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Previous: CONECTIV INC, 35-CERT, 1998-05-28 |
Next: YOUNG & RUBICAM INC, 3, 1998-05-28 |
<PAGE> 1
U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM U-9C-3
QUARTERLY REPORT PURSUANT TO RULE 58 OF
THE PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
For the quarterly period ended March 31, 1998
Conectiv
(Name of Registered Holding Company)
800 King Street
Wilmington, DE 19899
(Address of Principal Executives Offices)
Inquiries concerning this Form U-9C-3 may
be directed to either:
Peter F. Clark
General Counsel
Conectiv
800 King Street
Wilmington, DE 19899
or
Louis M. Walters
Treasurer
Conectiv
800 King Street
Wilmington, DE 19899
(302) 429-3525
<PAGE> 2
Conectiv
FORM U-9C-3
For the Quarter Ended March 31, 1998
Table of Contents
<TABLE>
<CAPTION>
Page
<S> <C>
Item 1. Organization Chart 1
Item 2. Issuances and Renewals of Securities and Capital Contributions 1
Item 3. Associated Transactions 1
Item 4. Summary of Aggregate Investment 2
Item 5. Other Investments 2
Item 6. Financial Statements and Exhibits 3
SIGNATURE 4
</TABLE>
<PAGE> 3
Item 1. - ORGANIZATION CHART
<TABLE>
<CAPTION>
Percentage
Energy or of Voting
Name of Gas Related Date of State of Securities
Reporting Company Company Organization Organization Held Nature of Business
- ----------------- ------- ------------ ------------ ---- ------------------
<S> <C> <C> <C> <C> <C>
Conectiv
Conectiv Energy Supply, Inc. Energy- 7/3/75 DE 100% Energy Commodity
related Marketing
Petron Fuel Corporation Energy- 8/22/80 PA 100% Energy Commodity
related Marketing
</TABLE>
Item 2. - ISSUANCES AND RENEWALS OF SECURITIES AND CAPITAL CONTRIBUTIONS
CAPITAL CONTRIBUTIONS:
<TABLE>
<CAPTION>
Principal Amount of Person to Whom
Company Issuing Security Type of Security Issued Security Security Was Issued
- ------------------------ ----------------------- -------- --------------------
<S> <C> <C> <C>
Petron Common Stock * Conectiv Energy Supply,
Inc.
Petron Promissory Note * Conectiv
</TABLE>
* Confidential Treatment Requested
Item 3. - ASSOCIATED TRANSACTIONS
Part I. - Transactions performed by reporting companies on behalf of associate
companies.
<TABLE>
<CAPTION>
Types of Direct Indirect Total
Reporting Company Associate Company Services Costs Costs Cost of Amount
Rendering Services Receiving Services Rendered Charged Charged Capital Billed
- ------------------ ------------------ -------- ------- ------- ------- ------
<S> <C>
NONE
</TABLE>
Part II - Transactions performed by associate companies on behalf of reporting
companies.
<TABLE>
<CAPTION>
Types of Direct Indirect Total
Associate Company Reporting Company Services Costs Costs Cost of Amount
Rendering Services Receiving Services Rendered Charged Charged Capital Billed
- ------------------ ------------------ -------- ------- ------- ------- ------
<S> <C>
NONE
</TABLE>
1
<PAGE> 4
Item 4. - SUMMARY OF AGGREGATE INVESTMENT
Investments in energy-related companies (in thousands):
<TABLE>
<S> <C> <C>
Total consolidated capitalization as of March 31, 1998 $3,968,771 Line 1
Total capitalization multiplied by 15%
(Line 1 multiplied by 0.15) 595,315 Line 2
Greater of $50 million or line 2 595,315 Line 3
Total current aggregate investment:
(categorized by major line of energy-related business)
Energy-related business Category - Rule 58(b)(1)(v) *
Total current aggregate investment * Line 4
---------
Difference between the greater of $50 million or 15% of
capitalization and the total aggregate investment of the
registered holding company system * Line 5
(line 3 less line 4) =========
</TABLE>
Investments in gas-related companies:
NONE
* Confidential Treatment Requested
Item 5. - OTHER INVESTMENTS
<TABLE>
<CAPTION>
Major Line of Energy- Other Investment in Other Investment in this Reason for Difference
Related Business Last U-9C-3 Report U-9C-3 Report in Other Investment
---------------- ------------------ ------------- -------------------
<S> <C>
NONE
</TABLE>
2
<PAGE> 5
Item 6. - FINANCIAL STATEMENTS AND EXHIBITS
A. Financial Statements:
Exhibit A-1. Financial statements of Conectiv (incorporated by reference
to the filing by Conectiv on Form 10-Q for the period ended March 31,
1998.)
Exhibit A-2. Financial statements of Conectiv Energy Supply, Inc.
(Confidential Treatment Requested)
Exhibit A-3. Financial statements of Petron Fuel Corporation. In March
1998, Conectiv Energy Supply, Inc. (a subsidiary of Conectiv formerly
known as Delmarva Energy Corporation) purchased Petron Oil Corporation
(Petron). Petron's results of operations and financial position were
reported on the equity method of accounting within the Consolidated
Conectiv first quarter 1998 Financial Statements because purchase method
accounting adjustments had not been finalized and Petron is immaterial to
Conectiv's Consolidated Financial Statements. Accounting for the Petron
acquisition is expected to be completed by the second quarter of 1998.
Financial statements for Petron will be filed with Form U-9C-3 for the
second quarter.
B. Exhibits:
Exhibit B-1. Contracts required by Item 3. - NONE
Exhibit B-2. Certificate of Conectiv. A certificate stating that a copy
of the U-9C-3 for the previous quarter has been filed with interested
state commissions is "Not Applicable". A conformed copy of this
quarterly report shall be filed with interested state commissions
promptly after filing with the Securities and Exchange Commission.
3
<PAGE> 6
SIGNATURE
The undersigned registered holding company has duly caused this
quarterly report to be signed on its behalf by the undersigned officer
thereunto duly authorized pursuant to the requirements of the Public Utility
Holding Company Act of 1935.
Conectiv.
By: /s/ Louis M. Walters
----------------------------
Louis M. Walters
Treasurer
May 28, 1998
4
<PAGE> 7
<TABLE>
<S> <C>
CONECTIV ENERGY SUPPLY, INC. BALANCE SHEET EXHIBIT A-2
AS OF MARCH 31, 1998
(Dollars in Thousands)
</TABLE>
<TABLE>
<CAPTION>
ASSETS
<S> <C>
CURRENT ASSETS
Cash and cash equivalents *
Prepaid taxes *
Accounts receivable *
----------
*
----------
INVESTMENTS
Investment in Petron *
Investment in partnership with CNE *
----------
*
----------
DEFERRED CHARGES AND OTHER ASSETS
Other *
----------
TOTAL ASSETS *
==========
CAPITALIZATION AND LIABILITIES
CURRENT LIABILITIES
Interest accrued *
----------
*
----------
CAPITALIZATION
Common stock *
Additional paid-in capital *
Retained earnings *
----------
*
Debt *
----------
*
----------
----------
TOTAL CAPITALIZATION AND LIABILITIES *
==========
</TABLE>
* Confidential Treatment Requested
<PAGE> 8
CONECTIV ENERGY SUPPLY, INC. INCOME STATEMENT
FOR THE THREE MONTHS ENDED MARCH 31, 1998
(Dollars in Thousands)
<TABLE>
<CAPTION>
OPERATING EXPENSES
<S> <C>
Operation and maintenance *
-----------
*
-----------
OPERATING INCOME *
-----------
OTHER INCOME
Equity in earnings of CNE parnership *
Other *
-----------
*
-----------
INTEREST EXPENSE
Interest charges *
-----------
*
-----------
LOSS BEFORE INCOME TAXES *
-----------
INCOME TAXES *
-----------
NET LOSS *
===========
</TABLE>
* Confidential Treament Requested
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