-----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, Rh3lG3zG1keX+zuSbfZC4AVzksV8ZxOaQb/WOowmmpQnm4qHxhQMuzCrPnrc0pdi TPpZUXGuSwfoohBbk2bywQ== 0000072741-98-000078.txt : 19980326 0000072741-98-000078.hdr.sgml : 19980326 ACCESSION NUMBER: 0000072741-98-000078 CONFORMED SUBMISSION TYPE: U-9C-3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19971231 FILED AS OF DATE: 19980325 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: NORTHEAST UTILITIES SYSTEM 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: U-9C-3 SEC ACT: SEC FILE NUMBER: 074-00011 FILM NUMBER: 98572609 BUSINESS ADDRESS: STREET 1: 174 BRUSH HILL AVE CITY: WEST SPRINGFIELD STATE: MA ZIP: 01090-0010 BUSINESS PHONE: 4137855871 MAIL ADDRESS: STREET 1: 107 SELDON ST CITY: BERLIN STATE: CT ZIP: 06037-1616 U-9C-3 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549-1004 FORM U-9C-3 QUARTERLY REPORT PURSUANT TO RULE 58 For the quarterly period ended December 31, 1997 Northeast Utilities ------------------------------------ (Name of registered holding company) Selden Street, Berlin, CT. 06037 ---------------------------------------- (Address of principal executive offices) Name and telephone number of officer to whom inquiries concerning this report should be directed: John J. Roman, Vice President and Controller Telephone number: 860-665-5000 GENERAL INSTRUCTIONS A. Use of Form 1. A reporting company, as defined herein, shall file a report on this form within 60 days after the end of each of the first three quarters, and within 90 days after the end of the fourth quarter, of the fiscal year of the registered holding company. The period beginning on the date of effectiveness of rule 58 and ending at the end of the quarter following the quarter in which the rule becomes effective shall constitute the initial period for which any report shall be filed, if applicable. 2. The requirement to provide specific information by means of this form supersedes any requirement by order of the Commission to provide identical information by means of periodic certificates under rule 24; but does not so supersede and replace any requirement by order to provide information by means of an annual report on Form U-13-60. 3. Information with respect to reporting companies that is required by Form U-13-60 shall be provided exclusively on that form. 4. Notwithstanding the specific requirements of this form, this Commission may informally request such further information as, in its opinion, may be necessary or appropriate. B. Statements of Monetary Amounts and Deficits 1. Amounts included in this form and in related financial statements may be expressed in whole dollars, thousands of dollars or hundred thousands of dollars. 2. Deficits and other similar entries shall be indicated by either brackets or parentheses. An explanation should be provided by footnote. C. Formal Requirements This form, including exhibits, shall be filed with Commission electronically pursuant to Regulation S-T(17 CFR 232.10 et seq.). A conformed copy of each such report shall be filed with each state commission having jurisdiction over the retail rates of a public utility company that is an associate company of a reporting company. Each report shall provide the name and telephone number of the person to whom inquiries concerning the report should be directed. D. Definitions As used in this form, the word "reporting company" means an energy-related company or gas-related company, as defined in rule 58(b). All other words and terms have the same meaning as in the Public Utility Holding Company Act of 1935, as amended, and the rules and regulations thereunder. ITEM 1 - ORGANIZATION CHART - --------------------------------------------------------------------------- Instructions - ------------ 1. Complete Item 1 only for the first three calendar quarters of the fiscal year of the registered holding company. 2. Under the caption "Name of Reporting Company," list each energy-related and gas-related company and each system company that directly or indirectly holds securities thereof. Add the designation "(new)" for each reporting company of which securities were acquired during the period, and the designation"(*)" for each inactive company. 3. Under the caption "Percentage of Voting Securities Held," state the aggregate percentage of the outstanding voting securities of the reporting company held directly or indirectly by the regitered holding company at the end of the quarter. 4. Provide a narrative description of each reporting company's activities during the reporting period. - --------------------------------------------------------------------------- Name of Reporting Company - Select Energy, Inc. 100% owned by Northeast Utilities Energy or gas-related company - Energy-related company Date of organization - September 26, 1996 State of Organization - Connecticut Percentage of Voting Securities Held - 100% by Northeast Utilities Nature of Business - Invest in energy-related activities Activities during the reporting period - Marketing of energy in the New Hampshire retail competition pilot program. Marketing activities related to request for proposals for energy service. Marketing activities in Phase 1 of Rhode Island open access. Marketing of energy and related products and services. ITEM 2 - ISSUANCES AND RENEWALS OF SECURITIES AND CAPITAL CONTRIBUTIONS - ------------------------------------------------------------------------ Instruction - ----------- With respect to a transaction with an associate company, report only the type and principal amount of securities involved. - ------------------------------------------------------------------------ Company Issuing Security - None Type of Security Issued - None Principal Amount of Security - None Issue or Renewal - None Cost of Capital - None Person to Whom Security was Issued - None Collateral Given With Security - None Consideration Received for Each Security - None Company Contributing Capital - Northeast Utilities Company Receiving Capital - Select Energy, Inc. Amount of Capital Contribution - $4,050,000 ITEM 3 - ASSOCIATE TRANSACTIONS - ----------------------------------------------------------------------------- Instructions - ------------ 1. This item is used to report the performance during the quarter of contracts among reporting companies and their associate companies, including other reporting companies, for service, sales and construction. A copy of any such contract not filed previously should be provided as an exhibit pursuant to Item 6.B. 2. Parts I and II concern transactions performed by reporting companies on behalf of associate companies, and transactions performed by associate companies on behalf of reporting companies, respectively. - ----------------------------------------------------------------------------- Part I - Transactions performed by reporting companies on behalf of associate companies. Reporting Associate Company Company Types of Rendering Receiving Services Total Amount Services Services Rendered Billed - ----------------------- ------------ -------------- ------------- (Thousands of Dollars) NONE Part II - Transactions performed by associate companies on behalf of reporting companies. Total Amount Billed* Associate Reporting Company Company Types of Three months Rendering Receiving Services ended Services Services Rendered Dec 31, 1997 - ----------------------- ------------ -------------- ------------- (Thousands of Dollars) Northeast Utilities Select Marketing services $1,034 Service Company Energy, Inc. New product development 503 Customer billing system development 156 Legal services 34 Miscellaneous 18 ------------- Total $1,745 ============= Public Service Company Select Customer billing of New Hampshire Energy, Inc. system development $3 Marketing services 21 Power sales agreement 304 ------------- Total $328 ============= * 'Total Amount Billed' is direct costs only. ITEM 4 - SUMMARY OF AGGREGATE INVESTMENT Investments in energy-related companies: - --------------------------------------- (Thousand of Dollars) Total consolidated capitalization as of12/31/97 $6,154,850 line 1 Total capitalization multiplied by 15% (line 1 multiplied by .15) 923,228 line 2 Greater of $50 million or line 2 923,228 line 3 Total current aggregate investment: (categorized by major line of energy-related business): Select Energy, Inc. 1,166 ----------- Total current aggregate investment 1,166 line 4 --------- Difference between the greater of $50 million or 15% of capitalization and the total aggregate investment of the registered holding company system $922,062 line 5 ========= Investments in gas-related companies: - ------------------------------------ NONE Total current aggregate investment: (categorized by major line of gas-related business): - ----------- Total current aggregate investment $0 ========= ITEM 5 - OTHER INVESTMENTS - ---------------------------------------------------------------- Instruction - ----------- This item concerns investments in energy-related and gas-related companies that are excluded from the calculation of aggregate investment under rule 58. - ---------------------------------------------------------------- Major Line Other Other of Energy- Investment Investment Related in Last in This Reason for Difference Business U-9C-3 Report U-9C-3 Report in Other Investment - ------------- ------------- ------------- ---------------------- NONE ITEM 6 - FINANCIAL STATEMENTS AND EXHIBITS - ----------------------------------------------------------------------------- Instructions - ------------ A. Financial Statements 1. Financial statements are required for reporting companies in which the registered holding company system has at least 50% equity or other ownership interest. For all other rule 58 companies, the registered holding company shall make available to the Commission such financial statements as are available to it. 2. For each reporting company, provide a balance sheet as of the end of the quarter and income statements for the three-month and year-to-date periods ending as of the end of the quarter, together with any notes thereto. Financial statements shall be for the first three quarters of the fiscal year of the registered holding company. 3. If a reporting company and each of its subsidiaries engage exclusively in a single category of energy-related or gas-related activity, consolidated financial statements may be filed. 4. Separate financial statements need not be filed for inactive companies or for companies engaged solely in the ownership of interests in energy-related or gas-related companies. B. Exhibits 1. Copies of contracts required to be provided by Item 3 shall be filed as exhibits. 2. A certificate stating that a copy of the report for the previous quarter has been filed with interested state commissions shall be filed as an exhibit. The certificate shall provide the names and addresses of the state commissions. - ----------------------------------------------------------------------------- A. Financial Statements Select Energy, Inc.: Balance Sheet - As of December 31, 1997 Income Statement-Three months and twelve months ended December 31, 1997 Northeast Utilities (PARENT): 4th quarter not required B. Exhibits Exhibit No. Description - ----------- ----------- 6.B.1.1 * Northeast Utilities Service Company (NUSCO) Service Contract dated as of October 7, 1996 between NUSCO and NUSCO Energy Partners, Inc. 6.B.1.2 ** Bulk Power Supply Service Agreement dated as of May 27, 1996, between Public Service Company of New Hampshire (PSNH) and PSNH Energy. 6.B.1.3 *** Retail Competition Pilot Program Service Agreement dated as of June 12, 1996 between PSNH and PSNH Energy. The copies of the above contracts were filed along with Form U-9C-3 for the quarter ended June 30, 1997. - ------------------- * NUSCO Energy Partners, Inc. changed its name to Select Energy, Inc. ** Select Energy, Inc. subsequently acquired PSNH Energy's interest in these contracts. *** PSNH Energy was a trade name of NUSCO Energy Partners, Inc. and is a trade name of Select Energy, Inc. 6.B.2.1 The company certifies that a conformed copy of Form U-9C-3 for the previous quarter was filed with the following state commissions: Mr. Robert J. Murphy Executive Secretary Department of Public Utility Control 10 Franklin Square New Britain, CT 06051 Ms. Mary L. Cottrell, Secretary Massachusetts Department of Telecommunications and Energy 100 Cambridge Street Boston, MA 02202 Mr. Thomas B. Getz Executive Director and Secretary State of New Hampshire Public Utilities Commission 8 Old Suncook Road, Building One Concord, NH 03301-7319 SELECT ENERGY, INC. BALANCE SHEET (Unaudited) December 31, 1997 ------------- (Thousands of Dollars) ASSETS - ------ Current Assets: Receivables, net $ 323 Accounts receivable from affiliated companies 836 Taxes receivable 1,707 ------------- 2,866 ------------- Deferred Charges: Accumulated deferred income taxes 42 Other 515 ------------- 557 Total Assets $ 3,423 ============== CAPITALIZATION AND LIABILITIES - ------------------------------ Capitalization: Common shares, $1 par value. Authorized and outstanding 100 shares $ - Capital surplus, paid in 4,051 Retained earnings (2,885) -------------- Total capitalization 1,166 -------------- Current Liabilities: Accounts payable 2,058 Other 199 -------------- 2,257 -------------- Total Capitalization and Liabilities $ 3,423 ============== Note: In the opinion of the Company, all adjustments necessary for a fair presentation of financial position for the periods shown have been made. See accompanying notes to financial statements. SELECT ENERGY, INC. INCOME STATEMENT (Unaudited) Three Months Twelve Months Ended Ended December 31, December 31, 1997 1997 -------------- -------------- (Thousands of Dollars) Operating Revenues $ 314 $ 1,407 -------------- -------------- Operating Expenses: Operation Purchased power - energy 256 1,010 Other 2,422 3,970 Maintenance 7 13 Federal and state income taxes (1,325) (1,586) Taxes other than income taxes 450 459 -------------- -------------- Total operating expenses 1,810 3,866 -------------- -------------- Operating Income (Loss) (1,496) (2,459) Other Deductions (43) (13) -------------- -------------- Net Income (Loss) $ (1,539) $ (2,472) ============== ============== Note: In the opinion of the Company, all adjustments necessary for a fair presentation of financial position for the periods shown have been made. See accompanying notes to financial statements. NORTHEAST UTILITIES SELECT ENERGY, INC. NOTES TO FINANCIAL STATEMENTS 1. About Northeast Utilities Northeast Utilities (NU) is the parent company of the Northeast Utilities system (the NU system). The NU system furnishes franchised retail electric service in Connecticut, New Hampshire and western Massachusetts through four wholly owned subsidiaries: The Connecticut Light and Power Company (CL&P), Public Service Company of New Hampshire (PSNH), Western Massachusetts Electric Company (WMECO) and Holyoke Water Power Company. A fifth wholly owned subsidiary, North Atlantic Energy Corporation (NAEC), sells all of its entitlement to the capacity and output of the Seabrook nuclear power plant to PSNH. In addition to its franchised retail service, the NU system furnishes firm and other wholesale electric services to various municipalities and other utilities, and participates in limited retail access programs, providing off-system retail electric service. The NU system serves about 30 percent of New England's electric needs and is one of the 25 largest electric utility systems in the country as measured by revenues. Several wholly owned subsidiaries of NU provide support services for the NU system companies and, in some cases, for other New England utilities. Northeast Utilities Service Company provides centralized accounting, administrative, information resources, engineering, financial, legal, operational, planning, purchasing and other services to the NU system companies. Northeast Nuclear Energy Company acts as agent for the NU system companies and other New England utilities in operating the Millstone nuclear generating facilities. North Atlantic Energy Service Corporation has operational responsibility for the Seabrook nuclear generating facility. Three other subsidiaries construct, acquire or lease some of the property and facilities used by the NU system companies. In addition, CL&P and WMECO each have established a special purpose subsidiary whose business consists of the purchase and resale of receivables. Charter Oak Energy, Inc. (COE), HEC, Inc. (HEC), Mode 1 Communications, Inc, (Mode 1), and Select Energy, Inc. (Select Energy), are other NU system companies which engage in a variety of activities. Directly and through subsidiaries, COE has investments in cogeneration, small-power production and other forms of nonutility generation as permitted under the Public Utility Regulatory Policy Act, and in exempt wholesale generators and foreign utility companies as permitted under the Energy Policy Act of 1992. These investments are accounted for on either a cost or equity basis based upon COE's level of participation. NU has put COE up for sale. HEC provides energy management services for the NU system's and other utilities' commercial, industrial and institutional electric customers. Mode 1 and Select Energy develop and invest in telecommunications and in energy-related activities, respectively. 2. About Select Energy, Inc. NU organized NUSCO Energy Partners, Inc. (NEP), in 1996. NEP acquired PSNH's interest in the New Hampshire retail electric competition pilot program in late 1996. During 1997, NEP changed its name to Select Energy. Select Energy is a vehicle for participation in other retail pilot competition programs and open-access retail electric markets in the Northeast and other areas of the country as appropriate. In addition, Select Energy develops and markets energy-related products and services in order to enhance its core electric service and customer relationships. Select Energy has taken steps to establish strategic alliances with other companies in various energy-related fields including fuel supply and management, power quality, energy efficiency and load management services. 3. Public Utility Regulation NU is registered with the Securities and Exchange Commission (SEC) as a holding company under the Public Utility Holding Company Act of 1935. NU and its subsidiaries are subject to the provisions of the 1935 Act. Arrangements among the NU system companies, outside agencies and other utilities covering interconnections, interchange of electric power and sales of utility property are subject to regulation by the Federal Energy Regulatory Commission (FERC) and/or the SEC. The operating subsidiaries are subject to further regulation for rates, accounting and other matters by the FERC and/or applicable state regulatory commissions. QUARTERLY REPORT OF SELECT ENERGY, INC. SIGNATURE CLAUSE Pursuant to the requirements of the Public Utility Holding Company Act of 1935 and the rules and regulations of the Securities and Exchange Commission issued thereunder, the undersigned company has duly caused this report to be signed on its behalf by the undersigned officer thereunto duly authorized. NORTHEAST UTILITIES ----------------------------- (Registered Holding Company) By: /s/ John J. Roman ----------------------------- (Signature of Signing Officer) John J. Roman ----------------------------- Vice President and Controller ----------------------------- Date: March 25, 1998 ----------------------------- -----END PRIVACY-ENHANCED MESSAGE-----