-----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, Upa1arnPUXJFMkbjKouIoz+DK6xGxiZXLQ6DUGim73PqO3XyydBb+Qs/JgCW9cPJ LRs+K+45mXZVI9EoVJ6z0Q== 0000071297-99-000012.txt : 19990303 0000071297-99-000012.hdr.sgml : 19990303 ACCESSION NUMBER: 0000071297-99-000012 CONFORMED SUBMISSION TYPE: 35-CERT PUBLIC DOCUMENT COUNT: 5 FILED AS OF DATE: 19990302 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: SEC FILE NUMBER: 070-07950 FILM NUMBER: 99554770 BUSINESS ADDRESS: STREET 1: 25 RESEARCH DR CITY: WESTBOROUGH STATE: MA ZIP: 01582 BUSINESS PHONE: 5083669011 MAIL ADDRESS: STREET 1: 25 RESEARCH DR CITY: WESTBOROUGH STATE: MA ZIP: 01582 35-CERT 1 File Nos. 70-7950/70-8555 CERTIFICATE OF NOTIFICATION (Rule 24) SECURITIES AND EXCHANGE COMMISSION BY NEES GLOBAL, INC. (NG) (Formerly NEES GLOBAL TRANSMISSION, INC. (NGT)) In accordance with the orders of the Securities and Exchange Commission dated September 4, 1992 and May 15, 1995, the following is a report for the fourth quarter of 1998: 1. Effective May 1, 1998, NGT changed its name to NEES Global, Inc. (NG). NG is a Massachusetts corporation which was formed in January 1992. NG was not capitalized until October 13, 1992, when one thousand shares of NG common stock were issued to New England Electric System (NEES). On June 25, 1998, New England Water Heater Co., Inc. (NEWH), an energy-related company, became a wholly-owned subsidiary of NG in accordance with Rule 58 of the Act. The company's financial statements are consolidated with NG. In the third quarter of 1998, NEWH purchased at net book value all rental water heaters from its affiliates, Massachusetts Electric Company and The Narragansett Electric Company. NG is a party to 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. No revenue was recognized in the fourth quarter of 1998. NG is a party to an agreement to provide construction related services at a job site in Minnesota. The project is complete and no additional revenue will be recognized. NG entered into agreements with companies located in Alaska, Canada, District of Columbia, Maine, Massachusetts, Michigan, and Virginia to provide consulting services. A total of $208,000 in revenue was recognized in the fourth quarter of 1998. In the fourth quarter of 1998, NG invested $62,000 to maintain a one percent interest in AllEnergy Marketing Co., LLC., an affiliated "energy-related company" within the meaning of Rule 58 of the Act. 2. As of December 31, 1998, NEES had purchased 1,000 shares of NG common stock and had made subordinated loans and other paid-in capital contributions to NG totaling $27,326,000 and $4,353,000, respectively. 3. As of December 31, 1998, NG employed no permanent personnel. However, during the three-month period ending December 31, 1998, 47 employees of associated companies of NEES billed portions of their time to NG. 4. As of December 31, 1998, NG had not purchased or received from associated companies of NEES any intellectual property. 5. During the three-month period ended December 31, 1998, NG received legal, financial, and other administrative services from New England Power Service Company, amounting to $206,000. 6. Attached in Exhibits A through C are the consolidated financial statements of NG. These statements include a balance sheet, income statement, and statement of cash flows. All significant intercompany transactions have been eliminated. In May 1995, NG invested $1,000,000 in Separation Technologies, Inc. (STI). This investment is in the form of 153,846 shares of 6% cumulative convertible preferred stock. NG also provides maintenance services for STI equipment on an as needed basis, for which no revenue was recognized in the fourth quarter of 1998. In July 1996, NG invested $475,000 in Monitoring Technologies, Inc. This investment is in the form of 271,429 shares of Series E convertible preferred stock. Due to a reduction in value, NG recorded a charge to expense of $475,000 in the fourth quarter of 1998 representing its investment in Monitoring Technologies, Inc. In July 1997, NG invested $1,000,000 in Underwater Unlimited Diving Services, Inc. (UUDSI) in the form of 200,000 shares of Convertible Nonvoting Preferred Stock. As of the fourth quarter of 1998, NG had made capital contributions totalling $250,000 in HydroServ Group, Inc. In September 1998, NG decided to terminate its 50 percent interest in HydroServ Group LLC (HG). As a result of its decision to terminate its interest in the HG joint venture, NG recorded a charge to expense of $1,009,000 in the third quarter of 1998 representing its investment in UUDSI and its net equity investment in HG. In August 1997, NG invested $1,400,000 in Nexus Energy Software, Inc. in the form of 1,000,000 shares of Series A Preferred Stock. An additional investment of $750,000 was made in October 1998 in the form of 300,000 shares of Series B Preferred Stock. 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. NEES GLOBAL, INC. s/John G. Cochrane By: _________________________________ John G. Cochrane Treasurer Date: March 1, 1999 EX-99 2 EXHIBIT INDEX Exhibit No. Description Page - ----------- ----------- ---- A Balance Sheet at December 31, 1998 Filed (Unaudited, subject to adjustment) herewith B Statement of Income and Filed Accumulated Deficit for the twelve herewith months ended December 31, 1998 (Unaudited, subject to adjustment) C Statement of Cash Flows Filed for the twelve months ended herewith December 31, 1998 (Unaudited, subject to adjustment) EX-99 3 EXHIBIT A Exhibit A NEES GLOBAL, INC. Consolidated Balance Sheet December 31, 1998 (Unaudited, Subject to Adjustment) (thousands of dollars) ASSETS - ------ Current assets: Cash $ 595 Accounts receivable, less reserves of $170,000 939 Other current assets 1,220 ------- Total current assets 2,754 ------- Fixed assets: Property and equipment 20,867 Accumulated depreciation (4,175) ------- Total fixed assets 16,692 ------- Investments at cost: Separation Technologies, Inc. 1,000 Nexus, Inc. 2,150 AllEnergy Marketing Co., LLC 676 ------- Total investments 3,826 ------- Total assets $23,272 ======= LIABILITIES AND PARENT COMPANY'S INVESTMENT - ------------------------------------------- Current liabilities: Accounts payable $ 223 Accounts payable to affiliates 53 Accrued taxes 217 Miscellaneous accrued liabilities 237 ------- Total current liabilities 730 ------- Accumulated deferred income taxes 836 Deferred credits and other liabilities 314 ------- Total other liabilities 1,150 Parent company's investment: Common stock, par value $1 per share 1 Subordinated notes payable to parent 27,326 Other paid-in capital 4,353 Accumulated deficit (10,288) ------- Total parent company's investment 21,392 ------- Total liabilities and parent company's investment $23,272 ======= EX-99 4 EXHIBIT B Exhibit B NEES GLOBAL, INC. Consolidated Statement of Income and Accumulated Deficit For the Twelve Months Ended December 31, 1998 (Unaudited, Subject to Adjustment) (thousands of dollars) INCOME - ------ Rental water heater revenue $ 4,201 Consulting revenue and other 791 Equity in earnings - HydroServ Group, LLC (143) -------- Total income 4,849 -------- EXPENSE - ------- Operation and maintenance expenses 4,472 Write-off of investment in: Underwater Unlimited Diving Services, Inc. 1,000 Monitoring Technologies, Inc. 475 HydroServ Group, LLC 9 Depreciation 1,180 Income taxes (1,159) -------- Total expenses 5,977 -------- Net loss $ (1,128) ======== Accumulated deficit at beginning of period $ (9,160) Accumulated deficit at end of period $(10,288) ======== EX-99 5 EXHIBIT C Exhibit C NEES GLOBAL, INC. Statement of Cash Flows For the Twelve Months Ended December 31, 1998 (Unaudited, Subject to Adjustment) (thousands of dollars) Operating Activities: Net loss $(1,128) Adjustments to reconcile net loss to net cash provided by operating activities: Depreciation 1,180 Loss on investments 1,484 Deferred income taxes 466 (Increase)/decrease in accounts receivable (49) (Increase)/decrease in other current assets (1,163) Increase/(decrease) in accounts payable 19 Increase/(decrease) in other current liabilities 343 Other, net 567 ------- Net cash used in operating activities $ 1,719 ======= Investing Activities: Fixed asset expenditures $(13,416) Investment in HydroServ Group, LLC (120) Investment in Nexus, Inc. (750) Investment in AllEnergy Marketing Co., LLC (513) Investment in New England Water Heater Co., Inc. (4,228) -------- Net cash used in investing activities $(19,027) ======== Financing Activities: Subordinated notes payable to parent-net $13,252 Capital contribution from parent 4,353 ------- Net cash provided by financing activities $17,605 ======= Net increase/(decrease) in cash and cash equivalents $ 297 Cash and cash equivalents at beginning of period 298 ------- Cash and cash equivalents at end of period $ 595 ======= -----END PRIVACY-ENHANCED MESSAGE-----