FORM U-3A-2
File No. 69-244
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C.
Statement by Holding Company Claiming
Exemption Under Rule U-2 from the
Provisions of the Public Utility
Holding Company Act of 1935
To Be Filed Annually Prior to March 1
CONNECTICUT ENERGY CORPORATION
(Name of Company)
hereby files with the Securities and Exchange Commission, pursuant to
Rule U-2, its statement claiming exemption as a holding company from the
provisions of the Public Utility Holding Company Act of 1935. In support of
such claim for exemption the following information is submitted:
1(a) The name, state of organization, location and nature of business of
the claimant are as follows:
The name of the claimant is Connecticut Energy Corporation (the
"claimant"). The claimant is incorporated under the laws of the State of
Connecticut and has its principal place of business and executive offices
located at 855 Main Street, Bridgeport, Connecticut 06604. The claimant is
not an operating company. The business of the claimant consists of
investing in, disposing of, buying, selling and otherwise dealing in stocks,
bonds and securities of the other corporations listed below in 1(b).
1(b) The name, state of organization, location and nature of business of
every subsidiary of the claimant are as follows:
(i) The Southern Connecticut Gas Company ("Southern"). Southern is
incorporated under the laws of the State of Connecticut and has
its executive offices at 855 Main Street, Bridgeport,
Connecticut 06604. Southern is engaged in the retail
distribution and sale of natural gas for domestic, commercial
and industrial uses in southern Connecticut, primarily in the
New Haven and Bridgeport areas. Incidental to the sale of gas,
Southern sells gas water heaters, space heaters and air
conditioners. Southern is subject to the jurisdiction of the
Connecticut Department of Public Utility Control as to
accounting, rates, charges, certain operating matters and
the issuance of securities other than borrowings maturing
in twelve months or less.
(ii) SCG Gas Quest, Inc. ("Quest"). Quest is incorporated under the
laws of the State of Connecticut and has its executive offices
located at 855 Main Street, Bridgeport, Connecticut 06604.
Quest was engaged in the exploration, drilling for, production
and development of oil and gas reserves located in western New
York state. There has not been any drilling activity within
the last seven years, and as of February 1993, these
operations have been sold and the corporation has been dissolved.
(iii) SCG Pipelines, Inc. ("Pipelines"). Pipelines is incorporated
under the laws of the State of Connecticut and has its executive
offices located at 855 Main Street, Bridgeport, Connecticut
06604. Pipelines was engaged in the transportation of natural
gas, primarily from fields where it is discovered by Quest and
other parties to points where it can interconnect with an
interstate pipeline. Such activities were taking place in the
State of New York. As of February 1993, these operations have
been sold and the corporation has been dissolved.
<PAGE>
2. A brief description of the properties of the claimant and each of its
subsidiary public utility companies is as follows:
(a) The claimant -- The claimant has no properties other than the
common stock of the subsidiaries described above in 1(b).
(b) Southern -- A major portion of Southern's physical assets consists
of gas distribution facilities. As of December 31, 1993, Southern
had 2,051 miles of main and 118,098 service connections. Southern
leases its corporate headquarters building in Bridgeport and leases
an operating facility in Orange. It also owns a propane air
facility in Trumbull and certain properties in Bridgeport and
New Haven that were formerly utilized as operating facilities.
Southern leases an LNG plant in Milford. All of such assets of
Southern are located in the State of Connecticut. Substantially
all of Southern's utility properties and plant are subject to
the lien of the indenture securing its first mortgage bonds.
Southern has no producing field, gas manufacturing plants,
or pipelines which receive gas at the Connecticut border.
3. During the last calendar year and to date, only Southern has been an
operating public utility company, and the following figure, therefore, relates
to it alone:
(a) During the calendar year 1993, Southern sold 27,408,628 MCF of
natural or manufactured gas at retail.
(b) None
(c) None
(d) None
<PAGE>
EXHIBIT A
Attached as Exhibit A is a consolidating statement of income and surplus
of the claimant and its subsidiary companies for calendar year 1993, together
with a consolidating balance sheet of the claimant and its subsidiary
companies as of the close of such calendar year.
The above-named claimant has caused this statement to be duly executed
on its behalf by its authorized officers on this 24th day of February, 1994.
CONNECTICUT ENERGY CORPORATION
(Name of Claimant)
By /s/ J. R. Crespo
J. R. Crespo, Chairman,
President and Chief
Executive Officer
(Corporate Seal)
Attest:
/s/ Carol A. Forest
Carol A. Forest, Vice President, Finance,
Chief Financial Officer and Treasurer
Name, title and address of officer to whom notices and correspondence
concerning this statement should be addressed:
J. R. Crespo, Chairman, President & CEO
(Name) (Title)
Connecticut Energy Corporation, 855 Main Street, Bridgeport, Connecticut 06604
(Address)
<TABLE>
CONNECTICUT ENERGY CORPORATION
CONSOLIDATING INCOME STATEMENT
YEAR ENDED DECEMBER 31, 1993
EXHIBIT A
<CAPTION>
ADJUSTMENTS
SOUTHERN SCG SCG CEC ELIMINATIONS TOTAL
ACCOUNT DESCRIPTION CT GAS GAS QUEST PIPELINES HOLDING DEBIT CREDIT CEC
<S> <C> <C> <C> <C> <C> <C> <C>
OPERATING REVENUES $215,288,944 $24,671 $215,313,615
PURCHASED GAS 114,849,465 114,849,465
- ------------------------------------------------------------------------------------------------------------------------------
GROSS INCOME 100,439,479 24,671 100,464,150
OPERATING EXPENSES
OPERATIONS 42,318,370 22,831 443 7,715 42,349,359
MAINTENANCE 3,681,029 3,681,029
DEPN/DEPLN/AMORTZTN. 12,249,319 12,249,319
TAXES OTHER THAN INCOME 15,679,059 (1,073) 15,677,986
CCBT - CURRENT 311,842 6,345 16 12,234 330,437
FED INCOME TAXES-CURRENT 1,223,518 60,338 70,278 30,065 1,384,199
FED INCOME TAXES-DEFERRED 1,960,808 182,476 2,143,284
- ------------------------------------------------------------------------------------------------------------------------------
TOTAL OPERATING EXPENSES 77,423,945 89,514 69,664 50,014 182,476 77,815,613
OPERATING INCOME 23,015,534 (64,843) (69,664) (50,014) (182,476) 22,648,537
ALLOW FOR FUNDS DUR CONST 155,963 155,963
OTHER, NET (242,388) 108,471 108,471 182,476 (59,912)
LEASED LAND INCOME 21,471 21,471
- ------------------------------------------------------------------------------------------------------------------------------
TOTAL INCOME 22,950,580 (64,843) (69,664) 58,457 (290,947) 182,476 22,766,059
INCOME DEDUCTIONS
INT ON L.T. DEBT & AMORTRTN 10,362,837 10,362,837
OTHER INTEREST, NET 1,475,303 108,471 1,366,832
SUB PREFERRED ST DIV 31,272 31,272
MISC INCOME DEDUCT 722,263 30,878 37,023 790,164
- ------------------------------------------------------------------------------------------------------------------------------
TOTAL OTHER DEDUCTIONS 12,591,675 30,878 37,023 108,471 12,551,105
NET INCOME TO COMMON $ 10,358,905 ($95,721) ($106,687) $58,457 ($290,947) $290,947 $ 10,214,954
============ ========= ========== ======= ========== ======== ============
</TABLE>
<TABLE>
CONNECTICUT ENERGY CORPORATION
CONSOLIDATING BALANCE SHEET
DECEMBER 31, 1993
EXHIBIT A
<CAPTION>
ADJUSTMENTS
SOUTHERN CEC ELIMINATIONS TOTAL
ACCOUNT DESCRIPTION CT GAS HOLDING DEBIT CREDIT CEC
<S> <C> <C> <C> <C> <C>
ASSETS
UTILITY PLANT
INTANGIBLES $ 140,693 $ 140,693
PRODUCTION 3,313,637 3,313,637
STORAGE 6,093,515 6,093,515
DISTRIBUTION 283,544,732 283,544,732
GENERAL 22,871,018 22,871,018
- ----------------------------------------------------------------------------------------------------------
SUB TOTAL 315,963,595 315,963,595
CONST. WORK IN PROGRESS 2,511,274 2,511,274
NON UTILITY PROPERTY 9,436 9,436
- ----------------------------------------------------------------------------------------------------------
TOTAL PP&E 318,484,305 318,484,305
LESS: ACCUM. DEPN. 95,124,792 95,124,792
- ----------------------------------------------------------------------------------------------------------
NET PP&E 223,359,513 223,359,513
CURRENT ASSETS
CASH 757,373 2,390,161 3,147,534
ACCOUNTS RECEIVABLE
TRADE 35,676,164 35,676,164
OTHER 719,876 227,712 947,588
INTERCOMPANY 32,747 32,747
- ----------------------------------------------------------------------------------------------------------
SUBTOTAL 36,428,787 227,712 32,747 36,623,752
LESS: BAD DEBT ALLOW. 3,679,578 3,679,578
- ----------------------------------------------------------------------------------------------------------
NET ACCTS. RECEIVABLE 32,749,209 227,712 32,747 32,944,174
UNBILLED REVENUES 7,585,894 7,585,894
UNRECOV. PURCH GAS COSTS 10,649,462 10,649,462
FUEL STOCK 15,723,093 15,723,093
PREPAID EXPENSES 1,530,022 1,530,022
- ----------------------------------------------------------------------------------------------------------
TOTAL CURRENT ASSETS 68,995,053 2,617,873 32,747 71,580,179
OTHER ASSETS
INVESTMENT IN SUBS 69,672,477 69,672,477
UNAMORTIZED DEBT EX 6,440,590 6,440,590
OTHER DEFERRED DEBITS 56,437,397 148 3,652,274 60,089,819
- ----------------------------------------------------------------------------------------------------------
TOTAL OTHER ASSETS 62,877,987 69,672,625 3,652,274 69,672,477 66,530,409
TOTAL ASSETS $355,232,553 $72,290,498 $3,652,274 $69,705,224 $361,470,101
============ =========== ========== =========== ============
</TABLE>
<TABLE>
CONNECTICUT ENERGY CORPORATION
CONSOLIDATING BALANCE SHEET
DECEMBER 31, 1993
EXHIBIT A
<CAPTION>
ADJUSTMENTS
SOUTHERN CEC ELIMINATIONS TOTAL
ACCOUNT DESCRIPTION CT GAS HOLDING DEBIT CREDIT CEC
<S> <C> <C> <C> <C> <C>
CAPITALIZATION
COMMON STOCK $ 18,760,951 $ 7,530,924 $18,760,951 $ 7,530,924
CAPITAL STOCK EXPENSE (636,182) (2,233,190) (2,869,372)
CAPITAL IN EXCESS OF PAR VALUE 46,424,637 74,948,432 54,732,854 66,640,215
ADJUSTMENT FOR MIN. PENSION LIAB. 108,148 (108,148)
RETAINED EARNINGS 36,442,202 (8,002,182) $3,821,328 32,261,348
- -----------------------------------------------------------------------------------------------------------
SUBTOTAL 100,991,608 72,243,984 73,601,953 3,821,328 103,454,967
LONG-TERM DEBT 120,511,000 120,511,000
- -----------------------------------------------------------------------------------------------------------
TOTAL CAPITALIZATION 221,502,608 72,243,984 73,601,953 3,821,328 223,965,967
CURRENT LIABILITIES
SHORT-TERM BORROWINGS 38,900,000 38,900,000
CURRENT PORT OF LT DEBT 594,500 594,500
ACCOUNTS PAYABLE 16,109,585 7,356 16,116,941
REFUNDS DUE CUSTOMERS 993,444 993,444
FEDERAL CORP TAXES 6,177,024 3,640 6,180,664
STATE CORP TAXES (173,090) 1,391 (171,699)
PROPERTY TAXES 4,794,910 4,794,910
OTHER ACCRUED TAXES 2,862,499 1,380 2,863,879
ACCOUNTS PAY-INTERCO 32,747 32,747
INTEREST PAYABLE 2,321,595 2,321,595
OTHER ACCR LIAB 2,536,747 2,536,747
CUSTOMERS' DEPOSITS 2,314,148 2,314,148
- -----------------------------------------------------------------------------------------------------------
TOTAL CURRENT LIABILITIES 77,431,362 46,514 32,747 77,445,129
OTHER LIABILITIES
DEF FEDERAL INC TAX 48,050,890 55,713 47,995,177
DEF INVEST TAX CREDIT 4,072,628 4,072,628
OTHER 4,175,065 3,816,135 7,991,200
- -----------------------------------------------------------------------------------------------------------
TOTAL OTHER LIABILITIES 56,298,583 55,713 3,816,135 60,059,005
TOTAL CAPITAL & LIABILITIES $355,232,553 $72,290,498 $73,690,413 $7,637,463 $361,470,101
============ =========== =========== ========== ============
</TABLE>
<TABLE>
CONNECTICUT ENERGY CORPORATION
CONSOLIDATING STATEMENT OF CHANGES IN RETAINED EARNINGS
EXHIBIT A
<CAPTION>
THE
CONNECTICUT SOUTHERN SCG GAS SCG
ENERGY CONNECTICUT QUEST PIPELINES ADJUSTMENTS
CORPORATION GAS CO. INC. INC. ELIMINATIONS CONSOLDIATED
- ---------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
BALANCE -
DEC. 31, 1992 ($2,511,370) $35,524,749 ($4,309,811) ($ 954,215) $3,821,328 $31,570,681
ADD: NET INCOME 58,457 10,390,177 (95,721) (106,687) 10,246,226
LESS: PREFERRED STOCK
DIVIDENDS (31,272) (31,272)
LESS: COMMON STOCK
DIVIDENDS (82,835) (9,441,452) (9,524,287)
TRANS.-RETAIN. EARNINGS (5,466,434) 4,405,532 1,060,902 -0-
- ---------------------------------------------------------------------------------------------------------------------------
BALANCE -
DEC. 31, 1993 ($8,002,182) $36,442,202 $ -0- $ -0- $3,821,328 $32,261,348
============ =========== =========== =========== ========== ===========
</TABLE>