[Federal Register Volume 61, Number 159 (Thursday, August 15, 1996)]
[Notices]
[Pages 42454-42455]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 96-20831]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 35-26552]
Filings Under the Public Utility Holding Company Act of 1935, as
amended (``Act'')
August 9, 1996.
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 September 3, 1996, to the Secretary, Securities and Exchange
Commission, Washington, D.C. 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.
Public Service Company of Oklahoma (70-8887)
Public Service Company of Oklahoma (``PSO''), 212 East 6th Street,
Tulsa, Oklahoma 74119, an electric utility subsidiary of Central and
South West Corporation (``CSW''), a registered holding company, has
filed an application-declaration under sections 6(a), 7, 9(a) and 10 of
the Act and rule 54 thereunder. As further described below, PSO
requests authority to make equity investments in companies that provide
temporary staffing services to public utility companies and to
guarantee an aggregate of $12 million of obligations of these
companies.
Under an agreement dated February 21, 1996 (``Agreement''), PSO
advanced $3.7 million to Canton, L.L.C. (``Canton''), a limited
liability company not affiliated with PSO.\1\ Canton loaned the
proceeds of the advance to Nuvest, L.L.C. (``Nuvest''),\2\ another
limited liability company not affiliated with PSO, which used $2.3
million to acquire all of the outstanding shares of capital stock of
NSS Numanco, Inc. (``Numanco Inc.''), a corporation not affiliated with
PSO, and loaned the remaining $1.4 million to Numanco L.L.C. (``Numanco
LLC''), a limited liability company owned 90% by Nuvest and 10% by
Numanco Inc.
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\1\ PSO states that it entered into the Agreement as a
preliminary step in its plans to invest in companies providing
temporary staffing services to public utility companies because of
the short time it had to take advantage of this investment
opportunity. The advance to Canton did not bear interest, was not
secured by a security interest in any assets of Canton, and was not
evidenced by securities. PSO further states that the Agreement
provides that its advance to Canton will be returned if PSO does not
obtain Commission authorization for the proposals stated herein.
\2\ Canton and Nuvest are owned and managed in common.
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Numanco Inc. provides temporary staffing services to public utility
companies in the United States, in the areas of maintenance and repair,
monitoring, major clean-up and decontamination, primarily for nuclear
electric generating plants and associated substations. In connection
with the above transactions, Numanco Inc. also transferred to Numanco
LLC its rights and obligations under service contracts with customers.
All new service contracts will be entered into by Numanco LLC, which
will succeed to all of the business of Numanco Inc.
PSO now proposes to effect its investment plans. PSO would be
repaid $3 million of its advances by Canton,\3\ and the remaining
$700,000 of advances would be converted into a capital contribution in
Nuvest.\4\ Under Nuvest's governing documents, after the proposed
capital contribution, PSO would hold 4.9% of the voting interests
[[Page 42455]]
in Nuvest and a 70% interest in its capital contributions, profits and
losses. PSO also proposes to issue grantees in connection with (i) the
obligations of Nuvest under a $3 million loan from a third party and
(ii) the obligations of Numanco Inc. and Numanco LLC under secured
lines or credit established with third parties, aggregating not more
than $9 million.
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\3\ Canton would obtain the funds for this repayment from
Nuvest, which would use the proceeds of a third party loan to repay
the advances made by Canton.
\4\ PSO will cancel the obligation of Canton to repay $700,000
of the advance made to it by PSO, Canton will cancel the obligation
of Nuvest to repay $700,000 of the loan made to it by Canton, and
Nuvest will convert the cancelled loan obligation into a capital
contribution by PSO.
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Entergy Corporation (70-8889)
Entergy Corporation (``Entergy''), 639 Loyola Avenue, New Orleans,
Louisiana 70113, a registered holding company, has filed an
application-declaration under sections 9(a), 10 and 12(f) of the Act
and rules 43 and 54 thereunder.
Entergy Power Development Corporation (``EPDC''), a wholly-owned
subsidiary of Entergy, is an exempt wholesale generator (``EWG''), as
defined in section 32 of the Act. Entergy Richmond Power Corporation
(``ER''), a wholly-owned subsidiary of EPDC, holds a 50% partnership
interest in Richmond Power Enterprise, L.P., a Delaware limited
partnership (``Richmond Power''). Richmond Power owns and operates a
250 MW electric generating plant located in Richmond, Virginia
(``Facility''). The remaining 50% of Richmond Power is owned by Enron-
Richmond Power Corp. (``Enron-Richmond''), a nonaffiliate.
At present, capacity and energy from the Facility are sold at
wholesale to Virginia Electric and Power Company (``VEPCO'') pursuant
to a long-term power purchase agreement (``PPA'') and thermal energy
from the Facility is sold to an industrial customer pursuant to a steam
sales agreement (``SSA''). As of June 1, 1996, Entergy's ``aggregate
investment'' in Richmond Power, applying the definition set forth in
rule 53(a) under the Act, was approximately $12.5 million.
To resolve certain disputes between Richmond Power and VEPCO,
subject to receipt of all requisite consents and regulatory approvals,
the parties have agreed that: (1) Richmond Power will sell the Facility
to VEPCO for cash, and VEPCO will be solely responsible for the
operation, maintenance and management of the Facility; (2) the PPA will
be amended and Richmond Power's interest in the PPA will be assigned to
an affiliate of Enron-Richmond, Enron Marketing, Inc. (``Enron
Marketing''); (3) the SSA will be terminated; and (4) as consideration
for the PPA assignment, Enron Marketing will pass through to Richmond
Power the bulk of capacity payments it receives under the amended PPA,
which Richmond Power will use to retire its term debt obligations.
Following the above transactions, Richmond Power and ER will no longer
qualify as EWGs under section 32 of the Act.
The continued ownership by EPDC of interests in ER and Richmond
Power following the loss of their EWG status could call into question
EPDC's status as an EWG. As a result, Entergy requests authority to
acquire from EPDC all issued and outstanding shares of ER and,
indirectly, ER's interest in Richmond Power. Entergy may subsequently
transfer its interests in ER and Richmond Power to a new special
purpose subsidiary.
Allegheny Generating Company (70-8893)
Allegheny Generating Company (``AGC''), 10435 Downsville Pike,
Hagerstown, MD 21740, an indirect subsidiary company of Allegheny Power
System, Inc. (``Allegheny''), a registered holding company, has filed a
declaration under section 12(c) of the Act and rule 46 thereunder.
AGC is a single asset company, owning a 40% undivided interest in a
2100-megawatt hydroelectric station located in Bath County, Virginia.
AGC has declining capital needs, and currently, its retained earnings
are insufficient to pay common stock dividends. As a result thereof,
AGC proposes to pay dividends with respect to its common stock, out of
capital or unearned surplus through December 31, 2001.
Current earnings by AGC continue to be determined as they have
since the generating facility commenced operation in 1985, in
accordance with a Federal Energy Regulatory Commission (``FERC'')
approved cost of service formula. Available cash flow from operations
is applied first to the minimal capital expenditure requirements for
its existing single asset, and next to the pay down of debt and to the
payment of dividends in a proportion that maintains debt at about 55%
and equity at about 45% of capital.
The current and proposed dividend payment policy is unchanged from
that which has been followed since operations commenced in 1985. Prior
to 1985, no dividends were paid, but retained earnings accrued as a
result of recording allowance for funds used during construction in
accordance with the FERC uniform system of accounts. From 1985-1996,
dividends were paid out of current earnings and the accrued retained
earnings.
For the Commission, by the Division of Investment Management,
pursuant to delegated authority.
Margaret H. McFarland,
Deputy Secretary.
[FR Doc. 96-20831 Filed 8-14-96; 8:45 am]
BILLING CODE 8010-01-M
