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Previous: MARYLAND TAX EXEMPT TRUST SERIES 1/, NSAR-U, 1999-02-26 |
Next: GENERAL AMERICAN SEPARATE ACCOUNT TWO, 485APOS, 1999-02-26 |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM U-3A-2
File No. 69-242
Statement by Holding Company Claiming Exemption Under Rule
U-3A-2 from the Provisions of the Public Utility Holding
Company Act of 1935 (the Act)
To Be Filed Annually Prior to March 1
ENERGEN CORPORATION
(Name of company)
hereby files with the Securities and Exchange Commission (the 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, and submits
the following information:
1. The claimant Energen Corporation, an Alabama corporation, is a holding
company with the following direct and indirect subsidiaries. Unless otherwise
noted, each subsidiary is an Alabama corporation:
Alabama Gas Corporation is a natural gas distribution company and has
the following subsidiary:
Midtown NGV, Inc. is in the business of marketing natural gas as
a vehicle fuel.
Energen Resources Corporation is an oil and gas exploration and
production company. Formerly named Taurus Exploration U.S.A., Inc.,
it is the surviving corporation of its September 30, 1998 merger with
Taurus Exploration, Inc. Energen Resources Corporation has the
following subsidiaries:
Energen Resources MAQ, Inc., a Delaware corporation was
acquired October 15, 1998 and is an oil and gas exploration and
production company with the following subsidiary:
Horse Creek Trading and Compression Company,
a Delaware corporation, is in the business of gas gathering
and compression.
(Since Energen Resources MAQ, Inc. was acquired after the
end of the 1998 fiscal year, neither it nor Horse Creek
Trading and Compression Company is included in the attached
consolidating financial statements.)
Basin Pipeline Corp., which prior to September 30, 1998, was a
direct subsidiary of Energen Corporation, is in the business of
gathering and transporting natural gas and coalbed methane.
Energen Resources TEAM, Inc. is an owner and operator
of coalbed methane properties.
EGN Services, Inc. is a wholesale distributor of gas appliances.
American Heat Tech, Inc. has a passive investment in a company
that owns certain high temperature combustion technology patents,
licenses and royalty rights.
A former subsidiary, Graves Well Drilling Company, Inc., was dissolved
during the first quarter of fiscal 1998.
The business address of the Claimant and each of its subsidiaries is:
605 21st Street North
Birmingham, Alabama 35203-2707
2. Alabama Gas Corporation, one of the Claimant's subsidiaries, is a "gas
utility company" under the provisions of Section 2(a)(4) of the Act and is
regulated by the Alabama Public Service Commission. The properties of Alabama
Gas Corporation consist primarily of gas distribution systems serving
communities in central and northwest Alabama. Alabama Gas Corporation also owns
facilities for the liquefaction, storage, and revaporization of liquid natural
gas; warehouses; office buildings; and other miscellaneous equipment and prope
rty. The Federal Power Commission (now Federal Energy Regulatory Commission),
by order issued September 21, 1954 in Docket No. G-2575, has declared Alabama
Gas Corporation to be exempt from the provisions of the Natural Gas Act, 15
U.S.C. 717 (c). Neither Claimant nor any of its subsidiaries other than Alabama
Gas Corporation is a "gas utility company" under the provisions of Section
2(a)(4) of the Act.
3. The following is information for the last fiscal year with respect to
Claimant and its subsidiary public utility company, Alabama Gas Corporation:
a. Mcf of natural or manufactured gas distributed at retail:
44,785,000 Mcf. MCF of natural or manufactured gas transported on
behalf of end users: 70,563,000 Mcf
b. Mcf of natural or manufactured gas distributed at retail outside
the State in which each such company is organized: None
c. Mcf of natural or manufactured gas sold at wholesale outside the
State in which such company is organized, or at the State line:
None
d. Mcf of natural or manufactured gas purchased outside the State
in which each such company is organized or at the State line:
43,917,472 Mcf
4. The Claimant does not hold directly or indirectly any interest in an
EWG or a foreign utility company.
A consolidating statement of income and retained earnings of the Claimant
and its subsidiary companies for the last fiscal year ended September 30, 1998,
together with a consolidating balance sheet of Claimant and its subsidiary
companies as of the close of such fiscal year is attached hereto as Exhibit A
and made a part hereof. An EDGAR Financial Data Schedule is attached hereto as
Exhibit B. Exhibit C with respect to an EWG or foreign utility company is not
applicable to Claimant.
The above-named Claimant has caused this statement to be duly executed on
its behalf by its authorized officer on this 25 day of February, 1999.
ENERGEN CORPORATION
(Name of Claimant)
By /s/ Wm. Michael Warren, Jr.
Wm. Michael Warren, Jr.
Its Chairman of the Board
CORPORATE SEAL
ATTEST:
By /s/ J. David Woodruff, Jr.
J. David Woodruff, Jr.
Its Assistant Secretary
Name, title and address of officer to whom notices and correspondence concerning
this statement should be addressed:
J. David Woodruff, Jr.
Assistant Secretary
605 21st Street North
Birmingham, Alabama 35203-2707
Exhibit 1
ENERGEN CORPORATION
Consolidating Statement of Income
Year Ended September 30, 1998
Unaudited
(in thousands of dollars)
[CAPTION]
<TABLE>
Energen Alabama Energen EGN American
Consolidated Elims Parent* Gas** Resources Service Heattech
***
<S> <C> <C> <C> <C> <C> <C> <C>
Operating
Revenues
Natural gas
distribution $369,940 0 0 $369,940 0 0 0
Oil and gas
production 134,099 0 0 0 $134,099 0 0
Other 661 0 0 0 661 0 0
Intercompany
eliminations (2,073) ($2,073) 0 0 0 0 0
- ----------- -------- ------- ------ -------- -------- ----- -----
Total operation
reveneus 502,627 (2,073) 0 369,940 134,760 0 0
Operating
Expenses
Cost of gas 174,051 (2,073) 0 176,124 0 0 0
Operations 138,766 0 $1,157 89,377 48,219 0 $13
Maintenance 9,610 0 0 9,520 90 0 0
Depreciation,
depletion and
amortization 80,999 0 0 25,153 55,846 0 0
Taxes, other
than income taxes 37,716 0 0 28,103 9,613 0 0
taxes
Total
operating
expenses 441,142 (2,073) 1,157 328,277 113,768 0 13
Operating 61,485 0 (1,157) 41,663 20,992 0 (13)
income
Other Income
(Expense)
Interest (30,001) 522 (134) (10,221) (20,130) ($38) 0
expense
Dividends on
preferred stock
of subsidiary 0 0 0 0 0 0 0
Allowance for
funds
used during
construction 400 0 0 400 0 0 0
Other, net 2,144 (522) 690 145 537 735 559
Total
other income (27,457) 0 556 (9,676) (19,593) 697 559
(expense)
Income Before
Income 34,028 0 (601) 31,987 1,399 697 546
Taxes
Income taxes (2,221) 0 (216) 11,400 (13,896) 258 233
Net Income 36,249 0 (385) 20,587 15,295 439 313
Retained
Earnings @ Beginning of
Period 112,356 (150,088) 112,356 106,894 43,319 1,478 (1,603)
Less Common
Stock
Dividends (18,181) 7,276 (18,181) (7,276) 0 0 0
Net Income
From
Subsidiaries 0 (36,634) 36,634 0 0 0 0
Other (144) 0 (144) 0 0 0 0
Decreases
Retained $130,280 ($179,446) $130,280 $120,205 $58,614 $1,917 ($1,290)
Earnings @
End of Period
* Includes
$143,000
pre-tax gain
on
dissolution
of
Graves Well
Drilling Co.,
Inc.
** Includes transactions
and balances of
its subsidiary
Midtown NGV
*** Includes transactions
and balances of
its affiliate
Energen TEAM Inc. and
of its subsidiary
Basin Pipeline Corp.
</TABLE>
ENERGEN
CORPORATION
Consolidating Balance Sheet
September 30, 1998
Unaudited
(in thousands of dollars)
[CAPTION]
<TABLE>
Energen Alabama Energen EGN American
Consolidated Elims Parent Gas ** Resources Services Heattech
***
<S> <C> <C> <C> <C> <C> <C> <C>
Property
Plant and
Equipment
Utility Plant $632,165 $0 $0 $632,165 $0 $0 $0
Less: A/D 307,488 0 0 307,488 0 0 0
Utility 324,677 0 0 324,677 0 0 0
plant, net
Oil & gas 516,040 0 0 0 516,040 0 0
properties
Less: A/D 88,306 0 0 0 88,306 0 0
Oil and gas 427,734 0 0 0 427,734 0 0
properties,
net
Other 3,933 0 0 318 3,541 74 0
property, net
Property,plant &
equipment, net 756,344 0 0 324,995 431,275 74 0
Current Assets
Cash 2,660 0 1,506 1,222 (188) 32 88
Temporary
cash investments 100,571 0 99,822 0 0 200 549
Accounts 67,720 (48,944) 48,289 36,174 30,962 1,239 0
receivable
Allowance for
doubtful (3,547) 0 0 (3,482) 0 (65) 0
accounts
Inventories 33,288 0 0 30,151 1,616 1,521 0
Deferred gas cost 1,774 0 0 1,774 0 0 0
Prepayments &
other 3,418 0 45 2,112 1,289 (28) 0
Deferred taxes 12,569 778 0 10,470 1,321 0 0
Total
current assets 218,453 (48,166) 149,662 78,421 35,000 2,899 637
Other assets
Notes 281 0 0 0 281 0 0
receivable
Deferred charges
and other 18,377 (345,197) 328,520 4,733 30,708 0 (387)
Total other
assets 18,658 (345,197) 328,520 4,733 30,989 0 (387)
Total Assets $993,455 ($393,363) $478,182 $408,149 $497,264 $2,973 $250
** Includes
transactions and
balances of
its subsidiary
Midtown NGV
*** Includes
transactions
and balances of
its affiliate
Energen TEAM Inc. and
of its
subsidiary
Basin
Pipeline Corp.
</TABLE>
ENERGEN
CORPORATION
Consolidating
Balance SHEET
September 30, 1998
Unaudited
(in thousands
of dollars)
[CAPTION]
<TABLE>
Energen Alabama Energen EGN American
Consolidated Elims Parent Gas ** Resources Services Heattech
***
<S> <C> <C> <C> <C> <C> <C> <C>
Capitalization
Common
shareholders'equity
Common stock $293 ($24) $293 $20 $2 $1 $1
Treasury
stock (873) 0 (873) 0 0 0 0
Premium on capital
stock 195,874 (154,870) 229,752 6,682 112,405 0 1,905
Capital
surplus 2,802 (25,000) 0 27,802 0 0 0
Deferred
compensation
obligation 873 0 873 0 0 0 0
Retained
earnings 130,280 (148,370) 99,204 120,205 58,614 1,917 (1,290)
Total common
shareholders'
equity 329,249 (328,264) 329,249 154,709 171,021 1,918 616
Minority
preferred
stock 0 0 0 0 0 0 0
Long-term
debt 372,782 0 0 119,650 253,132 0 0
Total capitalization
702,031 (328,264) 329,249 274,359 424,153 1,918 616
Current Liabilities
LTD due in
one year 7,209 0 0 5,350 1,859 0 0
Notes payable
to banks 153,000 0 138,000 15,000 0 0 0
Accounts
payable 33,533 (48,944) 0 25,955 55,792 1,018 (288)
Accrued taxes 21,255 0 165 19,428 1,542 2 118
Customers'
deposits 16,344 0 0 16,344 0 0 0
Amounts due
customers 12,070 0 0 12,070 0 0 0
Accrued wages
& benefits 15,299 0 10,554 4,217 443 85 0
Other 25,531 778 (14) 11,915 12,923 (54) (17)
Total current
liabilities 284,241 (48,166) 148,705 110,279 72,559 1,051 (187)
Deferred Credits
and Other
Liabilities
Deferred income
taxes 0 (16,933) (28) 17,136 0 4 (179)
Deferred investment
tax credits 2,661 0 0 2,661 0 0 0
Other
liabilities 4,522 0 256 3,714 552 0 0
Total deferred
credits and other
liabilities 7,183 (16,933) 228 23,511 552 4 (179)
Total Capital
& Liabilities $993,455 ($393,363) $478,182 $408,149 $497,264 $2,973 $250
** Includes transactions and
balances of its
subsidiary Midtown NGV
***Includes transactions
and balances of its
affiliate Energen TEAM Inc.
and its subsidiary
Basin Pipeline Corp.
</TABLE>
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