-----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, OnUrsJNWKQpTGqWlTHkwKiQJTl3uweWGgd0WFnGlSlirCFqygHmMbmzvn/RRSb2w mIK2T//qHcOzlRo4A8V/vg== 0000893220-99-000191.txt : 19990222 0000893220-99-000191.hdr.sgml : 19990222 ACCESSION NUMBER: 0000893220-99-000191 CONFORMED SUBMISSION TYPE: POS AMC PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19990219 FILER: COMPANY DATA: COMPANY CONFORMED NAME: COLUMBIA ENERGY GROUP CENTRAL INDEX KEY: 0000022099 STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS TRANSMISSION & DISTRIBUTION [4923] IRS NUMBER: 131594808 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: POS AMC SEC ACT: SEC FILE NUMBER: 070-09127 FILM NUMBER: 99545994 BUSINESS ADDRESS: STREET 1: 13880 DULLES CORNER LANE CITY: HENDERON STATE: VA ZIP: 20191-4600 BUSINESS PHONE: 7035616000 MAIL ADDRESS: STREET 1: 13880 DULLES CORNER LANE CITY: HERNDON STATE: VA ZIP: 20171-4600 FORMER COMPANY: FORMER CONFORMED NAME: COLUMBIA GAS SYSTEM INC DATE OF NAME CHANGE: 19920703 POS AMC 1 POST-EFFECTIVE AMEND. #1 FORM U-1 COLUMBIA ENERGY 1 File No. 70-9127 U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to Form U-1 JOINT APPLICATION-DECLARATION UNDER THE PUBLIC UTILITY HOLDING COMPANY ACT OF 1935 COLUMBIA ENERGY GROUP COLUMBIA ENERGY GROUP SERVICE CORPORATION COLUMBIA LNG CORPORATION CLNG CORPORATION COLUMBIA ATLANTIC TRADING CORPORATION COLUMBIA ENERGY SERVICES CORPORATION COLUMBIA ENERGY POWER MARKETING CORPORATION COLUMBIA ENERGY MARKETING CORPORATION ENERGY.COM CORPORATION COLUMBIA SERVICE PARTNERS, INC. COLUMBIA ASSURANCE AGENCY, INC. COLUMBIA ENERGY GROUP CAPITAL CORPORATION COLUMBIA DEEP WATER SERVICES CORPORATION 13880 Dulles Corner Lane Herndon, VA 20171-4600 COLUMBIA ELECTRIC CORPORATION COLUMBIA ELECTRIC PEDRICK LIMITED CORPORATION COLUMBIA ELECTRIC PEDRICK GENERAL CORPORATION COLUMBIA ELECTRIC BINGHAMTON LIMITED CORPORATION COLUMBIA ELECTRIC BINGHAMTON GENERAL CORPORATION COLUMBIA ELECTRIC VINELAND LIMITED CORPORATION COLUMBIA ELECTRIC VINELAND GENERAL CORPORATION COLUMBIA ELECTRIC RUMFORD LIMITED CORPORATION COLUMBIA ELECTRIC LIMITED HOLDINGS CORPORATION COLUMBIA ELECTRIC LIBERTY CORPORATION 13880 Dulles Corner Lane Herndon, VA 20171-4600 2 COLUMBIA ENERGY RESOURCES, INC. COLUMBIA NATURAL RESOURCES, INC. ALAMCO-DELAWARE, INC. HAWG HAULING & DISPOSAL, INC. CLARKSBURG GAS, L.P. PHOENIX-ALAMCO VENTURES, L.L.C. COLUMBIA NATURAL RESOURCES CANADA, LTD. c/o: 900 Pennsylvania Avenue Charleston, WV 25302 COLUMBIA GAS TRANSMISSION CORPORATION 12801 Fair Lakes Parkway Fairfax, VA 22030-0146 COLUMBIA GULF TRANSMISSION COMPANY 2603 Augusta, Suite 125 Houston, TX 77057 COLUMBIA NETWORK SERVICES CORPORATION CNS MICROWAVE, INC. 1600 Dublin Road Columbus, OH 43215-1082 COLUMBIA PROPANE CORPORATION 9200 Arboretum Parkway, Suite 140 Richmond, VA 23236 COLUMBIA INSURANCE CORPORATION, LTD. Craig Appin House 8 Wesley Street Hamilton HM EX, Bermuda (Names of company or companies filing this statement and addresses of principal executive offices) COLUMBIA ENERGY GROUP (Names of top registered holding company parent of each applicant or declarant) J. W. Trost, Vice President COLUMBIA ENERGY GROUP SERVICE CORPORATION 13880 Dulles Corner Lane Herndon, VA 20171-4600 (Name and address of agent for service) 3 Names and Addresses of Subsidiary Company Agents for Service: M. A. CHANDLER, Vice President and Chief Financial Officer Columbia Energy Resources, Inc. Columbia Natural Resources, Inc. Alamco-Delaware, Inc. Hawg Hauling & Disposal, Inc. Columbia Natural Resources Canada, Ltd. Phoenix-Alamco Ventures, L.L.C. Clarksburg Gas, L.P. c/o: 900 Pennsylvania Avenue Charleston, WV 25302 D. P. DETAR, Treasurer Columbia Electric Corporation Columbia Electric Pedrick Limited Corporation Columbia Electric Pedrick General Corporation Columbia Electric Binghamton Limited Corporation Columbia Electric Binghamton General Corporation Columbia Electric Vineland Limited Corporation Columbia Electric Vineland General Corporation Columbia Electric Rumford Limited Corporation Columbia Electric Limited Holdings Corporation Columbia Electric Liberty Corporation 13880 Dulles Corner Lane Herndon, VA 20171-4600 S. T. MACQUEEN, Treasurer Columbia LNG Corporation CLNG Corporation 13880 Dulles Corner Lane Herndon, VA 20171-4600 J. W. TROST, Vice President Columbia Energy Group Service Corporation 13880 Dulles Corner Lane Herndon, VA 20171-4600 P. R. ALDRIDGE, President Columbia Deep Water Services Corporation 13880 Dulles Corner Lane Herndon, VA 20171-4600 J. W. GROSSMAN, Treasurer Columbia Atlantic Trading Corporation 4 Columbia Energy Group Capital Corporation 13880 Dulles Corner Lane Herndon, VA 20171-4600 S. M. NORDIN, Treasurer Columbia Propane Corporation 9200 Arboretum Parkway, Suite 140 Richmond, VA 23236 G. A. BARNARD, Treasurer and Controller Columbia Gas Transmission Corporation Columbia Gulf Transmission Company 1700 MacCorkle Avenue, S.E. Charleston, WV 25314 D. FURLANO, Treasurer Columbia Network Services Corporation CNS Microwave, Inc. 1600 Dublin Road Columbus, OH 43215-1082 R. LAWLER, Vice President and Retail Controller Columbia Energy Services Corporation 13880 Dulles Corner Lane Herndon, VA 20171-4600 D. R. McCLURE, Chief Financial Officer Columbia Energy Power Marketing Corporation Columbia Energy Marketing Corporation Columbia Service Partners, Inc. Columbia Assurance Agency, Inc. Energy.com Corporation 13880 Dulles Corner Lane Herndon, VA 20171-4600 S. B. HEATON, Vice President Columbia Insurance Corporation, Ltd. 13880 Dulles Corner Lane Herndon, VA 20171-4600 (Names and Address of Other Agents for Service) 5 Columbia Energy Group ("Columbia"), a registered holding company under the Public Utility Holding Company Act of 1935 (the "Act"), and its existing non-utility subsidiaries hereby submit for filing this Post-Effective Amendment No. 1 to the Application Declaration on Form U-1 in File No. 70-9127 to amend the Application Declaration as set forth below. Item 1. Description of Proposed Transaction (a) Furnish a reasonably detailed and precise description of the proposed transaction, including a statement of the reasons why it is desired to consummate the transaction and the anticipated effect thereof. If the transaction is part of a general program, describe the program and its relation to the proposed transaction. Columbia seeks authority to increase from $5 million to $55 million its investment in one or more, direct or indirect, existing or to-be-formed, non-utility subsidiaries ("Foreign Energy Subsidiaries") to expand its natural gas exploration and production program in Canada through 2001. The Commission has previously authorized Columbia to engage in Canadian oil and gas exploration activities. The Columbia Gas System, Inc., Holding Co. Act Release No. 17290 (September 27,1971) (authorizing the formation of a wholly-owned Canadian oil and gas exploration and production subsidiary in connection with an effort to obtain natural gas from the Prudhoe Bay and Arctic region of Canada). See also, The Columbia Gas System, Inc., Holding Co. Act Release No. 18534 (August 16, 1974) (authorizing the formation of Columbia Alaskan Gas Transmission Corporation to participate in projects for the development of proven gas reserves in Alaska and Canada, and for transportation of the gas to the United States). In this matter, the Commission previously granted authority to Columbia to invest up to $5 million through one or more Foreign Energy Subsidiaries to acquire certain Canadian assets used in the exploration for, and production of, natural gas (the "Canadian Interests"). The Columbia Energy Group, Holding Co. Act Release No. 26820 (January 23, 1998). The Commission retained jurisdiction in this matter with respect to the direct or indirect acquisition by Columbia of any security or interest in any non-associate company that is engaged in foreign activities, covered by the Gas Related Activities Act of 1990 ("GRAA"), pending the completion of the record. Following the Commission's Order on January 23, 1998, Columbia consummated its acquisition of the Canadian Interests through a Canadian Crown subsidiary corporation, Columbia Natural Resources Canada, Ltd. ("CNR Canada"). At that time, CNR Canada became a wholly owned subsidiary of Columbia Natural Resources, Inc., itself a wholly owned subsidiary of Columbia. In a subsequent re-organization effective October 1, 1998 (pursuant to Rule 58), CNR Canada became a wholly owned subsidiary of Columbia Energy Resources, Inc., itself a wholly owned subsidiary of Columbia. Following acquisition of the Canadian Interests, CNR Canada continued the oil and gas exploration and production activities on its newly-acquired properties. The Canadian Interests are located in a region of Canada that is geologically similar to the Appalachian basin in which 6 Columbia has considerable expertise in exploration and production. CNR Canada now has approximately 1.4 billion cubic feet (Bcf) of proven reserves. Because of new opportunities identified, in the region, CNR Canada has determined to continue its exploration and production program through 2001, and to expand its drilling activities on additional fee and leasehold acreage as may be determined from time to time. Columbia's capital expenditure budget for the three-year period beginning January 1, 1999 earmarks $50 million to CNR Canada. CNR Canada's budget generally allocates this amount among the following activities: (i) development activities on previously acquired properties with proven reserves, (ii) drilling and development of proven and probable undeveloped reserves, and (iii) acquisition of additional acreage, or the drilling rights to such acreage, over the period. As noted, CNR Canada anticipates acquiring from time to time additional properties in Canada and is currently negotiating a definitive purchase agreement, which will be subject to appropriate regulatory approvals, to acquire for * the outstanding shares of a Canadian company ("Canada") which owns certain oil and gas rights on an aggregate of approximately * acres, and approximately * of gathering facilities associated with those acres. This acreage is located in the same general region as the current operations of CNR Canada, allowing CNR Canada to employ its experience with the geology of the region to continue its development.Canada's proven reserves are approximately * Bcf. If the proposed transaction is consummated, CNR Canada expects to retain an undivided 75% interest in the properties acquired as part of Canada, with the remaining 25% being held by Canenerco, Ltd., a third-party oil and gas operator, which is currently the operator of CNR Canada's properties.* On the basis of the foregoing, Columbia seeks authority to increase from $5 million to $55 million its investment in one or more, direct or indirect, existing, or to-be-formed or to-be-acquired, non-utility subsidiaries ("Foreign Energy Subsidiaries") to expand its natural gas exploration and production program in Canada through 2001. The increased investment will be allocated, over several years and as conditions and circumstances permit, among (i) development activities on previously acquired properties with proven reserves, (ii) drilling and development of proven and probable undeveloped reserves, and (iii) acquisition of additional acreage, or the drilling rights to such acreage, over the period. * * * * * * Rule 24(c)(1), in pertinent part, provides that, unless otherwise designated in an application or declaration, every order is subject to a requirement that the transaction proposed be carried out within 60 days of the date of such order. As a practical matter, the failure to designate an alternative period has led to a number of lapsed orders in the past, necessitating the filing of post-effective amendments and the issuance of supplemental orders. To avoid a recurrence of this situation, Columbia hereby designates a period from the date of the order in this matter to its express termination by subsequent order as the period in which it will carry out transactions authorized in this order, or previously authorized by Commission order, in accordance with the terms and conditions of, and for the purposes as authorized by, the relevant orders. - ---------- * Confidential treatment requested. 2 7 (b) Describe briefly, and where practicable state the approximate amount of, any material interest in the proposed transaction, direct or indirect, of any associate or affiliate of the applicant or declarant company or any affiliate of any such associate company. See Item 1(a). (c) If the proposed transaction involves the acquisition of securities not issued by a registered holding company or subsidiary thereof, describe briefly the business and property, present or proposed, of the issuer of such securities. See Item 1(a). (d) If the proposed transaction involves the acquisition or disposition of assets, describe briefly such assets, setting forth original cost, vendor's book cost (including the basis of determination) and applicable valuation and qualifying reserves. See Item 1(a). Item 2. Fees, Commission and Expenses. (a) State (i) the fees, commissions and expenses paid or incurred, or to be paid or incurred, directly or indirectly, in connection with the proposed transaction by the applicant or declarant or any associate company thereof, and (ii) if the proposed transaction involves the sale of securities at competitive bidding, the fees and expenses to be paid to counsel selected by the applicant or declarant to act for the successful bidder. Services of Columbia Energy Group Service Corporation in connection with the preparation of this Post-Effective Amendment to the Application-Declaration............................... $1,000
(b) If any person to whom fees or commissions have been or are to be paid in connection with the proposed transaction is an associate company or an affiliate of the applicant or declarant, or is an affiliate of an associate company, set forth the facts with respect thereto. Columbia Energy Group Service Corporation will perform certain services at cost, as set forth in Item 2(a) above. Item 3. Applicable Statutory Provisions (a) State the section of the Act and the rules thereunder believed to be applicable to the proposed transaction. If any section or rule would be applicable in the absence of a specific exemption, state the basis of exemption. Sections 6, 7, 9, 10, 11, 12 and rules thereunder are applicable. 3 8 Columbia does not own, nor operate nor is it an equity participant in any Exempt Wholesale Generator or any Foreign Utility Company and will not be a company that owns, operates or has an equity participation in an Exempt Wholesale Generator or Foreign Utility Company as a result of the approvals requested herein. Columbia does not have any rights or obligations under a service, sales or construction contract with an Exempt Wholesale Generator or Foreign Utility Company as a result of the proposed transactions. To the extent that the proposed transactions are considered by the Commission to require authorization, approval or exemption under any section of the Act or any provision of the rules and regulations other than those specifically referred to herein, a request for such authorization, approval or exemption is hereby made. (b) If an applicant is not a registered holding company or a subsidiary thereof, state the name of each public utility company of which it is an affiliate, or of which it will become an affiliate as a result of the proposed transaction, and the reasons why it is or will become such an affiliate. Not applicable. ITEM 4. REGULATORY APPROVAL (a) State the nature and extent of the jurisdiction of any State commission or any Federal commission (other than the Securities and Exchange Commission) over the proposed transaction. Not applicable. (b) Describe the action taken or proposed to be taken before any Commission named in answer to Paragraph (a) of this item in connection with the proposed transaction. Not applicable. Item 5. Procedure (a) State the date when Commission action is requested. If the date is less than 40 days from the date of the original filing, set forth the reasons for acceleration. It is respectively requested that the Commission issue its order on or before March 3, 1999. (b) State (i) whether there should be a recommended decision by a hearing officer, (ii) whether there should be a recommended decision by any other responsible officer of the Commission, (iii) whether the Division of Investment Management may assist in the preparation of the Commission's decision, and (iv) whether there should be a 30-day waiting period between the issuance of the Commission's order and the date on which it is to become effective. 4 9 Applicants hereby (i) waive a recommended decision by a hearing officer, (ii) waive a recommended decision by any other responsible officer or the Commission, (iii) consent that the Division of Investment Management may assist in the preparation of the Commission's decision, and (iv) waive a 30-day waiting period between the issuance of the Commission's order and the date on which it is to become effective. Item 6. Exhibits and Financial Statements (a) Exhibits Opinion of Counsel (to be filed by Post-Effective Amendment). (b) Financial Statements Financial statements are not provided since pro-forma statements would have no relevance to the authorization requested in this Post-Effective Amendment. SIGNATURE Pursuant to the requirements of the Public Utility Holding Company Act of 1935, the undersigned companies have duly caused this Post-Effective Amendment to be signed on their behalf by the undersigned thereunto duly authorized. The signatures of the applicants and of the persons signing on their behalf are restricted to the information contained in this application which is pertinent to the application of the respective companies. COLUMBIA ENERGY GROUP DATE: February 19, 1999 by:_______________________________________ M. W. O'Donnell, Senior Vice President & Chief Financial Officer 5 10 COLUMBIA ENERGY RESOURCES, INC. COLUMBIA NATURAL RESOURCES, INC. ALAMCO-DELAWARE, INC. HAWG HAULING & DISPOSAL, INC. PHOENIX-ALAMCO VENTURES, L.L.C. CLARKSBURG GAS, L.P. COLUMBIA NATURAL RESOURCES CANADA, LTD. DATE: February 19, 1999 by:_______________________________________ M. A. Chandler, Vice President and Chief Financial Officer COLUMBIA INSURANCE CORPORATION, LTD. DATE: February 19, 1999 by:_______________________________________ N. A. Parillo, President COLUMBIA DEEP WATER SERVICES COMPANY DATE: February 19, 1999 by:_______________________________________ P. R. Aldridge, President COLUMBIA NETWORK SERVICES CORPORATION CNS MICROWAVE, INC. COLUMBIA GULF TRANSMISSION COMPANY COLUMBIA GAS TRANSMISSION CORPORATION COLUMBIA PROPANE CORPORATION COLUMBIA ENERGY GROUP SERVICE CORPORATION COLUMBIA LNG CORPORATION CLNG CORPORATION COLUMBIA ATLANTIC TRADING CORPORATION COLUMBIA ENERGY SERVICES CORPORATION COLUMBIA POWER MARKETING CORPORATION COLUMBIA ENERGY MARKETING CORPORATION ENERGY.COM CORPORATION COLUMBIA SERVICE PARTNERS, INC. COLUMBIA ASSURANCE AGENCY, INC. COLUMBIA ENERGY GROUP CAPITAL CORPORATION COLUMBIA ELECTRIC CORPORATION COLUMBIA ELECTRIC PEDRICK LIMITED CORPORATION 6 11 COLUMBIA ELECTRIC PEDRICK GENERAL CORPORATION COLUMBIA ELECTRIC BINGHAMTON LIMITED CORPORATION COLUMBIA ELECTRIC BINGHAMTON GENERAL CORPORATION COLUMBIA ELECTRIC VINELAND LIMITED CORPORATION COLUMBIA ELECTRIC VINELAND GENERAL CORPORATION COLUMBIA ELECTRIC RUMFORD LIMITED CORPORATION COLUMBIA ELECTRIC LIMITED HOLDINGS CORPORATION COLUMBIA ELECTRIC LIBERTY CORPORATION DATE: February 19, 1999 by:_______________________________________ J. W. Trost, Vice President 7 -----END PRIVACY-ENHANCED MESSAGE-----