FORM U-3A-2
FILE NO. 69-53-3
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT BY HOLDING COMPANY CLAIMING EXEMPTION
UNDER RULE U-3A-2 FROM THE PROVISIONS OF THE
PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
To Be Filed Annually Prior to March 1
Consolidated Papers, Inc. (herein sometimes designated as the "Claimant")
hereby files with the Securities and Exchange Commission, pursuant to Rule 2,
its statement claiming exemption of itself as a holding company, and of each
of its subsidiaries as such, from the provisions of the Public Utility Holding
Company Act of 1935. Claimant and the system of which it is the top "holding
company" fall within the exemptions granted by said Rule 2. In support of
such claim for exemption the following information is submitted:
1. Name, State of organization, location, and nature of business of Claimant
and every subsidiary thereof, other than any exempt wholesale generator
(EWG) or foreign utility company in which Claimant directly or indirectly
holds an interest.
The Claimant, Consolidated Papers, Inc., is a Wisconsin corporation having
its principal office and place of business at Wisconsin Rapids, Wisconsin,
and is engaged in the business of manufacturing and selling paper.
Inter Lake Papers, Inc. is a Wisconsin corporation, all of the common
stock of which is owned by Claimant. Its principal office and place of
business is the Village of Kimberly, Wisconsin. It is engaged primarily in
the business of manufacturing and selling paper through its wholly-owned
subsidiaries, Inter Lake Wisconsin, Inc. and Inter Lake Sales Corporation.
Inter Lake Wisconsin, Inc. is a Wisconsin corporation, all of the common
stock of which is owned by Inter Lake Papers, Inc. All of the common stock
of Inter Lake Papers, Inc. is owned by Claimant. Its principal office and
place of business is the Village of Kimberly, Wisconsin. It is engaged
primarily in the business of manufacturing paper.
Inter Lake Sales Corporation is a New York corporation, all of the common
stock of which is owned by Inter Lake Papers, Inc. All of the common stock
of Inter Lake Papers, Inc. is owned by Claimant. Its principal office and
place of business is the City of Des Plaines, Illinois. It is engaged
primarily in the business of selling paper.
Lake Superior Paper Industries is a Minnesota joint venture, all of the
interests in which are owned by LSPI Duluth Corp. and LSPI Paper
Corporation. All of the common stock of LSPI Duluth Corp. and LSPI Paper
Corporation is owned by Claimant. The principal office and place of
business of Lake Superior Paper Industries is the City of Duluth,
Minnesota. It is engaged primarily in the business of manufacturing and
selling paper. Effective December 31, 1998, LSPI Duluth Corp. was merged
with and into LSPI Paper Corporation.
Superior Recycled Fiber Industries is a Minnesota joint venture, all of
the interests in which are owned by LSPI Fiber Co. and Superior Recycled
Fiber Corporation. All of the common stock of LSPI Fiber Co. and Superior
Recycled Fiber Corporation is owned by Claimant. The principal office and
place of business of Superior Recycled Fiber Industries is the City of
Duluth, Minnesota. It is engaged primarily in the production and selling
of recycled pulp. Effective December 31, 1998, LSPI Fiber Co. was merged
with and into Superior Recycled Fiber Corporation.
Consolidated Water Power Company, a public utility company, is a Wisconsin
corporation, all of the capital stock of which is owned by Claimant. Its
principal office and place of business is the City of Wisconsin Rapids,
Wisconsin. It is engaged primarily in the generation, transmission,
distribution and sale of electric energy.
Consolidated Papers Foreign Sales Corporation is a U.S. Virgin Islands
corporation, all of the common stock of which is owned by Claimant. Its
principal office and place of business is the City of Charlotte Amalie,
St. Thomas, U.S. Virgin Islands. It manages all of the Claimant's export
operations with respect to products which qualify as export property as
defined in Section 927 of the Internal Revenue Code.
Newaygo Forest Products Limited is a corporation of the Province of
Ontario, Canada, all of the common stock of which is owned by Claimant.
Its principal office and place of business is at Mead in said Province.
Its principal business is the ownership of timber and timberlands in
Canada.
Consolidated Papers International Leasing, L.L.C. is a Delaware limited
liability company. It is owned 99% by Claimant and 1% by Consolidated
Water Power Company. Its principal office and place of business is in
Manchester, United Kingdom. It is a leasing company.
CONDEPCO, Inc. is a Delaware corporation, all of the common stock of which
is owned by Claimant. Its principal office and place of business is in
Dover, Delaware. It is a financial management company.
Wisconsin Valley Improvement Company is a Wisconsin corporation having its
principal office and place of business in the City of Wausau, Wisconsin.
It neither controls nor is it controlled by or under common control with
Claimant, and it is a "subsidiary" of Claimant and Consolidated Water
Power Company only by virtue of the definition of Section 2(a)(8)(A) of
the Public Utility Holding Company Act of 1935. It operates a system of
dams and water reservoirs on the Wisconsin River and tributary streams to
produce as nearly a uniform stream flow as practicable through all
seasons, and charges to benefited power plant owners, water tolls as
authorized semi-annually by the Public Service Commission of Wisconsin,
all pursuant to special enactments of the Wisconsin Legislature (as
amended by Chapter 497, Wisconsin Laws of 1939). It generates no electric
energy and renders no public utility services. Its financial statements
are not normally consolidated with those of Claimant or any other company,
and are omitted from the financial statements herein as not material.
Consolidated Water Power Company on December 31, 1998 owned approximately
33.8% of the outstanding stock of Wisconsin River Power Company, a
Wisconsin corporation having its principal office at Wisconsin Rapids,
Wisconsin, (herein sometimes referred to as "River Company"). This
ownership was acquired as of December 31, 1974 from Claimant. The nature
of the business of River Company is as set forth in the findings and
opinion of the Commission entered in reference to River Company on January
29, 1948, in File Nos. 70-1656 and 31-551 (27 SEC Decisions, p. 539),
pursuant to the Public Utility Holding Company Act of 1935, to which
findings and opinion reference is hereby made with the same effect as
though the contents thereof in respect to the nature of such business were
set forth at length herein. Briefly, such business presently consists of
operation of two dams and hydroelectric plants on the Wisconsin River.
The output of these two plants is sold in equal parts to three companies
including Consolidated Water Power Company. Consolidated Water Power
Company and the other two customers own all outstanding stock of Wisconsin
River Power Company in substantially equal parts.
Neither Claimant nor any subsidiary thereof holds an interest, either
directly or indirectly, in any EWG or foreign utility company.
2. A brief description of the properties of Claimant and each of its
subsidiary public utility companies used for the generation, transmission,
and distribution of electric energy for sale, or for the production,
transmission, and distribution of natural or manufactured gas, indicating
the location of principal generating plants, transmission lines, producing
fields, gas manufacturing plants, and electric and gas distribution
facilities, including all such properties which are outside the State in
which Claimant and its subsidiaries are organized and all transmission or
pipelines which deliver or receive electric energy or gas at the borders
of such State.
The properties of Consolidated Water Power Company are used primarily for
the generation and local transmission of electric energy sold to Claimant
and consumed at Claimant's plants but are also used for the generation and
local transmission and distribution of electric energy sold to the
purchasers of electric energy as follows:
a. Distributed by it at retail directly to approximately one thousand
residential, commercial, industrial, and rural consumers in the City
of Wisconsin Rapids, Village of Biron, and Town of Grand Rapids, Wood
County, Wisconsin, and Towns of Plover and Grant, Portage County,
Wisconsin.
b. Sold at wholesale to Wisconsin Power and Light Company at the City of
Wisconsin Rapids and to Wisconsin Public Service Corporation at the
Town of Grand Rapids and at the City of Stevens Point, Wisconsin.
Consolidated Water Power Company has powerhouses and dams for the
generation of such electric energy at Wisconsin Rapids, Wisconsin; Village
of Biron, Wisconsin; City of Stevens Point, Wisconsin; Village of Whiting,
Wisconsin; and Town of Eau Pleine, Portage County, Wisconsin. It has
electric transmission lines connecting said plants and connecting with the
plants of the Claimant and with the Petenwell plant of Wisconsin River
Power Company. Consolidated Water Power Company owns all necessary
flowage rights in connection with said dams and necessary for the
operation of its hydroelectric plants.
None of the properties of Consolidated Water Power Company used for the
generation, transmission, or distribution of electric energy for sale is
located outside of the Counties of Wood, Portage, Marathon, and Adams,
Wisconsin; no electric energy is sold or delivered by it outside of the
State of Wisconsin; and occasionally a small amount of electric energy is
delivered to or received by it at the borders of such State.
The properties of Wisconsin River Power Company consist of its Petenwell
hydroelectric plant having a nameplate capacity of 20,000 KW and its
Castle Rock hydroelectric plant having a nameplate capacity of 15,000 KW.
Both plants are located on the Wisconsin River south of Wisconsin Rapids,
Wisconsin. All electric energy produced by River Company has been and
will be sold and delivered at the plant sites which are wholly within the
State of Wisconsin, and no electric energy is to be delivered to or
received by it outside the border of said State. The business of River
Company is entirely intrastate.
3. The following information for the last calendar year with respect to
Claimant and each of its subsidiary public utility companies:
a. Number of KWH of electric energy sold (at retail or wholesale) and
Mcf. of natural or manufactured gas distributed at retail.
Neither Claimant nor any subsidiary thereof sells or distributes any
natural or manufactured gas at retail or wholesale either within or
outside of the State of Wisconsin or at the state line.
Neither Claimant nor any subsidiary thereof other than Consolidated Water
Power Company and Wisconsin River Power Company sells or distributes any
electric energy at retail or wholesale either within or outside of the
State of Wisconsin or at the state line, provided however Claimant's
Niagara Division sells some power back to its supplier, Wisconsin Electric
Power Company, at a buy-back rate when machines are down and power
generation is available.
The number of KWH of electric energy sold at retail or wholesale during
the twelve months ended December 31, 1998, by Consolidated Water Power
Company and Wisconsin River Power Company and places where such sales were
made are set forth in Exhibit "AA" annexed hereto and made a part hereof.
b. Number of KWH of electric energy and Mcf. of natural or manufactured
gas distributed at retail outside the State in which each such company
is organized.
None.
c. Number of KWH of electric energy and Mcf. of natural or manufactured
gas sold at wholesale outside the State in which each such company is
organized or at the State line.
None.
d. Number of KWH of electric energy and Mcf. of natural or manufactured
gas purchased outside the State in which each such company is
organized or at the State line.
None.
4. The following information for the reporting period with respect to
Claimant and each interest it holds directly or indirectly in an EWG or a
foreign utility company, stating monetary amounts in United States
dollars:
a. Name, location, business address and description of the facilities
used by the EWG or foreign utility for the generation, transmission
and distribution of electric energy for sale or for the distribution
at retail of natural or manufactured gas.
Not applicable.
b. Name of each system company that holds an interest in such EWG or
foreign utility company; and description of the interest held.
Not applicable.
c. Type and amount of capital invested, directly or indirectly, by the
holding company claiming exemption; any direct or indirect guarantee
of the security of the EWG or foreign utility company by the holding
company claiming exemption; and any debt or other financial obligation
for which there is recourse, directly or indirectly, to the holding
company claiming exemption or another system company, other than the
EWG or foreign utility company.
Not applicable.
d. Capitalization and earnings of the EWG or foreign utility company
during the reporting period.
Not applicable.
e. Identify any service, sales or construction contract(s) between the
EWG or foreign utility company and a system company, and describe the
services to be rendered or goods sold and fees or revenues under such
agreement(s).
Not applicable.
<TABLE>
EXHIBIT "A"
<CAPTION>
A consolidating statement of income and surplus of the Claimant and its subsidiary companies for the last calendar year,
together with a consolidating balance sheet of Claimant and its subsidiary companies as of the close of such calendar year,
excluding Wisconsin River Power Company (not normally consolidated), and a separate balance sheet and statement of income and
surplus of Wisconsin River Power Company.
CONSOLIDATED PAPERS, INC.
AND SUBSIDIARY COMPANIES
CONSOLIDATING STATEMENT OF NET INCOME
FOR THE TWELVE MONTH PERIOD ENDED DECEMBER 31, 1998
Consoli-
dated
Sup- Consol- Newaygo Papers
Inter erior idated For- Forest Interna- Intraco./
Consolidated Lake Lake Re- Water eign Pro- tional Interco. Con-
Papers Papers Superior cycled Power Sales ducts Leasing Elim- solidated
Inc. Inc. Paper Fiber Company Corp. Limited L.L.C. Condepco inations Total
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Outside sales
- net $1,447.0 $367.9 $156.3 $17.1 $ 0.8 $ - $0.3 $ - $ - $ - $1,989.4
Intracompany
sales 620.9 - - - - - - - - (620.9) -
Intercompany
sales 10.8 .6 0.1 23.7 37.6 - 2.7 - - ( 75.5) -
Total Sales 2,078.7 368.5 156.4 40.8 38.4 0.0 3.0 0.0 0.0 (696.4) 1,989.4
Less: Cost
of sales 1,782.0 355.7 145.0 43.9 35.5 - 2.5 (18.8) - (696.4) 1,649.4
Gross Profit
(Loss) 296.7 12.8 11.4 (3.1) 2.9 0.0 0.5 18.8 0.0 0.0 340.0
Admn., Selling,
& General
Expenses
Administra-
tive 64.4 - - - 1.0 - - 0.1 - - 65.5
Selling 22.1 7.0 - 0.1 - - - - - - 29.2
Research &
Development 7.3 - - - - - - - - - 7.3
Total 93.8 7.0 0.0 0.1 1.0 0.0 0.0 0.1 0.0 0.0 102.0
Income from
Operations 202.9 5.8 11.4 (3.2) 1.9 0.0 0.5 18.7 0.0 0.0 238.0
Other Income
Interest earned 0.3 - - - - - - 0.1 32.1 ( 1.4) 31.1
Rentals - net .1 - - - - - - - - - .1
Royalties - net 0.6 - - - - - - - - - 0.6
Profit (Loss)
on disposal
of capital
assets 3.2 ( 0.1) - - - - - - - - 3.1
Equity in
earnings
of other
companies 4.2 - - - 0.5 - - - - - 4.7
Miscellaneous 1.2 0.1 - - - 6.5 - ( 1.4) 1.6 ( 0.1) 7.9
Total 9.6 - - 0.0 0.5 6.5 0.0 ( 1.3) 33.7 ( 1.5) 47.5
Total Income
(Loss) 212.5 5.8 11.4 (3.2) 2.4 6.5 0.5 17.4 33.7 ( 1.5) 285.5
Other Deduc-
tions
Interest 38.5 26.7 4.3 - - - - 27.9 - ( 1.4) 96.0
Carrying
charge
on timber
resources 2.2 - - - - - - - - - 2.2
Carrying
charge
on non-
operating
land - - - - - - - - - - -
Miscellaneous 2.7 .8 - - - 5.6 - - - - 9.1
Total 43.4 27.5 4.3 0.0 0.0 5.6 0.0 27.9 0.0 ( 1.4) 107.3
Net income
(loss) before
income taxes 169.1 (21.7) 7.1 (3.2) 2.4 0.9 0.5 (10.5) 33.7 ( 0.1) 178.2
Provision for
income taxes 67.9 ( 6.9) 3.2 (1.1) 0.4 0.1 - ( 4.2) 11.8 - 71.2
Net Income
(loss) before
extraordinary
item 101.2 (14.8) 3.9 (2.1) 2.0 0.8 0.5 ( 6.3) 21.9 ( 0.1) 107.0
Loss on debt
extinguish-
ment 4.6 4.6
Net Income
(Loss) $101.2 $(14.8) $(0.7) $(2.1) $2.0 $0.8 $0.5 $( 6.3) $21.9 $( 0.1) $102.4
CONSOLIDATED PAPERS, INC.
AND SUBSIDIARY COMPANIES
CONSOLIDATED STATEMENT OF SURPLUS ACCOUNTS
YEAR ENDED DECEMBER 31, 1998
Consoli-
dated
Sup- Consol- Newaygo Papers
erior Inter- idated For- Forest Interna- Intraco./
Consolidated Lake Re- Lake Water eign Pro- tional Interco. Con-
Papers Superior cycled Papers Power Sales ducts Leasing Elim- solidated
Particulars Inc. Paper Fiber Inc. Company Corp. Limited L.L.C. Condepco inations Total
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Capital Sur-
plus Arising
From:
Premium on
capital
stock
sold,
1911 &
1918 $ 0.3 $ - $ - $ - $ - $ - $ - $ - $ - $ - $ 0.3
Appraisal of
plants &
equipment,
1917 0.1 - - - - - - - - - 0.1
Valuation of
water power
rights, 1921 0.5 - - - - - - - - - 0.5
Premium on
capital
stock sold
1959, 1960,
1961, and
1962 0.5 - - - - - - - - - 0.5
Net premium
on stock
sales &
purchases,
prior
years (A) 65.6 - - - - - - - - - 65.6
Tax effect of
incentive
stock option -
1994-1998 1.7 - - - - - - - - - 1.7
Proceeds from
stock issued
in 1996 in
excess of
common stock
at par value
of $1.00/
share (B) 13.8 - - - - - - - - - 13.8
Interco. trans-
fer of Power
assets -
1994-1995 - - - - 0.5 - - - - ( 0.5) -
Stock split,
2 for 1 (45.3) - - - - - - - - - (45.3)
Increase to
reflect
change in
par value
of common
stock 24.5 - - - - - - - - - 24.5
Purchase
price of
new
acquisitions - 124.2 72.1 ( 0.4) - - - - 393.2 (589.1) -
Total Capital
Surplus As Of
December 31,
1998 61.7 124.2 72.1 ( 0.4) 0.5 - - - 393.2 (589.6) 61.7
Earned Surplus
Balance at
beginning
of year 1,076.2 54.3 11.9 ( 1.0) 23.5 0.1 (4.6) ( 6.4) 24.8 2.4 1,181.2
Net income
for the
year 101.2 (0.7) (2.1) (14.8) 2.0 0.8 0.5 ( 6.3) 21.9 ( 0.1) 102.4
1,177.4 53.6 9.8 (15.8) 25.5 0.9 (4.1) (12.7) 46.7 2.3 1,283.6
Dividends
paid in
cash (78.5) - - - - - - - - - (78.5)
Changes:
Dividends
paid - - - - - (0.1) - - - 0.1 -
Cumulative
transla-
tion
adjustment - - - - - - (0.1) - - - ( 0.1)
Treasury
stock ( 2.5) - - - - - - - - - ( 2.5)
Earned Surplus
or (Deficit)
at End
of Year 1,096.4 53.6 9.8 (15.8) 25.5 0.8 (4.2) (12.7) 46.7 2.4 1,202.5
Total Capital
and Earned
Surplus or
(Deficit)
at End of
Year $1,158.1 $177.8 $81.9 $(16.2) $26.0 $0.8 $(4.2) $(12.7) $439.9 $(587.2) $1,264.2
CONSOLIDATED PAPERS, INC.
AND SUBSIDIARY COMPANIES
CONSOLIDATING BALANCE SHEET
AS OF DECEMBER 31, 1998
Consoli-
dated
Sup- Consol- Newaygo Papers
Inter erior idated For- Forest Interna- Intraco./
Consolidated Lake Lake Re- Water eign Pro- tional Interco. Con-
Papers Papers, Superior cycled Power Sales ducts Leasing Elim- solidated
Inc. Inc. Paper Fiber Company Corp. Limited L.L.C. Condepco inations Total
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Current
Assets
Cash & market-
able secur-
ities $ 2.8 $ - $ - $ - $ - $ - $ - $ 0.4 $ - $ - $ 3.2
Receivables
(less
reserves) 105.7 25.4 14.9 1.0 0.3 - - - - - 147.3
Inventories
Finished
stock 54.6 22.9 1.3 0.1 - - - - - - 78.9
Unfinished
stock 8.7 1.7 - - - - - - - - 10.4
Raw materials
& supplies 73.3 15.9 7.4 2.9 0.2 - 0.1 - - - 99.8
136.6 40.5 8.7 3.0 0.2 0.0 0.1 0.0 0.0 0.0 189.1
Other Prepaids 47.4 0.6 (11.1) - 2.2 - - (8.1) 21.6 ( 3.9) 48.7
Total Current
Assets 292.5 66.5 12.5 4.0 2.7 0.0 0.1 (7.7) 21.6 ( 3.9) 388.3
Investment &
Other Non-
current
Assets
Stock - Sub-
sidiaries 853.2 - - - - - - - - ( 853.2) 0.0
Stock - other
companies
(at cost) 34.3 - - - 5.4 - - - - - 39.7
Commercial &
residential
property 3.1 - - - - - - - - 0.1 3.2
Other
receivables 0.2 - - 0.4 - - - - - - 0.6
Goodwill 6.1 89.9 30.5 13.7 - - - - - - 140.2
Restricted cash
related to
lease - - - - - - - - 438.4 - 438.4
Other prepaids 1.6 1.8 12.0 0.3 0.1 - - - - - 15.8
898.5 91.7 42.5 14.4 5.5 0.0 0.0 0.0 438.4 ( 853.1) 637.9
Advances to
Affiliated
Companies 606.2 0.6 97.4 350.8 - 0.8 - 270.4 15.4 (1,341.6) -
Fixed Assets
Bldgs., mach.
& equip. 2,033.8 614.1 457.1 64.8 37.3 - 1.5 315.6 - - 3,524.2
Less:
Accum-
ulated
Depre-
ciation (887.4) (48.9) (28.8) (10.2) (17.5) - (1.1) (54.4) - - (1,048.3)
1,146.4 565.2 428.3 54.6 19.8 0.0 0.4 261.2 0.0 0.0 2,475.9
Land & ripar-
ian rights 8.5 1.8 1.1 0.2 2.4 - - - - - 14.0
Timberlands
(less deple-
tion) 26.6 - - - - - 0.1 - - - 26.7
Capital add-
itions in
process 77.5 1.0 3.0 0.9 2.1 - - - - - 84.5
1,259.0 568.0 432.4 55.7 24.3 0.0 0.5 261.2 0.0 0.0 2,601.1
Deferred
Charges 0.1 - - - - - - - - - 0.1
Total Assets $3,056.3 $726.8 $584.8 $424.9 $32.5 $0.8 $0.6 $523.9 $475.4 $(2,198.6) $3,627.4
CONSOLIDATED PAPERS, INC.
AND SUBSIDIARY COMPANIES
CONSOLIDATING BALANCE SHEET
AS OF DECEMBER 31, 1998
Consoli-
dated
Sup- Consol- Newaygo Papers
Inter- erior idated For- Forest Interna- Intraco./
Consolidated Lake Lake Re- Water eign Pro- tional Interco. Con-
Papers Papers Superior cycled Power Sales ducts Leasing Elim- solidated
Inc. Inc. Paper Fiber Company Corp. Limited L.L.C. Condepco inations Total
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Current Lia-
bilities
Capital
lease
obliga-
gation $ - $ - $ - $ - $ - $ - $ - $ 18.6 $ - $ - $ 18.6
Leases
payable 4.6 - - - - - - - - - 4.6
Accounts
payable 63.1 21.2 3.2 1.2 - - - - - - 88.7
Accruals
Salaries
& wages 43.1 5.4 3.0 - - - - - - - 51.5
Interest 7.6 0.8 - - - - - - - - 8.4
Income
taxes 0.2 - - - 0.1 - - - - - 0.3
Property
taxes 7.9 1.1 2.4 0.3 - - - - - - 11.7
Payroll
taxes &
benefits 18.2 6.0 2.3 - - - - - - - 26.5
Other
accruals 7.1 2.9 1.7 0.5 0.4 - 0.1 3.9 - (3.9) 12.7
Total
Accruals 84.1 16.2 9.4 0.8 0.5 - 0.1 3.9 - (3.9) 111.1
Total Current
Liabilities 151.8 37.4 12.6 2.0 0.5 - 0.1 22.5 - (3.9) 223.0
Long-term debt
Notes Payable 1,033.0 21.6 - - - - - - - - 1,054.6
Capital lease
obligation - - - - - - - 465.6 - - 465.6
Deferred Income
Taxes 195.6 37.3 23.6 4.4 4.4 - - 86.9 (0.3) (2.4) 349.5
Post-Retir.
Health Care 93.0 54.0 1.6 - - - - - - - 148.6
Other Noncurr.
Liabilities 34.0 - - - - - - (38.4) 35.8 - 31.4
Advances from
Affil. Cos. 300.1 334.3 369.2 336.7 0.6 - 0.7 - - (1,341.6) -
Shareholders'
Investment
Preferred
Stock - 98.6 - - - - - - - ( 98.6) -
Common Stock
Cons.
Papers,
Inc. 90.7 - - - - - - - - - 90.7
Inter
Lake
Papers - 159.9 - - - - - - - ( 159.9) -
Cons.
Water
Power
Co. - - - - 1.0 - - - - ( 1.0) -
Foreign
Sales
Corp. - - - - - - - - - - -
Newaygo
Forest
Prod. - - - - - - 4.0 - - ( 4.0) -
90.7 159.9 0.0 0.0 1.0 0.0 4.0 0.0 0.0 ( 164.9) 90.7
Capital
surplus 61.7 (0.5) 124.2 72.1 0.5 - - - 393.2 ( 589.6) 61.6
Reinvested
earnings 1,106.5 (15.8) 53.6 9.7 25.5 0.8 (2.3) (12.7) 46.7 3.0 1,215.0
Cum. trans-
lation
adj. (0.2) - - - - - (1.9) - - ( 0.6) (2.7)
Treasury
stock (9.9) - - - - - - - - - (9.9)
Total 1,248.8 242.2 177.8 81.8 27.0 0.8 (0.2) (12.7) 439.9 $( 850.7) 1,354.7
Total Liabi-
lities &
Share-
holders'
Investment $3,056.3 $726.8 $584.8 $424.9 $32.5 $0.8 $0.6 $523.9 $475.4 (2,198.6) $3,627.4
WISCONSIN RIVER POWER COMPANY AND SUBSIDIARY
WISCONSIN RAPIDS, WISCONSIN
BALANCE SHEET
AS OF DECEMBER 31, 1998
ASSETS
<S> <C>
Utility Plant
At cost when constructed $ 28.1
Less: Reserve for depreciation (14.7)
13.4
Other Property and Investments
Other physical property (at cost or less) 1.1
Stock - other companies (at cost) 0.2
1.3
Current and Accrued Assets
Cash and marketable securities (at cost) 1.2
Accounts receivable - other -
Accounts receivable from associated companies 0.2
Interest received -
Materials and supplies 0.1
Prepaid expense 0.3
1.8
Deferred Debits
Land development 0.6
Other 0.4
1.0
Total Assets $ 17.5
LIABILITIES AND CAPITAL
<S> <C>
Capital Stock
Authorized 95,000 shares $100 par value $ 9.5
Less: Shares unissued (1,400) 0.1
Capital Stock Issued and Outstanding (93,600 Shares) 9.4
Current and Accrued Liabilities
Accounts payable 0.1
Dividends payable 0.9
Federal and state income taxes accrued -
Property taxes accrued 0.9
Other accrued liabilities 0.2
2.1
Deferred Credits and Other Liabilities 0.5
Postretirement Benefits 0.2
Reinvested Earnings 5.3
Total Liabilities and Capital $ 17.5
WISCONSIN RIVER POWER COMPANY AND SUBSIDIARY
WISCONSIN RAPIDS, WISCONSIN
STATEMENT OF NET INCOME AND REINVESTED EARNINGS
FOR THE TWELVE MONTH PERIOD ENDED DECEMBER 31, 1998
<S> <C>
Operating Revenue
Sales of electric energy $ 5.1
Sales of water and other operating revenue 0.3
Total Operating Revenues 5.4
Operating Expenses and Taxes
Operation 0.6
Maintenance 0.6
Administrative and General Expenses
Management and supervision fees 0.7
Injuries and damages 0.1
Other administrative and general expenses 0.2
Depreciation 0.4
Taxes
Federal and State income taxes (Note 2) 0.8
Property taxes 0.8
Other taxes -
Total Operating Expenses 4.2
Operating Income 1.2
Other Income (Deductions) (Net) (Notes 3, 4, & 5) 0.4
Income Before Interest Charges 1.6
Interest Expense -
Net Income 1.6
STATEMENT OF REINVESTED EARNINGS
Reinvested earning, January 1 6.3
Net Income, 1998 1.6
Less: Cash dividends 2.6
Reinvested Earnings, December 31, 1998 $ 5.3
Note 1 - Deferred credits and other liabilities consist of the following items:
1998
<S> <C>
Deferred Income Tax $ 0.4
Deferred Investment Tax Credit -
Other Credits and Liabilities 0.1
Total $ 0.5
Note 2 - Federal and State income taxes consist of the following items:
1998
<S> <C>
Current $ 0.8
Deferred -
Deferred Investment Tax Credit -
Total $ 0.8
Note 3 - Included in "Other Income and Deductions (Net)" are the following
income tax items:
1998
<S> <C>
Current $ -
Deferred 0.1
Investment Tax Credit Ratably Restored -
Total $ 0.1
Note 4 - Included in "Other Income and Deductions (Net)" are the following
amounts related to Wisconsin River Power Company's land development
projects. These amounts are stated on a before-tax basis. (Also see
Exhibit C.)
1998
<S> <C>
Land Development Sales $ 0.6
Less: Cost of Sales 0.4
Selling Expense 0.2
Administrative Expense 0.2
Income (Loss) Before Tax $(0.2)
Note 5 - Included in "Other Income and Deductions (Net)" are the following
amounts related to activity of the subsidiary - The Lakes Development
Company, Inc. These amounts are stated on a before-tax basis. (Also
see Exhibit D.)
1998
<S> <C>
Sales $ -
Cost of Sales -
Gross Profit 0.0
Less: Operating and Maintenance Expense -
Interest Expense -
Total Expense 0.0
Other Income -
Income (Loss) Before Tax $ 0.0
EXHIBIT "AA"
A sales analysis for Consolidated Water Power Company and Wisconsin River
Power Company for the calendar year ended December 31, 1998.
CONSOLIDATED WATER POWER COMPANY
WISCONSIN RAPIDS, WISCONSIN
SALES ANALYSIS
YEAR ENDED DECEMBER 31, 1998
Location KWH Revenue
<S> <C> <C> <C>
Electric Energy
Sold at Retail
Residential and rural Village of Biron, WI 3,819,135 $ 0.2
Residential and rural Town of Grand Rapids, WI 6,000,196 0.3
Residential and rural Town of Plover, WI 4,273,864 0.2
Residential and rural Town of Grant, WI 363,613 -
Residential and rural Wisconsin Rapids, WI 163,380 -
Total 14,620,188 0.7
Electric Energy
Sold at Wholesale
WI Power & Light Co. Wisconsin Rapids, WI - -
WI Public Service Corp. Wisconsin Rapids, WI 373,000 -
WI Public Service Corp. Stevens Point, WI - -
Total 373,000 0.0
Interco. Sales of
Electric Energy
Consolidated Papers, Inc. Wisconsin Rapids, WI 287,128,349 7.7
Consolidated Papers, Inc. Village of Biron, WI 531,664,060 14.1
Consolidated Papers, Inc. Stevens Point, WI 187,309,000 5.0
Consolidated Papers, Inc. Village of Whiting, WI 404,793,200 10.8
Total 1,410,894,609 37.6
Interco. Sales
of Water Power
Consolidated Papers, Inc. Wisconsin Rapids, WI - -
Consolidated Papers, Inc. Village of Biron, WI - -
Consolidated Papers, Inc. Village of Whiting, WI - -
Total - -
Utility Sale of Water - 0.0
Miscellaneous Income - 0.1
Total 1,425,887,797 $ 38.4
WISCONSIN RIVER POWER COMPANY
WISCONSIN RAPIDS, WISCONSIN
SALES ANALYSIS
YEAR ENDED DECEMBER 31, 1998
Location KWH* Revenue
<S> <C> <C> <C>
Electric Energy Sold
at Wholesale
Consolidated Water
Power Co. Wisconsin Rapids, WI 55,847,000 1.7
Wisconsin Power &
Light Co. Madison, WI 55,847,000 1.7
Wisconsin Public
Service Corp. Stevens Point, WI 55,847,000 1.7
Total 167,541,000 5.1
Miscellaneous Income - .3
Total 167,541,000 5.4
* Each of the three purchasers of the output of the Wisconsin River Power
Company by contract is entitled to receive and is required to pay for one-
third of the total output. The above KWH figures and all billings conform
to this contractual requirement. In practice, actual deliveries vary from
the contractual one-third as the result of system conditions existing from
time to time and such variations are equalized as soon as practicable
without any payment adjustment. Actual deliveries in 1998 were:
KWH*
Consolidated Water Power Company 55,847,000
Wisconsin Power & Light Company 55,847,000
Wisconsin Public Service Corporation 55,847,000
167,541,000
EXHIBIT 27
Financial Data Schedule of Claimant and its subsidiary companies on a
consolidated basis (official Exhibit "B").
Exhibit "C" is not applicable.
The above-named Claimant has caused this statement to be duly executed on its
behalf by its authorized officer on this 25th day of February, 1999.
CONSOLIDATED PAPERS,INC.
By /s/ Gorton M. Evans
Gorton M. Evans
President and Chief Executive Officer
CORPORATE SEAL
Attest:
/s/ Carl R. Lemke
Carl R. Lemke, Assistant Secretary
Name, title, and address of officer to whom notices and correspondence
concerning this statement should be addressed:
Carl R. Lemke, Assistant Secretary
Consolidated Papers, Inc.
P.O. Box 8050
Wisconsin Rapids, Wisconsin 54495-8050
</TABLE>
<TABLE> <S> <C>
<ARTICLE> OPUR3
<LEGEND> This schedule contains summary financial information
extracted from the December 31, 1998 consolidated balance
sheet and the consolidated statements of income,
shareholders' equity and cash flows for the twelve-month
period ended 12/31/98 is qualified in its entirety by
references to such financial statements.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-START> JAN-01-1998
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> DEC-31-1998
<BOOK-VALUE> PER-BOOK
<TOTAL-ASSETS> 3,627,486
<TOTAL-OPERATING-REVENUES> 238,012
<NET-INCOME> 102,357
</TABLE>