-----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, I9AL481Sx7EHFjQUnYWiwSZRSai5JY29WB89q3PgnRJvlJ7pkawAVIHQurvy9Am5 1hU55/OFi7pIyMwUXS+Z3A== 0000065984-96-000109.txt : 19960715 0000065984-96-000109.hdr.sgml : 19960715 ACCESSION NUMBER: 0000065984-96-000109 CONFORMED SUBMISSION TYPE: U-1/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19960712 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: ENTERGY CORP /DE/ CENTRAL INDEX KEY: 0000065984 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 135550175 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: U-1/A SEC ACT: 1935 Act SEC FILE NUMBER: 070-08863 FILM NUMBER: 96593929 BUSINESS ADDRESS: STREET 1: 639 LOYOLA AVE CITY: NEW ORLEANS STATE: LA ZIP: 70113 BUSINESS PHONE: 5045295262 FORMER COMPANY: FORMER CONFORMED NAME: ENTERGY GSU HOLDINGS INC /DE/ DATE OF NAME CHANGE: 19940329 FORMER COMPANY: FORMER CONFORMED NAME: ENTERGY CORP /FL/ DATE OF NAME CHANGE: 19940329 FORMER COMPANY: FORMER CONFORMED NAME: MIDDLE SOUTH UTILITIES INC DATE OF NAME CHANGE: 19890521 U-1/A 1 File No. 70-8863 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM U-1 ______________________________________________ AMENDMENT NO. 2 TO APPLICATION / DECLARATION WITH RESPECT TO POWER BROKERING AND MARKETING ACTIVITIES Under The PUBLIC UTILITY HOLDING COMPANY ACT OF 1935 _____________________________________________ Name of Company Filing This Statement And Address of Principal Executive Offices: Entergy Corporation 639 Loyola Avenue New Orleans, Louisiana 70113 Entergy Power Marketing Corp. 900 South Shackleford Road, Suite 210 Little Rock, Arkansas 72211 Name of Top Registered Holding Company Parent of Applicant/Declarant: ENTERGY CORPORATION Name and Address of Agent for Service: Frederick F. Nugent, Esq. Laurence M. Hamric General Counsel General Attorney -- Corporate Entergy Power Marketing Corp. and Securities 900 South Shackleford Road, Suite 210 Entergy Services, Inc. Little Rock, Arkansas 72211 639 Loyola Avenue New Orleans, Louisiana 70113 The Commission also is requested to send copies of all notices, orders and communications to: William S. Scherman Kathleen A. Foudy Skadden, Arps, Slate, Meagher & Flom 1440 New York Avenue, N.W. Washington, D.C. 20005 ITEM 1: DESCRIPTION OF PROPOSED TRANSACTION A. Introduction The last paragraph of Item 1 C is hereby deleted and replaced with the following: "EPMC has received an order from the Federal Energy Regulatory Commission ("FERC") determining that it is an exempt wholesale generator ("EWG") in accordance with the requirements of Section 32 of PUHCA. In accordance with Section 32, Entergy was free to invest in EPMC without prior Commission approval, provided that Entergy's investment complied with the requirements of PUHCA and the Commission's rules implementing PUHCA, in particular Section 32 of PUHCA and Rule 53. Entergy did so comply. However, due to uncertainty surrounding the requirement that exempt wholesale generators be engaged solely and exclusively in the business of owning and/or operating eligible facilities and selling electric energy at wholesale, EPMC intends to notify the FERC that EPMC no longer seeks to maintain its status as an EWG and therefore surrenders its EWG status. EPMC will file such a notice with the FERC, to become effective on the date EPMC receives the approvals from the Commission requested herein. A copy of the notice will be filed as an amendment to this Application. When EPMC surrenders its EWG status, EPMC will not be a public-utility company. EPMC will neither own nor operate any facilities used for the generation, transmission or distribution of electric energy for sale nor own or operate any facilities used for the distribution at retail of natural or manufactures gas for heat, light or power. Nor will EPMC own any public utility company. In light of the foregoing, Entergy and EPMC seek Commission approval for the financing of EPMC's proposed activities. In addition, Entergy seeks Commission approval to serve as a guarantor for certain of EPMC's power marketing activities. Specifically, Entergy will hold 100% of the authorized and issued common stock of EPMC. Entergy requests authority to capitalize EPMC in an amount up to $20 million. At this time, Entergy has committed $5 million towards EPMC's capitalization, but requests authority for such additional capitalization in light of the developing nature of the power marketing industry. Entergy's investment will constitute EPMC's total capitalization. In addition, certain transactions in which EPMC proposes to engage require that EPMC's participation be guaranteed. Accordingly, EPMC and Entergy request that Entergy be permitted to provide up to $150 million in credit support, i.e., guarantees or other similar commitments, to EPMC. At this time, Entergy has committed $50 million in credit support to EPMC. Entergy requests the additional authorization because, as noted in CNG, with respect to energy marketing companies, "parent companies often guarantee their [subsidiary marketing company's] contractual obligations to provide financial stability and to enable them to compete effectively." CNG at 6 n.20. Both Entergy's proposed investment and credit support are de minimis in relation to Entergy's consolidated assets, as of December 31, 1995, of approximately $22.5 million." ITEM 3: APPLICABLE STATUTORY PROVISIONS Item 3 is hereby deleted and replaced with the following: "The following sections of PUHCA are or may be applicable to the proposed transaction: 6(a), 7, 9(a), 10, 12(b), and 13(b). The following Commission rules may be applicable to the proposed transaction: 45, 54, 87(b)(1), 90, and 91." ITEM 6: EXHIBITS AND FINANCIAL STATEMENTS The following exhibit is hereby made a part of the U-1 Application/Declaration filed by Entergy Corpora tion and Entergy Power Marketing Corp. in Case No. 70- 8863: Exhibits Notice to Federal Energy Regulatory Commission of Subsequent Withdrawal of Exempt Wholesale Generator Status -- to be filed by amendment. SIGNATURE 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. Date: July 12, 1996 Entergy Power Marketing Corp. /s/ Frederick F. Nugent By: Frederick F. Nugent, Esq. General Counsel Entergy Corporation /s/ William J. Regan, Jr. By: William J. Regan, Jr. Vice President & Treasurer -----END PRIVACY-ENHANCED MESSAGE-----