UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549-1004
FORM U-9C-3
QUARTERLY REPORT PURSUANT TO RULE 58
For the quarterly period ended December 31, 2000
Northeast Utilities
------------------------------------
(Name of registered holding company)
107 Selden Street, Berlin, CT 06037
---------------------------------------
(Address of principal executive offices)
Name and telephone number of officer to whom inquiries concerning this report
should be directed:
John J. Roman, Vice President and Controller
Telephone number: 860-665-5000
GENERAL INSTRUCTIONS
A. Use of Form
1. A reporting company, as defined herein, shall file a report on this
form within 60 days after the end of each of the first three quarters,
and within 90 days after the end of the fourth quarter, of the fiscal
year of the registered holding company. The period beginning on the
date of effectiveness of rule 58 and ending at the end of the quarter
following the quarter in which the rule becomes effective shall
constitute the initial period for which any report shall be filed,
if applicable.
2. The requirement to provide specific information by means of this form
supersedes any requirement by order of the Commission to provide
identical information by means of periodic certificates under rule
24; but does not so supersede and replace any requirement by order to
provide information by means of an annual report on Form U-13-60.
3. Information with respect to reporting companies that is required by
Form U-13-60 shall be provided exclusively on that form.
4. Notwithstanding the specific requirements of this form, this
Commission may informally request such further information as, in its
opinion, may be necessary or appropriate.
B. Statements of Monetary Amounts and Deficits
1. Amounts included in this form and in related financial statements may
be expressed in whole dollars, thousands of dollars or hundred
thousands of dollars.
2. Deficits and other similar entries shall be indicated by either
brackets or parentheses. An explanation should be provided by
footnote.
C. Formal Requirements
This form, including exhibits, shall be filed with Commission
electronically pursuant to Regulation S-T(17 CFR 232.10 et seq.).
A conformed copy of each such report shall be filed with each state
commission having jurisdiction over the retail rates of a public
utility company that is an associate company of a reporting company.
Each report shall provide the name and telephone number of the person
to whom inquiries concerning the report should be directed.
D. Definitions
As used in this form, the word "reporting company" means an energy-related
company or gas-related company, as defined in rule 58(b). All other words
and terms have the same meaning as in the Public Utility Holding Company
Act of 1935, as amended, and the rules and regulations thereunder.
ITEM 1 - ORGANIZATION CHART
-------------------------------------------------------------------------------
Instructions
-------------------------------------------------------------------------------
1. Complete Item 1 only for the first three calendar quarters of the fiscal
year of the registered holding company.
2. Under the caption "Name of Reporting Company," list each energy-related and
gas-related company and each system company that directly or indirectly
holds securities thereof. Add the designation "(new)" for each reporting
company of which securities were acquired during the period, and the
designation "(*)" for each inactive company.
3. Under the caption "Percentage of Voting Securities Held," state the
aggregate percentage of the outstanding voting securities of the reporting
company held directly or indirectly by the registered holding company at
the end of the quarter.
4. Provide a narrative description of each reporting company's activities
during the reporting period.
-------------------------------------------------------------------------------
Fourth quarter not required.
ITEM 2 - ISSUANCES AND RENEWALS OF SECURITIES AND CAPITAL CONTRIBUTIONS
-------------------------------------------------------------------------------
Instruction
-------------------------------------------------------------------------------
With respect to a transaction with an associate company, report only the type
and principal amount of securities involved.
-------------------------------------------------------------------------------
Person
Company Type of Principal to Whom Collateral Consideration Company Amount of
Issuing Security Amount of Issue or Cost of Security Given With Received for Contributing Capital
Security Issued Security Renewal Capital Was Issued Security Each Security Capital Contribution
-------------- -------- ------------ -------- ------- ------------ ---------- ------------- ------------- ------------
Select
Energy, Inc. No transactions this quarter.
Select
Energy
Portland
Pipeline, Inc. No transactions this quarter.
Northeast
Generation
Services
Company No transactions this quarter.
Select Energy
Contracting,
Inc. No transactions this quarter.
Reeds Ferry
Supply Co.,
Inc. No transactions this quarter.
HEC/Tobyhanna
Energy
Project, Inc. No transactions this quarter.
Yankee Energy
Services
Company No transactions this quarter.
Southbridge
Power &
Thermal, LLC No transactions this quarter.
R.M.
Services, Inc. No transactions this quarter.
NU
Acumentrics Common Enterprises,
Corporation Stock $5,000,000 Issue N/A Inc. N/A $5,000,000 N/A N/A
ERI/HEC
EFA-Med, LLC No transactions this quarter.
ITEM 3 - ASSOCIATE TRANSACTIONS
-------------------------------------------------------------------------------
Instructions
-------------------------------------------------------------------------------
1. This item is used to report the performance during the quarter of contracts
among reporting companies and their associate companies, including other
reporting companies, for service, sales and construction. A copy of any
such contract not filed previously should be provided as an exhibit pursuant
to Item 6.B.
2. Parts I and II concern transactions performed by reporting companies on
behalf of associate companies, and transactions performed by associate
companies on behalf of reporting companies, respectively.
-------------------------------------------------------------------------------
Part I - Transactions performed by reporting companies on behalf
of associate companies.
Total Amount
Billed*
Reporting Associate
Company Company Types of Three months
Rendering Receiving Services ended
Services Services Rendered December 31, 2000
----------------------- ------------------- -------------- ------------------
(Thousands
of Dollars)
Northeast Select
Generation Energy, Inc. Electrical and
Services Mechanical services $ 24
Company ======
Northeast Northeast
Generation Nuclear Energy Electrical and
Services Company Mechanical services $1,728
Company ======
Northeast The
Generation Connecticut
Services Light & Power Electrical and
Company Company Mechanical services $ 4
======
Northeast Public Service
Generation Company of Electrical and
Services New Hampshire Mechanical services $ 282
Company ======
Northeast Holyoke Water
Generation Power Company Electrical and
Services Mechanical services $4,828
Company ======
Northeast Northeast
Generation Generation Electrical and
Services Company Mechanical services $3,223
Company ======
Wholesale
Reeds Ferry Select Energy Purchasing
Supply Co., Inc. Contracting, Inc. Services $ 184
======
Phone Center
R.M. Services, Inc. Yankee Gas Management
Services Company Services $ 519
======
Northeast North Atlantic
Generation Energy Service Electrical and
Services Corporation Mechanical services $ 72
Company ======
Northeast Yankee Energy Electrical and $ 76
Generation Service Company Mechanical services ======
Services
Company
Northeast Northeast Electrical and $ 3
Generation Utilities Mechanical services ======
Services Service
Company Corporation
Part II - Transactions performed by associate companies on behalf
of reporting companies.
Total Amount
Billed*
Associate Reporting
Company Company Types of Three months
Rendering Receiving Services ended
Services Services Rendered December 31, 2000
----------------------- ------------------- -------------- -----------------
(Thousands)
Public Service Company Select
of New Hampshire Energy, Inc. Miscellaneous $ 5
===
HEC Inc. Select Engineering Services
Energy, Inc. $255
====
* 'Total Amount Billed' is direct costs only.
ITEM 4 - SUMMARY OF AGGREGATE INVESTMENT
Investments in energy-related companies:
----------------------------------------
(Thousands of Dollars)
Total consolidated capitalization as of 12/31/00 $4,399,376 line 1
Total capitalization multiplied by 15%
(line 1 multiplied by .15) 659,906 line 2
Greater of $50 million or line 2 $659,906 line 3
Total current aggregate investment:
(categorized by major line of
energy-related business):
Select Energy, Inc. $44,873
Select Energy Portland Pipeline, Inc. 5,386
Northeast Generation Services Company 650
Select Energy Contracting, Inc. 14,766
Reeds Ferry Supply Co., Inc. (21)
HEC/Tobyhanna Energy Project, Inc. 26,660
Yankee Energy Services Company 6,695
Southbridge Power & Thermal, LLC (230)
R.M. Services, Inc. 9,358
Acumentrics Corporation 10,000
ERI/HEC EFA-Med, LLC 1
-----------
Total current aggregate investment 118,138 line 4
---------
Difference between the greater of $50 million or 15% of
capitalization and the total aggregate investment of the
registered holding company system $541,768 line 5
=========
ITEM 5 - OTHER INVESTMENTS
-------------------------------------------------------------------------------
Instruction
-------------------------------------------------------------------------------
This item concerns investments in energy-related and gas-related companies that
are excluded from the calculation of aggregate investment under rule 58.
-------------------------------------------------------------------------------
Major Line Other Other
of Energy- Investment Investment
Related in Last in This Reason for Difference
Business U-9C-3 Report U-9C-3 Report in Other Investment
------------- ------------- ------------- ------------------------
NONE
ITEM 6 - FINANCIAL STATEMENTS AND EXHIBITS
-------------------------------------------------------------------------------
Instructions
-------------------------------------------------------------------------------
A. Financial Statements
1. Financial statements are required for reporting companies in which the
registered holding company system has at least 50% equity or other ownership
interest. For all other rule 58 companies, the registered holding company
shall make available to the Commission such financial statements as are
available to it.
2. For each reporting company, provide a balance sheet as of the end of the
quarter and income statements for the three-month and year-to-date periods
ending as of the end of the quarter, together with any notes thereto.
Financial statements shall be for the first three quarters of the fiscal
year of the registered holding company.
3. If a reporting company and each of its subsidiaries engage exclusively in
a single category of energy-related or gas-related activity, consolidated
financial statements may be filed.
4. Separate financial statements need not be filed for inactive companies or
for companies engaged solely in the ownership of interests in energy-related
or gas-related companies.
B. Exhibits
1. Copies of contracts required to be provided by Item 3 shall be filed
as exhibits.
2. A certificate stating that a copy of the report for the previous quarter
has been filed with interested state commissions shall be filed as an
exhibit. The certificate shall provide the names and addresses of the
state commissions.
-------------------------------------------------------------------------------
A. Financial Statements
Select Energy, Inc.:
Balance Sheet - As of December 30, 2000
Income Statement-Three months and twelve months ended December 31, 2000
Select Energy Portland Pipeline, Inc.:
Balance Sheet - As of December 31, 2000
Income Statement-Three months and twelve months ended December 31, 2000
Northeast Generation Services Company:
Balance Sheet - As of December 31, 2000
Income Statement-Three months and twelve months ended December 31, 2000
Select Energy Contracting, Inc.:
Balance Sheet - As of December 31, 2000
Income Statement-Three months and twelve months ended December 31, 2000
Reeds Ferry Supply Co., Inc.:
Balance Sheet - As of December 31, 2000
Income Statement-Three months and twelve months ended December 31, 2000
HEC/Tobyhanna Energy Project, Inc.:
Balance Sheet - As of December 31, 2000
Income Statement-Three months and twelve months ended December 31, 2000
Yankee Energy Services Company:
Balance Sheet - As of December 31, 2000
Income Statement-Three months and ten months ended December 31, 2000
Southbridge Power & Thermal, LLC:
Balance Sheet - As of December 31, 2000
Income Statement-Three months and ten months ended December 31, 2000
R.M. Services, Inc.:
Balance Sheet - As of December 31, 2000
Income Statement-Three months and ten months ended December 31, 2000
ERI/HEC EFA-Med, LLC:
Not Available as of December 31, 2000
Northeast Utilities (PARENT):
Fourth quarter not required
B. Exhibits
Exhibit No. Description
----------- -----------
6.B.2.1 The company certifies that a conformed copy of Form U-9C-3
for the previous quarter was filed with the following state
commissions:
Ms. Louise E. Rickard
Acting Executive Secretary
Department of Public Utility Control
10 Franklin Square
New Britain, CT 06051
Ms. Mary L. Cottrell, Secretary
Massachusetts Department of Telecommunications and Energy
100 Cambridge Street
Boston, MA 02202
Mr. Thomas B. Getz
Executive Director and Secretary
State of New Hampshire
Public Utilities Commission
8 Old Suncook Road, Building One
Concord, NH 03301-7319
SELECT ENERGY, INC.
BALANCE SHEET
(Unaudited)
December 31,
2000
--------------
(Thousands
of Dollars)
ASSETS
------
Current Assets:
Accounts receivable, including unbilled
revenues, net $ 116,388
Accounts receivable from affiliated companies 122,777
Taxes receivable 5,409
Special deposits 2,538
Unrealized gains on mark-to-market transactions 26,876
Prepayments and other 6,199
--------------
Total current assets 280,187
--------------
Deferred Charges:
Intangibles, net 21,774
Prepaid pension 1,368
Other 17,174
--------------
Total deferred charges 40,316
--------------
Long-Lived Assets:
Software 9,600
Other 1,043
--------------
10,643
Less: Accumulated provision for depreciation (1,771)
--------------
8,872
Capital additions in progress 241
--------------
Total long-lived assets 9,113
--------------
Total Assets $ 329,616
==============
Note: In the opinion of the Company, all adjustments necessary for a fair
presentation of financial position for the periods shown have been made.
See accompanying notes to financial statements.
SELECT ENERGY, INC.
BALANCE SHEET
(Unaudited)
December 31,
2000
--------------
(Thousands
of Dollars)
LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------
Current Liabilities:
Notes payable to affiliated companies $ 84,700
Advance from parent, non-interest bearing 29,400
Accounts payable 123,052
Accounts payable to affiliated companies 50,607
Accrued taxes 1,706
Other 24,678
--------------
Total current liabilities 314,143
--------------
Stockholders' Equity:
Common stock, $1 par value - 100 shares
authorized and outstanding -
Capital surplus, paid in 90,151
Retained deficit (74,678)
--------------
Total stockholders' equity 15,473
--------------
Total Liabilities and Stockholders' Equity $ 329,616
==============
Note: In the opinion of the Company, all adjustments necessary for a fair
presentation of financial position for the periods shown have been made.
See accompanying notes to financial statements.
SELECT ENERGY, INC.
INCOME STATEMENT
(Unaudited)
Three Months Twelve Months
Ended Ended
December 31, December 31,
2000 2000
-------------- --------------
(Thousands (Thousands
of Dollars) of Dollars)
Operating Revenues $ 405,519 $ 1,786,514
-------------- --------------
Operating Expenses:
Purchased power, net interchange
power and capacity 417,693 1,767,810
Depreciation 386 2,480
Other (1,208) 37,056
Taxes other than income taxes 789 4,373
-------------- --------------
Total operating expenses 417,660 1,811,719
-------------- --------------
Operating Loss (12,141) (25,205)
-------------- --------------
Other (Loss)/Income (155) 486
-------------- --------------
Interest and financing costs 3,044 11,219
-------------- --------------
Loss before income taxes (15,340) (35,938)
-------------- --------------
Income Tax Benefit:
Federal and state income taxes, net (8,543) (16,411)
-------------- --------------
Net Loss $ (6,797) $ (19,527)
============== ==============
Note: In the opinion of the Company, all adjustments necessary for a fair
presentation of financial position for the periods shown have been made.
See accompanying notes to financial statements.
SELECT ENERGY PORTLAND PIPELINE, INC.
BALANCE SHEET
(Unaudited)
December 31,
2000
--------------
(Thousands
of Dollars)
ASSETS
------
Current Assets:
Cash $ 355
Taxes receivable 151
--------------
Total current assets 506
--------------
Investments:
Other investments 3,268
--------------
Total investments 3,268
--------------
Deferred Charges:
Accumulated deferred income taxes 1,613
--------------
Total deferred charges 1,613
--------------
Total Assets $ 5,387
==============
LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------
Current Liabilities:
Accounts payable to affiliated companies $ 1
--------------
Total current liabilities 1
--------------
Stockholders' Equity:
Common stock, $1 par value - authorized
and outstanding 100 shares -
Capital surplus, paid in 9,257
Retained deficit (3,871)
--------------
Total stockholders' equity 5,386
--------------
Total Liabilities and Stockholders' Equity $ 5,387
==============
Note: In the opinion of the Company, all adjustments necessary for a fair
presentation of financial position for the periods shown have been made.
See accompanying notes to financial statements.
SELECT ENERGY PORTLAND PIPELINE, INC.
INCOME STATEMENT
(Unaudited)
Three Months Twelve Months
Ended Ended
December 31, December 31,
2000 2000
-------------- --------------
(Thousands (Thousands
of Dollars) of Dollars)
Operating Revenues $ - $ -
-------------- --------------
Operating Expenses:
Operation and maintenance - 7
-------------- --------------
Total operating expenses - 7
-------------- --------------
Operating Loss - (7)
-------------- --------------
Other Loss (6,285) (6,285)
-------------- --------------
Interest and financing costs - 35
-------------- --------------
Loss before income taxes (6,285) (6,327)
-------------- --------------
Income Tax Benefit:
Federal and state income taxes, net (2,452) (2,469)
-------------- --------------
Net Loss $ (3,833) $ (3,858)
============== ==============
Note: In the opinion of the Company, all adjustments necessary for a fair
presentation of financial position for the periods shown have been made.
See accompanying notes to financial statements.
NORTHEAST GENERATION SERVICES COMPANY
BALANCE SHEET
(Unaudited)
December 31,
2000
--------------
(Thousands
of Dollars)
ASSETS
------
Current Assets:
Cash $ 128
Accounts receivable 2,040
Accounts receivable from affiliated companies 9,422
Fuel, materials and supplies, at average cost 215
Prepayments and other 666
--------------
Total current assets 12,471
--------------
Deferred Charges:
Other 97
--------------
Total deferred charges 97
--------------
Long-Lived Assets:
Other 1,741
--------------
1,741
Less: Accumulated provision for depreciation (764)
--------------
977
Capital additions in progress (168)
--------------
Total long-lived assets 809
--------------
Total Assets $ 13,377
==============
Note: In the opinion of the Company, all adjustments necessary for a fair
presentation of financial position for the periods shown have been made.
See accompanying notes to financial statements.
NORTHEAST GENERATION SERVICES COMPANY
BALANCE SHEET
(Unaudited)
December 31,
2000
--------------
(Thousands
of Dollars)
LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------
Current Liabilities:
Notes payable to affiliated companies $ 3,100
Accounts payable 2,742
Accounts payable to affiliated companies 4,997
Accrued taxes 1,795
Other 60
--------------
Total current liabilities 12,694
--------------
Deferred Credits:
Other 33
-------------
Stockholders' Equity:
Common stock, $1 par value - authorized
and outstanding 100 shares -
Capital surplus, paid in 2,010
Retained deficit (1,360)
--------------
Total stockholders' equity 650
--------------
Total Liabilities and Stockholders' Equity $ 13,377
==============
Note: In the opinion of the Company, all adjustments necessary for a fair
presentation of financial position for the periods shown have been made.
See accompanying notes to financial statements.
NORTHEAST GENERATION SERVICES COMPANY
INCOME STATEMENT
(Unaudited)
Three Months Twelve Months
Ended Ended
December 31, December 31,
2000 2000
-------------- --------------
(Thousands (Thousands
of Dollars) of Dollars)
Operating Revenues $ 14,299 $ 44,395
-------------- --------------
Operating Expenses:
Operation 9,838 31,278
Maintenance 4,098 12,839
Depreciation 79 79
Taxes other than income taxes (365) 321
-------------- --------------
Total operating expenses 13,650 44,517
-------------- --------------
Operating Income/(Loss) 649 (122)
-------------- --------------
Other Loss (45) (44)
-------------- --------------
Interest and financing costs 88 205
-------------- --------------
Income/(loss) before income taxes 516 (371)
-------------- --------------
Income Tax Expense/(Benefit):
Federal and state income taxes, net 212 (139)
-------------- --------------
Net Income/(Loss) $ 304 $ (232)
============== ==============
Note: In the opinion of the Company, all adjustments necessary for a fair
presentation of financial position for the periods shown have been made.
See accompanying notes to financial statements.
SELECT ENERGY CONTRACTING, INC.
BALANCE SHEET
(Unaudited)
December 31,
2000
--------------
(Thousands
of Dollars)
ASSETS
------
Current Assets:
Cash $ 1,684
Accounts receivable 11,382
Receivables from affiliated companies 364
Other material and supplies 495
Prepayments and other 262
--------------
Total current assets 14,187
--------------
Long-Lived Assets:
Other 23,738
--------------
23,738
Less: Accumulated provision for depreciation (3,331)
--------------
Total long-lived assets 20,407
--------------
Total Assets $ 34,594
==============
Note: In the opinion of the Company, all adjustments necessary for a fair
presentation of financial position for the periods shown have been made.
See accompanying notes to financial statements.
SELECT ENERGY CONTRACTING, INC.
BALANCE SHEET
(Unaudited)
December 31,
2000
--------------
(Thousands
of Dollars)
LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------
Current Liabilities:
Notes payable to affiliated company $ 3,790
Accounts payable 3,439
Accounts payable to affiliated companies 8,583
Accrued taxes 307
Other 2,521
--------------
Total current liablilities 18,640
--------------
Deferred Credits:
Accumulated deferred income taxes 148
Other 1,040
--------------
Total long-term liabilities 1,188
--------------
Stockholders' Equity:
Common stock, $1 par value - 100 shares
authorized and outstanding -
Capital surplus, paid in 14,910
Retained deficit (144)
--------------
Total stockholders' equity 14,766
--------------
Total Liabilities and Stockholders' Equity $ 34,594
==============
Note: In the opinion of the Company, all adjustments necessary for a fair
presentation of financial position for the periods shown have been made.
See accompanying notes to financial statements.
SELECT ENERGY CONTRACTING, INC.
INCOME STATEMENT
(Unaudited)
Three Months Twelve Months
Ended Ended
December 31, December 31,
2000 2000
-------------- --------------
(Thousands (Thousands
of Dollars) of Dollars)
Operating Revenues $ 12,913 $ 38,024
-------------- --------------
Operating Expenses:
Operation 12,480 34,958
Maintenance 180 417
Depreciation 480 1,392
Taxes other than income taxes 161 426
-------------- --------------
Total operating expenses 13,301 37,193
-------------- --------------
Operating (Loss)/Income (388) 831
-------------- --------------
Other Income 35 69
-------------- --------------
Interest and financing costs 208 701
-------------- --------------
(Loss)/income before income taxes (561) 199
-------------- --------------
Income Tax Expense:
Federal and state income taxes, net 115 417
-------------- --------------
Net Loss $ (676) $ (218)
============== ==============
Note: In the opinion of the Company, all adjustments necessary for a fair
presentation of financial position for the periods shown have been made.
See accompanying notes to financial statements.
REEDS FERRY SUPPLY CO., INC.
BALANCE SHEET
(Unaudited)
December 31,
2000
--------------
(Thousands
of Dollars)
ASSETS
------
Current Assets:
Cash $ 7
Accounts receivable 77
--------------
Total current assets 84
--------------
Long-Lived Assets:
Organization costs, net 267
--------------
Total long-lived assets 267
--------------
Total Assets $ 351
==============
LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------
Current Liabilities:
Accounts payable $ 77
Accounts payable to associated companies 295
--------------
Total current liabilities 372
--------------
Stockholders' Equity:
Common stock, $0 par value - authorized
and outstanding 100 shares 4
Capital surplus, paid in 3
Retained deficit (28)
--------------
Total stockholders' equity (21)
--------------
Total Liabilities and Stockholders' Equity $ 351
=============
Note: In the opinion of the Company, all adjustments necessary for a fair
presentation of financial position for the periods shown have been made.
See accompanying notes to financial statements.
REEDS FERRY SUPPLY CO., INC.
INCOME STATEMENT
(Unaudited)
Three Months Twelve Months
Ended Ended
December 31, December 31,
2000 2000
-------------- --------------
(Thousands (Thousands
of Dollars) of Dollars)
Operating Revenues $ 184 $ 776
-------------- --------------
Operating Expenses:
Other 184 776
Amortization 5 20
-------------- --------------
Total operating expenses 189 796
-------------- --------------
Operating Loss (5) (20)
-------------- --------------
Net Loss $ (5) $ (20)
============== ==============
Note: In the opinion of the Company, all adjustments necessary for a fair
presentation of financial position for the periods shown have been made.
See accompanying notes to financial statements.
HEC/TOBYHANNA ENERGY PROJECT, INC.
BALANCE SHEET
(Unaudited)
December 31,
2000
--------------
(Thousands
of Dollars)
ASSETS
------
Current Assets:
Cash $ 3,102
Accounts receivable 417
Accounts receivable from affiliated companies 191
--------------
Total current assets 3,710
--------------
Long-Lived Assets:
Other 714
--------------
714
Less: Accumulated provision for depreciation (41)
--------------
673
Contracts receivable 23,035
--------------
Total long-lived assets 23,708
--------------
Total Assets $ 27,418
==============
CAPITALIZATION AND LIABILITIES
------------------------------------
Capitalization:
Common stock, $1 par value - authorized
and outstanding 100 shares $ -
Capital surplus, paid in -
Retained earnings 183
--------------
Total common stockholder's equity 183
Long-term debt 26,477
--------------
Total capitalization 26,660
--------------
Current Liabilities:
Accrued interest 757
Accrued taxes 1
--------------
Total current liabilities 758
--------------
Total Capitalization and Liabilities $ 27,418
==============
Note: In the opinion of the Company, all adjustments necessary for a fair
presentation of financial position for the periods shown have been made.
See accompanying notes to financial statements.
HEC/TOBYHANNA ENERGY PROJECT, INC.
INCOME STATEMENT
(Unaudited)
Three Months Twelve Months
Ended Ended
December 31, December 31,
2000 2000
-------------- --------------
(Thousands (Thousands
of Dollars) of Dollars)
Other Income $ 580 $ 1,039
-------------- --------------
Interest and Financing Costs 513 855
-------------- --------------
Income Tax Expense 1 1
-------------- --------------
Net Income $ 66 $ 183
============== ==============
Note: In the opinion of the Company, all adjustments necessary for a fair
presentation of financial position for the periods shown have been made.
See accompanying notes to financial statements.
YANKEE ENERGY SERVICES COMPANY
BALANCE SHEET
(Unaudited)
December 31,
2000
--------------
(Thousands
of Dollars)
ASSETS
------
Other Property and Investments:
Nonutility property, at cost $ 4,847
Investment in subsidiary company, at equity 2
--------------
Total other property and investments 4,849
--------------
Current Assets:
Accounts receivable 415
Accounts receivable from affiliated companies 11
Taxes receivable 1,672
Fuel, materials and supplies, at average cost 210
--------------
Total current assets 2,308
--------------
Deferred Charges:
Accumulated deferred income taxes 1,298
Goodwill 427
Miscellaneous work in progress 13,626
Other 550
--------------
Total deferred charges 15,901
--------------
Total Assets $ 23,058
==============
Note: In the opinion of the Company, all adjustments necessary for a fair
presentation of financial position for the periods shown have been made.
See accompanying notes to financial statements.
YANKEE ENERGY SERVICES COMPANY
BALANCE SHEET
(Unaudited)
December 31,
2000
--------------
(Thousands
of Dollars)
LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------
Current Liabilities:
Notes payable to affiliated companies $ 15,634
Accounts payable 54
Accounts payable to affiliated companies 426
Other 156
--------------
Total current liablilities 16,270
--------------
Deferred Credits:
Other 93
--------------
Total deferred credits 93
--------------
Stockholders' Equity:
Common stock, $0 par value - 10,000 shares
authorized and 200 shares outstanding 1
Capital surplus, paid in 7,881
Retained deficit (1,187)
--------------
Total stockholders' equity 6,695
--------------
Total Liabilities and Stockholders' Equity $ 23,058
==============
Note: In the opinion of the Company, all adjustments necessary for a fair
presentation of financial position for the periods shown have been made.
See accompanying notes to financial statements.
YANKEE ENERGY SERVICES COMPANY
INCOME STATEMENT
(Unaudited)
Ten Months
Three Months Ended
Ended December 31,
December 31, 2000
2000 (a)
-------------- --------------
(Thousands (Thousands
of Dollars) of Dollars)
Operating Revenues $ (16) $ 4,089
-------------- --------------
Operating Expenses:
Other 192 4,606
Depreciation 92 460
-------------- --------------
Total operating expenses 284 5,066
-------------- --------------
Operating Loss (300) (977)
-------------- --------------
Other Loss (4) (134)
-------------- --------------
Interest and financing costs 314 987
-------------- --------------
Loss before income taxes (618) (2,098)
-------------- -------------
Income Tax Benefit:
Federal and state income taxes, net (233) (911)
-------------- -------------
Net Loss $ (385) $ (1,187)
============== ==============
(a) Northeast Utilities acquired Yankee Energy System Inc. on March 1, 2000.
Note: In the opinion of the Company, all adjustments necessary for a fair
presentation of financial position for the periods shown have been made.
See accompanying notes to financial statements.
SOUTHBRIDGE POWER & THERMAL, LLC
BALANCE SHEET
(Unaudited)
December 31,
2000
--------------
(Thousands
of Dollars)
ASSETS
------
Current Assets:
Accounts receivable $ 125
Receivables from affiliated companies 56
Other 191
--------------
Total current assets 372
--------------
Total Assets $ 372
==============
LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------
Current Liabilities:
Notes payable to affiliated companies $ 400
Accounts payable to affiliated companies 191
Other 11
--------------
Total current liabilities 602
--------------
Stockholders' Equity:
Common stock, $0 par value - authorized
and outstanding 200 shares -
Capital surplus, paid in 2
Retained deficit (232)
--------------
Total stockholders' equity (230)
--------------
Total Liabilities and Stockholders' Equity $ 372
==============
Note: In the opinion of the Company, all adjustments necessary for a fair
presentation of financial position for the periods shown have been made.
See accompanying notes to financial statements.
SOUTHBRIDGE POWER & THERMAL, LLC
INCOME STATEMENT
(Unaudited)
Ten Months
Three Months Ended
Ended December 31,
December 31, 2000
2000 (a)
-------------- --------------
(Thousands (Thousands
of Dollars) of Dollars)
Operating Revenues $ - $ 1,249
-------------- --------------
Operating Expenses:
Other - 1,407
-------------- --------------
Total operating expenses - 1,407
-------------- --------------
Operating Loss - (158)
-------------- --------------
Other Income 15 15
-------------- --------------
Interest and financing costs 5 30
-------------- --------------
Income/(Loss) before income taxes 10 (173)
-------------- --------------
Income Tax Expense:
Federal and state income taxes, net - 84
-------------- --------------
Net Income/(Loss) $ 10 $ (257)
============== ==============
(a) Northeast Utilities acquired Yankee Energy System Inc. on March 1, 2000.
Note: In the opinion of the Company, all adjustments necessary for a fair
presentation of financial position for the periods shown have been made.
See accompanying notes to financial statements.
R.M. SERVICES, INC.
BALANCE SHEET
(Unaudited)
December 31,
2000
--------------
(Thousands
of Dollars)
ASSETS
------
Other Property and Investments:
Nonutility property, at cost $ 4,173
--------------
Total other property and investments 4,173
--------------
Current Assets:
Cash 1,091
Accounts receivable 723
Accounts receivable from affiliated companies 222
--------------
Total current assets 2,036
--------------
Deferred Charges:
Accumulated deferred income taxes 55
Goodwill 7,745
Prepaid pension 339
--------------
Total deferred charges 8,139
--------------
Total Assets $ 14,348
==============
Note: In the opinion of the Company, all adjustments necessary for a fair
presentation of financial position for the periods shown have been made.
See accompanying notes to financial statements.
R.M. SERVICES, INC.
BALANCE SHEET
(Unaudited)
December 31,
2000
--------------
(Thousands
of Dollars)
LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------
Current Liabilities:
Notes payable to affiliated companies $ 2,458
Accounts payable 175
Accounts payable to affiliated companies 1063
Accrued taxes 708
Other 78
--------------
Total current liabilities 4,482
--------------
Deferred Credits:
Other 508
--------------
Total deferred credits 508
--------------
Stockholders' Equity:
Common stock, $0 par value - 10,000 shares
authorized and 200 shares outstanding 1
Capital surplus, paid in 9,298
Retained earnings 59
--------------
Total stockholders' equity 9,358
--------------
Total Liabilities and Stockholders' Equity $ 14,348
==============
Note: In the opinion of the Company, all adjustments necessary for a fair
presentation of financial position for the periods shown have been made.
See accompanying notes to financial statements.
R.M. SERVICES, INC.
INCOME STATEMENT
(Unaudited)
Ten Months
Three Months Ended
Ended December 31,
December 31, 2000
2000 (a)
-------------- --------------
(Thousands (Thousands
of Dollars) of Dollars)
Operating Revenues $ 1,764 $ 6,705
-------------- --------------
Operating Expenses:
Other 1,367 5,445
Depreciation 262 668
Taxes other than income taxes 10 42
-------------- --------------
Total operating expenses 1,639 6,155
-------------- --------------
Operating Income 125 550
-------------- --------------
Other Income/(Loss) 271 (163)
-------------- --------------
Interest and financing costs 39 124
-------------- --------------
Income before income taxes 357 263
-------------- --------------
Income Tax Expense:
Federal and state income taxes, net 34 204
-------------- --------------
Net Income $ 323 $ 59
============== ==============
(a) Northeast Utilities acquired Yankee Energy System Inc. on March 1, 2000.
Note: In the opinion of the Company, all adjustments necessary for a fair
presentation of financial position for the periods shown have been made.
See accompanying notes to financial statements.
Northeast Utilities
Select Energy, Inc.
Select Energy Portland Pipeline, Inc.
Northeast Generation Services Company
Select Energy Contracting, Inc.
Reeds Ferry Supply Co., Inc.
HEC/Tobyhanna Energy Project, Inc.
Yankee Energy Services Company
Southbridge Power & Thermal, LLC
R.M. Services, Inc.
ERI/HEC EFA-Med, LLC
Acumentrics Corporation
Notes to Financial Statements (Unaudited)
1. About Northeast Utilities
Northeast Utilities (NU) is the parent company of the Northeast Utilities
system (NU system). The NU system's regulated utilities furnish franchised
retail electric service in Connecticut, New Hampshire and western Massachusetts
through three wholly owned subsidiaries: The Connecticut Light and Power
Company (CL&P), Public Service Company of New Hampshire (PSNH) and Western
Massachusetts Electric Company (WMECO). Another wholly owned subsidiary, North
Atlantic Energy Corporation, sells all of its entitlement to the capacity and
output of the Seabrook Station nuclear unit (Seabrook) to PSNH under the terms
of two life-of-unit, full cost recovery contracts. A fifth wholly owned
subsidiary, Holyoke Water Power Company, also is engaged in the production and
distribution of electric power.
Several wholly owned subsidiaries of NU provide support services for the NU
system companies and, in some cases, for other New England utilities.
Northeast Utilities Service Company provides centralized accounting,
administrative, information resources, engineering, financial, legal,
operational, planning, purchasing, and other services to the NU system
companies. Northeast Nuclear Energy Company acts as agent for the NU system
companies and other New England utilities in operating the Millstone nuclear
units. North Atlantic Energy Service Corporation has operational
responsibility for Seabrook. Three other subsidiaries construct, acquire or
lease some of the property and facilities used by the NU system companies.
NU Enterprises, Inc. (NUEI) is a wholly owned subsidiary of NU and acts as
the holding company for certain of NU's competitive energy subsidiaries.
Northeast Generation Company (NGC) was formed to acquire and manage
generation facilities. Select Energy, Inc. (Select Energy), Select Energy
Portland Pipeline, Inc. (SEPPI), Northeast Generation Services Company and
its subsidiaries (NGS), HEC Inc. and its subsidiaries (HEC), and Mode 1
Communications, Inc., engage in a variety of energy-related and
telecommunications activities, as applicable, primarily in the competitive
energy retail and wholesale commodity, marketing and services fields. Select
Energy Contracting, Inc. (Select Energy Contracting), Reeds Ferry Supply Co.,
Inc. (Reeds Ferry), and the HEC/Tobyhanna Energy Project, Inc., (HEC/Tobyhanna)
are wholly owned subsidiaries of HEC. Another company, ERI/HEC EFA-Med, LLC
(ERI/HEC), is 50 percent owned by HEC.
Yankee Energy System, Inc. (Yankee) maintains certain wholly owned
subsidiaries including Yankee Energy Services Company (YESCO) and R.M.
Services, Inc. (R.M. Services). In June 2000, Southbridge Power & Thermal,
LLC (Southbridge), another wholly owned subsidiary of Yankee, was sold to an
unaffiliated company.
On September 26, 2000, NUEI invested $10 million in Acumentrics Corporation
(Acumentrics) in return for a 5 percent ownership share of that company.
Select Energy, SEPPI, NGS, Select Energy Contracting, Reeds Ferry,
HEC/Tobyhanna, YESCO, Southbridge, R.M. Services, ERI/HEC, and Acumentrics
are "energy-related companies" under Rule 58.
2. About Select Energy
Select Energy provides both wholesale and retail energy services. Select
Energy participates in open-access retail electricity markets in New England,
New York and the Mid-Atlantic regions. Select Energy markets electricity,
natural gas, oil and energy-related products and services in order to enhance
its core electricity service and customer relationships.
Select Energy is a licensed retail electricity supplier in the states of
Connecticut, Delaware, Maine, Maryland, Massachusetts, New Hampshire, New
Jersey, New York, Pennsylvania, and Rhode Island. Select Energy is a
registered gas marketer with specific local gas distribution companies in the
states of Connecticut, Delaware, Maine, Maryland, Massachusetts, New Hampshire,
New Jersey, New York, Pennsylvania, and Rhode Island.
Beginning in January 2000, Select Energy's contract with NGC, to purchase
1,289 megawatts (MW) of capacity and energy significantly reduced the load-
following risk and allowed Select Energy to better manage its portfolio
profitability. On January 1, 2000, Select Energy began serving one-half of
CL&P's standard offer requirement for a 4-year period. Select Energy's
obligation to service this load requirement was approximately 2,000 MW
beginning in July 2000, when 100 percent of CL&P's customers were able to
choose their electric supplier. In addition, beginning in January 2000,
Select Energy assumed responsibility for serving 30 market based wholesale
contracts, totaling approximately 500 MW, throughout New England with
electric energy supply that was previously provided by CL&P and WMECO.
3. About SEPPI
SEPPI was formed for the purpose of acquiring a 5 percent interest in the
Portland Natural Gas Transmission System partnership. Coincident with that
acquisition, Select Energy agreed to purchase capacity of 30,000 mcf/day for
a 20-year term.
4. About NGS
NGS was formed to provide management, operation and maintenance services to
the electric generation market, as well as to large industrial customers in
the Northeast. NGS also provides consulting services which include engineering
services, construction management, permitting, and compliance management.
5. About Select Energy Contracting
Select Energy Contracting, formerly known as HEC International Corporation,
designs, manages, and directs the construction of, and/or installation of
mechanical, water and electrical systems, energy and other resource consuming
equipment.
6. About Reeds Ferry
Reeds Ferry was acquired by HEC in August 1999 as an equipment wholesaler to
purchase equipment on behalf of Select Energy Contracting.
7. About HEC/Tobyhanna
Effective September 30, 1999, HEC/Tobyhanna was established as a special
purpose entity to manage the assets of an Energy Savings Performance Contract
at the Tobyhanna Army Depot.
8. About YESCO
YESCO provides a wide range of energy-related services for its customers.
The YESCO controls division provides comprehensive building automation with
engineering, installation and maintenance of building control systems.
9. About Southbridge
Southbridge was formed to operate and manage facilities at the Southbridge
Business Center (Center) located in Southbridge, Massachusetts and provided
electrical, thermal, compressed air, and heated and wash-water services to
tenants at the Center. These services were included in the leases of the
tenants at the Center. In June 2000, Southbridge was sold to an unaffiliated
company.
10. About R.M. Services
R.M. Services provides consumer collection services for companies throughout
the United States.
11. About ERI/HEC
ERI/HEC was established on September 30, 2000, by HEC and ERI Services, Inc.
to enter into an indefinite delivery/indefinite quantity contract with the
United States Navy. ERI/HEC is 50 percent owned by HEC.
12. About Acumentrics
On September 26, 2000, NUEI invested $10 million in Acumentrics in return for
a 5 percent ownership share of that company. Acumentrics is a privately
owned producer of advanced power generation and power protection technologies
applicable to homes, telecommunications, commercial businesses, industrial
facilities, and the auto industry.
13. Public Utility Regulation
NU is registered with the Securities and Exchange Commission (SEC) as a
holding company under the Public Utility Holding Company Act of 1935 (1935
Act), and the NU system is subject to the provisions of the 1935 Act.
Arrangements among the NU system companies, outside agencies and other
utilities covering interconnections, interchange of electric power and sales
of utility property are subject to regulation by the Federal Energy
Regulatory Commission (FERC) and/or the SEC. The operating subsidiaries are
subject to further regulation for rates, accounting and other matters by the
FERC and/or applicable state regulatory commissions.
14. Presentation
The preparation of financial statements requires management to make estimates
and assumptions that affect the reported amounts of assets and liabilities
and disclosure of contingent liabilities at the date of the financial
statements and the reported amounts of revenues and expenses during the
reporting period. Actual results could differ from those estimates.
15. Market Risk And Risk Management Instruments
Select Energy provides both firm requirement energy services to its customers
and performs energy trading and marketing activities. Select Energy manages
its exposure to risk from existing contractual commitments and provides risk
management services to its customers through forward contracts, futures,
over-the-counter swap agreements, and options (commodity derivatives).
Select Energy has utilized the sensitivity analysis methodology to disclose
the quantitative information for the commodity price risks. Sensitivity
analysis provides a presentation of the potential loss of future earnings,
fair values or cash flows from market risk-sensitive instruments over a
selected time period due to one or more hypothetical changes in commodity
prices, or other similar price changes.
Commodity Price Risk - Trading Activities: As a market participant in the
Northeast area of the United States, Select Energy conducts commodity-trading
activities in electricity and its related products, oil and natural gas and
therefore experiences net open positions. Select Energy manages these open
positions with strict policies which limit its exposure to market risk and
require daily reporting to management of potential financial exposure.
Commodity derivatives utilized for trading purposes are accounted for using
the mark-to-market method, under Emerging Issues Task Force Issue No. 98-10,
"Accounting for Energy Trading and Risk Management Activities." Under this
methodology, these instruments are adjusted to market value, and the
unrealized gains and losses are recognized in income in the current period in
the statements of income as operating expenses - other and in the balance
sheets as prepayments and other. The mark-to-market position at December 31,
2000, was a positive $13.8 million.
Under sensitivity analysis, the fair value of the portfolio is a function of
the underlying commodity, contract prices and market prices represented by
each derivative commodity contract. For swaps, forward contracts and
options, market value reflects management's best estimates considering over-
the-counter quotations, time value and volatility factors of the underlying
commitments. Exchange-traded futures and options are subject to market,
based on closing exchange prices.
As of December 31, 2000, Select Energy has calculated the market price
resulting from a 10 percent unfavorable change in forward market prices.
That 10 percent change would result in approximately a $1 million decline in
the fair value of the Select Energy trading portfolio. In the normal course
of business, Select Energy also faces risks that are either nonfinancial or
nonquantifiable. Such risks principally include credit risk, which is not
reflected in the sensitivity analysis above.
Commodity Price Risk - Nontrading Activities: Select Energy utilizes
derivative financial and commodity instruments (derivatives), including
futures and forward contracts, to reduce market risk associated with
fluctuations in the price of electricity and natural gas sold under firm
commitments with certain customers. Select Energy also utilizes derivatives,
including price swap agreements, call and put option contracts, and futures
and forward contracts, to manage the market risk associated with a portion of
its anticipated supply requirements.
Gains or losses on derivatives associated with firm commitments are
recognized as adjustments to cost of sales or revenues when the associated
transactions affect earnings. Gains and losses on derivatives associated
with forecasted transactions are recognized when such forecasted transactions
affect earnings. If a derivative instrument is terminated early because it
is probable that a transaction or forecasted transaction will not occur, any
gain or loss as of such date is immediately recognized in earnings.
When conducting sensitivity analysis of the change in the fair value of
Select Energy's electricity, oil and natural gas portfolio, which would
result from a hypothetical change in the future market price of electricity,
oil and natural gas, the fair value of the contracts are determined from
models which take into account estimated future market prices of electricity,
oil and natural gas, the volatility of the market prices in each period, as
well as the time value factors of the underlying commitments. In most
instances, market prices and volatility are determined from quoted prices on
the futures exchange.
Select Energy has determined a hypothetical change in the fair value for its
nontrading electricity, natural gas and oil contracts, assuming a 10 percent
unfavorable change in forward market prices. As of December 31, 2000, an
unfavorable 10 percent change in forward market price would have resulted in
a decrease in fair value of approximately $52 million.
The impact of a change in electricity, natural gas and oil prices on Select
Energy's nontrading contracts on December 31, 2000, is not necessarily
representative of the results that will be realized when these contracts go
to eventual physical delivery.
Select Energy also maintains natural gas service agreements with certain
customers to supply gas at fixed prices for terms extending through 2003.
Select Energy has hedged its gas supply risk under these agreements through
NYMEX contracts. Under these contracts, the purchase price of a specified
quantity of gas is effectively fixed over the term of the gas service
agreements, which extend through 2002. As of December 31, 2000, the NYMEX
contracts had a notional value of $18.8 million and a positive mark-to-market
position of $14.9 million.
16. Special Deposits
Special deposits include cash collateral posted in connection with various
power purchase and sales agreements.
17. Advance from Parent, Non-Interest Bearing
Select Energy received cash advances totaling $29.4 million from NUEI during
1999 and intends to repay the advances upon acquisition of external financing
at an unspecified date in the future. No interest is being accrued on these
transactions. No advances were received during the three months ended
December 31, 2000.
QUARTERLY REPORT OF SELECT ENERGY, INC.
SIGNATURE CLAUSE
Pursuant to the requirements of the Public Utility Holding Company Act of 1935
and the rules and regulations of the Securities and Exchange Commission issued
thereunder, the undersigned company has duly caused this report to be signed on
its behalf by the undersigned officer thereunto duly authorized.
NORTHEAST UTILITIES
-----------------------------
(Registered Holding Company)
By: /s/ John J. Roman
-----------------------------
(Signature of Signing Officer)
John J. Roman
-----------------------------
Vice President and Controller
-----------------------------
Date: March 28, 2001
-----------------------------