-----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, N735uQh5GrzLt5hNE3G9CAy0jo9uV76q2KzmR5fX05z73oEGnAtgWtnIZgXUs0W1 5JGNVd6F0xI5fDqMTS60Uw== 0000755001-96-000004.txt : 19960314 0000755001-96-000004.hdr.sgml : 19960314 ACCESSION NUMBER: 0000755001-96-000004 CONFORMED SUBMISSION TYPE: 35-CERT PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19960312 SROS: AMEX FILER: COMPANY DATA: COMPANY CONFORMED NAME: UNITIL CORP CENTRAL INDEX KEY: 0000755001 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 020381573 STATE OF INCORPORATION: NH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 35-CERT SEC ACT: 1935 Act SEC FILE NUMBER: 070-08074 FILM NUMBER: 96533901 BUSINESS ADDRESS: STREET 1: 216 EPPING RD CITY: EXETER STATE: NH ZIP: 03833 BUSINESS PHONE: 6037720775 35-CERT 1 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. UNITIL Resources, Inc. By: /s/ Gail A. Siart Gail A. Siart Treasurer Dated: February 28, 1996 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ________________________________________________________________________ Application of UNITIL Corporation ) ) CERTIFICATE PURSUANT TO and its Subsidiaries on Form U-1 ) RULE 24 UNDER THE PUBLIC ) UTILITY HOLDING COMPANY (File No. 70-8074) ) ACT OF 1935 ________________________________________________________________________ Pursuant to the requirements of Rule 24 under the Public Utility Holding Company Act of 1935, UNITIL Corporation, on behalf of itself and its subsidiary, UNITIL Resources, Inc. hereby files the attached quarterly report as required by the Securities and Exchange Commission's order approving the formation of a subsidiary company to provide consulting services to non affiliates (HCAR. No. 25816; File No. 70-8074; May 24, 1993). Exhibit Exhibit A - Description of the various consulting and other activities undertaken by UNITIL Resources, Inc. Exhibit B - Statement of the amount of funds invested by UNITIL in UNITIL Resources, Inc. Exhibit C - Description of staffing. Exhibit D - Description of the intellectual property. Exhibit E - Financial Statements. EXHIBIT A Page 1 of 1 Description of Various Consulting and Other Activities Undertaken by UNITIL Resources Inc: Staff providing services under the assignments listed below (unless otherwise indicated) are located at UNITIL Service Corp. (UNITIL Service), 216 Epping Road, Exeter, NH 03833, where most client work is performed. From time to time staff visit other locations, predominately in New England, representing client interests. A. Great Bay Power Corporation (GBP) Marketing Agent. UNITIL Resources provided marketing services during the fourth quarter of 1995 for power sales from GBP's 12.1324% ownership interest in the Seabrook nuclear power station, pursuant to a Marketing Agent Agreement between GBP and UNITIL Corporation dated April 1, 1993. Services provided by UNITIL Resources in the fourth quarter of 1995 involved the marketing of power in the wholesale market, and charges to GBP under this contract totalled $98,563 in the fourth quarter of 1995. This consulting contract was concluded effective December 31, 1995. B. Great Bay Power Corporation (GBP) Management and Administrative Services. UNITIL Resources provided comprehensive management and administrative services to GBP during the fourth quarter of 1995, in a variety of functional areas including accounting, budgeting, finance, risk management (insurance), overview of plant operations, and general management. These services were being provided pursuant to a Management and Administrative Services Agreement between GBP and UNITIL Corporation dated November 23, 1994, and charges to GBP under this contract totalled $161,131 in the fourth quarter of 1995. This consulting contract was concluded effective December 31, 1995. C. Kingston-Warren Corporation Consultancy. An agreement was signed as of December 30, 1994 between UNITIL Resources and Kingston-Warren Corporation (K-W) under which UNITIL Resources will assist K-W in the conduct of studies relating to alternatives to K-W's current retail power supply arrangements. No charges have been assessed to date on this contract. EXHIBIT B Statement of the Amount of Funds Invested by UNITIL Corporation in UNITIL Resources, Inc.: The initial investment in UNITIL Resources, Inc. was $10,000. There has been no further investment. EXHIBIT C Description of Staffing: Staff involved in providing service to UNITIL Resources, Inc. (UNITIL Resources) are located at UNITIL Service Corp. (UNITIL Service). Service is provided to UNITIL Resources pursuant to a service agreement between UNITIL Service and UNITIL Resources dated July 1, 1993. Services provided by UNITIL Service during the fourth quarter of 1995 included power brokering, regulatory, finance, accounting, and administrative services and ranged in number from twenty-seven to thirty-three employees on a part-time basis each month. The following are the percentages of UNITIL Service time each month that were expended on UNITIL Resources activities in the fourth quarter of 1995: October 3.40% November 3.60% December 3.40% EXHIBIT D Description of the Intellectual Property: No intellectual property was purchased or received during the quarter. EXHIBIT E UNITIL Resources, Inc. (A Wholly-owned Subsidiary of UNITIL Corporation) STATEMENTS OF EARNINGS (UNAUDITED) Three Months Ended Twelve Months Ended December 31, December 31, 1995 1994 1995 1994 Revenues $259,694 $328,960 $910,954 $594,560 Operating Expenses: Administrative and General 165,761 249,726 583,075 474,462 Total Operating Expenses 165,761 249,726 583,075 474,462 Operating Income 93,933 79,234 327,879 120,098 Nonoperating Income 3,459 549 3,669 2,192 Earning Before Income Taxes 97,392 79,783 331,548 122,290 Income Taxes: Current Federal 30,758 25,200 104,908 38,859 Current State 6,817 5,585 23,208 8,567 Total Income Taxes 37,575 30,785 128,116 47,426 Net Income $59,817 $48,998 $203,432 $74,864 Exhibit E Page 2 of 4 UNITIL Resources, Inc. (A Wholly-owned Subsidiary of UNITIL Corporation) BALANCE SHEETS (UNAUDITED) December 31 ASSETS: 1995 1994 Current Assets: Cash $411,781 $98,715 Accounts Receivable 258 65,565 Unbilled and Accrued Revenue 4,181 8,948 Total Current Assets 416,220 173,228 Deferred Debits -- 1,483 Total Assets $416,220 $174,711 LIABILITIES AND STOCKHOLDERS EQUITY: Current Liabilities: Accounts Payable $50,862 $52,003 Taxes Accrued & Other 21,663 (17,556) Total Current Liabilities 72,525 34,447 Stockholder's Equity: Common Stock, $1.00 par value Authorized - 10,000 shares Outstanding - 10,000 shares 100 100 Premium on Common Stock 9,900 9,900 Retained Earnings 333,695 130,264 Total Stockholder's Equity 343,695 140,264 Total Liabilities and Equity $416,220 $174,711 Exhibit E Page 3 of 4 UNITIL Resources, Inc. (A Wholly-owned Subsidiary of UNITIL Corporation) STATEMENTS OF CASH FLOWS (UNAUDITED) For the Twelve Months Ended December 31, 1995 1994 Net Cash Flow from Operating Activities: Net Income $203,432 $74,864 Change in Assets and Liabilities (Increase) Decrease in: Accounts Receivable 65,307 63,510 Unbilled and Accrued Revenue 4,766 14,237 Deferred Debits 1,484 60,878 Increase (Decrease) in: Accounts Payable (1,141) (76,690) Taxes Accrued & Other 39,218 (42,461) Net Cash Provided by Operating Activities 313,066 94,338 Net Increase in Cash 313,066 94,338 Cash at beginning of year 98,715 4,377 Cash at December 31, $411,781 $98,715 Exhibit E Page 4 of 4 UNITIL Resources, Inc. (A Wholly-owned Subsidiary of UNITIL Corporation) STATEMENTS OF RETAINED EARNINGS (UNAUDITED) For the Three Months Ended December 31, 1995 1994 Retained Earnings, Beginning of Period $273,879 $81,266 Net Income 59,817 48,998 Retained Earnings, End of Period $333,696 $130,264 For the Twelve Months Ended December 31, 1995 1994 Retained Earnings, Beginning of Period $130,264 $55,400 Net Income 203,432 74,864 Retained Earnings, End of Period $333,696 $130,264 -----END PRIVACY-ENHANCED MESSAGE-----