[Federal Register Volume 63, Number 143 (Monday, July 27, 1998)]
[Notices]
[Pages 40142-40143]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 98-19982]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 35-26897]
Filing Under the Public Utility Holding Company Act of 1935, as
amended (``Act'')
July 20, 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 under the Act. 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 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 August 13, 1998, to the Secretary, Securities and Exchange
Commission, Washington, D.C. 20549, and serve a copy on the relevant
applicant(s) and/or declaration(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
should 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 August 13, 1998, the application(s) and/or
declaration(s), as filed or as amended, may be granted and/or permitted
to become effective.
Sempra Energy, et al. (70-9333)
Sempra Energy (``Sempra''), located at 101 Ash Street, San Diego,
California 92101, an exempt holding company under section 3(a)(1) of
the Act, and an indirect subsidiary of Sempra, Frontier Pacific, Inc.
(`Frontier Pacific''), located at 555 West Fifth Street, Suite 2900,
Los Angeles, California 90013-1001, have filed an application under
sections 3(a)(1), 9(a)(2), and 10 of the Act.
Applicants seek authority for Frontier Pacific to acquire up to
90.1% of the outstanding shares of Frontier Energy, LLC (``Frontier
Energy''), a North Carolina partnership that will construct, own and
operate a gas utility distribution system in North Carolina. The
remaining membership interests in Frontier Energy would be acquired by
a third party, Frontier Utilities of North Carolina, Inc. (``Frontier
Utilities''.\1\) In addition, applicants are seeking an order under
section 3(a)(1) exempting Sempra, Frontier Pacific, and each of their
subsidiary companies from all provisions of the Act, except section
9(a)(2).
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\1\ Frontier Utilities is an indirect subsidiary of ARB, Inc., a
closely held California corporation. ARB, Inc. is not now a
``holding company'' or an ``affiliate'' of any ``holding company''
or ``public-utility company,'' as defined in section 2 of the Act.
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Sempra has two principal subsidiaries, Pacific Enterprises
(``Pacific'') and Enova Corporation (``Enova''), each of which is an
exempt holding company under section 3(a)(1) of the Act. Pacific's sole
utility subsidiary is Southern California Gas Company (``SoCalGas''),
which purchases, transports and distributes natural gas in southern
California. As of December 31, 1997, Pacific reported consolidated
total assets of $4.977 billion, of which approximately $3.154 billion
consisted of net gas utility plant. For the year ended December 31,
1997, Pacific reported $2.738 billion in operating revenues (including
revenues from transportation-only customers) and $184 million in net
income.
Enova's sole utility subsidiary is San Diego Gas & Electric Company
(``SDG&E''), which provides electric and natural gas service in San
Diego and surrounding areas. As of December 31, 1997, Enova reported
consolidated total assets of $5.2 billion, of which approximately $2.49
billion consists of net electric plant and $449 million consists of net
gas utility plant. For the year ended December 31, 1997, Enova reported
operating revenues of $2.2 billion (81.6% from electricity sales and
18.4% from gas sales) (including revenues from transportation only
customers), and $252 million in net income. Both SoCalGas and SDG&E are
subject to the jurisdiction of the California Public Utility
Commission.
Frontier Pacific, which will directly acquire interests in Frontier
Energy, currently is a wholly owned subsidiary of Sempra Energy
Solutions, LLC (``Solutions''), itself an indirect subsidiary of
Sempra.\2\ However, applicants state that Solutions will transfer the
common stock of Frontier Pacific to Sempra prior to the issuance of any
order in this filing.
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\2\ Solutions currently is jointly owned by Pacific and Enova.
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By orders dated January 27, 1996, August 16, 1996, and March 27,
1997, the North Carolina Utilities Commission (``NCUC'') granted
Frontier Utilities certificates of public convenience and necessity
(``Certificates'') to construct, test, market, own and operate a new
[[Page 40143]]
natural gas distribution system in seven counties in northwestern North
Carolina. By order dated March 9, 1998, the NCUC approved various
proposals by Frontier Utilities and Frontier Energy related to the
financing for the construction of this gas system, including
participation by Frontier Pacific as an equity investor in Frontier
Energy.\3\ In addition, the NCUC authorized Frontier Utilities to
transfer the Certificates to Frontier Energy.
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\3\ Specifically, the NCUC authorized Frontier Pacific and
Frontier Utilities to contribute approximately $12 million of equity
and capital to Frontier Energy. In addition, the NCUC authorized
Frontier Energy to borrow $40 million, subject to certain
conditions.
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Frontier Energy commenced construction in four of the counties
during the second quarter of 1998. When complete, the system in these
counties will consist of approximately 140 miles of transmission mains,
including a 40 mile lateral tap off the interstate pipeline facilities
of Transcontinental Gas Pipe Line Corp. and at least 320 miles of
distribution mains. Construction in the other counties will commence at
a later date. Applicants state that attributable income from Frontier
Energy will contribute less than 1% of Sempra's consolidated income on
a pro forma basis.
Following the proposed transactions, Sempra and each of its public
utility subsidiaries, except Frontier Energy and Frontier Pacific, will
be organized in California. Frontier Energy and Frontier Pacific will
be organized in North Carolina. Applicants contend that they, and each
of their subsidiaries, will qualify for a section 3(a)(1) exemption
upon consummation of the proposed transactions.
For the Commission, by the Division of Investment Management,
under delegated authority.
Jonathan G. Katz,
Secretary.
[FR Doc. 98-19982 Filed 7-24-98; 8:45 am]
BILLING CODE 8010-01-M
