<PAGE> File Nos. 70-7950/70-8555
CERTIFICATE OF NOTIFICATION
(Rule 24)
SECURITIES AND EXCHANGE COMMISSION
BY
NEES GLOBAL, INC. (NG)
(Formerly NEES GLOBAL TRANSMISSION, INC. (NGT))
In accordance with the orders of the Securities and Exchange Commission
dated September 4, 1992 and May 15, 1995, the following is a corrected report
for the first quarter of 1999:
1.Effective May 1, 1998, NGT changed its name to NEES Global, Inc. (NG).
NG is a Massachusetts corporation which was formed in January 1992. NG was not
capitalized until October 13, 1992, when one thousand shares of NG common
stock were issued to New England Electric System (NEES).
On June 25, 1998, New England Water Heater Co., Inc. (NEWH), an energy-related
company, became a wholly-owned subsidiary of NG in accordance with Rule 58 of
the Act. The company's financial statements are consolidated with NG. In the
third quarter of 1998, NEWH purchased at net book value all rental water
heaters from its affiliates, Massachusetts Electric Company and The
Narragansett Electric Company.
NG is a party to an agreement with a company located in Pennsylvania to
provide ongoing work as a subcontractor for electric meter retrofit services.
The work took place in Massachusetts. No revenue was recognized in the first
quarter of 1999.
NG entered into agreements with companies located in Canada, Japan,
Massachusetts, Missouri, New Jersey, New York, Virginia, and Wisconsin to
provide consulting services. A total of $188,000 in revenue was recognized in
the first quarter of 1999.
Until January 1, 1999, NG maintained a one percent interest in AllEnergy
Marketing Co., L.L.C., a Massachusetts limited liability company (AllEnergy
MA), an affiliated "energy-related company" within the meaning of Rule 58 of
the Act. Effective January 1, 1999, AllEnergy MA merged with and into
AllEnergy Marketing Company, L.L.C., a Delaware limited liability company
(AllEnergy DE), an affiliated "energy-related company" within the meaning of
Rule 58 of the Act. NEES Energy, Inc., a wholly-owned subsidiary of New
England Electric System, is the sole member of AllEnergy DE.
2.As of March 31, 1999, NEES had purchased 1,000 shares of NG common
stock and had made subordinated loans and other paid-in capital contributions
to NG totaling $25,676,000 and $4,353,000, respectively.
3.As of March 31, 1999, NG employed no permanent personnel. However,
during the three-month period ending March 31, 1999, 70 employees of
associated companies of NEES billed portions of their time to NG.
4.As of March 31, 1999, NG had not purchased or received from associated
companies of NEES any intellectual property.
.During the three-month period ended March 31, 1999, NG received legal,
financial, and other administrative services from New England Power Service
Company, amounting to $169,000.
6.Attached in Exhibits A through C are the consolidated financial
statements of NG. These statements include a balance sheet, income statement,
and statement of cash flows. All significant intercompany transactions have
been eliminated.
In May 1995, NG invested $1,000,000 in Separation Technologies, Inc. (STI).
This investment is in the form of 153,846 shares of 6% cumulative convertible
preferred stock. NG also provides maintenance services for STI equipment on
an as needed basis, for which no revenue was recognized in the first quarter
of 1999.
In August 1997, NG invested $1,400,000 in Nexus Energy Software, Inc. in
the form of 1,000,000 shares of Series A Preferred Stock. An additional
investment of $750,000 was made in October 1998 in the form of 300,000 shares
of Series B Preferred Stock.
SIGNATURE
Pursuant to the requirements of the Public Utility Holding Company Act of
1935, the undersigned company has duly caused this certificate of notification
(Commission's File Nos. 70-7950 and 70-8555) to be signed on its behalf by the
undersigned officer thereunto duly authorized.
NEES GLOBAL, INC.
s/ John G. Cochrane
By: _________________________________
John G. Cochrane
Treasurer
Date: October 5, 1999
<PAGE>EXHIBIT INDEX
Exhibit No. Description Page
- ----------- ----------- ----
A Consolidated Balance Sheet at March 31, 1999 Filed
(Unaudited, subject to adjustment) herewith
B Consolidated Statement of Income and Filed
Accumulated Deficit for the twelve herewith
months ended March 31, 1999
(Unaudited, subject to adjustment)
C Consolidated Statement of Cash Flows Filed
for the twelve months ended herewith
March 31, 1999
(Unaudited, subject to adjustment)
<PAGE>Exhibit A
<TABLE>
NEES GLOBAL, INC.
Consolidated Balance Sheet
March 31, 1999
(Unaudited, Subject to Adjustment)
(thousands of dollars)
<CAPTION>
<S> <C>
ASSETS
- ------
Current assets:
Cash $ 451
Accounts receivable, less reserves of $200,000 903
Accounts receivable from affiliates 456
Other current assets 580
-------
Total current assets 2,390
-------
Fixed assets:
Property and equipment 20,971
Accumulated depreciation (4,635)
-------
Total fixed assets 16,336
-------
Investments at cost:
Separation Technologies, Inc. 1,000
Nexus, Inc. 2,150
-------
Total investments 3,150
-------
Total assets $21,876
=======
LIABILITIES AND PARENT COMPANY'S INVESTMENT
- -------------------------------------------
Current liabilities:
Accounts payable $ 257
Accounts payable to affiliates 178
Accrued taxes 585
Miscellaneous accrued liabilities 83
-------
Total current liabilities 1,103
-------
Accumulated deferred income taxes 836
Deferred credits and other liabilities 170
-------
Total other liabilities 1,006
Parent company's investment:
Subordinated notes payable to parent 25,676
Common stock, par value $1 per share 1
Other paid-in capital 4,353
Accumulated deficit (10,263)
-------
Total parent company's investment 19,767
-------
Total liabilities and parent company's
investment $21,876
=======
</TABLE>
<PAGE>Exhibit B
<TABLE>
NEES GLOBAL, INC.
Consolidated Statement of Income and Accumulated Deficit
For the Twelve Months Ended March 31, 1999
(Unaudited, Subject to Adjustment)
(thousands of dollars)
<CAPTION>
INCOME
- ------
<S> <C>
Rental water heater revenue $ 6,702
Consulting revenue and other 843
Equity in earnings - HydroServ Group, LLC (92)
--------
Total income 7,453
--------
EXPENSE
- -------
Operation and maintenance expenses 5,697
Write-off of investment in:
Underwater Unlimited Diving Services, Inc. 1,000
Monitoring Technologies, Inc. 475
HydroServ Group, LLC 9
Loss on sale of interest in AllEnergy Marketing Co., Inc. 220
Depreciation 1,719
Income taxes (873)
--------
Total expenses 8,247
--------
Net income (loss) $ (794)
========
Accumulated deficit at beginning of period $ (9,469)
Accumulated deficit at end of period $(10,263)
========
</TABLE>
<PAGE>Exhibit C
<TABLE>
NEES GLOBAL, INC.
Consolidated Statement of Cash Flows
For the Twelve Months Ended March 31, 1999
(Unaudited, Subject to Adjustment)
(thousands of dollars)
<CAPTION>
Operating Activities:
<S> <C>
Net loss $ (794)
Adjustments to reconcile net loss to
net cash provided by operating
activities:
Depreciation 1,719
Loss on investments 1,704
Deferred income taxes 466
(Increase)/decrease in accounts receivable (839)
(Increase)/decrease in other current assets (430)
Increase/(decrease) in accounts payable 83
Increase/(decrease) in other current liabilities 633
Other, net 946
-------
Net cash used in operating activities $ 3,488
=======
Investing Activities:
Fixed asset expenditures $(14,392)
Investment in HydroServ Group, LLC (60)
Investment in Nexus, Inc. (750)
Investment in AllEnergy Marketing Co., LLC 268
Investment in New England Water Heater Co., Inc. (4,228)
--------
Net cash used in investing activities $(19,162)
========
Financing Activities:
Subordinated notes payable to parent-net $11,677
Capital contribution from parent 4,353
-------
Net cash provided by financing activities $16,030
=======
Net increase/(decrease) in cash and cash equivalents $ 356
Cash and cash equivalents at beginning of period 95
-------
Cash and cash equivalents at end of period $ 451
=======
</TABLE>