-----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, WIvIuP/VBjXvTtTKYoYqW4Eta5vv8ZoCUWXoAzprrg8SYOPSscfw7b5FqaXLsA6L RCngSAVoIgFV4O/f9tki7g== 0000070145-97-000056.txt : 19970912 0000070145-97-000056.hdr.sgml : 19970911 ACCESSION NUMBER: 0000070145-97-000056 CONFORMED SUBMISSION TYPE: 35-CERT PUBLIC DOCUMENT COUNT: 3 FILED AS OF DATE: 19970828 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: NATIONAL FUEL GAS CO CENTRAL INDEX KEY: 0000070145 STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS DISTRIBUTION [4924] IRS NUMBER: 131086010 STATE OF INCORPORATION: NJ FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 35-CERT SEC ACT: SEC FILE NUMBER: 070-08649 FILM NUMBER: 97671834 BUSINESS ADDRESS: STREET 1: 10 LAFAYETTE SQ CITY: BUFFALO STATE: NY ZIP: 14203 BUSINESS PHONE: 7168576980 MAIL ADDRESS: STREET 1: 10 LAFAYETTE SQ STREET 2: 10 LAFAYETTE SQ CITY: BUFFALO STATE: NY ZIP: 14203 35-CERT 1 8TH CERT - RULE 24 UNITED STATES OF AMERICA Before the SECURITIES AND EXCHANGE COMMISSION - -------------------------------------------- In the Matter of EIGHTH NATIONAL FUEL GAS COMPANY CERTIFICATE HORIZON ENERGY DEVELOPMENT, INC. PURSUANT TO RULE 24 File No. 70-8649 (Public Utility Holding Company Act of 1935) - -------------------------------------------- THIS IS TO CERTIFY, pursuant to Rule 24, that certain transactions proposed by National Fuel Gas Company ("National") and its subsidiary, Horizon Energy Development, Inc. ("Horizon") in its Application-Declaration on Form U-1, as amended (File No. 70-8649), have been carried out in accordance with the terms and conditions of said Application-Declaration and the Order (HCAR No. 35-26364, dated August 29, 1995) of the Securities and Exchange Commission (the "Commission") with respect thereto, and that the following information for the quarter ended June 30, 1997 is herein provided: 1a) Horizon's balance sheet at June 30, 1997 is attached as Exhibit 1. 1b) National's balance sheet at June 30, 1997 is included in National's Form 10-Q for the third quarter of fiscal 1997, which was filed with the Commission on August 6, 1997 and is incorporated herein by reference. 2a) Horizon's income statement for the quarter ended June 30, 1997 is attached as Exhibit 2. 2b) National's income statement for the quarter ended June 30, 1997 is included in National's Form 10-Q for the third quarter of fiscal 1997, which was filed with the Commission on August 6, 1997 and is incorporated herein by reference. 3) Recourse and non-recourse debt securities issued to third parties by Intermediate Companies during the quarter ended June 30, 1997: None. 4) A general description of the activities of the Applicants for the quarter ended June 30, 1997, and of the projects in which they or their subsidiary companies have an ownership interest: Currently, the Project Activities (as such term is defined in the aforesaid Application-Declaration) that National and Horizon, and subsidiaries of Horizon, are engaged in pursuant to File No. 70-8649, are as follows: Horizon, through its wholly owned subsidiary, Beheer-En Beleggingsmaatschappij Bruwabel, B.V. (Bruwabel"), continues to own 100% of the capital stock of each of Power International s.r.o. (now, Horizon Energy Development s.r.o.), ("HED") and Power Development s.r.o. ("PD"). PD in turn continues to own 100% of the capital stock of Teplarna Kromeriz a.s. ("TK"). These entities continue to engage in power development and related activities in the Czech Republic and eastern Europe. The only material asset of HED, PD and TK is the distinct heating system of TK, which sells steam heat to its residential and commercial customers in the city of Kromeriz, Czech Republic. TK continues to investigate ways to convert the existing steam plant into a cogeneration facility, or otherwise to generate electricity at the site. If progress is made in this endeavor Horizon, or its subsidiaries will file for electric wholesale generator ("EWG") or foreign utility company ("FUCO") status, as appropriate, at the appropriate time. During the quarter, one power development related activity came to fruition. On April 2, 1997, Bruwabel acquired 385,315 shares of the common stock of Severoceske Teplarny, a.s. ("SCT") from 3 sellers. This represents approximately 34% of the outstanding shares of SCT. SCT is a power and heating utility located in the northern part of the Czech Republic. Bruwabel paid approximately $21.6 million, including legal and finders fees, for its equity interest. Bruwabel has entered into a stock option agreement and related agreements with 3 owners of SCT shares, which expires on April 2, 1999, whereby Bruwabel may acquire an additional 34% equity interest in SCT, either by means of a put from the sellers or a call by Bruwabel. Bruwabel, as a shareholder of SCT, expects to receive dividends from said investment. Furthermore, Bruwabel and SCT will pursue efforts by which SCT might develop additional electrical generation capacity. In the event any such efforts proceed, the appropriate entity will file for EWG or FUCO status, as appropriate, at the appropriate time. 5) Information on intercompany service transactions (including those provided at cost and at market rates) involving affiliated Intermediate Companies during the quarter ended June 30, 1997: Neither Horizon nor National engaged in any intercompany service transactions with affiliate Intermediate Companies. August 28, 1997 NATIONAL FUEL GAS COMPANY By: /s/ Philip C. Ackerman ----------------------------------- Philip C. Ackerman Senior Vice President HORIZON ENERGY DEVELOPMENT, INC. By: /s/ Bruce H. Hale ----------------------------------- Bruce H. Hale Vice President EX-99 2 Exhibit 1 HORIZON ENERGY DEVELOPMENT, INC. BALANCE SHEET (Unaudited) At June 30, 1997 ---------------- ASSETS Current Assets: Cash $ 420,890 Accounts Receivable 422,344 Prepaid Expenses 32,862 ----------- Total Current Assets 876,096 ----------- Property, Plant & Equipment 1,246,457 Less: Reserve for DDA 314,271 ----------- 932,186 ----------- Investment in Severoceske Teplarny, a.s. 19,581,076 Other Assets 1,147,089 Deferred Charges 60,000 ----------- Total Other Assets 20,788,165 ----------- Total Assets $22,596,447 =========== LIABILITIES AND STOCKHOLDERS EQUITY Capital Stock $1 Par: Shares Authorized, Issued and Outstanding: 1,250 $ 1,250 Paid-in Capital 3,248,750 Retained Earnings (11,922,852) Cumulative Translation Adjustment (2,245,166) ----------- Total Stockholders Equity (10,918,018) ----------- Current and Accrued Liabilities: Notes Payable - Intercompany 31,100,000 Accounts Payable 116,227 Accounts Payable - Intercompany 1,040,712 Federal Income Taxes Payable (309,220) Other Accrued Liabilities 467,889 ----------- Total Current and Accrued Liabilities 32,415,608 ----------- Deferred Credits: Accumulated Deferred Income Taxes 530,835 Other Deferred Credits 568,022 ----------- Total Deferred Credits 1,098,857 ----------- Total Liabilities and Stockholders Equity $22,596,447 =========== EX-99 3 Exhibit 2 HORIZON ENERGY DEVELOPMENT, INC. INCOME STATEMENT (Unaudited) Three Months Ended June 30, 1997 ------------- Operating Revenues $ 321,145 ---------- Operating Expenses: Operation Expense 853,918 Maintenance Expense 12,370 Property, Franchise and Other Taxes 223,000 Depreciation, Depletion and Amortization 13,743 ---------- Total Operating Expenses 1,103,031 ---------- Operating Loss (781,886) ---------- Other Income 114,776 ---------- Interest Charges 437,712 ---------- Loss Before Income Taxes (1,104,822) ---------- Income Taxes - Current (204,200) - Deferred (9,286) ---------- (213,486) ---------- Net Loss $ (891,336) ========== -----END PRIVACY-ENHANCED MESSAGE-----