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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.
FORM U-57
NOTIFICATION OF FOREIGN UTILITY COMPANY STATUS
Filed under Section 33(a) of the
Public Utility Holding Company Act of 1935, as amended
Nynashamn Energi AB,
Box 18 148 21
OSMO, Sweden
(Name of foreign utility company)
Texas Utilities Company
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(Name of filing company if filed on behalf
of a foreign utility company)
This Commission is requested to mail copies of all communications relating to
this Notification to:
Robert A. Wooldridge
Worsham, Forsythe & Wooldridge, L.L.P.
Energy Plaza
1601 Bryan, 30th Floor
Dallas, Texas 75201
December 2, 1999
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Texas Utilities Company d/b/a TXU Corp (the "Company"), a Texas
corporation and an exempt holding company under the Public Utility Holding
Company Act of 1935, as amended (the "Act"), hereby notifies the Securities and
Exchange Commission (the "Commission") that Nynashamn Energi AB ("Nynashamn")
is, and on behalf of Nynashamn claims status for Nynashamn as, a foreign utility
company ("FUCO") within the meaning of Section 33 of the Act. The Company,
through a subsidiary company (other than the Company's existing domestic public
utility companies), intends to acquire 100% of the outstanding shares of
Nynashamn.
ITEM 1. STATE THE NAME OF THE ENTITY CLAIMING FOREIGN UTILITY COMPANY STATUS,
ITS BUSINESS ADDRESS, AND A DESCRIPTION OF THE FACILITIES USED FOR THE
GENERATION, TRANSMISSION AND DISTRIBUTION OF ELECTRIC ENERGY FOR SALE OR FOR THE
DISTRIBUTION AT RETAIL OF NATURAL OR MANUFACTURED GAS. TO THE EXTENT KNOWN,
IDENTIFY EACH PERSON THAT HOLDS FIVE PERCENT (5%) OR MORE OF ANY CLASS OF VOTING
SECURITIES OF THE FOREIGN UTILITY COMPANY AND DESCRIBE THE AMOUNT AND NATURE OF
THE INTEREST.
The name of the entity claiming foreign utility status is Nynashamn
Energi AB ("Nynashamn"), a public company incorporated in Sweden, the
business address of which is Box 18 148 21 OSMO, Sweden. Nynashamn owns
approximately 327 kilometers of 6-20kV distribution wires and 617
kilometers of 0,4 kV distribution wires that provides electricity to
approximately 14,800 customers in and around Stockholm, Sweden. The
Company through a subsidiary will own 100% of the voting securities of
Nynashamn.
ITEM 2. STATE THE NAME OF ANY DOMESTIC ASSOCIATE PUBLIC-UTILITY COMPANY AND, IF
APPLICABLE, ITS HOLDING COMPANY, AND A DESCRIPTION OF THE RELATIONSHIP BETWEEN
THE FOREIGN UTILITY COMPANY AND SUCH COMPANY, AND THE PURCHASE PRICE PAID BY ANY
SUCH DOMESTIC ASSOCIATE PUBLIC-UTILITY COMPANY FOR ITS INTEREST IN THE FOREIGN
UTILITY COMPANY.
The Company, through a subsidiary company (other than the Company's
existing domestic public utility companies), intends to acquire 100% of
the outstanding shares of Nynashamn. If Nynashamn becomes a subsidiary
company of the Company, the domestic associate public-utility companies
of Nynashamn will be TXU Electric Company ("TXU Electric"), TXU SESCO
Company ("TXU SESCO"), and TXU Gas Company ("TXU Gas"). The only
relationship among TXU Electric, TXU SESCO, TXU Gas and Nynashamn will
be that their holding company is the Company. The Company indirectly
owns all the outstanding voting stock of TXU Electric, TXU SESCO, and
TXU Gas. TXU Electric will not pay any portion of the purchase price.
TXU SESCO will not pay any portion of the purchase price. TXU Gas will
not pay any portion of the purchase price.
NOTIFICATION OF FOREIGN UTILITY
COMPANY STATUS FOR TEOLLISUUDEN
SAHKONMYYNTI OY - PAGE 2
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EXHIBIT A. IF APPLICABLE, THE STATE CERTIFICATION(S) REQUIRED UNDER SECTION
33(a)(2) OF THE ACT. CERTIFICATION(S) PREVIOUSLY FILED WITH THE COMMISSION MAY
BE INCORPORATED BY REFERENCE. IF THE CERTIFICATION(S) IS NOT AVAILABLE AT THE
TIME OF FILING THE FORM U-57, SO STATE, AND UNDERTAKE TO FILE SUCH CERTIFICATION
AS AN AMENDMENT WHEN AVAILABLE; HOWEVER, FOREIGN UTILITY COMPANY STATUS WILL NOT
BE DEEMED OBTAINED UNTIL ALL REQUIRED CERTIFICATION(S) HAVE BEEN FILED.
A true and correct copy of the Public Utility Commission of Texas
certification letter dated November 4, 1999 is attached hereto as
Exhibit A-1 and incorporated herein by reference. A true and correct
copy of the Railroad Commission of Texas certification letter dated
February 4, 1998, filed previously with the Commission on or about
February 17, 1998, is attached hereto as Exhibit A-2 and incorporated
herein by reference.
The Public Utility Commission of Texas certification letter was
expressly made applicable to all future foreign utility companies
ventures in which Texas Utilities Company or its subsidiaries may seek
to obtain an ownership interest; provided, that if Texas Utilities
Company intends to make a FUCO investment with recourse to Texas
Utilities Company that would cause Texas Utilities Company's aggregate
investment in foreign utility companies and exempt wholesale generators
to exceed 60% of its consolidated net worth, Texas Utilities Company
shall obtain additional certification from the Public Utility
Commission of Texas prior to completing such investment. THE INVESTMENT
IN NYNASHAMN WILL NOT CAUSE TEXAS UTILITIES COMPANY'S AGGREGATE
INVESTMENT TO EXCEED 60% OF ITS CONSOLIDATED NET WORTH.
The Railroad Commission of Texas certification letter was expressly
made applicable to all future foreign utility company ventures in which
Texas Utilities Company or its subsidiaries may seek to obtain an
ownership interest.
SIGNATURE
The undersigned company has duly caused this statement to be signed on
its behalf by the undersigned thereunto duly authorized.
TEXAS UTILITIES COMPANY
By: /s/ PETER B. TINKHAM
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Peter B. Tinkham
Secretary/Assistant Treasurer
Date: December 2, 1999
NOTIFICATION OF FOREIGN UTILITY
COMPANY STATUS FOR TEOLLISUUDEN
SAHKONMYYNTI OY - PAGE 3
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EXHIBIT A-1
[PUBLIC UTILITY COMMISSION OF TEXAS LETTERHEAD]
November 4, 1999
Mr. Jonathan G. Katz
Secretary
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Dear Mr. Katz:
Texas Utilities Electric Company ("TXU Electric") and TXU SESCO Company
("TXU SESCO"), subsidiaries of Texas Utilities Company ("TXU"), a Texas
Corporation, have advised this Commission that TXU is considering acquisitions
by one or more wholly-owned subsidiary companies (other than TXU Electric or TXU
SESCO) of an interest in entities that are considered foreign utility companies
("FUCOs") as defined in Section 33(a)(3) of the 1935 Act. In connection with
such acquisitions, TXU Electric and TXU SESCO have requested that the Public
Utility Commission of Texas (the "Commission") provide to you the certification
contemplated in Section 33(a)(2) of the Public Utility Holding Company Act of
1935 (15 U.S.C 79 et. seq.), which section was added to that Act by Section 715
of the Energy Policy Act of 1992.
As the State Commission having jurisdiction over the retail electric
rates of TXU's public utility subsidiaries, TXU Electric and TXU SESCO, please
be advised that this Commission: (i) has the authority and resources to protect
the ratepayers of TXU Electric and TXU SESCO; and (ii) intends to exercise such
authority.
This certification is applicable to all FUCOs in which TXU or its
subsidiaries seek to obtain
NOTIFICATION OF FOREIGN UTILITY
COMPANY STATUS FOR TEOLLISUUDEN
SAHKONMYYNTI OY - PAGE 4
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an ownership interest; provided, that if TXU intends to make a FUCO investment
with recourse to TXU that would cause TXU's aggregate investment in FUCOs and
foreign Exempt Wholesale Generators to exceed 60% of its consolidated net worth
(as defined by Commission Subst. R. 25.271), TXU shall obtain additional
certification from the Commission prior to completing such investment. The
certification is subject to being revised or withdrawn by the Commission in the
future.
Please contact Darryl Tietjen (512-936-7436) of the Commission Staff if
you have any questions on this matter.
Sincerely,
PUBLIC UTILITY COMMISSION OF TEXAS
/s/ Pat Wood, III
Pat Wood, III, Chairman
/s/ Judy Walsh
Judy Walsh, Commissioner
/s/ Brett A. Perlman
Brett A. Perlman, Commissioner
cc: Office of Public Utility Regulation
Securities and Exchange Commission
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EXHIBIT A-2
[RAILROAD COMMISSION OF TEXAS LETTERHEAD]
GAS SERVICES DIVISION
February 4, 1998
Mr. Jonathan G. Katz
Secretary
Securities and Exchange Commission
450 Fifth Street, NW
Washington, D.C. 20549
Dear Mr. Katz,
Texas Utilities Company ("Texas Utilities") has advised the Railroad
Commission of Texas ("Commission") that a subsidiary of Texas Utilities is
considering acquisition of The Energy Group PLC, a foreign utility company
operating in England and Wales. In connection with such activities, Texas
Utilities has requested that the Commission provide you with the certification
contemplated in Section 33(a)(2) of the Public Utility Holding Company Act of
1935 (15 U.S.C. 79 et seq.).
As the State Commission having jurisdiction over the wholesale and
retail gas rates of Texas Utilities and its subsidiaries, the Commission hereby
certifies that it:
i.) has the authority and resources to protect the ratepayers of
Texas Utilities and its subsidiaries subject to Commission
jurisdiction, and
ii.) intends to exercise such authority.
This certification is intended to be applicable with respect to the
above described transaction and such other foreign utility company ventures in
which Texas Utilities or its subsidiaries may seek to obtain an ownership
interest, but is conditioned on and subject to being revised or withdrawn as to
any future acquisitions. Texas Utilities has represented that it will timely
inform this Commission of any efforts by it or its subsidiaries to seek
ownership interest in other foreign utility companies.
Sincerely,
/s/ R.L. Kitchens
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Ronald L. Kitchens
Director, Gas Services Division
On behalf of the Railroad Commission of Texas
cc: Office of Public Utility Regulation
Securities and Exchange Commission
450 Fifth Street, NW
Washington, D.C. 20549
