File No. 69-292
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
Form U-3A-2 for 1993
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
QUESTAR CORPORATION
(Name of Company)
hereby files with the Securities and Exchange Commission, pursuant to Rule
U-3A-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. 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.
Questar Corporation ("Questar" or the "Company") is a Utah
corporation with its principal executive office and principal place of
business at 180 East First South Street, P.O. Box 11150, Salt Lake City,
Utah 84147. On October 2, 1984, the Company filed an initial Form U-3A-2
with the Securities and Exchange Commission following a holding company
reorganization in which Mountain Fuel Supply Company ("Mountain Fuel")
became a subsidiary of Questar. Questar subsequently filed a Form U-3A-2
on March 1, 1985, and on or before each subsequent March 1 to the present
time.
As a parent company, Questar provides certain administrative
services, e.g., personnel, legal, public relations, tax, financial, and
audit, to companies within the consolidated group. Questar has direct
subsidiaries: Mountain Fuel, a Utah corporation; Entrada Industries, Inc.,
a Utah corporation ("Entrada"); Questar Pipeline Company, a Utah
corporation ("Questar Pipeline"); Questar Service Corporation, a Utah
corporation ("Questar Service"); Universal Resources Corporation, a Texas
corporation ("URC"); Questar Development Corporation, a Utah corporation
("Questar Development"); and Questar Telecom, Inc., a Utah corporation
("Questar Telecom"). The Company owns 100 percent of the common stock
issued by each of these directly held subsidiaries.
Mountain Fuel is engaged in the retail distribution of natural gas in
the states of Utah, Wyoming, and Idaho. Mountain Fuel also transports
natural gas for industrial users in Utah and Wyoming. Mountain Fuel's
activities in Utah and Wyoming are subject to regulation by the respective
Public Service Commissions in those states. Mountain Fuel sells and
transports natural gas to one customer with two meters in Colorado. This
isolated activity is not subject to the jurisdiction of the Colorado Public
Utilities Commission. Mountain Fuel's customers in Idaho are served under
the provisions of its Utah tariff. Pursuant to a special contract with the
Idaho Public Utilities Commission, Mountain Fuel's Idaho natural gas
service is regulated by the Public Service Commission of Utah.
Questar Pipeline currently gathers, processes, transports and stores
natural gas in interstate commerce in the Rocky Mountain states of Utah,
Wyoming, and Colorado. (As of September 1, 1993, Questar Pipeline ceased
to sell gas for resale in interstate commerce.) Questar Service owns data
processing and communications equipment and systems and performs data
processing and communications services for other members of the
consolidated group. URC is engaged in the exploration, production, and
development of oil and natural gas, primarily in Texas and Oklahoma. URC
also markets natural gas to industrial end-users and other customers
throughout the Rocky Mountain and the Pacific Northwest areas. Questar
Development is engaged in business planning and development activities and
through a subsidiary, Interstate Land Corporation, owns and operates real
estate. Questar Telecom was organized to conduct telecommunication
services; it owns and operates specialized mobile radio systems in the
western United States. Questar has agreed to sell Questar Telecom to
Nextel Communications, Inc.; the sale should be closed during the second
quarter of 1994.
With the exception of Mountain Fuel, none of these companies is a
"public utility company" as that term is defined in the Public Utility
Holding Company Act of 1935, as amended (the "Act"). Mountain Fuel,
Questar Service, and Questar Development have their principal executive
offices at 180 East First South Street, Salt Lake City, Utah. Questar
Pipeline and URC have their principal executive offices at 79 South State
Street, Salt Lake City, Utah. Questar Telecom's principal executive office
is 660 South 200 East, Salt Lake City, Utah.
Entrada engages in various businesses not subject to state utility
regulation through its two direct subsidiaries: Wexpro Company ("Wexpro"),
which conducts oil and gas development and production activities on certain
producing properties for the benefit of Mountain Fuel in the Rocky Mountain
region; and Celsius Energy Company ("Celsius"), which engages in oil and
gas exploration and related development and production activities
throughout the western United States. Neither Entrada nor either of its
subsidiaries is a "public utility company," as such term is defined in the
Act. All three companies have their principal offices at 79 South State
Street, Salt Lake City, Utah.
Questar does not have any interest, direct or indirect, in any exempt
wholesale generator 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.
Mountain Fuel, which is a "public utility company" for purposes of
the Act, was distributing natural gas to 550,184 sales and transportation
customers (defined as active meters) in Utah, southwestern Wyoming,
southeastern Idaho, and western Colorado as of year-end 1993. Of these
customers, 528,789 were located in Utah, 20,258 were located in
southwestern Wyoming, 1,135 were located in southeastern Idaho, and two
were located in western Colorado. (Mountain Fuel has one transportation
customer in Colorado that has two meters.) Mountain Fuel owns and operates
approximately 16,946 miles of street mains, service lines and
interconnecting pipelines in its distribution system, including
approximately 16,045 miles in its Utah distribution system.
Under the terms of a settlement agreement among Mountain Fuel, Wexpro
and various state parties ending several years of litigation, Mountain Fuel
owns the natural gas produced from gas reservoirs that were productive as
of August 1, 1981. Most of these productive reservoirs are located in
southwestern Wyoming and northwestern Colorado; most of the gas produced
from such reservoirs is distributed to Mountain Fuel's retail natural gas
customers. Gas owned by Mountain Fuel but produced from reservoirs outside
the location of pipelines owned by Questar Pipeline is generally sold to or
exchanged with other companies. Gas owned by Mountain Fuel (including
related royalty gas) constituted about 54 percent of Mountain Fuel's total
gas supply in 1993 and is reflected in Mountain Fuel's rates at
"cost-of-service" prices.
As of September 1, 1993, Mountain Fuel became directly responsible
for gas acquisition activities. Questar Pipeline transports the gas
volumes purchased directly by Mountain Fuel and also transports the
cost-of-service-gas owned by Mountain Fuel and produced by Wexpro.
Mountain Fuel takes delivery of gas from Questar Pipeline at various points
in Utah and Wyoming. Mountain Fuel does not currently own any interstate
transmission lines or gas manufacturing plants. URC markets natural gas,
but does not own any distribution facilities in connection with such
activities.
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.
During the 1993 calendar year, Mountain Fuel sold 85,883,000
decatherms ("Dth") of natural gas, including 79,369,000 Dth at retail, and
transported 53,105,000 Dth of natural gas. (Mountain Fuel generally
reports volumes in Dth; a Dth is equal to ten therms or one million Btu's.
In Mountain Fuel's gas system, each Mcf of natural gas contains
approximately 1.07 Dth.) (For purposes of this report, Mountain Fuel's
"retail" customers are general service or residential and commercial
customers. The term "wholesale" refers to industrial sales.) Mountain
Fuel's total revenues for 1993 were $402,391,000, of which $368,499,000
were attributable to its operations in Utah, $18,344,000 were attributable
to its operations in Wyoming, $213,000 were attributable to its operations
in Colorado, and $730,000 were attributable to its operations in Idaho.
(Mountain Fuel's total 1993 revenues of $402,391,000 included $14,605,000
in addition to revenues from gas deliveries.) Mountain Fuel did not
distribute any manufactured gas during such calendar year. Questar (the
parent) did not make any retail distributions of natural gas or
manufactured gas during 1993. Neither Questar Pipeline nor URC made any
retail sales of natural gas or manufactured gas during 1993.
(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.
During the 1993 calendar year, Mountain Fuel distributed at retail
3,791,000 Dth of natural gas outside the state of Utah, Mountain Fuel's
state of incorporation.
(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.
During 1993, Mountain Fuel sold at wholesale outside the state of
Utah, or at the state line of such state, 314,000 Dth of natural gas.
Mountain Fuel, during 1993, also transported 5,372,000 Dth of natural gas
to customers in Wyoming and Colorado. Mountain Fuel did not sell at
wholesale any manufactured gas during 1993. Questar itself did not sell at
wholesale any natural gas or manufactured gas during 1993.
(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.
During the 1993 calendar year, Mountain Fuel purchased 13,957,000 Dth
of natural gas or approximately 16 percent of its total gas supply outside
the state of Utah or at the state line. Questar itself did not purchase
any gas volumes.
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 company for the
generation, transmission and distribution of electric energy for sale
or for the distribution at retail of natural or manufactured gas.
None. Questar does not have any interest, direct or indirect, in any
exempt wholesale generator or foreign utility company.
(b) Name of each system company that holds an interest in such
EWG or foreign utility company; and description of the interest held.
None. Questar does not have any interest, direct or indirect, in any
exempt wholesale generator or foreign utility company.
(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.
None. Questar does not have any interest, direct or indirect, in any
exempt wholesale generator or foreign utility company.
(d) Capitalization and earnings of the EWG or foreign utility
company during the reporting period.
None. Questar does not have any interest, direct or indirect, in any
exempt wholesale generator or foreign utility company.
(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 agreements(s).
Questar does not have any interest, direct or indirect, in any exempt
wholesale generator or foreign utility company.
UNDERTAKING
Questar hereby undertakes that it will not issue any shares of its
authorized preferred stock unless, on a pro forma basis giving effect to
such issuance, (1) consolidated earnings of Questar and its subsidiaries
available for interest and dividends for a period of 12 consecutive
calendar months within the 15 calendar months immediately preceding the
issuance of such stock, determined in accordance with generally accepted
accounting principles, would be at least one and one-half times the sum of
the annual interest requirements on consolidated long-term debt of Questar
(including current maturities and excluding interest charges on
indebtedness to be retired by the application of proceeds from the issuance
of such shares or in connection with the transaction in which such shares
are issued) and the annual dividend requirements on shares of preferred
stock of Questar and its subsidiaries; (2) the aggregate outstanding
long-term debt (including current maturities) of Questar and its
subsidiaries on a consolidated basis is less than or equal to 60 percent of
the capitalization of Questar and its subsidiaries on a consolidated basis;
and (3) Questar's common stock represents at least 35 percent of the
capitalization of Questar and its subsidiaries on a consolidated basis.
For purposes of the foregoing, consolidated earnings of Questar and its
subsidiaries available for interest and dividends shall be determined on an
after-tax basis and shall be the sum of income before extraordinary items
and interest expense; pro forma income available for interest and dividends
and pro forma interest charges shall include income and interest charges of
businesses acquired, or proposed to be acquired, in conjunction with the
issuance of Questar preferred stock, for the pro forma periods, regardless
of whether the company acquired shall be accounted for on a
pooling-of-interests basis or otherwise, provided that such earnings
available for interest and dividends is determinable for the acquired
business in accordance with generally accepted accounting principles; and
consolidated capitalization shall include long-term debt (including current
maturities), preferred stock and any premium thereon, and the sum of the
common equity accounts of the company, all as prepared in accordance with
generally accepted accounting principles.
Questar has not issued any shares of its authorized preferred stock
and has no current plans to do so.
EXHIBIT A
A consolidating statement of income and surplus of the claimant and
its subsidiary companies as of the close of such calendar year, together
with a consolidating balance sheet of claimant and its subsidiary companies
as of the close of such calendar year.
The following exhibits are attached to and made a part of this
filing:
Exhibit A-1 Consolidating Statement of Income of Questar
Corporation and Subsidiaries as of December 31, 1993.
Exhibit A-2 Consolidated Statements of Common Shareholders' Equity,
Questar Corporation and Subsidiaries.
Exhibit A-3 Consolidating Balance Sheet, Questar Corporation and
Subsidiaries as of December 31, 1993.
Exhibit A-4 Consolidating Balance Sheet, Entrada Industries, Inc.,
and subsidiaries as of December 31, 1993.
EXHIBIT B
Questar is required to submit this U-3A-2 electronically. The
requirement to file financial data schedules has been delayed.
EXHIBIT C
An organization chart showing the relationship of each EWG or foreign
utility company to associate companies in the holding-company system.
None.
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, 1994.
[corporate seal] QUESTAR CORPORATION
Attest:
/s/Connie C. Holbrook By /s/W. F. Edwards
Connie C. Holbrook W. F. Edwards
Vice President and Senior Vice President and
Secretary Chief Financial Officer
Name, title and address of officer to whom notices and correspondence
concerning this statement should be addressed:
Connie C. Holbrook
Vice President & Secretary
Questar Corporation
180 East First South, P.O. Box 11150
Salt Lake City, Utah 84147
<TABLE>
EXHIBIT A-1
QUESTAR CORPORATION AND SUBSIDIARIES
CONSOLIDATING STATEMENT OF INCOME
YEAR ENDED DECEMBER 31, 1993
(In Thousands)
<CAPTION>
Mountain Combined Combined Total
Fuel Questar E&P Other Before
Supply Pipeline Operations Operations Elim. Elim. Consolid.
<S> <C> <C> <C> <C> <C> <C> <C>
REVENUES $400,225 $41,354 $217,669 $1,182 $660,430 $0 $660,430
Intercompany transactions 2,166 130,274 58,778 26,961 218,179 218,179 0
TOTAL REVENUES 402,391 171,628 276,447 28,143 878,609 218,179 660,430
OPERATING EXPENSES:
Natural gas purchases 230,139 56,022 127,312 413,473 188,973 224,500
Operating and maintenance 92,486 48,356 36,769 19,402 197,013 28,178 168,835
Depreciation and amortization 23,244 14,084 44,614 4,816 86,758 0 86,758
Other taxes 10,013 3,915 17,337 778 32,043 0 32,043
Wexpro settlement agreement-
oil income sharing 0 0 1,028 1,028 1,028 0
TOTAL OPERATING EXPENSES 355,882 122,377 227,060 24,996 730,315 218,179 512,136
OPERATING INCOME 46,509 49,251 49,387 3,147 148,294 0 148,294
INTEREST AND OTHER INCOME 1,692 (139) 475 5,195 7,223 2,206 5,017
EARNINGS FROM AFFILIATES 0 128 204 (1,717) (1,385) 0 (1,385)
DEBT EXPENSE (15,423) (13,114) (2,090) (5,563) (36,190) (2,206) (33,984)
INCOME BEFORE INCOME TAXES 32,778 36,126 47,976 1,062 117,942 0 117,942
INCOME TAXES 7,709 12,851 11,651 1,267 33,478 0 33,478
INCOME FROM
CONTINUING OPERATIONS 25,069 23,275 36,325 (205) 84,464 0 84,464
LOSS FROM DISCONTINUED
OPERATIONS (2,772) (2,772) (2,772)
NET INCOME $25,069 $23,275 $36,325 ($2,977) $81,692 $0 $81,692
</TABLE>
<PAGE>
<TABLE>
QUESTAR CORPORATION COMBINED E&P OPERATIONS
CONSOLIDATING STATEMENT OF INCOME
YEAR ENDED DECEMBER 31, 1993
(In Thousands)
<CAPTION>
Combined
Celsius Universal E&P E&P
Energy Wexpro Resources Elim. Operations
<S> <C> <C> <C> <C> <C>
REVENUES $17,701 $15,767 $184,201 $0 217,669
Intercompany transactions 36,788 50,045 12,714 (40,769) 58,778
TOTAL REVENUES 54,489 65,812 196,915 (40,769) 276,447
OPERATING EXPENSES:
Natural gas purchases 3,806 0 164,103 (40,597) 127,312
Operating and maintenance 11,167 15,646 10,128 (172) 36,769
Depreciation and
amortization 21,345 12,154 11,115 44,614
Other taxes 5,083 10,026 2,228 17,337
Wexpro settlement agreement-
oil income sharing 0 1,028 0 1,028
TOTAL OPERATING EXPENSES 41,401 38,854 187,574 (40,769) 227,060
OPERATING INCOME 13,088 26,958 9,341 0 49,387
INTEREST AND OTHER INCOME 110 374 (9) 475
EARNINGS FROM AFFILIATES 0 0 204 204
DEBT EXPENSE (1,143) (279) (668) (2,090)
INCOME BEFORE INCOME TAXES 12,055 27,053 8,868 0 47,976
INCOME TAXES (511) 9,642 2,520 11,651
INCOME FROM
CONTINUING OPERATIONS $12,566 $17,411 $6,348 $0 $36,325
</TABLE>
<PAGE>
<TABLE>
QUESTAR CORPORATION COMBINED OTHER OPERATIONS
CONSOLIDATING STATEMENT OF INCOME
YEAR ENDED DECEMBER 31, 1993
(In Thousands)
<CAPTION>
Combined
Questar Questar Questar Other
Develop. Service Telecom Questar Entrada Operations
<S> <C> <C> <C> <C> <C> <C>
REVENUES $326 $855 $0 $1 $0 $1,182
Intercompany transactions 1,494 25,409 0 58 0 26,961
TOTAL REVENUES 1,820 26,264 0 59 0 28,143
OPERATING EXPENSES:
Operating and maintenance 1,434 18,962 0 (1,532) 538 19,402
Depreciation and amortization 73 4,551 0 162 30 4,816
Other taxes 221 255 0 303 (1) 778
TOTAL OPERATING EXPENSES 1,728 23,768 0 (1,067) 567 24,996
OPERATING INCOME 92 2,496 0 1,126 (567) 3,147
INTEREST AND OTHER INCOME 625 51 0 4,322 197 5,195
EARNINGS FROM AFFILIATES (1,717) 0 0 0 0 (1,717)
DEBT EXPENSE (212) (573) 0 (4,745) (33) (5,563)
INCOME BEFORE INCOME TAXES (1,212) 1,974 0 703 (403) 1,062
INCOME TAXES 195 803 0 465 (196) 1,267
INCOME FROM
CONTINUING OPERATIONS (1,407) 1,171 0 238 (207) (205)
LOSS FROM DISCONTINUED
OPERATIONS (2,772) (2,772)
NET INCOME ($1,407) $1,171 ($2,772) $238 ($207) ($2,977)
</TABLE>
<PAGE>
<TABLE>
EXHIBIT A-2
QUESTAR CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMMON SHAREHOLDERS' EQUITY
<CAPTION>
Note
Common Stock Retained Treasury Stock Receivable
Shares Amount Earnings Shares Amount from ESOP
(Dollars in Thousands)
<S> <C> <C> <C> <C> <C> <C>
Balances at January 1, 1991 40,475,892 $269,014 $257,495 (1,960,548) ($33,376) ($32,660)
Issuance of common stock 755,087 14,492 19,064 306
1991 net income 64,033
Payment of dividends
Preferred stock (904)
Common stock - $1.01 per
share (39,098)
Income tax benefit of
dividends paid to ESOP 835
Purchase of treasury stock (12,994) (294)
Collection of note receivable
from ESOP 2,125
Balances at December 31, 1991 41,230,979 283,506 282,361 (1,954,478) (33,364) (30,535)
Issuance of common stock 503,139 10,349 41,333 707
1992 net income 80,637
Payment of dividends
Preferred stock (800)
Common stock - $1.04 per
share (41,088)
Income tax benefit of
dividends paid to ESOP 580
Purchase of treasury stock (26,060) (659)
Collection of note receivable
from ESOP 2,116
Balances at December 31, 1992 41,734,118 293,855 321,690 (1,939,205) (33,316) (28,419)
Issuance of common stock 379,217 9,648 51,864 899
1993 net income 81,692
Payment of dividends
Preferred stock (695)
Common stock - $1.09 per
share (43,610)
Income tax benefit of
dividends paid to ESOP 560
Purchase of treasury stock (56,595) (1,979)
Collection of note receivable
from ESOP 1,617
Balances at December 31, 1993 42,113,335 $303,503 $359,637 (1,943,936) ($34,396) ($26,802)
</TABLE>
<PAGE>
<TABLE>
EXHIBIT A-3
QUESTAR CORPORATION AND SUBSIDIARIES
CONSOLIDATING BALANCE SHEET
DECEMBER 31, 1993
(In Thousands of Dollars)
<CAPTION>
Mountain Questar Universal Questar Questar Entrada
Questar Interco. Questar Fuel Service Resources Pipeline DevelopmentIndustries
Cons. Elim. Corp. Supply Co. Corp. Corp. Co. Corp. Inc.
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
CURRENT ASSETS
Cash and short-term
investments $6,365 $1,627 $2,312 ($507) $1,917 $1,341 $167 ($492)
Notes receivable from
affiliates 0 ($87,900) 79,100 0 0 4,000 0 4,800
Accounts and notes receivable 138,866 (37,226) 4,952 81,668 2,352 36,698 11,191 361 38,870
Inventories 29,928 23,972 0 1,887 2,394 1,675
Prepaid expenses and deposits 11,384 719 4,739 1,099 646 2,268 73 1,840
TOTAL CURRENT ASSETS 186,543 (125,126) 86,398 112,691 2,944 45,148 17,194 601 46,693
PROPERTY, PLANT AND EQUIPMENT 2,024,394 1,426 710,100 36,048 159,491 561,108 6,195 550,026
Less allowances for
depreciation 871,734 1,153 267,314 22,253 90,984 189,279 280 300,471
NET PROPERTY, PLANT
AND EQUIPMENT 1,152,660 0 273 442,786 13,795 68,507 371,829 5,915 249,555
INVESTMENT IN AND ADVANCES
TO AFFILIATES 13,224 (614,884) 614,884 0 844 7,145 5,235 $0
INVESTMENT IN DISCONTINUED
OPERATIONS 29,498 29,498
OTHER ASSETS 35,762 480 25,550 6 0 9,726
$1,417,687 ($740,010) $731,533 $581,027 $16,745 $114,499 $405,894 $11,751 $296,248
CURRENT LIABILITIES
Short-term loans $78,300 $78,300 0 $0 0
Notes payable to affiliates 0 ($82,900) 8,800 $57,800 $300 $0 $3,000 $6,100 $6,900
Accounts payable and
accrued expenses 104,217 (37,226) 5,535 57,878 2,284 $42,087 11,077 105 22,477
Federal income taxes payable 1,867 1,295 1,186 634 (518) 242 310 (1,282)
Other taxes payable 12,980 1 5,684 177 819 1,349 34 4,916
Purchased gas adjustments 25,727 25,727
TOTAL CURRENT LIABILITIES 223,091 (120,126) 93,931 148,275 3,395 42,388 15,668 6,549 33,011
LONG-TERM DEBT 371,713 (5,000) 35,000 158,000 5,000 10,000 134,487 226 34,000
DEFERRED CREDITS 45,632 2,207 27,163 312 2,002 2,276 279 11,393
DEFERRED INVESTMENT TAX CREDITS 8,089 7,941 0 148
DEFERRED INCOME TAXES 159,695 (1,547) 49,923 807 (3,574) 67,187 (96) 46,995
CUMULATIVE PREFERRED STOCK 7,525 7,525
COMMON SHAREHOLDERS' EQUITY
Common stock 303,503 (43,146) 303,503 22,974 277 5,999 6,551 3,036 4,309
Additional paid-in capital (145,865) 21,875 4,724 58,325 57,034 3,907 0
Retained earnings 359,637 (425,873) 359,637 137,351 2,230 (641) 122,543 (2,150) 166,540
Treasury stock at cost (34,396) 0 (34,396) 0 0
Note receivable from ESOP (26,802) 0 (26,802)
TOTAL COMMON
SHAREHOLDERS' EQUITY 601,942 (614,884) 601,942 182,200 7,231 63,683 186,128 4,793 170,849
$1,417,687 ($740,010) $731,533 $581,027 $16,745 $114,499 $405,894 $11,751 $296,248
</TABLE>
<PAGE>
<TABLE>
EXHIBIT A-4
ENTRADA INDUSTRIES, INC. AND SUBSIDIARIES
CONSOLIDATING BALANCE SHEET
DECEMBER 31, 1993
(In Thousands of Dollars)
<CAPTION>
Entrada Celsius
Entrada Interco. Industries Wexpro Energy
Cons. Elim. Inc. Co. Co.
<S> <C> <C> <C> <C> <C>
CURRENT ASSETS
Cash and short-term
investments ($492) $55 ($583) $36
Notes receivable from
affiliates 4,800 0 4,800 0 0
Accounts and notes receivable 38,870 ($306) 3,552 20,934 14,690
Inventories 1,675 0 1,224 451
Prepaid expenses and deposits 1,840 2 818 1,020
TOTAL CURRENT ASSETS 46,693 (306) 8,409 22,393 16,197
PROPERTY, PLANT AND EQUIPMENT 550,026 2,665 228,105 319,256
Less allowances for
depreciation 300,471 1,896 119,353 179,222
NET PROPERTY, PLANT AND
EQUIPMENT 249,555 0 769 108,752 140,034
INVESTMENT IN AFFILIATES 0 (169,538) 169,538 0
$296,248 ($169,844) $178,716 $131,145 $156,231
CURRENT LIABILITIES
Notes payable to affiliates $6,900 $0 $0 $2,100 $4,800
Accounts payable and accrued
expenses 22,477 ($306) $1,148 11,889 9,746
Federal income taxes payable (1,282) 22 768 (2,072)
Other taxes payable 4,916 653 0 4,263
TOTAL CURRENT LIABILITIES 33,011 (306) 1,823 14,757 16,737
LONG-TERM DEBT 34,000 0 18,000 16,000
DEFERRED CREDITS 11,393 7,381 3,663 349
DEFERRED INCOME TAXES 46,995 (1,337) 17,879 30,453
COMMON SHAREHOLDER'S EQUITY
Common stock 4,309 (67,917) 4,309 22,517 45,400
Additional paid-in capital 0 (34,774) 0 34,774
Retained earnings 166,540 (66,847) 166,540 54,329 12,518
TOTAL COMMON SHAREHOLDER'S
EQUITY 170,849 (169,538) 170,849 76,846 92,692
$296,248 ($169,844) $178,716 $131,145 $156,231
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