Attached files
| file | filename |
|---|---|
| 8-K - 8-K - CENTRUS ENERGY CORP | form8-k_20140630.htm |
EXHIBIT 99.1 | ||||
UNITED STATES BANKRUPTCY COURT | ||||
FOR THE DISTRICT OF DELAWARE | ||||
In re USEC Inc. | ||||
Case No. | 14-10475 (CSS) | |||
Reporting Period: | 31-May-14 | |||
Federal Tax I.D. # | 52-2107911 | |||
CORPORATE MONTHLY OPERATING REPORT | ||||
File with the Court and submit a copy to the United States Trustee within 30 days after the end of | ||||
the month and submit a copy of the report to any official committee appointed in the case. | ||||
REQUIRED DOCUMENTS | Form No. | Document Attached | Explanation Attached | |
Schedule of Cash Receipts and Disbursements | MOR-1a | x | ||
Bank Account Information | MOR-1b | x | ||
Copies of bank statements (See Notes to the MOR) | x | |||
Cash disbursements journals (See Notes to the MOR) | x | |||
Statement of Operations (Income Statement) | MOR-2 | x | ||
Balance Sheet | MOR-3 | x | ||
Status of Post-petition Taxes | MOR-4 | x | ||
Copies of IRS Form 6123 or payment receipt (See Notes to the MOR) | x | |||
Copies of tax returns filed during reporting period (See Notes to the MOR) | x | |||
Summary of Unpaid Post-petition Debts | MOR-4 | x | ||
Listing of Aged Accounts Payable (See Notes to the MOR) | x | |||
Accounts Receivable Reconciliation and Aging | MOR-5 | x | ||
Payments to Professionals | MOR-6 | x | ||
Post Petition Secured Notes Adequate Protection Payments | MOR-6 | x | ||
Debtor Questionnaire | MOR-7 | x | ||
I declare under penalty of perjury (28 U.S.C. Section 1746) that this report and the attached documents | ||||
are true and correct to the best of my knowledge and belief. | ||||
/s/ John R. Castellano | June 30, 2014 | |||
Signature of Authorized Individual* | Date | |||
John R. Castellano | ||||
Printed Name of Authorized Individual | ||||
Chief Restructuring Officer | ||||
Title | ||||
*Authorized individual must be an officer, director or shareholder if debtor is a corporation; a partner if | ||||
debtor is a partnership; a manager or member if debtor is a limited liability company. | ||||
MOR NOTES | |||
In re USEC Inc. | |||
Case No. | 14-10475 (CSS) | ||
Reporting Period: | 31-May-14 | ||
Federal Tax I.D. # | 52-2107911 | ||
Notes to the Monthly Operating Report | |||
GENERAL: | |||
The report includes activity from the following Debtor: | |||
Debtor | Case Number | ||
USEC Inc. | 14-10475 (CSS) | ||
Notes to MOR-1a: | |||
Cash disbursements shown are based on a book basis which consider a disbursement made when a check is | |||
issued, as opposed to when a check is presented for payment. | |||
Amounts do not include interest on the DIP Loan, which is accrued to the outstanding DIP Loan balance. | |||
Notes to MOR-1b: | |||
All amounts listed represent the bank balances as of the end of the month. | |||
Copies of the bank statements and cash disbursement journals were not included with the MOR but are available | |||
upon request. | |||
Notes to MOR-2/3: | |||
The unaudited condensed financial statements as of and for the one month ended May 31, 2014 have been | |||
prepared in accordance with generally accepted accounting principles in the United States (“GAAP”). Certain | |||
information and notes normally included in financial statements prepared in accordance with GAAP have been | |||
omitted. The unaudited condensed financial statements reflect all adjustments which are, in the opinion of management, | |||
necessary for a fair statement of the financial results for the interim period. | |||
The Income Statement reflects revenue and expenses that directly correspond to the debtor legal entity, USEC Inc., | |||
and does not include non-debtor affiliates and subsidiaries. | |||
The Balance Sheet reflect assets, liabilities, and stockholders equity that directly correspond to the debtor legal entity, | |||
USEC Inc., and does not include non-debtor affiliates and subsidiaries. | |||
MOR NOTES | |||
In re USEC Inc. | |||
Case No. | 14-10475 (CSS) | ||
Reporting Period: | 31-May-14 | ||
Federal Tax I.D. # | 52-2107911 | ||
Notes to the Monthly Operating Report | |||
Notes to MOR-4: | |||
USEC Inc. received an order which allows the payment of pre-petition taxes. The tax walkforward will reflect | |||
both pre-petition and post-petition taxes. | |||
USEC Inc. does not expect to be required to make any federal or state income tax payments. | |||
USEC Inc. files tax returns and makes tax payments periodically. The tax returns and related payments will be made | |||
available upon request. | |||
USEC Inc. is current on all post petition payments other than disputes that arise in the ordinary course of business | |||
and amounts expected to be but not yet authorized for payment by the Bankruptcy Court. | |||
Due to the volume of activity the detailed listing of aged post petition payables is not included. | |||
The post petition accounts payable reported represent open and outstanding trade vendor invoices that have been | |||
entered into the Debtor's accounts payable system and does not include accruals for invoices not yet received or approved. | |||
Notes to MOR-5: | |||
Accounts receivable represents amounts due from the Department of Energy (DOE) related to the | |||
Research, Development and Demonstration (RD&D) program for the American Centrifuge Program (ACP). | |||
and the subsequent American Centrifuge Demonstration and Operation (ACTDO) agreement with | |||
Oak Ridge National Laboratory. | |||
Notes to MOR-6: | |||
Interest expense on the Debtor-in-Possession (DIP) Facility and Secured Intercompany Loan are accrued | |||
to the loan balance and do not result in a cash payment. | |||
Notes to MOR-7: | |||
USEC Inc. has received orders that allow payment of pre-petition taxes and certain pre-petition liabilities | |||
such as employee benefits and employee expense reimbursement. | |||
The DIP Lender is the Debtor's non-debtor affiliate, United States Enrichment Corporation subsidiary. | |||
Funding was provided under the DIP during the month (amount shown on Schedule MOR-1a). | |||
MOR-1a | ||||
In re USEC Inc. | ||||
Case No. | 14-10475 (CSS) | |||
Reporting Period: | 31-May-14 | |||
Federal Tax I.D. # | 52-2107911 | |||
Schedule of Cash Receipts and Disbursements | ||||
(000's) | ||||
TIME PERIOD: | ||||
5/1/2014 - 5/31/2014 | ||||
Debtor | Activity | Amounts | ||
USEC Inc. | Beginning Total Cash (Bank Balance) | $13,838 | ||
Less: Outstanding Checks & Bank Adjustments | (161 | ) | ||
Beginning Total Cash (Book Balance) | $13,677 | |||
Receipts | ||||
DOE RD&D Reimbursement | 9,078 | |||
Other Receipts | 1 | |||
Total Operating Receipts | 9,079 | |||
Disbursements (book basis) | ||||
Headquarters Payroll & Benefits | (4,442 | ) | ||
Headquarters Overhead | (1,019 | ) | ||
Headquarters Outside Services | (114 | ) | ||
ACP Payroll & Benefits | (3,515 | ) | ||
ACP Machine Technology & Operations | (2,011 | ) | ||
ACP Manufacturing, EPC and PETE | (2,872 | ) | ||
Total Operating Disbursements | (13,974 | ) | ||
Net Operating Cash Flow | (4,895 | ) | ||
Non-Operating Items: | ||||
Professional Fees | (1,087 | ) | ||
Interest | — | |||
Other (Utility Deposit) | — | |||
Total Non-Operating Disbursements | (1,087 | ) | ||
Funding Activities: | ||||
Cash funding provided by draws on DIP: | 5,000 | |||
Cash payments on DIP | (9,078 | ) | ||
Cash payments on Pre-Petition Secured Loan | — | |||
Total Funding Activities | (4,078 | ) | ||
Total Change in Cash | (10,059 | ) | ||
Ending Cash (Book Balance) | 3,617 | |||
Plus: Bank Adjustment, Timing & Bank Interest | 50 | |||
Plus: Outstanding Checks | 676 | |||
Ending Cash (Bank Balance) | 4,343 | |||
MOR-1b | |||
In re USEC Inc. | |||
Case No. | 14-10475 (CSS) | ||
Reporting Period: | 31-May-14 | ||
Federal Tax I.D. # | 52-2107911 | ||
Bank Account Information | |||
(000's) | |||
Legal Entity | Bank | Bank Account | Bank Balance |
USEC Inc. | JP Morgan Chase | XX6272 | $4,118 |
USEC Inc. | JP Morgan Chase | XX5349 | $0 |
USEC Inc. | JP Morgan Chase | XX4574 | $0 |
USEC Inc. | JP Morgan Chase | XX6241 | $175 |
USEC Inc. | JP Morgan Chase | XX7309 | $0 |
USEC Inc. | Merrill Lynch | XX3365 | $0 |
USEC Inc. | JP Morgan Chase | XX2733 | $50 |
Total USEC Bank Account Balances, per statements | $4,343 | ||
MOR-2 | |||||
In re USEC Inc. | |||||
Case No. | 14-10475 (CSS) | ||||
Reporting Period: | 31-May-14 | ||||
Federal Tax I.D. # | 52-2107911 | ||||
Statement of Operations (Income Statement) | |||||
(000's) | |||||
The Statement of Operations is to be prepared on an accrual basis. The accrual basis of accounting recognizes | |||||
revenue when it is realized and expenses when they are incurred, regardless of when cash is actually received or paid. | |||||
USEC Inc. | |||||
14-10475 (CSS) | |||||
Revenue | |||||
Separative Work Units | — | ||||
Uranium | — | ||||
U. S. Government Contracts and Other | 6,742 | ||||
Revenue | 6,742 | ||||
Cost of Sales | |||||
Separative Work Units | |||||
Production Costs | — | ||||
Purchase Costs | — | ||||
Change in Inventory | — | ||||
Non Production Pension Expense | — | ||||
— | |||||
ARO Accretion Expense | — | ||||
Uranium | — | ||||
U. S. Government Contracts and Other | 6,717 | ||||
Cost of Sales | 6,717 | ||||
Gross Profit | |||||
Separative Work Units | — | ||||
Uranium | — | ||||
U. S. Government Contracts and Other | 25 | ||||
Gross Profit | 25 | ||||
Gross Margin % | — | ||||
Special Charges | 826 | ||||
Advanced Technology Costs | 2,021 | ||||
Selling, General and Administrative | 3,690 | ||||
Other (Income) Expense, Net | — | ||||
Intercompany Cost Recovery | 662 | ||||
Operating Income (Loss) | (7,174 | ) | |||
Interest Expense | 2,149 | ||||
Preferred Stock Financing Costs | — | ||||
Interest (Income) | (4 | ) | |||
Reorganization Costs | 2,289 | ||||
Income (Loss) from Continuing Ops before Taxes | (11,609 | ) | |||
Provision (benefit) for Income Taxes | — | ||||
Net Income (Loss) | (11,609 | ) | |||
Equity in earnings (Loss) of non-filing entities | 8,102 | ||||
NET INCOME (LOSS) ATTRIBUTABLE TO USEC INC. | (3,507 | ) | |||
MOR-3 | ||||||
In re USEC Inc. | ||||||
Case No. | 14-10475 (CSS) | |||||
Reporting Period: | 31-May-14 | |||||
Federal Tax I.D. # | 52-2107911 | |||||
Balance Sheet | ||||||
(000's) | ||||||
The Balance Sheet is to be completed on an accrual basis only. Pre-petition liabilities must be classified separately from post-petition obligations. | ||||||
USEC Inc. | ||||||
14-10475 (CSS) | ||||||
ASSETS | LIABILITIES & STOCKHOLDERS' EQUITY | |||||
CURRENT ASSETS | CURRENT LIABILITIES | |||||
Cash and cash equivalents | 4,300 | Short-term debt (DIP) | 14,400 | |||
Short-term investments | — | Accounts payable and accrued liabilities | 20,400 | |||
Accounts receivable | Total Current Liabilities | 34,800 | ||||
Customers | — | |||||
DOE | 13,900 | OTHER LIABILITIES | ||||
Total Receivables | 13,900 | Postretirement health and life benefit obligations | — | |||
Inventories | Pension benefit liabilities | 25,800 | ||||
Separative work units | — | Deferred revenue and advances | — | |||
Uranium | — | Other liabilities | 24,500 | |||
Uranium provided by customers | — | Total Other Liabilities | 50,300 | |||
Materials & Supplies | 200 | |||||
Total Inventories | 200 | LIABILITIES SUBJECT TO COMPROMISE | 990,300 | |||
Deferred Costs Related to Deferred Revenue | — | TOTAL LIABILITIES | 1,075,400 | |||
Receivable from non-filing entity | — | |||||
Other | 10,700 | STOCKHOLDERS' EQUITY | ||||
Total Current Assets | 29,100 | Common stock, par value $.10 per share | 500 | |||
Excess of capital over par value | 149,400 | |||||
PROPERTY, PLANT AND EQUIPMENT | Treasury stock | (34,400 | ) | |||
Construction work in progress | — | Accumulated other comprehensive income (Loss) | (68,500 | ) | ||
Leasehold improvements | 1,700 | Equity in Subsidiary | 498,400 | |||
Machinery & equipment | 8,500 | Retained earnings | (1,062,000 | ) | ||
10,200 | Total Stockholders' Equity | (516,600 | ) | |||
Less: Accumulated depreciation & amortization | (8,700 | ) | ||||
Property, Plant and Equipment, Net | 1,500 | TOTAL LIABILITIES & | ||||
STOCKHOLDERS' EQUITY | 558,800 | |||||
OTHER ASSETS | ||||||
Investment in non-filing entity | 498,800 | |||||
Deposit for surety bonds | 29,400 | |||||
Total Other Assets | 528,200 | |||||
TOTAL ASSETS | 558,800 | |||||
MOR-4 | ||||||||||||||||||
In re USEC Inc. | ||||||||||||||||||
Case No. | 14-10475 (CSS) | |||||||||||||||||
Reporting Period: | 31-May-14 | |||||||||||||||||
Federal Tax I.D. # | 52-2107911 | |||||||||||||||||
Status of Post-petition Taxes | ||||||||||||||||||
(000's) | ||||||||||||||||||
USEC Inc. | Beginning Tax Liability | Amount Withheld or Accrued | Amount Paid | Ending Tax Liability | ||||||||||||||
Federal Taxes | ||||||||||||||||||
Withholding | $ | — | $ | 1,618 | $ | (1,618 | ) | $ | — | |||||||||
FICA-Employee | $ | — | $ | 522 | $ | (522 | ) | $ | — | |||||||||
FICA-Employer | $ | 571 | $ | 582 | $ | (509 | ) | $ | 644 | |||||||||
Unemployment | $ | — | $ | — | $ | — | $ | — | ||||||||||
Income | $ | — | $ | — | $ | — | $ | — | ||||||||||
Other: | $ | — | $ | — | $ | — | $ | — | ||||||||||
Total Federal | $ | 571 | $ | 2,722 | $ | (2,649 | ) | $ | 644 | |||||||||
State & Local | ||||||||||||||||||
Withholding | $ | 4 | $ | 332 | $ | (319 | ) | $ | 17 | |||||||||
Unemployment | $ | — | $ | — | $ | — | $ | — | ||||||||||
Sales | $ | (1 | ) | $ | 25 | $ | (25 | ) | $ | (1 | ) | |||||||
Excise | $ | — | $ | — | $ | — | $ | — | ||||||||||
Real Property | $ | — | $ | — | $ | — | $ | — | ||||||||||
Personal Property | $ | — | $ | — | $ | — | $ | — | ||||||||||
Other: Income | $ | (19 | ) | $ | — | $ | — | $ | (19 | ) | ||||||||
Other: Franchise | $ | 60 | $ | 15 | $ | (72 | ) | $ | 3 | |||||||||
Total State and Local | $ | 44 | $ | 372 | $ | (416 | ) | $ | — | |||||||||
TOTAL Taxes | $ | 615 | $ | 3,094 | $ | (3,065 | ) | $ | 644 | |||||||||
Summary of Unpaid Post-petition Debts (See Notes to the MOR) | ||||||||||||||||||
(000's) | ||||||||||||||||||
Days Past Due | ||||||||||||||||||
Current | 1-30 | 31-60 | 61-90 | >91 | Total | |||||||||||||
USEC Inc. | $ | 809 | $ | 858 | $ | — | $ | 23 | $ | — | $ | 1,689 | ||||||
MOR-5 | ||||||
In re USEC Inc. | ||||||
Case No. | 14-10475 (CSS) | |||||
Reporting Period: | 31-May-14 | |||||
Federal Tax I.D. # | 52-2107911 | |||||
Accounts Receivable Reconciliation and Aging (See Notes to the MOR) | ||||||
(000's) | ||||||
ACCOUNTS RECEIVABLE RECONCILIATION AND AGING | ||||||
Accounts Receivable Reconciliation | Amount | |||||
Total Accounts Receivable (Net) at the beginning of the reporting period | $16,263 | |||||
+ Amounts billed during the period | 6,742 | |||||
- Amounts collected during the period | (9,078 | ) | ||||
Total Accounts Receivable (Net) at the end of the reporting period | $13,927 | |||||
Accounts Receivable Aging | Amount | |||||
Current | $13,927 | |||||
0 - 30 days old | $0 | |||||
31 - 60 days old | $0 | |||||
61 - 90 days old | $0 | |||||
91+ days old | $0 | |||||
Total Accounts Receivable | $13,927 | |||||
Contractual Allowance / Uncollectible | $0 | |||||
Accounts Receivable (Net) | $13,927 | |||||
MOR-6 | ||||||
In re USEC Inc. | ||||||
Case No. | 14-10475 (CSS) | |||||
Reporting Period: | 31-May-14 | |||||
Federal Tax I.D. # | 52-2107911 | |||||
Payments to Professionals | ||||||
(000's) | ||||||
Professionals | ||||||
Name | Amount Paid During Month | Total Paid to Date | ||||
AKIN GUMP STRAUSS HAUER AND FELD LLP | $385 | $385 | ||||
HOULIHAN LOKEY CAPITAL INC | $301 | $301 | ||||
LOGAN AND CO INC | $57 | $57 | ||||
BABCOCK & WILCOX (Reimbursement for EA Advisors & Baker Botts) | $183 | $183 | ||||
TOSHIBA AMERICA NUCLEAR ENERGY CORP (Reimbursement for GLC & Morrison Foerster) | $150 | $150 | ||||
US TRUSTEE | $10 | $10 | ||||
Total Payments to Professionals | $1,087 | $1,087 | ||||
Post Petition Secured Notes Adequate Protection Payments | ||||||
(000's) | ||||||
Name of Creditor | Amount Paid During Month | |||||
United States Enrichment Corporation - DIP1 | $112 | |||||
United States Enrichment Corporation - Secured Intercompany1 | $487 | |||||
Total Payments | $599 | |||||
(1) Interest on the DIP and Secured Intercompany Loan is charged to the loan and is not a cash payment | ||||||
MOR-7 | |||
In re USEC Inc. | |||
Case No. | 14-10475 (CSS) | ||
Reporting Period: | 31-May-14 | ||
Federal Tax I.D. # | 52-2107911 | ||
Debtor Questionnaire | |||
Must be completed each month. If the answer to any of the questions is “Yes”, provide a detailed explanation of each item. Attach additional sheets if necessary. | Yes | No | |
1 | Have any assets been sold or transferred outside the normal course of business this reporting period? | X | |
2 | Have any funds been disbursed from any account other than a debtor in possession account this reporting period? | X | |
3 | Is the Debtor delinquent in the timely filing of any post-petition tax returns? | X | |
4 | Are workers compensation, general liability or other necessary insurance coverages expired or cancelled, or has the debtor received notice of expiration or cancellation of such policies? | X | |
5 | Is the Debtor delinquent in paying any insurance premium payment? | X | |
6 | Have any payments been made on pre-petition liabilities this reporting period? | X | |
7 | Are any post petition receivables (accounts, notes or loans) due from related parties? | X | |
8 | Are any post petition payroll taxes past due? | X | |
9 | Are any post petition State or Federal income taxes past due? | X | |
10 | Are any post petition real estate taxes past due? | X | |
11 | Are any other post petition taxes past due? | X | |
12 | Have any pre-petition taxes been paid during this reporting period? | X | |
13 | Are any amounts owed to post petition creditors delinquent? | X | |
14 | Are any wage payments past due? | X | |
15 | Have any post petition loans been been received by the Debtor from any party? | X | |
16 | Is the Debtor delinquent in paying any U.S. Trustee fees? | X | |
17 | Is the Debtor delinquent with any court ordered payments to attorneys or other professionals? | X | |
18 | Have the owners or shareholders received any compensation outside of the normal course of business? | X | |