Energy Conversion Devices 8K Regulation FD Disclosure | SEC 26 Apr 12

Energy Conversion Devices Inactive 8-KRegulation FD Disclosure

EXHIBIT 99.2

UNITED STATES BANKRUPTCY COURT

FOR THE EASTERN DISTRICT OF MICHIGAN

TRANSMITTAL OF FINANCIAL REPORTS AND

CERTIFICATION OF COMPLIANCE WITH

UNITED STATES TRUSTEE OPERATING REQUIREMENTS FOR

THE PERIOD ENDED:March 31, 2012


In re: United Solar Ovonic LLC		Case Number: 12-43167

		Chapter 11

		Judge: Hon. Thomas J. Tucker
Debtor.

United Solar Ovonic LLC/

As debtor in possession, I affirm:

That I have reviewed the financial statements attached hereto, consisting of:


		Operating Statement		(Form 2)
		Balance Sheet		(Form 3)
		Summary of Operations		(Form 4)
		Monthly Cash Statement		(Form 5)
		Statement of Compensation		(Form 6)
		Schedule of In-Force Insurance		(Form 7)

and that they have been prepared in accordance with normal and customary accounting practices, and fairly and accurately reflect the debtor’s financial activity for the period stated;

That the insurance, including workers’ compensation and unemployment insurance, as described in Section 5 of the Operating Instructions and Reporting Requirements For Chapter 11 Cases, is in effect; and


(If not, attach a written explanation)		YES x NO ¨

That all post-petition taxes as described in Section 9 of the Operating Instructions and Reporting Requirements For Chapter 11 Cases are current.


(If not, attach a written explanation)		YES x NO ¨

No professional fees (attorney, accountant, etc.) have been paid without specific court authorization.


(If not, attach a written explanation)		YES x NO ¨

All United States Trustee Quarterly fees have been paid and are current.


		YES x NO ¨

Have you filed your pre-petition tax returns?


(If not, attach a written explanation)		YES x NO ¨

I hereby certify, under penalty of perjury, that the information provided above and in the attached documents is true and correct to the best of my information and belief.


Dated:April 23, 2012		United Solar Ovonic LLC
		Debtor in Possession

		/s/ William C. Andrews

		Title: William C. Andrews
		Chief Financial Officer Phone: 248-299-6047

Form 1

OPERATING STATEMENT (P&L)⁽¹⁾

Period Ending:March 31, 2012

Case No: 12-43167


	Current Month			Total Since Filing
Total Revenue	$	3,661,904		$	6,999,719
Cost of Sales⁽²⁾		6,065,470			10,418,977

GROSS PROFIT		(2,403,566	)		(3,419,258	)
EXPENSES:
Officer Compensation		26,667			40,000
Salary/Wages Expenses		639,108			1,051,262
Employee Benefits & Pensions		196,089			344,912
Payroll Taxes		69,661			129,990
Other Taxes		9,526			12,505
Rent and Lease Expense		198,320			290,596
Interest Expense⁽³⁾		2,131,104			3,306,868
Property Insurance		1,054			1,630
Automobile and Truck Expense		—			—
Utilities		38,329			38,517
Depreciation		24,746			35,196
Travel and Entertainment		34,418			39,259
Repairs and Maintenance		2,918			2,918
Advertising		—			—
Other – Miscellaneous		585,983			632,731
Other – Loss on Asset Disposal		1,446,690			1,446,690
Other Specify – European Costs		247,473			388,515
Other Specify – Restructuring		363,442			363,442

TOTAL EXPENSES:		6,015,529			8,125,031
OPERATING PROFIT		(8,419,095	)		(11,544,289	)
Add: Non-Operating Income
Total Interest Income		—			—
Other (Income)		191,225			135,581
Less: Non-Operating Expenses
Professional Fees⁽⁴⁾		1,061,250			1,446,000
Other – Income Taxes		(227,076)			(216,206	)

NET INCOME/(LOSS)	$	(9,444,494	)	$	(12,909,663	)

(1)	The operating statement and balance sheet were prepared using accrual accounting.

(2)	Product sold during this period had an inventory value of $3,473,389.14. The balance of cost of sales is unabsorbed variance due to the production shutdown.

(3)	The effective annual interest rate for March 31, 2012 was 10.2%.

(4)	Professional fees are estimates.

Form 2

BALANCE SHEET

Period Ending:March 31, 2012

Case No: 12-43167


	Current Month			Prior Month			At Filing
ASSETS:
Cash and Cash Equivalents	$	5,420,063		$	4,491,493		$	4,378,158
Investments		—			—			—
Inventories, Net		35,298,334			38,926,078			41,727,690
Accounts Receivable – Intercompany – USO CDN		1,773,987			1,772,238			1,788,754
Accounts Receivable Intercompany SIT		23,502,405			23,497,497			23,497,497
Accounts Receivable Trade – Net		12,451,980			12,424,029			10,597,737
Land and Buildings		24,397,111			29,010,567			29,010,567
Furniture, Fixtures & Equipment		36,964,030			39,783,946			39,507,745
Accumulated Depreciation		(7,747,471	)		(12,655,713	)		(12,471,130	)
Restricted Cash		4,374,728			5,648,736			5,950,000
Prepaid		742,863			904,397			664,094
Investment in Subsidiaries		3,337,474			3,094,718			3,064,408
Other Assets		2,473,445			1,776,152			2,053,050

TOTAL ASSETS	$	142,988,950		$	148,674,139		$	149,768,570

LIABILITIES:
Post-petition Liabilities:
Accounts Payable Trade – Net		199,135			359,248			—
Accounts Payable Intercompany ECD		—			(103,853	)		—
Accounts Payable Intercompany USO EU		214,581			78,045			—
Lease Payable		—			—			—
Warranty		119,244			—			—
Other Current Liabilities		493,950			121,093			—
Accrued Salaries and Wages		283,298			274,874			—
Accrued Taxes		209,800			134,252			—
Accrued Other		1,368,165			348,615			—

TOTAL Post-petition Liabilities		2,888,172			1,212,274			—
Secured Liabilities:
Secured Accounts Payable – ECD		5,000,000			5,000,000			5,000,000

Pre-petition Liabilities:
Accounts Payable Trade – Net		6,676,736			6,676,736			6,676,736
Accounts Payable Intercompany ECD		795,485,836			793,295,055			792,119,291
Accounts Payable Intercompany SIT		600,241			600,241			600,241
Accounts Payable Unsecured Liabilities		—			—			—
Lease Payable		19,502,614			19,609,987			19,627,288
Warranty		10,272,209			10,272,209			10,272,209
Other Current Liabilities		637,324			637,324			637,324
Accrued Salaries and Wages		677,100			677,100			677,100
Accrued Taxes		636,431			636,431			636,431
Accrued Other		2,711,705			2,711,705			2,711,705

TOTAL Pre-petition Liabilities		837,200,196			835,116,789			833,958,326
TOTAL LIABILITIES		845,088,368			841,329,063			838,958,326
Equity:
Owners Capital		65,000,000			65,000,000			65,000,000
Additional Paid-In-Capital		(27,351,380	)		(27,351,380	)		(27,351,380	)
Retained Earnings-Pre Petition		(726,838,375	)		(726,838,375	)		(726,838,375	)
Retained Earnings-Post Petition		(12,909,663	)		(3,465,169	)		—

TOTAL Equity		(702,099,418	)		(692,654,924	)		(689,189,755	)
TOTAL LIABILITIES AND EQUITY	$	142,988,950		$	148,674,139		$	149,768,570

Form 3

SUMMARY OF OPERATIONS

Period Ended:March 31, 2012

Case No: 12-43167

Schedule of Post-petition Taxes Payable


	Beginning Balance		Accrued/ Withheld		Payments/ Deposits		Ending Balance
Income Taxes Withheld
Federal		—	$	234,170.71	$	234,170.71		—
State		—		72,453.54		72,453.54		—
Local		—		40.51		40.51		—

FICA Withheld		—		105,834.73		105,834.73		—

Employers FICA		—		143,033.33		143,033.33		—

Unemployment Tax
Federal		—		686.19		686.19		—
State		—		25,017.54		25,017.54		—

Sales, Use & Excise Taxes	$	176.00		3,486.60		—	$	3,662.60

Property Taxes		68,891.00		126,838.00		—		195,729.00

Workers’ Compensation⁽¹⁾		—		—		—		—

Other		—		—		—		—

TOTALS	$	69,067.00	$	711,561.15	$	1,423,122.30	$	199,391.60

(1)	Fully insured.

AGING OF ACCOUNTS RECEIVABLE

AND POST-PETITION ACCOUNTS PAYABLE


Age in Days	0-30		31-60		Over 60
Post Petition

Accounts Payable	$	188,313.85	$	10,820.97	$	—
Accounts Receivable	$	730,904.02	$	4,187,369.57	$	7,533,706.29

For all post-petition accounts payable over 30 days old, please attach a sheet listing each such account, to whom the account is owed, the date the account was opened, and the reason for non-payment of the account.

Describe events or factors occurring during this reporting period materially affecting operations and formulation of a Plan of Reorganization:None

Form 4

MONTHLY CASH STATEMENT

Period Ending:March 31, 2012

Cash Activity Analysis (Cash Basis Only): Case No: 12-43167


		General Account		Foreign Collection Account⁽²⁾		L/C Collateral Account		Canadian Payroll Account⁽¹⁾		Petty Cash
A.	Beginning Balance	$	4,484,790.03	$	—	$	5,648,736.31	$	7,753.97	$	803.29

B.	Receipts		4,297,852.09		588,676.00		—		10,000.00		—

	(Attach separate schedule)
C.	Balance Available		8,782,642.12		588,676.00		5,648,736.31		17,753.97		803.29
	(A+B)

D.	Less Disbursements		3,076,002.92		588,676.00		1,274,008.27		13,917.67		—

	(Attach separate schedule)
E.	ENDING BALANCE	$	5,706,639.20	$	—	$	4,374,728.04	$	3,836.30	$	803.29
	(C-D)

⁽¹⁾	In Canadian Dollars

⁽²⁾	Account Closed 3/14/12

ATTENTION: Please enter the TOTAL DISBURSEMENT from all your accounts, including cash and excluding transfers, onto the line below. This is the number that will determine your quarterly fee payment:$3,089,920.59

(PLEASE ATTACH COPIES OF MOST RECENT RECONCILED BANK STATEMENTS FROM EACH ACCOUNT)


General Account:

1.	Depository Name & Location	JP Morgan Chase Bank, N.A. (MI); Detroit, Michigan

2.	Account Number	754130292

ForeignCollection Account: (account closed 3/14/12)

1.	Depository Name & Location	JP Morgan Chase Bank, N.A. (MI); Detroit, Michigan

2.	Account Number	771064540

L/C Collateral Account:

1.	Depository Name & Location	JP Morgan Chase Bank, N.A. (MI); Detroit, Michigan

2.	Account Number	983646019

CanadianPayroll Account:

1.	Depository Name & Location	JP Morgan Chase Bank, N.A. Canada; Toronto, Ontario, Canada

2.	Account Number	4683000035

Other monies on hand (specify type and location) i.e., CD’s, bonds, etc.):

None


Date:April 23, 2012

								United Solar Ovonic LLC
								Debtor in Possession

Form 5

MONTHLY STATEMENT OF INSIDER COMPENSATION/PAYMENTS

Period Ending:March 31, 2012

Case No: 12-43167

The following information is to be provided for each shareholder, officer, director, manager, insider, or owner that is employed by the debtor in possession. (Attach additional pages if necessary.)

Detailed Description of Duties:

•

Provides leadership to all operations and manufacturing related activity (Auburn Hills, Greenville 1&2, Tijuana, China JV and Marcegaglia)

•

Responsible for building new equipment to support the company’s technology efforts

•

Provides leadership to all manufacturing, engineering, quality functions (ensures the production of all manufacturing products)



Current Compensation Paid:		Weekly	Or		Monthly
				$	26,666.68

Current Benefits Paid:		Weekly	Or		Monthly

Health Insurance				$	849.92
Life Insurance				$	72.15
Accidental Death & Dismemberment Insurance				$	9.62
Long-Term and Short-Term Disability Insurance				$	72.50
Employee Assistance Program				$	1.69
Retirement				$	—
Company Vehicle				$	—
Entertainment				$	—
Travel				$	—

Total Benefits				$	1,005.88

Current Other Payments Paid:		Weekly	Or		Monthly

Rent Paid				$	—
Loans				$	—
Other (Describe)				$	—
Other (Describe)				$	—
Other (Describe)	$	—		$	—
Total Other Payments	$	—		$	—

		Weekly	Or		Monthly
CURRENT TOTAL OF ALL PAYMENTS:				$	27,672.56


Dated:April 23, 2012				Joseph P. Conroy

Form 6

SCHEDULE OF IN-FORCE INSURANCE

Period Ending:March 31, 2012

Case No: 12-43167


INSURANCE TYPE	CARRIER	EXPIRATION DATE
Workers’ Compensation	Valley Forge Insurance Company	02/01/2013
Workers’ Compensation	American Casualty Company of Reading PA	02/01/2013
General Liability	American Casualty Company of Reading PA	02/01/2013
Property (1^st Layer)	Allianz Global Risk US Insurance Company	02/01/2013
Property (2^nd Layer)	Lexington Insurance Company	02/01/2013
Automobile Policy	Continental Casualty Company	02/01/2013
Umbrella Policy	Continental Casualty Company	02/01/2013
Foreign Package	Continental Casualty Company	02/01/2013
Special Risk Coverage	Great American Insurance Company	03/18/2013
Directors & Officers	Allied World National Assurance Company	09/30/2012
Directors & Officers	Illinois National Insurance Company	09/30/2012
Directors & Officers	Beazley Insurance Company, Inc. (Lloyd’s of London)	09/30/2012
Employee Practices Liability	Starr Indemnity & Liability Company	09/30/2012
Fiduciary Liability	Starr Indemnity & Liability Company	09/30/2012
Fidelity Bond	Starr Indemnity & Liability Company	09/30/2012
Primary Directors & Officers	Starr Indemnity & Liability Company	09/30/2012
ERISA Bond	Travelers Casualty and Surety Company of America	11/16/2014
Pollution Liability Coverage	Chartis Specialty Insurance	02/01/2014

Form 7

Name: Joseph P. Conroy, Executive Vice President, ECD;

x Shareholder

Senior Vice President, USO Operations

¨ Director