-----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, A80qRINBtJSfDLPbHVE0B/ct6ozHWrKOuTU26ILXMAZ6zi340fllewcbOJjkbrYj IimBdwms93VHDdl3f1EMFg== 0000950135-96-002416.txt : 19960808 0000950135-96-002416.hdr.sgml : 19960808 ACCESSION NUMBER: 0000950135-96-002416 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19960331 FILED AS OF DATE: 19960515 DATE AS OF CHANGE: 19960807 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: NORTH JERSEY ENERGY ASSOCIATES CENTRAL INDEX KEY: 0000934666 STANDARD INDUSTRIAL CLASSIFICATION: 4911 IRS NUMBER: 042955646 STATE OF INCORPORATION: NJ FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 033-87902-01 FILM NUMBER: 96575402 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: 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: 96575403 BUSINESS ADDRESS: STREET 1: 350 LINCOLN PLACE 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 NORTH JERSEY ENERGY AND NORTHEAST ENERGY 1 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, 1996 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 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 --- --- 2 IEC FUNDING CORP. NORTHEAST ENERGY ASSOCIATES, A LIMITED PARTNERSHIP NORTH JERSEY ENERGY ASSOCIATES, A LIMITED PARTNERSHIP INDEX PAGE NUMBER PART I FINANCIAL INFORMATION Item 1. Financial Statements NORTHEAST ENERGY ASSOCIATES, A LIMITED PARTNERSHIP AND NORTH JERSEY ENERGY ASSOCIATES, A LIMITED PARTNERSHIP Combined Balance Sheet at December 31, 1995 and March 31, 1996 (Unaudited).............................. 3 Combined Statement of Operations for the Three Months Ended March 31, 1995 and 1996 (Unaudited)........ 4 Combined Statement of Cash Flows for the Three Months Ended March 31, 1995 and 1996 (Unaudited)............... 5 Notes to Financial Statements........................... 7 IEC FUNDING CORP. Balance Sheet at December 31, 1995 and March 31, 1996 (Unaudited).............................. 8 Statement of Operations for the Three Months Ended March 31, 1995 and 1996 (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 3 NORTHEAST ENERGY ASSOCIATES, A LIMITED PARTNERSHIP AND NORTH JERSEY ENERGY ASSOCIATES, A LIMITED PARTNERSHIP COMBINED BALANCE SHEET (UNAUDITED) - - - --------------------------------------------------------------------------------
December 31, March 31, 1995 1996 (In Thousands) ASSETS Current assets Cash and cash equivalents $ 58,277 $ 99,418 Accounts receivable 51,465 53,841 Fuel inventories 4,516 1,276 Prepaid expenses and other current assets 2,913 1,370 --------- --------- Total current assets 117,171 155,905 --------- --------- Cogeneration facilities and carbon dioxide facility (net of accumulated depreciation of $104,157,000 and $110,370,000 at December 31, 1995 and March 31, 1996 respectively) 397,589 391,375 Unamortized financing costs 20,210 19,597 Other fixed assets (net of accumulated depreciation of $371,000 and $399,000 at December 31, 1995 and March 31, 1996, respectively) 485 481 Other assets 3,011 3,135 Restricted cash 78,568 74,470 --------- --------- Total non-current assets 499,863 489,058 --------- --------- Total assets $ 617,034 $ 644,963 ========= ========= LIABILITIES AND PARTNERS' DEFICIT Current liabilities Current portion of loans payable - IEC Funding Corp. $ 25,204 $ 25,204 Accounts payable 14,234 15,415 Accrued interest payable - IEC Funding Corp. -- 12,484 Other accrued expenses 2,104 3,798 Future obligations under interest rate swap agreements 3,654 3,179 --------- --------- Total current liabilities 45,196 60,080 --------- --------- Loans payable - IEC Funding Corp. 514,362 514,362 Amounts due utilities for energy bank balances 188,053 194,494 --------- --------- Total non-current liabilities 702,415 708,856 --------- --------- Total liabilities 747,611 768,936 --------- --------- Partners' deficit General partner (4,047) (3,981) Limited partners (126,530) (119,992) --------- --------- Total partners' deficit (130,577) (123,973) --------- --------- Commitments and contingencies -- -- --------- --------- Total liabilities and partners' deficit $ 617,034 $ 644,963 ========= =========
The accompanying notes are an integral part of these financial statements 4 NORTHEAST ENERGY ASSOCIATES, A LIMITED PARTNERSHIP AND NORTH JERSEY ENERGY ASSOCIATES, A LIMITED PARTNERSHIP COMBINED STATEMENT OF OPERATIONS (UNAUDITED) - - - --------------------------------------------------------------------------------
Three months ended March 31, 1995 1996 (In Thousands) Revenue Power sales to utilities $71,926 $72,868 Steam sales 1,327 1,316 ------- ------- Total revenue 73,253 74,184 ------- ------- Costs and expenses Cost of power and steam sales 35,001 40,692 Operation and maintenance 6,434 6,614 Depreciation 6,212 6,241 General and administrative expenses 2,608 3,449 ------- ------- Total costs and expenses 50,255 56,996 ------- ------- Operating income 22,998 17,188 ------- ------- Other (income) expense Amortization of financing costs 499 613 Interest expense 13,121 12,564 Interest income (2,612) (2,593) ------- ------- Total other expense 11,008 10,584 ------- ------- Net income $11,990 $ 6,604 ======= =======
The accompanying notes are an integral part of these financial statements 5 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, 1995 1996 (In Thousands) Cash flows from operating activities: Cash received from utilities and other customers $ 81,071 $ 79,719 Cash paid to suppliers (36,824) (44,212) Interest paid (724) (546) Bank commitment fees paid (10) (9) Interest received 2,346 4,158 Cash payments to general partner for operating activities (773) (1,154) Cash payments to owners/management (866) (890) -------- -------- Net cash provided by operating activities 44,220 37,066 -------- -------- Cash flows from investing activities: Net expenditures for facilities (60) -- Purchase of other fixed assets (36) (23) Decrease in restricted cash 1,264 4,098 -------- -------- Net cash provided by investing activities 1,168 4,075 -------- -------- Cash flows from financing activities -- -- -------- -------- Net cash used for financing activities -- -- -------- -------- Net increase in cash and cash equivalents 45,388 41,141 Cash and cash equivalents at beginning of period 76,255 58,277 -------- -------- Cash and cash equivalents at end of period $121,643 $ 99,418 ======== ========
The accompanying notes are an integral part of these financial statements 6 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, 1995 1996 (In Thousands) Net income $11,990 $ 6,604 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation 6,212 6,241 Amortization of financing costs 499 613 Increase in accounts receivable (323) (2,376) Decrease in fuel inventories 3,192 3,240 (Increase)/Decrease in prepaid expenses and other current assets (501) 1,543 Increase in accounts payable 2,100 1,181 Increase in other accrued expenses 14,476 14,178 Decrease in future obligations under interest rate swap agreements (432) (475) Increase in amounts due utilities for energy bank balances 7,145 6,441 Increase in other assets (138) (124) ------- ------- Net cash provided by operating activities $44,220 $37,066 ======= =======
The accompanying notes are an integral part of these financial statements 7 NORTHEAST ENERGY ASSOCIATES, A LIMITED PARTNERSHIP AND NORTH JERSEY ENERGY ASSOCIATES, A LIMITED PARTNERSHIP NOTES TO 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, 1995 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, 1996 are unaudited and are not necessarily indicative of the results to be expected for the full year. The unaudited financial information at March 31, 1996 and for the three months ended March 31, 1996 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. Distributions Distributions to the partners may be made only after all required funds and sub-funds have been fully funded as described in the trust indenture. After funding all amounts required under the indenture, the excess cash generated during the quarterly period ended March 31, 1996 was approximately $.3 million. An additional $8.5 million of excess cash flow was generated in April. All conditions under the trust indenture for distributions of such excess cash were satisfied after March 31, 1996 resulting in a distribution of $8.8 million in April to the partners in proportion to their designated interests in the Partnerships. 8 IEC FUNDING CORP. BALANCE SHEET (UNAUDITED) - - - --------------------------------------------------------------------------------
December 31, March 31, 1995 1996 ASSETS (In Thousands) Current assets Cash $ 1 $ 1 Current portion of notes receivable from Northeast Energy Associates and North Jersey Energy Associates (together, the "Partnerships") 25,204 25,204 Interest receivable from the Partnerships -- 12,484 -------- -------- Total current assets 25,205 37,689 Notes receivable from the Partnerships 514,362 514,362 -------- -------- Total assets $539,567 $552,051 ======== ======== LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities Current portion of securities payable $ 25,204 $ 25,204 Accrued interest -- 12,484 -------- -------- Total current liabilities 25,204 37,688 Securities payable 514,362 514,362 -------- -------- Total liabilities 539,566 552,050 Stockholders' equity Common stock, no par value, 10,000 shares authorized, issued and outstanding 1 1 -------- -------- Total liabilities and stockholders' equity $539,567 $552,051 ======== ========
9 IEC FUNDING CORP. STATEMENT OF OPERATIONS (UNAUDITED) - - - --------------------------------------------------------------------------------
Three Months Ended March 31, 1995 1996 (In Thousands) Interest income $ 12,842 $ 12,484 Interest expense (12,842) (12,484) -------- -------- Net income $ - $ - ======== ========
10 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, 1995 for IEC Funding Corp. (the "Company") and the Partnerships. The Company did not experience any cash flows for the three months ended March 31, 1996 and 1995. Therefore, a Statement of Cash Flows is not presented for these periods. The unaudited financial information at March 31, 1996 and for the three months ended March 31, 1996 contains all adjustments, consisting only of normal recurring adjustments, considered by management necessary for a fair presentation of the operating results for such period. 11 NORTHEAST ENERGY ASSOCIATES, A LIMITED PARTNERSHIP AND NORTH JERSEY ENERGY ASSOCIATES, A LIMITED PARTNERSHIP MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS - - - -------------------------------------------------------------------------------- Total revenue for the first quarter of 1996 of $74.2 million increased by $.9 million (1.2%) as compared to the same period in 1995. This increase is a result of increased generation during the first quarter of 1996 as compared to the same period last year, as well as decreasing energy bank requirements. Cost of power and steam sales, as a percentage of gross revenues, (gross of increase to energy bank balances) was 51.3% for the first quarter of 1996 versus 44.3% for the first quarter of 1995. The increased costs are primarily attributable to weather related increases in fuel costs including higher market prices of spot gas and additional charges applicable under North Jersey Energy Associates' extended gas service arrangement with a fuel supplier. Extended gas service occurs when temperatures are below 22 degrees Fahrenheit. There were sixteen such days during the first quarter of 1996 compared with four days in the first quarter of 1995. Operation and maintenance costs increased $.2 million (2.8%) as compared to the first quarter of 1995. Increases include normal and expected escalations on O&M contracts, increased water and sewer charges, and increased property tax rates. General and administrative expenses were $3.4 million for the first quarter of 1996 as compared to $2.6 million for the same period last year, increasing $.8 million (32.2%). Increases include legal and consulting costs related to potential industry restructuring and normal and expected increases in overhead costs. Interest expense decreased $.6 million (4.2%) as compared to the first quarter of 1995, as a result of principal payments of $20.4 million paid in 1995. Principal payments are made semi-annually on June 30, and December 30. LIQUIDITY AND CAPITAL RESOURCES Cash flow generated during the first quarter of 1996 was more than sufficient to fund all operating expenses as well as fund $37.6 million of interest and principal required for payment on June 30, 1996. An additional debt service reserve funding requirement of $.7 million was also fulfilled. 12 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 13 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 14, 1996 - - - ------------------- ------------------------- Maureen P. Herbert Vice President of Finance 14 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 14, 1996 - - - ------------------ -------------------------------- Maureen P. Herbert Vice President of Finance 15 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 14, 1996 - - - ------------------ -------------------------------- Maureen P. Herbert Vice President of Finance 16 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 14, 1996 /s/ Maureen P. Herbert - - - ------------------ --------------------------------- Maureen P. Herbert Vice President of Finance 17 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 14, 1996 /s/ Maureen P. Herbert - - - ------------------ -------------------------------- Maureen P. Herbert Vice President of Finance 18 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 14, 1996 /s/ Maureen P. Herbert - - - ----------------------- ---------------------------- Maureen P. Herbert Vice President of Finance EX-27.1 2 FINANCIAL DATA SCHEDULE WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
5 0000934665 NORTH JERSEY ENERGY ASSOCIATES; NORTHEAST ENERGY ASSOCIATES 1,000 US DOLLARS 3-MOS DEC-31-1996 JAN-01-1996 MAR-31-1996 1 99,418 0 53,841 0 1,276 155,905 502,625 (110,769) 644,963 60,080 514,362 0 0 0 (123,973) 644,963 74,184 76,777 0 53,547 4,062 0 12,564 6,604 0 6,604 0 0 0 6,604 0 0
EX-27.2 3 FINANCIAL DATA SCHEDULE WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
5 0000934665 IEC FUNDING CORP. 1,000 US DOLLARS 3-MOS DEC-31-1996 JAN-01-1996 MAR-31-1996 1 1 0 552,050 0 0 37,689 0 0 552,051 37,688 514,362 1 0 0 0 552,051 0 12,484 0 0 0 0 12,484 0 0 0 0 0 0 0 0 0
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