-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, U56f+nZSlGFbIRrebQEj+0G5zhFYjmQqlrC8MST092cicIdXUwZ2WTmzTjiqk6hX ZyJniMz/AevsAkpFU7KACg== 0000107833-97-000005.txt : 19970228 0000107833-97-000005.hdr.sgml : 19970228 ACCESSION NUMBER: 0000107833-97-000005 CONFORMED SUBMISSION TYPE: U-3A-2 PUBLIC DOCUMENT COUNT: 5 CONFORMED PERIOD OF REPORT: 19961231 FILED AS OF DATE: 19970227 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: WISCONSIN PUBLIC SERVICE CORP CENTRAL INDEX KEY: 0000107833 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC & OTHER SERVICES COMBINED [4931] IRS NUMBER: 390715160 STATE OF INCORPORATION: WI FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: U-3A-2 SEC ACT: 1935 Act SEC FILE NUMBER: 069-00035 FILM NUMBER: 97544935 BUSINESS ADDRESS: STREET 1: 700 N ADAMS ST STREET 2: PO BOX 19001 CITY: GREEN BAY STATE: WI ZIP: 54307-9001 BUSINESS PHONE: 4144331598 U-3A-2 1 FORM U-3A-2 File No. 69-35 SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 Statement by Holding Company Claiming Exemption Under Rule U-3A-2 from Provisions of the Public Utility Holding Company Act of 1935. To be filed annually prior to March 1. WISCONSIN PUBLIC SERVICE CORPORATION hereby files with the Securities and Exchange Commission, pursuant to Rule U-3A-2, its statement claiming exemption as a holding company from the provisions of the Public Utility Holding Company Act of 1935, and submits the following information: 1. Name, state of organization, location and nature of business ------------------------------------------------------------ of claimant and every subsidiary thereof, other than any -------------------------------------------------------- exempt wholesale generator (EWG) or foreign utility company ----------------------------------------------------------- in which claimant directly or indirectly holds an interest. ---------------------------------------------------------- Wisconsin Public Service Corporation (herein sometimes ------------------------------------ referred to as the "Company") is incorporated under the laws of the state of Wisconsin and has its principal executive office at 700 North Adams Street, P. O. Box 19001, Green Bay, Wisconsin 54307-9001. It is an operating public utility company engaged chiefly in the production, transmission, distribution, and sale of electricity and in the purchase, distribution, and sale of gas. The Company serves approximately 368,000 electric customers and 212,000 gas customers in 11,000 square miles in Northeastern Wisconsin and an adjacent part of Upper Michigan. The largest cities served are Green Bay, Sheboygan, Oshkosh, and Wausau, with populations ranging from 153,642 to 60,854, including contiguous urban areas (1990 Federal census). The Company furnishes retail electric service in all these cities except Sheboygan, and gas in all except Wausau. Additionally, the Company provides wholesale electric - 2 - service to 14 communities. About 97% of operating revenues in the year 1996 were derived from Wisconsin customers, and 3% from Michigan customers. WPS Leasing, Inc. was incorporated September 22, 1994 under ----------------- the laws of the state of Wisconsin and has its principal office at the principal executive offices of the Company. The directors and officers of WPS Leasing, Inc. are in each case also officers of the Company. The Company owns 100% of WPS Leasing's capital stock, consisting of 1,000 shares of common stock, with a $1 per share par value, at the stated capital amount of $1 per share. The total assets of WPS Leasing at December 31, 1996 were $14,681,000 or 1.2% of the Company's assets. The Company's equity in net income for the year 1996 was $(143,000). The intended principal business of WPS Leasing, Inc. is to participate in the financing of specific utility projects. WPS Leasing is not and never has been a public utility. Wisconsin Valley Improvement Company, of which the Company ------------------------------------ owns 26.9% of the voting stock, is incorporated under the laws of the state of Wisconsin and has its principal office at Wausau, Wisconsin. It operates a system of dams and water reservoirs on the Wisconsin River and tributary streams to produce as nearly a uniform stream flow as practicable through all seasons, and charges water tolls to benefited power plant owners as determined semiannually by the Public Service Commission of Wisconsin, all pursuant to special enactments of the Wisconsin Legislature (as amended by Chapter 497, Wisconsin Laws of 1939). It generates no electric energy and renders no public utility services. Total assets of Wisconsin Valley Improvement Company at December 31, 1996 were $771,000 or .06% of the Company's assets. The Company's equity in net income for the year 1996 was $21,000, or .03% of the Company's total net income. It is believed that said Improvement Company is not a "public utility company" as defined in the Public Utility Holding Company Act of 1935. In findings and opinion promulgated October 28, 1940, in File No. 31-480 (8 S.E.C. Decisions, P. 134), to which reference is hereby made, the - 3 - Commission declared said Improvement Company not to be a subsidiary of Wisconsin Public Service Corporation. Wisconsin River Power Company (herein sometimes called ----------------------------- "River Company"), of which the Company owns 33.1% of the voting stock, is incorporated under the laws of the state of Wisconsin and has its principal office at Wisconsin Rapids, Wisconsin. Its business consists of the operation of two hydroelectric plants on the Wisconsin River, the output of which is sold in equal parts to three companies, including Wisconsin Public Service Corporation, which three companies own all outstanding stock of River Company in substantially equal parts. Total assets of Wisconsin River Power Company at December 31, 1996 were $6,374,000 or .50% of the Company's assets. The Company's equity in net income for the year 1996 was $526,000, or .87% of the Company's total net income. Further information concerning the nature of the business of River Company is set forth in findings and opinions of the Commission entered in reference to River Company on January 29, 1948 in File Nos. 70-1656 and 31-551 (27 S.E.C. Decisions, P. 539) and its orders in Docket No. EL79-10. 2. A brief description of the properties of claimant and each ---------------------------------------------------------- of its subsidiary public utility companies used for the ------------------------------------------------------- generation, transmission, and distribution of electric ------------------------------------------------------ energy for sale, or for the production, transmission, and --------------------------------------------------------- distribution of natural or manufactured gas, indicating the ----------------------------------------------------------- location of principal generating plants, transmission lines, ------------------------------------------------------------ producing fields, gas manufacturing plants, and electric and ------------------------------------------------------------ gas distribution facilities, including all such properties ---------------------------------------------------------- which are outside the state in which claimant and its ----------------------------------------------------- subsidiaries are organized and all transmission or pipelines ------------------------------------------------------------ which deliver or receive electric energy or gas at the ------------------------------------------------------ borders of such state. --------------------- Statistics set forth in the answer to this Item are as of December 31, 1996. - 4 - Wisconsin Public Service Corporation owns and operates ------------------------------------ electric properties comprising an integrated system of production, transmission, and distribution facilities throughout the territory served. Generating facilities consist of two steam plants (at Green Bay, and south of Wausau, Wisconsin) with total rated capacity of 855,400 kilowatts ("kw"), a 41.2% share of the Kewaunee Nuclear Power Plant at Kewaunee, Wisconsin, which the Company operates, with a rated capacity of 515,000 kw (the Company's share is 212,200 kw), a 31.8% share of the Columbia Energy Center at Portage, Wisconsin, owned jointly with Wisconsin Power and Light Company, the operator, and Madison Gas and Electric Company, with a rated capacity of 1,021,000 kw (the Company's share is 324,700 kw), a 31.8% share of the Edgewater Steam Plant Unit #4 at Sheboygan, Wisconsin, owned jointly with Wisconsin Power and Light Company, the operator, with a rated capacity of 331,100 kw (the Company's share is 105,300 kw), combustion turbines of 48,600 kw and 19,700 kw, respectively, south of Wausau, Wisconsin, two combustion turbines of 40,400 kw and 41,400 kw and a 68% share in a combustion turbine of 82,100 kw (the Company's share is 55,830 kw) owned jointly with Marshfield Electric and Water Department and operated by the Company, all located near Marinette, Wisconsin, 15 hydroelectric plants (14 in Wisconsin and one on the border stream between Wisconsin and Michigan) with aggregate rated capacity of 53,000 kw, a 3,900 kw diesel plant at Eagle River, Wisconsin, and a 3,900 kw diesel plant at Ashwaubenon, Wisconsin. Its transmission and distribution facilities include 55 transmission substations, 110 distribution substations and approximately 20,751 route miles of transmission and distribution lines. The Company is interconnected with Wisconsin River Power Company, has 18 interconnections in Wisconsin for purposes of power pooling (Wisconsin Power and Light Company and Madison Gas and Electric Company), and 24 interconnections (22 in Wisconsin and 2 in Michigan) with nonaffiliated neighboring utilities, principally for the purpose of sharing reserve capacity and for emergencies. The Company also has 14 interconnections to serve 4 neighboring municipal utilities. Gas facilities include approximately 4,187 miles - 5 - of main, 68 gate and city regulator stations and 195,945 services. All gas facilities are located in Wisconsin except for distribution facilities in and near the city of Menominee, Michigan, which receive gas from the Company's gas lines in the adjacent city of Marinette, Wisconsin. All of the Company's electric and gas facilities are located within the borders of the states of Wisconsin and Michigan. Except for electric and gas lines crossing the common border of those states necessary to interconnect the various parts of its system, it does not have any electric transmission or gas pipelines which deliver or receive electric energy or gas at the borders of such states. About 96% of utility plant is located in Wisconsin, and the balance is in Michigan. 3. The following information for the last calendar year with --------------------------------------------------------- respect to claimant and each of its subsidiary public ----------------------------------------------------- utility companies: (The information required by Item 3 of ----------------- this Form U-3A-2 is shown in Exhibit D hereto.) 4. The following information for the reporting period with ------------------------------------------------------- respect to claimant and each interest it holds directly or ---------------------------------------------------------- indirectly in an EWG or a foreign utility company, stating ---------------------------------------------------------- monetary amounts in United States dollars. ----------------------------------------- Not Applicable. - 6 - LIST OF EXHIBITS Exhibit A-1 Balance Sheet at December 31, 1996, of Wisconsin Public Service Corporation. Exhibit A-2 Income Statement and Statement of Retained Earnings of Wisconsin Public Service Corporation for the year ending December 31, 1996. Exhibit A-3 Balance Sheet at December 31, 1996, and Statements of Income and Surplus Accounts of Wisconsin River Power Company for the year ended December 31, 1996, filed by reference to Exhibit A, of Form U-3A-2 being filed by Consolidated Papers, Inc. in File No. 69-53. (The financial statements of Wisconsin River Power Company are not customarily consolidated with those of any other company.) Exhibit B Financial Data Schedule Exhibit D Statement showing sales for the calendar year 1996 of electric energy and gas by Wisconsin Public Service Corporation and Wisconsin River Power Company. - 7 - The above-named claimant has caused this statement to be duly executed on its behalf by its authorized officer on the 27th day of February, 1997. WISCONSIN PUBLIC SERVICE CORPORATION /s/ D. P. Bittner ----------------------------------- D. P. Bittner Senior Vice President - Finance and Corporate Services (CORPORATE SEAL) Attest: /s/ F. J. Kicsar --------------------------------- F. J. Kicsar Secretary - 8 - Name, title, and address of officer to whom notices and correspondence concerning this statement should be addressed: F. J. Kicsar, Secretary Wisconsin Public Service Corporation 700 North Adams Street, P. O. Box 19001 Green Bay, WI 54307-9001 EX-99.A-1CONBALSH 2 WISCONSIN PUBLIC SERVICE CORPORATION AND SUBSIDIARY EXHIBIT A-1 CONSOLIDATING BALANCE SHEET AS OF DECEMBER 31, 1996
Wisconsin Eliminations Public WPS Debit Credit Consolidated Service Leasing, ----- ------ Balance Corporation Inc. (Thousands) Sheet ASSETS ----------- -------- ----- ------ ------------ ------ Utility Plant: In service Electric $1,458,816 $15,288 $1,474,104 Gas 240,791 0 240,791 Less - accumulated depreciation 951,626 670 952,296 --------- ------ --------- Net plant 747,981 14,618 762,599 Nuclear decommissioning trusts 100,570 0 100,570 Construction work in progress 10,301 0 10,301 Nuclear fuel - net 19,381 0 19,381 --------- ------ --------- Net Utility Plant 878,233 14,618 892,851 Current Assets: Cash 4,223 (58) 4,165 Customer and other receivables 66,237 121 124 66,234 Accrued utility revenues 35,326 0 35,326 Fossil fuel, at average cost 8,224 0 8,224 Gas in storage, at average cost 16,440 0 16,440 Materials and supplies, at average cost 19,796 0 19,796 Prepayments and other 22,189 0 22,189 --------- ------ --------- Total Current Assets 172,435 63 172,374 --------- ------ --------- Regulatory Assets 96,920 0 96,920 Investments and Other Assets 97,050 0 247 96,803 --------- ------ --------- Total Assets $1,244,638 $14,681 $1,258,948 ========= ====== ========= CAPITALIZATION AND LIABILITIES ------------------------------ Capitalization: Common stock equity $ 169,430 $ 476 476 169,430 Retained earnings 291,740 (229) 229 291,740 ESOP loan guarantee (12,745) 0 (12,745) Preferred stock 51,200 0 51,200 Long-term debt 296,207 14,612 310,819 --------- ------ --------- Total Capitalization 795,832 14,859 810,444 Current Liabilities: Note payable 10,000 0 10,000 Commercial paper 29,000 0 29,000 Accounts payable 62,621 3 124 62,500 Accrued taxes 1,353 (3) 1,350 Accrued interest 8,134 0 8,134 Other 12,324 0 12,324 --------- ------ --------- Total Current Liabilities 123,432 0 123,308 --------- ------ --------- Other Long-Term Liabilities and Deferred Credits: Accumulated deferred income taxes 131,727 (178) 131,549 Accumulated deferred investment tax credits 28,669 0 28,669 Regulatory liabilities 48,870 0 48,870 Other long-term liabilities 116,108 0 116,108 --------- ------ --------- Total Other Long-Term Liabilities 325,374 (178) 325,196 --------- ------ --- --- --------- Total Capitalization and Liabilities $1,244,638 $14,681 600 600 $1,258,948 ========= ====== === === =========
EX-99.A-2CONINC 3 WISCONSIN PUBLIC SERVICE CORPORATION AND SUBSIDIARY EXHIBIT A-2 CONSOLIDATING STATEMENT OF INCOME FOR THE YEAR ENDED DECEMBER 31, 1996
Wisconsin Eliminations Public WPS Debit Credit Consolidated Service Leasing, ----- ------ Balance Corporation Inc. (Thousands) Sheet ASSETS ----------- -------- ----- ------ ------------ ------ Operating Revenues: Electric $490,506 $ 0 $490,506 Gas 211,357 0 211,357 Other 0 1,216 1,216 0 ------- ----- ------- Total Operating Revenues 701,863 1,216 701,863 ------- ----- ------- Operating Expenses: Electric production fuels 106,185 0 449 1,216 105,418 Cost of gas sold 149,388 0 149,388 Purchased power 37,737 0 37,737 Other 158,144 23 158,167 Maintenance 48,734 0 48,734 Depreciation and amortization 63,835 449 449 63,835 Taxes other than income 26,869 0 26,869 ------- --- ------- Total Operating Expenses 590,892 472 590,148 ------- --- ------- Operating Income 110,971 744 111,715 ------- --- ------- Other Income and (Deductions): Allowance for equity funds used during construction 139 0 139 Other, net 4,980 0 143 5,123 ------- --- ------- Total Other Income and (Deductions) 5,119 0 5,262 ------- --- ------- Interest Expense: Interest on long-term debt 21,531 981 22,512 Allowance for borrowed funds during construction (128) 0 (128) Other interest 2,688 0 2,688 ------- --- ------- Total Interest Expense 24,091 981 25,072 ------- --- ------- Income before income taxes 91,999 (237) 91,905 Income taxes 31,609 (94) 31,515 ------- --- ------- Net Income 60,390 $(143) 60,390 Preferred stock dividends of subsidiary 3,111 0 3,111 ------- --- ----- ----- ------- Earnings on common stock $ 57,279 $(143) 1,665 1,808 $ 57,279 ======= === ===== ===== =======
PAGE WISCONSIN PUBLIC SERVICE CORPORATION AND SUBSIDIARY EXHIBIT A-2 CONSOLIDATING STATEMENT OF RETAINED EARNINGS (CONTINUED) AS OF DECEMBER 31, 1996
Wisconsin Eliminations Public WPS Debit Credit Consolidated Service Leasing, ----- ------ Balance Corporation Inc. (Thousands) Sheet ASSETS ----------- -------- ----- ------ ------------ ------ Retained Earnings (1/31/96) Wisconsin Public Service Corporation $290,387 $ $290,387 WPS Leasing, Inc. (86) 86 0 Net Income 60,390 (143) 143 60,390 ------- ---- ------- 350,777 (229) 350,777 Dividends Declared (Common and Preferred): Wisconsin Public Service Corporation 59,037 59,037 ------- ---- -- --- ------- Retained Earnings (12/31/96) $291,740 $(229) 0 229 $291,740 ======= ==== == === =======
EX-27 4
OPUR3 EXHIBIT B 1,000 YEAR DEC-31-1996 JAN-01-1996 DEC-31-1996 PER-BOOK 1,258,948 701,863 60,390
EX-99.DSALES 5 WISCONSIN PUBLIC SERVICE CORPORATION EXHIBIT D
SALES OF ELECTRIC ENERGY AND GAS Calendar Year 1996 Wisconsin Wisconsin Public Service River Power Corporation Company -------------- ----------- (a) Electric energy sold (at retail or wholesale) (KWH) 11,011,842,222 226,023,000 Intercompany None 75,341,000* Other 11,011,842,222 150,682,000* Gas distributed at retail (MCF) 41,019,755** None Intercompany None None Other 41,019,755** None (b) Electric energy distributed at retail outside state of organization (KWH) 291,149,981 None Gas distributed at retail outside state of organization (MCF) 1,012,223** None (c) Electric energy sold at wholesale outside state of organization or at state line (KWH) 10,990,600 None Gas sold at wholesale outside state of organization or at state line (MCF) None None (d) Electric energy purchased outside state of organization or at state line (KWH) None# None Gas purchased outside state of organization or at state line (MCF) 41,019,755 None
PAGE WISCONSIN PUBLIC SERVICE CORPORATION EXHIBIT D (CONTINUED) * Quantities shown represent actual deliveries. By contract, each of the three purchasers of the output of Wisconsin River Power Company is entitled to receive, and is required to pay for one-third of the total output. ** "Gas distributed at retail" and "Gas distributed at retail outside state of organization" include 13,970,091 MCF and 312,287 MCF, respectively, of sales to Large Commercial and Industrial Customers (those using 2,000 CCF within one month of a year) under the Company's retail rates. Industrial usage is indeterminable. # Receipts of 78,275 kWh of interchange energy were offset by deliveries of 361 kWh to same supplier at other points in the system. These deliveries (and other offsetting deliveries of interchange energy) are omitted from Wisconsin Public Service Corporation sales shown above. -----END PRIVACY-ENHANCED MESSAGE-----