UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (date of earliest event reported): April 11, 2003
MID-POWER SERVICE CORPORATION
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(Exact name of registrant as specified in its charter)
Nevada 2-85602-D 88-0478633
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
3753 Howard Hughes Parkway
Suite 200
Las Vegas, Nevada 89109
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(Address of principal executive offices) (Zip Code)
(702) 784-7683
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(Registrant's telephone number, including area code)
3800 Howard Hughes Parkway, Suite 860A, Las Vegas, Nevada, 89109
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(Former name or former address, if changed since last report)
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ITEM 5. OTHER EVENTS
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Monthly Operating Reports for February 2003
On April 11, 2003, Mid-Power Service Corporation ("Mid-Power") and its
subsidiary, Mid-Power Resource Corporation, filed Chapter 11 Monthly Operating
Reports for the month of February 2003 with the United States Bankruptcy Court
for the District of Nevada, copies of which (without attachments) are included
as exhibits to this report.
Settlement Agreement with Edward Mike Davis
Mid-Power's settlement agreement with Edward Mike Davis has now been
formally approved by the United States Bankruptcy Court and the definitive
written agreement has been executed by Mid-Power and by Edward Mike Davis. The
agreement results in resolution of all disputes between Mid-Power and Edward
Mike Davis. Ultimately, this will mean the dismissal of Mid-Power's Nevada
lawsuit against Edward Mike Davis related to Mid-Power's acquisition of the
Clear Creek property for consideration that included a $10.0 million promissory
note and 17,125,365 shares of Mid-Power's common stock and Edward Mike Davis's
Colorado and Wyoming lawsuits against Mid-Power related to the parties' Colorado
and Wyoming venture agreements.
Under the terms of the settlement agreement, Edward Mike Davis will
return to Mid-Power for cancellation all of his 17,125,365 shares of Mid-Power's
common stock; cancel Mid-Power's $10.0 million promissory note, including all
accrued interest, fees and charges; disclaim any interest in the Lakeside
Prospect in Louisiana; and reduce his overriding royalty interest in the Clear
Creek property from approximately 7.8% to 3.0%, which will be assigned to a
third party. Mid-Power will terminate any interest in the Colorado, Wyoming,
North Dakota, Montana and Colusa County, California, ventures; issue options to
purchase 1,000,000 shares of Mid-Power's common stock at the price of $2.00 per
share to certain third parties designated by Edward Mike Davis; and transfer
ownership of two gas generators and a work-over rig to Edward Mike Davis.
Impairment of Clear Creek Property
As a result of findings made by Mid-Power subsequent to the purchase of
the Clear Creek property, as reflected in Mid-Power's complaint against Edward
Mike Davis, Mid-Power determined that the value recorded in the financial
statements for the Clear Creek property should be impaired. Accordingly, based
on continuing exploration and study of the property and the settlement agreement
with Edward Mike Davis, Mid-Power has recorded an impairment expense of $11.4
million related to the Clear Creek property. This impairment expense will be
recorded in the financial statements for the quarter ended March 31, 2003. As a
result of this impairment, the remaining book value of the Clear Creek property
will be approximately $28.8 million. In accordance with SFAS 144, Mid-Power will
continue to analyze the recoverability of the Clear Creek property on an ongoing
basis based on current facts and circumstances, results of future exploration,
exploration potential and other relevant information. An amendment to
Mid-Power's bankruptcy petition reflecting the adjusted value of the Clear Creek
property was filed Wednesday, April 16, 2003, with the United States Bankruptcy
Court for the District of Nevada.
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ITEM 7. EXHIBITS
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The following are filed as exhibits to this report:
SEC
Exhibit Reference
Number Number Title of Document Location
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Item 10 Material Contracts
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10.01 10 Settlement Agreement among Edward Mike Davis, Mid-Power Service This filing
Corporation, and Mid-Power Resource Corporation
Item 99 Other Exhibits
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99.01 99 Mid-Power Service Corporation Chapter 11 Monthly Operating Report This filing
(General Business Case)
99.02 99 Mid-Power Resource Corporation Chapter 11 Monthly Operating Report This filing
(General Business Case)
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SIGNATURES
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Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
MID-POWER SERVICE CORPORATION
Dated: April 17, 2003 By: /s/ James W. Scott
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James W. Scott, President
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