-----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, GTHLt11ygeNURa6VFGFWRjU3Fzuez+h5th9AelxNfkVgy4Bm5zXcEDfLto01xZgK 9IBMqmC0DDWGSsCmvphzfA== 0000071297-97-000011.txt : 19970226 0000071297-97-000011.hdr.sgml : 19970226 ACCESSION NUMBER: 0000071297-97-000011 CONFORMED SUBMISSION TYPE: 35-CERT PUBLIC DOCUMENT COUNT: 5 FILED AS OF DATE: 19970225 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: 070-08555 FILM NUMBER: 97542680 BUSINESS ADDRESS: STREET 1: 25 RESEARCH DR CITY: WESTBOROUGH STATE: MA ZIP: 01581 BUSINESS PHONE: 5083669011 35-CERT 1 File Nos. 70-7950/70-8555 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 fourth 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 agreement provides for billing over a three year period at $25,070 per month. As of December 31, 1996, $125,350 had not yet been billed in accordance with a letter agreement and is included in Accounts Receivable. NEERI entered into an agreement with a company located in Pennsylvania to provide ongoing work as a subcontractor for electric meter retrofit services. The work took place in Massachusetts. $51,407 was recognized in the fourth quarter. NEERI entered into ten agreements to provide construction related services at job sites in Rhode Island, Massachusetts, New York, West Virginia, Minnesota, Pennsylvania, New Hampshire and Vermont. A total of $790,467 was recognized under these contracts in the fourth quarter of 1996. Seven of these contracts expired in the fourth quarter of 1996, two will expire in the first quarter of 1997, and one has an indefinite expiration. NEERI also entered into an agreement to provide consulting services for the government of Thailand, for which $93,700 was recognized in the fourth quarter of 1996. This agreement will expire in the first quarter of 1997. 2. As of December 31, 1996, NEES had purchased 1,000 shares of NEERI common stock and made subordinated loans totaling $8,448,999 to NEERI. 3. As of December 31, 1996, NEERI employed no permanent personnel. 4. As of December 31, 1996, NEERI had not purchased or received from associated companies of NEES any intellectual property. 5. In July, 1996 NEERI International, a wholly-owned subsidiary of NEERI, was formed under the laws of the Cayman Islands. NEERI owns two shares of NEERI International, which will serve as a Project Parent for prospective EWG/FUCO investments under File No. 70-8783. NEERI International has no employees, and had no significant activity in the quarter ending December 31, 1996. 6. Attached in Exhibits A through C are the consolidated financial statements of NEERI and NEERI International. These statements include a balance sheet, twelve months ending income statement, and statement of cash flow. All significant intercompany transactions have been eliminated. In May, 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 also provides maintenance services for STI equipment on an as needed basis, for which $6,510 was recognized in the fourth quarter of 1996. In July, 1996 NEERI invested $475,001 in Monitoring Technologies, Inc. This investment is in the form of 271,429 shares of Series E convertible preferred stock. NEERI has expended $54,906 during the fourth quarter in research and development activities relating to an environmental technology. NEERI expended approximately $1,483,172 during the fourth quarter in connection with preliminary research and development activities relating to potential investments in exempt wholesale generators and foreign utility companies. $196,038 was spent for potential generation investments and $1,287,134 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 Nos. 70-7950 and 70-8555) 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: February 25, 1997 EX-99 2 EXHIBIT INDEX Exhibit No. Description Page - ----------- ----------- ---- A Balance Sheet at December 31, 1996 Filed (Unaudited, subject to adjustment) herewith B Statement of Income and Accumulated Filed Deficit for twelve months ended herewith December 31, 1996 (Unaudited, subject to adjustment) C Statement of Cash Flows for twelve Filed months ended December 31, 1996 herewith (Unaudited, subject to adjustment) EX-99 3 EXHIBIT A Exhibit A NEW ENGLAND ELECTRIC RESOURCES, INC. Balance Sheet December 31, 1996 (Unaudited, Subject to Adjustment) ASSETS - ------ Current assets: Cash $ 180,836 Accounts receivable 1,359,932 Accounts receivable from associated companies 2,746 Tax benefit receivable 866,287 ----------- Total current assets 2,409,801 ----------- Investment in Separation Technologies, Inc., at cost 999,999 Investment in Monitoring Technologies, Inc., at cost 475,001 ----------- Total other assets 1,475,000 ----------- Total assets $ 3,884,801 =========== LIABILITIES AND PARENT COMPANY'S INVESTMENT - ------------------------------------------- Current liabilities: Accounts payable to associated companies $ 465,891 Accounts payable 238,342 Tax collections payable 382 ----------- Total current liabilities 704,615 Accumulated deferred income taxes 51,600 ----------- Total liabilities 756,215 Parent company's investment: Common stock, par value $1 per share 1,000 Subordinated notes payable to parent 8,448,999 Retained deficit (5,321,413) ----------- Total parent company's investment 3,128,586 ----------- Total liabilities and parent company's investment $ 3,884,801 =========== EX-99 4 EXHIBIT B Exhibit B NEW ENGLAND ELECTRIC RESOURCES, INC. Statement of Income and Retained Deficit For the Twelve Months Ended December 31, 1996 (Unaudited, Subject to Adjustment) INCOME - ------ Services rendered to nonassociated companies $ 1,379,230 ----------- Total Income $ 1,379,230 ----------- EXPENSE - ------- Administrative and General Expenses $ 7,339,530 Income taxes (2,352,400) ----------- Total Expenses 4,987,130 ----------- Net Income/(Loss) $(3,607,900) =========== Retained earnings/(deficit) at beginning of period (1,713,513) ----------- Retained earnings/(deficit) at end of period $(5,321,413) =========== EX-99 5 EXHIBIT C Exhibit C NEW ENGLAND ELECTRIC RESOURCES, INC. Statement of Cash Flows For the Twelve Months Ended December 31, 1996 (Unaudited, Subject to Adjustment) Operating Activities: Net income/(loss) $(3,607,900) Adjustments to reconcile net loss to net cash provided by operating activities: Deferred income taxes (123,900) (Increase)/decrease in tax benefit receivable (364,687) (Increase)/decrease in accounts receivable (1,043,121) Increase/(decrease) in accounts payable 550,125 Increase/(decrease) in accrued taxes 382 (Increase)/decrease in deferred charges and other assets 125,350 ----------- Net cash used in operating activities $(4,463,751) =========== Investing Activities: Investment in Monitoring Technologies, Inc., $ (475,001) at cost ----------- Net cash used in investing activities $ (475,001) =========== Financing Activities: Subordinated notes payable to parent-issues $ 5,050,000 ----------- Net cash provided by financing activities $ 5,050,000 =========== Net increase/(decrease) in cash and cash equivalents $ 111,248 Cash and cash equivalents at beginning of period 69,588 ----------- Cash and cash equivalents at end of period $ 180,836 =========== -----END PRIVACY-ENHANCED MESSAGE-----