2019 BBNC Annual Report - Page 56

The Corporation’s Articles of Incorporation, in accordance with the requirements of ANCSA, provided for the issuance of 100 shares of common stock at the inception of the Corporation to each Alaska Native enrolled in the Bristol Bay region as follows: • Class A shares to Alaska Natives enrolled in the Bristol Bay region who are also enrolled in one of the village corporations in the region. • Class B shares to Alaska Natives enrolled in the Bristol Bay region who are not enrolled in one of the village corporations in the region. The stockholders of Class B stock are referred to as “at-large” shareholders. This stock, stock dividends or distributions, and any other stock rights may not be sold, pledged, assigned, subjected to a lien or judgment execution, treated as an asset in a bankruptcy proceeding or otherwise alienated except in limited circumstances by court decree, by gift to certain relatives and by death. All holders of stock have the same economic rights. During the period that restrictions on stock alienation are in effect, the stock carries voting rights only if the holder is an Alaskan Native or a descendant of an Alaskan Native, as defined in the amended ANCSA. As of March 31, 2019 and 2018, there were 9,915 and 9,732 holders of Class A stock and 953 and 955 holders of Class B stock, respectively. Among these stockholders, 9,746 and 885 hold voting stock at March 31, 2019, and 9,584 and 892 hold voting stock at March 31, 2018. The outstanding stock of the Corporation will remain subject to restrictions on alienability unless a decision is made by shareholders pursuant to ANCSA to terminate the restrictions. Under Section 7(i) of ANCSA, the Corporation is required to distribute annually 70% of the net resource revenues received from the Corporation’s timber and subsurface estate to all 12 Alaska Native Regional Corporations organized pursuant to ANCSA. Under Section 7(j) of ANCSA, the Corporation also redistributes 50% of revenues received under Section 7(i) of ANCSA to the Corporation’s village corporations and at-large shareholders. For the years ended March 31, 2019, 2018 and 2017, $11,319,000, $10,375,000 and $6,713,000 was redistributed to village corporations and at-large shareholders, respectively. Gross 7(i) revenues are presented net of these amounts. In June 1982, an agreement was reached among the Native regional corporations settling several years of litigation concerning the meaning and application of Section 7(i). The settlement agreement sets past liabilities and establishes rules for the future by which distributable revenues will be determined. These consolidated financial statements comply with the settlement agreement. (3) ACQUISITIONS (A) PANHANDLE POWER SOLUTIONS, LLC In March 2019, the Corporation acquired 100% of Panhandle Power Solutions, LLC, a construction company. The following table summarizes the consideration paid for Panhandle Power Solutions, LLC and the amounts of estimated fair value of the assets acquired and liabilities assumed at the acquisition date (in thousands): CONSIDERATION: Cash $ Holdback payable Contingent consideration arrangement FAIR VALUE OF TOTAL CONSIDERATION TRANSFERRED 54 BBNC FY2019 ANNUAL REPORT 4,518 400 3,600 8,518