-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, OyqmCRLGF9UfKCoOdbpvtCAwFhkbSg9LOQ7uZPPhUrbrNaKTde0CaFV/LDSBORxK VIhwvg485KJglZxthBCUNA== 0000906602-94-000045.txt : 19940801 0000906602-94-000045.hdr.sgml : 19940801 ACCESSION NUMBER: 0000906602-94-000045 CONFORMED SUBMISSION TYPE: POS AMC PUBLIC DOCUMENT COUNT: 8 FILED AS OF DATE: 19940729 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NORTHEAST UTILITIES CENTRAL INDEX KEY: 0000072741 STANDARD INDUSTRIAL CLASSIFICATION: 4911 IRS NUMBER: 042147929 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: POS AMC SEC ACT: 1935 Act SEC FILE NUMBER: 070-08048 FILM NUMBER: 94540915 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 POS AMC 1 POST-EFFECTIVE AMENDMENT NO. 3 FILE NO. 70-8048 POS AMC SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 3 (Amendment No. 5) to FORM U-1 APPLICATION/DECLARATION WITH RESPECT TO: (1) SHORT-TERM BORROWINGS EVIDENCED BY NOTES TO LENDING INSTITUTIONS AND TO A DEALER OR DEALERS IN COMMERCIAL PAPER, (2) OPEN ACCOUNT ADVANCES, AND (3) CONTINUED USE OF A SYSTEM COMPANY MONEY POOL Under THE PUBLIC UTILITY HOLDING COMPANY ACT OF 1935 NORTHEAST UTILITIES HOLYOKE WATER POWER WESTERN MASSACHUSETTS ELECTRIC COMPANY COMPANY Canal Street THE QUINNEHTUK COMPANY Holyoke, MA 01040 174 Brush Hill Avenue West Springfield, MA 01809 THE CONNECTICUT LIGHT AND POWER PUBLIC SERVICE COMPANY OF COMPANY NEW HAMPSHIRE NORTHEAST NUCLEAR ENERGY NORTH ATLANTIC ENERGY COMPANY CORPORATION THE ROCKY RIVER REALTY COMPANY 1000 Elm Street 107 Selden Street Manchester, NH 03015 Berlin, CT 06037 HEC INC. 24 Prime Parkway Natick, MA 01760 (Names of companies filing this statement and addresses of principal executive offices) NORTHEAST UTILITIES (Name of top registered holding company) Robert P. Wax, Esq. Vice President, Secretary and General Counsel Northeast Utilities Service Company 107 Selden Street Berlin, Connecticut 06037 (Name and address of agent for service) The Commission is requested to mail signed copies of all orders, notices and communications to: Jeffrey C. Miller, Esq. David R. McHale Assistant General Counsel Manager- Short Term and Project Finance Northeast Utilities Service Company Northeast Utilities Service Company 107 Selden Street 107 Selden Street Berlin, Connecticut 06037 Berlin, Connecticut 06037 The application/declaration in this proceeding, as previously amended (the "Application"), is hereby further amended as follows: 1. The purpose of this amendment is to increase to $500 million the aggregate amount of short-term debt that The Connecticut Light and Power Company ("CL&P") may have outstanding at any one time through December 31, 1994 from its currently authorized level of $375 million. CL&P needs the authorization for an additional $125 million of short-term debt to give it the flexibility to refinance $170 million of debt represented by its Series WW First Mortgage Bonds, which will mature on October 1, 1994, in a way that provides the maximum financial advantage to CL&P. While CL&P could refinance those bonds by issuing a new series of bonds prior to or upon their maturity, market conditions in the bond market have been volatile in 1994. Hence, CL&P believes it is prudent to be in a position so that it is not compelled to issue new bonds immediately if market conditions near the time the Series WW First Mortgage Bonds mature are unfavorable. Accordingly, CL&P wishes to have the ability to use the proceeds of short-term debt to repay its Series WW First Mortgage Bonds upon their maturity and to issue bonds to repay that short-term debt once conditions in the bond market improve. In addition, CL&P may also use the proceeds of short-term debt to acquire by purchase, tender or other means any of its outstanding preferred stock or bonds. 2. The short-term debt authorizations granted in this file expire on December 31, 1994. CL&P and the other applicants in this file intend to seek new short-term debt authorizations to be in effect before the end of the year. The short-term debt authorization sought by CL&P at that time would account for any continuing need to use short-term debt to finance the capital requirements of CL&P represented by the Series WW Bonds. Accordingly, the increased short-term debt authorization requested in this amendment would -2- expire along with the short-term debt authorizations of the other applicants in this file on December 31, 1994. 3. The reference to $375,000 next to CL&P in the table in Section 3 of the Application is changed to $500,000. 4. The reference to $375 million in the first sentence of Section 6 of the Application is changed to $500 million. 5. The following is added after the second sentence of the second paragraph in Section 7 of the Application: CL&P will also use funds derived from short-term borrowings authorized by the Commission pursuant to this application/declaration to repay certain of its bonds upon their maturity and/or to acquire by purchase, tender or other means any of its preferred stock or bonds. 6. As stated in the second paragraph of Section 6 of the Application, the aggregate amount of short-term debt that can be incurred by CL&P is further restricted by the provisions of its preferred stock. CL&P has authorization from the holders of its preferred stock, through March 31, 2004, to issue securities representing unsecured short-term indebtedness up to a maximum of 20% of its capitalization. Based on its capitalization as of June 30, 1994, CL&P is limited to approximately $675,636,000 of unsecured indebtedness through short-term debt. (See Exhibit J.1.1 filed herewith.) -3- 7. It is estimated that the fees, commissions and expenses paid or incurred, or to be paid or incurred, directly or indirectly, by the applicants with respect to this post-effective amendment will not exceed $2,000. None of such fees, commissions or expenses will be paid to any associate company or affiliate of the applicants except for financial and other services performed at cost by Northeast Utilities Service Company, an affiliated service company, and except that C. Duane Blinn, a member of the firm of Day, Berry & Howard, counsel to the applicants, is Assistant Secretary of Connecticut Yankee Atomic Power Company, an affiliate, and the estimate of fees set forth above will include payment to be made to that firm for legal services in connection with the transactions proposed in this post-effective amendment. 8. Other than the approval of the Commission, no other state or federal commission has jurisdiction over the subject matter of this post-effective amendment. 9. The Series WW Bonds mature on October 1, 1994. The applicants therefore respectfully request that the Department issue its order permitting this post-effective amendment to become effective as soon as practicable, and in any event no later than September 15, 1994. The applicants hereby waive any recommended decision by a hearing officer or by any other responsible officer of the Commission and waive the 30-day waiting period between issuance of the Commission's order and the date on which it is to become effective, since it is desired that the Commission's order, when issued, become effective immediately. The applicants consent that the Office of Public Utility Regulation within the Division of Investment Management may assist in the preparation of the Commission's decision and/or order. -4- 10. The following exhibits are filed herewith: F.2 Opinion of Counsel I.2 Proposed Form of Notice J.1.1 20% Unsecured Debt Test -- CL&P 11. The following revised financial statements are filed herewith: 2. The Connecticut Light and Power Company: 2.1.1 Balance sheet, per books and pro forma, as of June 30, 1994 2.2.1 Statement of income, per books and pro forma, for the 12 months ended June 30, 1994 and capital structure, per books and pro forma, as of June 30, 1994 10. Northeast Utilities and subsidiaries: 10.1.2 Consolidated balance sheet, per books and pro forma, as of June 30, 1994 10.2.2 Consolidated statement of income, per books and pro forma, for the 12 months ended June 30, 1994 and capital structure, per books and pro forma, as of June 30, 1994 -5- SIGNATURES Pursuant to the requirements of the Public Utility Holding Company Act of 1935, as amended, the undersigned applicants have duly caused this post- effective amendment to be signed on their behalf by the undersigned officer hereunto duly authorized. Dated: July 29, 1994 Northeast Utilities The Connecticut Light and Power Company Western Massachusetts Electric Company Holyoke Water Power Company Northeast Nuclear Energy Company The Quinnehtuk Company The Rocky River Realty Company Public Service Company of New Hampshire North Atlantic Energy Corporation By /s/ John B. Keane John B. Keane Vice President and Treasurer HEC Inc. By /s/ John B. Keane John B. Keane Director INDEX TO EXHIBITS Exhibit F.2 Opinion of Counsel Exhibit I.2 Proposed Form of Notice Exhibit J.1.1 20% Unsecured Debt Test -- CL&P Financial Statement 2.1.1 CL&P balance sheet, per books and pro forma, as of June 30, 1994 Financial Statement 2.2.1 CL&P statement of income, per books and pro forma, for the 12 months ended June 30, 1994 and capital structure, per books and pro forma, as of June 30, 1994 Financial Statement 10.1.2 Northeast Utilities Consolidated balance sheet, per books and pro forma, as of June 30, 1994 Financial Statement 10.2.2 Northeast Utilities Consolidated statement of income, per books and pro forma, for the 12 months ended June 30, 1994 and capital structure, per books and pro forma, as of June 30, 1994 EX-99 2 EXHIBIT F.2 Exhibit F.2 OPINION OF DAY, BERRY & HOWARD, COUNSEL FOR APPLICANTS July 29, 1994 Securities and Exchange Commission 450 Fifth Street Judiciary Plaza Washington, D.C. 20549 Re: Northeast Utilities The Connecticut Light and Power Company Western Massachusetts Electric Company Holyoke Water Power Company Northeast Nuclear Energy Company The Quinnehtuk Company The Rocky River Realty Company Public Service Company of New Hampshire North Atlantic Energy Corporation HEC Inc. File No. 70-8048 Ladies and Gentlemen: We have acted as counsel to Northeast Utilities, The Connecticut Light and Power Company ("CL&P"), Western Massachusetts Electric Company, Holyoke Water Power Company, Northeast Nuclear Energy Company, The Quinnehtuk Company, The Rocky River Realty Company, Public Service Company of New Hampshire, North Atlantic Energy Corporation and HEC Inc. in connection with those transactions contemplated by Post-Effective Amendment No. 3 (Amendment No. 5) to their application/declaration in the above-referenced file (the "Amendment"). This opinion is given to you with respect to such transactions pursuant to your Instructions as to Exhibits to applications and declarations filed on Form U-1. Except as otherwise defined herein, terms used herein shall have the meanings given them in the Amendment. We have examined such documents, corporate records and other instruments as we have deemed necessary or advisable for the purposes of this opinion. We have assumed the authenticity of all documents submitted to us as originals, the genuineness of all signatures, the legal capacity of natural persons and the conformity to originals of documents submitted to us as copies. The opinions set forth herein are qualified in their entirety as follows: (a) every opinion rendered herein is expressly subject to the consummation of such transactions in accordance with the Amendment; (b) no opinion is expressed as to any laws other than the federal laws of the United States and the laws of the State of Connecticut; (c) the opinion expressed in paragraph 3 is based solely upon the opinion of Jeffrey C. Miller, Assistant General Counsel for Northeast Utilities Service Company, and we express no opinion as to such matters except to the extent covered by such opinion and subject to the qualifications and assumptions contained in such opinion; and (d) insofar as any opinion relates to the Certificate of Incorporation or Bylaws of CL&P, we have assumed that that Certificate and those Bylaws will -2- not be amended between now and the time the short-term debt authorization for CL&P is increased. Based on and subject to the foregoing, we are of the opinion that: 1. All state laws applicable to the increase in the short-term debt authorization for CL&P will have been complied with at the time the Commission issues an order permitting the Amendment to become effective. 2. CL&P is validly incorporated and duly existing. 3. The increase in the short-term debt authorization for CL&P will not violate the legal rights of the holders of any securities issued by CL&P or any associate company thereof. This opinion may be relied on by the Commission in connection with the preparation of its decision in this matter. Very truly yours, /s/ Day, Berry & Howard CDB:PNB EX-99 3 EXHIBIT I.2 EXHIBIT I.2 PROPOSED FORM OF NOTICE [RELEASE NO. _____________] PROPOSED INCREASE IN SHORT-TERM DEBT AUTHORIZATION FOR THE CONNECTICUT LIGHT AND POWER COMPANY ________________, 1994 Northeast Utilities ("NU"), a public utility holding company registered under the Public Utility Holding Company Act of 1935, as amended (the "Act"), and its subsidiary companies, Western Massachusetts Electric Company, The Quinnehtuk Company, all located in West Springfield, Massachusetts, The Connecticut Light and Power Company ("CL&P"), Northeast Nuclear Energy Company, The Rocky River Realty Company, all located in Berlin, Connecticut, Holyoke Water Power Company, located in Holyoke, Massachusetts, Public Service Company of New Hampshire, North Atlantic Energy Corporation, both located in Manchester, New Hampshire, and HEC Inc., located in Natick, Massachusetts, have filed with this Commission a post-effective amendment (the "Amendment") to their application/declaration in File No. 70-8048 pursuant to Sections 6(a), 7, 9(a), 10 and 12(b) of the Act and Rules 43 and 45 thereunder. The purpose of the Amendment is to increase to $500 million the aggregate amount of short-term debt that CL&P may have outstanding at any one time through December 31, 1994 from its currently authorized level of $375 million. CL&P needs the authorization for an additional $125 million of short-term debt to give it the flexibility to refinance $170 million of debt represented by its Series WW First Mortgage Bonds, which will mature on October 1, 1994, in a way that provides the maximum financial advantage to CL&P. While CL&P could refinance those bonds by issuing a new series of bonds prior to or upon their maturity, market conditions in the bond market have been volatile in 1994. Hence, CL&P believes it is prudent to be in a position so that it is not compelled to issue new bonds immediately if market conditions near the time the Series WW First Mortgage Bonds mature are unfavorable. Accordingly, CL&P wishes to have the ability to use the proceeds of short-term debt to pay its Series WW First Mortgage Bonds upon their maturity and to issue bonds to repay that short-term debt once conditions in the bond market improve. In addition, CL&P may also use the proceeds of short-term debt to acquire by purchase, tender or other means any of its outstanding preferred stock or bonds. The short-term debt authorizations granted in this file expire on December 31, 1994. CL&P and the other applicants in this file intend to seek new short-term debt authorizations to be in effect before the end of the year. The short-term debt authorization sought by CL&P at that time would account for the any continuing need to use short-term debt to finance the capital requirements of CL&P represented by the Series WW Bonds. Accordingly, the increased short-term debt authorization requested in this amendment would expire along with the short-term debt authorizations of the other applicants in this file on December 31, 1994. The applicants state that they intend to request the Commission's approval, pursuant to the Amendment, of all transactions connected to the increase of CL&P's short-term debt authorization, whether under the enumerated sections of the Act and the rules thereunder or otherwise. -2- The Amendment and any further amendments in this file are available for public inspection through the Commission's Office of Public Reference. Any interested persons wishing to comment or request a hearing on the Amendment should submit their views in writing by _____________, 1994, to the Secretary, Securities and Exchange Commission, Washington, D.C. 20549, and serve a copy on the Applicants. Proof of service (by affidavit or, in the case of an attorney at law, by certificate) should be filed with the request. Any request for hearing shall identify specifically the issues of fact or law that are disputed. A person who so requests will be notified of any hearing, if ordered, and will receive a copy of any notice or order issued in this matter. After said date, the Amendment, as filed or as it may be further amended, may be permitted to become effective. For the Commission, by the Division of Investment Management, pursuant to delegated authority. EX-99 4 EXHIBIT J.1.1 EXHIBIT J.1. THE CONNECTICUT LIGHT AND POWER COMPANY 20% UNSECURED DEBT CALCULATION TEST 30-Jun-94 -($000)-
ACTUAL Common Equity $1,520,493 Preferred Stock: Non-Redeemable 166,200 Redeemable 230,000 Total First Mortgage Bonds 1,160,176 Total Other Long-Term Debt 524,838 Due Within One Year Long-Term Debt 177,546 Preferred Stock 0 Unamortized Debt Discount and Premium (8,931) 3,770,322 X 20% Unsecured Debt Limit 754,064 Less Unsecured Debt: Seabrook Pollution Control Bonds 46,400 CRRA Financing 31,910 Other - Montville /Hopmeadow 118 Money Pool 27,500 Commercial Paper 69,500 Bank Borrowings 144,500 319,928 Additional Available Unsecured Debt 434,136 Add Back Short-Term Debt Outstanding on 6/30/94 241,500 Total Available Short-Term Debt $675,636
EX-99 5 FINANCIAL STATMENT 2.1.1 CONNECTICUT LIGHT AND POWER COMPANY BALANCE SHEET AS OF JUNE 30, 1994 (THOUSANDS OF DOLLARS) FINANCIAL STATEMENT 2.1.1 PAGE 1 OF 2
PRO FORMA GIVING EFFECT PRO FORMA TO PROPOSED PER BOOK ADJUSTMENTS* TRANSACTION ----------- ----------------- ---------------- ASSETS UTILITY PLANT, AT ORIGINAL COST: ELECTRIC $6,002,962 $6,002,962 LESS: ACCUMULATED PROVISION FOR DEPRECIATION 2,103,643 2,103,643 ----------- ----------------- -------------- 3,899,319 0 3,899,319 CONSTRUCTION WORK IN PROGRESS 105,161 105,161 NUCLEAR FUEL, NET 161,097 161,097 ----------- ----------------- ---------------- TOTAL NET UTILITY PLANT 4,165,577 0 4,165,577 ----------- ----------------- ---------------- OTHER PROPERTY AND INVESTMENTS: NUCLEAR DECOMMISSIONING TRUST, AT MARKET 164,038 164,038 INVESTMENTS IN REGIONAL NUCLEAR GENERATING COMPANIES, AT EQUITY 54,605 54,605 INVESTMENTS IN TRANSMISSION COMPANIES, AT 0 OTHER, AT COST 14,165 14,165 ----------- ----------------- ---------------- 232,808 0 232,808 ----------- ----------------- ---------------- CURRENT ASSETS: CASH AND SPECIAL DEPOSITS 604 258,500 (a) 259,104 RECEIVABLES, NET 198,087 198,087 RECEIVABLES FROM AFFILIATED COMPANIES 4,101 4,101 ACCRUED UTILITY REVENUES 86,612 86,612 FUEL, MATERIAL AND SUPPLIES, AT AVERAGE COST 64,014 64,014 RECOVERABLE ENERGY COSTS, NET-CURRENT POSI 1,972 1,972 PREPAYMENTS AND OTHER 32,492 32,492 ----------- ----------------- ---------------- TOTAL CURRENT ASSETS 387,882 258,500 646,382 ----------- ----------------- ---------------- DEFERRED CHARGES: REGULATORY ASSET-INCOME TAXES, NET 990,087 990,087 UNAMORTIZED DEBT EXPENSE 8,453 8,453 RECOVERABLE ENERGY COSTS, NET 28,678 28,678 DEFERRED CONSERVATION AND LOAD- MANAGEMENT COSTS 107,755 107,755 DEFERRED DOE ASSESSMENT 37,033 37,033 DEFERRED COSTS - NUCLEAR PLANTS 144,297 144,297 AMORTIZABLE PROPERTY INVESTMENT - 4,983 4,983 UNRECOVERED CONTRACT OBLIGATION-YEAC 77,919 77,919 OTHER 63,892 63,892 ----------- ----------------- ---------------- TOTAL DEFERRED CHARGES 1,463,097 0 1,463,097 ----------- ----------------- ---------------- TOTAL ASSETS $6,249,364 $258,500 $6,507,864 ========== ============== ============= * EXPLANATION AT FINANCIAL STATEMENT 2.2.1 PAGE 3 OF 3
CONNECTICUT LIGHT AND POWER COMPANY BALANCE SHEET AS OF JUNE 30, 1994 (THOUSANDS OF DOLLARS) FINANCIAL STATEMENT 2.1.1 PAGE 2 OF 2
PRO FORMA GIVING EFFECT PRO FORMA TO PROPOSED PER BOOK ADJUSTMENTS* TRANSACTION ----------- ----------------- ---------------- CAPITALIZATION AND LIABILITIES CAPITALIZATION: COMMON SHARES $122,229 $122,229 CAPITAL SURPLUS, PAID IN 631,213 631,213 RETAINED EARNINGS 767,051 (10,947) 756,104 ----------- ----------------- ---------------- TOTAL COMMON STOCKHOLDER'S EQUITY 1,520,493 (10,947) 1,509,546 PREFERRED STOCK NOT SUBJECT TO MANDATORY REDEMPTION 166,200 166,200 PREFERRED STOCK SUBJECT TO MANDATORY REDEMPTION 230,000 230,000 LONG-TERM DEBT, NET 1,676,083 1,676,083 ----------- ----------------- ---------------- TOTAL CAPITALIZATION 3,592,776 (10,947) 3,581,829 OBLIGATIONS UNDER CAPITAL LEASES 129,293 129,293 CURRENT LIABILITIES: NOTES PAYABLE TO BANKS 144,500 258,500 (a) 403,000 NOTES PAYABLE TO AFFILIATED COMPANY 27,500 27,500 COMMERCIAL PAPER 69,500 69,500 LONG-TERM DEBT AND PREFERRED STOCK - CURRENT PORTION 177,546 177,546 OBLIGATIONS UNDER CAPITAL LEASES - CURRENT PORTION 55,037 55,037 ACCOUNTS PAYABLE 74,691 74,691 ACCOUNTS PAYABLE TO AFFILIATED COMPANIES 28,755 28,755 ACCRUED TAXES 23,705 (7,794)(c) 15,911 ACCRUED INTEREST 28,734 18,741 (b) 47,475 OTHER 29,335 29,335 ----------- ---------------- ---------------- TOTAL CURRENT LIABILITIES 659,303 269,447 928,750 DEFERRED CREDITS: ACCUMULATED DEFERRED INCOME TAXES 1,559,096 1,559,096 ACCUMULATED DEFERRED INVESTMENT TAX CREDITS 151,131 151,131 DEFERRED CONTRACT OBLIGATION-YEAC 77,919 77,919 DEFERRED DOE OBLIGATION 28,702 28,702 OTHER 51,144 51,144 ----------- ----------------- ---------------- TOTAL DEFERRED CREDITS 1,867,992 0 1,867,992 ----------- ----------------- ---------------- TOTAL CAPITALIZATION AND LIABILITIES $6,249,364 $258,500 $6,507,864 ========== ============== ============= * EXPLANATION AT FINANCIAL STATEMENT 2.2.1 PAGE 3 OF 3
EX-99 6 FINANCIAL STATMENT 2.2.1 CONNECTICUT LIGHT AND POWER COMPANY INCOME STATEMENT FOR 12 MONTHS ENDED JUNE 30, 1994 (THOUSANDS OF DOLLARS) FINANCIAL STATEMENT 2.2.1 PAGE 1 OF 3
PRO FORMA GIVING EFFECT PRO FORMA TO PROPOSED PER BOOK ADJUSTMENTS* TRANSACTION ----------- ----------------- ---------------- OPERATING REVENUE $2,349,971 $0 $2,349,971 ----------- ----------------- ---------------- OPERATING EXPENSES: OPERATION - FUEL PURCHASED AND INTERCHANGE POWER 586,328 586,328 OTHER 622,576 622,576 MAINTENANCE 182,350 182,350 DEPRECIATION 222,659 222,659 AMORTIZATION/DEFERRALS OF REGULATORY ASSETS, NET 117,600 117,600 FEDERAL AND STATE INCOME TAXES 178,337 (7,794)(c) 170,543 TAXES OTHER THAN INCOME TAXES 168,017 168,017 ----------- ----------------- ---------------- TOTAL OPERATING EXPENSES 2,077,867 (7,794) 2,070,073 ----------- ----------------- ---------------- OPERATING INCOME: 272,104 7,794 279,898 ----------- ----------------- ---------------- OTHER INCOME: ALLOWANCE FOR OTHER FUNDS USED DURING CONSTRUCTION (16) (16) DEFERRED NUCLEAR PLANTS RETURN-OTHER FUNDS 17,364 17,364 EQUITY IN EARNINGS OF REGIONAL NUCLEAR GENERATING COMPANIES 7,010 7,010 WRITE OFF OF PLANT COSTS 0 0 OTHER, NET 13,862 13,862 INCOME TAXES - CREDIT 5,239 5,239 ----------- ----------------- ---------------- OTHER INCOME, NET 43,459 0 43,459 ----------- ----------------- ---------------- INCOME BEFORE INTEREST CHARGES 315,563 7,794 323,357 ----------- ----------------- ---------------- INTEREST CHARGES: INTEREST ON LONG-TERM DEBT 126,369 126,369 OTHER INTEREST 7,764 18,741 (b) 26,505 ALLOWANCE FOR BORROWED FUNDS USED DURING CONSTRUCTION (1,851) (1,851) DEFERRED NUCLEAR PLANTS RETURN - BORROWED FUNDS, NET OF INCOME TAX (10,549) (10,549) ----------- ----------------- ---------------- TOTAL INTEREST CHARGES 121,733 18,741 140,474 ----------- ----------------- ---------------- NET INCOME 193,830 (10,947) 182,883 * EXPLANATION AT FINANCIAL STATEMENT 2.2.1 PAGE 3 OF 3
CONNECTICUT LIGHT AND POWER COMPANY CAPITAL STRUCTURE AS OF JUNE 30, 1994 (THOUSANDS OF DOLLARS) FINANCIAL STATEMENT 2.2.1 PAGE 2 OF 3
PER BOOK ADJUSTED TO PRO FORMA REFLECT % PER BOOK ADJUSTMENT PRO FORMA % DEBT: LONG-TERM DEBT, NET 49.2% 1,853,629 0 1,853,629 49.3% PREFERRED STOCK: NOT SUBJECT TO REDEMPTION 166,200 166,200 SUBJECT TO REDEMPTION 230,000 230,000 ------------ ------------ ------------ TOTAL PREFERRED STOCK 10.5% 396,200 0 396,200 10.5% COMMON EQUITY: COMMON SHARES 122,229 122,229 CAPITAL SURPLUS, PAID IN 631,213 631,213 RETAINED EARNINGS 767,051 (10,947) 756,104 ------------ ------------ ------------ TOTAL COMMON STOCKHOLDER'S EQUI 40.3% 1,520,493 (10,947) 1,509,546 40.2% ------------ ------------ ------------ TOTAL CAPITAL 100.0% 3,770,322 (10,947) 3,759,375 100.0%
CONNECTICUT LIGHT AND POWER COMPANY EXPLANATION OF ADJUSTMENTS (THOUSANDS OF DOLLARS) FINANCIAL STATEMENT 2.2.1 PAGE 3 OF 3
DEBIT CREDIT (a) CASH 258,500 NOTES PAYABLE 258,500 To record the additional borrowing up to the entire $500 million proposed in this filing. (b) OTHER INTEREST EXPENSE 18,741 ACCRUED INTEREST 18,741 To record the interest expense on the additional proposed borrowing at Prime: $258,500 x 7.25% = 18,741 (c) ACCRUED TAXES 7,794 FEDERAL AND STATE INCOME TAX EXPENSE 7,794 To record the reduction in Federal and State income taxes due to the higher interest and fee expenses: $18,741 x 41.59% = 7,794
EX-99 7 FINANCIAL STATEMENT 10.1.2 NORTHEAST UTILITIES AND SUBSIDIARIES CONSOLIDATED BALANCE SHEET AS OF JUNE 30, 1994 (THOUSANDS OF DOLLARS) FINANCIAL STATEMENT 10.1.2 PAGE 1 OF 2
PRO FORMA GIVING EFFECT PRO FORMA TO PROPOSED PER BOOK ADJUSTMENTS* TRANSACTION ----------- ----------------- ---------------- ASSETS UTILITY PLANT, AT ORIGINAL COST: ELECTRIC $9,392,696 $9,392,696 LESS: ACCUMULATED PROVISION FOR DEPRECIATION 3,163,003 3,163,003 ----------- ----------------- -------------- 6,229,693 0 6,229,693 CONSTRUCTION WORK IN PROGRESS 180,211 180,211 NUCLEAR FUEL, NET 222,705 222,705 ----------- ----------------- ---------------- TOTAL NET UTILITY PLANT 6,632,609 0 6,632,609 ----------- ----------------- ---------------- OTHER PROPERTY AND INVESTMENTS: NUCLEAR DECOMMISSIONING TRUST, AT MARKET 229,307 229,307 INVESTMENTS IN REGIONAL NUCLEAR GENERATING COMPANIES, AT EQUITY 81,856 81,856 INVESTMENTS IN TRANSMISSION COMPANIES, AT 26,057 26,057 OTHER, AT COST 35,164 35,164 ----------- ----------------- ---------------- 372,384 0 372,384 ----------- ----------------- ---------------- CURRENT ASSETS: CASH AND SPECIAL DEPOSITS 30,456 258,500 (a) 288,956 RECEIVABLES, NET 348,894 348,894 RECEIVABLES FROM AFFILIATED COMPANIES 0 0 ACCRUED UTILITY REVENUES 134,462 134,462 FUEL, MATERIAL AND SUPPLIES, AT AVERAGE COST 200,216 200,216 RECOVERABLE ENERGY COSTS, NET-CURRENT POSI 21,041 21,041 PREPAYMENTS AND OTHER 44,802 44,802 ----------- ----------------- ---------------- TOTAL CURRENT ASSETS 779,871 258,500 1,038,371 ----------- ----------------- ---------------- DEFERRED CHARGES: REGULATORY ASSET-INCOME TAXES, NET 1,160,810 1,160,810 REGULATORY ASSET-PSNH 724,453 724,453 UNAMORTIZED DEBT EXPENSE 35,581 35,581 RECOVERABLE ENERGY COSTS, NET 166,048 166,048 DEFERRED CONSERVATION AND LOAD- MANAGEMENT COSTS 107,755 107,755 DEFERRED DOE ASSESSMENT 50,433 50,433 DEFERRED COSTS - NUCLEAR PLANTS 271,099 271,099 AMORTIZABLE PROPERTY INVESTMENT - 27,383 27,383 UNRECOVERED CONTRACT OBLIGATION-YEAC 119,882 119,882 OTHER 129,408 129,408 ----------- ----------------- ---------------- TOTAL DEFERRED CHARGES 2,792,852 0 2,792,852 ----------- ----------------- ---------------- TOTAL ASSETS $10,577,716 $258,500 $10,836,216 ========== ============== ============= * EXPLANATION AT FINANCIAL STATEMENT 10.2.2 PAGE 3 OF 3
NORTHEAST UTILITIES AND SUBSIDIARIES CONSOLIDATED BALANCE SHEET AS OF JUNE 30, 1994 (THOUSANDS OF DOLLARS) FINANCIAL STATEMENT 10.1.2 PAGE 2 OF 2
PRO FORMA GIVING EFFECT PRO FORMA TO PROPOSED PER BOOK ADJUSTMENTS* TRANSACTION ----------- ----------------- ---------------- CAPITALIZATION AND LIABILITIES CAPITALIZATION: COMMON SHARES $671,048 $671,048 CAPITAL SURPLUS, PAID IN 903,137 903,137 DEFERRED BENEFIT PLAN-EMPLOYEE STOCK OWNERSHIP PLAN (221,047) (221,047) RETAINED EARNINGS 927,032 (10,947) 916,085 ----------- ----------------- ---------------- TOTAL COMMON STOCKHOLDER'S EQUITY 2,280,170 (10,947) 2,269,223 PREFERRED STOCK NOT SUBJECT TO MANDATORY REDEMPTION 239,700 239,700 PREFERRED STOCK SUBJECT TO MANDATORY REDEMPTION 379,000 379,000 LONG-TERM DEBT, NET 3,910,661 3,910,661 ----------- ----------------- ---------------- TOTAL CAPITALIZATION 6,809,531 (10,947) 6,798,584 OBLIGATIONS UNDER CAPITAL LEASES 179,224 179,224 CURRENT LIABILITIES: NOTES PAYABLE TO BANKS 233,000 258,500 (a) 491,500 COMMERCIAL PAPER 69,500 69,500 LONG-TERM DEBT AND PREFERRED STOCK - CURRENT PORTION 284,027 284,027 OBLIGATIONS UNDER CAPITAL LEASES - CURRENT PORTION 72,388 72,388 ACCOUNTS PAYABLE 205,445 205,445 ACCOUNTS PAYABLE TO AFFILIATED COMPANIES 0 0 ACCRUED TAXES 57,696 (7,794)(c) 49,902 ACCRUED INTEREST 68,435 18,741 (b) 87,176 ACCRUED PENSION BENEFITS 83,586 83,586 OTHER 80,458 80,458 ----------- ---------------- ---------------- TOTAL CURRENT LIABILITIES 1,154,535 269,447 1,423,982 DEFERRED CREDITS: ACCUMULATED DEFERRED INCOME TAXES 1,939,156 1,939,156 ACCUMULATED DEFERRED INVESTMENT TAX CREDITS 196,967 196,967 DEFERRED CONTRACT OBLIGATION-YEAC 119,882 119,882 DEFERRED DOE OBLIGATION 39,530 39,530 OTHER 138,891 138,891 ----------- ----------------- ---------------- TOTAL DEFERRED CREDITS 2,434,426 0 2,434,426 ----------- ----------------- ---------------- TOTAL CAPITALIZATION AND LIABILITIES $10,577,716 $258,500 $10,836,216 ========== ============== ============= * EXPLANATION AT FINANCIAL STATEMENT 10.2.2 PAGE 3 OF 3
EX-99 8 FINANCIAL STATEMENT 10.2.2 NORTHEAST UTILITIES AND SUBSIDIARIES CONSOLIDATED INCOME STATEMENT FOR 12 MONTHS ENDED JUNE 30, 1994 (THOUSANDS OF DOLLARS) FINANCIAL STATEMENT 10.2.2 PAGE 1 OF 3
PRO FORMA GIVING EFFECT PRO FORMA TO PROPOSED PER BOOK ADJUSTMENTS* TRANSACTION ----------- ----------------- ---------------- OPERATING REVENUE $3,637,933 $0 $3,637,933 ----------- ----------------- ---------------- OPERATING EXPENSES: OPERATION - FUEL PURCHASED AND INTERCHANGE POWER 827,682 827,682 OTHER 959,082 959,082 MAINTENANCE 282,628 282,628 DEPRECIATION 324,509 324,509 AMORTIZATION/DEFERRALS OF REGULATORY ASSETS, NET 196,437 196,437 FEDERAL AND STATE INCOME TAXES 286,791 (7,794)(c) 278,997 TAXES OTHER THAN INCOME TAXES 240,594 240,594 ----------- ----------------- ---------------- TOTAL OPERATING EXPENSES 3,117,723 (7,794) 3,109,929 ----------- ----------------- ---------------- OPERATING INCOME: 520,210 7,794 528,004 ----------- ----------------- ---------------- OTHER INCOME: ALLOWANCE FOR OTHER FUNDS USED DURING CONSTRUCTION 938 938 DEFERRED NUCLEAR PLANTS RETURN-OTHER FUNDS 31,489 31,489 EQUITY IN EARNINGS OF REGIONAL NUCLEAR GENERATING COMPANIES 14,005 14,005 WRITE OFF OF PLANT COSTS 0 0 OTHER, NET 17,879 17,879 INCOME TAXES - CREDIT 19,750 19,750 ----------- ----------------- ---------------- OTHER INCOME, NET 84,061 0 84,061 ----------- ----------------- ---------------- INCOME BEFORE INTEREST CHARGES 604,271 7,794 612,065 ----------- ----------------- ---------------- INTEREST CHARGES: INTEREST ON LONG-TERM DEBT 321,066 321,066 OTHER INTEREST 11,380 18,741 (b) 30,121 ALLOWANCE FOR BORROWED FUNDS USED DURING CONSTRUCTION (3,216) (3,216) DEFERRED NUCLEAR PLANTS RETURN - BORROWED FUNDS, NET OF INCOME TAX (49,657) (49,657) ----------- ----------------- ---------------- TOTAL INTEREST CHARGES 279,573 18,741 298,314 ----------- ----------------- ---------------- INCOME BEFORE PREFERRED DIVIDENDS 324,698 (10,947) 313,751 PREFERRED DIVIDENDS OF SUBSIDIARIES 44,918 44,918 ----------- ----------------- ----------------- NET INCOME 279,780 (10,947) 268,833 EARNINGS FOR COMMON SHARE 279,780 (10,947) 268,833 * EXPLANATION AT FINANCIAL STATEMENT 10.2.2 PAGE 3 OF 3
NORTHEAST UTILITIES AND SUBSIDIARIES CAPITAL STRUCTURE AS OF JUNE 30, 1994 (THOUSANDS OF DOLLARS) FINANCIAL STATEMENT 10.2.2 PAGE 2 OF 3
PER BOOK ADJUSTED TO PRO FORMA REFLECT % PER BOOK ADJUSTMENT PRO FORMA % DEBT: LONG-TERM DEBT, NET 59.2% 4,194,688 0 4,194,688 59.2% PREFERRED STOCK: NOT SUBJECT TO REDEMPTION 239,700 239,700 SUBJECT TO REDEMPTION 379,000 379,000 ------------ ------------ ------------ TOTAL PREFERRED STOCK 8.7% 618,700 0 618,700 8.7% COMMON EQUITY: COMMON SHARES 671,048 671,048 CAPITAL SURPLUS, PAID IN 903,137 903,137 RETAINED EARNINGS 927,032 (10,947) 916,085 ------------ ------------ ------------ TOTAL COMMON STOCKHOLDER'S EQUI 32.1% 2,280,170 (10,947) 2,269,223 32.1% ------------ ------------ ------------ TOTAL CAPITAL 100.1% 7,093,558 (10,947) 7,082,611 100.1%
NORTHEAST UTILITIES AND SUBSIDIARIES EXPLANATION OF ADJUSTMENTS (THOUSANDS OF DOLLARS) FINANCIAL STATEMENT 10.2.2 PAGE 3 OF 3
DEBIT CREDIT (a) CASH 258,500 NOTES PAYABLE 258,500 To record the additional borrowing up to the entire $500 million proposed in this filing. (b) OTHER INTEREST EXPENSE 18,741 ACCRUED INTEREST 18,741 To record the interest expense on the additional proposed borrowing at Prime: $258,500 x 7.25% = 18,741 (c) ACCRUED TAXES 7,794 FEDERAL AND STATE INCOME TAX EXPENSE 7,794 To record the reduction in Federal and State income taxes due to the higher interest and fee expenses: $18,741 x 41.59% = 7,794
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