[Federal Register Volume 64, Number 151 (Friday, August 6, 1999)]
[Notices]
[Pages 43001-43003]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 99-20299]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 35-27057]
Filings Under the Public Utility Holding Company Act of 1935, As
Amended (``Act'')
July 30, 1999.
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 Branch of Public Reference.
Interested persons wishing to comment or request a hearing on the
applications(s) and/or declaration(s) should submit their views in
writing by August 23, 1999, to the Secretary, Securities and Exchange
Commission, Washington, DC 20549-0609, 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
should identify specifically the issues of facts 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 23, 1999, the applicant(s) and/or declaration(s),
as filed or as amended, may be granted and/or permitted to become
effective.
Appalachian Power Company (70-6171)
Appalachian Power Company (``Appalachian'), 40 Franklin Road,
Roanoke, Virginia 24011, an electric public-utility subsidiary company
of American Electric Power Company, Inc., a registered holding company,
has filed a post-effective amendment under sections 9(a), 10 and 12(d)
of the Act and rule 54 under the Act to its application-declaration
previously filed under the Act.
By order dated June 30, 1978 (HCAR No. 20610) (``Order''),
Appalachian was authorized to enter into an agreement of sale
(``Agreement'') with Mason County, West Virginia (``County''). The
Agreement provided for the construction, installation, financing and
sale of certain pollution control facilities (``Facilities'') at
Appalachian's Philip Sporn and Mountaineer Plants. Under the Agreement,
the County may issue and sell its pollution control revenue bonds
(``Revenue Bonds'') or pollution control refunding bonds (``Refunding
Bonds''), in one or more series, and deposit the proceeds with the
trustee (``Trustee'') under an indenture (``Indenture'') entered into
between the County and the Trustee. The proceeds are applied by the
Trustee to the payment of the costs of construction of the Facilities,
or in the case of proceeds from the sale of Refunding Bonds, to the
payment of the principal, premium (if any) and/or interest on Revenue
Bonds to be refunded.
The Order also authorized Appalachian to convey an undivided
interest in a portion of the Facilities to the County, and to reacquire
that interest under an installment sales arrangement requiring
Appalachian to pay as the purchase price semi-annual installments in an
amount, together with other monies held by the Trustee under the
Indenture for that purpose, will enable the County to pay, when due,
the interest and principal on the Revenue Bonds.
The County has issued and sold ten series of bonds contemplated by
the Order. The last issuance was the Series J. Refunding Bonds, in the
aggregate principal amount of $50 million, authorized by supplemental
Commission order on October 7, 1992 (HCAR No. 25659).
It is now proposed that, under the terms of the Agreement,
Appalachian will cause the County to issue and sell its Series K
Refunding Bonds in the aggregate principal amount of up to $30 million.
The Series K Refunding Bonds will bear interest semi-annually at a rate
of interest not exceeding 8% per annum and will mature at a date not
more than forty years from the date of issuance.
The proceeds will be used to provide for the early redemption of
the entire outstanding aggregate principal amount of $30 million of the
County's Series G Revenue Bonds, 7.40%, January 1, 2014.
National Fuel Gas Company, et al. (70-7512)
National Fuel Gas Company (``National''), a registered holding
company, and its nonutility subsidiary, Data-Track Account Services,
Inc. (``Data-Track''), both located at 10 Lafayette Square, Buffalo,
New York 14203, have filed a post-effective amendment to their
application under section 9(a), 10 and 13 of the Act.
By order dated May 6, 1988 (HCAR No. 24639) (``Order''), the
Commission authorized National to acquire all of the common stock of
Data-Track for $500,000, which was to be used as working capital. Data-
Track was acquired to provide certain customer account collection
services, at cost, for National's other subsidiaries. Subsequently, by
order dated March 5, 1991 (HCAR No. 25265), Data-Track was authorized
to expand the scope of its collection services and to borrow up to
$500,000 from the National system money pool as an alternative method
of meeting its working capital needs. Data-Track now proposes to
provide the same types of collection services for nonassociate clients.
American Electric Power Company, Inc., et al. (70-9145)
American Electric Power Company, Inc. (``AEP''), a registered
holding company, and its wholly owned nonutility subsidiaries AEP
Resources, Inc. (``AEPR''), AEP Energy Services, Inc. (``AEPES''), and
AEP Resources Services Company (``Resco''), all located at 1 Riverside
Plaza, Columbus, Ohio 43215, have filed an application-declaration with
this Commission under sections 6(a), 7, 9(a), 10, 12(b), 12(c) and
13(b) of the Act and rules 45, 46, 54, 87 and 90 under the Act.
AEPR requests authority to establish, directly or indirectly, a
company (``Management Company'') that would provide energy-related
services to industrial, commercial and institutional customers in the
United States. AEPR also requests authority to establish, directly or
indirectly, a company (``Capital Company,'' and together with
Management Company, ``New Ventures'') that would provide
[[Page 43002]]
financing to Management Company's customers for certain energy-related
assets (defined below as ``Energy Facilities'') and for the purchase of
service from Management Company. AEPR may establish intermediate
subsidiaries to hold its interests in the New Ventures (``Intermediate
Subsidiaries''), and Management Company and Capital Company may
establish special purpose subsidiaries (``Special Purpose
Subsidiaries'') to conduct the proposed activities.
Management Company Services
The energy-related services to be provided by Management Company
would include energy facility management services, energy conservation
services, procurement services, and other energy and incidental
services. Energy facility management services include the day-to-day
operations, maintenance, management, and other technical and
administrative services required to operate, maintain and manage
certain energy-related assets (``Energy Facilities''). Additionally,
energy facility management services include long-term planning and
budgeting for, and evaluation of, improvement to those assets. Energy
Facilities includes facilities and equipment that are used by
industrial, commercial and institutional entities to produce, convert,
store, and distribute: (i) Thermal energy products, such as processed
steam, heat, hot water, chilled water, and air conditioning; (ii)
electricity; (iii) compressed air; (iv) processed and potable water;
(v) industrial gases, such as nitrogen; and (vi) other similar
products. Energy Facilities also include related facilities that
transport, handle and store fuel, such as coal handling and oil storage
tanks, and facilities that treat waste for these entities, such as
scrubbers, precipitators, cooling towers and water treatment
facilities.
Energy conservation services include: (1) Identification of energy
and other resource efficiency opportunities; (2) design of facility or
of process modifications or enhancements to realize identified energy
and other resource opportunities; (3) management, or direct
construction or installation, of conservation or efficiency equipment;
(4) training of customer personnel in the operation of equipment; (5)
maintenance of energy system; (6) design, management or direct
construction and installation of new and retrofit heating, ventilating
and air conditioning systems, electrical and power systems, motors,
pumps, lighting, water and plumbing systems, and related structures, to
realize energy and other resource efficiency goals or to otherwise meet
a customer's energy-related needs; (7) system monitoring; (8) reporting
of system results; (9) design and implementation of energy conservation
programs; (10) provision of conditioned power services (i.e., services
designed to prevent, control or mitigate adverse effects of power
disturbances on a customer's electrical system to ensure the level of
power quality required by the customer); and (11) other similar or
related activities.
Procurement services include arranging as agent or broker for a
customer to purchase electricity, natural gas, oil, propane and
industrial gases (``Energy Commodities''). In addition, procurement
services include purchasing other commodities and supplies used by, or
distributed through, Energy Facilities on behalf of energy facilities
management or energy conservation services customers described above.
AEP and AEPR also request authority for Management Company to engage in
the purchase and sale, as principal, of electricity, natural gas, and
other Energy Commodities.
Other energy services include development, design, construction,
ownership, sale of Energy Facilities, and of equipment used in, and
improvements to, Energy Facilities. Incidental services include the
sale of products and services incidental to the proposed sale of goods
and services enumerated above and which are closely related to the
consumption of energy and/or the maintenance of Energy Facilities;
provided however, that Management Company would not be involved in the
manufacture of energy related equipment.
Capital Company Services
Capital Company proposes to offer financing for existing Energy
Facilities and improvements and to provide new capital for Energy
Facilities for customers of Management Company through sale and
leaseback, project financing or other creative financing mechanisms.
Assets financed by Capital Company generally will be managed by
Management Company. In addition, Capital Company will make its
financing services available to customers of Management Company to
assist Management Company in connection with its program to provide
energy management and related services to its customers.
Financial Support
Resources will contribute the equity capital required by Management
Company and Capital Company. Management Company may also obtain debt
financing from American, Resources or unaffiliated third parties such
as commercial banks. Loans from American or Resources to Management
Company will be made at the cost of funds incurred by American or
Resources, as the case may be, in accordance with rule 52.
Applicants state that Management Company, Capital Company and the
Special Purpose Subsidiaries intend to issue ownership interests to
third parties. In this regard, AEP requests authority, through December
31, 2002, to enter into guaranties of obligations that AEPR may incur
under agreements with third parties to make capital investments of up
to $250 million in Capital Company and $50 million in Management
Company. In addition, AEP and AEPR request authority to enter into
guarantees (``Subsidiary Guarantees'') through December 31, 2002, of
the debt and other obligations of Management Company, Capital Company
and the Intermediate Subsidiaries in aggregate amounts up to $250
million (``Guarantee Limit''). Further, AEP, AEPR, Management Company
and Capital Company request authority to guarantee the debt and other
obligations of the Special Purpose Subsidiaries through December 31,
2002 \1\ in an amount that, combined with the aggregate outstanding
amount of Subsidiary Guarantees, will not exceed the Guarantee Limit.
Debt financing of Capital Company, Management Company, any Intermediate
Subsidiary or any Special Purpose Subsidiary which is subject to the
proposed guaranties will not exceed a term of 15 years.
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\1\ Any guarantee of the obligations of Management Company,
Capital Company, any Intermediate Subsidiary or any Special Purpose
Subsidiary outstanding on December 31, 2002 would expire in
accordance with its terms.
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Affiliate Transactions
AEPES and Resco request an exemption from the at cost requirements
of section 13(b) for the sale of certain goods and services by AEPES,
Resco, and other subsidiaries of Resources to Management Company,
Capital Company, and the Special Purpose Subsidiaries. Any sale of
services by any utility subsidiary of AEP or by American Electric Power
Services Corporation, a service company subsidiary of AEP, to
Management Company, Capital Company, and the Special Purpose
Subsidiaries would be at cost. In addition, Management Company requests
authority to provide services at fair market value, under certain
circumstances, to any associate
[[Page 43003]]
company in the AEP system that is an exempt wholesale generator or
foreign utility company, as each are defined in section 32 and 33 of
the Act, respectively, or that is a qualifying facility.
Payment of Dividends
Further, AEP and AEPR request authority for Management Company,
Capital Company, the Intermediate Subsidiaries and the Special Purpose
Subsidiaries to declare and pay dividends from time to time out of
capital or unearned surplus.
For the Commission by the Division of Investment Management,
under delegated authority.
Margaret H. McFarland,
Deputy Secretary.
[FR Doc. 99-20299 Filed 8-5-99; 8:45 am]
BILLING CODE 8010-01-M
