[Federal Register Volume 63, Number 24 (Thursday, February 5, 1998)]
[Notices]
[Pages 5974-5976]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 98-2885]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 35-26821]
Filings Under the Public Utility Holding Company Act of 1935, as
Amended (``Act'')
January 30, 1998.
Notice is hereby given that the following filing(s) has/have been
made with the Commission pursuant to provisions of the Act and rules
promulgated thereunder. All interested persons are referred to the
application(s) and/or declaration(s) for complete statements of the
proposed transaction(s) summarized below. The application(s) and/or
declaration(s) and any amendments thereto is/are available for public
inspection through the Commission's Office of Public Reference.
Interested persons wishing to comment or request a hearing on the
application(s) and/or declaration(s) should submit their views in
writing by February 23, 1998, to the Secretary, Securities and Exchange
Commission, Washington, DC 20549, and serve a copy on the relevant
applicant(s) and/or declarant(s) at the address(es) specified below.
Proof of service (by affidavit or, in 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 the
matter. After said date, the application(s) and/or declaration(s), as
filed or as amended, may be granted and/or permitted to become
effective.
National Fuel Gas Company, et al. (70-9117)
National Fuel Gas Company (``National''), a registered holding
company, and its wholly-owned subsidiaries National Fuel Gas
Distribution Corporation, National Fuel Gas Supply Corporation, Seneca
Resources Corporation, Highland Land & Minerals, Inc., Leidy Hub, Inc.,
Data-Track Account Services, Inc., Horizon Energy Development, Inc.,
Seneca Independence Pipeline Company (``Seneca Independence''), Niagara
Independence Marketing Company (``Niagara Independence all located at
10 Lafayette Square, Buffalo, New York 14203 and Utility Constructors,
Inc., East Erie Extension, Linesville, PA 16424 and National Fuel
Resources, Inc. 165 Lawrence Bell Drive, Suite 120, Williamsville, New
York 14221 (collectively, ``Applicants''), have an application-
declaration under sections 9(a), 10 and 12(b) of the Act and rules 45
and 54 under the Act.
Seneca Independence, a wholly owned subsidiary of National, propose
to acquire a 25% general partnership interest in Independence Pipeline
Company (``Pipeline Partnership''), now owned equally by ANR
Independence Pipeline Company and Transco Independence Pipeline
Company, both nonassociated companies. Niagara Independence, a wholly
owned subsidiary of National, propose to acquire a 25% general
partnership interest in DirectLink Gas Marketing Company (``Marketing
Partnership'').
The Pipeline Partnership plans to build and operate interstate
natural gas pipeline facilities to extend from Defiance, Ohio to Liedy,
Pennsylvania, a distance of about 370 miles, at a cost of about $630
million. The Pipeline Partnership plans to borrow 70% of the
construction cost from commercial sources, and have the partners
contribute the remaining 30% as capital contributions in equal shares.
The Marketing Partnership would purchase firm natural gas
transportation services from the Pipeline Partnership and from other
interstate pipeline companies, at rates regulated by the Federal Energy
Regulatory Commission, and would buy and sell natural gas and engage in
related transactions.
The Applicants propose that: (1) National make short-term loans to
Seneca Independence and Niagara Independence and provide credit support
to Seneca Independence, Niagara Independence, the Pipeline Partnership
and/or the Marketing Partnership; (2) Seneca Independence make short-
term loans and provide credit support to the Pipeline Partnership; and/
or (3) Niagara Independence make short-term loans and provide credit
support to the Marketing Partnership, all of the above to be in
proportion to the percentage interests held by Seneca Independence and
Niagara Independence in the Pipeline Partnership and the Marketing
Partnership, respectively. The short-term loans to and by Seneca
Independence and Niagara Independence to finance their activities will
not exceed $180 million, respectively, and will be made under the terms
and conditions of the current money pool arrangement between National
and its subsidiary companies (``Money Pool'').\1\
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\1\National Fuel Gas Co., Holding Co. Act Release No. 26443. The
Commission authorized National and its subsidiary companies to
participate in a system money pool (``Money Pool Order''). The
Commission held that the interest rate applicable and payable to or
by the subsidiaries for all loans from the surplus funds of National
and its subsidiary companies (``Surplus Funds'') would be the rates
for high grade unsecured 30-day commercial paper sold through
dealers by major corporations as quoted in the Wall Street Journal.
The Commission also held that if external funds or both Surplus
Funds and external funds are concurrently borrowed through the Money
Pool, the interest rate applicable to all such borrowing and payable
by the borrowing subsidiary companies will be equal to National's
net cost for the external borrowings.
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The Applicants propose that Seneca Independence and Niagara
Independence be added to the group of National subsidiary companies
which may make short-term borrowings under the Money Pool Order, and
that they each receive authorization to incur short-term borrowings, up
to an aggregate amount of $180 million, under the terms and conditions
of the Money Pool Order.
National also proposes to enter into guarantee arrangements and
obtain letters of credit (collectively, ``Credit Support'') with
respect to obligations of Seneca Independence and/or Niagara
Independence. National may directly or indirectly provide Credit
Support to the Pipeline Partnership and the Marketing Partnership in
proportion to its indirect percentage interest in those entities.
National may provide Credit Support up to $180 million directly to
Seneca Independence or indirectly to Pipeline Partnership, and $180
million directly to Niagara Independence or indirectly to Marketing
Partnership. All Credit Support will be made under the terms and
condition set forth in the current credit support arrangement between
National and its subsidiaries.\2\
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\2\ National Fuel Gas Co., Holding Co. Act Release No. 25922.
The Commission authorized National to provide guarantees, through
December 31, 1998, up to total of $500 million of guarantee
obligations of its subsidiary companies.
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[[Page 5975]]
The Connecticut Light and Power Company, et al. (70-9151)
The Connecticut Light and Power Company (``CL&P''), 107 Selden
Street, Berlin, Connecticut 06037, and Western Massachusetts Electric
Company (``WMECO''), 174 Brush Hill Avenue, West Springfield,
Massachusetts 01090-0010, each an electric utility subsidiary company
of Northeast Utilities (``Northeast''), a registered holding company,
have filed with this Commission an application-declaration filed under
sections 6(a), 7, 9(a), 10 and 12(d) of the Act and rule 54 under the
Act.
By orders dated December 30, 1981 and May 19, 1982 (HCAR Nos. 22342
and 22501, respectively), the Commission authorized, in relevant part:
(i) The formation of the Niantic Bay Fuel Trust (``Trust'') for the
purpose of financing the acquisition of nuclear fuel under a trust
agreement dated January 4, 1982 between the Connecticut Bank and Trust
Company, as trustor, Bankers Trust Company, as trustee (``Trustee''),
and CL&P, WMECO, and The Hartford Electric Light Company
(``HELCO''),\3\ as beneficiaries; (ii) the assignment of certain
nuclear fuel and nuclear fuel contracts; and (iii) financing for the
acquisition of nuclear fuel. The Commission authorized the financing of
the nuclear fuel through the issuance by the Trust of intermediate term
notes in an aggregate principal amount not to exceed $300 million
outstanding at any one time. In addition, the Commission authorized
financing through the sale of commercial paper notes, backed by an
irrevocable master letter of credit issued by The First National Bank
of Boston (``FNBB''), and borrowings under a revolving credit
agreement, dated January 4, 1982 between the Trustee and FNBB (``FNBB
Credit Facility''), in a combined aggregate principal amount not to
exceed $230 million.
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\3\ HELCO was merged with and into CL&P on June 30, 1982.
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By order dated January 23, 1992 (HCAR No. 25458), the Commission
authorized, among other thing, CL&P and WMECO to replace the FNBB
Credit Facility and to have the Trustee enter into a new $230 million
revolving credit facility (``New Facility'') with a syndicate of banks
(``Banks''), with the First National Bank of Chicago serving as agent
(``Agent''). The initial term of the New Facility was three years,
which was extended with the Banks' consent for one-year increments. The
Applicants are authorized to make borrowings under the New Facility
through December 31, 1998.
Under the New Facility, CL&P and WMECO (``Applicants'') entered
into a credit agreement (``Credit Agreement'') dated as of February 11,
1992, as amended by a First Amendment dated April 30, 1993 and a Second
Amendment dated May 12, 1995, with the Trustee, each of the Banks, and
the Agent.
Under the Credit Agreement, each participating Bank is severally
responsible for making advances (each, a ``Ratable Advance'') in an
amount not to exceed the amount of its commitment, ratably in
proportion to the aggregate commitment of all the participating Banks,
Each Ratable Advance bears interest at a rate selected by the Trustee,
as directed by the Applicants, from among three options: (1) the
Eurodollar Rate plus an increment which shall not exceed 0.50%; (ii) a
Fixed CD Rate plus an increment which shall not exceed 0.875%; or (iii)
a Floating Rate equal to the higher of (a) a rate based on the
overnight federal funds rate, plus 0.50%, and (b) the Agent's corporate
base rate.
The Applicants now propose that the Trust pay additional fees and
interest under the New Facility so that it can be extended for nine
months through November 19, 1998 and seek extension of the Commission's
authorization through December 31, 2003. The amount which the
Applicants are presently seeking from the Banks under the New Facility
will be up to $100 million.
The Applicants also propose to effect future extensions for any
intervals of up to two years through December 31, 2003 with the consent
of the Banks and with terms at least as favorable as those approved by
the Commission herein with respect to interest rates.
The proposed amendment would (i) increase the maximum spread over
the Eurodollar Rate from 0.50% to 1.625%, (ii) increase the maximum
spread over the Fixed CD Rate from 0.875% to 1.75% and (iii) under the
second Floating Rate option, provide for an increase from the Agent's
corporate base rate to a spread of 0.50% per annum over the Agent's
corporate base rate. The higher interest rates reflect the lower credit
ratings of the CL&P and WMECO, which in turn reflect the Millstone
outages, the electric utility restructuring initiatives in Connecticut
and Massachusetts and general market perceptions of the risk of
electric utilities in general and nuclear operations in particular.
EUA Energy Investment Corporation, et al. (70-8617)
EUA Energy Investment Corporation (``EEIC''), P.O. Box 2333,
Boston, Massachusetts 02107, and its subsidiary EUA Bioten, Inc.
(``EUAB''), 750 West Center Street, West Bridgewater, Massachusetts
02379, each a subsidiary of Eastern Utilities Associates, a registered
holding company, have filed a post-effective amendment under sections
9(a), 10, 12(b) and 13(b) of the Act and rules 43(a), 45(a) and
87(d)(1) under the Act to an application-declaration filed by EEIC
under sections 6(a), 7, 9(a), 10 and 12(b) of the Act rules 43(a) and
45(a) under the Act.
EEIC and EUAB have been authorized by orders of the Commission
dated June 21, 1995 and November 14, 1996 (HCAR Nos. 26314 and 26604,
respectively) to invest in EUAB Partnership (``EUABP''), in connection
with the development of a commercial prototype biomass-fired generation
facility using technology developed by EEIC (``BIOTEN Technology''),
among others. The investment authority granted by the Commission has
been limited to capital contributions in an aggregate amount of
approximately $3.907 million and a working capital line of credit of up
to $6 million.
EEIC and EUAB now request authority to construct, install, operate
and maintain two biomass-fired generation facilities (each a ``BIOTEN
Unit') using the BIOTEN Technology for a customer located in India
(``First Customer''). Each such Unit would be fueled by First
Customer's available biomass in the form of bagasse (a sugar cane by-
product), and would be completely installed, tested, demonstrated and
purchased on a turnkey basis.
EUABP will provide the funds required for the construction of the
first BIOTEN Unit and First Customer will issue a promissory note to
secure its obligations to pay the purchase price for the unit to EUABP.
Title to the first BIOTEN Unit will pass when construction of the unit
has been completed. Following completion of the unit, the unit will
undergo a demonstration period of up to twelve months. EEIC and EUAB
anticipate that First Customer will repay its obligations under the
note and make all payments necessary to purchase the first BIOTEN Unit
upon the successful completion of the demonstration period.
First Customer will provide the funds required to complete the
second BIOTEN Unit and will take title to the unit once all payments
necessary to purchase the unit have been made. First
[[Page 5976]]
Customer will have no obligation to purchase either BIOTEN Unit if the
first unit does not satisfy agreed upon performance criteria.
EEIC and EUAB also request authority for EUABP to finance,
construct, install and sell BIOTEN Units to other customers, both
inside and outside the United States, and to provide related services
and products for First Customer and other purchasers of BIOTEN Units.
These services include engineering, procurement and construction
services, sales, installation and long term operation and maintenance
services, equipment and training support, and promotion and marketing
services in connection with the BIOTEN Units. These products would
consist of components to be used for the BIOTEN Units and may be
manufactured locally, subject to appropriate licensing arrangements
with respect to the BIOTEN Technology. EUABP may pursue these
activities either by itself or through the establishment of one or more
special purpose subsidiaries or joint ventures with local nonassociates
(``Special Purpose Entities''). EEIC and EUAB assert that none of the
proposed activities with respect to First Customer or other customers
(``Proposed Activities'') would constitute the ownership or operation
of an electric utility company within the meaning of section 2(a)(3) of
the Act.
In addition, EEIC and EUAB request authority to increase and extend
their authority to invest in EUABP and/or the Special Purpose Entities.
Specifically, EEIC and EUAB request authority, through December 31,
2002 to increase the working capital line of credit from $6 million to
$13 million and to make capital contributions not to exceed $8.907
million outstanding at any one time. EEIC and EUAB also request
authority for EUABP to invest up to these amounts in the Special
Purpose Entities. As a result of these investments, EUAB's voting
interest in EUABP would increase from 9.9% to approximately 80% and
EUABP would become a subsidiary of EUAB. Investments in the Proposed
Activities would be limited to these amounts.
Also, EEIC and EUAB request authority for EUABP to render services
in connection with the Proposed Activities to those Special Purpose
Entities which are subsidiaries of EUABP under an exemption from the
cost standard of section 13(b) of the Act.
For the Commission, by the Division of Investment Management,
pursuant to delegated authority.
Maragret H. McFarland,
Deputy Secretary.
[FR Doc. 98-2885 Filed 2-4-98; 8:45 am]
BILLING CODE 8010-01-M