U-13-60 1 du1360.txt ANNUAL REPORT OF CONECTIV RESOURCE PARTNERS Form U-13-60 Mutual and Subsidiary Service Companies ANNUAL REPORT For the Period Beginning January 1, 2000 and Ending December 31, 2000 TO THE U.S. SECURITIES AND EXCHANGE COMMISSION OF CONECTIV RESOURCE PARTNERS, INC. A Subsidiary Service Company Date of Incorporation: January 16, 1998 State or Sovereign Power under which Incorporated or Organized: Delaware Location of Principal Executive Offices of Reporting Company: 800 King Street Wilmington, DE 19899 Name, title, and address of officer to whom correspondence concerning this report should be addressed: James P. Lavin, Controller Accounting and Finance 800 King Street Wilmington, DE 19899 Name of Principal Holding Company Whose Subsidiaries are served by Reporting Company: Conectiv INSTRUCTIONS FOR USE OF FORM U-13-60 1. TIME OF FILING. Rule 94 provides that on or before the first day of May in each calendar year, each mutual service company and each subsidiary service company as to which the Commission shall have made a favorable finding pursuant to Rule 88, and every service company whose application for approval or declaration pursuant to Rule 88 is pending shall file with the Commission an annual report on Form U-13-60 and in accordance with the Instructions for that form. 2. NUMBER OF COPIES. Each annual report shall be filed in duplicate. The company should prepare and retain at least one extra copy for itself in case correspondence with reference to the report become necessary. 3. PERIOD COVERED BY REPORT. The first report filed by any company shall cover the period from the date the Uniform System of Accounts was required to be made effective as to that company under Rules 82 and 93 to the end of that calendar year. Subsequent reports should cover a calendar year. 4. REPORT FORMAT. Reports shall be submitted on the forms prepared by the Commission. If the space provided on any sheet of such form is inadequate, additional sheets may be inserted of the same size as a sheet of the form or folded to such size. 5. MONEY AMOUNTS DISPLAYED. All money amounts required to be shown in financial statements may be expressed in whole dollars, in thousands of dollars or in hundred thousands of dollars, as appropriate and subject to provisions of Regulation S-X (Section 210.3-01(c)). 6. DEFICITS DISPLAYED. Deficits and other like entries shall be indicated by the use of either brackets or a parenthesis with corresponding reference in footnotes. (Regulation S-X, Section 210.3-01 (c)). 7. MAJOR AMENDMENTS OR CORRECTIONS. Any company desiring to amend or correct a major omission or error in a report after it has been filed with the Commission shall submit an amended report including only those pages, schedules, and entries that are to be amended or corrected. A cover letter shall be submitted requesting the Commission to incorporate the amended report changes and shall be signed by a duly authorized officer of the company. 8. DEFINITIONS. Definitions contained in Instruction 01-8 to the Uniform System of Accounts for Mutual Service Companies and Subsidiary Service Companies, Public Utility Holding Company Act of 1935, as amended February 2, 1979 shall be applicable to words or terms used specifically within this Form U-13-60. 9. ORGANIZATION CHART. The service company shall submit with each annual report a copy of its current organization chart. -1- 10. METHODS OF ALLOCATION. The service company shall submit with each annual report a listing of the currently effective methods of allocation being used by the service company and on file with the Securities and Exchange Commission pursuant to the Public Utility Holding Company Act of 1935. 11. ANNUAL STATEMENT OF COMPENSATION FOR USE OF CAPITAL BILLED. The service company shall submit with each annual report a copy of the annual statement supplied to each associate company in support of the amount of compensation for use of capital billed during the calendar year. 12. ELECTRONIC FILERS. Electronic filers are subject to Regulation S-T and the EDGAR Filer Manual. Any rule or instruction therein shall be controlling unless otherwise specifically provided in rules or instructions pertaining to the submission format documents. Data that appears in tabular or columnar format shall be marked as prescribed in the EDGAR Filer Manual. Signatures shall be in typed form rather than manual format. See rule 13 of Regulation S-T. -2- LISTING OF SCHEDULES AND ANALYSIS OF ACCOUNT
Schedule or Page Description of Schedules and Accounts Account Number Number COMPARATIVE BALANCE SHEET Schedule I 4-5 Service Company Property Schedule II 6-7 Accumulated Provision for Depreciation and Amortization of Service Company Property Schedule III 8 Investments Schedule IV 9 Accounts Receivable from Associate Companies Schedule V 10-10a Fuel Stock Expenses Undistributed Schedule VI 11 Stores Expense Undistributed Schedule VII 12 Miscellaneous Current and Accrued Assets Schedule VIII 13 Miscellaneous Deferred Debits Schedule IX 14 Research, Development, or Demonstration Expenditures Schedule X 15 Proprietary Capital Schedule XI 16 Long-Term Debt Schedule XII 17 Current and Accrued Liabilities Schedule XIII 18 Notes to Financial Statements Schedule XIV 19-20 COMPARATIVE STATEMENT OF INCOME Schedule XV 21 Analysis of Billing - Associate Companies Account 457 22 Analysis of Billing - Non associate Companies Account 458 23 Analysis of Charges for Service - Associate and Non associate Companies Schedule XVI 24 Schedule of Expense by Department or Service Function Schedule XVII 25-27 Departmental Analysis of Salaries Account 920 28-29 Outside Services Employed Account 923 30-33 Employee Pensions and Benefits Account 926 34 General Advertising Expenses Account 930.1 35 Miscellaneous General Expenses Account 930.2 36 Rents Account 931 37 Taxes Other Than Income Taxes Account 408 38 Donations Account 426.1 39-40 Other Deductions Account 426.5 41 Notes to Statement of Income Schedule XVIII 42 LISTING OF INSTRUCTIONAL FILING REQUIREMENTS Description of Reports or Statements ORGANIZATION CHART 43 METHODS OF ALLOCATION 44-50 ANNUAL STATEMENT OF COMPENSATION FOR USE OF CAPITAL BILLED 51 SIGNATURE 52
-3- ANNUAL REPORT OF: Conectiv Resource Partners, Inc. SCHEDULE I - COMPARATIVE BALANCE SHEET Give balance sheet of the Company as of December 31 of the current and prior year
As of Account Assets and Other Debits December 31 Current Prior 2000 1999 (In Thousands) SERVICE COMPANY PROPERTY 101 Service Company Property (Schedule II) $ 82,636 $ 84,119 107 Construction work in progress (Schedule II) - - -------- -------- Total Property $ 82,636 $ 84,119 -------- -------- 108 Less accumulated provision for depreciation and amortization of service company property (Schedule III) $ 16,798 $ 6,537 -------- -------- Net Service Company Property $ 65,838 $ 77,582 -------- -------- INVESTMENTS 121 Nonutility Property $ 7,377 $ 8,286 123 Investments in associate companies (Schedule IV) - - 124 Other investments (Schedule IV) - - 128 Special Funds 4,476 - -------- -------- Total Investments $ 11,853 $ 8,286 -------- -------- CURRENT AND ACCRUED ASSETS 131 Cash $ 356 $ 2 134 Special deposits - - 135 Working funds 22 46 136 Temporary cash investments (Schedule IV) 52,578 - 141 Notes receivable - - 143 Accounts receivable - 26 144 Accumulated provision for uncollectible accounts - - 146 Accounts receivable from associate companies (Schedule V and XIV) 62,259 38,851 152 Fuel stock expenses undistributed (Schedule VIII) - - 154 Materials and supplies - - 163 Stores expense undistributed (Schedule VII) - - 165 Prepayments 789 1,193 171 Interest and Dividends Receivable 422 - 174 Miscellaneous current and accrued assets (Schedule VIII) - - -------- -------- Total Current and Accrued Assets $116,426 $ 40,118 -------- -------- DEFERRED DEBITS 181 Unamortized debt expense $ - $ - 183 Preliminary Survey and Investigation - - 184 Clearing accounts (1) 50 186 Miscellaneous deferred debits (Schedule IX) 4,095 (111) 188 Research, development, or demonstration expenditures (Schedule X) - - 190 Accumulated deferred income taxes 1,036 - -------- -------- Total Deferred Debits $ 5,130 $ (61) -------- -------- TOTAL ASSETS AND OTHER DEBITS $199,247 $125,925 -------- --------
-4- ANNUAL REPORT OF: Conectiv Resource Partners, Inc. SCHEDULE I - COMPARATIVE BALANCE SHEET
As of Account Assets and Other Debits December 31 Current Prior 2000 1999 (In Thousands) PROPRIETARY CAPITAL 201 Common stock issued (Schedule XI) $ 1 $ 1 211 Miscellaneous paid-in-capital (Schedule XI) - - 215 Appropriated retained earnings (Schedule XI) - - 216 Unappropriated retained earnings (Schedule XI) (229) (131) -------- -------- Total Proprietary Capital $ (228) $ (130) -------- -------- LONG - TERM DEBT 223 Advances from associate companies (Schedule XII) $ - $ - 224 Other long-term debt (Schedule XII) - - 225 Unamortized premium on long-term debt - - 226 Unamortized discount on long-term debt - - -------- -------- Total Long - Term Debt $ - $ - -------- -------- CURRENT AND ACCRUED LIABILITIES 184 Clearing accounts $ 1 $ 10 231 Notes payable - - 232 Accounts payable 12,236 15,355 233 Notes payable to associate companies (Schedule XIII and XIV) 139,758 84,654 234 Accounts payable to associate companies (Schedule XIII and XIV) - - 236 Taxes accrued (4,845) (4,667) 237 Interest accrued 926 267 238 Dividends declared - - 241 Tax collections payable 159 (102) 242 Miscellaneous current and accrued liabilities (Schedule XIII) 37,640 20,311 -------- -------- Total Current and Accrued Liabilities $185,875 $115,828 -------- -------- DEFERRED CREDITS 253 Other deferred credits $ - $ 37 254 Other regulatory liabilities 4,932 2,496 255 Accumulated deferred investment tax credits - - -------- -------- Total Deferred Credits $ 4,932 $ 2,533 -------- -------- ACCUMULATED DEFERRED INCOME TAXES 282 Accumulated deferred income taxes-Other Property $ 6,808 $ 6,137 283 Accumulated deferred income taxes-Other 1,860 1,557 -------- -------- Total Accumulated Deferred Income Taxes $ 8,668 $ 7,694 -------- -------- TOTAL LIABILITIES AND PROPRIETARY CAPITAL $199,247 $125,925 ======== ========
-5- ANNUAL REPORT OF: Conectiv Resource Partners, Inc. For the Year Ended December 31, 2000 (In Thousands) SCHEDULE II - SERVICE COMPANY PROPERTY
Balance At Retirements Balance At Beginning or Other Close Description of Year Additions Sales Changes (1) of Year SERVICE COMPANY PROPERTY Account 301 Organization $ - $ - $ - $ - $ - 303 Miscellaneous Intangible Plant 14,658 2,186 (6,798) - 10,046 304 Land and Land Rights - - - - - 305 Structures and Improvements 14,262 219 - - 14,481 306 Leasehold Improvements - - - - - 307 Equipment(2) 49,361 2,445 (193) - 51,613 308 Office Furniture and Equipment 5,838 1,431 (773) - 6,496 309 Automobiles, Other Vehicles and Related Garage Equipment - - - - - 310 Aircraft and Airport Equipment - - - - - 311 Other Service Company Property(3) - - - - - ------- ------ ------- ---- ------- SUBTOTAL $84,119 $6,281 $(7,764) $ - $82,636 107 Construction Work in Progress (4) - - - - - ------- ------ ------- ---- ------- TOTAL $84,119 $6,281 $(7,764) $ - $82,636 ======= ====== ======= ==== =======
(1) Provide an explanation of those changes considered material: -6- ANNUAL REPORT OF: Conectiv Resource Partners, Inc. For the Year Ended December 31, 2000 (In Thousands) SCHEDULE II - CONTINUED (2) Sub accounts are required for each class of equipment owned. The service company shall provide a listing by sub account of equipment additions during the year and the balance at the close of the year: Balance At Close of Subaccount Description Additions Year Computer Hardware $2,445 $43,061 Computer Software - 8,132 Typewriters, Calculators, Copiers, & Duplicating - - Office Services Printing and Stationary Equipment - - Cafeteria & Kitchen Equipment - 420 ------ ------- TOTAL $2,445 $51,613 ====== ======= (3) Describe Other Service Company Property: Not Applicable (4) Describe Construction Work in Progress: Asset Under Construction Capitalized Date Value Description ------------------------ ---------------- ----- ----------- Not Applicable -7- ANNUAL REPORT OF: Conectiv Resource Partners, Inc. For the Year Ended December 31, 2000 (In Thousands) ACCUMULATED PROVISION FOR DEPRECIATION AND AMORTIZATION OF SERVICE COMPANY PROPERTY
Balance At Additions Other Balance At Beginning Charged to Changes Add Close Description of Year Account 403 Retirements (Deduct)(1) of Year Account 301 Organization $ - $ - $ - $ - $ - 303 Miscellaneous Intangible Plant 2,102 2,448 (2,256) - 2,294 304 Land and Land Rights - - - - - 305 Structures and Improvements 156 477 - - 633 306 Leasehold Improvements - - - - - 307 Equipment(2) 4,198 9,300 (5) - 13,493 308 Office Furniture and Equipment 81 297 - - 378 309 Automobiles, Other Vehicles and Related Garage Equipment - - - - - 310 Aircraft and Airport Equipment - - - - - 311 Other Service Company Property - - - - - ------ ------- ------- --- ------- TOTAL $6,537 $12,522 $(2,261) $ - $16,798 ====== ======= ======= === =======
(1) Provide an explanation of those changes considered material: NOT APPLICABLE -8- ANNUAL REPORT OF: Conectiv Resource Partners, Inc. For the Year Ended December 31, 2000 (In Thousands) SCHEDULE IV - INVESTMENTS INSTRUCTIONS: Complete the following schedule concerning investments. Under Account 124, "Other Investments", state each investment separately, with description, including the name of the issuing company, number of shares or principal amount, etc. Under Account 136, "Temporary Cash Investments", list each investment separately. Balance At Balance At Beginning Close Description of Year of Year Account 123 - Investment in Associate Companies $ - $ - Account 124 - Other Investments - - Account 136 - Temporary Cash Investments Merrill Lynch Premier Institutional Fund - 52,578 --- ------- TOTAL $ - $52,578 === ======= -9- ANNUAL REPORT OF: Conectiv Resource Partners, Inc. For the Year Ended December 31, 2000 (In Thousands) SCHEDULE V - ACCOUNTS RECEIVABLE FROM ASSOCIATE COMPANIES INSTRUCTIONS: Complete the following schedule listing accounts receivable from each associate company. Where the service company has provided accommodation or convenience payments for associate companies, a separate listing of total payments for each associate company by subaccount should be provided. Balance At Balance At Beginning Close Description of Year of Year Account 146 - Accounts Receivable from Associate Companies DCI II, Inc. $ 28 $ 1 Conectiv Operating Services Company 2,427 4,154 Conectiv Mid Merit, Inc. - 185 DCTC-Burney, Inc. 12 49 Delmarva Power & Light 18,040 16,842 Atlantic City Electric 11,902 9,151 Delmarva Capital Investments 378 175 Conectiv Energy Supply, Inc. 1,663 21,753 Delmarva Services Company 4 - Conectiv Delmarva Generation, Inc. - 1,369 Conectiv Atlantic Generation, LLC - 505 Conectiv Solutions LLC 887 1,223 Conectiv Communications, Inc. 2,424 2,554 Conectiv Services, Inc. 1,004 - Conectiv Services II, Inc. - 973 Conectiv Holding Company 45 1,760 ATE Investments, Inc. 322 404 Atlantic Southern Properties 54 209 Atlantic Generation, Inc. 89 67 Conectiv Energy, Inc. (3,754) 97 Conectiv Thermal Systems 125 546 Enerval, LLC 2,576 - Atlantic Jersey Thermal Systems Inc. 1 - Thermal Energy Limited Partnership 617 236 King Street Assurance Ltd. 7 6 ------- ------- TOTAL RECEIVABLES $38,851 $62,259 ======= ======= Analysis of Convenience or Accommodation Payments: See Schedule V (a) -10- ANNUAL REPORT OF: Conectiv Resource Partners, Inc. For the Year Ended December 31, 2000 (In Thousands) SCHEDULE V (a) - Analysis of Convenience or Accommodation Payments Total Company Name Payments ------------ -------- ATE Investments, Inc. 6,206 Atlantic City Electric 26,990 Atlantic Generation, Inc. 225 Atlantic Southern Properties 1,862 Conectiv Holding Company 218 Conectiv Atlantic Generation, LLC 7,377 Conectiv Communications, Inc. 22,142 Conectiv Delmarva Generation, Inc. 12,948 Conectiv Energy Supply, Inc. 109,730 Conectiv Energy, Inc. 382 Conectiv Mid-Merit, Inc. 442 Conectiv Operating Services Company 32,405 Conectiv Plumbing LLC 2 Conectiv Services, Inc. 7,695 Conectiv Thermal Systems 3,843 Conectiv Solutions, LLC 5,674 Conectiv Services II, Inc. 4,869 DCI I, Inc. 42 DCI II, Inc. 879 DCTC-Burney, Inc. 65 Delmarva Capital Investments 1,490 Delmarva Power & Light 104,705 Delmarva Services Company 1,662 Enerval, LLC 2 King Street Assurance Ltd. 34 Thermal Energy Limited Partnership 1,639 Vital Services Home LLC 181 -------- Total Payments $353,709 ======== The majority of convenience payments relate to benefits and outside legal, consulting and purchased power expenses paid to vendors who bill more than one system affiliate on one invoice, and expenses incurred by system affiliates who do not have a checking account. -10a- ANNUAL REPORT OF: Conectiv Resource Partners, Inc. For the Year Ended December 31, 2000 (In Thousands) SCHEDULE VI - FUEL STOCK EXPENSE UNDISTRIBUTED INSTRUCTIONS: Report the amount of labor and expenses incurred with respect to fuel stock expenses during the year and indicate amount attributable to each associate company. Under the section headed "summary" listed below give an overall report of the fuel functions performed by the service company. Description Labor Expenses Total ----------- ----- -------- ----- Account 152 - Fuel Stock Expenses Undistributed $ - $ - $ - ---- ---- ---- TOTAL $ - $ - $ - ==== ==== ==== Summary: Not Applicable -11- ANNUAL REPORT OF: Conectiv Resource Partners, Inc. For the Year Ended December 31, 2000 (In Thousands) SCHEDULE VII - STORES EXPENSE UNDISTRIBUTED INSTRUCTIONS: Report the amount of labor and expenses incurred with respect to stores expense during the year and indicate amount attributable to each associate company. Description Labor Expenses Total ----------- ----- -------- ----- Account 163 - Stores Expense Undistributed $ - $ - $ - ---- ---- ---- TOTAL $ - $ - $ - ==== ==== ==== -12- ANNUAL REPORT OF: Conectiv Resource Partners, Inc. For the Year Ended December 31, 2000 (In Thousands) SCHEDULE VIII - MISCELLANEOUS CURRENT AND ACCRUED ASSETS INSTRUCTIONS: Provide detail of items in this account. Items less than $10,000 may be grouped, showing the number of items in each group. Balance At Balance At Beginning Close Description of Year of Year ----------- Account 174 - Miscellaneous Current and $ - $ - Accrued Assets ---- ---- TOTAL $ - $ - ==== ==== -13- ANNUAL REPORT OF: Conectiv Resource Partners, Inc. For the Year Ended December 31, 2000 (In Thousands) SCHEDULE IX - MISCELLANEOUS DEFERRED DEBITS INSTRUCTIONS: Provide detail of items in this account. Items less than $10,000 may be grouped by class, showing the number of items in each class.
Balance At Balance At Beginning Close Description of Year of Year ----------- Account 186 - Miscellaneous Deferred Debits Suspense-Cash Management $(135) $ (83) Intangible Asset-Supplemental Executive Retirement Plan - 3,602 SAP Costs-Deferred - 849 Software termination fee accrual - (325) Exp in connection with Mgmt Life Insurance Program (2) 41 Other 26 11 ----- ------ TOTAL $(111) $4,095 ===== ======
-14- ANNUAL REPORT OF: Conectiv Resource Partners, Inc. For the Year Ended December 31, 2000 (In Thousands) SCHEDULE X RESEARCH, DEVELOPMENT OR DEMONSTRATION EXPENDITURES INSTRUCTIONS: Provide a description of each material research, development, or demonstration project which incurred costs by the service corporation during the year. Description Amount ----------- ------ Account 188 - RESEARCH, DEVELOPMENT, OR DEMONSTRATION EXPENDITURES $ - ---- TOTAL $ - ==== -15- ANNUAL REPORT OF: Conectiv Resource Partners, Inc. For the Year Ended December 31, 2000 SCHEDULE XI - PROPRIETARY CAPITAL
Outstanding Number of Par or Stated Close of Period Account Shares Value No. of Total Number Class of Stock Authorized Per Share Shares Amount 201 Common Stock Issued 1,000 $1.00 1,000 $1,000
INSTRUCTIONS: Classify amounts in each account with brief explanation, disclosing the general nature of transactions which gave rise to the reported amounts. Description Amount Account 211 - Miscellaneous Paid-In Capital $ - Account 215 - Appropriated Retained Earnings - ---- TOTAL $ - ==== INSTRUCTIONS: Give particulars concerning net income or (loss) during the year, distinguishing between compensation for the use of capital owed or net loss remaining from servicing nonassociates per the General Instructions of the Uniform System of Accounts. For dividends paid during the year in cash or otherwise, provide rate percentage, amount of dividend, date declared and date paid.
Balance At Net Income Balance At Beginning or Dividends Close Description of Year (Loss) Paid of Year Account 216 - Unappropriated Retained Earnings $(131) $(98) $ - $(229) ----- ---- ----- ----- TOTAL $(131) $(98) $ - $(229) ===== ==== ===== =====
-16- ANNUAL REPORT OF: Conectiv Resource Partners, Inc. For the Year Ended December 31, 2000 (In Thousands) SCHEDULE XII - LONG-TERM DEBT INSTRUCTIONS: Advances from associate companies should be reported separately for advances on notes, and advances on open account. Names of associate companies from which advances were received shall be shown under the class and series of obligation column. For Account 224 - Other Long-Term Debt provide the name of the creditor company or organization, terms of the obligation, date of maturity, interest rate, and the amount authorized and outstanding.
Terms of Oblig Date Balance At Balance At Class & Series of Interest Amount Beginning Deductions Close of Obligation Maturity Rate Amortized of Year Additions (1) of Year Account 223 - Advances from Associate Companies: $ - $ - Account 224 - Other Long-Term Debt - - ---- ---- TOTAL $ - $ - ==== ====
(1) Give an explanation of deductions: Not Applicable -17- ANNUAL REPORT OF: Conectiv Resource Partners, Inc. For the Year Ended December 31, 2000 (In Thousands) SCHEDULE XIII - CURRENT AND ACCRUED LIABILITIES INSTRUCTIONS: Provide balance of notes and accounts payable to each associate company. Give description and amount of miscellaneous current and accrued liabilities. Items less than $10,000 may be grouped, showing the number of items in each group.
Balance At Balance At Beginning Close Description of Year of Year ----------- Account 233 - Notes Payable to Associate Companies Conectiv Money Pool $84,654 $119,640 King Street Assurance Ltd. - 20,118 ------- -------- TOTAL $84,654 $139,758 ======= ======== Account 234 - Accounts Payable to Associate Companies $ - $ - - - ------- -------- TOTAL $ - $ - ======= ======== Account 242 - Miscellaneous Current and Accrued Liabilities General Liability Insurance $ 55 $ (200) Health Claims Reserve 1,355 2,075 Severance 5,129 1,635 Pension 4,295 7,753 Deferred Compensation 8,479 14,097 Deferred Savings and Thrift 968 8,285 Supplemental Executive Retirement Plan - 3,935 Other 30 60 ------- -------- TOTAL $20,311 $ 37,640 ======= ========
-18- ANNUAL REPORT OF: CONECTIV RESOURCE PARTNERS, INC. For the Year Ended December 31, 2000 SCHEDULE XIV - NOTES TO FINANCIAL STATEMENTS INSTRUCTIONS: The space below is provided for important notes regarding the financial statements or any account thereof. Furnish particulars as to any significant contingent assets or liabilities existing at the end of the year. Notes relating to financial statements shown elsewhere in this report may be indicated here by reference. 1. Service Company Property and Non-Utility Property Service Company property and non-utility property are stated at original cost, including property additions. Capitalized interest is included in the original cost and represents the cost of borrowed and equity funds used to finance construction of new facilities. The annual provision for depreciation on service company and non-utility property is computed on the straight-line basis using composite rates by classes of depreciable property. Accumulated depreciation is charged with the cost of depreciable property retired, including removal costs less salvage and other recoveries. 2. Income Taxes CRP, as a subsidiary of Conectiv, is included in the consolidated federal income tax return of Conectiv. Income taxes are allocated to CRP based upon its taxable income or loss, determined on a separate return basis. The financial statements include two categories of income taxes- current and deferred. Current income taxes represent CRP's share of amounts of tax expected to be reported on Conectiv's federal and state income tax returns. Deferred income tax assets and liabilities represent the tax effects of temporary differences between the financial statements and tax bases of existing assets and liabilities are measured using presently enacted tax rates. Deferred income tax expense represents the net change during the reporting period in the net deferred tax liability. 3. Pension and Other Postretirement Benefits CRP employees are covered by the Conectiv pension plan which as of December 31, 2000 had a projected benefit obligation of $694.6 million and trust fund assets with fair value of $948.0 million, resulting in an over- funded status of $253.4 million of which $70.0 million was reflected on Conectiv's Consolidated December 31, 2000 Balance Sheet. During 2000, CRP was billed by associated Conectiv subsidiaries for $3.3 million for pension service and interest costs, net of expected return on assets. CRP employees are covered by Conectiv's other postretirement benefit plans which as of December 31, 2000 had a projected benefit obligation of $201.5 million and trust fund assets with a fair value of $119.7 million, resulting in an under-funded status of $81.8 million. Due to an unrecognized actuarial gain, a liability of $90.3 million was reflected on Conectiv's Consolidated December 31, 2000 Balance Sheet. During 2000, CRP was billed by associated Conectiv subsidiaries for $2.4 million for other postretirement service and interest cost, net of expected return on assets. -19- Conectiv also maintains 401(k) savings plans for covered employees, including employees of CRP. Conectiv contributes to the plan, in the form of Conectiv stock, at varying levels up to $0.50 for each dollar contributed by employees, for up to 6% of employee base pay. The amount expensed by CRP for Conectiv's matching contributions was $1.8 million in 2000. 4. Rents CRP leases office buildings and business equipment from associate companies. These leases are accounted for as operating leases. 5. Money Pool The Money Pool exists to permit affiliate companies to borrow excess cash from other affiliate companies. Conectiv Resource Partners, Inc. serves as the Administrator for the System Money Pool. -20- ANNUAL REPORT OF: Conectiv Resource Partners, Inc. For the Years Ended December 31, 2000 and 1999 (In Thousands) SCHEDULE XV - COMPARATIVE STATEMENT OF INCOME
Current Prior Year Year Account Description 2000 1999 INCOME 457 Services rendered to associate companies $267,932 $253,927 458 Services rendered to nonassociate companies - - 421 Miscellaneous income or loss - - -------- -------- TOTAL INCOME $267,932 $253,927 ======== ======== EXPENSE 912-13 Marketing & Advertising $ 101 $ 288 920 Salaries and wages 104,891 92,785 921 Office Supplies and expenses 21,433 18,871 922 Administrative expenses transferred-credit - - 923 Outside services employed 59,907 65,985 924 Property insurance 1,496 1,261 925 Injuries and damages 961 1,429 926 Employee pensions and benefits 25,371 26,809 928 Regulatory commission expense - - 929 Duplicate charges-credit (1,528) (4,153) 930.1 General advertising expense 146 145 930.2 Miscellaneous general expenses 6,999 9,935 931 Rents 27,806 28,187 932 Maintenance of structures and equipment 296 - 403 Depreciation and amortization expense 12,522 7,194 408 Taxes other than income taxes 396 202 409 Income taxes 162 (6,245) 410 Provision for deferred income taxes (64) 6,350 411 Provision for deferred income taxes-credit - - 411.5 Investment tax credit - - 426.1 Donations 1,066 1,201 426.5 Other deductions - - 427 Interest on long-term debt - - 430 Interest on debt to associate companies 6,069 3,788 431 Other interest expense - - -------- -------- TOTAL EXPENSES $268,030 $254,032 -------- -------- NET INCOME OR (LOSS) $ (98) $ (105) ======== ========
-21- ANNUAL REPORT OF: Conectiv Resource Partners, Inc. For the Year Ended December 31, 2000 (In Thousands) ANALYSIS OF BILLING ASSOCIATE COMPANIES - ACCOUNT 457
Direct Indirect Compensation Total Costs Costs For Use Amount Name of Associate Company Charged Charged of Capital Billed 457-1 457-2 457-3 Delmarva Power & Light Company $ 58,725 $ 72,377 $3,047 $134,149 Atlantic City Electric Company 33,839 42,184 1,755 77,778 Delmarva Capital Investments 53 48 6 107 Conectiv Operating Services Company 596 129 - 725 Conectiv Energy Supply, Inc. 3,658 4,050 66 7,774 DCTC-Burney, Inc. 71 4 - 75 Conectiv Delmarva Generation, LLC 1,053 3,257 341 4,651 Conectiv Atlantic Generation, Inc. 220 668 49 937 Conectiv Mid Merit, Inc. 951 - - 951 Delmarva Services Company 1 2 - 3 Conectiv Services, Inc. 935 1,971 86 2,992 Conectiv Services II, Inc. 713 559 34 1,306 Conectiv Energy, Inc. 2,780 11 - 2,791 Conectiv Solutions, LLC 4,065 6,101 106 10,272 Conectiv Communications, Inc. 7,580 9,079 538 17,197 Atlantic Southern Properties 14 117 12 143 Atlantic Generation, Inc. 794 132 - 926 ATE Investments, Inc. 24 184 - 208 King Street Assurance LTD 33 13 - 46 Vital Services Home, LLC 20 60 - 80 Enerval, LLC 2 - - 2 Thermal Energy Limited Partnership 544 70 - 614 Conectiv Thermal Systems 1,370 853 29 2,252 Conectiv Holding Company - 1,953 - 1,953 -------- -------- ------ -------- TOTAL $118,041 $143,822 $6,069 $267,932 ======== ======== ====== ========
-22- ANNUAL REPORT OF: Conectiv Resource Partners, Inc. For the Year Ended December 31, 2000 (In Thousands) ANALYSIS OF BILLING NONASSOCIATE COMPANIES - ACCOUNT 458
Direct Indirect Compensation Excess Total Costs Costs For Use Total or Amount Name of Nonassociate Company Charged Charged of Capital Cost Deficiency Billed 458-1 458-2 458-3 458-4 TOTAL $ - $ - $ - $ - $ - $ - ==== ==== ==== ==== ==== ====
INSTRUCTION: Provide a brief description of the services rendered to each nonassociate company. NOT APPLICABLE -23- ANNUAL REPORT OF: Conectiv Resource Partners, Inc. For the Year Ended December 31, 2000 (In Thousands) SCHEDULE XVI - ANALYSIS OF CHARGES FOR SERVICES ASSOCIATE AND NONASSOCIATE COMPANIES
Associate Nonassociate Total Charges Company Charges Company Charges for Service Direct Indirect Direct Indirect Direct Indirect Description of Items Costs Costs Total Costs Costs Total Costs Costs Total 912-13 Marketing & Advertising $ - $ 101 101 $ - $ - $ - $ - $ 101 $ 101 920 Salaries and wages 66,103 38,788 104,891 - - - 66,103 38,788 104,891 921 Office Supplies and expenses 5,903 15,530 21,433 - - - 5,903 15,530 21,433 922 Administrative expenses transferred-credit - - - - - - - - - 923 Outside services employed 15,345 44,562 59,907 - - - 15,345 44,562 59,907 924 Property insurance - 1,496 1,496 - - - - 1,496 1,496 925 Injuries and damages - 961 961 - - - - 961 961 926 Employee pensions and benefits 17,706 7,665 25,371 - - - 17,706 7,665 25,371 928 Regulatory commission expense - - - - - - - - - 929 Duplicate charges-credit - (1,528) (1,528) - - - - (1,528) (1,528) 930.1 General advertising expense - 146 146 - - - - 146 146 930.2 Miscellaneous general expenses 1,180 5,819 6,999 - - - 1,180 5,819 6,999 931 Rents 7,082 20,724 27,806 - - - 7,082 20,724 27,806 932 Maintenance of structures and equipment - 296 296 - - - - 296 296 403 Depreciation and amortization expense 4,722 7,800 12,522 - - - 4,722 7,800 12,522 408 Taxes other than income taxes - 396 396 - - - - 396 396 409 Income taxes - 64 64 - - - - 64 64 410 Provision for deferred income taxes - (64) (64) - - - - (64) (64) 411 Provision for deferred income taxes-credit - - - - - - - - - 411.5 Investment tax credit - - - - - - - - - 426.1 Donations - 1,066 1,066 - - - - 1,066 1,066 426.5 Other deductions - - - - - - - - - 427 Interest on long-term debt - - - - - - - - - 431 Other interest expense - - - - - - - - - -------- -------- ------- ---- ---- ---- -------- -------- -------- TOTAL EXPENSES $118,041 $143,822 261,863 $ - $ - $ - $118,041 $143,822 $261,863 ======== ======== ======= ==== ==== ==== ======== ======== ======== Compensation for Use of Equity Capital 430 Interest on debt to associate companies 6,069 - - - - 6,069 6,069 ------- ---- ---- ---- -------- -------- -------- TOTAL COST OF SERVICES 267,932 $ - $ - $ - $118,041 $149,891 $267,932 ======= ==== ==== ==== ======== ======== ========
INSTRUCTION: Total cost of service will equal for associate and nonassociate companies the total amount billed under their separate analysis of billing schedules. -24- ANNUAL REPORT OF: Conectiv Resource Partners, Inc. For the Year Ended December 31, 2000 (In Thousands) SCHEDULE XVII - SCHEDULE OF EXPENSE DISTRIBUTION BY DEPARTMENT OR SERVICE FUNCTION
Environ- Corporate Infor- Total Executive mental Communi- SAP mation Customer Corporate Description of Items Amount Overhead Management & Safety cations Services Services Marketing Service Secretary 912-13 Marketing & Advertising $ 101 $ - $ 1 $ - $ 1 $ - $ - $ 17 $ 1 920 Salaries and wages 104,891 3,880 3,740 564 950 1,952 8,014 975 21,920 63 921 Office Supplies and expenses 21,433 10 438 22 1,015 743 6,774 530 5,719 156 922 Administrative expenses transferred- credit - 923 Outside services employed 59,907 277 845 258 2,031 2,075 14,168 2,478 20,566 403 924 Property insurance 1,496 925 Injuries and damages 961 3 926 Employee pensions and benefits 25,371 28,068 2 0 928 Regulatory commission expense - 929 Duplicate Charges- credit (1,528) (315) (959) (21) 930.1 General advertising expense 146 124 10 8 0 930.2 Miscellaneous general expenses 6,999 958 37 43 285 41 1,969 172 706 4 931 Rents 27,806 20 102 4,911 6,869 2 1,536 932 Maintenance of structures and equipment 296 403 Depreciation and amortization expense 12,522 7,671 901 408 Taxes other than income taxes 396 1 409 Income taxes 162 162 410 Provision for deferred income taxes (64) (64) 411 Provision for deferred income taxes-credit - 411.5 Investment tax credit - 426.1 Donations 1,066 4 10 1,001 0 10 426.5 Other deductions - 427 Interest on long-term debt - 430 Interest on debt to associate companies 6,069 1,486 2,033 395 431 Other interest expense - -------- ------- ------ ---- ------ ------ ------- ------ ------- ---- TOTAL EXPENSES $268,030 $34,778 $5,085 $897 $5,511 $9,407 $46,539 $4,184 $51,744 $626 ======== ======= ====== ==== ====== ====== ======= ====== ======= ====
-25- ANNUAL REPORT OF: Conectiv Resource Partners, Inc. For the Year Ended December 31, 2000 (In Thousands) SCHEDULE XVII - SCHEDULE OF EXPENSE DISTRIBUTION BY DEPARTMENT OR SERVICE FUNCTION
Internal Human Risk & Procurement Description of Items Audit Legal Resources Controller Finance Tax Insurance Treasury Regulatory & Supply Chain 912-13 Marketing & Advertising $ 1 $ 1 920 Salaries and wages 275 1,314 3,911 3,384 1,451 607 744 730 1,610 2,059 921 Office Supplies and expenses 24 111 326 127 116 134 31 144 47 225 922 Administrative expenses transferred-credit 923 Outside services employed 116 390 2,110 2,446 1,191 664 33 1,689 4 1,120 924 Property insurance 1,496 925 Injuries and damages 13 945 926 Employee pensions and benefits (2,703) 928 Regulatory commission expense 929 Duplicate Charges- credit (8) (207) (5) 930.1 General advertising expense 930.2 Miscellaneous general expenses 2 31 234 19 134 16 4 12 8 1,032 931 Rents 2 11 10 14 34 7 4 932 Maintenance of structures and equipment 403 Depreciation and amortization expense 1,170 408 Taxes other than income taxes 16 409 Income taxes 410 Provision for deferred income taxes 411 Provision for deferred income taxes-credit 411.5 Investment tax credit 426.1 Donations 16 5 426.5 Other deductions 427 Interest on long- term debt 430 Interest on debt to associate companies 484 431 Other interest expense ---- ------ ------ ------ ----- ------ ------ ------ ------ ------ TOTAL EXPENSES $419 $1,851 $5,352 $5,986 $2,923 $1,455 $3,253 $2,581 $1,676 $4,435 ==== ====== ====== ====== ====== ====== ====== ====== ====== ======
-26- ANNUAL REPORT OF: Conectiv Resource Partners, Inc. For the Year Ended December 31, 2000 (In Thousands) SCHEDULE XVII - SCHEDULE OF EXPENSE DISTRIBUTION BY DEPARTMENT OR SERVICE FUNCTION
Facility Real Vehicle Document Delivery Supply Enterprise Description of Items Services Estate Management Security Services Services Services Services 912-13 Marketing & Advertising $ - $ - $ - $ - $ - $ - $ 79 920 Salaries and wages 456 488 318 147 520 15,742 28,370 707 921 Office Supplies and expenses 69 11 7 13 416 759 3,461 5 922 Administrative expenses transferred-credit 923 Outside services employed 1,055 124 4 32 685 1,385 3,758 924 Property insurance 925 Injuries and damages 926 Employee pensions and benefits 1 3 928 Regulatory commission expense 929 Duplicate Charges- credit (13) 930.1 General advertising expense 4 930.2 Miscellaneous general expenses 341 32 30 14 (36) 447 464 931 Rents 12,692 1 (5) 866 308 422 932 Maintenance of structures and equipment 296 403 Depreciation and amortization expense 651 46 2,080 3 408 Taxes other than income taxes 375 4 409 Income taxes 410 Provision for deferred income taxes 411 Provision for deferred income taxes-credit 411.5 Investment tax credit 426.1 Donations 2 3 15 426.5 Other deductions 427 Interest on long- term debt 430 Interest on debt to associate companies 1,150 12 499 10 431 Other interest expense ------- ---- ---- ---- ------ ------- ------- ---- TOTAL EXPENSES $17,087 $656 $412 $206 $2,451 $21,228 $36,576 $712 ======= ==== ==== ==== ====== ======= ======= ====
-27- ANNUAL REPORT OF: Conectiv Resource Partners, Inc. For the Year Ended December 31, 2000 (In Thousands) DEPARTMENTAL ANALYSIS OF SALARIES - ACCOUNT 920
Departmental Salary Expense Number of Name of Department Included in Amounts Billed to Personnel Indicate each department Total Parent Other Non End of or service function. Amount Company Associates Associates Year Executive Management $ 3,740 $152 $ 3,588 $ - 10 Environmental & Safety 564 - 564 - 6 Corporate Communications 950 95 855 - 11 SAP Applications 1,952 - 1,952 - 28 Information Systems 8,014 - 8,014 - 96 Marketing 975 61 914 - 4 Customer Services 21,920 - 21,920 - 452 Corporate Secretary 63 7 56 - 1 Internal Audit 275 - 275 - 4 Legal 1,314 129 1,185 - 12 Human Resources 3,911 - 3,911 - 53 Controller 3,384 79 3,305 - 44 Finance 1,451 - 1,451 - 8 Tax 607 - 607 - 10 Risk & Insurance 744 - 744 - 11 Treasury 730 73 657 - 10 Regulatory 1,610 - 1,610 - 20 Procurement & Supply Chain 2,059 - 2,059 - 23 Facility Services 456 - 456 - 4
-28- ANNUAL REPORT OF: Conectiv Resource Partners, Inc. For the Year Ended December 31, 2000 (In Thousands) DEPARTMENTAL ANALYSIS OF SALARIES - ACCOUNT 920 (continued)
Departmental Salary Expense Number of Name of Department Included in Amounts Billed to Personnel Indicate each department Total Parent Other Non End of or service function. Amount Company Associates Associates Year Real Estate $ 488 $ - $ 488 $ - 8 Vehicle Management 318 - 318 - 5 Security 147 - 147 - 3 Document Services 520 - 520 - 13 Delivery Shared Services 15,742 - 15,742 - 197 Supply Shared Services 28,370 - 28,370 - 304 Enterprises Shared Services 707 - 707 - 3 Corporate 3,880 - 3,880 - - -------- ---- -------- ---- ----- $104,891 $596 $104,295 $ - 1,340 ======== ==== ======== ==== =====
-29- ANNUAL REPORT OF: Conectiv Resource Partners, Inc. For the Year Ended December 31, 2000 (In Thousands) OUTSIDE SERVICES EMPLOYED - ACCOUNT 923 INSTRUCTIONS: Provide a breakdown by subaccount of outside services employed. If the aggregate amounts paid to any one payee and included within one subaccount is less than $100,000, only the aggregate number and amount of all such payments included within the subaccount need be shown. Provide a subaccount for each type of service.
Relationship "A"=Associate From Whom Purchased Description "NA"=Nonassociate Amount Temporary Services: INTEGRITY STAFFING SOLUTIONS Temporary Employment Services NA $ 2,035 RANDSTAD Temporary Employment Services NA 1,854 AJILON Temporary Employment Services NA 1,290 JOULE TEMPORARIES INC. Temporary Employment Services NA 829 GENESIS MICRO SOLUTIO IS Temporary Services NA 541 EDM SOLUTIONS INC IS Temporary Services NA 392 THE SIEGFRIED GROUP LLP Temporary Financial Services NA 259 TR SYSTEMS INC IS Temporary Services NA 238 MENTOR CONSULTANTS IS Temporary Services NA 228 RPM SYSTEMS IS Temporary Services NA 220 RHI CONSULTING Temporary Employment Services NA 218 CAB TECHNOLOGIES INC IS Temporary Services NA 205 MANPOWER TEMPORARY SERVICES Temporary Employment Services NA 172 MAXIM GROUP Market Research Consultants NA 167 ACCOUNTEMPS Temporary Financial Services NA 115 MISCELLANEOUS NA 198 ------- (12 ITEMS LESS THAN $100,000) TOTAL $ 8,961 ------- Market Research Services: MARKET STRATEGIES INC Market Research Consultants NA $ 274 MISCELLANEOUS NA 215 ------- (15 ITEMS LESS THAN $100,000) TOTAL $ 489 ------- Maintenance Services: IBM CORPORATION Computer Consultants/Services NA $ 5,368 VISALIGN LLC Computer Consultants/Services NA 4,335 LUCENT TECHNOLOGIES INC Communications Services NA 884 SUN MICROSYSTEMS INC Computer Consultants/Services NA 634 HITACHI DATA SYSTEMS Computer Consultants/Services NA 609 DORSET PROFESSIONAL SERVICES INC Computer Consultants/Services NA 710 CORPORATE INTERIORS OF DELAWARE INC Consulting Services NA 336 NETWORK EQUIPMENT TECHNOLOGIES Communications Services NA 233 STORAGE TECHNOLOGY CORP Computer Consultants/Services NA 217 XESYSTEMS INC. Copier Services NA 215 NEW ENERGY ASSOCIATES LLC Consulting Services NA 176 SIEMENS ENTERPRISE NETWORKS LLC Computer Consultants/Services NA 168 INFINITY INFO SYSTEMS Computer Consultants/Services NA 143 SWISS CLEAN-DIVISION Maintenance Services NA 139 DUNN CORPORATE RESOURES Consulting Services NA 136 MISCELLANEOUS NA 459 (11 ITEMS LESS THAN $100,000) ------- TOTAL $14,762 -------
-31- ANNUAL REPORT OF: Conectiv Resource Partners, Inc. For the Year Ended December 31, 2000 (In Thousands) OUTSIDE SERVICES EMPLOYED - ACCOUNT 923 (Continued)
Relationship "A"=Associate From Whom Purchased Description "NA"=Nonassociate Amount Legal Services: SHAW PITTMAN POTTS & TROWBRIDG Professional Legal Services NA $ 334 SKADDEN ARPS SLATE MEAGEHER & FLOM Professional Legal Services NA 204 LEBOEUF, LAMB, GREENE & MACRAE Professional Legal Services NA 202 COUNSEL PER DIEM INC Contract Legal Counsel NA 167 POTTER ANDERSON & CORROON Professional Legal Services NA 139 ASSIGNED COUNSEL INC Contract Legal Counsel NA 128 THELEN REID & PRIEST LLP Professional Legal Services NA 112 PEPPER HAMILTON & SCHEETZ Professional Legal Services NA 104 MISCELLANEOUS NA 522 ------ (27 ITEMS LESS THAN $100,000) TOTAL $1,912 ------ Audit Services: PRICEWATERHOUSECOOPERS LLP Audit Services NA $ 789 ------ TOTAL $ 789 ------ Internet Services: STANTON COMMUNICATIONS Communications Services NA $1,053 CLAYTON QUORUM INC Website Services NA 254 ------ TOTAL $1,307 ------ Advertising Services: GILLESPIE INC Advertising Services NA $ 879 THE PHILLIES Sporting Event Advertising NA 288 MISCELLANEOUS NA 143 ------ (12 ITEMS LESS THAN $100,000) TOTAL $1,310 ------ Training Services: INNOVATIVE THINKING Training Services NA $ 121 MISCELLANEOUS NA 262 ------ (14 ITEMS LESS THAN $100,000) TOTAL $ 383 ------ Other Services: KEANE INC Computer Consulting Services NA $2,662 UTILITY SYSTEMS SOLUTIONS Operations Consulting Services NA 2,257 DELOITTE & TOUCHE LLP Operations & Computer Consulting NA 1,852 FLK CONSULTING SERVICES Consulting Services NA 1,834 BAIN & COMPANY INC Financial Consulting Services NA 1,785 DELOITTE CONSULTING Consulting Services NA 1,396
-31- ANNUAL REPORT OF: Conectiv Resource Partners, Inc. For the Year Ended December 31, 2000 (In Thousands) OUTSIDE SERVICES EMPLOYED - ACCOUNT 923 (Continued)
Relationship "A"=Associate From Whom Purchased Description "NA"=Nonassociate Amount NCO FINANCIAL SYSTEM INC Collection Services NA 817 DMR CONSULTING Consulting Services NA 732 ARTHUR ANDERSON LLP Financial Consulting Services NA 589 THE BANK OF NEW YORK Treasury Services NA 588 PROJECT SPECIALISTS Consulting Services NA 539 FUTURTECH CONSULTING INC Computer Consulting Services NA 493 OXFORD GLOBAL RESOURCESINC Consulting Services NA 486 TRAVELERS EXPRESS CO INC Collection Services NA 454 BROOKS COURIER SERVICE INC Courier Services NA 426 E G MAHLER & ASSOCIATES INC Customer Service IT Outsourcing NA 386 PRECISION RESPONSE CORP Call Center Services NA 384 VERIZON Telecommunications Services NA 383 PROTECTION TECHNOLOGY Computer Consulting Services NA 382 GARY GASPER HR Staffing Services NA 358 SCG Software Consulting Group Document Imaging Consulting NA 345 BELL & HOWELL ACCEPTANCE CORP Consulting Services NA 327 INFORMATION CONSULTING SERV Consulting Services NA 318 PBS Consulting, Inc. Consulting Services NA 299 ISOGENIX Customer Service IT Outsourcing NA 246 THE ALCAR GROUP INC Financial Software Consulting Service NA 240 LOGICAL BUSINESS SOLUTIONS Consulting Services NA 234 INFO SYSTEMS INC Computer Consulting Services NA 215 COMDISCO DISASTER RECOVERY Disaster Recovery Services NA 205 ERIC LAGINESS Consulting Services NA 201 MDSI-MOBILE DATA SOLU Software Support Services NA 200 META GROUP INC Customer Service IT Outsourcing NA 200 TERENCE M ENNIS Consulting Services NA 197 MISI CO LTD Customer Service IT Consulting NA 196 AIRBORNE EXPRESS Courier Services NA 188 DLL SOLUTIONS INC Consulting Services NA 178 BRAINCORE INC Record Storage Services NA 173 TOWERS PERRIN Actuarial Services NA 172 UTILITY COLLECTIONS LTD Collection Services NA 172 SEIBERLICH TRANE HVAC Maintenance Services NA 170 SIEGRIED SCHIEFFER & SEITZ Financial Consulting Services NA 160 MODERN PRESS INC Printing Services NA 155 E-NTERDEV INC Consulting Services NA 151 JEREMIAH F WRIGHT JR Consulting Services NA 150 NEW YORK STOCK EXCHAN Financial Services NA 147 THOMAS KEENAN Consulting Services NA 146 CONTRACT ENVIRONMENTS INC Consulting and Design Services NA 143 TWENTY FIRST CENTURY High Volume Call Answering Services NA 142 J.A. TALVACCHIO Consulting Services NA 139 RR DONNELLEY RECEIVABLES Financial Printing Services NA 137 WEFA INC Consulting Services NA 133 ATLANTIC COAST ALARM INC Security Access Services NA 132
-32- ANNUAL REPORT OF: Conectiv Resource Partners, Inc. For the Year Ended December 31, 2000 (In Thousands) OUTSIDE SERVICES EMPLOYED - ACCOUNT 923 (Continued)
Relationship "A"=Associate From Whom Purchased Description "NA"=Nonassociate Amount ANDERSEN CONSULTING Consulting Services NA 131 ARTHUR D LITTLE Consulting Services NA 127 DAVIES CONSULTING, INC Consulting Services NA 123 OUTSOURCING PARTNERSHIP Consulting Services NA 123 ZA BUSINESS SERVICES Tax consulting services NA 121 INTEGREYTED CONSULTANTS INC Consulting Services NA 121 COMMONWEALTH RELOCATION SERVICES Relocation Services NA 120 MBS/MULTIMODE INC Collection Services NA 117 INVESTOR RELATIONS Investor Relations meeting fees NA 116 XCALIBER CONSULTING GROUP Consulting Services NA 113 TRAMMELL CROW CORPORATE Consulting Services NA 107 WATSON WYATT & COMPANY Human Resources, Comp & Benefits NA 107 GE INFORMATION SERVICES Consulting Services NA 102 MARIE OAKBERG HR Consulting Services NA 103 DUN & BRADSTREET Financial Data Services NA 102 MISCELLANEOUS NA 3,247 ------- (694 ITEMS LESS THAN $100,000) TOTAL $29,994 ------- GRAND TOTAL $59,907 =======
-33- ANNUAL REPORT OF: Conectiv Resource Partners, Inc. For the Year Ended December 31, 2000 (In Thousands) EMPLOYEE PENSIONS AND BENEFITS - ACCOUNT 926 INSTRUCTIONS: Provide a listing of each pension plan and benefit program provided by the service company. Such listing should be limited to $25,000. Description Amount Pension $ 3,266 Medical 8,818 OPEB expenses 2,436 Life insurance 548 Dental 815 Vision 197 Savings & Thrift 1,753 Payroll tax expenses 7,114 Education Plan 139 Long-Term Disability 210 Employee Association 70 Workman's Compensation Insurance 1,082 Administration Fees 75 Deferred Compensation Gains & Losses 288 Cobra (108) Employee deductions (1,037) Other (295) ------- TOTAL $25,371 ======= -34- ANNUAL REPORT OF: Conectiv Resource Partners, Inc. For the Year Ended December 31, 2000 (In Thousands) GENERAL ADVERTISING EXPENSES - ACCOUNT 930.1 INSTRUCTIONS: Provide a listing of the amount included in Account 930.1, "General Advertising Expenses", classifying the items according to the nature of the advertising and as defined in the account definition. If a particular class includes an amount in excess of $3,000 applicable to a single payee, show separately the name of the payee and the aggregate amount applicable thereto. Description Name of Payee Amount Yellow Pages ads Bell Atlantic-PA $33 Radio, TV & newspaper ads Aloysius Butler & Clark 28 Business journal ads Center for Business Management 10 Sponsorship Delmarva Shorebirds 10 Ad design McClafferty Printing 6 Newspaper ads Chesapeake Publishing 6 Newspaper ads Morning Star Publications 3 Directory ads Delaware Contractors Association 3 Miscellaneous 47 ---- TOTAL $146 ==== -35- ANNUAL REPORT OF: Conectiv Resource Partners, Inc. For the Year Ended December 31, 2000 (In Thousands) MISCELLANEOUS GENERAL EXPENSES - ACCOUNT 930.2 INSTRUCTIONS: Provide a listing of the amount included in Account 930.2, "Miscellaneous General Expenses", classifying such expenses according to their nature. Payments and expenses permitted by Section 321(b) (2) of the Federal Election Campaign Act, as amended by Public Law 94-283 in 1976 (2 U.S.C. Section 441 (b) (2)) shall be separately classified. Description Amount Software expenses $1,664 Process, Performance and Technology project 1,146 Material expenses 977 Base and pool vehicle charges 519 Sponsorships/Associations 324 Computer systems expense 258 Carneys Point Building-facilities work 252 Procurement card interface 237 Office moving costs 175 Employee expense reimbursement 125 Conectiv Solutions activity 117 Stores material overheads 104 Relocation costs 98 Customer Service Restoration 88 Millenium celebration 68 Customer Call Center expansion 61 Utilities expense 50 Customer walk-in office reconfiguration 45 Contractor Consulting 44 Logo items 41 Procurement overheads 40 Entertainment and meals 36 Employee background checks and drug screenings 31 Conference Center charges 29 Computer hardware and fax machine expenses 26 Cellular phone expenses 17 Donations 13 Training expenses 10 Other Miscellaneous expenses 404 ------ $6,999 ====== -36- ANNUAL REPORT OF: Conectiv Resource Partners, Inc. For the Year Ended December 31, 2000 (In Thousands) RENTS - ACCOUNT 931 INSTRUCTIONS: Provide a listing of the amount included in Account 931, "Rents", classifying such expenses by major groupings of property, as defined in the definition of the Uniform System of Accounts. Type of Property Amount Office Equipment & Computers $14,350 Office Rents 13,107 Vehicle Leases 246 Miscellaneous Rents 103 ------- TOTAL $27,806 ======= -37- ANNUAL REPORT OF: Conectiv Resource Partners, Inc. For the Year Ended December 31, 2000 (In Thousands) TAXES OTHER THAN INCOME TAXES - ACCOUNT 408 INSTRUCTIONS: Provide an analysis of Account 408, "Taxes Other Than Income Taxes". Separate the analysis into two groups: (1) other than U.S. Government taxes, and (2) U.S. Government taxes. Specify each of the various kinds of taxes and show the amounts thereof. Provide a subtotal for each class of tax. Kind of Tax Amount (1) Other Than U.S. Government Taxes City of Wilmington $ 20 Property Taxes 375 State of Delaware 1 ---- SUBTOTAL $396 (2) U.S. Government Taxes $ - SUBTOTAL $ - TOTAL $396 ==== -38- ANNUAL REPORT OF: Conectiv Resource Partners, Inc. For the Year Ended December 31, 2000 (In Thousands) DONATIONS - ACCOUNT 426.1 INSTRUCTIONS: Provide a listing of the amount included in Account 426.1, "Donations", classifying such expenses by its purpose. The aggregate number and amount of all items of less than $3,000 may be shown in lieu of details.
Name of Recipient Purpose of Donation Amount United Way Community Welfare $268 Good Neighbor Energy Fund Shareholder Fund Distribution 69 Grand Opera House, Inc. Community Welfare 29 Delaware Public Policy Institution Community Welfare 25 Leadership for NJ's Future II Community Welfare 25 Philadelphia 2000 Community Welfare 25 The Nature Conservancy Land protection efforts 25 Junior Achievement Community Welfare 22 Salisbury State University Educational Fund 21 Community Servic Grant 20 Business/Public Education Council Community Welfare 15 Community Foundation of E.S. Community Welfare 15 Delaware Community Foundation Educational Fund 13 The Richard Stockton College of NJ Educational Fund 13 The March of Dimes Community Welfare 11 Boy Scouts of America Community Welfare 10 Chesapeake College Educational Fund 10 Family Services Association Community Welfare 10 Jewish Community Center of Atlantic City Community Welfare 10 Metropolitan Wilmington Urban League Community Welfare 10 St. Francis Hospital Community Welfare 10 American Heart Association Community Welfare 8 Goldey Beacom College Educational Fund 8 LPGA Urban Youth Golf Program Community Welfare 8 Reading is Fundamental Community Welfare 8 Sussex Pregnancy Care Center Community Welfare 8 WOR-WIC Community College Endowment Fund 8 Bob Baker Memorial Fund Memorial Fund 7 Delaware State Chamber of Commerce Community Welfare 7 Delaware Foundation for Retarded Children Community Welfare 6 Delaware Science Math & Technology Educational Fund 6 New Jersey Shares Community Welfare 6 Swingin with a Star Charity Golf Tournament 6 YMCA Building Campaign 6 American Red Cross Community Welfare 5 Claymont Community Coalition Community Welfare 5 Delaware Center for the Arts Community Welfare 5 Delaware Volunteer Firemens Association Community Welfare 5 Five Mile Beach Volunteer Firemans Assoc Community Welfare 5 Friends of Woodburn Community Welfare 5 Maryland Chamber of Commerce Community Welfare 5 Police Athletic League of DE Community Welfare 5
-39- ANNUAL REPORT OF: Conectiv Resource Partners, Inc. For the Year Ended December 31, 2000 (In Thousands) DONATIONS - ACCOUNT 426.1 INSTRUCTIONS: Provide a listing of the amount included in Account 426.1, "Donations", classifying such expenses by its purpose. The aggregate number and amount of all items of less than $3,000 may be shown in lieu of details.
Name of Recipient Purpose of Donation Amount Slam Dunk to the Beach Community Welfare $5 The Arc of Delaware Grant 5 The Committee of 100 Community Welfare 5 University of Delaware Scholarship Funds 5 West Jersey Health and Hospital Community Welfare 5 Wilmington Trust Donation Trust Fund 5 Children & Families First Community Welfare 4 Conserve Wildlife Foundation Community Welfare 4 Delaware State University Scholarship 4 Delaware Technical & Community College Educational Fund 4 FAME Inc. Community Welfare 4 Public Allies Delaware Community Welfare 4 Rowan College Foundation Educational Fund 4 West End Neighborhood House Community Welfare 4 William P Frank Scholarship Fund Scholarship Funds 4 Dysart & Associates Environmental Welfare 4 Cohanzick Zoological Society Community Welfare 3 Delaware Health & Social Services Community Welfare 3 Delaware Nature Society Community Welfare 3 Department of Natural Resources Community Welfare 3 New Jersey Shakespeare Community Welfare 3 Southern New Jersey Chamber of Commerce Community Welfare 3 The Ministry of Caring Inc. Community Welfare 3 Other Miscellaneous Donations 187 ------ TOTAL $1,066 ======
-40- ANNUAL REPORT OF: Conectiv Resource Partners, Inc. For the Year Ended December 31, 2000 (In Thousands) OTHER DEDUCTIONS - ACCOUNT 426.5 INSTRUCTIONS: Provide a listing of the amount included in Account 426.5, "Other Deductions", classifying such expenses according to their nature. Description Name of Payee Amount $ - TOTAL $ - ====== -41- ANNUAL REPORT OF: Conectiv Resource Partners, Inc. For the Year Ended December 31, 2000 (In Thousands) SCHEDULE XVIII - NOTES TO STATEMENT OF INCOME INSTRUCTIONS: The space below is provided for important notes regarding the statement of income or any account thereof. Furnish particulars as to any significant increase in services rendered or expenses incurred during the year. Notes relating to financial statements shown elsewhere in this report may be indicated here by reference. See Notes to Financial Statements, Schedule XIV, pages 19-20 -42- CONECTIV RESOURCE PARTNERS, INC. Organization Chart Howard E. Cosgrove Chairman & CEO Thomas S. Shaw Executive Vice President John C. van Roden, Jr. Senior Vice President & CFO Barbara S. Graham Senior Vice President Donald E. Cain Vice President John W. Land Vice President Lonnie C. Scott Vice President Phillip S. Reese Vice President & Treasurer Peter F. Clark Secretary Diana C. DeAngelis Assistant Secretary Nina J. Clements Assistant Secretary James P. Lavin Controller -43- CONECTIV RESOURCE PARTNERS, INC Current Methods of Allocation Described below are the methods used to allocate costs of the Service Company to Client Companies which cannot practicably be direct charged. Service Department or Function Basis of Allocation * ----------- --------------------- Executive Management Blended ratio Procurement & Supply Chain Material stock expense ratio Vehicle Resource Management Vehicle $ ratio Facilities Services Square footage ratio for office space and non-office space Document Services Employee ratio Real Estate Real estate investment ratio Security Labor $ ratio Insurance Administration Blended ratio Claims Administration Historical claims ratio Regulatory Affairs Utility cost ratio Shared Services Administration Blended ratio Property insurance and miscellaneous insurance coverage Asset cost ratio General liability insurance Labor $ ratio Directors and Officers insurance Asset cost ratio Cost of Benefits Employee ratio * Definitions of ratios follows Methods of Allocation pages -44- CONECTIV RESOURCE PARTNERS, INC Current Methods of Allocation (continued) Service Department or Function Basis of Allocation ----------- ------------------- Compensation and Benefits Services Employee ratio Personnel, Employment and Staffing Employee ratio Employee/Labor Relations Employee ratio Training and Management Development Employee ratio Performance Improvement Employee ratio Organizational Development Employee ratio Legal Services Actual legal direct labor charges of prior year Audit Services O&M ratio Management of Customer Care Number of customers ratio Special Billing Number of special bills ratio Corporate Marketing O&M ratio Voice Service Telephone ratio Data Management Storage ratio Operations Management CPU time ratio Applications Support End user ratio Desktop/Network Support End user ratio IS General Management and Administration Blended ratio -45- CONECTIV RESOURCE PARTNERS, INC Current Methods of Allocation (continued) Service Department or Function Basis of Allocation ----------- -------------------- Governmental Affairs O&M ratio Communications Employee ratio General Corporate Advertising/Branding O&M ratio Environmental & Safety Blended ratio Delivery Services T&D O&M ratio System Operations Services Kwh Output ratio Maintenance Services Kwh Output ratio Other Delivery Services T&D O&M ratio Energy Supply Management and Administration Kwh generated ratio Merchant Functions Merchant cost ratio Supply Engineering and Support Kwh generated ratio Enterprise Business Group Information Technology Services Actual Direct labor charges of group Enterprise Business Group Financial Analysis Services Number of financial analysts ratio Enterprise Business Group Call Center Number of call center representatives ratio Accounts Payable Accounting Services Number of checks issued ratio Payroll Accounting Services Number of employees paid ratio Asset & Project Accounting Services Asset system cost ratio All Other Financial Services O&M ratio -46- Definition of Service Company Current Allocation Methods Ratio Title Ratio Description ----------- ----------------- Employee Ratio A ratio the numerator of which is the number of employees of a Client Company, the denominator of which is the number of employees in all Client Companies using the service. This ratio will be calculated quarterly. Square Footage Ratio office space A ratio the numerator of which is the number of square feet of office space occupied by a Client Company, the denominator of which is the total number of square feet of office space occupied by all Client Companies using the service. non-office space A ratio the numerator of which is the number of square feet of non-office space occupied by a Client Company, the denominator of which is the total number of square feet of non- office space occupied by all Client Companies using the service. Telephone Ratio A ratio the numerator of which is the number of telephones used by a Client Company, the denominator of which is the number of telephones used by all Client Companies using the service. CPU Time Ratio A ratio the numerator of which is the number of hours of CPU time used for a particular system application, the denominator of which is the total number of CPU hours used by all companies. Costs are allocated to Orders based on this ratio. That cost is then either included in the cost of other Service Company services or directly routed to the appropriate Client Company. End User Ratio A ratio the numerator of which is the number of users of computer systems within a Client Company, the denominator of which is the total number of users of computer systems within all Client Companies using the service. Labor $ Ratio A ratio the numerator of which is the amount of labor $ of a Client Company, the denominator of which is total labor $ for all Client Companies using the service. This ratio will be calculated monthly. Historical Claims Ratio A ratio the numerator of which is the total claims expense of a Client Company, the denominator of which is the total claims expense for all Client Companies using the service. -47- Asset Cost Ratio A ratio the numerator of which is the total cost of assets in a Client Company, the denominator of which is the total costs of assets for all Client Companies using the service. Assets are limited to plant, property and investments. O&M Ratio A ratio the numerator of which is the total direct (i.e., excludes charges allocated by the Service Company) operations and maintenance expense, excluding depreciation and fuel costs, of a Client Company, the denominator of which is total direct operations and maintenance expense, excluding depreciation and fuel costs, of all Client Companies using the service . Revenue Ratio A ratio the numerator of which is the total revenues of a Client Company, the denominator of which is the total number of customers for all the Client Companies using the service. Number of Customers Ratio A ratio the numerator of which is number of customers served by a Client Company, the denominator of which is the total number of customers for all Client Companies using the service. Number of Utility A ratio the numerator of which is Customers Ratio number of utility customers served by a Client Company, the denominator of which is the total number of utility customers for all Client Companies using the service. Nuclear Installed A ratio the numerator of which is the Capacity Ratio nuclear facility installed capacity of a Client Company, the denominator of which is the total nuclear facility installed capacity of all Client Companies using the service. Materials Stock A ratio the numerator of which is the Expense Ratio materials stock expense of a Client Company, the denominator of which is the total materials stock expense of all Client Companies using the service. Real Estate Investment A ratio the numerator of which is the cost of real estate leases and land and buildings owned by a Client Company, the denominator of which is the total cost of real estate leases and land and buildings for all Client Companies using the service. Number of Special A ratio the numerator of which is the Bills Ratio number of special bills issued for a Client Company, the denominator of which is the total number of special bills issued for all Client Companies. Utility Asset Cost Ratio A ratio the numerator of which is the total cost of utility assets in a Client Company, the denominator of which is the total costs of utility assets for all Client Companies using the service. -48- T&D O&M Ratio A ratio the numerator of which is the total direct (i.e., excludes charges allocated by the Service Company), operations and maintenance expense, excluding depreciation and fuel costs, of a Transmission and Distribution Client Company, the denominator of which is total direct operations and maintenance expense, excluding depreciation and fuel costs, of all Transmission and Distribution Client Companies. Kwh Generated Ratio A ratio the numerator of which is the number of kilowatt hours generated by a Client Company, the denominator of which is the total number of kilowatt hours generated by all Client Companies using the service. Kwh Output Ratio A ratio the numerator of which is the number of kilowatt hours purchased and generated by a Client Company, the denominator of which is the total number of kilowatt hours purchased and generated by all Client Companies using the service. Merchant Cost Ratio A ratio the numerator of which is the dollar amount of direct charges of the merchant function to a specific Client Company, the denominator of which is the total dollar amount of direct charges of the merchant function to all Client Companies using the service. Vehicle $ Ratio A ratio the numerator of which is the dollar amount of vehicle charges in a specific Client Company, the denominator of which is the total amount of vehicle charges in all Client Companies using the services. Blended Ratio A composite ratio which is comprised of an average of the Employee Ratio, the Labor $ Ratio, and the Asset Cost Ratio, for all Client Companies using the service . Number of Checks A ratio the numerator of which is the Issued Ratio number of checks issued for a Client Company, the denominator of which is the total number of checks issued for all Client Companies using the service. Number of Employees A ratio the numerator of which is the number Paid Ratio of employees paid for a Client Company, the denominator of which is the total number of employees paid for all Client Companies using the service. Asset System Cost Ratio A ratio the numerator of which is the total cost of assets for a Client Company on the asset & project system, the denominator of which is the total cost of assets for all Client Companies using the service on the asset & project system. -49- Data Storage Ratio A ratio the numerator of which is the gigabytes of data storage space used for a particular system application, the denominator of which is the total gigabytes of data storage space used for all system applications. Costs are allocated to Orders or Cost Centers based on this ratio. That cost is then either included in the cost of other Service Company services or directly routed to the appropriate Client Company. Number of Call A ratio the numerator of which is the number Center Representatives of dedicated call center representatives for a Client Company, the denominator of which is the total number of dedicated call center representatives for all Client Companies using the service. Number of Financial A ratio the numerator of which is the number Analysts Ratio of dedicated financial analysts for a Client Company, the denominator of which is the total number of financial analysts for all Client Companies using the service. -50- ANNUAL REPORT OF: Conectiv Resource Partners, Inc. For the Year Ended December 31, 2000 (In Thousands) ANNUAL STATEMENT OF COMPENSATION FOR USE OF CAPITAL BILLED
Allocation Total of Indirect Allocation Company Percent Interest * of Interest Delmarva Power & Light 50.1% $3,047 $3,047 Atlantic City Electric 28.9% $1,755 1,755 Delmarva Capital Investments 0.1% $ 6 6 Conectiv Energy Supply, Inc. 1.1% 66 66 DCTC-Burney, Inc. - - - Conectiv Operating Services Company - - - Conectiv Delmarva Generation, Inc. 5.6% 341 341 Conectiv Atlantic Generation, LLC 0.8% 49 49 Delmarva Services Company - - - Conectiv Services, Inc. 1.4% 86 86 Conectiv Services II, Inc. 0.6% 33 33 Conectiv Energy, Inc. - - - Conectiv Solutions LLC 1.8% 106 106 Conectiv Communications, Inc. 8.9% 538 538 Atlantic Southern Properties 0.2% 12 12 Atlantic Generation, Inc. - - - ATE Investments, Inc. - - - King Street Assurance LTD - - - Thermal Energy Limited Partnership - - - Conectiv Thermal Systems 0.5% 29 29 Conectiv Holding Company - - - ----------- ----------- ----------- TOTAL 100.0% $6,069 $6,069 =========== =========== ===========
* Reflects average BLENDED rate for the year. -51- ANNUAL REPORT OF: CONECTIV RESOURCE PARTNERS, INC SIGNATURE CLAUSE Pursuant to the requirements of the Public Utility Holding Company Act of 1935 and the rules and regulations of the Securities and Exchange Commission issued thereunder, the undersigned company has duly caused this report to be signed on its behalf by the undersigned officer thereunto duly authorized. Conectiv Resource Partners, Inc. --------------------------------- (Name of Reporting Company) By: /s/ James P. Lavin ------------------------------ (Signature of Signing Officer) James P. Lavin, Controller ------------------------------------------- (Printed Name and Title of Signing Officer) Date: April 30, 2001 -52-