Non-Affiliate (15,086,919)
Accounts Payable Affiliate 296,729
Accrued Liabilities 120,654
Current Deferred Liabilities 0
Accrued Interest 0
Accrued P/R Taxes 0
Accrued Salaries 0
Accrued Sales Tax 0
Note Payable Taxes 0
Tax Liability 0
--------------
Total Other Sources & Uses of Cash 683,743
--------------
Ending Cash Balance $10,464,421
==============
PG&E NATIONAL: ET Holdings April 2004 Monthly Operating Report
--------------------------------------------------------------
NEGT Energy Trading Holdings Corporation
Unaudited Balance Sheet
As of April 30, 2004
ASSETS
Current Assets
Cash $277,711,953
Accounts Receivable 222,207
Receivables from Officers/Employees/Affiliates Undetermined
Notes Receivable Stocks 0
Inventory 0
Other Current Assets
Accrued taxes Undetermined
--------------
Total Current Assets Undetermined
Fixed Assets
Land 0
Building 0
Equipment, Furniture & Fixtures 0
Less Accumulated Depreciation 0
Other Fixed Assets 0
--------------
Total Fixed Assets $0
Other Assets (Identify)
Investments in Subsidiaries Undetermined
--------------
Total Other Assets Undetermined
--------------
TOTAL ASSETS Undetermined
==============
LIABILITIES AND EQUITY
Postpetition Liabilities
Accounts Payable $0
Notes Payable 0
Rent and Leases Payable 0
Taxes Payable 0
Accrued Interest 0
Other:
Accrued Quarterly Fees 8,000
Accrued Legal Fees 1,683,425
Accrued Payroll and Benefits 103,042
--------------
Total Postpetition Liabilities $1,794,467
Prepetition Liabilities
Priority Claims Undetermined
Secured Debts Undetermined
Unsecured Debts Undetermined
--------------
Total Prepetition Liabilities Undetermined
Owner's Equity (Deficit)
Capital Stock/Owner's Investments Undetermined
Paid-In Capital Surplus Undetermined
Retained Earnings
Prepetition Undetermined
Postpetition Undetermined
--------------
Total Owner's Equity Undetermined
--------------
TOTAL LIABILITIES AND SHAREHOLDER'S EQUITY Undetermined
==============
NEGT Energy Trading Holdings Corporation
Unaudited Income Statement
For the Period April 1 to April 30, 2004
Total Sales/Income $0
COST OF SALES:
Purchases of Inventory 0
Purchased Services 0
Other 0
--------------
Total Cost of Sales 0
--------------
Gross Profit 0
OPERATING EXPENSES:
Bad Debt Expense 0
Communications (699)
Computer Supplies 0
Credit/Commitment Fees 0
Datafeeds 6,312
Indirect Allocations (394,319)
Insurance 0
Legal Fees 375,000
Misc. Tax Payments 274
Office Supplies (822)
Other 2,972
Other Business Expenses (238)
Payroll and benefits (14,159)
Postage & Delivery 0
Professional Fees 8,425
Recruiting & Relocation 0
Rent 3,253
Software Costs 14,050
Subscriptions (136)
Training (82)
Travel 0
US Trustees 8,000
--------------
Total Operating Expenses 7,832
--------------
Profit/Loss from Operation (7,832)
Other Income (Expenses):
Interest Income 222,717
Interest Expense (199,046)
Equity in Subsidiary:
Investment in ET Power 22,788
Investment in ET Investment 674,108
Investment in ET Gas Corp. (534,544)
Investment in NEGT International 11,483
--------------
Total Other Income (Expenses) 197,505
--------------
Income Before Taxes $189,673
Income Taxes Expense (Benefit) Undetermined
--------------
Net Income Undetermined
==============
NEGT Energy Trading Holdings Corporation
Cash Reconciliation Report
For the Period April 1 to April 30, 2004
Cash balance from prior balance sheet $278,965,632
Pre-tax Net income for month 189,673
Expense Not Requiring Cash:
Depreciation 0
Investment in ET Power (22,788)
Investment in ET Investment (674,108)
Investment in ET Gas Corp. 534,544
Investment in NEGT International (11,483)
Relief of Allowance of Doubtful Accounts 0
--------------
Total Expenses Not Requiring Cash (173,835)
--------------
Total Cash from Operations 278,981,470
Other sources/uses of cash:
Decrease (Incr):
Accounts Receivable Non-Affiliate 2,654
Accounts Receivable Affiliate 1,259,299
Inventory 0
Equipment 0
Furniture & Fixtures 0
Prepaids 4,151
Increase (Decr):
Accounts Payable - Non-Affiliate 209,421
Accounts Payable - Affiliate (1,914,680)
Accrued Liabilities (29,111)
Accrued Interest 0
Accrued P/R Taxes 0
Accrued Professional Fees 801,251
Accrued Salaries 0
Accrued Sales Tax 0
Note Payable Taxes 0
Tax Liability 0
(Less) Unrecorded Bank Service Charges 0
--------------
Total Other Sources & Uses of Cash (1,269,518)
--------------
Ending Cash Balance $277,711,953
==============
PG&E NATIONAL: ET Investments April 2004 Monthly Operating Report
-----------------------------------------------------------------
NEGT ET Investments Corporation
Unaudited Balance Sheet
As of April 30, 2004
ASSETS
Current Assets
Cash $0
Accounts Receivable 0
Receivables from Officers/Employees/Affiliates Undetermined
Notes Receivable Stocks 0
Inventory 0
Other Current Assets -
--------------
Total Current Assets Undetermined
Fixed Assets
Land 0
Building 0
Equipment, Furniture & Fixtures 0
Less Accumulated Depreciation 0
--------------
Total Fixed Assets $0
Other Assets (Identify)
Investment in Subsidiaries Undetermined
--------------
Total Other Assets Undetermined
--------------
TOTAL ASSETS Undetermined
==============
LIABILITIES AND EQUITY
Postpetition Liabilities
Accounts Payable $0
Accrued Quarterly Fees 250
Notes Payable 0
Rent and Leases Payable 0
Taxes Payable 0
Accrued Interest 0
Other 0
--------------
Total Postpetition Liabilities $250
Prepetition Liabilities
Priority Claims Undetermined
Secured Debts Undetermined
Unsecured Debts Undetermined
--------------
Total Prepetition Liabilities Undetermined
Owner's Equity (Deficit)
Capital Stock, Owner's Investments Undetermined
Paid-In Capital Surplus Undetermined
Retained Earnings (deficit)
Prepetition Undetermined
Postpetition Undetermined
--------------
Total Owner's Equity Undetermined
--------------
TOTAL LIABILITIES AND SHAREHOLDER'S EQUITY Undetermined
==============
NEGT ET Investments Corporation
Unaudited Income Statement
For the Period April 1 to April 30, 2004
Total Sales/Income -
COST OF SALES:
Purchases of Inventory -
Purchased Services -
Other (Identify) -
--------------
Total Cost of Sales $0
--------------
Gross Profit 0
OPERATING EXPENSES:
Bad Debt Expense 0
Officer Salaries -
Other Employee Salaries -
Taxes (Payroll) -
Employee Benefits -
Advertising -
Auto Expenses -
Entertainment -
Insurance (Real Estate) -
Insurance (Other) -
Leases (Other than Rent) -
Outside Services & Contractors -
Professional Fees (Atty. Acct.) -
Rent -
Repairs & Maintenance -
Supplies -
Taxes (Real Property) -
Taxes (Other) -
Telephone -
Travel -
Utilities -
Other 460
--------------
Total Operating Expenses 460
--------------
Profit/Loss from Operation (460)
Other Income (Expenses):
Interest Expense (1,004)
Equity in ET Power 1,116,612
--------------
Total Other Income (Expenses) 1,115,608
--------------
Income Before Taxes $1,115,149
Income Taxes Expense (Benefit) Undetermined
--------------
Net Income Undetermined
==============
NEGT ET Investments Corporation
Cash Reconciliation Report
For the Period April 1 to April 30, 2004
Cash balance from prior balance sheet $0
Pre-tax Net income for month 1,115,149
Expense Not Requiring Cash:
Depreciation 0
Other:
Investment in Subsidiaries (1,116,612)
Relief of Allowance of Doubtful Accounts 0
--------------
Total Expenses Not Requiring Cash (1,116,612)
--------------
Total Cash from Operations (1,464)
Other sources/uses of cash:
Decrease (Incr):
Accounts Receivable 0
Inventory 0
Equipment 0
Furniture & Fixtures 0
Increase (Decr):
Accounts Payable 0
Accounts Payable - Affiliate 1,004
Accounts Payable - Interest Payable 0
Accrued Interest 0
Accrued P/R Taxes 0
Accrued Professional Fees 0
Accrued Rent 0
Accrued Salaries 0
Accrued Sales Tax 0
Note Payable Taxes 0
Taxes Payable 0
(Less) Unrecorded Bank Service Charges 0
--------------
Total Other Sources & Uses of Cash 1,004
--------------
Ending Cash Balance ($460)
==============
PG&E NATIONAL: ET Power April 2004 Monthly Operating Report
-----------------------------------------------------------
NEGT Energy Trading-Power L.P.
Unaudited Balance Sheet
As of April 30, 2004
ASSETS
Current Assets
Cash $27,063,577
Accounts Receivable 190,009,669
Valuation from Unrealized Commodity Contracts Undetermined
Receivables from Officers/Employees/Affiliates Undetermined
Notes Receivable Stocks 0
Inventory 0
Other Current Assets
Deposits 88,619,640
Prepaids 1,040,370
Other Current Assets 0
--------------
Total Current Assets Undetermined
Fixed Assets
Land -
Building -
Equipment, Furniture & Fixtures 3,503,317
Less Accumulated Depreciation (2,999,874)
Other Fixed Assets -
--------------
Total Fixed Assets 503,443
Other Assets (Identify) -
--------------
Total Other Assets $0
--------------
TOTAL ASSETS Undetermined
==============
LIABILITIES AND EQUITY
Postpetition Liabilities
Accounts Payable $0
Accrued Quarterly Fees 250
Notes Payable 0
Rent and Leases Payable 0
Taxes Payable 0
Accrued Interest 0
Other -
--------------
Total Postpetition Liabilities $250
Prepetition Liabilities
Priority Claims Undetermined
Secured Debts Undetermined
Unsecured Debts Undetermined
--------------
Total Prepetition Liabilities Undetermined
Owner's Equity (Deficit)
Capital Stock/ Owner's Investments Undetermined
Paid-In Capital Surplus Undetermined
Retained Earnings (deficit)
Prepetition Undetermined
Postpetition Undetermined
--------------
Total Owner's Equity Undetermined
--------------
TOTAL LIABILITIES AND SHAREHOLDER'S EQUITY Undetermined
==============
NEGT Energy Trading-Power L.P.
Unaudited Income Statement
For the Period April 1 to April 30, 2004
Total Sales/Income $1,402,198
COST OF SALES:
Purchases of Inventory 0
Purchased Services 0
Other: (Identify) 0
Cost of Commodities 84,488
--------------
Total Cost of Sales 84,488
--------------
Gross Profit 1,317,710
OPERATING EXPENSES:
Bank Fee Charges 162
Bad Debt Expense 0
Communications 55,232
Entertainment 0
Fixed Assets Depreciation 67,508
Indirect Allocations 383,773
Legal Fees 0
Realized(Gain)/Loss on Foreign Exchange 5,265
Unrealized(Gain)/Loss on Foreign Exchange (4,097)
Other 4,850
Training 0
Travel 0
--------------
Total Operating Expenses 512,693
--------------
Profit/Loss from Operation 805,017
Other Income (Expenses):
Interest Income 334,383
Interest Expense 0
Other Income(Expenses) 0
--------------
Total Other Income (Expenses) 334,383
--------------
Income Before Taxes $1,139,400
Income Taxes Expense (Benefit) Undetermined
--------------
Net Income Undetermined
==============
NEGT Energy Trading-Power L.P.
Cash Reconciliation Report
For the Period April 1 to April 30, 2004
Cash balance from prior balance sheet $27,030,135
Pre-tax Net income for month 1,139,400
Expense Not Requiring Cash:
Depreciation 67,508
(Gain) Loss on sale of fixed assets 0
Unrealized (Gain) loss on foreign exchange (4,097)
Relief of Allowance for Doubtful Accounts 0
--------------
Total Expenses Not Requiring Cash 63,411
--------------
Total Cash from Operations 28,232,946
Other sources/uses of cash:
Decrease (Incr):
Accounts Receivable Non-Affiliate 2,519,606
Accounts Receivable Affiliate (270,822)
Inventory 0
Equipment 0
Furniture & Fixtures 0
Prepaids 12,686
Deposits 1,000,000
Other Current Assets 0
Increase (Decr):
Accounts Payable Non-Affiliates (2,287,976)
Accounts Payable Affiliates (1,567,994)
Current Deferred Liabilities (574,870)
Accrued Liabilities 0
Accrued Interest 0
Accrued P/R Taxes 0
Accrued Professional Fees 0
Accrued Salaries 0
Accrued Sales Tax 0
Note Payable Taxes 0
--------------
Total Other Sources & Uses of Cash ($1,169,370)
Total Cash from Investing - Sale of Fixed Assets 0
--------------
Ending Cash Balance $27,063,577
==============
PG&E NATIONAL: USGen April 2004 Monthly Operating Report
--------------------------------------------------------
USGen New England, Inc.
Unaudited Balance Sheet
As of April 30, 2004
ASSETS
Cash and Cash Equivalents $209,436,744
Accounts Receivable 128,215,750
Support Payment Receivable - Current Undetermined
Fuel, Inventory and Supplies 42,957,130
Prepaid Expenses 32,804,482
Risk Management Asset - Current -
--------------
Total Current Assets Undetermined
Property, Plant and Equipment - net 1,469,102,854
Construction Work in Progress 29,458,885
Intangible Asset $4,935,342
Support Payment Receivable - Non-current Undetermined
Risk Management Asset - Non-current -
--------------
Total Postpetition Assets Undetermined
Prepetition IC Accounts Receivable Undetermined
Prepetition Accounts Receivable Undetermined
Prepetition Prepaid Expenses Undetermined
--------------
Total Prepetition Assets Undetermined
--------------
TOTAL ASSETS Undetermined
==============
LIABILITIES AND EQUITY
Accounts Payable $16,271,379
Accrued Liabilities 94,518,065
Risk Management Liability - Current -
--------------
Total Current Liabilities 110,789,445
Deferred Income Taxes 78,156,075
Risk Management Liability - Non-current -
Other Liabilities 8,475,860
--------------
Total Postpetition Liabilities 197,421,379
Prepetition Accounts Payable Undetermined
Prepetition IC Accounts Payable Undetermined
Prepetition Market Accounts Payable Undetermined
Current Debt 84,770,293
Out of Market Liabilities - Current 30,791,371
Out of Market Liabilities - Non-current 220,285,600
--------------
Total Prepetition Liabilities Undetermined
--------------
Total Liabilities Undetermined
Shareholder's Equity
Common Stock, Additional Paid-In Capital 1,347,736,929
Other Comprehensive Income (10,258,454)
Retained Earnings (257,464,547)
--------------
Total Shareholder's Equity $1,080,013,928
--------------
TOTAL LIABILITIES AND SHAREHOLDER'S EQUITY Undetermined
==============
USGen New England, Inc.
Unaudited Income Statement
For the Period April 1 to April 30, 2004
REVENUE:
Contract Revenue $42,448,177
Market Energy 21,649,730
Ancillary Products 905,903
Market Capacity 823,500
Power Hedges (1,574,791)
Other Revenue (2,876,328)
--------------
Total Revenue 60,836,192
FUEL COSTS:
Contract Expense 10,735,817
Fuel Expense 22,439,502
Fuel Hedges (208,410)
--------------
Total Fuel Costs 32,966,909
--------------
Gross Profit 27,869,283
OPERATING EXPENSES:
Direct Labor 5,659,657
Direct Materials 1,694,443
Direct Subcontractor Services 4,047,536
Other Operating 1,697,258
Bonus Accrual, Union and non-union 407,576
Ash Disposal 1,910,558
--------------
Total Station Operating Expenses 15,417,030
Corporate Expense:
Corporate Labor 514,478
Bonus 119,552
Travel and Entertainment 52,104
Insurance 389,272
Professional Services 3,070,216
Other General Administrative 229,718
--------------
Total Corporate Expenses 4,375,340
General Expenses:
Property Taxes 3,266,040
Interconnect Cost 110,995
Amortization -
Depreciation 5,570,485
--------------
Total General Expenses 8,947,520
--------------
Total Operating Expenses 28,739,889
--------------
Total Operating Income (870,607)
Other Income (Expenses):
Lease Expense (225,000)
Interest Income - NEES Receivable 1,954,429
Income - Other 156,418
Expense - Other -
Gain (141,784)
Bank and LC Fees (57,598)
--------------
Total Other Income (Expenses) 1,686,466
--------------
Income Before Tax 815,859
Income Taxes 332,188
--------------
Net Income $483,671
==============
USGen New England, Inc.
Unaudited Cash Flow Statement
For the Period April 1 to April 30, 2004
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income $483,671
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation 5,570,485
Amortization 747,581
Loss on disposal of fixed assets 141,784
Change in assets and liabilities:
Accounts receivable 778,557
Inventory (888,055)
Prepaid, Deposits & Other (4,609,284)
Deferred Income Taxes (25,267)
Accounts Payable (8,483,587)
Accrued Liabilities 7,153,731
Liabilities - Other (3,236,240)
Prepetition Assets 377,423
Prepetition Liabilities (1,602,430)
Equity - Other 2,443,610
--------------
Net cash (used in) provided by
operating activities (1,148,023)
CASH FLOWS FROM INVESTING ACTIVITIES:
Property, plant and equipment (3,185,112)
Change in Investment in Subsidiary (93)
Support payments received - principle 5,648,921
--------------
Net cash used in investing activities 2,463,716
CASH FLOWS FROM FINANCING ACTIVITIES:
Increase in Debt -
Capital Contributions -
--------------
Net cash used in financing activities -
--------------
NET INCREASE IN CASH AND CASH EQUIVALENTS 1,315,693
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 208,121,051
--------------
CASH AND CASH EQUIVALENTS, END OF PERIOD $209,436,744
==============
RELIANCE GROUP: Releases June 2004 Monthly Operating Report
-----------------------------------------------------------
RELIANCE GROUP HOLDINGS, INC., et al.
Unaudited Consolidated Balance Sheet,
excluding subsidiaries which
are not Debtors-in-Possession 30-Jun-2004
_____________________________________ ___________
ASSETS
Restricted Funds $0
Unrestricted Funds 58,542,000
-----------
Total 58,542,000
Accounts and Notes Receivable 13,090,000
Prepaid expenses and deposits 553,000
Due from Reliance Development Group,
less allowance of $59,334,000 0
Plant, property & equipment -
----------------
Total Assets $72,185,000
================
LIABILITIES & SHAREHOLDERS' DEFICIT
Liabilities not subject to compromise
Postpetition accounts payable $2,334,000
Professional fee holdback payable 1,853,000
Liabilities subject to compromise 1,025,318,000
----------------
Total liabilities 1,029,505,000
----------------
Shareholders' deficit:
Common stock 11,616,000
Additional paid in capital 558,541,000
Accumulated deficit (1,527,477,000)
----------------
Total shareholders' deficit (957,320,000)
----------------
Total liabilities & deficit $72,185,000
================
RELIANCE GROUP HOLDINGS, INC., et al.
Unaudited Consolidated Statement of 1-Jun-2004
Operations, excluding subsidiaries to
which are not Debtors-in-Possession 30-Jun-2004
_____________________________________ ___________
Revenues $0
----------------
Costs and expenses:
Operating and administrative 42,000
Pension Plan Actuarial
Adjustments and Expenses 0
Depreciation 0
----------------
Total costs and expenses 42,000
----------------
Loss before reorganization items (42,000)
----------------
Reorganization items:
Professional fees 672,000
Increase in allowance on balance
due from Reliance Development
Group, Inc. 1,000,000
Reduction of balance due Reliance
Insurance Company per settlement -
Interest earned on accumulated
cash resulting from
Chapter 11 proceeding (40,000)
----------------
Total reorganization items 1,632,000
----------------
Income Tax benefits 0
----------------
Net Income ($1,674,000)
================
RELIANCE GROUP HOLDINGS, INC., et al.
Unaudited Consolidated Statement of 1-Jun-2004
Cash Flows, excluding subsidiaries to
which are not Debtors-in-Possession 30-Jun-2004
_____________________________________ ___________
Cash flows from operating activities:
Loss from operations before
reorganization items ($42,000)
Adjustments to reconcile loss to
net cash provided by
operating activities:
Income Tax Recovery 0
Depreciation 0
Changes in:
Prepaid expenses 0
Postpetition payables (27,000)
Increase in Liabilities
subject to compromise 0
----------------
Net cash (used) provided by
operating activities before
reorganization items (69,000)
----------------
Operating cash flows from
reorganization items:
Interest earned 40,000
Application of retainer
towards reorganization
professional fees 0
Payment of
reorganization items (426,000)
Distribution to Reliance
Insurance Company
(in liquidation) 0
----------------
Net cash used by
reorganization items (386,000)
----------------
Net cash used by
operating activities (455,000)
----------------
Cash flows from investing activities:
Receipt from Reliance
Development Group 0
----------------
Net cash provided by
investing activities 0
----------------
Cash flow from financing activities:
Proceeds of split dollar policies 0
----------------
Net cash provided by
financing activities 0
----------------
Net increase in cash (455,000)
Cash at beginning of period 58,997,000
----------------
Cash at end of period $58,542,000
================
*********
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*********
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Yvonne L. Metzler, Bernadette C. de Roda, Rizande B. Delos Santos,
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