EXHIBIT 13 - FINANCIAL STATEMENTS AND SCHEDULES Report of Independent Auditors The Board of Directors Energy West Incorporated We have audited the accompanying consolidated balance sheets of Energy West Incorporated and subsidiaries as of June 30, 1995 and 1994, and the related consolidated statements of income, stockholders equity, and cash flows for each of the three years in the period ended June 30, 1995. These financial statements are the responsibility of the Company s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the consolidated financial position of Energy West Incorporated and subsidiaries at June 30, 1995 and 1994, and the consolidated results of their operations and their cash flows for each of the three years in the period ended June 30, 1995, in conformity with generally accepted accounting principles. As described in Notes 4 and 5 to the consolidated financial statements, in 1994 the Company changed its method of accounting for postretirement benefits other than pensions and for income taxes, respectively. Denver, Colorado August 25, 1995 F-1 *********************************************************************** Energy West Incorporated and Subsidiaries Consolidated Balance Sheets June 30 1995 1994 Assets Current assets: Cash $ 507,450 $ 452,829 Temporary cash investments (at cost which approximates market) 59,556 59,384 Restricted deposit - 204,550 Accounts receivable, less allowances for uncollectible accounts of $191,168 ($189,300 at June 30, 1994) 3,042,603 2,627,531 Natural gas and propane inventory 1,686,704 699,623 Materials and supplies 458,596 388,547 Prepayments and other 59,761 199,380 Refundable income tax payments 241,798 237,023 Recoverable costs of gas purchases 125,410 400,966 Deferred income taxes-current 81,398 - Total current assets 6,263,276 5,269,833 Investments 12,476 12,476 Notes receivable due after one year 15,984 94,721 Property, plant and equipment 39,697,080 35,158,559 Less accumulated depreciation and amortization 16,146,743 14,595,743 Net property, plant and equipment 23,550,337 20,562,816 Deferred charges: Net unamortized debt issue costs 1,042,155 1,109,600 Regulatory assets for income taxes 519,484 600,867 Unrecognized postretirement obligation 352,380 372,000 Other 618,689 763,663 Total deferred charges 2,532,708 2,846,130 Total assets $32,374,781 $28,785,976 F-2 *********************************************************************** June 30 1995 1994 Capitalization and liabilities Current liabilities: Long-term debt due within one year $ 365,833 $ 343,064 Notes payable 2,620,000 1,275,000 Accounts payable-gas purchases 1,535,736 1,263,839 Accounts payable-other 735,810 228,708 Payable to employee benefit plans 443,430 188,490 Accrued vacation 267,350 267,868 Other current liabilities 817,834 580,732 Deferred income taxes-current - 44,952 Total current liabilities 6,785,993 4,192,653 Other: Deferred income taxes 2,674,928 2,611,008 Deferred investment tax credits 523,903 544,965 Contributions in aid of construction 771,702 690,525 Accumulated postretirement obligation 467,274 439,800 Regulatory liability for income taxes 176,530 191,286 Other 6,736 4,713 Total other 4,621,073 4,482,297 Commitments and contingencies (Note 10) Long-term debt (less amounts due within one year) 10,434,957 10,718,064 Stockholders' equity: Preferred stock - $.15 par value: Authorized - 1,500,000 shares; Outstanding - none - - Common stock - $.15 par value: Authorized - 3,500,000 shares; Outstanding - 2,254,138 shares (2,191,478 shares at June 30, 1994) 338,121 328,722 Capital in excess of par value 2,117,730 1,643,793 Retained earnings 8,076,907 7,420,447 Total stockholders' equity 10,532,758 9,392,962 Total capitalization 20,967,715 20,111,026 Total capitalization and liabilities $32,374,781 $28,785,976 See accompanying notes. F-3 *********************************************************************** Energy West Incorporated and Subsidiaries Consolidated Statements of Income Year ended June 30 1995 1994 1993 Operating revenue: Regulated utilities $23,300,606 $23,443,438 $24,565,127 Nonregulated operations 4,008,954 3,939,148 3,036,772 Gas trading 3,238,839 1,964,866 332,798 Total revenue 30,548,399 29,347,452 27,934,697 Operating expenses: Gas purchased 16,116,688 16,742,903 17,232,138 Cost of gas trading 2,500,363 1,667,182 305,980 Distribution, general and administrative 6,379,651 5,979,621 5,453,770 Maintenance 306,077 330,762 376,420 Depreciation and amortization 1,558,755 1,464,078 1,285,632 Taxes other than income 594,569 527,142 540,187 Total operating expenses 27,456,103 26,711,688 25,194,127 Operating income 3,092,296 2,635,764 2,740,570 Other income, net 174,878 199,014 138,736 Income before interest charges and income taxes 3,267,174 2,834,778 2,879,306 Interest charges: Long-term debt 735,813 741,866 779,701 Other 202,770 220,317 178,822 Total interest charges 938,583 962,183 958,523 Income before income taxes 2,328,591 1,872,595 1,920,783 Provision for income taxes 815,688 613,964 637,115 Income before cumulative effect of change in accounting principle 1,512,903 1,258,631 1,283,668 Cumulative effect on prior years of change in accounting for income taxes - 92,365 - Net income $ 1,512,903 $ 1,350,996 $ 1,283,668 Income per share of common equivalent stock: Income before cumulative effect of change in accounting principle $0.68 $0.57 $0.59 Cumulative effect of change in accounting for income taxes - 0.04 - Net income per common share $0.68 $0.61 $0.59 See accompanying notes. F-4 *********************************************************************** Energy West Incorporated and Subsidiaries Consolidated Statements of Stockholders Equity Capital in Common Excess of Retained Stock Par Value Earnings Total Balance at June 30, 1992 $161,178 $1,519,323 $6,265,210 $ 7,945,711 Exercise of stock options into 5,200 shares of common stock at $3.64 per share 390 18,548 - 18,938 Sale of 25,174 shares of common stock at $6.88 to $7.94 per share under the Company's dividend reinvestment plan 1,888 182,369 - 184,257 Net income for the year ended June 30, 1993 - - 1,283,668 1,283,668 Cash dividends on common stock- $.32 per share - - (699,085) (699,085) Balance at June 30, 1993 163,456 1,720,240 6,849,793 8,733,489 Exercise of stock options into 3,800 shares of common stock at $7.13 to $8.19 per share 285 14,977 - 15,262 Sale of 8,293 shares of common stock at $8.87 per share under the Company's dividend reinvestment plan 1,244 72,313 - 73,557 Net income for the year ended June 30, 1994 - - 1,350,996 1,350,996 Common stock dividend, 2-for-1 stock split 163,737 (163,737) - - Cash dividends on common stock- $.36 per share - - (780,342) (780,342) Balance at June 30, 1994 328,722 1,643,793 7,420,447 9,392,962 Exercise of stock options into 14,410 shares of common stock at $4.94 to $8.75 per share 2,161 78,318 - 80,479 Sale of 36,720 shares of common stock at $7.50 to $9.00 per share under the Company's dividend reinvestment plan 5,508 293,529 - 299,037 Issuance of 11,535 shares of common stock to ESOP at estimated fair value of $9.00 per share 1,730 102,090 - 103,820 Net income for the year ended June 30, 1995 - - 1,512,903 1,512,903 Cash dividends on common stock - $.385 per share - - (856,443) (856,443) Balance at June 30, 1995 $338,121 $2,117,730 $8,076,907 $10,532,758 See accompanying notes. F-5 *********************************************************************** Energy West Incorporated and Subsidiaries Consolidated Statements of Cash Flows Year ended June 30 1995 1994 1993 Operating activities Net income $ 1,512,903 $ 1,350,996 $ 1,283,668 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 1,777,559 1,529,310 1,332,432 Gain on sale of property, plant and equipment (4,174) (25,276) (2,061) Investment tax credit (21,062) (21,062) (21,062) Deferred income taxes 4,197 306,026 423,076 Cumulative effect of change in accounting method - 92,365 - Changes in operating assets and liabilities: Accounts receivable (415,072) 92,638 (1,060,221) Gas inventory (987,081) 506,099 (123,359) Accounts payable 778,999 (616,316) 18,977 Other assets and liabilities 958,624 (437,164) (387,346) Net cash provided by operating activities 3,604,893 2,777,616 1,464,104 Investing activities Construction expenditures (4,705,868) (2,626,221) (2,468,463) Acquisition of propane distribution assets and operations - - (1,202,062) Restricted deposit 204,550 619,367 (823,917) Proceeds from sale of property, plant and equipment 79,749 64,820 12,218 Long-term notes receivable - - (25,000) Collection of long-term notes receivable 78,737 36,526 17,615 Proceeds from contributions in aid of construction 81,177 88,276 44,292 Net cash used in investing activities (4,261,655) (1,817,232) (4,445,317) F-6 *********************************************************************** Energy West Incorporated and Subsidiaries Consolidated Statements of Cash Flows (continued) Year ended June 30 1995 1994 1993 Financing activities Proceeds from long-term debt $ 117,808 $ 20,000 $11,300,000 Debt issuance and reacquisition costs - (65,000) (976,692) Payment of long-term debt (335,000) (333,872) (6,890,000) Proceeds from notes payable 19,926,854 17,428,000 22,529,000 Repayment of notes payable (18,625,000) (17,491,000) (22,899,943) Sale of common stock 80,479 15,262 18,938 Dividends paid (453,586) (706,785) (514,828) Net cash provided by (used in) financing activities 711,555 (1,133,395) 2,566,475 Net increase (decrease) in cash and cash equivalents 54,793 (173,011) (414,738) Cash and cash equivalents at beginning of year 512,213 685,224 1,099,962 Cash and cash equivalents at end of year $ 567,006 $ 512,213 $ 685,224 Supplemental disclosures of cash flow information: Cash paid for: Interest $ 942,221 $ 932,159 $ 928,465 Income taxes 870,327 369,000 576,000 Noncash financing activities: Dividend reinvestment plan $ 299,037 $ 73,557 $ 184,257 ESOP shares issued 103,820 - - See accompanying notes. F-7 *********************************************************************** Energy West Incorporated and Subsidiaries Notes to Consolidated Financial Statements June 30, 1995 1. Principal Accounting Policies General Energy West Incorporated (the Company) operates principally in a single business segment as a distributor of natural gas and propane to residential and commercial customers. Natural gas and propane vapor distribution operations (regulated utilities) are regulated by the Montana Public Service Commission (MPSC), the Wyoming Public Service Commission (WPSC) and the Arizona Corporation Commission. Accordingly, most of the Company's accounting policies are subject to the requirements set forth in the Federal Energy Regulatory Commission s Uniform System of Accounts. In some cases, because of the rate making process, these accounting policies differ from those used by nonregulated operations. Bulk propane distribution is a nonregulated operation. Consolidated Subsidiaries The Company s wholly-owned nonregulated subsidiaries, Vesta, Incorporated (Vesta), Montana Sun, Inc. (Montana Sun) and Rocky Mountain Fuels, Inc. (RMF), are included in the consolidated financial statements. The results of operations of these subsidiaries constitute all of the Company's nonregulated operations. All significant intercompany accounts and transactions have been eliminated in consolidation. Vesta's activities include a gas marketing division doing business as Transenergy and oil and gas exploration and development. Its principal assets are capitalized oil and gas development costs, storage field costs and equipment, and inventory. The Transenergy division currently markets gas to large industrial customers (businesses using over 60,000 Mcf of natural gas annually). Montana Sun s operating activities consist of commercial real estate development. Its significant assets consist of real estate held for future sale. RMF began operations in fiscal 1992 following the Company s acquisition of the assets and operations of six Wyoming propane distribution entities. In fiscal 1993 these operations were expanded through the acquisition of an Arizona propane distribution entity. Principal assets of RMF include bulk storage and customer tanks, delivery trucks and related equipment. F-8 *********************************************************************** Energy West Incorporated and Subsidiaries Notes to Consolidated Financial Statements (continued) 1. Principal Accounting Policies (continued) Natural Gas and Propane Inventory Natural gas inventory is stated at the lower of weighted average cost or net realizable value. Propane inventory is stated at the lower of first-in, first- out or net realizable value. Recoverable Costs of Gas Purchases Differences between the costs of gas considered in the Company's rate structure and actual costs are accounted for as a current asset or liability, as applicable. These differences are recovered or refunded, as applicable, in future periods by adjustment of the Company's rates. Property, Plant and Equipment Additions to property, plant and equipment are recorded at original cost when placed in service. Depreciation and amortization are recorded on a straight-line basis over estimated useful lives or the units-of-production method, as applicable, at various rates averaging approximately 4.15%, 4.32% and 4.17% during the years ended June 30, 1995, 1994 and 1993, respectively. Oil and Gas Activities Oil and gas operations are accounted for under the successful efforts method. Exploratory drilling costs are capitalized pending determination of proved reserves; all other exploration costs are expensed. All development and lease acquisition costs are capitalized. Provision for depreciation and amortization, including estimated future dismantlement and restoration costs, is determined on a field-by-field basis using the units-of-production method. When properties are sold, the asset cost and related accumulated depreciation and amortization are eliminated, with any gain or loss reflected in income. Gas Trading The Company s business activities include buying and selling of natural gas. The Company recognizes revenue and costs on gas trading transactions at the point in time when gas is delivered to the purchaser. F-9 *********************************************************************** Energy West Incorporated and Subsidiaries Notes to Consolidated Financial Statements (continued) 1. Principal Accounting Policies (continued) Debt Issuance and Reacquisition Costs Debt premium, discount and issuance expenses are amortized over the life of each issue. Debt reacquisition costs for refinanced debt are amortized over the remaining life of the new debt. Statement of Cash Flows For purposes of this statement, all highly liquid investments with original maturities of three months or less are considered to be cash equivalents. Financial Instruments All of the Company s financial instruments requiring fair value disclosure were recognized in the consolidated balance sheet as of June 30, 1995. Except for long-term debt, their carrying values approximate the estimated fair values. Descriptions of the methods and assumptions used to reach this conclusion are as follows: Cash, temporary cash investments, restricted deposit, accounts receivable, accounts payable, and payable to employee benefit plans: These financial instruments have short maturities, or are invested in financial instruments with short maturities. Notes receivable: These notes generally relate to energy conservation incentive programs, some of which bear favorable interest rates compared to market for similar risks. However, due to the relatively small balances of these notes, any differences between carrying value and fair value are immaterial. Notes payable: Represent lines of credit, with maturities of a year or less, bearing interest at current market rates. The fair value of the Company s long-term debt, based on quoted market prices for the same or similar issues, is less than carrying value by approximately three percent. Earnings Per Share Earnings per common share were computed based on the weighted average number of common shares outstanding and common stock equivalents, if dilutive. The weighted average number of shares has been restated for 1993 as the Company's Board of F-10 *********************************************************************** Energy West Incorporated and Subsidiaries Notes to Consolidated Financial Statements (continued) 1. Principal Accounting Policies (continued) Directors approved a 2-for-1 stock split effective June 24, 1994 for stockholders of record on May 31, 1994. The weighted average number of such shares at June 30 was 2,235,413 in 1995, 2,205,050 in 1994, and 2,171,448 in 1993. New Accounting Standards In March 1995, the Financial Accounting Standards Board issued Statement of Financial Accounting Standard (SFAS) No. 121, Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed Of, effective for financial statements for fiscal years beginning after December 15, 1995. SFAS No. 121 requires that long-lived assets and certain identifiable intangibles to be held and used by an entity be reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable and long-lived assets and certain identifiable intangibles to be disposed of be reported at the lower of carrying amount or fair value less cost to sell. SFAS No. 121 also establishes the procedures for review of recoverablity, and measurement of impairment if necessary, of long-lived assets and certain identifiable intangibles to be held and used by an entity. The financial effects of adopting the new standard are not expected to be material to the Company's financial position or operations. Reclassifications Certain reclassifications have been made to the fiscal 1994 and 1993 consolidated financial statements to conform to the fiscal 1995 presentation. 2. Notes Payable At June 30, 1995, the Company maintained a line of credit totaling $8,000,000 with interest calculated at prime less 1/4 percent. A total of $2,620,000, $1,275,000 and $1,338,000 had been borrowed under line of credit agreements at June 30, 1995, 1994, and 1993, respectively. Borrowings on lines of credit, based upon daily loan balances, averaged $2,397,175, $2,369,671 and $2,960,151 during the years ended June 30, 1995, 1994 and 1993, respectively. The maximum borrowings outstanding on this line at any month end were $4,983,000, $4,267,000 and $4,000,000 during these same periods. The daily weighted average interest rate was 8.2%, 6.4% and 6.3% for the years ended June 30, 1995, 1994 and 1993, respectively. This line of credit expires January 1, 1996. Management expects this line of credit to be renewed for another year. F-11 *********************************************************************** Energy West Incorporated and Subsidiaries Notes to Consolidated Financial Statements (continued) 3. Long-Term Debt Obligations Long-term debt consists of the following: June 30 1995 1994 Series 1993 notes payable $ 7,800,000 $ 7,800,000 Industrial development revenue obligations: Series 1992A 1,200,000 1,455,000 Series 1992B 1,690,000 1,745,000 Other 110,790 61,128 Total long-term obligations 10,800,790 11,061,128 Less portion due within one year 365,833 343,064 Long-term obligations due after one year $10,434,957 $10,718,064 Series 1993 Notes Payable On June 24, 1993, the Company issued $7,800,000 of Series 1993 unsecured notes bearing interest rates ranging from 6.20% to 7.60% (6.20% at June 30, 1995), payable semiannually on June 1 and December 1 of each year, commencing December 1, 1993. Maturity dates began in 1999 and extend to 2013. At the Company's option, beginning June 1, 2003, notes maturing subsequent to 2003 may be redeemed prior to maturity, in whole or part, at redemption prices declining from 104% to 100% of face value, plus accrued interest. Industrial Development Revenue Obligations On September 15, 1992, Cascade County, Montana (the County) issued two Industrial Development Revenue Obligations, the Series 1992A Bonds for $1,700,000 and Series 1992B Bonds for $1,800,000. The Series 1992A and Series 1992B Bonds are unsecured; however, loan agreements are maintained with the Company in the same amounts. Both the Series 1992A and Series 1992B Bonds require annual principal payments on October 1 and semiannual interest payments on April 1 and October 1 of each year beginning in 1993. The Series 1992A Bonds have a final maturity in 1999 and bear interest at rates ranging from 3.25% to 5.30%. The Series 1992B Bonds have a final maturity in 2012 and bear interest at rates ranging from 3.354% to 6.50%. The restricted deposit in the consolidated balance sheet is proceeds from the Series 1992A bonds deposited in a construction fund with the trustee, Trust Corp., an entity whose Chairman and Chief Executive Officer is a significant shareholder and a member of the Company's Board of Directors. The deposit can only be drawn for specific capital projects under the terms of the related indenture. All Capital projects were completed in fiscal year 1995. F-12 *********************************************************************** Energy West Incorporated and Subsidiaries Notes to Consolidated Financial Statements (continued) 3. Long-Term Debt Obligations (continued) of the Company's Board of Directors. The deposit can only be drawn for specific capital projects under the terms of the related indenture. All capital projects were completed in fiscal year 1995. Aggregate Annual Maturities Fiscal Series IDR Obligations Total Year Ending 1993 Series Series Long-Term June 30 Bonds 1992A 1992B Other Obligations 1996 $ $ 265,000 $ 55,000 $ 45,833 $ 365,833 1997 - 280,000 60,000 15,340 355,340 1998 - 295,000 60,000 17,202 372,202 1999 165,000 175,000 65,000 19,299 424,299 2000 175,000 185,000 70,000 13,116 443,116 Thereafter 7,460,000 - 1,380,000 - 8,840,000 7,800,000 1,200,000 1,690,000 110,790 10,800,790 Less current portion - 265,000 55,000 45,833 365,833 $7,800,000 $ 935,000 $1,635,000 $ 64,957 $10,434,957 The Company's long-term debt obligation agreements contain various covenants including: limiting total dividends and distributions made in the immediately preceding 60-month period to aggregate consolidated net income for such period, restricting senior indebtedness, limiting asset sales, and maintaining certain financial debt and interest ratios. 4. Retirement Plans The Company has a defined contribution pension plan (the Plan) which covers substantially all of the Company's employees. Under the Plan, the Company contributes 10% of each participant's eligible compensation. Total contributions to the Plan for the years ended June 30, 1995, 1994 and 1993 were $336,589, $279,668 and $264,160, respectively. In addition to providing benefits under the Plan, the Company provides certain health and life insurance benefits for eligible retired employees. Through June 30, 1993, the cost of these benefits was recognized as an expense when paid. The cost of these benefits for 1993 was $6,429. F-13 *********************************************************************** Energy West Incorporated and Subsidiaries Notes to Consolidated Financial Statements (continued) 4. Retirement Plans (continued) The Company adopted, effective July 1, 1993, SFAS No. 106, Employers Accounting for Postretirement Benefits Other Than Pensions. This standard requires that the projected future cost of providing postretirement benefits be recognized as an expense as employees render service rather than when paid. Effective for fiscal year 1994, the Company modified its plan for these benefits and has elected to pay eligible retirees $125 per month in lieu of contracting for health and life insurance benefits. The amount of this payment is fixed and will not increase with medical trends or inflation. The Company s transition obligation at June 30, 1995 and 1994 was $352,380 and $372,000, respectively, of which $327,400 in 1995 and $363,000 in 1994 related to the regulated utility operations. The transition obligation was accrued as a deferred charge and will be amortized over 20 years. Substantially all of the transition obligation is for the future cost of benefits to active employees. The incremental annual increases in consolidated expenses due to adoption of SFAS No. 106 were $71,200 and $68,000 in fiscal years 1995 and 1994, respectively. Included in these amounts were $62,600 in 1995 and $58,300 in 1994 relating to regulatory operations. The MPSC will allow recovery of these costs beginning on July 1, 1995 for the utility operations in Montana. Management believes it is probable that its regulators in Wyoming and Arizona will allow recovery of these costs based upon recent industry rate decisions addressing this issue. The Company plans to fund the related annual cost by establishing and contributing to a trust from which future benefits would be paid. The following table presents the amounts recognized at June 30, 1995 and 1994 in the consolidated financial statements. 1995 1994 Accumulated postretirement benefit obligation: Retirees $154,400 $184,600 Fully eligible active plan participants 53,700 15,600 Other active plan participants 259,174 239,600 $467,274 $439,800 Net periodic postretirement benefit cost: Service cost $ 19,400 $ 18,000 Interest cost 32,200 30,400 Amortization of transition obligation 19,600 19,600 Net periodic postretirement benefit cost $ 71,200 $ 68,000 F-14 *********************************************************************** Energy West Incorporated and Subsidiaries Notes to Consolidated Financial Statements (continued) 4. Retirement Plans (continued) The weighted-average discount rate used in determining the accumulated postretirement benefit obligation at June 30, 1995 was 7.5 percent. The weighted-average annual assumed rate of increase in the per capita cost of covered benefits (i.e., health care cost trend rate) is 12.5 percent for the 1995-96 fiscal year and is assumed to decrease gradually to 6.5 percent after 7 years and remain at that level thereafter. At June 30, 1994, the weighted- average discount rate used in determining the accumulated postretirement benefit obligation was 8.0 percent. The weighted-average health care cost trend rate was 14.0 percent for the 1994-95 fiscal year and was assumed to decrease gradually to 7.0 percent after 8 years and remain at that level thereafter. Due to the minimal number of retirees receiving benefits that are not fixed and the relatively short duration of these benefits, the health care cost trend rate assumption does not have a significant effect on the amounts reported. 5. Income Tax Expense Effective July 1, 1993, the Company changed its method of accounting for income taxes from the deferred method to the liability method required by FASB Statement No. 109, Accounting for Income Taxes. As permitted under the new rules, prior years financial statements have not been restated. The cumulative effect of adopting Statement 109 as of July 1, 1993, was to increase net income by $92,365 for nonregulated operations and create a regulatory asset of $600,867 and regulatory liability of $204,620 for regulated operations. The regulatory assets and liabilities represent the anticipated effects on regulated rates charged to customers which will result from the adoption of Statement 109. For the year ended June 30, 1995, state income tax rate changes in Montana and Arizona and amortization of certain liabilities resulted in a decrease in regulatory assets of $81,383 and regulatory liabilities of $14,756 for regulated entities, resulting in ending balances of $519,484 and $176,530, respectively. F-15 *********************************************************************** Energy West Incorporated and Subsidiaries Notes to Consolidated Financial Statements (continued) 5. Income Tax Expense (continued) Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of the Company s deferred tax assets and liabilities as of June 30, 1995 and 1994 are as follows: 1995 1994 Deferred tax assets: Allowance for doubtful accounts $ 55,987 $ 44,070 Unamortized investment tax credit 175,983 191,286 Contributions in aid of construction 102,458 70,809 Other nondeductible accruals 156,096 124,260 Other 42,318 36,642 Total deferred tax assets 532,842 467,067 Deferred tax liabilities: Customer refunds payable 84,525 189,501 Property, plant and equipment 2,615,597 2,489,331 Unamortized debt issue costs 215,827 231,874 Unamortized environmental study costs 101,330 81,442 Covenant not to compete 93,283 97,525 Other 15,810 33,354 Total deferred tax liabilities 3,126,372 3,123,027 Net deferred tax liabilities $2,593,530 $2,655,960 F-16 *********************************************************************** Energy West Incorporated and Subsidiaries Notes to Consolidated Financial Statements (continued) 5. Income Tax Expense (continued) Income tax expense consists of the following: Year ended June 30 1995 1994 1993 Liability Method Deferred Method Current income taxes: Federal $705,420 $490,698 $185,323 State 120,074 12,331 37,958 Total current income taxes 825,494 503,029 223,281 Deferred income taxes (benefits): Tax depreciation in excess of book 179,794 139,564 264,098 Book amortization in excess of tax (56,981) (73,435) (42,859) Recoverable cost of gas purchases (98,479) 86,341 75,161 Environmental study cleanup costs 20,539 81,442 - Bond issuance costs - - 246,161 Other 17,813 (62,016) (56,368) Total deferred income taxes 62,686 171,896 486,193 Investment tax credit, net (21,062) (21,062) (21,062) Total income taxes $867,118 $653,863 $688,412 Income taxes-operations $815,688 $613,964 $637,115 Income taxes-other income 51,430 39,899 51,297 Total income taxes $867,118 $653,863 $688,412 Income tax expense from operations differs from the amount computed by applying the federal statutory rate to pre-tax income for the following reasons: 1995 1994 1993 Tax expense at statutory rate - 34% $799,582 $607,394 $567,652 State income tax, net of federal tax benefit 77,377 38,693 56,922 Amortization of deferred investment tax credits (21,062) (21,062) (21,062) Other 11,221 28,838 33,603 Total income taxes $867,118 $653,863 $637,115 F-17 *********************************************************************** Energy West Incorporated and Subsidiaries Notes to Consolidated Financial Statements (continued) 6. Regulated and Nonregulated Operations Summarized financial information for the Company s regulated utility and nonregulated nonutility operations (before intercompany eliminations between regulated and nonregulated primarily consisting of gas sales from nonregulated to regulated entities, intercompany accounts receivable, accounts payable, equity, and subsidiary investment) is as follows: June 30 1995 June 30 1994 Regulated Nonregulated Regulated Nonregulated Capital expenditures $ 3,933,828 $ 772,040 $ 2,211,940 $ 414,281 Property, plant and equipment, net: Regulated utilities $19,907,237 - $17,283,956 - Nonregulated propane - 2,811,913 - 2,541,025 Oil and gas operations - 334,704 - 227,042 Real estate held for investment - 496,483 - 510,793 Current assets 4,458,594 2,420,839 4,967,194 1,117,233 Other assets 3,884,006 496,360 4,157,392 581,411 Total assets $28,249,837 $6,560,299 $26,408,542 $4,977,504 Equity $ 8,903,740 $2,701,018 $ 8,362,673 $2,102,290 Long-term debt 8,533,074 1,901,883 9,220,711 1,497,353 Current liabilities 6,304,063 1,493,087 4,473,446 928,799 Deferred income taxes 2,727,782 299,343 2,678,634 250,851 Other liabilities 1,781,178 164,968 1,673,078 198,211 Total capitalization and liabilities $28,249,837 $6,560,299 $26,408,542 $4,977,504 1995 1994 1993 Regulated Nonregulated Regulated Nonregulated Regulated Nonregulated Revenue: Operating revenue $24,363,446 $4,077,768 $24,421,153 $3,935,760 $24,565,127 $3,743,120 Gas trading revenue - 3,238,839 - 1,964,866 - 332,798 Operating expenses: Gas purchased 15,077,466 2,170,877 15,666,853 2,050,377 15,926,510 2,011,976 Cost of gas trading - 2,500,363 - 1,667,182 - 305,980 Distribution, general and administrative 5,130,220 1,249,431 4,792,531 1,187,090 4,494,489 959,281 Maintenance 304,677 1,400 315,409 15,353 373,677 2,743 Depreciation and amortization 1,205,758 352,997 1,134,150 329,928 993,046 292,586 Taxes other than income 494,338 100,230 430,446 96,696 460,013 80,174 Operating income $ 2,150,987 $ 941,309 $ 2,081,764 $ 554,000 $ 2,317,392 $ 423,178 F-18 *********************************************************************** Energy West Incorporated and Subsidiaries Notes to Consolidated Financial Statements (continued) 6. Regulated and Nonregulated Operations (continued) The significant changes between fiscal years for nonregulated operations are due to acquisitions of propane entities described in Note 8. 7. Stock Options and Ownership Plans Stock Options There are two Incentive Stock Option Plans which provide for granting options to purchase up to 200,000 shares of the Company s common stock to key employees. The option price may not be less than 100% of the common stock fair market value on the date of grant (110% of the fair market value if the employee owns more than 10% of the Company s outstanding common stock). These options may not have a term exceeding five years. A summary of the activity under this plan is as follows: Number of Price Per Shares Share Fiscal 1995 Outstanding at July 1, 1994 106,948 $4.938-8.75 Granted 5,000 $9.125 Exercised (14,410) $4.938-8.75 Expired (6,950) $4.938-7.125 Outstanding at June 30, 1995 90,588 At June 30, 1995 Exercisable 90,588 Available for grant 29,652 F-19 *********************************************************************** Energy West Incorporated and Subsidiaries Notes to Consolidated Financial Statements (continued) 7. Stock Options and Ownership Plans (continued) Number of Price Per Shares Share Fiscal 1994 Outstanding at July 1, 1993 105,048 $3.188-7.125 Granted 7,000 $7.375-8.75 Exercised (3,800) $3.188-7.125 Expired (1,300) $3.188 Outstanding at June 30, 1994 106,948 $4.938-8.75 At June 30, 1994 Exercisable 106,948 Available for grant 27,702 Fiscal 1993 Outstanding at July 1, 1992 35,700 $3.188-6.50 Granted 74,548 $6.375-7.125 Exercised (5,200) $3.188-7.125 Outstanding at June 30, 1993 105,048 $3.188-7.125 At June 30, 1993 Exercisable 105,048 Available for grant 33,402 Employee Stock Ownership Plan In 1984, the Company established an Employee Stock Ownership Plan (ESOP) which covers most of the Company s employees. The Company has contributed and recognized as expense $129,367, $103,820 and $106,844 for the years ended June 30, 1995, 1994 and 1993, respectively. Contributions to the Plan are determined by the Board of Directors. During the years ended June 30, 1995, 1994 and 1993, the ESOP acquired 11,535 shares at $9.00 per share, 11,772 shares at $9.08 per share and 9,112 shares at $7.41 per share, respectively. F-20 *********************************************************************** Energy West Incorporated and Subsidiaries Notes to Consolidated Financial Statements (continued) 8. Purchase of Assets In January 1993, the Company purchased the assets of two Arizona propane distribution entities for an aggregate purchase price of $1,200,000. Broken Bow Gas Company (Broken Bow) is an underground propane distribution entity regulated by the Arizona Corporation Commission. This acquisition was accounted for by the purchase method and the financial statements include the results of operations of the acquired assets from their respective dates of acquisition. The total purchase price was assigned to assets acquired (primarily property, plant and equipment) based on the estimated fair values of such assets at their date of acquisition. If the above acquisitions had occurred on July 1, 1992, the consolidated results of operations for the year ended June 30, 1993 would have been as follows: Year ended June 30 1993 (Unaudited) Pro forma basis: Operating revenue $27,913,000 Net income 1,240,000 Earnings per share 0.57 9. Operating Lease The Company leases a building in Cody, Wyoming. The lease expires on June 30, 2005. Future minimum rental payments will be approximately $72,000 per year from fiscal 1996 through fiscal 2005 and total future minimum lease payments of $720,000. Rental expenses related to this lease were $70,133, $73,933 and $73,737 in fiscal years 1995, 1994 and 1993, respectively. F-21 *********************************************************************** Energy West Incorporated and Subsidiaries Notes to Consolidated Financial Statements (continued) 10. Commitments and Contingencies Commitments The Company has entered into long-term, take or pay natural gas supply contracts which expire beginning in 1996 and ending in 2005. The contracts generally require the Company to purchase specified minimum volumes of natural gas at a fixed price which is subject to renegotiation every two years. Current prices per Mcf for these contracts range from $1.28 to $1.90. Based on current prices, the minimum take or pay obligation at June 30, 1995 for each of the next five years and in total is as follows: Fiscal Year 1996 $ 2,630,414 1997 1,659,614 1998 1,460,894 1999 1,460,894 2000 1,460,894 Thereafter 5,188,606 Total $13,861,316 Natural gas purchases under these contracts for the years ended June 30, 1995, 1994, and 1993 approximated $6,203,000, $6,901,000, and $7,400,000, respectively. The Company signed a definitive purchase agreement for the acquisition of a propane vapor system, contingent on the Company obtaining regulatory approval for an exclusive natural gas franchise for the area where this system is located. The purchase price is approximately $920,000. Environmental Contingency The Company owns property on which it operated a manufactured gas plant from 1909 to 1928. The site is currently used as a service center and to store certain equipment and materials and supplies. The coal gasification process utilized in the plant resulted in the production of certain by-products which have been classified by the federal government and the state of Montana as hazardous to the environment. After management became aware of the potential of contamination on this site, it initiated an assessment of the property through the assistance of a qualified consulting firm. That assessment revealed the presence of certain hazardous material in quantities exceeding tolerances established for such material by regulatory authorities. After making required notifications of that condition to federal and state regulatory authorities, a report summarizing the assessment F-22 *********************************************************************** Energy West Incorporated and Subsidiaries Notes to Consolidated Financial Statements (continued) 10. Commitments and Contingencies (continued) was filed with the State of Montana Department of Health and Environmental Science (MDHES). Subsequent to that submittal a meeting was held with a representative of the MDHES wherein a process was agreed upon to arrive at appropriate remediation of the site. The costs incurred by the Company to date approximate $263,500 and have been capitalized as other deferred charges. Until further work is done regarding remediation alternatives, no further estimate of the costs of remediation can be made. However, management believes that regardless of the alternative selected, the costs incurred will not materially affect the Company s financial position. The Company received formal approval from MPSC to recover the costs associated with the cleanup of this site. The Company will begin recovery of costs incurred at June 30, 1995 over two years through a surcharge in billing rates effective July 1, 1995. Management intends to request that future costs be recovered over a similar time period. F-23 ***********************************************************************