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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 10-Q
(Mark One)
[x] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1997
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from ___________ to _____________
Commission File No. 33-7591
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Oglethorpe Power Corporation
(An Electric Membership Corporation)
(Exact name of registrant as specified in its charter)
Georgia 58-1211925
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
Post Office Box 1349
2100 East Exchange Place
Tucker, Georgia 30085-1349
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (770) 270-7600
Indicate by check mark whether the registrant: (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject of
such filing requirements for the past 90 days. Yes X No
Indicate the number of shares outstanding of each of the registrant's
classes of common stock, as of the latest practicable date. The Registrant
is a membership corporation and has no authorized or outstanding equity
securities.
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OGLETHORPE POWER CORPORATION
INDEX TO QUARTERLY REPORT ON FORM 10-Q
FOR THE QUARTER ENDED MARCH 31, 1997
Page No.
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
Condensed Balance Sheets as of March 31, 1997 (Unaudited)
and December 31, 1996 3
Condensed Statements of Revenues and Expenses (Unaudited)
for the Three Months Ended March 31, 1997 and 1996 5
Condensed Statements of Cash Flows (Unaudited)
for the Three Months Ended March 31, 1997 and 1996 6
Notes to the Condensed Financial Statements 7
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations 8
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K 14
SIGNATURES 15
2
PART I--FINANCIAL INFORMATION
Item 1. Financial Statements
Oglethorpe Power Corporation
Condensed Balance Sheets
March 31, 1997 and December 31, 1996
(dollars in thousands)
1997 1996
ASSETS (Unaudited)
------------------------------------------
Electric plant, at original cost:
In service $4,921,498 $5,742,597
Less: Accumulated provision for depreciation (1,333,820) (1,488,272)
------------- --------------
3,587,678 4,254,325
Nuclear fuel, at amortized cost 81,883 86,722
Plant acquisition adjustments, at amortized cost -- 4,153
Construction work in progress 9,494 31,181
------------- --------------
3,679,055 4,376,381
------------- --------------
Investments and funds:
Bond, reserve and construction funds, at market 31,663 53,955
Decommissioning fund, at market 86,654 86,269
Investment in associated organizations, at cost 15,430 15,379
Deposit on Rocky Mountain transactions, at cost 58,466 41,685
Other 4,168 --
------------- --------------
196,381 197,288
------------- --------------
Current assets:
Cash and temporary cash investments, at cost 52,401 132,783
Other short-term investments, at market 92,816 91,499
Receivables 99,198 113,289
Inventories, at average cost 85,547 89,825
Prepayments and other current assets 16,676 14,625
------------- --------------
346,638 442,021
------------- --------------
Deferred charges:
Premium and loss on reacquired debt, being amortized 193,700 201,007
Deferred amortization of Scherer leasehold 92,089 90,717
Deferred debt expense, being amortized 9,511 21,703
Other 33,142 33,058
------------- --------------
328,442 346,485
------------- --------------
$4,550,516 $ 5,362,175
------------- --------------
The accompanying notes are an integral part of these condensed statements.
3
Oglethorpe Power Corporation
Condensed Balance Sheets
March 31, 1997 and December 31, 1996
(dollars in thousands)
1997 1996
EQUITIES AND LIABILITIES (Unaudited)
---------------------------
Capitalization:
Patronage capital and membership fees (including unrealized loss of
($1,791) at March 31, 1997 and $(844) at December 31, 1996 on
available-for-sale securities) $315,855 $356,229
Long-term debt 3,314,890 4,052,470
Obligations under capital leases 292,397 293,682
Obligation under Rocky Mountain transactions 58,466 41,685
------------ -------------
3,981,608 4,744,066
------------ -------------
Current liabilities:
Long-term debt and capital leases due within one year 88,875 159,622
Accounts payable 40,308 42,891
Accrued interest 14,243 15,931
Accrued and withheld taxes 8,982 4,940
Other current liabilities 9,442 14,022
------------ -------------
161,850 237,406
------------ -------------
Deferred credits and other liabilities:
Gain on sale of plant, being amortized 62,699 58,527
Net benefit of sale of income tax benefits, being amortized 40,046 42,049
Net benefit of Rocky Mountain transactions, being amortized 94,764 70,701
Accumulated deferred income taxes 60,623 61,985
Decommissioning reserve 125,298 124,468
Other 23,628 22,973
------------ -------------
407,058 380,703
------------ -------------
$ 4,550,516 $ 5,362,175
------------ -------------
------------ -------------
The accompanying notes are an integral part of these condensed statements.
4
Oglethorpe Power Corporation
Condensed Statements of Revenues and Expenses (Unaudited)
For the Three Month ended March 31, 1997 and 1996
(dollars in thousands)
1997 1996
------------------------------
Operating revenues:
Sales to Members $ 257,031 $ 243,952
Sales to non-Members 14,454 24,231
----------- -------------
Total operating revenues 271,485 268,183
----------- -------------
Operating expenses:
Fuel 44,889 48,240
Production 35,595 30,369
Purchased power 57,991 64,064
Power delivery 3,878 3,658
Depreciation and amortization 36,239 36,526
Taxes other than income taxes 7,620 7,384
Other operating expenses 7,455 4,374
----------- -------------
Total operating expenses 193,667 194,615
----------- -------------
Operating margin 77,818 73,568
----------- -------------
Other income (expense):
Interest income 7,434 4,060
Amortization of net benefit of sale of income tax benefits 2,798 2,008
Amortization of deferred margins -- 10,188
Allowance for equity funds used during construction 84 47
Other 1,507 634
----------- -------------
Total other income 11,823 16,937
----------- -------------
Interest charges:
Interest on long-term debt and other obligations 80,557 82,031
Allowance for debt funds used during construction (352) (514)
----------- -------------
Net interest charges 80,205 81,517
----------- -------------
Net margin $ 9,436 $ 8,988
----------- -------------
----------- -------------
The accompanying notes are an integral part of these condensed statements.
5
Oglethorpe Power Corporation
Condensed Statements of Cash Flows (Unaudited)
For the Three Months ended March 31, 1997 and 1996
(dollars in thousands)
1997 1996
------------------------
Cash flows from operating activities:
Net margin $ 9,436 $ 8,988
----------- -----------
Adjustments to reconcile net margin to net cash provided
by operating activities:
Depreciation and amortization 56,911 39,425
Net benefit of Rocky Mountain transactions 24,859 --
Deferred gain from Corporate Restructuring 4,757 --
Allowance for equity funds used during construction (84) (47)
Amortization of deferred margins -- (10,188)
Amortization of net benefit of sale of income tax benefits (2,798) (2,008)
Other 280 1,149
Change in net current assets, excluding
long-term debt due within one year and
deferred margins to be refunded within one year:
Receivables 14,092 (1,368)
Inventories (1,530) (3,137)
Prepayments and other current assets (2,413) (3,000)
Accounts payable (1,930) (9,096)
Accrued interest (1,568) 6,380
Accrued and withheld taxes 4,042 (18,663)
Other current liabilities (3,356) (5,232)
----------- -----------
Total adjustments 91,262 (5,785)
----------- -----------
Net cash provided by operating activities 100,698 3,203
----------- -----------
Cash flows from investing activities:
Property additions (24,962) (24,824)
Net proceeds from bond, reserve and construction funds 21,793 2,397
Decrease (increase) in investment in associated organizations (51) 351
Increase in other short-term investments (1,766) (10,000)
Decrease (increase) in decommissioning fund (2,423) 729
Net assets sold in Corporate Restructuring 716,365 --
Net liabilities extinguished in Corporate Restructuring (696,190) --
Other (4,168) --
----------- -----------
Net cash provided by (used in) investing activities 8,598 (31,347)
----------- -----------
Cash flows from financing activities:
Debt proceeds, net 101,149 --
Debt payments, net (239,805) (25,366)
Retirement of patronage capital (48,863) --
Other (2,159) 505
----------- -----------
Net cash used in financing activities (189,678) (24,861)
----------- -----------
Net decrease in cash and temporary cash investments (80,382) (53,005)
Cash and temporary cash investments at beginning of period 132,783 201,151
----------- -----------
Cash and temporary cash investments at end of period $ 52,401 $ 148,146
----------- -----------
----------- -----------
Cash paid for:
Interest (net of amounts capitalized) $ 76,871 $ 96,769
Income taxes 3,525 --
The accompanying notes are an integral part of these condensed statements.
6
Oglethorpe Power Corporation
Notes to Condensed Financial Statements
March 31, 1997 and 1996
(A) The condensed financial statements included herein have been prepared by
Oglethorpe Power Corporation (Oglethorpe), without audit, pursuant to the
rules and regulations of the Securities and Exchange Commission (SEC). In
the opinion of management, the information furnished herein reflects all
adjustments (which included only normal recurring adjustments) necessary
to present fairly, in all material respects, the results for the periods
ended March 31, 1997 and 1996. Certain information and footnote
disclosures normally included in financial statements prepared in
accordance with generally accepted accounting principles have been
condensed or omitted pursuant to such SEC rules and regulations, although
Oglethorpe believes that the disclosures are adequate to make the
information presented not misleading. It is suggested that these
condensed financial statements be read in conjunction with the financial
statements and the notes thereto included in Oglethorpe's latest Annual
Report on Form 10-K, as filed with the SEC. Certain amounts for 1996 have
been reclassified to conform with the current period presentation.
7
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
GENERAL
CORPORATE RESTRUCTURING
As reported in its Annual Report on Form 10-K for the fiscal year ended
December 31, 1996, Oglethorpe and the Members completed a corporate
restructuring (the Corporate Restructuring) on March 11, 1997. Pursuant to
the Corporate Restructuring, Oglethorpe divided itself into three specialized
operating companies to respond to increasing competition and regulatory
changes in the electric industry. As part of the Corporate Restructuring, the
transmission business is now owned and operated by a newly formed Georgia
electric membership corporation, Georgia Transmission Corporation (An
Electric Membership Corporation) (GTC), and the system operations business is
now owned and operated by a newly formed Georgia nonprofit corporation,
Georgia System Operations Corporation (GSOC). Oglethorpe continues to operate
the power supply business. Oglethorpe retained all of its owned and leased
generation assets. Oglethorpe also continues to administer its power purchase
contracts and provide marketing support functions to the Members.
POWER SUPPLY SWAP ARRANGEMENTS
Oglethorpe has entered into a power marketer agreement with Morgan Stanley
Capital Group Inc. (Morgan Stanley) to cover 50% of the Members' load
requirements. The agreement was effective May 1, 1997. The agreement
obligates Oglethorpe to purchase fixed quantities of energy at fixed prices,
initially averaging 50% of the Members' forecasted requirements. Each Member
selected a term for its obligation, as well as the portion of its forecasted
requirements to be purchased as a fixed quantity. Oglethorpe is obligated to
sell and Morgan Stanley is obligated to buy 50% of the output of each
Member's percentage capacity responsibility (PCR) share (for the term and
portion selected) of the "must run" units (primarily nuclear units).
Oglethorpe is also obligated to make available the same share of all other
resources, which Morgan Stanley may schedule for each 24-hour day. This
schedule is set the day prior based on availability limitations in the
contract. After the schedule is set, Oglethorpe must make available the
scheduled energy without regard to the actual availability of the units.
Morgan Stanley does not have the right to the output of upgrades to these
resources. Morgan Stanley must pay a contractually fixed amount each month
and an amount for the scheduled energy based on contractually fixed prices.
The agreement has an initial term extending to March 31, 2000. Upon the
approval of the Rural Utilities Service (RUS), which is pending, the
agreement will be extended to March 31, 2005, with the purchase for certain
Members declining to zero prior to that date. Initially, Oglethorpe will
manage the system through purchases and/or sales to balance the fixed
purchase obligation against the actual requirements.
SEPARATE DISPATCH OF PLANT WANSLEY
As discussed in its Annual Report on Form 10-K for the fiscal year ended
December 31, 1996, the Plant Wansley ownership and operating agreements were
amended in 1996 to allow each co-owner to dispatch separately its respective
ownership interest. Pursuant to the amendments, Oglethorpe
8
began separately dispatching Wansley Units No. 1 and No. 2 on May 1, 1997.
Oglethorpe continues to use Georgia Power Company (GPC) as its agent for fuel
procurement.
RESULTS OF OPERATIONS
CORPORATE RESTRUCTURING
Oglethorpe and the Members completed the Corporate Restructuring on March 11,
1997. As of that date, Oglethorpe transferred its transmission business and
assets to a separate entity, GTC, and reflected the transfer of its system
operations assets to a separate entity, GSOC. However, the Boards of
Directors of Oglethorpe, GTC and GSOC determined that for ratemaking purposes
all revenues and expenses related to operations of GTC and GSOC would remain
with Oglethorpe until April 1, 1997. Pursuant to this approach, all
transmission-related and systems operations-related revenues were assigned to
Oglethorpe, and all transmission-related and systems operations-related costs
were paid or reimbursed by Oglethorpe during the period March 11, 1997
through March 31, 1997. As a result, the Condensed Statements of Revenues and
Expenses for the three months ended March 31, 1997 includes fully the
revenues and expenses of the undivided, pre-restructuring Oglethorpe. See
Oglethorpe's Annual Report on Form 10-K for the fiscal year ended December
31, 1996 for a pro-forma presentation of the Statement of Revenues and
Expenses of the post-restructuring Oglethorpe for the year ended December 31,
1996 (Note 11 of Notes to Financial Statements).
For the Three Months Ended March 31, 1997 and 1996
Oglethorpe's net margin for the three months ended March 31, 1997 was $9.4
million compared to $9.0 million for the same period of 1996.
OPERATING REVENUES
Member revenues for the three months ended March 31, 1997 were 5.4% higher
compared to the same period of 1996. While capacity revenues were slightly
lower in the three months ended March 31, 1997 compared to 1996, energy
revenues from sales to Members for the three months of 1997 were 20.0% higher
than same period of the prior year. Megawatt-hour (MWh) sales to the Members
were virtually unchanged for the current quarter versus the same period of
1996. However, Oglethorpe's average energy revenue per MWh from sales to
Members was 20.8% higher in 1997 compared to 1996 primarily due to the
passthrough of significant savings derived from the transaction with Enron
Power Marketing Inc. (EPMI) in the first quarter of 1996. During the first
eight months of 1996, Oglethorpe had a power supply arrangement with EPMI to
supply 100% of the load requirements of the Members. As reported in its
Annual Report on Form 10-K for the fiscal year ended December 31, 1996,
effective January 1, 1997, Oglethorpe entered into a power supply arrangement
with LG&E Power Marketing Inc. (LPM) for 50% of the load requirements of the
Members.
Sales to non-Members were primarily made pursuant to two different types of
contractual arrangements with GPC and from energy sales to other non-Member
utilities. The following table summarizes the amounts of non-Member revenues
from these sources for the three months ended March 31, 1997 and 1996:
9
THREE MONTHS
ENDED MARCH 31,
-------------------
1997 1996
--------- ---------
(DOLLARS IN THOUSANDS)
GPC- Power supply arrangements...................... $ 7,802 $ 4,717
Sales to other utilities............................ 4,040 12,282
ITS transmission agreements......................... 2,180 3,372
Sales to power marketers............................ 432 3,860
------- -------
Total............................................... $14,454 $24,231
------- -------
------- -------
For the three months ended March 31, 1997, the largest source of non-Member
revenues was derived pursuant to power supply arrangements with GPC. These
revenues are derived from energy sales arising from dispatch situations
whereby GPC causes Plant Wansley to be operated when Oglethorpe's system does
not require all of its contractual entitlement to the generation. These
revenues compensate Oglethorpe for its costs since, under the operating
agreements, Oglethorpe is responsible for its share of fuel costs any time a
unit operates. Such sales to GPC were higher in 1997 compared to the same
period of 1996. As noted above under "General", with the commencement of the
separate dispatch of Plant Wansley as of May 1, 1997, this type of sales to
GPC will cease.
Another source of non-Member revenues was payments received from GPC for use
of the Integrated Transmission System (ITS) and related transmission
interfaces. GPC compensates Oglethorpe to the extent that Oglethorpe's
percentage of investment in the ITS exceeds its percentage use of the system.
In such case, Oglethorpe is entitled to income as compensation for the use of
its investment by the other ITS participants. The decline in these revenues
for the three month period of 1997 compared to 1996 was the result of
relatively greater usage by Oglethorpe compared to its relative investment.
As a result of the Corporate Restructuring, all of the revenues in this
category will accrue to GTC effective April 1, 1997.
Under the current LPM power supply arrangement, and previously, under the
EPMI power supply arrangement, sales to the power marketers represented the
net energy transmitted on behalf of LPM and EPMI off-system on a daily basis
from Oglethorpe's total resources. Such energy was sold to LPM and EPMI at
Oglethorpe's cost, subject to certain limitations. The volume of sales to
power marketers depends primarily on the power marketers' decisions for
servicing their load requirements.
Sales to other non-Member utilities in 1997 represent sales made directly by
Oglethorpe only from the 50% of the power supply resources not sold to LPM.
LPM now administers all third-party transactions directly with such parties
for its 50% portion of the resources. Such sales in the first three months of
1996 were initiated by EPMI while Oglethorpe maintained the contractual
relationship with these other utilities and reflected the sales transactions
in its revenues.
10
OPERATING EXPENSES
Operating expenses decreased slightly for the three months ended March 31,
1997 compared to the same period of 1996. The decrease was attributable to
decreases in fuel and purchased power costs, offset by higher production
operations and maintenance (O&M) costs. Fuel costs decreased 6.9% in 1997
compared to 1996 even though total generation decreased only 2.1%. Such
savings resulted from the difference in the mix of generation, with more
nuclear and less fossil generation. The decrease in fossil generation
resulted primarily from a maintenance outage during February and March 1997
at Plant Scherer Unit No. 1. The higher nuclear generation during the first
quarter of 1997 compared to 1996 was achieved as a result of having two
refueling outages in the first quarter 1996 compared to none in 1997.
Conversely, the increase in production O&M costs was primarily attributable
to the maintenance outage at Plant Scherer Unit No. 1. Effective January 1,
1996, the costs of nuclear refueling outages are deferred and amortized over
the 18-month period following the outage.
The 9.5% decrease in purchased power costs in the first three months of 1997
compared to the same period of 1996 resulted from the savings in capacity
costs under the Block Power Sale Agreement (BPSA) with GPC. Effective
September 1, 1996, Oglethorpe reduced its purchase commitment by a 250 MW
Component Block. Purchased power energy costs were virtually unchanged. A
total of 22.2% fewer MWhs were purchased power in the first three months of
1997 compared to the same period of 1996; however, the average purchased
power cost per MWh was significantly higher. As discussed under "Operating
Revenues" above, significant energy cost savings were realized in the first
three months of 1996 from the EPMI power supply arrangement; such average
purchased power cost per MWh was 16.4% higher in the first three months of
1997 compared to the same period of 1996.
The increase in other operating expenses for the three months ended March 31,
1997 was due to costs of the Corporate Restructuring.
OTHER INCOME
Other income for the three months ended March 31, 1997 decreased compared to
the same period of 1996 primarily as a result of Oglethorpe utilizing, as
planned, all remaining amounts available under its deferred margin rate
mechanism during 1996. (For a discussion of deferred margins, see Note 1 of
Notes to Financial Statements in Oglethorpe's Annual Report on Form 10-K for
the fiscal year ended December 31, 1996.) Interest income was higher in the
first three months of 1997 compared to the same period of 1996 partly due to
higher average investment balances and partly due to higher interest rates.
FINANCIAL CONDITION
CORPORATE RESTRUCTURING
As of March 11, 1997, Oglethorpe transferred its transmission business and
assets to GTC. Thereafter, the assets, liabilities and equity of GTC are no
longer a part of Oglethorpe. The purchase price for the transmission business
was based on an appraisal of the fair market value of such business, as
determined by an independent appraiser, and was approximately $708 million.
11
The purchase price was paid primarily by GTC's assumption of a portion
(approximately 16.86%) of Oglethorpe's long-term secured debt in an amount
equal to approximately $686 million. Approximately $541 million of this debt
(payable to RUS, Federal Financing Bank (FFB) and CoBank, ABC (CoBank))
became the sole obligation of GTC, and Oglethorpe was released from all
liability with regard to this indebtedness. The remaining debt assumed by GTC
in connection with the Corporate Restructuring, approximately $145 million,
relates to Oglethorpe's pollution control revenue bonds (PCBs). While GTC
assumed and agreed to pay this $145 million of debt, Oglethorpe is not
legally released from its liability for this debt. The remainder of the
purchase price was paid by GTC from cash obtained through a borrowing from
National Rural Utilities Cooperative Finance Corporation (CFC) and the
assumption of approximately $1 million of other Oglethorpe liabilities.
Oglethorpe also made a special patronage capital distribution of
approximately $49 million to the Members which was used by the Members to
establish equity in and to provide initial working capital to GTC.
On October 1, 1996, Oglethorpe transferred to GSOC its system operations
assets, consisting of its system control center and related energy control
and revenue metering systems equipment. The purchase price of these assets
totaled approximately $9.4 million and was funded by GSOC's assumption of
Oglethorpe's obligations under an existing note held by the Rural Utilities
Service (RUS), by delivery of a purchase money note payable to Oglethorpe and
by the assumption of certain other liabilities of Oglethorpe. From October 1,
1996 to March 11, 1997, Oglethorpe was the sole member of GSOC; therefore,
the assets transferred to GSOC remained in the consolidated balance sheet of
Oglethorpe. The Members and GTC became members of GSOC on March 11, 1997; and
thereafter the assets, liabilities and equity of GSOC are no longer a part of
Oglethorpe.
Most of the remaining comparisons of the balance sheets as of March 31, 1997
and December 31, 1996 exclude the effects of the Corporate Restructuring
described above. See Oglethorpe's Annual Report on Form 10-K for the fiscal
year ended December 31, 1996 for a pro-forma presentation of the Balance
Sheet of the post-restructuring Oglethorpe as of December 31, 1996 (Note 11
of Notes to Financial Statements).
Total assets and total equity plus liabilities as of March 31, 1997 were $4.6
billion which was $127 million less than the comparable total at December 31,
1996 due to depreciation of plant and due to the decrease in cash and
temporary cash investments.
ASSETS
Property additions for the three months ended March 31, 1997 totaled $25.0
million and included additions, replacements and improvements to transmission
and distribution facilities (subsequently sold to GTC) and existing
generation facilities.
All plant acquisition adjustments were related to transmission plant. As a
result of the Corporate Restructuring discussed above, Oglethorpe no longer
has any plant acquisition adjustments.
The decrease in construction work in progress resulted from the projects sold
to GTC and GSOC in the Corporate Restructuring.
12
The increase in the deposit on, the obligation under and net benefit of Rocky
Mountain transactions resulted from the completion of the lease transactions
for the remainder of Oglethorpe's interest in Rocky Mountain in January 1997.
For a discussion of the Rocky Mountain transactions, see Notes 1 and 2 of
Notes to Financial Statements in Oglethorpe's Annual Report on Form 10-K for
the fiscal year ended December 31, 1996.
The decrease in the bond, reserve and construction funds was attributable to
the utilization of a portion of the debt service reserve funds for debt
service payments. The available funds resulted from Pollution Control Revenue
Bond (PCB) refinancing projects in March 1997 for which the refunded PCBs did
not require debt service reserve funds.
The decrease in cash and temporary cash investments was partly due to the
payment of the $48.9 million special patronage capital distribution made in
connection with the Corporate Restructuring discussed above and partly due to
a prepayment of Federal Financing Bank (FFB) debt made from the proceeds of
the Rocky Mountain transactions.
The change in premium and loss on reacquired debt resulted partly from
premiums paid in connection with FFB debt prepayment and the PCB refunding,
excluding the effect of the portion of these costs assumed by GTC in the
Corporate Restructuring.
The decrease in deferred debt expense resulted partly from unamortized
issuance cost related to the PCB refunding being converted to premium and
loss on reacquired debt and partly from the portion of these costs assumed by
GTC in the Corporate Restructuring transaction.
EQUITY AND LIABILITIES
The decrease in patronage capital and membership fees is the result of the
$48.9 million special patronage capital distribution made in connection with
the Corporate Restructuring, discussed above.
The decrease in long-term debt due within one year resulted primarily from
the prepayment of FFB debt, discussed above. In addition, the balance
reflects the impact of the Corporate Restructuring transaction.
Accrued and withheld taxes increased as a result of the normal monthly
accruals of property taxes, which are generally paid in the fourth quarter of
the year.
Other current liabilities decreased partly due to the year-end accrual for
employee incentive pay (subsequently paid in March 1997) and partly due to
the Corporate Restructuring transaction.
13
PART II--OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
NUMBER DESCRIPTION
- -------------- -----------
*10.34 Power Purchase and Sale Agreement between
Morgan Stanley Capital Group Inc. and Oglethorpe,
dated as of April 7, 1997.
27.1 Financial Data Schedule (for SEC use only).
------------------------
* Certain portions of this document have been omitted as confidential and
filed separately with the Commission.
(b) Reports on Form 8-K
No reports on Form 8-K were filed by Oglethorpe for the quarter ended March
31, 1997.
14
SIGNATURES
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 thereunto duly authorized.
Oglethorpe Power Corporation
(An Electric Membership Corporation)
Date: May 14, 1997 By: /s/ T. D. Kilgore
--------------------------------------------
T. D. Kilgore
President and Chief Executive Officer
(Principal Executive Officer)
Date: May 14, 1997 /s/ Mac F. Oglesby
---------------------------------------------
Mac F. Oglesby
Treasurer and Director
(Principal Financial Officer)
Date: May 14, 1997 /s/ Robert D. Steele
---------------------------------------------
Robert D. Steele
Controller
(Principal Accounting Officer)
15