Exhibit 99.1
IN THE UNITED STATES BANKRUPTCY COURT
FOR THE DISTRICT OF DELAWARE
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| | | | Case No.: | | | 14-12514 | |
| | | | Reporting Period: | | | Nov 09 - Nov 30 | |
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| | | | Federal Tax I.D. #: | | | 51-0652233 | |
Monthly Operating Report
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| | Form | | Document | | Explanation |
Required Documents | | No. | | Attached | | Attached |
Schedule of Cash Receipts and Disbursements | | MOR-1 | | X | | |
Bank Account Information/Reconciliation | | MOR-1a | | X | | |
Detailed Operating Receipts and Disbursements | | MOR-1b | | X | | |
Schedule of Professional Fees Paid | | MOR-1c | | X | | |
Copies of Bank Statements | | | | N/A | | X |
Cash Disbursements Journals | | | | N/A | | X |
Statement of Operations | | MOR-2 | | X | | |
Balance Sheet | | MOR-3 | | X | | |
Status of Post-Petition Taxes | | MOR-4 | | X | | |
Copies of IRS Form 6123 | | | | N/A | | |
Copies of Tax Returns Filed During Reporting Period | | | | N/A | | |
Summary of Unpaid Post-Petition Debts | | MOR-5 | | N/A | | |
Listing of Aged Accounts Payable | | MOR-5a | | X | | |
Accounts Receivable Reconciliation and Aging | | 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 documents attached are true and correct to the best of my knowledge and belief.
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/s/ Christopher A. Artzer | | | | 12/24/14 |
Signature of Authorized Individual(2) | | | | Date |
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Christopher Artzer | | | | President and Interim CFO |
Printed Name of Authorized Individual | | | | Title of Authorized Individual |
(1) | The Debtor in this chapter 11 case, along with the last four digits of the Debtors federal taxpayer- identification number, as applicable are: KiOR, Inc. (2233). The Debtor is located at 13001 Bay Park Rd., Pasadena, TX 77507 |
(2) | 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. |
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KiOR, Inc. | | | | | | Case No.: | | 14-12514 |
| | | | | | Reporting Period: | | Nov 09 - Nov 30 |
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| | | | | | Federal Tax I.D. #: | | 51-0652233 |
Listing of Debtor Entities and Notes to the Monthly Operating Report
General:
The report includes activity from the following Debtor and related Case number:
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Debtor | | Case Number | |
KiOR, Inc. | | | 14-12514 | |
Notes to the MOR:
This Monthly Operating Report (“MOR”) has been prepared solely for the purpose of complying with the monthly reporting requirements applicable in the bankruptcy case and is in a format acceptable to the U.S. Trustee. The financial information contained herein is unaudited, limited in scope and as discussed below, not prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”).
The unaudited consolidated financial statements have been derived from the books and records of KiOR, Inc. The information furnished in this report includes primarily normal recurring adjustments, but not all of the adjustments that would typically be made for the quarterly and annual financial statements to be in accordance with U.S. GAAP. Furthermore, the monthly financial information contained herein has not been subjected to the same level of accounting review and testing that KiOR, Inc. applies in the preparation of their quarterly and annual financial information in accordance with U.S. GAAP. Accordingly, upon the application of such procedures, the Debtor believes that the financial information may be subject to change, and that these changes could be material.
The amounts currently classified as liabilities subject to compromise may be subject to future change as the Company completes its analysis of pre and post-petition liabilities.
The results of operations contained herein are not necessarily indicative of results which may be expected from any other period or for the full year and may not necessarily reflect the consolidated results of operations, financial position and schedule of receipts and disbursements of the Debtor in the future. The Debtor cautions readers not to place undue reliance upon the MOR. There can be no assurance that such information is complete and the MOR may be subject to revision.
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KiOR, Inc. | | Form No.: | | | MOR-1 | |
Figures in $ | | Case No.: | | | 14-12514 | |
| | Reporting Period: | | | Nov 09 - Nov 30 | |
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| | Federal Tax I.D. #: | | | 51-0652233 | |
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Schedule of Cash Receipts and Disbursements | |
Debtor | | Case Number | | | 11/09 Balance | | | Cash Receipts | | | Cash Disbursements | | | Net Cash Flow | | | Outstanding Checks | | | 11/30 Balance | |
KiOR, Inc. | | | 14-12514 | | | $ | 470,906 | | | $ | 643,273 | | | $ | 737,472 | | | $ | (94,199 | ) | | $ | — | | | $ | 376,707 | |
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Totals | | | | | | $ | 470,906 | | | $ | 643,273 | | | $ | 737,472 | | | $ | (94,199 | ) | | $ | — | | | $ | 376,707 | |
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Notes to MOR-1:
Cash receipts and disbursement amounts are derived based on information from the Debtor’s bank statements.
Cash receipts and cash disbursements related to the Debtor-In-Possession financing have been included in the total above unless otherwise noted.
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KiOR, Inc. | | Form No.: | | | MOR-1a | |
Figures in $ | | Case No.: | | | 14-12514 | |
| | Reporting Period: | | | Nov 09 - Nov 30 | |
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| | Federal Tax I.D. #: | | | 51-0652233 | |
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Bank Account Information |
Legal Entity | | Case Number | | | Bank Name / Address | | Account Number | | | Bank Balance | | | Bank Account Description |
KiOR, Inc. | | | 14-12514 | | | SVB Financial Group, 3003 Tasman Drive, Santa Clara, CA 95054 | | | ******9708 | | | $ | 206,949 | | | Operating Account |
KiOR, Inc. | | | 14-12514 | | | SVB Financial Group, 3003 Tasman Drive, Santa Clara, CA 95054 | | | ******6904 | | | $ | 52,235 | | | FSA Account |
KiOR, Inc. | | | 14-12514 | | | SVB Financial Group, 3003 Tasman Drive, Santa Clara, CA 95054 | | | ******0787 | | | $ | 17,523 | | | ESPP Account |
KiOR, Inc. | | | 14-12514 | | | SVB Financial Group, 3003 Tasman Drive, Santa Clara, CA 95054 | | | ******6685 | | | $ | 100,000 | | | Collateral Account |
KiOR, Inc. | | | 14-12514 | | | SVB Financial Group, 3003 Tasman Drive, Santa Clara, CA 95054 | | | ******9339 | | | $ | — | | | Utility Account (1) |
Notes to MOR-1a:
All amounts listed above are the bank balances as of the end of the reporting period. Copies of bank statements and cash disbursement journals are not included in this MOR. These items will be made available upon request.
(1) | Account #******9339 was opened per the language of the Utility Motion (Docket#5) filed 11/9/14. The account was funded with $15,000 on 12/1/14 as adequate assurance of payment. |
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Total: | | | 376,707 | | | (Including Utility Deposit and Collateral Account) |
Total: | | | 276,707 | | | (Excluding Utility Deposit and Collateral Account) |
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KiOR, Inc. | | Form No.: | | MOR-1a |
| | Case No.: | | 14-12514 |
| | Reporting Period: | | Nov 09 - Nov 30 |
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| | Federal Tax I.D. #: | | 51-0652233 |
Bank Reconciliations
The above-captioned Debt hereby submit this attestation regarding bank account reconciliations in lieu of providing copies of bank statements.
I attest that each of the Debtor’s bank accounts is reconciled to bank statements. The Debtor’s standard practice is to ensure that each bank account is reconciled to bank statements at least once per fiscal quarter within 45 days after the month end.
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/s/ Christopher A. Artzer | | | | 12/24/14 |
Signature of Authorized Individual | | | | Date |
| | |
Christopher A. Artzer | | | | President and Interim CFO |
Printed Name of Authorized Individual | | | | Title of Authorized Individual |
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KiOR, Inc. | | Form No.: | | MOR-1b |
Figures in $ | | Case No.: | | 14-12514 |
| | Reporting Period: | | Nov 09 - Nov 30 |
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| | Federal Tax I.D. #: | | 51-0652233 |
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Operating Receipts (1) | | | | |
Advances per DIP Credit Agreement (Pasadena Investments, LLC) | | | 640,630 | |
Other Receipts | | | 2,637 | |
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Total operating receipts | | $ | 643,267 | |
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Disbursements (1) | | | | |
Employee, Payroll, Benefits and Other | | | 632,251 | |
Laboratory / R&D Operating | | | 19,690 | |
Demo/ KCR / Pilot Operating | | | 47,838 | |
Utilities | | | — | |
Rents, Insurance and Taxes | | | 12,177 | |
Professional Fees | | | 22,384 | |
Restructuring Professional Fees | | | — | |
US Trustee Fees | | | — | |
IT Fees | | | — | |
Utilities Deposit | | | — | |
Miscellaneous | | | 1,401 | |
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Total disbursements | | $ | 735,740 | |
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Net cash flow | | $ | (92,473 | ) |
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Notes to MOR-1b
(1) | Receipts and disbursements reflect cash activity from the Operating Account (******9708) only. |
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KiOR, Inc. | | Form No.: | | | MOR-1c | |
Figures in $ | | Case No.: | | | 14-12514 | |
| | Reporting Period: | | | Nov 09 - Nov 30 | |
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| | Federal Tax I.D. #: | | | 51-0652233 | |
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Schedule of Professional Fees and Expenses Paid | | | | | | | | | | | | | | | | |
| | | | | | Amount Paid | | | Year-To-Date | |
Payee | | Period Covered | | Payment Date(s) | | Fees | | | Expenses | | | Fees | | | Expenses | |
Total | | | | | | $ | — | | | $ | — | | | $ | — | | | $ | — | |
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Notes to MOR-1c:
No post-petition restructuring professional fees / expenses were paid during the reporting period (11/09/14 – 11/30/14)
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KiOR, Inc. | | Form No.: | | | MOR-2 | |
Figures in $ | | Case No.: | | | 14-12514 | |
| | Reporting Period: | | | Nov 01 - Nov 30 | |
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| | Federal Tax I.D. #: | | | 51-0652233 | |
Statement of Operations (Unaudited) (1)
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Revenue | | $ | — | |
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General and Administrative - Legal and Consulting Fees | | | 1,833,797 | |
General and Administrative - Payroll and Related Expenses | | | 678,483 | |
General and Administrative - Other | | | 221,928 | |
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Total G&A | | $ | 2,734,207 | |
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Research and Development - Payroll and Related Expenses | | | 516,632 | |
Research and Development - Depreciation and Amortization | | | 240,890 | |
Research and Development - Other | | | 504,974 | |
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Total R&D | | $ | 1,262,496 | |
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Earnings/(loss) from operations | | $ | (3,996,703 | ) |
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Other Expenses/ (Income) (2) | | $ | 746,495 | |
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Net earnings/(loss) | | $ | (4,743,198 | ) |
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Notes to MOR-2:
(1) | The income statement represents activity for the period 11/1/14 - 11/30/14. |
(2) | Primarily consists of pre-petition PIK interest (non-cash). |
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KiOR, Inc. | | | | Form No.: | | | MOR-3 | |
Figures in $ | | | | Case No.: | | | 14-12514 | |
| | | | Reporting Period: | | | Nov 09 - Nov 30 | |
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| | | | Federal Tax I.D. #: | | | 51-0652233 | |
Balance Sheet (Unaudited)
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Assets: | | | | |
Cash and cash equivalents | | $ | 276,670 | |
Restricted Cash (1) | | | 100,000 | |
Prepaid expenses & Other Current Assets | | | 1,844,685 | |
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Total current assets | | $ | 2,221,355 | |
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Property, plant, and equipment, net | | | 28,631,663 | |
Intangible assets and goodwill, net | | | 1,933,014 | |
Intercompany receivable | | | 274,564,885 | |
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Total assets | | $ | 307,350,917 | |
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Liabilities: | | | | |
Accounts payable, post petition | | | 219,457 | |
Other payables / accrued expenses (2) | | | 2,740,573 | |
Debtor-in-Possession Financing | | | 640,630 | |
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Total current liabilities | | $ | 3,600,659 | |
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Liabilities subject to compromise | | | 237,380,591.13 | |
Total liabilities | | $ | 240,981,250 | |
Shareholders’ Equity: | | | | |
Common stock | | | 10,760 | |
Paid-in capital | | | 427,401,563 | |
Accumulated deficit | | | (361,042,657 | ) |
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Total shareholders’ equity | | $ | 66,369,667 | |
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Total liabilities and shareholders’ equity | | $ | 307,350,917 | |
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Notes to MOR-3:
(1) | Restricted Cash acts as collateral for the Silicon Valley Bank (SVB) credit cards used by KiOR, Inc.’s employees for various business expenses. |
(2) | Includes both pre- and post-petition other payables and accruals. |
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KiOR, Inc. | | Form No.: | | | MOR-4 | |
Figures in $ | | Case No.: | | | 14-12514 | |
| | Reporting Period: | | | Nov 09 - Nov 30 | |
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| | Federal Tax I.D. #: | | | 51-0652233 | |
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Status of Post-Petition Taxes (Unaudited) | |
| | Beginning Tax Liabilities (11/9/14 | | | Accrued / Withheld | | | Taxes Paid | | | Closing Tax Liabilities (11/30/14) | |
Sales & Use Taxes | | $ | 1,556 | | | $ | (8 | ) | | $ | 1,270 | | | $ | 278 | |
Social Security and Employment Taxes | | | — | | | | 28,000 | | | | 28,000 | | | | — | |
Property Taxes | | | 532,967 | | | | 53,297 | | | | — | | | | 586,263 | |
Franchise Tax | | | — | | | | 12,000 | | | | — | | | | 12,000 | |
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Total | | $ | 534,523 | | | $ | 93,289 | | | $ | 29,270 | | | $ | 598,542 | |
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Notes to MOR-4:
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KiOR, Inc. | | Form No.: | | MOR-5a |
Figures in $ | | Case No.: | | 14-12514 |
| | Reporting Period: | | Nov 09 - Nov 30 |
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| | Federal Tax I.D. #: | | 51-0652233 |
Accounts Payable (Post-Petition) Balance as of 11/30/14 (Unaudited)
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Accounts Payable Aging | | | | |
0 - 30 days old | | $ | 219,457 | |
31 - 60 days old | | | — | |
61 - 90 days old | | | — | |
91 + days old | | | — | |
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Total Accounts Payable (Post-Petition) | | $ | 219,457 | |
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Notes to MOR-5a
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KiOR, Inc. | | Form No.: | | | MOR-6 | |
Figures in $ | | Case No.: | | | 14-12514 | |
| | Reporting Period: | | | Nov 09 - Nov 30 | |
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| | Federal Tax I.D. #: | | | 51-0652233 | |
Accounts Receivable (Post-Petition) Balance as of 11/30/14 (Unaudited) (1)
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Accounts Receivable Reconciliation | | | | |
Total Accounts Receivable at the beginning of the reporting period | | | | |
(+) Amounts billed during the period | | | | |
(+) Refunds for Over Payment | | | | |
(-) Amounts collected during the period | | | | |
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Total Accounts Receivable (Post-Petition) | | $ | — | |
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Accounts Receivable Aging | | | | |
0 - 30 days old | | | | |
31 - 60 days old | | | | |
61 - 90 days old | | | | |
91 - 120 days old | | | | |
120 + days | | | | |
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Total Accounts Receivable (Post-Petition) | | $ | — | |
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Notes to MOR-6
(1) | The Debtor had $0 in sales during the reporting period. As such, the Debtor does not have any Accounts Receivable to report as of 11/30/14. |
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KiOR, Inc. | | Form No.: | | MOR-7 |
| | Case No.: | | 14-12514 |
| | Reporting Period: | | Nov 09 - Nov 30 |
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| | Federal Tax I.D. #: | | 51-0652233 |
Debtor Questionnaire
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| | | | Yes | | No |
1. | | Have any assets been sold or transferred outside the normal course of business this reporting period? If yes, provide an explanation below. | | | | X |
2. | | Have any funds been disbursed from any account other than a debtor in possession account this reporting period? If yes, provide an explanation below. | | | | X |
3. | | Have all post-petition tax returns been timely filed? If no, provide an explanation below. | | X | | |
4. | | Are workers’ compensation, general liability and other necessary insurance coverage’s in effect? If no, provide an explanation below. | | X | | |
5. | | Has any bank account been opened during the reporting period? If yes, provide documentation identifying the opened account(s). If an investment account has been opened provide the required documentation pursuant to the Delaware Local Rule 4001-3. | | X | | |
Explanations
(5) Account #******9339 was opened per the language of the Utility Motion (Docket#5) filed 11/9/14. The account was funded with $15,000 on 12/1/14 as adequate assurance of payment.