-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, p6U7FHLleE12Sk9twiSa+Oh3sQ6ioHsqn0WPUXsY5Fa8+MH/KvOa2eRFv1/ZpA4t lTzRG1hoF/i/fanPv7Giww== 0000044545-94-000002.txt : 19940307 0000044545-94-000002.hdr.sgml : 19940307 ACCESSION NUMBER: 0000044545-94-000002 CONFORMED SUBMISSION TYPE: POS AMC PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19940304 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GULF POWER CO CENTRAL INDEX KEY: 0000044545 STANDARD INDUSTRIAL CLASSIFICATION: 4911 IRS NUMBER: 590276810 STATE OF INCORPORATION: ME FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: POS AMC SEC ACT: 35 SEC FILE NUMBER: 070-07294 FILM NUMBER: 94514670 BUSINESS ADDRESS: STREET 1: 500 BAYFRONT PKWY CITY: PENSACOLA STATE: FL ZIP: 32501 BUSINESS PHONE: 9044446111 POS AMC 1 AMENDMENT NO. 4 (POST-EFFECTIVE NO. 2) File No. 70-7294 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 4 (Post-Effective No. 2) to Form U-1 APPLICATION OR DECLARATION under The Public Utility Holding Company Act of 1935 GULF POWER COMPANY MISSISSIPPI POWER COMPANY 500 Bayfront Parkway 2992 West Beach Pensacola, Florida 32501 Gulfport, Mississippi 39501 (Name of company or companies filing this statement and addresses of principal executive offices) THE SOUTHERN COMPANY (Name of top registered holding company parent of each applicant or declarant) Warren E. Tate W. Edgar Gilmore Secretary Secretary Gulf Power Company Mississippi Power Company 500 Bayfront Parkway 2992 West Beach Pensacola, Florida 32501 Gulfport, Mississippi 39501 (Names and addresses of agents for service) The Commission is requested to mail signed copies of all orders, notices and communications to: W. L. Westbrook John F. Young Financial Vice President Vice President The Southern Company Southern Company Services, Inc. 64 Perimeter Center East One Wall Street, 42nd Floor Atlanta, Georgia 30346 New York, New York 10005 John D. McLanahan Troutman Sanders 600 Peachtree Street, N.E. Suite 5200 Atlanta, Georgia 30308-2216 Item 1. Description of Proposed Transactions. Item 1 of Amendment No. 3 (Post-Effective No. 1) previously filed in this proceeding is hereby amended to read in its entirety as follows: "By its order in this proceeding dated December 16, 1986 (HCAR No. 35-24261), the Commission authorized various transactions relating to the financing of the Termination and Closure Payments described therein, including the issuance and sale by Fuelco, Inc. of $121,325,000 aggregate principal amount of its Notes due December 31, 1995. The aggregate unpaid principal amount of the Notes is approximately $35,000,000. The Notes bear interest at the rate of 8.25% per annum and may be prepaid in whole or in part at any time on or after January 1, 1994 at 101.03% of the principal amount thereof during 1994 and 100.00% of such principal amount during 1995, together in each case with accrued interest to the prepayment date. As previously described in this proceeding, the purpose of the Termination and Closure Payments and the financing thereof through the issuance of the Notes was to effect new lower cost arrangements for the supply of coal to Plant Daniel. The arrangements were made necessary because of significant changes in market and transportation conditions relating to the cost and availability of coal and have resulted in substantial cost savings. Fuelco, Inc. is a wholly-owned, special purpose subsidiary of The Corporation Trinity Company, which in turn is a wholly-owned subsidiary of The Corporation Trust Company. -2- Gulf and Mississippi consider that substantial cost savings may be realized by refinancing the Notes. Accordingly, it is now proposed that, in order to provide funds for such refinancing, Fuelco, Inc. or another similar special purpose corporation may issue and sell, on or before December 31, 1994, up to $36,000,000 aggregate principal amount of new notes (the "Refunding Notes") maturing on December 31, 1995. The proceeds from the sale of the Refunding Notes would be applied to the prepayment of the outstanding Notes. While the interest rate to be borne by the Refunding Notes has not been determined at this time, it is anticipated based upon current market conditions and rate levels that such rate would not exceed 5-1/2% per annum. The Refunding Notes would not be prepayable prior to maturity. It is contemplated that the transactions and associated documentation relating to the issuance of the Refunding Notes would be substantially the same as previously described in this proceeding with respect to the outstanding Notes. As an alternative to the arrangement described above for refinancing the Notes, it is proposed that Mississippi may effect borrowings of up to $36,000,000 from a bank or banks or other institutional lender or lenders. Such borrowings may be evidenced by Mississippi's promissory note or notes, may be secured by a subordinated lien on certain properties of Mississippi, would have a final maturity of December 31, 1995, and would not be prepayable. As in the case of the Refunding Notes, it is -3- currently anticipated that the interest rate of such borrowings would not exceed 5-1/2% per annum. The proceeds from such borrowings would be loaned to Fuelco, Inc. and applied to the prepayment of the outstanding Notes. The obligation of Fuelco, Inc. to repay such loan may be evidenced by a note issued to Mississippi, the payments on which would correspond to the payments due on Mississippi's note or notes described above, and would be included in the minimum payments owing under the existing coal supply agreement between Fuelco, Inc. and Mississippi (see Exhibit A-3 previously filed herein). Gulf will be responsible for one-half of all costs incurred by Mississippi pursuant to the arrangements proposed herein, in accordance with the agreement between the parties relating to Plant Daniel (see HCAR No. 19696, dated September 28, 1976). The authority requested hereby is in addition to the authorization for borrowings by Gulf and Mississippi in File No. 70-7937." Item 2. Fees, Commissions and Expenses. Item 2 is hereby amended by adding thereto the following: "The estimated fees and expenses to be incurred in connection with the transactions proposed herein are as follows: Fees of Counsel $5,000 Miscellaneous $1,000 $6,000" -4- Item 3. Applicable Statutory Provisions. Item 3 is hereby amended by adding thereto the following: "Sections 6(a) and 7 of the Act are applicable to the proposed issuance by Mississippi of its note or notes as described herein. It is considered that any such issuance will be exempt from the competitive bid requirements of Rule 50 pursuant to paragraph (a)(2) thereof. Mississippi's acquisition of a note from Fuelco, Inc. may be subject to Sections 9(a) and 10 of the Act, and its granting of a subordinated security interest in certain of its properties may be subject to Section 12(d). The proposed transactions may also be subject to Section 12(b) of the Act and Rule 45 thereunder." SIGNATURES Pursuant to the requirements of the Public Utility Holding Company Act of 1935, the undersigned companies have duly caused this amendment to be signed on their behalf by the undersigned thereunto duly authorized. Dated: March 4, 1994 GULF POWER COMPANY By: /s/Wayne Boston Wayne Boston, Assistant Secretary MISSISSIPPI POWER COMPANY By: /s/Wayne Boston Wayne Boston, Assistant Secretary -5- -----END PRIVACY-ENHANCED MESSAGE-----