-----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, R1gYWqH8a68jxEk5V/ALdzuEUyV2nB2aJM2UpriX8wKwnm5rTbKzsJj7YKzeOJEd pmxUadSX7KIpiJyUT7Ztqw== 0000033015-96-000004.txt : 19960412 0000033015-96-000004.hdr.sgml : 19960412 ACCESSION NUMBER: 0000033015-96-000004 CONFORMED SUBMISSION TYPE: U-57 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19960411 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: ENSERCH CORP CENTRAL INDEX KEY: 0000033015 STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS TRANSMISSION & DISTRIBUTION [4923] IRS NUMBER: 750399066 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: U-57 SEC ACT: 1935 Act SEC FILE NUMBER: 073-00031 FILM NUMBER: 96546294 BUSINESS ADDRESS: STREET 1: ENSERCH CTR STREET 2: 300 S ST PAUL CITY: DALLAS STATE: TX ZIP: 75201 BUSINESS PHONE: 2146518700 MAIL ADDRESS: STREET 1: 300 S ST PAUL ST CITY: DALLAS STATE: TX ZIP: 75201 FORMER COMPANY: FORMER CONFORMED NAME: LONE STAR GAS CO DATE OF NAME CHANGE: 19751015 U-57 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. Form U-57 NOTIFICATION OF FOREIGN UTILITY COMPANY STATUS Filed under Section 33(a) of the Public Utility Holding Company Act of 1935, as amended Name of foreign utility company: Metrogas S.A. Name and address of filing company, if filed on behalf of a foreign utility company: ENSERCH Corporation ENSERCH Center 300 South St. Paul Dallas, Texas 75201 The Commission is requested to mail copies of all communications relating to this Notification to: John F. Stephens, Jr. ENSERCH Corporation ENSERCH Center 300 South St. Paul Dallas, Texas 75201 ENSERCH Corporation ("ENSERCH"), a Texas corporation, acting on behalf of Metrogas S.A., a Chilean corporation ("Metrogas"), hereby notifies the Securities and Exchange Commission that Metrogas is, and hereby claims status for Metrogas as, a foreign utility company ("FUCO") within the meaning of Section 33 of the Public Utility Holding Company Act of 1935, as amended (the "Act"). Item 1. Name, Business Address, Facilities and Ownership The name and address of the entity claiming foreign utility status is Metrogas S.A., Edeficio Torre el Bosque, Av. el Bosque Norte 0177 Piso 11, Las Condes, Chile. Metrogas is a corporation formed under the laws of the Republic of Chile. Metrogas intends, either directly or through one or more subsidiaries, to purchase and transport natural gas from a city gate in Santiago, Chile and to distribute natural gas to industrial, residential and commercial customers in the greater Santiago area. All of the issued and outstanding shares of capital stock of Metrogas currently are owned by Gasco S.A., a Chilean corporation ("Gasco"). The assets of Metrogas consist principally of "cracking units" suitable for the manufacture of low-Btu gas ("city gas") and city gas distribution facilities, including a 1200 kilometer pipe network, formerly owned and operated by Gasco. Through these facilities, Metrogas distributes 121 million cubic meters of city gas to approximately 101,000 customers in the greater Santiago area. It is anticipated that following the Investment Date (as defined below), Metrogas will renovate and convert the Santiago city gas system into a system suitable for the distribution of natural gas. Metrogas projects that this natural gas distribution system will serve over 250,000 customers in the metropolitan Santiago area by the year 2000. It is projected that natural gas will become available in Santiago by May of 1997 via a newly constructed pipeline from Argentina. On or about April 15, 1996 (the "Investment Date"), Lone Star Gas de Chile S.A., a Chilean corporation ("LSG Chile") intends to purchase, in a privately negotiated transaction, a 10% equity interest in Metrogas. All of the outstanding voting shares of LSG Chile are owned by Lone Star International, Inc., a Texas corporation ("LSG International"), which in turn is a wholly-owned subsidiary of ENSERCH. Several other entities that are unaffiliated with LSG Chile, LSG International and ENSERCH also will hold interests in Metrogas. As of the Investment Date, the names and equity ownership interests of the other Metrogas investors shall be as follows: Gasco -- 40.0%; Copec S.A., a Chilean corporation -- 22.5%; Chilgener S.A., a Chilean corporation -- 10.0%; Novacorp International, Inc., a Canadian corporation -- 10%; and Enagas S.A., a Chilean corporation -- 7.5%. Voting interests are roughly proportional to the equity interests. Item 2. Domestic Public Utility Company ENSERCH, through its Lone Star Gas Company division, is a gas utility operating in the State of Texas. ENSERCH owns 100% of the stock of LSG International, which in turn owns 100% of the stock of LSG Chile. LSG Chile will contribute approximately $23 million to purchase its 10% interest in Metrogas. Lone Star Gas Company will provide Metrogas with technical assistance and training from time to time pursuant to a separate service contract. Exhibit A State Certifications Required under Section 33(a)(2) of the Act. Certification by the Texas Railroad Commission, dated April 3, 1996. SIGNATURES The undersigned company has duly caused this statement to be signed on its behalf by the undersigned thereunto duly authorized. ENSERCH CORPORATION Date: April 11, 1996 By: /s/ A. E. Gallatin ---------------------------- A. E. Gallatin Vice President and Treasurer EXHIBIT A [Seal of the State of Texas] RAILROAD COMMISSION OF TEXAS Carole Keeton Rylander, Chairman Barry Williamson, Commissioner Charles R. Matthews, Commissioner April 3, 1996 Secretary Securities & Exchange Commission Room 6184, Mail Drop 6-9 450 Fifth Street Washington, D.C. 20549 Certification Pursuant to Section 33(a)(2) of the Public Utility Holding Company Act of 1935 The Railroad Commission of Texas (the "Commission") hereby certifies that: (1) the Commission has been notified that a subsidiary of ENSERCH Corporation intends to enter into a transaction whereby it will provide technical assistance to and acquire an equity interest in certain gas distribution and transmission facilities in Chile; (2) the Commission has made such inquiry into and received such information concerning this transaction as it deems necessary or appropriate to carry out its regulatory responsibilities; (3) the Commission has the authority and resources to protect rate payers subject to its jurisdiction, including rate payers who are customers of ENSERCH Corporation; and (4) the Commission intends to exercise the above-stated authority. /s/ Ron Kitchens ----------------------------------- Ron Kitchens, Gas Services Director on the behalf of the Railroad Commission of Texas cc: Office of Public Utility Regulation Securities & Exchange Commission Room 10236, Mail Drop 10-6 450 Fifth Street Washington, D.C. 20549 1701 North Congress Avenue*Post Office Box 12967*Austin, Texas 78711-2967 Phone: 512/463-7158 Fax: 512/463-7161 TDD 800-735-2989 or TDY 512-463-7284 An Equal Opportunity Employer -----END PRIVACY-ENHANCED MESSAGE-----