-----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, TkEmKS1AmRn4VKQgJVhXmkkdnL1iI0vShAXsjYlCEP9VjYSyAmKYlhNOTnFdP2BS cuxMtP6g8ellowzrJU+Z6A== 0000071297-96-000041.txt : 19960517 0000071297-96-000041.hdr.sgml : 19960517 ACCESSION NUMBER: 0000071297-96-000041 CONFORMED SUBMISSION TYPE: 35-CERT PUBLIC DOCUMENT COUNT: 5 FILED AS OF DATE: 19960515 SROS: BSE SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: NEW ENGLAND ELECTRIC SYSTEM CENTRAL INDEX KEY: 0000071297 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 041663060 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 35-CERT SEC ACT: 1935 Act SEC FILE NUMBER: 070-07950 FILM NUMBER: 96567253 BUSINESS ADDRESS: STREET 1: 25 RESEARCH DR CITY: WESTBOROUGH STATE: MA ZIP: 01581 BUSINESS PHONE: 5083669011 35-CERT 1 File No.: 70-7950 CERTIFICATE OF NOTIFICATION (Rule 24) SECURITIES AND EXCHANGE COMMISSION BY NEW ENGLAND ELECTRIC RESOURCES, INC. (NEERI) In accordance with the order of the Securities and Exchange Commission dated September 4, 1992, the following is a report for the first quarter of 1996: 1. NEERI is a Massachusetts corporation which was formed in January 1992. NEERI was not capitalized until October 13, 1992 when one thousand shares of NEERI common stock were issued to New England Electric System (NEES). To assist Nantucket Electric Company (NEC) in meeting its short-term needs for reliable energy, NEERI provided materials, delivery, installation, interconnection and start-up testing services for a fully automated two unit diesel driven electric generating plant at the existing NEC Airport Generating Station. The work took place at NEC and New England Electric facilities pursuant to a letter agreement and has been completed. The total compensation under the agreement was recognized during the third quarter of 1994. The agreement provides for billing over a three year period at $25,070 per month effective the month immediately following the notice to proceed by NEC. As of March 31, 1996, $350,980 had not yet been billed in accordance with the agreement ($300,840 included in Accounts Receivable and $50,140 included in Deferred Charges and Other Assets). NEERI undertook consulting activities for the Hungarian Electricity Board pursuant to Agreements with the Hungarian Electricity Board and the United States Energy Association. The consulting activities took place at New England Electric facilities and in Hungary. No compensation was recognized during the first quarter. NEERI entered into a consulting arrangement pursuant to a letter agreement with a company in western Europe to assist on a feasibility study for a transmission interconnection for a non-affiliated electric utility in western Europe. The consulting took place in western Europe and at New England Electric facilities. The arrangement provided for payment upon completion of the work. The work was completed at the end of 1995. $16,819.19 was recognized during the first quarter. NEERI entered into a consulting services agreement with Technology Assessment Group, Inc. (TAG) to provide consulting services in connection with testing and analysis of hydraulic turbine/generators at locations requested by TAG. The agreement, which remains in effect through December 31, 1996, provides for monthly billing. No compensation was recognized during the first quarter. NEERI entered into a consulting services agreement with a company located in Massachusetts (the company) to develop a plan to assist the company with NOx compliance. The consulting took place in Massachusetts and at New England Electric facilities. The agreement provided for monthly billing and expired on January 3, 1996. No compensation was recognized during the first quarter. NEERI entered into two consulting services agreements with a Delaware company (the company) to provide electrical construction, marketing, and other services at locations requested by the company. Both contracts provide for monthly billing. One contract expired on December 31, 1995 and the other expires on November 9, 1996. $7,166.28 was recognized during the first quarter. NEERI entered into a consulting services agreement with a non-affiliated transmission company in the Pacific Rim to provide on-site installation services and training for upgraded data acquisition systems. The consulting will take place in the Pacific Rim and at New England Electric facilities. The agreement provided for monthly billing and was in effect until the end of February, 1996. No compensation was recognized during the first quarter. NEERI entered into a consulting services agreement with a company located in Massachusetts to provide emergency construction services. Such services were provided in January, 1996 in Massachusetts. The agreement, which expired in January, 1996, provided for payment upon completion of the work. No compensation was recognized during the first quarter. NEERI entered into a consulting services agreement with an educational institution located in Massachusetts to provide construction services for the installation of a radio tower. Such services will be provided in Massachusetts. The agreement, which expires in November, 1996, provides for milestone payment upon completion of certain work. No compensation was recognized during the first quarter. 2. As of March 31, 1996, NEES had purchased 1,000 shares of NEERI common stock and made subordinated loans totaling $4,198,999 to NEERI. 3. As of March 31, 1996, NEERI employed no permanent personnel. 4. As of March 31, 1996, NEERI had not purchased or received from associate companies of NEES any intellectual property. 5. Attached in Exhibits A through C are a balance sheet, twelve months ending income statement, and statement of cash flow for NEERI. On May 23, 1995, NEERI invested $999,999 in Separation Technologies, Inc. (STI). This investment is in the form of 153,846 shares of 6% cumulative convertible preferred stock. NEERI has expended $1,097 during the first quarter in research and development activities relating to an environmental technology. NEERI has expended approximately $706,158 during the first quarter in connection with preliminary research and development activities relating to potential investments in exempt wholesale generators and foreign utility companies. $343,080 was spent for potential generation investments and $363,078 for potential transmission investments. SIGNATURE 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. 70-7950) to be signed on its behalf by the undersigned officer thereunto duly authorized. NEW ENGLAND ELECTRIC RESOURCES, INC. s/John G. Cochrane By: _________________________________ John G. Cochrane Treasurer Date: May 15, 1996 EX-99 2 EXHIBIT INDEX Exhibit No. Description Page - ----------- ----------- ---- A Balance Sheet at March 31, 1996 Filed (Unaudited, subject to adjustment) herewith B Statement of Income and Retained Filed Deficit for twelve months ended herewith March 31, 1996 (Unaudited, subject to adjustment) C Statement of Cash Flows for twelve Filed months ended March 31, 1996 herewith (Unaudited, subject to adjustment) EX-99 3 EXHIBIT A Exhibit A NEW ENGLAND ELECTRIC RESOURCES, INC. Balance Sheet March 31, 1996 (Unaudited, Subject to Adjustment) ASSETS - ------ Current assets: Cash $ 18,750 Accounts receivable 331,377 Accounts receivable from associated companies 772 Tax benefit receivable 805,772 ----------- Total current assets $ 1,156,671 ----------- Investment in Separation Technologies, Inc., at cost 999,999 Deferred charges and other assets 50,140 ----------- Total other assets $ 1,050,139 ----------- Total assets $ 2,206,810 =========== LIABILITIES AND PARENT COMPANY'S INVESTMENT - ------------------------------------------- Current liabilities: Accounts payable to associated companies $ 164,233 Accounts payable 20,741 ----------- Total current liabilities $ 184,974 Accumulated deferred income taxes 144,300 ----------- Total liabilities $ 329,274 Parent company's investment: Common stock, par value $1 per share 1,000 Subordinated notes payable to parent 4,198,999 Paid-in capital 0 Retained deficit parent (2,322,463) ----------- Total parent company's investment $ 1,877,536 ----------- Total liabilities and parent company's investment $ 2,206,810 =========== EX-99 4 EXHIBIT B Exhibit B NEW ENGLAND ELECTRIC RESOURCES, INC. Statement of Income and Retained Deficit For the Twelve Months Ended March 31, 1996 (Unaudited, Subject to Adjustment) INCOME - ------ Services rendered to nonassociated companies $ 94,888 Miscellaneous income or loss 0 ----------- TOTAL INCOME $ 94,888 ----------- EXPENSE - ------- Office Supplies and Expenses $ 98,096 Outside services employed 2,434,285 Income taxes (1,099,147) Deferred income taxes 144,300 ----------- TOTAL EXPENSE $ 1,577,534 ----------- NET INCOME OR (LOSS) $(1,482,646) =========== Retained earnings/(deficit) at beginning of period $ (839,817) ----------- Retained earnings/(deficit) at end of period $(2,322,463) =========== EX-99 5 EXHIBIT C Exhibit C NEW ENGLAND ELECTRIC RESOURCES, INC. Statement of Cash Flows For the Twelve Months Ended March 31, 1996 (Unaudited, Subject to Adjustment) Operating Activities: Net income/(loss) $(1,482,646) Adjustments to reconcile net loss to net cash provided by operating activities: Deferred income taxes 144,300 (Increase)/decrease in tax benefit receivable (461,505) (Increase)/decrease in accounts receivable 27,547 Increase/(decrease) in accounts payable 28,402 Increase/(decrease) in accrued taxes (17,895) (Increase)/decrease in deferred charges and other assets 306,813 ----------- Net cash provided by operating activities $ (1,454,984) ----------- Investing Activities: Investment in Separation Technologies, Inc., at cost $ (999,999) Financing Activities: Subordinated notes payable to parent-issues $ 2,424,999 ----------- Net cash used in financing activities $ 2,424,999 ----------- Net increase/(decrease) in cash and cash equivalents (29,984) Cash and cash equivalents at beginning of period 48,734 ----------- Cash and cash equivalents at end of period $ 18,750 =========== -----END PRIVACY-ENHANCED MESSAGE-----