UNITED STATES OF AMERICA
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Application of Northeast )
) CERTIFICATE PURSUANT TO
Utilities, Charter Oak Energy ) RULE 24 UNDER THE PUBLIC
) UTILITY HOLDING COMPANY ACT
Inc. and COE Development ) OF 1935
)
Corp. on Form U-1 )
)
(File No. 70-8062) )
Pursuant to the requirements of Rule 24 under the Public Utility Holding
Company Act of 1935, Charter Oak Energy, Inc. ("Charter Oak"), a wholly-owned
subsidiary of Northeast Utilities ("NU"), a registered holding company,
hereby files this quarterly report as required by the Securities and Exchange
Commission's supplemental order authorizing preliminary development
activities and financing related to such activities and to acquisitions of
interests in exempt wholesale generators ("EWGs") and foreign utility
companies ("FUCOs") by Charter Oak (HCAR. No. 25977, January 24, 1994; File
No. 70-8062).
(1) BALANCE SHEET AS OF MARCH 31, 1994:
Attached as Exhibit A.
(2) INCOME STATEMENT FOR THE QUARTER ENDED MARCH 31, 1994:
Attached as Exhibit B.
(3) GENERAL DESCRIPTION OF THE ACTIVITIES OF CHARTER OAK FOR THE QUARTER
ENDED MARCH 31, 1994, AND OF THE PROJECTS IN WHICH CHARTER OAK OR ITS
SUBSIDIARIES HAVE AN INTEREST.
During the first quarter of 1994, pursuant to the permission granted by
the Commission in the December 30, 1992 (HCAR. No. 25726), and the January 24
(HCAR. No. 25977) orders, Charter Oak, through its wholly-owned subsidiary
COE Development Corporation ("COE Development"), has participated in
preliminary development activities for potential qualifying cogeneration and
small power production facilities (collectively, "QFs"), independent power
projects ("IPPs"), EWGs, and FUCOs. These activities have been performed by
COE Development both on its own and with unaffiliated third parties. The
relationships between COE Development and such unaffiliated third parties
have been in the form of cost-sharing contractual arrangements and have not
involved the formation of corporations, partnerships, joint ventures or other
business entities.
On January 24, 1994, the Commission authorized NU (HCAR. No. 25977) to
make investments in Charter Oak, and Charter Oak to make investments in COE
Development, in the amount of up to $100 million, through December 30, 1994,
for preliminary development activities and for acquisitions of interests in
QFs, EWGs, FUCOs, and IPPs. This authorization includes preliminary
development of domestic projects as well as exploration of the potential for
development of private power projects abroad. The Commission reserved
jurisdiction over (1) guarantees and assumptions of liability for EWGs and
FUCOs made for additional development activities, including construction and
permanent financing and (2) the rendering of services by Charter Oak
employees or other service company employees to affiliated EWGs and FUCOs.
On January 28, 1994, COE Argentina I Corp. filed with the Federal Energy
Regulatory Commission ("FERC") an Application of COE Argentina I Corp. for
Determination of Status as an Exempt Wholesale Generator (Docket No. EG94-
19). In COE Argentina I Corp., 66 FERC Paragraph 61,320 (1994), the FERC
determined that COE Argentina I Corp. is an "exempt wholesale generator".
The application was for the acquisition of 51% of the Hidroelectrica Los
Nihuiles SA, a 265 MW hydro plant in the Republic of Argentina. COE
Argentina I Corp. through SEI Inversora S.A. submitted a bid to acquire the
51% share of the project, however, the bid was unsuccessful.
COE Development, through its unaffiliated third party Merrill
International Limited, is engaged in preliminary development activities
associated with an 84 MW natural gas-fired project located in the Republic of
Argentina.
Charter Oak, through its wholly-owned subsidiary Charter Oak (Paris),
Inc., pursuant to the permission granted by the Commission (HCAR. No. 24893),
has an approximately 10% beneficial equity ownership interest in a 213 MW
gas-fired operational qualifying cogeneration facility in Paris, Texas.
On September 24, 1993, NU was granted permission (HCAR. No. 70-8084) to
invest up to $7 million in Charter Oak for the purchase of an interest in two
non-utility subsidiaries to own an interest in a foreign utility company,
Encoe Partners. Encoe Partners is a general partnership formed for the sole
purpose of building, owning and operating a power generating facility in the
United Kingdom ("Power Plant") and acquiring a one-third interest in certain
rights and obligations under a power contract. The Power Plant is 2.176 MW
and will produce power by harnessing the pressure in the natural gas pipeline
feeding the 1,875 MW Teesside Project in Teesside, Wilton, Cleveland,
England. This transaction was completed by Charter Oak on the close of
business on September 30, 1993 by acquiring interests in two non-utility
subsidiary companies, COE (UK) Corp. and COE (GENCOE) Corp.
At this time, none of the other projects Charter Oak is currently pursuing
are sufficiently defined enough to move beyond the preliminary development
stage and therefore are not contained in this report.
SIGNATURE
Pursuant to the requirements of the Public Utility Holding Company Act
of 1935, the undersigned company has duly caused this Certificate to be
signed on its behalf by the undersigned thereunto duly authorized.
Charter Oak Energy, Inc.
/s/ Eugene G. Vertefeuille
Principal
Charter Oak Energy, Inc.
34 Hopmeadow Street
P.O. Box 576
Simsbury, CT 06070-0576
May 26, 1994
EXHIBIT A
CHARTER OAK ENERGY, INC. AND SUBSIDIARIES
-----------------------------------------
CONSOLIDATED BALANCE SHEETS (UNAUDITED)
---------------------------------------
<TABLE>
<CAPTION>
March 31,
---------------------------
1994 1993
------------ ------------
(Thousands of Dollars)
<S> <C> <C>
ASSETS
- ------
Utility Plant, at original cost:
Electric $ 52 $ 49
Less: Accumulated provision for
depreciation 43 36
------------ ------------
Total net utility plant 9 13
------------ ------------
Other Investments, at cost 6,634 2,253
------------ ------------
Current Assets:
Cash 1,565 2,012
Taxes receivable 1,950 878
Receivables from affiliated companies - 290
Prepayments - 186
------------ ------------
3,515 3,366
------------ ------------
Deferred Charges:
Accumulated deferred income taxes 399 399
Deferred development costs 3,587 2,246
Other 573 970
------------ ------------
4,559 3,615
------------ ------------
Total Assets $ 14,717 $ 9,247
============ ============
CAPITALIZATION AND LIABILITIES
- ------------------------------
Capitalization:
Common stock $ - $ -
Capital surplus, paid in 22,958 14,300
Retained earnings (8,780) (5,178)
------------ ------------
Total capitalization 14,178 9,122
------------ ------------
Minority interest in common equity
of subsidiaries 27 -
------------ ------------
Current Liabilities:
Accounts payable 259 89
Accounts payable to affiliated companies 165 12
Taxes accrued 62 -
Other 26 24
------------ ------------
512 125
------------ ------------
Total Capitalization and Liabilities $ 14,717 $ 9,247
============ ============
</TABLE>
CHARTER OAK ENERGY, INC. AND SUBSIDIARIES EXHIBIT B
CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
---------------------------------------------
<TABLE>
<CAPTION>
Three Months Ended
March 31,
---------------------------
1994 1993
------------ ------------
(Thousands of Dollars)
<S> <C> <C>
Operating Revenues $ - $ -
------------ ------------
Operating Expenses:
Operation and maintenance 1,638 832
Depreciation 232 2
Federal and state income taxes (759) (348)
Taxes other than income taxes 6 1
------------ ------------
Total operating expenses 1,117 487
------------ ------------
Operating Loss (1,117) (487)
------------ ------------
Other Income:
Investment income (loss) 23 (76)
Other, net 13 -
------------ ------------
Total other income 36 (76)
------------ ------------
Loss before interest charges (1,081) (563)
------------ ------------
Interest Charges 1 1
------------ ------------
Loss before minority interest in earnings (1,082) (564)
in subsidary
Minority interest in earnings in subsidary (14) -
------------ ------------
Net Loss $ (1,068) $ (564)
============ ============
</TABLE>
