TRANSMITTAL OF FINANCIAL REPORTS AND
CERTIFICATION OF COMPLIANCE WITH
UNITED STATES TRUSTEE OPERATING REQUIREMENTS FOR
THE PERIOD ENDED MAY 31, 2010
IN RE:
:
09-11235 (JVA); 09-11236;
09-11237;
09-11238;
:
09-11239;
09-11241;
CASE NO.:
09-11244
:
Chapter 11
Judge:
J. Vincent Aug, Jr.
Milacron Inc., a Delaware corporation,
:
et, al.
Debtor
As debtor in possession, I affirm:
1.
That I have reviewed the financial statements attached hereto, consisting of:
X
Operating Statement
(Form 2)
X
Balance Sheet
(Form 3)
X
Summary of Operations
(Form 4)
X
Monthly Cash Statement
(Form 5)
Statement of Compensation
(Form 6)
X
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;
2.
That the insurance, including workers’ compensation and unemployment insurance, as described in
Section 4 of the Reporting Requirements For Chapter 11 Cases is in effect; and,
(if not, attach a written explanation)
YES X
NO
3.
That all postpetition taxes as described in Sections 1 and 14 of the Operating Instructions and
Reporting Requirements For Chapter 11 cases are current.
(If not, attach a written explanation)
YES X
NO
4.
No professional fees (attorney, accountant, etc.) have been paid without specific court authorization.
(If not, attach a written explanation)
YES X
NO
5.
All United States Trustee Quarterly fees have been paid and are current.
YES X
NO
6.
Have you filed your prepetition tax returns.
(If not, attach a written explanation)
YES
NO X
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.
/s/ John C. Francy
Dated
10/15/10
Debtor in Possession
V.P.-Finance,
513-536-2000
Title
Phone
Treasurer &
CFO
Form 1
Transmittal of Financial Reports and
Certification of Compliance with
United States Trustee Operating Requirements for
The Period Ended
May 31, 2010
IN RE:
Milacron Inc., a Delaware corporation, et, al.
CASE NO:
09-11235 (JVA)
09-11236
09-11237
09-11238
09-11239
09-11241
09-11244
Chapter 11 Judge:
J. Vincent Aug, Jr.
Form 1, Item 6:
Written explanation of unfiled prepetition tax returns:
The company has filed all of its 2008 and 2009 Federal and State Income Tax Returns except for the 2009 Texas State Income Tax Return which is not due until November 15, 2010.
Form 1 (Attachment for Item6)
OPERATING STATEMENT (P&L) | ||||
Period Ending May 31, 2010 | ||||
Case No: 09-11235 (JVA) | ||||
Total Since | ||||
Period Ending | Filing on | |||
May 31, 2010 | March 10, 2009 | |||
Total Sales | - | 118,186,000 | ||
Cost of Sales | - | 105,778,000 | ||
Gross Profit | - | 12,408,000 | ||
Selling, General and Administrative Expenses: | ||||
Salaries and Wages | - | 7,707,000 | ||
Fringes/Employee Benefits | - | 2,123,000 | ||
Travel and Entertainment | - | 1,176,000 | ||
Advertising | - | 597,000 | ||
Professional Services | - | 1,914,000 | ||
Commissions | - | 1,576,000 | ||
Dealer's Discount | - | 775,000 | ||
Other | - | 4,833,000 | ||
Total Expenses | - | 20,701,000 | ||
Net Operating Profit/(Loss) | - | (8,293,000) | ||
Add: Non-Operating Income | ||||
Interest Income | - | 33,000 | ||
Intercompany Service Credit | - | 742,000 | ||
Total Non-Operating Income | - | 775,000 | ||
Less: Non-Operating Expenses | ||||
Bankruptcy Professional Fees, Estate | - | 14,053,000 | ||
Bankruptcy Professional Fees, Lenders | - | 9,153,000 | ||
Bankruptcy Costs - Other | - | 957,000 | ||
Investment Loss in Subsidiaries | - | 16,906,000 | ||
Financing Costs | - | 7,215,000 | ||
(Gain)/Loss on Currency Transactions | - | 218,000 | ||
Intercompany Interest Expense | - | 422,000 | ||
Interest Expense | - | 7,226,000 | ||
Other | - | 375,663,000 | ||
Total Non-Operating Expenses | - | 431,813,000 | ||
Income Tax Expense (Income) | - | 471,000 | ||
Net Income/(Loss) | - | (439,802,000) | ||
Form 2
BALANCE SHEET | ||||||
Period Ending May 31, 2010 | ||||||
Case No: 09-11235 (JVA) | ||||||
May 31, 2010 | April 30, 2010 | At Filing | ||||
ASSETS: | ||||||
Cash and Cash Equivalents | - | - | 6,581,000 | |||
Notes and Accounts Receivable, Net | - | - | 32,541,000 | |||
Insider Receivables | - | - | - | |||
Inventory | - | - | 92,115,000 | |||
Deferred Income Taxes Net of Valuation Allowances | - | - | 1,362,000 | |||
Other Assets | 1,220,000 | 1,220,000 | 8,665,000 | |||
Property, Plant and Equipment | 1,119,000 | 1,119,000 | 189,079,000 | |||
Accumulated Depreciation | (629,000) | (629,000) | (144,959,000) | |||
Goodwill | - | - | 52,582,000 | |||
Deferred Financing Costs | - | - | 5,152,000 | |||
Investments in Subsidiaries | - | - | 288,027,000 | |||
Advances to Subsidiaries | - | - | 4,589,000 | |||
TOTAL ASSETS | 1,710,000 | 1,710,000 | 535,734,000 | |||
LIABILITIES: | ||||||
Post-Petition Liabilities: | ||||||
Trade Accounts Payable | - | - | - | |||
Advance Billings and Deposits | - | - | - | |||
Accrued Salaries, Wages and Other Compensation | - | - | - | |||
Accrued Interest | - | - | - | |||
Intercompany Payable | - | - | - | |||
Advances from Affiliates | - | - | - | |||
Accrued Liabilities | - | - | - | |||
Debtor-in-Possession Financing | - | - | - | |||
Total Post-Petition Liabilities | - | - | - | |||
Secured Prepetition Liabilities: | ||||||
Short-Term Borrowings | - | - | 39,532,000 | |||
Long-Term Debt | 174,396,000 | 174,396,000 | 227,483,000 | |||
Total Secured Liabilities | 174,396,000 | 174,396,000 | 267,015,000 | |||
Prepetition Liabilities Subject to Compromise: | ||||||
Trade Accounts Payable | 28,116,000 | 28,116,000 | 36,595,000 | |||
Advance Billings and Deposits | 2,000 | 2,000 | 12,010,000 | |||
Accrued Salaries, Wages and Other Compensation | 5,437,000 | 5,437,000 | 8,864,000 | |||
Accrued Interest | 6,850,000 | 6,850,000 | 8,220,000 | |||
Intercompany Payable | 126,878,000 | 126,878,000 | 120,980,000 | |||
Advances from Affiliates | 40,130,000 | 40,130,000 | 64,004,000 | |||
Accrued Liabilities | 268,403,000 | 268,403,000 | 283,555,000 | |||
Total Prepetition Liabilities | 475,816,000 | 475,816,000 | 534,228,000 | |||
Equity: | ||||||
Preferred Stock | 6,005,000 | 6,005,000 | 6,005,000 | |||
Common Stock | 60,000 | 60,000 | 60,000 | |||
Paid In Capital | 480,638,000 | 480,638,000 | 479,727,000 | |||
Retained Deficit - Pre-Petition | (537,129,000) | (537,129,000) | (537,129,000) | |||
Retained Deficit - Post-Petition | (397,740,000) | (397,740,000) | - | |||
Accumulated Other Comprehensive Loss | (200,336,000) | (200,336,000) | (214,172,000) | |||
Total Equity | (648,502,000) | (648,502,000) | (265,509,000) | |||
Total Liabilities and Equity | 1,710,000 | 1,710,000 | 535,734,000 | |||
Form 3
SUMMARY OF OPERATIONS | ||||||||
Period Ended: May 31, 2010 | ||||||||
Case No: 09-11235 (JVA) | ||||||||
Schedule of Postpetition Taxes Payable | ||||||||
Beginning | Ending | |||||||
April 30, 2010 | Accrued / | Payments / | May 31, 2010 | |||||
Balance | Withheld | Deposits | Balance | |||||
Employer Payroll Taxes and Employee Payroll Taxes Withheld | $ - | $ - | $ - | $ - | ||||
Sales, Use & Excise Taxes: | ��- | - | - | - | ||||
Property Taxes: | - | - | - | - | ||||
Workers' Compensation | - | - | - | - | ||||
|
|
| ||||||
TOTALS: | $ - | $ - | $ - | $ - | ||||
AGING OF ACCOUNTS RECEIVABLE AND POSTPETITION ACCOUNTS PAYABLE | ||||||||
Days Past Due | ||||||||
Days in Age | Current | 1-30 | 31-60 | Over 60 | ||||
Post Petition Accounts Payable | $ - | $ - | $ - | $ - | ||||
Accounts Receivable | $ - | $ - | $ - | $ - | ||||
Components of Balance Sheet Notes and Accounts Receivable | ||||||||
Customer Receivables | $ - | (See aging above.) | ||||||
Notes Receivable | - | |||||||
Allowance for Doubtful Accounts | - | |||||||
Notes and Accounts Receivable | $ - | |||||||
For all postpetition accounts payable over 30 days old, please attache 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 | ||||||||
* None |
| |||||||
|
| |||||||
|
| |||||||
Describe events or factors occuring during this reporting period materially affecting operations and | ||||||||
formulation of a Plan of Reorganization | ||||||||
* None |
| |||||||
Form 4 | ||||||||
MONTHLY CASH STATEMENT | |||||||||||||
Period Ending May 31, 2010 | |||||||||||||
Cash Activity Analysis (Cash Basis Only): | Case No:09-11235 (JVA) | ||||||||||||
Milacron Inc. | Milacron Marketing Company | Milacron Plastics Technologies Group, Inc. | D-M-E Company Inc. | Cimcool Industrial Products Inc. | Milacron Canada Ltd. | Milacron Capital Holdings B.V. | |||||||
A. Beginning Balance | $ - | $ - | $ - | $ - | $ - | $ - | $ - | ||||||
B. Receipts | - | - | - | - | - | - | - | ||||||
C. Balance Available | - | - | - | - | - | - | - | ||||||
D. Less Disbursements | - | - | - | - | - | - | - | ||||||
E. Currency Translation Adjustment | - | - | - | - | - | - | - | ||||||
F. Ending Balance | $ - | $ - | $ - | $ - | $ - | $ - | $ - | ||||||
(PLEASE ATTACH COPIES OF MOST RECENT RECONCILED BANK STATEMENTS FROM EACH ACCOUNT) | |||||||||||||
1. Deposit Name & Location | U.S. Bank, 425 Walnut Street, Cincinnati, OH, 45202 | ||||||||||||
2. Account Number (last 4 digits only) | |||||||||||||
For bank statements, please referencehttp://www.kccllc.net/.
Form 5
CASH REPORT | ||
(BASED UPON A CONSOLIDATED ACCOUNTING OF ALL D-I-P ACCOUNTS) | ||
Case Name: Milacron Inc. | ||
Case Number: 09-11235(JVA) | ||
Month and Year: May 2010 | ||
Beginning Cash Balance (i.e. ending balance from previous report) | $ - | |
Add: All receipts for the month. Do not include transfers between accounts. | $ - | * |
Deduct: All disbursements for the month. Do not include transfers between accounts. | $ - | * |
Currency Translation Adjustment | $ - | |
Net cash flow | $ - | |
Ending cash balance (i.e. next month's beginning cash balance) | $ - | |
* Amounts include transfers between accounts. | ||
REPORT OF UNPAID DELINQUENT POST PETITION TAXES | ||
List all unpaid tax obligations which have accrued after the date of the filing of the Chapter 11 petition | ||
obligations which are now due and owing (i.e. delinquent), but have, in fact, not been timely paid. | ||
Do not list any preparation tax obligations. | ||
NONE. | ||
Form 5A
SCHEDULE OF IN-FORCE INSURANCE | |||||
Period Ending: May 31, 2010 | |||||
Case No: 09-11235 (JVA) | |||||
Insurance | Expiration | ||||
Type | Carrier | Date | |||
General Liability | Lexington Insurance Company | 4/1/2011 | |||
Primary & Excess Directors' and Officers' Liability | XL Specialty | 8/21/2015 | |||
Axis Insurance Company | |||||
Navigators Insurance Company | |||||
Monitor Liability Managers | |||||
Primary & Excess Fiduciary | Beazley Insurance Company, Inc. | 8/21/2015 | |||
Federal Insurance Company | |||||
Surety | Customs Bonds - Chubb | 10/11/2010 | |||
12/10/2010 | |||||
Property - Charlevoix, MI plant only | Aspen Specialty Insurance Company | 8/21/2010 | |||
Form 7
