-----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, VSzS2gcs7HArn53LeMdn5FHUm8oWtommlk5G51UJouHFpvvTp8Mqi6CK5wpu6Pl8 sTc+CO6e0ggVYF8SP6lvLA== 0000092122-95-000116.txt : 19951204 0000092122-95-000116.hdr.sgml : 19951204 ACCESSION NUMBER: 0000092122-95-000116 CONFORMED SUBMISSION TYPE: POS AMC PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19951201 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: SOUTHERN CO CENTRAL INDEX KEY: 0000092122 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 580690070 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: POS AMC SEC ACT: 1935 Act SEC FILE NUMBER: 070-08505 FILM NUMBER: 95598563 BUSINESS ADDRESS: STREET 1: 270 PEACHTREE STREET, N.W. CITY: ATLANTA STATE: GA ZIP: 30303 BUSINESS PHONE: 770-393-0650 MAIL ADDRESS: STREET 1: 270 PEACHTREE STREET, N.W. CITY: ATLANTA STATE: GA ZIP: 30303 POS AMC 1 AMENDMENT NO. 11 (POST-EFFECTIVE NO. 8) File No. 70-8505 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 11 (Post-Effective Amendment No. 8) to APPLICATION OR DECLARATION on FORM U-1 under The Public Utility Holding Company Act of 1935 THE SOUTHERN COMPANY MOBILE ENERGY SERVICES HOLDINGS, INC. 270 Peachtree St., N.W. 900 Ashwood Parkway - Suite 450 Atlanta, Georgia 30303 Atlanta, Georgia 30338 MOBILE ENERGY SERVICES SOUTHERN ELECTRIC INTERNATIONAL, INC. COMPANY, L.L.C. 900 Ashwood Parkway - Suite 500 900 Ashwood Parkway - Atlanta, Georgia 30338 Suite 300 Atlanta, Georgia 30338 (Name of company or companies filing this statement and addresses of principal executive offices) THE SOUTHERN COMPANY (Name of top registered holding company parent of each applicant or declarant) Tommy Chisholm, Secretary Thomas G. Boren, President The Southern Company Southern Electric International, 270 Peachtree St., N.W. Inc. Atlanta, Georgia 30303 900 Ashwood Parkway - Suite 500 Atlanta, Georgia 30338 (Names and addresses of agents for service) The Commission is requested to mail signed copies of all orders, notices and communications to: W.L. Westbrook Thomas G. Boren, President Financial Vice-President Southern Electric International, The Southern Company Inc. 270 Peachtree St., N.W. 900 Ashwood Parkway - Suite 500 Atlanta, Georgia 30303 Atlanta, Georgia 30338 John D. McLanahan, Esq. Troutman Sanders LLP 600 Peachtree Street, N.E. Suite 5200 Atlanta, Georgia 30308-2216 INFORMATION REQUIRED Item 1. Description of Proposed Transactions. By order dated July 13, 1995 (HCAR No. 26330) (the "July 1995 Order"), The Southern Company ("Southern"), a registered holding company, and its subsidiaries, Southern Electric International, Inc. and Mobile Energy Services Holdings, Inc. (formerly Mobile Energy Services Company, Inc.) ("Mobile Energy"), were authorized to, among other things, carry out various transactions relating to the transfer of the energy and recovery complex (the "Energy Complex") owned by Mobile Energy in Mobile, Alabama to a new subsidiary of Mobile Energy, Mobile Energy Services Company, L.L.C. ("MESC"), and to the refinancing of certain indebtedness of Mobile Energy. The Commission reserved jurisdiction under the July 1995 Order with respect to the request of Mobile Energy and MESC pursuant to Section 12(c) of the Act and Rule 46 thereunder to pay dividends out of capital and unearned surplus. The applicants now request that the Commission release jurisdiction heretofore reserved under the July 1995 Order over the payment of dividends by Mobile Energy and MESC from capital and unearned surplus. In support of such request, the applicants hereby supplement Item 1.9, Other Matters, of Post Effective Amendment No. 1, by adding the following additional paragraphs at the end thereof: 2 "For tax purposes, the Energy Complex will be depreciated using methods of accelerated depreciation permitted under applicable provisions of the Internal Revenue Code, as amended, whereas book income will be determined on the basis of straight- line depreciation over periods of up to 25 years (for most components of the Energy Complex). As a result, during the early years of the project life, cash available for distribution (i.e., net cash flow after payment of all operations and maintenance expenses, taxes and debt service) will exceed book income. In the later years of the project life, cash available for distribution will be less than book income. Included herewith as Exhibit 6(b)(vi) are projections of consolidated income and cash flow for Mobile Energy showing the relationship of distributable cash and book income. As previously indicated, distributions of cash in amounts exceeding current earnings are permitted under applicable Alabama law. Further, MESC is not permitted to make cash distributions unless it certifies to the Collateral Agent that it has satisfied an actual and pro forma debt service coverage test set forth in the senior project debt agreements."1 1 See pages 174 and 175 of the final Prospectus of Mobile Energy and MESC, dated August 15, 1995, filed pursuant to Securities Act Rule 424 (Registration No. 33-92776), for a fuller description of the restriction on cash distributions by MESC under the terms of the senior project debt agreements. 3 Item 6. Exhibits and Financial Statements (Supplemented). (b)(vi) Projections of Consolidated Income and Cash Flows of Mobile Energy Services Holdings, Inc. (Filed separately pursuant to Rule 104). ("P"). (17 CFR section 232.101(c)(1)(i)). SIGNATURE Pursuant to the requirements of the Public Utility Holding Company Act of 1935, the undersigned companies have duly caused this Post-Effective Amendment to be signed on their behalf by the undersigned thereunto duly authorized. Dated: December 1, 1995 THE SOUTHERN COMPANY By: /s/Tommy Chisholm Tommy Chisholm Secretary MOBILE ENERGY SERVICES HOLDINGS, INC. By: /s/Tommy Chisholm Tommy Chisholm Secretary MOBILE ENERGY SERVICES COMPANY, L.L.C. By: /s/Tommy Chisholm Tommy Chisholm Secretary SOUTHERN ELECTRIC INTERNATIONAL, INC. By: /s/Tommy Chisholm Tommy Chisholm Vice President and Secretary 4 -----END PRIVACY-ENHANCED MESSAGE-----