0000072741-95-000047.txt : 19950829 0000072741-95-000047.hdr.sgml : 19950829 ACCESSION NUMBER: 0000072741-95-000047 CONFORMED SUBMISSION TYPE: 35-CERT PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19950828 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: NORTHEAST UTILITIES CENTRAL INDEX KEY: 0000072741 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 042147929 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 35-CERT SEC ACT: 1935 Act SEC FILE NUMBER: 070-08507 FILM NUMBER: 95567496 BUSINESS ADDRESS: STREET 1: 174 BRUSH HILL AVE CITY: WEST SPRINGFIELD STATE: MA ZIP: 01090-0010 BUSINESS PHONE: 2036655000 MAIL ADDRESS: STREET 1: 107 SELDON ST CITY: BERLIN STATE: CT ZIP: 06037-1616 35-CERT 1 COE, INC. QTRYLY RPT FILING UNDER RULE 24 OF 35 ACT UNITED STATES OF AMERICA SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Application of Northeast ) ) CERTIFICATE PURSUANT TO Utilities, Charter Oak Energy ) RULE 24 UNDER THE PUBLIC ) UTILITY HOLDING COMPANY ACT Inc. and COE Development ) OF 1935 ) Corp. on Form U-1 ) ) (File No. 70-8507) ) Pursuant to the requirements of Rule 24 under the Public Utility Holding Company Act of 1935, Charter Oak Energy, Inc. ("Charter Oak"), a wholly-owned subsidiary of Northeast Utilities ("NU"), a registered holding company, hereby files this quarterly report as required by the Securities and Exchange Commission's supplemental order authorizing preliminary development activities and financing related to such activities and to acquisitions of interests in exempt wholesale generators ("EWGs") and foreign utility companies ("FUCOs") by Charter Oak (HCAR. No. 26134, September 30, 1994, File No. 70-8062 and HCAR. No. 26213, December 30, 1994, File No. 70-8507). (1) BALANCE SHEET AS OF JUNE 30, 1995: Attached as Exhibit A. (2) INCOME STATEMENT FOR THE QUARTER ENDED JUNE 30, 1995: Attached as Exhibit B. (3) GENERAL DESCRIPTION OF THE ACTIVITIES OF CHARTER OAK FOR THE QUARTER ENDED JUNE 30, 1995, AND OF THE PROJECTS IN WHICH CHARTER OAK OR ITS SUBSIDIARIES HAVE AN INTEREST: During the second quarter of 1995, pursuant to the permission granted by the Commission in the September 30, 1994 (HCAR. No. 26134) and December 30, 1994(HCAR. No. 26213) orders, Charter Oak, through its wholly-owned subsidiary COE Development Corporation ("COE Development"), has participated in preliminary development activities for EWGs and FUCOs. These activities have been performed by COE Development both on its own and with unaffiliated third parties. On December 30, 1994 the Commission authorized NU to make investments in Charter Oak, and Charter Oak to make investments in COE Development, in the amount of up to $200 million, through December 31, 1996, for preliminary development activities and for acquisitions of interests in EWGs and FUCOs. This authorization includes preliminary development of domestic projects as well as investments in EWGs and FUCOs. COE Development is engaged in constructing a 114 MW natural gas-fired project (Central Termica San Miguel de Tucuman, S.A., "CTSMT") located in the Republic of Argentina and a 20 MW wind project in Costa Rica. Charter Oak, through its wholly-owned subsidiary Charter Oak (Paris), Inc., pursuant to the permission granted by the Commission (HCAR. No. 24893), has an approximately 10% beneficial equity ownership interest in a 213 MW gas-fired operational qualifying cogeneration facility in Paris, Texas. On September 24, 1993, NU was granted permission (HCAR. No. 70-8084) to invest up to $7 million in Charter Oak for the purchase of an interest in two non-utility subsidiaries to own an interest in a foreign utility company, Encoe Partners. Encoe Partners is a general partnership formed for the sole purpose of building, owning and operating a power generating facility in the United Kingdom ("Power Plant") and acquiring a one-third interest in certain rights and obligations under a power contract. The Power Plant is 2.176 MW and will produce power by harnessing the pressure in the natural gas pipeline feeding the 1,875 MW Teesside Project in Teesside, Wilton, Cleveland, England. This transaction was completed by Charter Oak on the close of business on September 30, 1993 by acquiring interests in two non-utility subsidiary companies, COE (UK) Corp. and COE (GENCOE) Corp. At this time, none of the other projects Charter Oak is currently pursuing are sufficiently defined to move beyond the preliminary development stage and therefore are not contained in this report. (4) THE AMOUNTS OF RECOURSE AND NON-RECOURSE DEBT SECURITIES ISSUED TO THIRD PARTIES BY INTERMEDIATE COMPANIES: N.A. (5) REGULATORY STATUS OF FACILITIES ELIGIBLE FOR EXEMPTION AS A PUBLIC UTILITY UNDER THE ACT. On March 3, 1995, the Argentinian company ("CTSMT") filed a Form U-57 notifying the Commission of foreign utility company status. (6) INFORMATION ON INTERCOMPANY SERVICE TRANSACTIONS INVOLVING AFFILIATED INTERMEDIATE COMPANIES, EWGS AND FUCOs FOR THE QUARTER ENDING JUNE 30, 1995. Attached as Exhibit C. The aggregate amount of all guarantees issued by or for Charter Oak or any of its subsidiary companies for the quarter ending June 30, 1995 is approximately $60,000. On August 4, 1995, Charter Oak Energy, Inc. (COE) entered into a contract guaranteeing the payment of the contract price of a construction contract between a subsidiary company and a third party vendor. COE's cumulative aggregate liability, as guarantor, under this contract is approximately $20 million. COE is a wholly-owned subsidiary of Northeast Utilities (NU), which has agreed to provide, if needed, the funds necessary to meet the terms of the guarantee. COE expects that the subsidiary will meet its contractual obligations and COE will not be called upon to perform under this guarantee. SIGNATURE Pursuant to the requirements of the Public Utility Holding Company Act of 1935, the undersigned company has duly caused this Certificate to be signed on its behalf by the undersigned thereunto duly authorized. Charter Oak Energy, Inc. /s/ Eugene G. Vertefeuille Principal Charter Oak Energy, Inc. P.O. Box 270 Hartford, CT 06141-0270 August 28, 1995 EXHIBIT A CHARTER OAK ENERGY, INC. AND SUBSIDIARIES ----------------------------------------- CONSOLIDATED BALANCE SHEETS (UNAUDITED) --------------------------------------- June 30, --------------------------- 1995 1994 ------------ ------------ (Thousands of Dollars) ASSETS ------ Utility Plant, at original cost: Electric $ 52 $ 52 Less: Accumulated provision for depreciation 46 44 ------------ ------------ Total net utility plant 6 8 ------------ ------------ Other Investments, at cost 19,560 6,322 ------------ ------------ Current Assets: Cash 673 4,450 Taxes receivable - 1,950 ------------ ------------ 673 6,400 ------------ ------------ Deferred Charges: Accumulated deferred income taxes 722 399 Deferred development costs 2,601 2,517 Other 783 896 ------------ ------------ 4,106 3,812 ------------ ------------ Total Assets $ 24,345 $ 16,542 ============ ============ CAPITALIZATION AND LIABILITIES ------------------------------ Capitalization: Common stock $ - $ - Capital surplus, paid in 36,475 25,149 Retained earnings (13,604) (9,123) ------------ ------------ Total capitalization 22,871 16,026 ------------ ------------ Minority interest in common equity of subsidiaries 40 48 ------------ ------------ Current Liabilities: Accounts payable 611 259 Accounts payable to affiliated companies 272 108 Taxes accrued 358 73 Other 193 28 ------------ ------------ 1,434 468 ------------ ------------ Total Capitalization and Liabilities $ 24,345 $ 16,542 ============ ============ EXHIBIT B CHARTER OAK ENERGY, INC. AND SUBSIDIARIES ----------------------------------------- CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED) --------------------------------------------- Three Months Ended June 30, --------------------------- 1995 1994 ------------ ------------ (Thousands of Dollars) Operating Revenues $ - $ - ------------ ------------ Operating Expenses: Operation and maintenance 1,635 1,628 Depreciation 165 162 Federal and state income taxes (739) (984) Taxes other than income taxes 4 6 ------------ ------------ Total operating expenses 1,065 812 ------------ ------------ Operating Loss (1,065) (812) ------------ ------------ Other Income: Investment income 293 469 Other, net 30 2 ------------ ------------ Total other income 323 471 ------------ ------------ Loss before interest charges (742) (341) ------------ ------------ Interest Charges 3 1 ------------ ------------ Net Loss $ (745) $ (342) ============ ============
Charter Oak Energy and Subsidiaries Exhibit C Detail of Intercompany Services Second Quarter Ending June 30, 1995 Charter Oak Energy ------------------ NON- Service Provided By-- Type of Services Provided-- PAYROLL PAYROLL TOTAL ------------------------------------------------------------------------------------ NUSCO Charter Oak staff 131,187 7,163 138,350 Accounting and financial services 4,289 0 4,289 Legal services 4,694 8,280 12,974 Miscellaneous 5,130 850 5,980 ------------------------------ Total NUSCO Services 145,300 16,293 161,593 ------------------------------ Total Services Provided 145,300 16,293 161,593 ============================== COE Development Corp. --------------------- NON- Service Provided By-- Type of Services Provided-- PAYROLL PAYROLL TOTAL ------------------------------------------------------------------------------------ NUSCO Charter Oak staff 207,555 166,549 374,104 Engineering services 58,096 8,931 67,027 Accounting and financial services 10,229 0 10,229 Legal services 0 37,633 37,633 Miscellaneous 13,603 5,836 19,439 ------------------------------ Total NUSCO Services 289,483 218,949 508,432 ------------------------------ CL&P Engineering services 0 5,202 5,202 ------------------------------ Total CL&P Services 0 5,202 5,202 ------------------------------ Total Services Provided 289,483 224,151 513,634 ============================== COE (UK) Corp. -------------- NON- Service Provided By-- Type of Services Provided-- PAYROLL PAYROLL TOTAL ------------------------------------------------------------------------------------ NUSCO Charter Oak staff 0 1,577 1,577 ------------------------------ Total NUSCO Services 0 1,577 1,577 ------------------------------ Total Services Provided 0 1,577 1,577 ==============================