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Previous: CONECTIV INC, U-6B-2, 1998-11-25 |
Next: UNIVEC INC, PRE 14A, 1998-11-25 |
<PAGE> 1
Filed with the Securities
and Exchange Commission
on November 25, 1998
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 September 30, 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 September 30, 1998
Table of Contents
-----------------
<TABLE>
<CAPTION>
Page
<S> <C>
Item 1. Organization Chart 1
Item 2. Issuance's 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
Petron Oil Corporation Energy-related 8/22/80 PA 100% Energy Commodity
Marketing
</TABLE>
Item 2. - ISSUANCE'S AND RENEWALS OF SECURITIES AND CAPITAL CONTRIBUTIONS
CAPITAL CONTRIBUTIONS:
<TABLE>
<CAPTION>
Principal Amount of Person to Whom Security
Company Issuing Security Type of Security Issued Security Was Issued
------------------------ ----------------------- -------- ----------
<S> <C> <C> <C>
Petron Oil Corporation Promissory Note * Conectiv
* Confidential Treatment Requested
</TABLE>
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> <C> <C> <C> <C> <C>
TO BE FILED BY AMENDMENT
</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> <C> <C> <C> <C> <C>
TO BE FILED BY AMENDMENT
</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 September 30, 1998 $3,949,039 Line 1
Total capitalization multiplied by 15%
(Line 1 multiplied by 0.15) 592,356 Line 2
Greater of $50 million or line 2 592,356 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 in
Related Business Last U-9C-3 Report U-9C-3 Report Other Investment
---------------- ------------------ ------------- ----------------
<S> <C> <C> <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 September 30,
1998.)
Exhibit A-2. Financial statements of Petron Oil Corporation
B. Exhibits:
Exhibit B-1. Contracts required by Item 3. - To be filed by amendment
Exhibit B-2. Certificate of Conectiv.
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
November 25, 1998
4
<PAGE> 1
EXHIBIT A-2
PETRON
CONSOLIDATED BALANCE SHEET
(DOLLARS IN THOUSANDS)
(UNAUDITED)
<TABLE>
<CAPTION>
September 30, 1998
1998
----------------
<S> <C>
ASSETS
CURRENT ASSETS
Cash and cash equivalents *
Accounts receivable *
Inventory *
Prepayments *
----------------
*
PROPERTY, PLANT, & EQUIPMENT, NET *
----------------
GOODWILL & OTHER INTANGIBLES *
----------------
DEFERRED CHARGES *
----------------
TOTAL ASSETS *
================
CAPITALIZATION AND LIABILITIES
CURRENT LIABILITIES
Short-term debt *
Accounts payable--general *
Accounts payable to associated companies *
Taxes accrued *
Interest accrued *
Other *
----------------
*
----------------
CAPITALIZATION
Paid-in capital *
Retained earnings *
----------------
Total common stockholder's equity *
Notes payable to Conectiv *
----------------
*
----------------
TOTAL CAPITALIZATION AND LIABILITIES *
================
</TABLE>
* CONFIDENTIAL TREATMENT REQUESTED
<PAGE> 2
EXHIBIT A-2
PETRON
CONSOLIDATED STATEMENTS OF INCOME
(DOLLARS IN THOUSANDS)
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Nine Months
Ended Ended
9/30/98 9/30/98
-------------- --------------
<S> <C> <C>
OPERATING REVENUES
Other services * *
Revenues from associated companies * *
------------- ------------
* *
------------- ------------
OPERATING EXPENSES
Other services' cost of sales * *
Operating expenses -- associated companies * *
Operating expenses -- general * *
Depreciation and amortization * *
------------- ------------
* *
------------- ------------
OPERATING INCOME * *
------------- ------------
OTHER INCOME * *
------------- ------------
INTEREST EXPENSE
Borrowings from associated companies * *
Short-term debt * *
------------- ------------
* *
------------- ------------
INCOME BEFORE INCOME TAXES * *
------------- ------------
INCOME TAXES * *
------------- ------------
NET INCOME * *
============= ============
</TABLE>
Note:
- -----
Petron was acquired in March 1998 and the acquisition was
recorded in the second quarter of 1998. Petron's operating
results for March 1998 to September 1998, which are
immaterial to Conectiv on a consolidated basis, are reflected
in Conectiv's consolidated Statement of Income as shown
above.
* CONFIDENTIAL TREATMENT REQUESTED
<PAGE> 1
Exhibit B-1
CONTRACTS
---------
* Confidential Treatment Requested
<PAGE> 1
Exhibit B-2
CERTIFICATE
-----------
I hereby certify that the Form U-9C-3 for Conectiv for the previous quarter has
been provided to the state commissions listed below:
Delaware Public Service Commission
861 Silver Lake Boulevard
Cannon Building, Suite 100
Dover, DE 19904
Maryland Public Service Commission
6 St. Paul Centre, 16th Floor
Baltimore, MD 21202
Virginia State Corporation Commission
1300 E. Main Street
Tyler Building
Richmond, VA 23219
Board of Public Utilities
Two Gateway Center
Newark, NJ 07102
CONECTIV
BY: /s/ LOUIS M. WALTERS
-----------------------
Louis M. Walters
Treasurer
Date:November 25, 1998
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