35-CERT 1 r24-8803.htm

File No. 70-8803

CERTIFICATE OF NOTIFICATION

(Rule 24)

SECURITIES AND EXCHANGE COMMISSION

BY

NEES Energy, Inc.

 

 

In accordance with the order of the Securities and Exchange Commission dated May 23, 1996, the following is a report for the third quarter of fiscal year 2002:

  1. NEES Energy, Inc. (NEES Energy), a Massachusetts Corporation, was formed on June 14, 1996. The corporation was capitalized on August 9, 1996 when one thousand shares of NEES Energy common stock were issued and sold to New England Electric System (NEES). On March 22, 2000, NEES was acquired by National Grid Group plc, and renamed National Grid USA. In conjunction with the merger, the Company's accounting year changed from a calendar year to a fiscal year beginning April 1 and ending March 31.

  1. In connection with the merger of NEES and National Grid Group plc, as of March 22, 2000, the estimated fair value of AllEnergy Marketing Company, L.L.C. (a wholly owned subsidiary of NEES Energy) was recorded as an asset held for sale. This estimate changed due to intercompany borrowings and repayments. Also, the estimate was revised to reflect the net realizable value of the company as well as estimated operating losses incurred during the holding period. The amount remaining at March 31, 2001 was reclassified to consolidated National Grid USA goodwill.

  2. As of December 31, 2000, AllEnergy Marketing Company, L.L.C. had sold its two subsidiaries (Texas Liquids, LLC and Texas Ohio Gas, Inc.) and virtually all of its operating divisions to unaffiliated third parties. All remaining business activities were resolved during the fourth quarter of fiscal year 2001.

  3. Effective August 24, 2001, AllEnergy Marketing Company, L.L.C. changed its name to AEMC, L.L.C.

  4. As of December 31, 2001, National Grid USA had purchased 1,000 shares of NEES Energy common stock and made subordinated loans and other paid-in capital contributions to NEES Energy totaling $22,838,000 and $10,655,000, respectively.

  5. As of December 31, 2001, NEES Energy had no permanent personnel and during the third quarter of fiscal year 2002 there were no individuals assigned on a substantially full-time basis.

  6. During the third quarter of fiscal year 2002, NEES Energy had no kilowatthours sold or marketed.

  7. Attached in Exhibits A through C are a consolidated balance sheet as of December 31, 2001, consolidated income statements and statements of cash flows for the quarter, nine months and twelve months ended December 31, 2001.

Pursuant to the requirements of the Public Utility Holding Company Act of 1935, the undersigned company has duly caused this certificate of notification (Commission's File No. 70-8803) to be signed on its behalf by the undersigned officer thereunto duly authorized.

 

 

NEES Energy, Inc.

By s/ John G. Cochrane
___________________________
John G. Cochrane
President and Treasurer

 

Date: February 28, 2002

 

 

EXHIBIT INDEX

 

 

Exhibit

Description

Page

A

Consolidated Balance Sheet as of December 31, 2001
(Unaudited, Subject to Adjustment)

Filed herewith

B

Consolidated Statements of Income and Accumulated Deficit
For the Quarter and Nine Months Ended December 31, 2001 (Unaudited, Subject to Adjustment)

Filed herewith

C

Consolidated Statements of Cash Flows For the Quarter
and Nine Months Ended December 31, 2001
(Unaudited, Subject to Adjustment)

Filed herewith

B1

Consolidated Statement of Income and Accumulated Deficit
For the Twelve Months Ended December 31, 2001
(Unaudited, Subject to Adjustment)

Filed herewith

C1

Consoldiated Statement of Cash Flows For the Twelve
Months Ended December 31, 2001
(Unaudited, Subject to Adjustment)

Filed herewith

 

 

Exhibit A

NEES Energy, Inc.
Consolidated Balance Sheet
(Thousands of Dollars)
As of December 31, 2001
(Unaudited, Subject to Adjustment)

ASSETS

 

Current assets:

 

Cash

$ 28

Tax benefits receivable

18,677

Total current assets

18,705

Total assets

$18,705

 

 

LIABILITIES AND CAPITALIZATION

 

Current liabilities:

 

Accounts payable to affiliates

$ 24

Accrued expenses

2,647

Total current liabilities

2,671

 

 

Parent company's investment:

 

Subordinated notes payable to parent

22,838

Common stock, par value $1 per share

1

Other paid-in capital

(6,527)

Accumulated deficit

(278)

 

 

Total parent company's investment

16,034

 

 

Total liabilities and parent company's investment

$18,705

 

 

Exhibit B

 

NEES Energy, Inc.
Consolidated Statements of Income and Accumulated Deficit
(Thousands of Dollars)
For the Periods Ended December 31, 2001
(Unaudited, Subject to Adjustment)

 

 

Nine

Quarter

Months

INCOME

 

 

Revenue

$ 0

$ 0

Total income

0

0

 

 

 

EXPENSES

 

 

Operating expenses

 

 

General and administrative expenses

98

203

Income tax

(25)

(65)

Total operating expenses

73

138

 

 

 

Operating income (loss)

(73)

(138)

Other income (expense), net

1

2

Operating and other income (loss)

(72)

(136)

 

 

 

Interest expense

0

(14)

Net income (loss)

(72)

(150)

Accumulated deficit at beginning of period

(206)

(128)

Accumulated deficit at end of period

$(278)

$(278)

 

 

 

Exhibit C

NEES Energy, Inc.
Consolidated Statements of Cash Flows
(Thousands of Dollars)
For the Periods Ended December 31, 2001
(Unaudited, Subject to Adjustment)

 

 

Nine

 

Quarter

Months

Operating activities:

 

 

Net income (loss)

$(72)

$ (150)

 

 

 

Adjustments to reconcile net income (loss) to
net cash provided by (used in) operating activities:

(Increase) decrease in accounts receivable

0

132

(Increase) decrease in tax benefits receivable

193

149

Increase (decrease) in current liabilities

(69)

(4,184)

Net cash provided by (used in) operating activities

52

(4,053)

 

 

 

Financing activities:

 

 

Change in subordinated notes payable to parent

(50)

4,025

Net cash provided by (used in) financing activities

(50)

4,025

Net increase (decrease) in cash and cash equivalents

2

(28)

Cash and cash equivalents at beginning of period

26

56

Cash and cash equivalents at end of period

$ 28

$ 28

 

Exhibit B1

 

NEES Energy, Inc.
Consolidated Statement of Income and Accumulated Deficit
(Thousands of Dollars)
For the Twelve Months Ended December 31, 2001
(Unaudited, Subject to Adjustment)

INCOME

 

Revenue

$ 0

Total income

0

 

 

EXPENSES

 

Operating expenses

 

General & administrative expenses

258

Income tax

(84)

Total operating expenses

174

Operating income (loss)

(174)

Other income (expense), net

(5)

Operating and other income (loss)

(179)

Interest expense

(14)

Net income (loss)

(193)

Accumulated deficit at beginning of period

(85)

Accumulated deficit at end of period

$(278)

 

 

 

 

Exhibit C1

NEES Energy, Inc.
Consolidated Statement of Cash Flows
(Thousands of Dollars)
For the Twelve Months Ended December 31, 2001
(Unaudited, Subject to Adjustment)

Operating activities:

 

Net income (loss)

$ (193)

Adjustments to reconcile net income (loss) to net cash
provided by (used in) operating activities:

(Increase) decrease in deferred taxes

818

(Increase) decrease in tax benefits receivable

(18,677)

(Increase) decrease in asset held for sale-AllEnergy

28,536

(Increase) decrease in other current assets

1,261

Increase (decrease) in accounts payable

2,657

Other, net

40,365

Net cash provided by (used in) operating activities

54,767

Financing activities:

 

Change in subordinated notes payable to parent

(55,668)

Net cash provided by (used in) financing activities

(55,668)

Net increase (decrease) in cash and cash equivalents

(901)

Cash and cash equivalents at beginning of period

929

Cash and cash equivalents at end of period

$ 28