-----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, AI5wQk4zvaCc9RyoKRQB8irwS7L5duhui/PFF23Dqy2448JLAfUWNyPKquc27EyT VXp3za9fwlURsW2L0QASRQ== 0000018540-96-000020.txt : 19960301 0000018540-96-000020.hdr.sgml : 19960301 ACCESSION NUMBER: 0000018540-96-000020 CONFORMED SUBMISSION TYPE: 35-CERT PUBLIC DOCUMENT COUNT: 4 FILED AS OF DATE: 19960229 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: CENTRAL & SOUTH WEST CORP CENTRAL INDEX KEY: 0000018540 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 510007707 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 35-CERT SEC ACT: 1935 Act SEC FILE NUMBER: 070-07872 FILM NUMBER: 96528710 BUSINESS ADDRESS: STREET 1: 1616 WOODALL RODGERS FRWY CITY: DALLAS STATE: TX ZIP: 75202 BUSINESS PHONE: 2147541000 35-CERT 1 SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 In the Matter of TRANSOK, INC. CERTIFICATE OF CENTRAL AND SOUTH WEST CORPORATION NOTIFICATION File No. 70-7872 (Public Utility Holding Company Act of 1935) Transok, Inc. ("Transok") is a wholly owned non-utility subsidiary of Central and South West Corporation ("CSW"), a public utility holding company. Transok's purpose, as a natural gas pipeline company, is to provide CSW's electric operating companies with a reliable and economical source of natural gas for their electric power generation needs. CSW's electric operating companies ("associate companies") are: Central Power and Light Company; Public Service Company of Oklahoma; Southwestern Electric Power Company and West Texas Utilities Company. Transok also provides services to Central and South West Energy, Inc. and to Central and South West Services, Inc. As a result of Security and Exchange Commission order number 70- 7872 authorizing Transok's purchase of the common stock of Lear Petroleum Corporation ("Lear"), Transok is required to file semi- annual reports to include (a) current financial statements of Transok and Lear; (b) a separate listing of the types of services being rendered by Transok and Lear to (i) CSW's associate companies and (ii) non-associates; and (c) the total revenues received by Transok and Lear from and on behalf of CSW's associate companies, set forth separately, and from non- associates. (A) Financial statements, including consolidated income statements for the years ended December 31, 1995, 1994 and 1993, consolidated balance sheets as of December 31, 1995, and 1994, and consolidated cash flow statements for the years ended December 31, 1995, 1994 and 1993, are attached hereto as Exhibit 1. (B) A matrix of services provided to associates and non- associates is attached hereto as Exhibit 2. (C) Revenues received from and on behalf of each associate company and from non- associates is presented in Exhibit 3 attached hereto. SIGNATURE As requested by order of the Securities and Exchange Commission pursuant to the Public Utility Holding Company Act of 1935, Transok, Inc. has duly caused this report to be signed on February 27, 1996. By /s/ O. T. Stewart O.T. Stewart Vice President, Finance, and Treasurer Transok, Inc. EX-1 2 EXHIBIT 1 TRANSOK, INC. CONSOLIDATED STATEMENTS OF INCOME (Unaudited) (thousands of dollars) For the Year Ended December 31 1995 1994 1993 Operating Revenues $ 720,866 $ 646,719 $ 702,192 Operating Expenses and Taxes Natural gas purchased for resale 466,384 404,569 501,719 Product extraction and marketing 109,237 98,103 85,613 Operations and maintenance 25,123 24,163 24,559 Administrative and general 22,750 25,350 24,953 Depreciation and amortization 31,478 32,162 28,822 Taxes, other than income taxes 9,248 9,693 8,377 664,220 594,040 674,043 Operating Income 56,646 52,679 28,149 Other Income and (Deductions) Interest expense (14,031) (15,783) (15,318) Factoring expense (4,795) (3,636) (3,747) Other, net 1,269 1,926 7,832 (17,557) (17,493) (11,233) Income Before Income Taxes and Cumulative Effect of Changes in Accounting Principles 39,089 35,186 16,916 Provision for Income Taxes 13,762 10,053 4,463 Income Before Cumulative Effect of Changes in Accounting Principles 25,327 25,133 12,453 Cumulative Effect of Changes in Accounting Principles -- -- 6,691 Net Income $ 25,327 $ 25,133 $ 19,144 EXHIBIT 1 TRANSOK, INC. CONSOLIDATED BALANCE SHEETS (Unaudited) (thousands of dollars) As of December 31 1995 1994 ASSETS Current Assets Cash and cash equivalents $ 7,195 $ 3,601 Accounts receivable 44,660 35,014 Advances to affiliates 6,586 -- Gas stored underground 10,567 22,550 Materials and supplies, at average cost 8,869 10,796 Extracted products, at average cost 1,878 821 Income taxes receivable 143 3,144 Prepayments and other 8,121 4,610 88,019 80,536 Property, Plant and Equipment 868,595 798,312 Less - Accumulated Depreciation 236,043 203,488 632,552 594,824 Other Investments, net 30,576 32,392 Deferred Charges and Other Assets 21,133 18,997 $ 772,280 $ 726,749 LIABILITIES AND STOCKHOLDER'S EQUITY Current Liabilities Advances from affiliates $ -- $ 28,104 Accounts payable 118,198 77,913 Accrued interest 5,107 5,105 Accrued taxes 5,102 3,884 Other 1,615 6,019 130,022 121,025 Long-Term Debt 200,000 200,000 Deferred Income Taxes 116,192 104,985 Stockholder's Equity Common stock, $100 par value, authorized 95,000 shares, issued and outstanding 92,186 shares 9,219 9,219 Paid-in capital 162,000 162,000 Retained earnings 154,847 129,520 326,066 300,739 $ 772,280 $ 726,749 EXHIBIT 1 TRANSOK, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) (thousands of dollars) For the Year Ended December 31 1995 1994 1993 Operating Activities Net Income $ 25,327 $ 25,133 $ 19,144 Non-cash items included in net income Depreciation and amortization 32,453 33,149 29,689 Deferred income taxes 11,207 19,439 16,461 TexCon reserve write off -- -- (3,430) Operations reserve -- -- 3,743 Cumulative effect of changes in accounting principles -- -- (6,691) Other (1,659) (1,767) (1,490) Funds provided by operations 67,328 75,954 57,426 Changes in assets and liabilities 37,470 (45,653) 47,086 104,798 30,301 104,512 Investing Activities Capital expenditures (65,931) (64,893) (88,310) Other (583) 388 (941) (66,514) (64,505) (89,251) Financing Activities Medium-term notes issued -- -- 60,000 Capital contribution -- 20,000 45,000 Advances from/to affiliates (34,690) 6,830 (70,945) Note payable to CSW -- -- (47,468) (34,690) 26,830 (13,413) Net Change in Cash and Cash Equivalents 3,594 (7,374) 1,848 Cash and Cash Equivalents at Beginning of Year 3,601 10,975 9,127 Cash and Cash Equivalents at End of Year $ 7,195 $ 3,601 $ 10,975 EX-2 3 EXHIBIT 2 SERVICES PROVIDED BY TRANSOK, INC. PSO WTU CPL SWP ENERGY NON- ASSOC. Spot Gas Purchases X X X X Long Term Gas Purchases X X X X X Pipeline Construction Services X X X X Lease of Pipeline Capacity from Transok X Transportation Services X X X Access to Gas Supply at the Wellhead X X X X X Backup Supply and Transportation Capacity X X X X X No-Notice Gas Supply & Gas Supply Swing Capabilities X X X X Auditing Services for Gas Supply & Transportation Contracts X X X Rate Case Assistance X X X X Gas Control and Dispatching X X X X Legal Services X X X EXHIBIT 2 SERVICES PROVIDED BY TRANSOK, INC. PSO WTU CPL SWP ENERGY NON- ASSOC. Administrative Services Including: Gas Measurement X X X Gas Nominations X X X Gas Allocation X X X Gas Accounting X X X Gas Reporting X X X Computer Information Services X X X Gas Contract Administration X X X EX-3 4 EXHIBIT 3 TRANSOK, INC. REVENUES FROM & ON BEHALF OF ASSOCIATE COMPANIES AND FROM NON ASSOCIATES FOR THE YEAR ENDED DECEMBER 31, 1995 (thousands) PSO Transport $ 31,782 PSO Agency 0 PSO - Gas Sales 77,584 Transport of PSO Release Gas 14,219 Sales of PSO Release Gas 195,752 PSO Purchased Gas Receipts 75,292 CPL - Gas Sales 2,569 WTU - Gas Sales 9,686 WTU - Transportation 2,486 SWP - Gas Sales 4,505 SWP - Transportation 539 Energy 291 CSWS 938 ASSOCIATE COMPANY $ 415,643 NON-ASSOCIATE $ 381,744 TOTAL $ 797,387 -----END PRIVACY-ENHANCED MESSAGE-----