Attached files
file | filename |
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10-K - FORM 10-K - US GEOTHERMAL INC | d10k.htm |
EX-23.2 - EXHIBIT 23.2 - US GEOTHERMAL INC | exhibit23-2.htm |
EX-31.2 - EXHIBIT 31.2 - US GEOTHERMAL INC | exhibit31-2.htm |
EX-23.4 - EXHIBIT 23.4 - US GEOTHERMAL INC | exhibit23-4.htm |
EX-31.1 - EXHIBIT 31.1 - US GEOTHERMAL INC | exhibit31-1.htm |
EX-23.5 - EXHIBIT 23.5 - US GEOTHERMAL INC | exhibit23-5.htm |
EX-23.1 - EXHIBIT 23.1 - US GEOTHERMAL INC | exhibit23-1.htm |
EX-23.3 - EXHIBIT 23.3 - US GEOTHERMAL INC | exhibit23-3.htm |
EX-32.2 - EXHIBIT 32.2 - US GEOTHERMAL INC | exhibit32-2.htm |
EX-13.1 - EXHIBIT 13.1 - US GEOTHERMAL INC | exhibit13-1.htm |
EX-21.1 - EXHIBIT 21.1 - US GEOTHERMAL INC | exhibit21-1.htm |
EX-32.1 - EXHIBIT 32.1 - US GEOTHERMAL INC | exhibit32-1.htm |
Exhibit 13.2
Raft River Energy I LLC
Financial Statements
December 31, 2010 and 2009
Raft River Energy I LLC |
Index |
December 31, 2010 and 2009 |
Page(s) | |
Report of Independent Auditors | 1 |
Financial Statements | |
Balance Sheets | 2 |
Statements of Operations | 3 |
Statements of Cash Flows | 4 |
Statement of Members' Equity | 5 |
Notes to the Financial Statements | 6-14 |
Report of Independent Auditors
To the Members of Raft River Energy I LLC:
In our opinion, the accompanying balance sheets and the related statements of operations, of cash flows and of members' equity present fairly, in all material respects, the financial position of Raft River Energy I LLC at December 31, 2010 and December 31, 2009, and the results of its operations and its cash flows for the fiscal years ended December 31, 2010, December 31, 2009, November 28, 2008 and for the one-month period ended December 26, 2008 in conformity with accounting principles generally accepted in the United States of America. 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 of these statements in accordance with auditing standards generally accepted in the United States of America, which 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, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
As discussed in Note 4 to the financial statements, the Company has entered into significant transactions with certain related parties.
/s/ PricewaterhouseCoopers LLP
PricewaterhouseCoopers LLP
Portland, Oregon
March 15,
2011
Raft River Energy I LLC |
Balance Sheets |
December 31, 2010 and 2009 |
December 31, | December 31, | |||||
2010 | 2009* | |||||
Assets | ||||||
Current | ||||||
Cash and cash equivalents | $ | 255,726 | $ | 175,688 | ||
Accounts receivable, trade | 469,415 | 463,791 | ||||
Accounts receivable, related party | - | 26,935 | ||||
Inventory, parts and supplies | 158,243 | 116,188 | ||||
Other current assets | 25,482 | 25,482 | ||||
Total current assets | 908,866 | 808,084 | ||||
Property, plant and equipment (net) | ||||||
Property and equipment, net accumulated depreciation | 45,939,087 | 47,967,225 | ||||
Construction in progress | - | 26,036 | ||||
Total property, plant and equipment (net) | 45,939,087 | 47,993,261 | ||||
Total assets | $ | 46,847,953 | $ | 48,801,345 | ||
Liabilities and Members' Equity | ||||||
Current | ||||||
Accounts payable and accrued liabilities | $ | 210,395 | $ | 218,284 | ||
Accounts payable, related party | 224,530 | 572,832 | ||||
Total current liabilities | 434,925 | 791,116 | ||||
Commitments and contingencies (Note 5) | ||||||
Members' equity | ||||||
Class A units - Raft River Holdings, LLC | 33,705,975 | 33,943,416 | ||||
Class B units - U.S. Geothermal Inc. | 16,892,344 | 17,504,708 | ||||
Accumulated deficit | (4,185,291 | ) | (3,437,895 | ) | ||
Total members' equity | 46,413,028 | 48,010,229 | ||||
Total liabilities and members' equity | $ | 46,847,953 | $ | 48,801,345 |
* - See change in fiscal year end, Note 9
The accompanying notes are an integral part of these financial statements.
2
Raft River Energy I LLC |
Statements of Operations |
Years Ended December 31, 2010 and 2009 |
For the Year | For the Year | For the Month | For the Year | |||||||||
Ended | Ended | Ended | Ended | |||||||||
December 31, | December 31, | December 26, | November 28, | |||||||||
2010 | 2009* | 2008* | 2008 | |||||||||
Operating revenue | ||||||||||||
Energy sales | $ | 3,988,090 | $ | 4,281,588 | $ | 486,295 | $ | 4,285,076 | ||||
Renewable energy credit sales | 554,387 | 437,361 | 51,536 | 595,228 | ||||||||
Total operating revenues | 4,542,477 | 4,718,949 | 537,831 | 4,880,304 | ||||||||
Operating expenses | ||||||||||||
Insurance | 227,273 | 225,619 | 16,934 | 191,116 | ||||||||
Office and administration | 71,047 | 51,216 | 1,227 | 37,859 | ||||||||
Travel and promotion | 9,367 | 9,486 | 396 | 22,879 | ||||||||
Management and professional fees | 400,985 | 518,582 | (79,334 | ) | 466,427 | |||||||
Plant and well field | 1,019,929 | 2,523,365 | 53,753 | 1,392,098 | ||||||||
Salaries and related costs | 760,715 | 806,904 | (47,743 | ) | 616,205 | |||||||
Lease, rent and royalties | 140,538 | 118,027 | 11,740 | 206,554 | ||||||||
Utilities | 612,929 | 695,874 | 58,929 | 608,197 | ||||||||
Depreciation | 2,047,238 | 2,048,682 | 169,446 | 1,719,927 | ||||||||
Loss on equipment disposal | - | - | - | 147,958 | ||||||||
Total operating expenses | 5,290,021 | 6,997,755 | 185,348 | 5,409,220 | ||||||||
Income (loss) from operations | (747,544 | ) | (2,278,806 | ) | 352,483 | (528,916 | ) | |||||
Other income | ||||||||||||
Interest income | 148 | 8,088 | 477 | 80,323 | ||||||||
Total other income | 148 | 8,088 | 477 | 80,323 | ||||||||
Net income (loss) | $ | (747,396 | ) | $ | (2,270,718 | ) | $ | 352,960 | $ | (448,593 | ) |
* - See change in fiscal year end, Note 9
The accompanying notes are an integral part of these financial statements.
3
Raft River Energy I LLC |
Statement of Cash Flows |
Years Ended December 31, 2010 and 2009 |
For the Year | For the Year | For the Month | For the Year | |||||||||
Ended | Ended | Ended | Ended | |||||||||
December 31, | December 31, | December 26, | November 28, | |||||||||
2010 | 2009* | 2008* | 2008 | |||||||||
Cash flow from operating activities | ||||||||||||
Net loss | $ | (747,396 | ) | $ | (2,270,718 | ) | $ | 352,960 | $ | (448,593 | ) | |
Add (deduct) items not affecting cash | ||||||||||||
Depreciation | 2,047,238 | 2,048,682 | 169,446 | 1,719,927 | ||||||||
Loss on disposal of equipment | - | - | - | 147,958 | ||||||||
Other noncash items | (20,716 | ) | (25,000 | ) | - | (27,000 | ) | |||||
Net changes in | ||||||||||||
Accounts receivable | 21,311 | 47,694 | 29,115 | (481,469 | ) | |||||||
Inventory | (42,055 | ) | (45,290 | ) | (3,176 | ) | (67,722 | ) | ||||
Accounts payable and accrued liabilities | (356,191 | ) | 401,683 | 11,366 | 365,892 | |||||||
Other current assets | - | 72,653 | 16,934 | (107,403 | ) | |||||||
Total cash provided by operating activities | 902,191 | 229,704 | 576,645 | 1,101,590 | ||||||||
Cash flow from investing activities | ||||||||||||
Purchases of property, plant and equipment | (19,100 | ) | (303,924 | ) | (973,966 | ) | (4,713,254 | ) | ||||
Sale of construction materials | 20,252 | - | - | - | ||||||||
Total cash used by investing activities | 1,152 | (303,924 | ) | (973,966 | ) | (4,713,254 | ) | |||||
Cash flow from financing activities | ||||||||||||
Capital distributions to member U.S. Geothermal Inc. | (612,363 | ) | (448,934 | ) | - | - | ||||||
Capital distributions to member Raft River Holdings, LLC | (237,442 | ) | (199,684 | ) | - | (27,000 | ) | |||||
Noncash operating distributions to member Raft River Holdings, LLC | 26,500 | 25,000 | - | 27,000 | ||||||||
Capital contributions from member U.S. Geothermal Inc. | - | - | - | 4,714,926 | ||||||||
Total cash provided by financing activities |
(823,305 | ) | (623,618 | ) | - | 4,714,926 | ||||||
Increase (decrease) in cash and cash equivalents | 80,038 | (697,838 | ) | (397,321 | ) | 1,103,262 | ||||||
Cash and cash equivalents at the Beginning of period | 175,688 | 873,526 | 1,270,847 | 167,585 | ||||||||
Cash and cash equivalents at the End of period | $ | 255,726 | $ | 175,688 | $ | 873,526 | $ | 1,270,847 | ||||
Schedule of noncash transactions | ||||||||||||
Equipment contributed by member U.S. Geothermal Inc. | $ | - | $ | - | $ | - | $ | 300,000 | ||||
Other Items | ||||||||||||
Accounts payable for capital expenditures | - | - | 111,194 | 1,056,345 | ||||||||
* - See change in fiscal year end, Note 9 |
The accompanying notes are an integral part of these financial statements.
4
Raft River Energy I LLC |
Statement of Members' Equity |
Years Ended December 31, 2010 and 2009 |
Class A Units - | Class B Units - | ||||||||
Raft River | U.S. Geothermal | ||||||||
Holdings | Inc. | Totals | |||||||
Balances at November 30, 2007 | $ | 33,360,043 | $ | 12,677,228 | $ | 46,037,271 | |||
Capital contributions | - | 5,014,926 | 5,014,926 | ||||||
Distributions | (27,000 | ) | - | (27,000 | ) | ||||
Net loss | (292,533 | ) | (156,060 | ) | (448,593 | ) | |||
Balances at November 28, 2008 | 33,040,510 | 17,536,094 | 50,576,604 | ||||||
Net income | 298,247 | 54,713 | 352,960 | ||||||
Balances at December 26, 2008* | 33,338,757 | 17,590,807 | 50,929,564 | ||||||
Correction of error (Note 8) | (797,429 | ) | 797,429 | - | |||||
Distributions | (199,684 | ) | (448,933 | ) | (648,617 | ) | |||
Net income (loss) | (2,549,790 | ) | 279,072 | (2,270,718 | ) | ||||
Balances at December 31, 2009* | 29,791,854 | 18,218,375 | 48,010,229 | ||||||
Distributions | (237,442 | ) | (612,363 | ) | (849,805 | ) | |||
Net income (loss) | (1,122,449 | ) | 375,053 | (747,396 | ) | ||||
Balances at December 31, 2010 | $ | 28,431,963 | $ | 17,981,065 | $ | 46,413,028 |
* - See change in fiscal year end, Note 9
The accompanying notes are an integral part of these financial statements.
5
Raft River Energy I LLC |
Notes to the Financial Statements |
December 31, 2010 and 2009 |
1. |
Organization and Description of Business |
Raft River Energy I LLC (the "Company") is a limited liability company organized in the State of Delaware by U.S. Geothermal Inc. on August 18, 2005, for the purpose of constructing and operating a geothermal power plant located near Malta, Idaho. The Company's power plant is considered to be phase I of a Raft River, Idaho geothermal project expected to consist of three phases. As defined in the Membership Admission agreement, the Company is owned by U.S. Geothermal Inc. and Raft River I Holdings LLC, which is a Delaware limited liability company that is a subsidiary of The Goldman Sachs Group Inc. (collectively referred to as "the members"). As defined in the Management Services Agreements, U.S. Geothermal Services LLC, (a wholly owned subsidiary of U.S. Geothermal Inc.) is the Company's Operator. | |
2. |
Summary of Significant Accounting Policies |
Accounting Method | |
The Company's financial statements are prepared using the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America ("GAAP") which have been consistently applied. | |
Accounts Receivable and Allowance for Doubtful Accounts | |
Accounts receivable are stated at their estimated net realizable value. The Company has considered the economic conditions, historical trends, contractual terms and financial stability of its major customer when calculating an allowance for uncollectible accounts. At each fiscal year end, management determined that all accounts receivable were collectible and an accrual for an allowance for doubtful accounts was not necessary. Uncollectible accounts are removed when they are deemed uncollectible. Recovered bad debts are recorded as income in the period collected. | |
Allocation of Profits and Losses | |
The Company utilizes the hypothetical liquidation at book value method ("HLBV") for allocating profits and losses. This method utilizes the specific terms outlined in the entity's organizational contracts and other authoritative documents. These terms include cash disbursement terms, associated financial instruments, debt arrangements, and rights to specific revenue streams. | |
According to the operating agreement, upon liquidation and after payment of all outstanding debts, remaining funds will be distributed to the Members based on to their respective positive capital account balance ratios. Certain contract provisions contain allocation of profit and loss items to arrive at the capital account balances. See Note 8. | |
Cash and Cash Equivalents | |
Cash and cash equivalents consist of cash deposits and short term instruments with original maturities of no more than ninety days. | |
Concentration of Risk | |
The Company's cash and cash equivalents consisted of commercial bank deposits and a money market account.All cash equivalents are held in a commercial bank located in Boise, Idaho. Deposits held in the checking account are subject to Federal Deposit Insurance Corporation (FDIC) up to $250,000 (level extended through December 31, 2013). The Company's cash deposits, at December 31, 2010, totaled $323,674 ($73,674 exceeded FDIC coverage limits). |
6
Raft River Energy I LLC |
Notes to the Financial Statements |
December 31, 2010 and 2009 |
Contributed Capital and Membership Structure
Agreements between U.S. Geothermal Inc. and Raft River Holdings LLC were completed for construction financing of Phase I of the Raft River project. To accommodate the construction financing, U.S. Geothermal, Inc. sold 50% of its ownership in the Company to Raft River Holdings in August 2006, with U.S. Geothermal Inc. owning 500 Class B member units and Raft River Holdings owning 500 Class A member units.
As of December 31, 2010, U.S. Geothermal Inc. has contributed $17,953,640 ($16,892,344, net of distributions of $1,061,296) in cash and property to the project, while Raft River I Holdings LLC has contributed $34,170,100 ($33,705,975, net of distributions of $464,125) in cash. Profits and losses have been allocated according to the HLBV method.
Estimates
The preparation of financial statements in accordance with generally accepted accounting principles requires the use of estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities known to exist as of the date the financial statements are published, and the reported amounts of revenues and expenses during the reporting period. Uncertainties with respect to such estimates and assumptions are inherent in the preparation of the Company's financial statements; accordingly, it is possible that the actual results could differ from these estimates and assumptions and could have a material effect on the reported amounts of the Company's financial position and results of operations.
Financial Instruments
The Company's financial instruments consist of cash and cash equivalents, accounts receivable, accounts receivable-related party, accounts payable and accrued liabilities. Unless otherwise noted, it is management's opinion that the Company is not exposed to significant interest currency or credit risks arising from these financial instruments. The fair values of these financial instruments approximate their carrying values, unless otherwise noted.
Impairment of Long-Lived Assets
The Company evaluates long-lived assets for impairment in accordance with Accounting Standards Codification (ASC) No. 360, Property, Plant, & Equipment. Accordingly, the Company evaluates its long-term assets annually for impairment, or when circumstances or events occur that may impact the fair value of the assets. Management believes that there have not been any circumstances that have warranted the recognition of losses due to the impairment of long-lived assets as of December 31, 2010 and December 31, 2009.
Inventory
Inventory consists of supplies and replacement parts needed to maintain the power plant and are not intended for resale. Upon purchase, items are recorded at cost and maintained at the lesser of cost or fair market value. Inventory items are charged to operations in the period they are utilized.
Lease Arrangements
Arrangements which potentially convey the right to use property, plant, or equipment for a stated period of time are analyzed in accordance with financial reporting pronouncements that address determining whether an arrangement contains a lease to assess whether they should be accounted for as leases. For any arrangements that are found to meet the definition of a lease, an assessment is made as to whether they are capital leases or operating leases in accordance with accounting standards.
7
Raft River Energy I LLC |
Notes to the Financial Statements |
December 31, 2010 and 2009 |
Property, Plant and Equipment
Costs of acquisition of geothermal properties are capitalized on a geothermal reservoir basis. If a geothermal reservoir is abandoned, the costs thereof are charged to income in the year of abandonment. Property, plant and equipment are recorded at historical cost. Depreciation is calculated on a straight-line basis over the estimated useful life of the asset. Major improvements that significantly increase the useful lives and/or the capabilities of the assets are capitalized. Expenditures for repairs and maintenance are charged to expense as incurred.
Estimated useful lives by asset categories are summarized as follows:
Estimated Useful | ||
Asset Categories | Lives in Years | |
Furniture, vehicle and other equipment | 4 years | |
Power plant, buildings and improvements | 1530 years | |
Wells | 30 years | |
Well pumps and components | 515 years | |
Pipelines | 30 years | |
Transmission lines | 30 years |
Revenue
Revenue Recognition
Energy Sales
The Company's primary operating revenue originates from electrical power generated by the Company's geothermal power plant. The revenue is recognized when the power is produced and delivered to the customer who is reasonably assured to be able to pay under the terms defined in the Power Purchase Agreement ("PPA").
Renewable Energy Credits
Revenues from Renewable Energy Credits ("RECs") are recognized when the Company has met the terms of certain energy sales agreements with a financially capable buyer and has met the applicable governing regulations. The Company earns one REC for each megawatt hour produced from the geothermal power plant. Each REC is certified by Western Electricity Coordinating Council Council ("WREGIS") and sold under a REC Purchase and Sales Agreement.
Revenue Source
All of the Company's energy sales are received from one major power company that, primarily, operates in the State of Idaho. All of the power generated originates from the one power plant that utilizes a geothermal reservoir located in southeastern Idaho. Approximately 92% of the accounts receivable balance at December 31, 2010, represented a balance due from one major customer.
8
Raft River Energy I LLC |
Notes to the Financial Statements |
December 31, 2010 and 2009 |
3. |
Property, Plant And Equipment |
Property, plant and equipment, at cost, are detailed as follows: |
December 31, | December 31, | ||||||
2010 | 2009 | ||||||
Furniture and equipment | $ | 73,431 | $ | 73,431 | |||
Power plant, buildings and improvements | 26,703,390 | 26,684,290 | |||||
Wells | 15,339,317 | 15,339,317 | |||||
Well pumps | 2,719,361 | 2,719,361 | |||||
Pipelines | 5,555,598 | 5,555,598 | |||||
Transmission lines | 1,538,107 | 1,538,107 | |||||
51,929,204 | 51,910,104 | ||||||
Less: Accumulated depreciation | (5,990,117 | ) | (3,942,879 | ) | |||
45,939,087 | 47,967,225 | ||||||
Construction in progress | - | 26,036 | |||||
$ | 45,939,087 | $ | 47,993,261 |
At December 31, 2009, construction in progress consisted of materials used for drilling activities. All of these materials were either sold, at cost, or put into operations during the year ended December 31, 2010. See Note 4. | |
4. |
Related Party Transactions |
The amounts payable to U.S. Geothermal Inc. and U.S. Geothermal Services, LLC as of December 31, 2010 and December 31, 2009, were $224,530 and $572,832; respectively. The amounts payable are unsecured and due on demand. | |
At December 31, 2009, the Company had a balance of $26,935 receivable from USG Oregon, LLC. The receivable resulted from a sale of construction materials at the original purchase price. The balance was paid in full in January 2010. | |
During the year ended December 31, 2010, materials classified as construction in progress at December 31, 2009 for $20,252 were sold, at cost, to USG Oregon, LLC and USG Nevada, LLC. | |
U.S. Geothermal Inc. is the managing member of the Company. U.S. Geothermal Services, LLC, USG Nevada, LLC and USG Oregon, LLC are wholly owned subsidiaries of U.S. Geothermal Inc. |
9
Raft River Energy I LLC |
Notes to the Financial Statements |
December 31, 2010 and 2009 |
The Company's related party transactions are summarized as follows:
For the Year | For the Year | For the Month | For the Year | ||||||||||
Ended | Ended | Ended | Ended | ||||||||||
December 31, | December 31, | December 26, | November 28, | ||||||||||
2010 | 2009 | 2008 | 2008 | ||||||||||
Capital expenditures | $ | - | $ | - | $ | - | $ | 87,510 | |||||
Insurance | 227,273 | 152,966 | - | - | |||||||||
Office and administration | 68,128 | 50,040 | 1,084 | 31,298 | |||||||||
Travel and promotion | 9,367 | 9,385 | 385 | 22,879 | |||||||||
Management and professional fees | 304,084 | 279,173 | 20,585 | 291,925 | |||||||||
Plant and well field | 873,499 | 2,440,351 | 34,523 | 1,000,351 | |||||||||
Salaries and related costs | 760,715 | 706,904 | 48,809 | 616,205 | |||||||||
Lease, rent and royalties | 111,360 | 92,050 | 10,140 | 163,219 | |||||||||
Utilities | 3,354 | 11,653 | 1,517 | 7,383 | |||||||||
$ | 2,357,780 | $ | 3,742,522 | $ | 117,043 | $ | 2,220,770 |
Management Services Agreement
The Company has entered into a management services agreement with U.S. Geothermal Services, LLC ³management company´ effective August 9, 2006, to provide certain management and operating services. The contract terminates upon the earlier of mutual agreement of the contracting parties or on August 9, 2028. The quarterly management fee starts at $62,500, and in addition there are incentive payments linked to certain performance targets. If the Company does not have sufficient funds to pay the facility's necessary operating expenses in a particular month, the management fee shall be deferred with no interest penalty.
The actual management fee is subject to contracted adjustments based upon financial performance of the Company calculated on a semi-annual basis. In the event that actual results exceed expected results a bonus shall be earned. For the first $10,000, whereby the actual results exceed the expected results, the bonus shall equal 10% of the difference. If the difference between the actual results and the expected result is more than $10,000, the second component shall equal 50% of the excess over $10,000. The second component bonus amount shall not exceed $20,000. In the event that expected results exceed actual results the management fee shall be reduced. If the difference between the expected results and actual results is less than or equal to $175,000, then the management company shall pay the absolute value of the difference multiplied by 10%. If the difference between the expected results and actual results is in excess of $175,000, then the management company shall pay the Company the amount equal to absolute value of the difference in excess of $175,000.
10
Raft River Energy I LLC |
Notes to the Financial Statements |
December 31, 2010 and 2009 |
The Company paid U.S. Geothermal Services, LLC management services for the fiscal periods as follows:
Management | ||||
Fiscal Period | Fees | |||
For the Year Ended November 28, 2008 | $ | 227,708 | ||
For the Month Ended December 26, 2008 | 18,958 | |||
For the Year Ended December 31, 2009 | 253,333 | |||
For the Year Ended December 31, 2010 | 250,000 |
Well Field Lease Contract
On November 2, 2006, the Company signed a lease contract with a primary term of 20 years for the groundwater rights needed for cooling purposes at the Facility payable to U.S. Geothermal Inc. ("lessor"). The annual rate of $90,000 is based upon the facility's expected needs of 900 acre feet per annum ("a.f.a.") ($10,000 per 100 a.f.a.). Based upon the needs of the facility and proper notice given by the lessor, the contract allows for an increase in the amount of water available for lease according to the noted rate. The payments are due annually within ten business days following the anniversary of the "placed in service" date which is the date of the facility became commercially operational. During the fiscal year ended November 28, 2008, the Company paid the lessor the "initial rent payment" of $90,000 due for the period of time from the contract date to the to the initial placed in service date, as well as an additional $74,475 for current year lease costs. Lease costs of $90,000 were paid in the year ended December 31, 2010.
The schedule of estimated lease payments for the primary contract term is as follows:
For the Year Ended December 31, | Amounts | |||
2011 | $ | 90,000 | ||
2012 | 90,000 | |||
2013 | 90,000 | |||
2014 | 90,000 | |||
2015 | 90,000 | |||
Thereafter | 990,000 | |||
Total | $ | 1,440,000 |
Geothermal Water and Land Lease
On October 19, 2006, the Company signed a lease contract with U.S. Geothermal Inc. ("lessor") that is effective as long as the Company is utilizing the resource. The contract provides the lessee exclusive geothermal water rights and nonexclusive land rights to 903 acres located in Raft River, Idaho. For the first 5 years ("primary term") the lease rate will be $5.00 per acre with an initial setup fee of $3,300. After the primary term, the lease will be based on a royalty of 10% of net proceeds. Net proceeds is defined as generated electric power, less deductions of the sum of direct operating costs, property taxes, franchise taxes, marketing expenses and depreciation. Depreciation will be calculated on a 15 year straight-line basis. During the year ended December 31, 2010, the Company paid lease costs of $4,515. As of December 31, 2010, the Company owed the lessor $16,845 in unpaid lease costs that was paid in full in January 2011.
11
Raft River Energy I LLC |
Notes to the Financial Statements |
December 31, 2010 and 2009 |
5. |
Commitments And Contingencies |
Operating Lease Agreements | |
The Company has entered into several lease agreements with terms expiring up to December 1, 2033, for geothermal properties adjoining the Raft River Geothermal Property. The schedule of estimated annual lease payments is as follows: |
For the Year Ended December 31, | Amounts* | |||
2011 | $ | 125,115 | ||
2012 | 120,936 | |||
2013 | 121,287 | |||
2014 | 121,357 | |||
2015 | 118,544 | |||
Thereafter | 1,410,535 | |||
Total | $ | 2,017,774 |
* The schedule includes the expected annual related party well field, water and land lease payments described in Note 4.
The terms of the management services agreement, the well field lease contract, and the water and land lease contract are described in Note 4.
Power Purchase Agreement
The Company signed a 20 year power purchase agreement dated December 29, 2004 with Idaho Power Company for sale of power generated from its planned phase one power plant. It has been determined this meets the definition of a lease arrangement under current accounting pronouncements and is accounted for as an operating lease. As there is no minimum payment, lease income will be recognized as revenue when sales of power occur.
Power Transmission
The Company has 27 year interconnection and wheeling agreement with Raft River Rural Electric Cooperative, Inc. with a date of execution of March 9, 2006. The contract specifies a 15 year extension subject to the renewal of the right of way agreement with the Bureau of Land Management. The interconnection and wheeling agreement provides for the transmission of electricity from the plant to the Bonneville Power Administration ("BPA") substation. On June 24, 2005, the Company signed a 30 year transmission agreement with a start date of June 1, 2006, with BPA for transmission of electricity from the BPA substation to Idaho Power.
Renewable Energy Credits
The Company signed a 10 year contract on July 29, 2006, to sell renewable energy credits to Holy Cross Energy. After the Holy Cross Energy contract has expired, the Company will sell renewable energy credits to the Public Utility District of Clallam County, Washington, in accordance with a 17 year contract signed December 2010.
12
Raft River Energy I LLC |
Notes to the Financial Statements |
December 31, 2010 and 2009 |
6. | Members' Interests |
The Company has issued two classes of member units, the Class A units and the Class B units. Each class of ownership gives the owner participating rights in the business and results in equity ownership risks. The rights attached to the different classes will vary over time, in accordance with the terms of the Membership Admission Agreement. The agreement requires the Company to track separately the capital accounts of the members after November 24, 2006. The profits and losses of the Company are allocated based upon the HLBV method as discussed in Note 2. For income tax purposes, the Class A units will receive a greater proportion of the share of losses and other income tax benefits. This includes the allocation of production tax credits, which will be distributed 99% to the Class A units and 1% to the class B units during the first 10 years of production. | |
Under the terms of the Membership Admission Agreement, as of November 28, 2008, Raft River I Holdings LLC, has contributed their full obligation of $34.2 million in cash, and U.S. Geothermal Inc. has contributed $17.9 million in assets to the Company. U.S. Geothermal Inc.'s contribution consisted of $16.5 in cash and approximately $1.4 million in property. Based upon the Operating Agreement, loans made by Members to the Company shall not be considered capital contributions. Based upon the advances made to the Company by a Member shall be payable only out of the Company's property in accordance with the terms and the conditions upon which such advances are made. | |
7. | Income Tax |
The Company is a Limited Liability Corporation that is treated as a partnership for tax purposes with each of the Members accounting for their share of the tax attributes and liabilities. Accordingly, there are no deferred income tax amounts recorded in these financial statements. | |
8. | Error Correction |
After re-examining the provisions of the Membership Admission Agreement prior to the issuance of the financial statements for the year ended December 31, 2009, Management determined that the profit and loss allocation method applied in the prior periods was not consistent with generally accepted accounting principles. This change is considered to be a correction of an error. To fairly allocate profits and losses between the members, the Company adopted the HLBV method. The adjustments reallocate the member equity balances as if the profits and losses had been allocated with the HLBV method from the Company's inception to December 31, 2009. Net earnings/losses or total member's equity balances are not affected by the reallocation. | |
We assessed the materiality of this error on financial statements for prior periods and concluded that the error was not material to any periods presented. Accordingly, the Balance Sheet and Statement of Members' Equity herein have been revised to correct for the cumulative amount of this error in the year ended December 31, 2009. |
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Raft River Energy I LLC |
Notes to the Financial Statements |
December 31, 2010 and 2009 |
9. | Fiscal Year-End Change |
Due to the changes imposed on Member A's parent company, the Company was required to change its fiscal year-end from November to December, beginning with fiscal 2009. This change in the Company's fiscal year-end resulted in a one-month transition period that began on November 29, 2008 and ended on December 26, 2008. Fiscal year 2009 began on December 27, 2008 and ended on December 31, 2009. Financial information for this fiscal transition period is included in these financial statements.
The following summarized financial information was presented to compare operating results for the transition period:
(Unaudited) | |||||||
Month Ended | Month Ended | ||||||
December 26, | December 28, | ||||||
2008 | 2007 | ||||||
Operating revenues | $ | 537,831 | $ | 233,257 | |||
Operating expenses | 185,348 | 111,692 | |||||
Gain (loss) from operations | 352,483 | 121,565 | |||||
Other income | 477 | 1,768 | |||||
Net income (loss) | $ | 352,960 | $ | 123,333 |
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