SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C.
FORM U-3A-2
STATEMENT BY HOLDING COMPANY
CLAIMING EXEMPTION
UNDER RULE U-3A-2 FROM THE
PROVISIONS OF THE
PUBLIC UTILITY HOLDING COMPANY
ACT OF 1935
* * * * *
File No. 69-291
Texas-New Mexico Power Company
(Name of Company)
hereby files with the Securities and Exchange Commission, pursuant to Rule 2,
its statement claiming exemption as a holding company from the provisions of the
Public Utility Holding Company Act of 1935 (Act), and submits the following
information: 1. The name, State of organization, location and nature of business
of claimant and every subsidiary thereof:
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<CAPTION>
State of Location and
Name Organization Nature of Business
<S> <C> <C>
Texas-New Mexico Power Company Texas P. O. Box 2943
Ft.Worth, Texas 76113
Electric Utility/
Holding Company
Texas Generating Company Texas P. O. Box 2943
Ft.Worth, Texas 76113
Special purpose
corporation
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State of Location and
Name Organization Nature of Business
Texas Generating Company II Texas P. O. Box 2943
Ft.Worth, Texas
76113
Special purpose
corporation
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2. A brief description of the properties of claimant and of each of its wholly
owned public utility subsidiaries, Texas Generating Company (TGC) and Texas
Generating Company II (TGC II), used for the generation, transmission and
distribution of electric energy for sale, indicating the location of principal
generating plants, transmission lines and distribution facilities including all
such properties which are outside the State in which claimant and its
subsidiaries are organized, and all transmission lines which deliver or receive
electric energy at the borders of such States, is as follows: Texas-New Mexico
Power Company (TNP) serves approximately 213,000 customers in a total of 84
municipalities and adjacent rural areas. TNP is a subsidiary of TNP Enterprises,
Inc., a public utility holding company exempt under Section 3(a)(1) of the Act
pursuant to annual filings on Form U-3A-2. Within Texas, TNP is a regulated
public utility engaged in the generation, transmission, distribution and sale of
electric energy. TNP has two operating regions throughout Texas. The largest
municipalities within Texas served by TNP are Texas City, Lewisville, and La
Marque. The regions located in the State of Texas are as follows:
- - North-Central Region. Electric transmission and distribution systems
serving 25 municipalities and 18 unincorporated communities in 17 counties
to the south and west of Fort Worth, Texas, and serving 30 municipalities
and 14 unincorporated communities in 11 North Texas counties. The region is
based at Lewisville, Texas.
- - South-Western Region. Electric transmission and distribution systems
serving 14 municipalities and 2 unincorporated communities in 3 counties on
the Texas Gulf Coast, and serving 6 municipalities and 1 unincorporated
community in 5 counties in West Texas. The region is based at Texas City,
Texas.
Generating facilities owned by TNP and the subsidiaries are located within
Robertson County, Texas, which is in the central part of Texas. The generating
facilities are referred to as 150 MW, circulating fluidized bed units currently
using lignite as the fuel source. TNP also has a transmission line connecting
these units to a major transmission grid in Texas. Electricity from these units
is sold by TNP solely within Texas. Neither the claimant nor any of its
subsidiaries own transmission lines which deliver or receive electricity at the
border of Texas. Within New Mexico, TNP is a regulated public utility engaged in
the generation, transmission, distribution and sale of electric energy.
- - TNP has one region in the southwestern portion of New Mexico which operates
electric transmission and distribution facilities. The largest
municipalities served by TNP are Silver City, Alamogordo, and Ruidoso. The
region serves 5 municipalities and 5 unincorporated communities in Grant
and Hidalgo Counties, and 4 municipalities and 1 unincorporated community
in Otero and Lincoln Counties. The New Mexico region is based at Silver
City, New Mexico.
3. Certain information, for the calendar year 1995 with respect to claimant and
its subsidiaries, is provided in the following chart:
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Summary Sheet
Texas (1) New Mexico Total System
-------------------------------------- ------------ -------------------------------
TNP TGC TGC II TNP TNP TGC TGC II
<S> <C> <C> <C> <C> <C> <C> <C>
Operating Revenue $416,312 - - 69,511 485,823 - -
Net Utility Plant $528,458 147,100 189,392 79,054 607,512 147,100 189,392
87.0% 100.0% 100.0% 13.0% 100.0% 100.0% 100.0%
Total Customers 170,586 - - 43,018 213,604 - -
79.9% 0.0% 0.0% 20.1% 100.0% 0.0% 0.0%
MWH Sold:
Wholesale 3,456 - - - 3,456 - -
Retail 5,078,733 - - 1,558,638 6,637,371 - -
Total System 5,082,189 1,558,638 6,640,827 - -
MWH Purchased 2,976,483 - - 1,635,703 4,612,186 - -
MWH Generated 2,351,000 - - - 2,351,000 - -
<F1>
(1) No MWH are purchased or sold at the State line.
All dollar amounts are in thousands
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4. Neither the claimant nor any of its subsidiaries are directly or indirectly
involved with, or have an interest in either an Exempt Wholesale Generator or a
foreign utility company. Exhibit A. A consolidating statement of operations of
the claimant and its subsidiaries for the last calendar year, 1995, together
with a consolidating balance sheet of claimant and its subsidiaries as of
the close of the 1995 calendar year, is presented. Exhibit B. A Financial Data
Schedule for the period ended December 31, 1995, including Item Nos. 1, 2, and
3. 1995 calendar year, is presented.
Exhibit B. A Financial Data Schedule for the period ended December
31, 1995, including Item Nos. 1, 2, and 3.
Exhibit C. Inapplicable.
The above named claimant has caused this statement to be duly
executed on its behalf by its authorized officer on this 28 day of February,
1996.
Texas-New Mexico Power Company
By\s\ M.S. Cheema
------------------------
M. S. Cheema
Vice President - Chief
Financial Officer
Corporate Seal
Attest:
\s\ M. D. Blanchard
- ------------------------------
M. D. Blanchard
Secretary
The name, title and address of the officer to whom notices and correspondence
concerning this statement should be addressed is:
M. D. Blanchard Secretary
------------------- --------------
Name Title
P. O. Box 2943, Fort Worth, Texas 76113
Address
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TEXAS-NEW MEXICO POWER COMPANY AND SUBSIDIARIES
EXHIBIT A, PAGE 1
Consolidating Statements of Operations
Year Ended December 31, 1995
(Amounts in Thousands)
Texas-
Texas-New Texas Texas New Mexico
Mexico Power Generating Generating Consolidating Power Company
Company Company Company II Entries Consolidated
------------- ----------- ----------- ------------- --------------
<S> <C> <C> <C> <C> <C>
Operating Revenues $ 485,823 4,312 5,614 (9,926) 485,823
-------- -------- -------- -------- --------
Operating Expenses :
Purchased power 178,465 178,465
Fuel 48,898 48,898
Other operating and general expenses 81,237 (9,926) 71,311
Maintenance 11,522 11,522
Depreciation of utility plant 27,924 4,312 5,614 37,850
Taxes other than income taxes 28,865 28,865
Income taxes 14,246 96 (2,025) 12,317
-------- -------- -------- -------- --------
Total Operating Expenses 391,157 4,408 3,589 (9,926) 389,228
-------- -------- -------- -------- --------
Net Operating Income 94,666 (96) 2,025 -- 96,595
-------- -------- -------- -------- --------
Other Income (Loss):
Gain on sale of Texas Panhandle properties 14,583 14,583
Other income and deductions, net (2,390) 2 2 3,856 1,470
Income taxes (5,324) (5,324)
-------- -------- -------- -------- --------
Other Income (Loss), net of taxes 6,869 2 2 3,856 10,729
-------- -------- -------- -------- --------
Earnings (Loss) before interest charges
and change in accounting 101,535 (94) 2,027 3,856 107,324
Interest charges 68,171 5,789 73,960
-------- -------- -------- -------- --------
Earnings (Loss) before cumulative effect
of change in accounting 33,364 (94) (3,762) 3,856 33,364
Cumulative effect of change in accounting for
unbilled revenues, net of taxes 8,445 8,445
-------- -------- -------- -------- --------
Net Earnings (Loss) 41,809 (94) (3,762) 3,856 41,809
Dividends on preferred stock 655 655
-------- -------- -------- -------- --------
Earnings (Loss) Applicable
to Common Stock $ 41,154 (94) (3,762) 3,856 41,154
======== ======== ======== ======== ========
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TEXAS-NEW MEXICO POWER COMPANY AND SUBSIDIARIES
EXHIBIT A, PAGE 2
Consolidating Balance Sheet
December 31, 1995
(Amounts in Thousands)
Texas-
Texas- Texas Texas New Mexico
New Mexico Generating Generating Consolidating Power Company
Power Company Company Company II Entries Consolidated
------------- ---------- --------- ------------- -------------
ASSETS
<S> <C> <C> <C> <C> <C>
Utility plant $ 814,122 170,000 212,750 1,196,872
Less: accumulated depreciation 206,610 22,900 23,358 252,868
--------- ------- ------- -------- ---------
Net Utility Plant 607,512 147,100 189,392 -- 944,004
--------- ------- ------- -------- ---------
Investment in Subsidiary Companies (79,739) 79,739 --
TNP One Replacement Notes 417,750 (417,750) --
Nonutility property 175 175
Current Assets :
Cash and cash equivalents 14,280 89 81 14,450
Intercompany accounts receivable 109,473 26,572 131,703 (267,748) --
Other current assets 24,766 24,766
Deferred purchased power and fuel 9,261 9,261
--------- ------- ------- -------- ---------
Total current assets 157,780 26,661 131,784 (267,748) 48,477
--------- ------- ------- -------- ---------
Deferred debits 32,287 32,287
--------- ------- ------- -------- ---------
TOTAL ASSETS $ 1,135,765 173,761 321,176 (605,759) 1,024,943
========= ======= ======= ======== =========
CAPITALIZATION AND LIABILITIES
Capitalization :
Common shareholder's equity:
Common stock $ 107 10 10 (20) 107
Capital In excess of par value 174,931 174,931
Retained earnings 49,313 (54,592) (25,165) 79,757 49,313
--------- ------- ------- -------- ---------
Total common shareholder's equity 224,351 (54,582) (25,155) 79,737 224,351
--------- ------- ------- -------- ---------
Preferred stock 3,600 3,600
Long-term debt less current maturities 611,925 205,000 212,750 (417,750) 611,925
--------- ------- ------- -------- ---------
Total Capitalization 839,876 150,418 187,595 (338,013) 839,876
--------- ------- ------- -------- ---------
Current Liabilities :
Current maturities of long-term debt 1,070 1,070
Accounts payable 22,040 22,040
Intercompany accounts payable 70,795 50,599 146,352 (267,746) --
Other current liabilities 126,084 (38,714) (27,405) 59,965
--------- ------- ------- -------- ---------
Total current liabilities 219,989 11,885 118,947 (267,746) 83,075
--------- ------- ------- -------- ---------
Regulatory tax liabilities 27,657 (546) (285) 26,826
Accumulated deferred income taxes 20,143 12,004 14,919 47,066
Accumulated deferred investment tax credits 17,398 17,398
Deferred credits 10,702 10,702
--------- ------- ------- -------- ---------
TOTAL CAPITALIZATION AND LIABILITIES $1,135,765 173,761 321,176 (605,759) 1,024,943
========= ======= ======= ======== =========
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TEXAS-NEW MEXICO POWER COMPANY AND SUBSIDIARIES
EXHIBIT B: Financial Data Schedule
Year Ended December 31, 1995
(Amounts in Thousands)
Item No. Caption Heading Amount
- --------- --------------------------- -----------
<S> <C> <C>
1 Total Assets $ 1,024,943
2 Total Operating Revenues 485,823
3 Net Income (Loss) 41,809
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