-----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, ROwPDi1EApjSZkHCo187+x3iy2QNdH1FpAZpNT9l0DvWhV0ToOp/NAwEtBB9Slr/ SgOci5k88adUtIKSjHvCoA== 0000927016-97-001488.txt : 19970520 0000927016-97-001488.hdr.sgml : 19970520 ACCESSION NUMBER: 0000927016-97-001488 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 19970331 FILED AS OF DATE: 19970515 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: IEC FUNDING CORP CENTRAL INDEX KEY: 0000934665 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 043255377 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 033-87902 FILM NUMBER: 97608134 BUSINESS ADDRESS: STREET 1: 350 LINCOLN PLACE CITY: HINGHAM STATE: MA ZIP: 02043 BUSINESS PHONE: 6177499800 MAIL ADDRESS: STREET 1: 350 LINCOLN PLACE CITY: HINGHAM STATE: MA ZIP: 02043 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NORTH JERSEY ENERGY ASSOCIATES CENTRAL INDEX KEY: 0000934666 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 042955646 STATE OF INCORPORATION: NJ FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 033-87902-01 FILM NUMBER: 97608060 BUSINESS ADDRESS: STREET 1: 350 LINCOLN PL CITY: HINGHAM STATE: MA ZIP: 02043 BUSINESS PHONE: 6177499800 MAIL ADDRESS: STREET 1: 350 LINCOLN PLACE CITY: HINGHAM STATE: MA ZIP: 02043 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NORTHEAST ENERGY ASSOCIATES CENTRAL INDEX KEY: 0000934667 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 042955642 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 033-87902-02 FILM NUMBER: 97608061 BUSINESS ADDRESS: STREET 1: 350 LINCOLN PL CITY: HJINGHAM STATE: MA ZIP: 02043 BUSINESS PHONE: 6177499800 MAIL ADDRESS: STREET 1: 350 LINCOLN PLACE CITY: HINGHAM STATE: MA ZIP: 02043 10-Q 1 QUARTERLY REPORT SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 1997 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File number 33-87902 33-87902-01 33-87902-02 IEC Funding Corp. North Jersey Energy Associates, A Limited Partnership Northeast Energy Associates, A Limited Partnership ----------------------------------------------------- (Exact Name of Registrant as Specified in its Charter) Delaware 04-3255377 New Jersey 04-2955646 Massachusetts 04-2955642 -------------- ---------- (State or Other Jurisdiction of (I.R.S. Employer Incorporation or Organization) Identification No.) 350 Lincoln Place, Hingham, Massachusetts 02043 ----------------------------------------- ---------- (Address of Principal Executive Offices) (Zip Code) (617) 749-9800 -------------- (Registrant's Telephone Number, Including Area Code) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No -------- ------- IEC FUNDING CORP. NORTHEAST ENERGY ASSOCIATES, A LIMITED PARTNERSHIP NORTH JERSEY ENERGY ASSOCIATES, A LIMITED PARTNERSHIP INDEX PAGE PART I FINANCIAL INFORMATION NUMBER Item 1. Financial Statements NORTHEAST ENERGY ASSOCIATES AND NORTH JERSEY ENERGY ASSOCIATES Combined Balance Sheet at December 31, 1996 and March 31, 1997 (Unaudited)............................... 3 Combined Statement of Operations for the Three Months Ended March 31, 1996 and 1997 (Unaudited)......... 4 Combined Statement of Cash Flows for the Three Months Ended March 31, 1996 and 1997 (Unaudited)................ 5 Notes to Combined Financial Statements................... 7 IEC FUNDING CORP. Balance Sheet at December 31, 1996 and March 31, 1997 (Unaudited)............................... 8 Statement of Operations for the Three Months Ended March 31, 1996 and 1997 (Unaudited)..................... 9 Notes to Financial Statements............................ 10 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations.................................. 11 PART II OTHER INFORMATION................................................... 12 SIGNATURES................................................................... 13 NORTHEAST ENERGY ASSOCIATES, A LIMITED PARTNERSHIP AND NORTH JERSEY ENERGY ASSOCIATES, A LIMITED PARTNERSHIP COMBINED BALANCE SHEET (UNAUDITED) - --------------------------------------------------------------------------------
DECEMBER 31, MARCH 31, 1996 1997 (IN THOUSANDS) ASSETS Current assets Cash and cash equivalents $ 49,861 $ 91,793 Accounts receivable 43,671 41,297 Fuel inventories 5,410 1,286 Prepaid expenses and other current assets 2,566 1,519 --------- --------- Total current assets 101,508 135,895 --------- --------- Cogeneration facilities and carbon dioxide facility (net of accumulated depreciation of $129,068,000 and $135,295,000 at December 31, 1996 and March 31, 1997 respectively) 373,781 367,613 Other fixed assets (net of accumulated depreciation of $438,000 and $461,000 at December 31, 1996 and March 31, 1997, respectively) 304 291 Unamortized financing costs 17,837 17,278 Other assets 3,806 4,005 Restricted cash 69,156 69,156 --------- --------- Total non-current assets 464,884 458,343 --------- --------- Total assets $ 566,392 $ 594,238 ========= ========= Liabilities and Partners' Deficit Current liabilities Current portion of loans payable - IEC Funding Corp. $ 24,075 $ 24,075 Accounts payable 14,528 14,023 Accrued interest payable - IEC Funding Corp. - 11,953 Other accrued expenses 2,037 3,498 Future obligations under interest rate swap agreements 2,022 1,697 --------- --------- Total current liabilities 42,662 55,246 --------- --------- Loans payable - IEC Funding Corp. 490,287 490,287 Amounts due utilities for energy bank balances 220,922 223,132 --------- --------- Total non-current liabilities 711,209 713,419 --------- --------- Total liabilities 753,871 768,665 --------- --------- Partners' deficit General partner (4,616) (4,485) Limited partners (182,863) (169,942) --------- --------- Total partners' deficit (187,479) (174,427) Commitments and contingencies - - --------- --------- Total liabilities and partners' deficit $ 566,392 $ 594,238 ========= =========
The accompanying notes are an integral part of these financial statements NORTHEAST ENERGY ASSOCIATES, A LIMITED PARTNERSHIP AND NORTH JERSEY ENERGY ASSOCIATES, A LIMITED PARTNERSHIP COMBINED STATEMENT OF OPERATIONS (UNAUDITED) - --------------------------------------------------------------------------------
THREE MONTHS ENDED MARCH 31, (IN THOUSANDS) 1996 1997 Revenue Power sales to utilities $77,573 $81,035 Steam sales 1,316 1,301 ------- ------- Total revenue 78,889 82,336 ------- ------- Costs and expenses Cost of power and steam sales 40,692 38,248 Operation and maintenance 6,614 6,765 Depreciation 6,241 6,250 General and administrative 3,449 3,353 ------- ------- Total costs and expenses 56,996 54,616 ------- ------- Operating income 21,893 27,720 ------- ------- Other (income) expense Amortization of financing costs 613 559 Interest expense 12,564 12,038 Interest expense on energy bank balances 4,705 4,260 Interest income (2,593) (2,189) ------- ------- Total other expense 15,289 14,668 ------- ------- Net income $ 6,604 $13,052 ======= =======
The accompanying notes are an integral part of these financial statements NORTHEAST ENERGY ASSOCIATES, A LIMITED PARTNERSHIP AND NORTH JERSEY ENERGY ASSOCIATES, A LIMITED PARTNERSHIP COMBINED STATEMENT OF CASH FLOWS (UNAUDITED) INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS - --------------------------------------------------------------------------------
THREE MONTHS ENDED MARCH 31, 1996 1997 (IN THOUSANDS) Cash flows from operating activities: Cash received from utilities and other customers $ 79,719 $ 83,268 Cash paid to suppliers (44,212) (42,758) Interest paid (546) (401) Bank commitment fees paid (9) (9) Interest received 4,158 3,526 Cash payments to general partner for operating activities (1,154) (1,016) Cash payments to owners/management (890) (524) -------- -------- Net cash provided by operating activities 37,066 42,086 -------- -------- Cash flows from investing activities: Net expenditures for facilities - (144) Purchase of other fixed assets (23) (10) Decrease in restricted cash 4,098 - -------- -------- Net cash provided by (used for) investing activities 4,075 (154) -------- -------- Cash flows from financing activities: Net cash used for financing activities - - -------- -------- Net increase in cash and cash equivalents 41,141 41,932 Cash and cash equivalents at beginning of period 58,277 49,861 -------- -------- Cash and cash equivalents at end of period $ 99,418 $ 91,793 ======== ======== Non-cash Investing Activities At March 31, 1997 accrued capitalized facility costs were approximately $80,000. Approximately $21,000 of these costs are related to fiscal year 1996.
The accompanying notes are an integral part of these financial statements NORTHEAST ENERGY ASSOCIATES, A LIMITED PARTNERSHIP AND NORTH JERSEY ENERGY ASSOCIATES, A LIMITED PARTNERSHIP COMBINED STATEMENT OF CASH FLOWS (UNAUDITED) (CONTINUED) INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS - -------------------------------------------------------------------------------- RECONCILIATION OF NET INCOME TO NET CASH PROVIDED BY OPERATING ACTIVITIES
THREE MONTHS ENDED MARCH 31, 1996 1997 (IN THOUSANDS) Net income $ 6,604 $13,052 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation 6,241 6,250 Amortization of financing costs 613 559 (Increase)/Decrease in accounts receivable (2,376) 2,374 Decrease in fuel inventories 3,240 4,124 Decrease in prepaid expenses and other current assets 1,543 1,047 Increase/(Decrease) in accounts payable 1,181 (420) Increase in accrued interest 12,484 11,953 Increase in other accrued expenses 1,694 1,461 Decrease in future obligations under interest rate swap agreements (475) (325) Increase in amounts due utilities for energy bank balances 6,441 2,210 (Increase)/Decrease in other assets (124) (199) ------- ------- Net cash provided by operating activities $37,066 $42,086 ======= =======
The accompanying notes are an integral part of these financial statements NORTHEAST ENERGY ASSOCIATES, A LIMITED PARTNERSHIP AND NORTH JERSEY ENERGY ASSOCIATES, A LIMITED PARTNERSHIP NOTES TO COMBINED FINANCIAL STATEMENTS (UNAUDITED) - -------------------------------------------------------------------------------- 1. BASIS OF PRESENTATION The accompanying unaudited combined financial statements should be read in conjunction with the audited combined financial statements included in the Annual Report on Form 10-K for the year ended December 31, 1996 for Northeast Energy Associates, A Limited Partnership, and North Jersey Energy Associates, A Limited Partnership (together, the "Partnerships") and IEC Funding Corp. The results of operations for the three months ended March 31, 1997 are unaudited and are not necessarily indicative of the results to be expected for the full year. The unaudited financial information at March 31, 1997 and for the three months ended March 31, 1997 contains all adjustments, consisting only of normal recurring adjustments, considered by management necessary for a fair presentation of the operating results for such period. 2. RECLASSIFICATION Certain reclassifications were made to the prior year balances in order to conform to current year presentation. These reclassifications had no effect on prior year operating results. IEC FUNDING CORP. BALANCE SHEET (UNAUDITED) - --------------------------------------------------------------------------------
DECEMBER 31, MARCH 31, 1996 1997 (IN THOUSANDS) ASSETS Current assets Cash $ 1 $ 1 Current portion of notes receivable from Northeast Energy Associates and North Jersey Energy Associates (together, the "Partnerships") 24,075 24,075 Interest receivable from the Partnerships - 11,953 -------- -------- Total current assets 24,076 36,029 Notes receivable from the Partnerships 490,287 490,287 -------- -------- Total assets $514,363 $526,316 ======== ======== LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities Current portion of securities payable $ 24,075 $ 24,075 Accrued interest - 11,953 -------- -------- Total current liabilities 24,075 36,028 Securities payable 490,287 490,287 -------- -------- Total liabilities 514,362 526,315 Stockholders' equity Common stock, no par value, 10,000 shares authorized, issued and outstanding 1 1 -------- -------- Total liabilities and stockholders' equity $514,363 $526,316 ======== ========
The accompanying notes are an integral part of these financial statements IEC FUNDING CORP. STATEMENT OF OPERATIONS (UNAUDITED) - --------------------------------------------------------------------------------
THREE MONTHS ENDED MARCH 31, 1996 1997 (IN THOUSANDS) Interest income $ 12,484 $ 11,953 Interest expense (12,484) (11,953) -------- -------- Net income $ - $ - ======== ========
The accompanying notes are an integral part of these financial statements IEC FUNDING CORP. NOTES TO FINANCIAL STATEMENTS (UNAUDITED) - -------------------------------------------------------------------------------- BASIS OF PRESENTATION The accompanying unaudited financial statements should be read in conjunction with the audited financial statements included in the Annual Report on Form 10-K for the year ended December 31, 1996 for IEC Funding Corp. (the "Company") and the Partnerships. The Company did not experience any cash flows for the three months ended March 31, 1997 and 1996. Therefore, a Statement of Cash Flows is not presented for these periods. The unaudited financial information at March 31, 1997 and for the three months ended March 31, 1997 contains all adjustments, consisting only of normal recurring adjustments, considered by management necessary for a fair presentation of the operating results for such period. ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION RESULTS OF OPERATIONS Total revenue for the first quarter of 1997 of $82.3 million increased by $3.4 million (4.4%) as compared to the same period in 1996. This increase is primarily the result of a $3.8 million reduction in the energy bank principal balances. Energy bank balances are determined in accordance with scheduled or specified rates under certain power purchase agreements. A decrease of $.4 million in gross revenues (gross of decrease to energy bank) is due to a slight decrease in generation offset by higher power purchase rates under certain Bellingham power purchase agreements. Cost of power and steam sales as a percentage of gross revenues (gross of decrease to energy bank) was 47.6% for the first quarter of 1997 as compared to 50.5% for the first quarter of 1996. The decreased cost is primarily attributable to a reduction in extended gas service rights exercised by a North Jersey Energy Associates' fuel supplier. Extended gas service, which occurs when temperatures are below 22 degrees Fahrenheit, provides fuel at increased rates. There were two such days during the first quarter of 1997 compared with sixteen days during the first quarter of 1996. Operation and maintenance expenses increased $.2 million (2.3%) as compared to the first quarter of 1996. Increases include normal and expected escalations on O&M contracts and an increased performance bonus payable under the Bellingham O&M agreement. General and administrative expenses were $3.3 million for the first quarter of 1997 as compared to $3.4 million for the same period last year, decreasing $.1 million. Legal and consulting costs decreased, offsetting increased overhead costs. Interest expense decreased $.5 million (4.2%) as compared to the first quarter of 1996, as a result of principal payments made (semi-annually on June 30, and December 30). Interest on energy bank balances decreased $.4 million, reflecting changes in the underlying amounts accrued for energy bank balances. Interest income decreased $.4 million primarily as a result of reduced cash collateral being held in support of letters of credit. LIQUIDITY AND CAPITAL RESOURCES Cash flow generated during the first quarter of 1997 was more than sufficient to fund all operating expenses and meet debt service requirements of $35.9 million, payable June 30, 1997. PART II - OTHER INFORMATION Item 1. Legal Proceedings None Item 2. Changes in Securities None Item 3. Defaults Upon Senior Securities None Item 4. Submission of Matters to a Vote of Security Holders None Item 5. Other Information None Item 6. Exhibits and Reports on Form 8-K None Pursuant to the requirements of the Securities Exchange Act of 1934, IEC Funding Corp. has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. IEC FUNDING CORP. DATE SIGNATURE AND TITLE May 15, 1997 ------------------ ----------------------------------------- Maureen P. Herbert Vice President of Finance Pursuant to the requirements of the Securities Exchange Act of 1934, North Jersey Energy Associates, A Limited Partnership has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. NORTH JERSEY ENERGY ASSOCIATES, A LIMITED PARTNERSHIP By: INTERCONTINENTAL ENERGY CORPORATION As General Partner DATE SIGNATURE AND TITLE May 15, 1997 - ------------------ ----------------------------------------- Maureen P. Herbert Vice President of Finance Pursuant to the requirements of the Securities Exchange Act of 1934, Northeast Energy Associates, A Limited Partnership has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. NORTHEAST ENERGY ASSOCIATES, A LIMITED PARTNERSHIP By: INTERCONTINENTAL ENERGY CORPORATION As General Partner DATE SIGNATURE AND TITLE May 15, 1997 - ------------------ ----------------------------------------- Maureen P. Herbert Vice President of Finance EX-27.1 2 FINANCIAL DATA SCHEDULE FOR IEC FUNDING CORP.
5 0000934665 IEC FUNDING CORP. 1,000 3-MOS DEC-31-1997 JAN-01-1997 MAR-31-1997 1 0 36,028 0 0 36,029 0 0 526,316 36,028 490,287 0 0 0 0 526,316 0 0 0 0 (11,953) 0 11,953 0 0 0 0 0 0 0 0 0
EX-27.2 3 FINANCIAL DATA SCHEDULE FOR NORTHEAST ENERGY ASSOCIATES, L.P. AND NORTH JERSEY ENERGY ASSOCIATES, L.P.
5 0000934666 NORTH JERSEY ENERGY ASSOCIATES 1,000 3-MOS DEC-31-1997 JAN-01-1997 MAR-31-1997 91,793 0 41,297 0 1,286 135,895 503,660 135,756 594,238 55,246 490,287 0 0 0 (174,427) 594,238 82,336 82,336 0 51,263 2,630 0 12,038 13,052 0 13,052 0 0 0 13,052 0 0 INCLUDES DEPRECIATION OF $6,250
EX-27.3 4 FINANCIAL DATA SCHEDULE FOR NORTHEAST ENERGY ASSOCIATES, L.P. AND NORTH JERSEY ENERGY ASSOCIATES, L.P.
5 0000934667 NORTHEAST ENERGY ASSOCIATES 1,000 3-MOS DEC-31-1997 JAN-01-1997 MAR-31-1997 91,793 0 41,297 0 1,286 135,895 503,660 135,756 594,238 55,246 490,287 0 0 0 (174,427) 594,238 82,336 82,336 0 51,263 2,630 0 12,038 13,052 0 13,052 0 0 0 13,052 0 0 INCLUDES DEPRECIATION OF $6,250
-----END PRIVACY-ENHANCED MESSAGE-----