UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-K/A
(Mark One)
(X) ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1999
OR
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
For the transition period from to
Commission File Number 1-8809
SCANA CORPORATION
(Exact name of registrant as specified in its charter)
SOUTH CAROLINA 57-0784499
(State or other jurisdiction of (IRS employer
incorporation or organization) identification no.)
1426 MAIN STREET, COLUMBIA, SOUTH CAROLINA 29201
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code (803) 217-9000
Securities registered pursuant to 12(b) of the Act:
Title of each class Name of each exchange on which registered
Common Stock, without par value New York Stock Exchange
Securities registered pursuant to 12(g) of the Act:
None
(Title of class)
Indicate by check mark whether the registrant: (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes x No
Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. [ ]
The aggregate market value of the voting stock held by nonaffiliates of
the registrant was $2,487,726,284 at February 29, 2000, based on a price of
$23.8125. The total number of shares outstanding at February 29, 2000 was
104,730,049.
DOCUMENTS INCORPORATED BY REFERENCE: Specified sections of the Registrant's 2000
Proxy Statement, dated March 17, 2000, in connection with its 2000 Annual
Meeting of Stockholders, are incorporated by reference in Part III hereof.
The undersigned registrant hereby amends the following items, financial
statements, exhibits or other portions of its Annual Report on Form 10-K for the
year ended December 31, 1999, as set forth in the pages attached hereto:
Item 8: Financial Statements and Supplementary Data
The above item has been amended to include the Financial
Statements for the Company's Stock Purchase-Savings Plan and the
Independent Auditors' Report thereon.
Item 14: Exhibits, Financial Statement Schedules and Reports on Form 8-K
The above item has been amended to include the Financial
Statements for the Company's Stock Purchase-Savings Plan and the
Independent Auditors' Report thereon and Consent to the incorporation
of such report in the Company's registration statements under the
Securities Act of 1933, as amended.
PART II
ITEM 8: FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
TABLE OF CONTENTS OF CONSOLIDATED FINANCIAL
STATEMENTS AND SUPPLEMENTARY FINANCIAL DATA
*Independent Auditors' Report
Consolidated Financial Statements:
*Consolidated Balance Sheets as of December 31, 1999 and 1998
*Consolidated Statements of Income and Retained Earnings for the years
ended December 31, 1999, 1998 and 1997
*Consolidated Statements of Cash Flows for the years ended December 31,
1999, 1998 and 1997
*Consolidated Statements of Capitalization as of December 31, 1999 and 1998
*Consolidated Statements of Changes in Common Equity for the years ended
December 31, 1999, 1998 and 1997.
*Notes to Consolidated Financial Statements
Information required to be disclosed in supplemental financial statement
schedules is included in the consolidated financial statements or in the notes
thereto.
Stock Purchase-Savings Plan: Page
**Independent Auditors' Report................................. 4
**Financial Statements and Notes thereto....................... 5
* Previously filed with Form 10-K.
** Filed herein.
<PAGE>
PART IV
Item 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K
(a) Documents filed as a part of this report:
(1) Financial Statements and Schedules:
See above for amended Table of Contents of Consolidated Financial
Statements and Supplementary Financial Data of the Company's
Annual Report on Form 10-K.
(2) Exhibits:
* Exhibits required to be filed with this Annual Report on Form 10-K are
listed in the following Exhibit Index. Certain of such exhibits which
have heretofore been filed with the Securities and Exchange Commission
and which are designated by reference to their exhibit numbers in prior
filings are incorporated herein by reference and made a part hereof.
** The Consent of the Independent Auditors (Exhibit 23.03)is filed
herein.
As permitted under Item 601(b)(4)(iii), instruments defining the
rights of holders of long-term debt of less than $400,000,000, or 10
percent of the total consolidated assets of the Company and its
subsidiaries, have been omitted and the Company agrees to furnish a
copy of such instruments to the Commission upon request.
(b) Reports on Form 8-K during the fourth quarter of 1999 were as follows:
None
* Previously filed with Form 10-K.
** Filed herein.
<PAGE>
TO PARTICIPATING EMPLOYEES:
For your information there are submitted herewith the financial statements of
the Stock Purchase-Savings Plan for the years ended December 31, 1999, 1998 and
1997, together with related Notes and Independent Auditors' Report.
s/K. B. Marsh
K. B. Marsh
Chairman of the SCANA Corporation
Stock Purchase-Savings Plan Committee
INDEPENDENT AUDITORS' REPORT
SCANA CORPORATION
STOCK PURCHASE-SAVINGS PLAN:
We have audited the accompanying Statements of Financial Position of the SCANA
Corporation Stock Purchase-Savings Plan (the "Plan") as of December 31, 1999 and
1998, and the related Statements of Changes in Participants' Equity for each of
the three years in the period ended December 31, 1999. These financial
statements are the responsibility of the Plan's Management. Our responsibility
is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with auditing standards generally accepted
in the United States of America. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by the Plan's Management, as well as evaluating the
overall financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.
In our opinion, such financial statements present fairly, in all material
respects, the financial position of the Plan as of December 31, 1999 and 1998
and the changes in participants' equity for each of the three years in the
period ended December 31, 1999 in conformity with accounting principles
generally accepted in the United States of America.
Our audits were conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules of (1) assets
held for investment purposes as of December 31, 1999 and (2) reportable
transactions for the year ended December 31, 1999 are presented for the purpose
of additional analysis and are not a required part of the basic financial
statements, but are supplementary information required by the Department of
Labor's Rules and Regulations for Reporting and Disclosure under the Employee
Retirement Income Security Act of 1974. These schedules are the responsibility
of the Plan's Management. Such schedules have been subjected to the auditing
procedures applied in our audit of the basic 1999 financial statements and, in
our opinion, are fairly stated in all material respects when considered in
relation to the basic financial statements taken as a whole.
s/Deloitte & Touche LLP
DELOITTE & TOUCHE LLP
Columbia, South Carolina
March 13, 2000
<PAGE>
<TABLE>
<CAPTION>
SCANA CORPORATION
STOCK PURCHASE-SAVINGS PLAN
STATEMENTS OF FINANCIAL POSITION
As of December 31, 1999 and 1998
(Thousands of Dollars)
<S> <C> <C> <C> <C> <C>
ACQUIRED WITH ACQUIRED WITH
EMPLOYEE COMPANY
CONTRIBUTIONS CONTRIBUTIONS
SCANA MONEY U.S. SCANA
TOTAL COMMON MARKET SAVINGS COMMON
December 31, 1999 PLAN STOCK FUND BONDS STOCK
------------------- ---------------------------------------------------
Assets:
Investments in Securities:
SCANA Corporation - 9,678,078
shares of common stock - at
market value (cost - $222,309)
(Note 1) ...................... $260,098 $138,855 $ - $ - $121,243
Evergreen Select Treasury........ 295 - 295 - -
United States Savings Bonds -
Series E & EE - at cost........ 72 - - 72 -
-----------------------------------------------------
Total Investments in
Securities.................. 260,465 138,855 295 72 121,243
Loans to Participants
(Note 2)........................ 13,435 13,434 1 - -
Receivable from SCANA
Corporation - Dividends......... 1,816 981 - - 835
----------------------------------------------------
TOTAL ASSETS.............. $275,716 $153,270 $296 $72 $122,078
====================================================
PARTICIPANTS' EQUITY (Note 4).... $275,716 $153,270 $296 $72 $122,078
====================================================
ACQUIRED WITH ACQUIRED WITH
EMPLOYEE COMPANY
CONTRIBUTIONS CONTRIBUTIONS
SCANA U.S. SCANA
TOTAL COMMON SAVINGS COMMON
December 31, 1998 PLAN STOCK BONDS STOCK
----------------- -----------------------------------------
Assets:
Investments in Securities:
SCANA Corporation - 8,943,402 shares of common stock - at market value (cost -
$201,160)
(Note 1)....................... $288,425 $148,079 $ - $140,346
United States Savings Bonds -
Series E & EE - at cost........ 283 - 283 -
--------------------------------------------
Total Investments in
Securities.................. 288,708 148,079 283 140,346
Loans to Participants
(Note 2)........................ 16,213 16,213 - -
Receivable from SCANA
Corporation - Dividends......... 3,419 1,753 - 1,666
--------------------------------------------
TOTAL ASSETS.............. $308,340 $166,045 $283 $142,012
============================================
PARTICIPANTS' EQUITY (Note 4).... $308,340 $166,045 $283 $142,012
============================================
See Notes to Financial Statements.
<PAGE>
SCANA CORPORATION
STOCK PURCHASE-SAVINGS PLAN
STATEMENTS OF CHANGES IN PARTICIPANTS' EQUITY
For the years ended December 31, 1999, 1998 and 1997
(Thousands of Dollars)
<S> <C> <C> <C> <C> <C>
ACQUIRED WITH ACQUIRED WITH
EMPLOYEE COMPANY
CONTRIBUTIONS CONTRIBUTIONS
SCANA MONEY U.S. SCANA
Year Ended TOTAL COMMON MARKET SAVINGS COMMON
December 31, 1999 PLAN STOCK FUND BONDS STOCK
Investment Income - Dividends
on Common Stock of SCANA
Corporation and Other............ $ 12,476 $ 6,978 $ 2 $ - $ 5,496
Transfers from SCANA Stock to
Money Market Fund................ - (67) 67 - -
Contributions (Note 2):
Company and Participating
Subsidiaries.................... 10,127 - - - 10,127
Participating Employees.......... 12,103 11,857 246 - -
---------------------------------------------------
Total....................... 34,706 18,768 315 - 15,623
Distributions to Participants..... 20,131 7,696 19 211 12,205
Net Depreciation in Market
Value of Common Stock of
SCANA Corporation (Note 3)...... (47,199) (23,847) - - (23,352)
--------------------------------------------------
Net Decrease in
Participants' Equity............. (32,624) (12,775) - (211) (19,934)
Participants' Equity, Beginning
of Year.......................... 308,340 166,045 - 283 142,012
--------------------------------------------------
Participants' Equity,
End of Year (Note 4)............. $275,716 $153,270 $296 $ 72 $122,078
=================================================
<S> <C> <C> <C> <C>
ACQUIRED WITH ACQUIRED WITH
EMPLOYEE COMPANY
CONTRIBUTIONS CONTRIBUTIONS
SCANA U.S. SCANA
Year Ended TOTAL COMMON SAVINGS COMMON
December 31, 1998 PLAN STOCK BONDS STOCK
Investment Income - Dividends
on Common Stock of SCANA
Corporation and Other............ $ 14,651 $ 7,951 $ - $ 6,700
Net Appreciation in Market
Value of Common Stock
of SCANA Corporation (Note 3).... 19,611 9,991 - 9,620
Contributions (Note 2):
Company and Participating
Subsidiaries.................... 9,478 - - 9,478
Participating Employees.......... 10,580 10,580 - -
-----------------------------------------------
Total....................... 54,320 28,522 - 25,798
Distributions to Participants..... 29,914 11,338 11 18,565
-----------------------------------------------
Net Increase (Decrease)
in Participants' Equity.......... 24,406 17,184 (11) 7,233
Participants' Equity, Beginning
of Year.......................... 283,934 148,861 294 134,779
-----------------------------------------------
Participants' Equity,
End of Year (Note 4)............. $308,340 $166,045 $283 $142,012
===============================================
<PAGE>
<S> <C> <C> <C> <C>
ACQUIRED WITH ACQUIRED WITH
EMPLOYEE COMPANY
CONTRIBUTIONS CONTRIBUTIONS
SCANA U.S. SCANA
Year Ended TOTAL COMMON SAVINGS COMMON
December 31, 1997 PLAN STOCK BONDS STOCK
----------------- -------------------------------------------
Investment Income - Dividends
on Common Stock of SCANA
Corporation and Other............ $ 14,245 $ 7,512 $ - $ 6,733
Net Appreciation in Market Value
of Common Stock of SCANA
Corporation (Note 3) 27,855 13,931 - 13,924
Contributions (Note 2):
Company and Participating
Subsidiaries.................... 8,855 - - 8,855
Participating Employees.......... 9,729 9,729 - -
---------------------------------------------
Total....................... 60,684 31,172 - 29,512
Distributions to Participants..... 24,366 10,109 26 14,231
---------------------------------------------
Net Increase (Decrease) in
Participants' Equity............. 36,318 21,063 (26) 15,281
Participants' Equity, Beginning
of Year.......................... 247,616 127,798 320 119,498
---------------------------------------------
Participants' Equity,
End of Year (Note 4)............. $283,934 $148,861 $294 $134,779
=============================================
See Notes to Financial Statements.
</TABLE>
<PAGE>
SCANA CORPORATION
STOCK PURCHASE-SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
1. Significant Accounting Policies:
Basis of Accounting
The accompanying financial statements have been prepared on the accrual
basis of accounting.
Investments
Common stock investments in the accompanying financial statements are
stated at market value. Money market funds and savings bonds are stated at cost,
which approximates fair value. Loans to participants are stated at cost plus
accrued interest which approximates fair value.
Use of Estimates
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets, liabilities, and changes
therein, and disclosure of contingent assets and liabilities. Actual results
could differ from those estimates.
2. Plan Information:
The following description of the Stock Purchase-Savings Plan (Plan) provides
only general information. Participants should refer to the plan agreement for a
complete description of the Plan's provisions. Costs of administering the Plan
are paid by the Plan sponsor, SCANA Corporation (Company).
The Plan is designed to encourage voluntary systematic savings by employees
with the Company's and participating subsidiaries' contributions as an added
incentive. To be eligible to participate in the plan, an employee must be
receiving eligible earnings from the Company and/or participating subsidiaries,
or would be receiving eligible earnings except for a leave of absence authorized
by the Company under the established personnel practices and has attained the
age of 18. Also, there is no time of service requirements. The Company and
participating subsidiaries match employee contributions made through payroll
deductions of up to 6% of eligible earnings. Employees may contribute up to an
additional 9% of eligible earnings which are not matched by the Company's and
participating subsidiaries' contributions. Employee contributions are invested
in common stock of the Company or, prior to November 1, 1988, such contributions
could, as an alternative, have been invested in United States Savings Bonds.
Effective January 1, 1999, the Plan was amended to include the Evergreen Select
Treasury Money Market Fund (managed by First Capital Group of First Union
Bank)as an additional investment option for Participant contributions only. This
fund invests in short-term U. S. Treasury obligations and repurchase agreements
backed by U. S. Treasury obligations. The Company's and participating
subsidiaries' contributions are invested only in shares of common stock of the
Company. Company and participating subsidiaries' contributions are fully and
immediately vested.
The Plan was amended effective December 1, 1999 to add an employee
stock ownership plan feature. Thus, the Plan consists of two portions beginning
December 1, 1999. The first portion is a profit sharing plan intended to qualify
under Code Sections 401(a), 401(k) and 401(m). The second portion (the assets of
which are invested in the Common Stock Fund) is both a stock bonus plan and an
employee stock ownership plan intended to qualify under Code Sections 401(a) and
4975(e) (7), respectively, and as such is designed to invest primarily in
qualifying employer securities of SCANA Corporation. As a result, effective
January 1, 2000, dividends payable on SCANA Corporation Common Stock allocated
to the employee stock ownership plan feature will be distributed to Plan
participants. Alternatively, participants who are actively employed by SCANA
Corporation, its subsidiaries or related companies, can elect on an annual basis
not to receive a distribution of dividends payable from the Plan. For those
participants who do not make an annual election and those participants who are
not on a payroll of SCANA Corporation, all dividends on SCANA Corporation Common
Stock will be distributed as soon as practical after they are paid to the Plan.
Purchases and sales of common stock are made at regular intervals each
month. Total shares purchased during the month are allocated to Participants'
accounts as of month end using the average purchase price of such stock for the
month. Shares sold during the first fifteen calendar days of a month are removed
from Participants' accounts as of the fifteenth day of such month. Shares sold
after the fifteenth calendar day are removed from Participants' accounts as of
the last day of such month. Gains and losses from the sale of shares are
recorded based on average cost and average sales price. Participants who sell
shares prior to the fifteenth calendar day of the month in which a dividend
record date occurs are not eligible to receive dividend income for those shares
when the dividend is subsequently paid. Dividends are recorded on the
ex-dividend date.
The Plan, as amended, allows Participants to contribute up to 15% of
eligible earnings on an after-tax basis (Regular Savings) or before-tax basis
(Tax Deferred Savings), except that "highly compensated employees" within the
context of Internal Revenue Code of 1986 ("Code"), as amended, have been subject
to Tax Deferred contribution limitations of 6% or less of eligible earnings.
Regular Savings amounts are included in wages subject to federal or state income
tax withholding, whereas Tax Deferred Savings amounts are exempt from such
withholding. The Plan allows for the acceptance of "Direct Rollovers" from other
qualified retirement plans and conduit IRA's. Rollover amounts can be invested
in SCANA Common Stock or the money market fund. Participants may request a
distribution in the form of whole shares or cash for all securities and earnings
credited to their Regular Savings and Rollover accounts (cash is distributed for
fractional shares).
Participants may not request a distribution from their Tax Deferred
Savings accounts before age 59-1/2 unless they can demonstrate a hardship.
Participants may request a loan from their Tax Deferred and Regular Savings
and Rollover accounts. Loans are made available based on the asset value in a
Participant's accounts at the time of the loan, but in any case, not less than
$500 or greater than $50,000. Assets equal to the amount of the loan are
converted into cash by the Trustee and made available to the borrowing
Participant. Effective September 1999, the interest rate on a loan is determined
by using an average of the prime rate and a 60 month 100% secured share interest
rate from the Utilities Employee Credit Union. The Participant no longer earns
interest or dividends on the liquidated assets. The period of repayment for any
loan cannot exceed five years, except a loan used to acquire the principal
residence of the Participant may be extended to a maximum of ten years. All
payments of the loan, including interest, are used to repurchase shares of SCANA
Common Stock and/or money market funds on behalf of the Participant. Upon
termination of employment or death, the outstanding balance of the loan may be
paid in full or will be converted to taxable income on the distribution to the
Participant or the Participant's beneficiary. If the terminating Participant
elects to delay distribution (permissible when the present value of the
Participant's vested accrued benefit exceeds $5,000), an unpaid loan balance may
be converted to taxable income prior to the distribution of assets to the
Participant. Participants may receive a distribution of all securities and
earnings credited to their Tax Deferred Savings accounts in the event of
retirement, disability, termination of employment or death.
Although Participants immediately vest in contributions from the Company
and participating subsidiaries, they may request a distribution of only such
contributions which have been in existence for two years following the close of
the Plan year during which they were made, even if they elected to contribute on
a tax deferred basis. If the Participant has participated in the Plan for at
least five years, all Company contributions are eligible for distribution.
<PAGE>
Distributions due to the death of the Participant will be made to the
surviving spouse, unless there is no surviving spouse or the spouse has
consented in writing to distribution to a beneficiary designated by the
Participant.
The Plan has obtained its latest determination letter dated November
1995, in which the Internal Revenue Service ("IRS") stated that the Plan as then
designed was in compliance with Section 401(a) of the Internal Revenue Code
("IRC") and, as such, is exempt from federal income taxes under Section 501(a).
The plan administrator believes that the Plan, as amended, is currently designed
and being operated in compliance with the applicable requirements of IRC. In
accordance with Section 401(a) of the Internal Revenue Code, Participants are
not taxed on the income earned or Company contributions made until such time as
the employees or their beneficiaries receive distributions from the Plan.
The Plan's assets, which consist principally of Company common stock, are
held by First Union National Bank of South Carolina as the Plan's Trustee
(Trustee) pursuant to a Trust Agreement executed on December 16, 1991 and
amended as of January 1, 1999. Company contributions are held and managed by the
Trustee, which invests cash received, interest and dividend income and makes
distributions to Participants. Certain administrative functions are performed by
officers or employees of the Company or its subsidiaries. No such officer or
employee receives compensation from the Plan. Administrative expenses for the
Trustee's fees are paid directly by the Company.
Although it has not expressed any intent to do so, the Company and
participating subsidiaries have the right under the Plan to discontinue their
contributions at any time and to terminate the Plan subject to the provisions of
ERISA.
3. Appreciation (Depreciation) in Market Value of Common Stock:
During 1999, 1998 and 1997, the Plan's investments (including
investments bought, sold and held during the year) appreciated (depreciated) in
value as follows (thousands of dollars):
Net Change in Market Value
1999 1998 1997
-------------------------------------------
Increase in Unrealized Appreciation
(Depreciation), Net $(49,476) $ 9,260 $22,650
Appreciation Realized on Withdrawals 2,277 10,351 5,205
-------------------------------------------
Net Appreciation (Depreciation) in
Market Value of Common Stock $(47,199) $19,611 $27,855
===========================================
4. Accounts Payable to Participants and Former Participants:
Amounts included in Participants' equity to be distributed to Participants
and former Participants were $2,947,909, $1,455,672 and $3,225,793 at December
31, 1999, 1998 and 1997, respectively.
5. Appreciation in Market Value of U. S. Savings Bonds:
Investments in U. S. Savings Bonds are reported at cost. When a Participant
requests a loan, the U. S. Savings Bonds are redeemed at their market value
(cost plus interest earned) and the cash is provided to the Participant.
Therefore, although the U. S. Savings Bonds are reported at cost, appreciation
is realized when the bonds are redeemed for purposes of providing a loan.
6. Effect of Acquisition on Stock Held in the Plan:
On February 10, 2000 the Company completed its acquisition of Public
Service Company of North Carolina Inc. (PSNC). As a result of the merger, SCANA
stock held in the Plan was exchanged as outlined in SCANA and PSNC's joint proxy
statement/prospectus dated May 11, 1999.
<PAGE>
SCANA Corporation
STOCK PURCHASE-SAVINGS PLAN
SUPPLEMENTAL SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES (ITEM 27a)
AS OF DECEMBER 31, 1999 (thousands of dollars)
CURRENT
DESCRIPTION COST VALUE
* SCANA Corporation Common Stock $222,309 $260,098
United States Savings Bonds 72 72
* Loans to participants 13,434 13,434
* Evergreen Select Treasury 295 295
* Loans to Participants - Money Market 1 1
-------- --------
$236,111 $273,900
======== =========
* denotes party-in-interest
<PAGE>
<TABLE>
SCANA CORPORATION
STOCK PURCHASE-SAVINGS PLAN
SUPPLEMENTAL SCHEDULE OF REPORTABLE TRANSACTIONS (ITEM 27d)
FOR THE YEAR ENDED DECEMBER 31, 1999 (thousands of dollars)
DURING THE YEAR ENDED DECEMBER 31, 1999, THE FOLLOWING TRANSACTIONS WERE MADE IN
THE COMMON STOCK OF SCANA CORPORATION, WHOSE EMPLOYEES ARE COVERED BY THE PLAN.
<S> <C> <C> <C> <C> <C>
COST OF NET GAIN
PURCHASE SELLING ASSETS FROM
NUMBER OF SHARES PRICE PRICE SOLD SALE
PURCHASED 1,706,999 $42,977
SALES FOR DISTRIBUTION TO
PARICIPANTS FOR WITHDRAWALS 799,419 $19,744 $17,277 $2,467
SALES FOR 401K EMPLOYEE
LOANS - STOCK 172,904 $ 4,360 4,550 (190)
</TABLE>
<PAGE>
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this amendment to be signed on its behalf by the
undersigned, thereunto duly authorized.
SCANA CORPORATION
(Registrant)
Date: April 24, 2000 BY: s/Kevin B. Marsh
(Kevin B. Marsh, Senior Vice President - Finance,
Chief Financial Officer and Controller)
<PAGE>
EXHIBIT INDEX
Applicable to
Exhibit Form 10-K of
No. SCANA SCE&G Description
2.01 X Agreement and Plan of Merger, dated as of February 16,
1999 as amended and restated as of May 10, 1999, by and
among Public Service Company of NorthCarolina,
Incorporated, SCANA Corporation, New Sub I, Inc. and New
Sub II, Inc. (Filed as Exhibit 2.1 to SCANA Form S-4 on
May 11, 1999 and incorporated by reference herein)
3.01 X Restated Articles of Incorporation of SCANA as adopted on
April 26, 1989 (Filed as Exhibit 3-A to Registration
Statement No. 33-49145 and incorporated by reference
herein)
3.02 X Restated Articles of Incorporation of SCE&G, as adopted on
December 15, 1993(Filed as Exhibit 3.01 to Registration
Statement No. 333-86387 and incorporated by reference
herein)
3.03 X Articles of Amendment of SCANA, dated April 27, 1995
(Filed as Exhibit 4-B to Registration Statement No.
33-62421 and incorporated by reference herein)
3.04 X Articles of Amendment of SCE&G, dated June 7, 1994 and
filed June 9, 1994 (Filed as Exhibit 3.02 to Registration
Statement No. 333-86387 and incorporated by reference
herein)
3.05 X Articles of Amendment of SCE&G, dated November 9, 1994
(Filed as Exhibit 3.03 to Registration Statement No. 333-
86387 and incorporated by reference herein)
3.06 X Articles of Amendment of SCE&G, dated December 9, 1994
(Filed as Exhibit 3.04 to Registration Statement No. 333-
86387 and incorporated by reference herein)
3.07 X Articles of Correction of SCE&G, dated January 17, 1995
(Filed as Exhibit 3.05 to Registration Statement No. 333-
86387 and incorporated by reference herein)
3.08 X Articles of Amendment of SCE&G, dated January 13, 1995
and filed January 17, 1995 (Filed as Exhibit 3.06 to
Registration Statement No. 333-86387 and incorporated by
reference herein)
3.09 X Articles of Amendment of SCE&G, dated March 30, 1995
(Filed as Exhibit 3.07 to Registration Statement No. 333-
86387 and incorporated by reference herein)
3.10 X Articles of Correction of SCE&G - Amendment to Statement
filed March 30, 1995, dated December 13, 1995 (Filed as
Exhibit 3.08 to Registration Statement No.
333-86387 and incorporated by reference herein)
3.11 X Articles of Amendment of SCE&G, dated December 13, 1995
(Filed as Exhibit 3.09 to Registration Statement No. 333-
86387 and incorporated by reference herein)
3.12 X Articles of Amendment of SCE&G, dated February 18, 1997
(Filed as Exhibit 3-L to Registration Statement No. 333-
24919 and incorporated by reference herein)
<PAGE>
Applicable to
Exhibit Form 10-K of
No. SCANA SCE&G Description
3.13 X Articles of Amendment of SCE&G, dated February 21, 1997
Filed as Exhibit 3.11 to Registration Statement No. 333-86387
and incorporated by reference herein)
3.14 X Articles of Amendment of SCE&G, dated April 22, 1997 (Filed as
Exhibit 3.12 to Registration Statement No. 333-86387 and
incorporated by reference herein)
3.15 X Articles of Amendment of SCE&G, dated April 9, 1998 (Filed as
Exhibit 3.13 to Registration Statement No. 333-86387 and
incorporated by reference herein)
3.16 X Articles of Amendment of SCE&G, dated May 19, 1999 (Filed as
Exhibit 3.16 to Form 10-K for the year ended December 31, 1999
and incorporated by reference herein)
3.17 X Articles of Amendment of SCE&G, dated August 13, 1999 (Filed
as Exhibit 3.17 to Form 10-K for the year ended December 31,
1999 and incorporated by reference herein)
3.18 X Articles of Amendment of SCE&G, dated March 1, 2000 (Filed as
Exhibit 3.18 to Form 10-K for the year ended December 31, 1999
and incorporated by reference herein)
3.19 X By-Laws of SCANA as revised and amended on February 22, 2000.
(Filed as Exhibit 3.19 to Form 10-K for the year ended
December 31, 1999 and incorporated by reference herein)
3.20 X By-Laws of SCE&G as amended and adopted on February 22, 2000.
(Filed as Exhibit 3.20 to Form 10-K for the year ended
December 31, 1999 and incorporated by reference herein)
4.01 X Articles of Exchange of South Carolina Electric and Gas
Company and SCANA Corporation (Filed as Exhibit 4-A to Post-
Effective Amendment No. 1 to Registration Statement No.
2-90438 and incorporated by reference herein)
4.02 X Indenture dated as of November 1, 1989 between SCANA
Corporation and The Bank of New York, as Trustee (Filed as
Exhibit 4-A to Registration No. 33-32107 and incorporated by
reference herein)
4.03 X X Indenture dated as of January 1, 1945, between the South
Carolina Power Company and Central Hanover Bank and Trust
Company, as Trustee, as supplemented by three Supplemental
Indentures dated respectively as of May 1, 1946, May 1, 1947
and July 1, 1949 (Filed as Exhibit 2-B to Registration
Statement No. 2-26459 and incorporated by reference herein)
4.04 X X Fourth Supplemental Indenture dated as of April 1, 1950, to
Indenture referred to in Exhibit 4.03, pursuant to which SCE&G
assumed said Indenture (Exhibit 2-C to Registration Statement
No. 2-26459 and incorporated by reference herein)
<PAGE>
Applicable to
Exhibit Form 10-K of
No. SCANA SCE&G Description
4.05 X X Fifth through Fifty-third Supplemental Indenture referred
to in Exhibit 4.03 dated as of the dates indicated below
and filed as exhibits to the Registration Statements whose
file numbers are set forth below and are incorporated by
reference herein
December 1, 1950 Exhibit 2-D to Registration No. 2-26459
July 1, 1951 Exhibit 2-E to Registration No. 2-26459
June 1, 1953 Exhibit 2-F to Registration No. 2-26459
June 1, 1955 Exhibit 2-G to Registration No. 2-26459
November 1, 1957 Exhibit 2-H to Registration No. 2-26459
September 1, 1958 Exhibit 2-I to Registration No. 2-26459
September 1, 1960 Exhibit 2-J to Registration No. 2-26459
June 1, 1961 Exhibit 2-K to Registration No. 2-26459
December 1, 1965 Exhibit 2-L to Registration No. 2-26459
June 1, 1966 Exhibit 2-M to Registration No. 2-26459
June 1, 1967 Exhibit 2-N to Registration No. 2-29693
September 1, 1968 Exhibit 4-O to Registration No. 2-31569
June 1, 1969 Exhibit 4-C to Registration No. 33-38580
December 1, 1969 Exhibit 4-O to Registration No. 2-35388
June 1, 1970 Exhibit 4-R to Registration No. 2-37363
March 1, 1971 Exhibit 2-B-17 to Registration No. 2-40324
January 1, 1972 Exhibit 2-B to Registration No. 33-38580
July 1, 1974 Exhibit 2-A-19 to Registration No. 2-51291
May 1, 1975 Exhibit 4-C to Registration No. 33-38580
July 1, 1975 Exhibit 2-B-21 to Registration No. 2-53908
February 1, 1976 Exhibit 2-B-22 to Registration No. 2-55304
December 1, 1976 Exhibit 2-B-23 to Registration No. 2-57936
March 1, 1977 Exhibit 2-B-24 to Registration No. 2-58662
May 1, 1977 Exhibit 4-C to Registration No. 33-38580
February 1, 1978 Exhibit 4-C to Registration No. 33-38580
June 1, 1978 Exhibit 2-A-3 to Registration No. 2-61653
April 1, 1979 Exhibit 4-C to Registration No. 33-38580
June 1, 1979 Exhibit 2-A-3 to Registration No. 33-38580
April 1, 1980 Exhibit 4-C to Registration No. 33-38580
June 1, 1980 Exhibit 4-C to Registration No. 33-38580
December 1, 1980 Exhibit 4-C to Registration No. 33-38580
April 1, 1981 Exhibit 4-D to Registration No. 33-49421
June 1, 1981 Exhibit 4-D to Registration No. 2-73321
March 1, 1982 Exhibit 4-D to Registration No. 33-49421
April 15, 1982 Exhibit 4-D to Registration No. 33-49421
May 1, 1982 Exhibit 4-D to Registration No. 33-49421
December 1, 1984 Exhibit 4-D to Registration No. 33-49421
December 1, 1985 Exhibit 4-D to Registration No. 33-49421
June 1, 1986 Exhibit 4-D to Registration No. 33-49421
February 1, 1987 Exhibit 4-D to Registration No. 33-49421
September 1, 1987 Exhibit 4-D to Registration No. 33-49421
January 1, 1989 Exhibit 4-D to Registration No. 33-49421
January 1, 1991 Exhibit 4-D to Registration No. 33-49421
February 1, 1991 Exhibit 4-D to Registration No. 33-49421
July 15, 1991 Exhibit 4-D to Registration No. 33-49421
August 15, 1991 Exhibit 4-D to Registration No. 33-49421
April 1, 1993 Exhibit 4-E to Registration No. 33-49421
July 1, 1993 Exhibit 4-D to Registration No. 33-57955
May 1, 1999 Exhibit 4.04 to Registration No. 333-86387
<PAGE>
Applicable to
Exhibit Form 10-K of
No. SCANA SCE&G Description
4.06 X X Indenture dated as of April 1, 1993 from South Carolina
Electric & Gas Company to NationsBank of Georgia, National
Association (Filed as Exhibit 4-F to Registration
Statement No. 33-49421 and incorporated by reference herein)
4.07 X X First Supplemental Indenture to Indenture referred to in
Exhibit 4.06 dated as of June 1, 1993 (Filed as Exhibit 4-G
to Registration Statement No. 33-49421 and
incorporated by reference herein)
4.08 X X Second Supplemental Indenture to Indenture referred to in
Exhibit 4.06 dated as of June 15, 1993 (Filed as Exhibit 4-G
to Registration Statement No. 33-57955 and
incorporated by reference herein)
4.9 X X Trust Agreement for SCE&G Trust I (Filed as Exhibit 4-G to
SCE&G Form 10-K for the year ended December 31, 1997 and
incorporated by reference herein)
4.10 X X Certificate of Trust of SCE&G Trust I (Filed as Exhibit 4-H
to SCE&G Form 10-K for the year ended December 31, 1997 and
incorporated by reference herein)
4.11 X X Junior Subordinated Indenture for SCE&G Trust I (Filed as
Exhibit 4-I to SCE&G Form 10-K for the year ended December
31, 1997 and incorporated by reference herein)
<PAGE>
4.12 X X Guarantee Agreement for SCE&G Trust I (Filed as Exhibit
4-J to SCE&G Form 10-K for the year ended December 31,
1997 and incorporated by reference herein)
4.13 X X Amended and Restated Trust Agreement for SCE&G Trust I
(Filed as Exhibit 4-K to SCE&G Form 10-K for the year
ended December 31, 1997 and incorporated by reference
herein)
9.01 Voting Trust Agreement (Not Applicable)
10.01 X SCANA Voluntary Deferral Plan as amended through October
21, 1997 (Filed as Exhibit 10.01(a) to Registration
Statement No. 333-86803 and incorporated by reference
herein)
10.02 X SCANA Supplemental Executive Retirement Plan as amended
and restated effective as of October 21, 1997 (Filed as
Exhibit 10.01(b) to Registration Statement No. 333-86803
and incorporated by reference herein)
10.03 X SCANA Supplementary Voluntary Deferral Plan as amended
and restated through October 21, 1997 (Filed as Exhibit
10-B to SCANA Form 10-K for the year ended December 31,
1997 and incorporated by reference herein)
10.04 X SCANA Key Executive Severance Benefits Plan as amended
and restated effective as of October 21, 1997 (Filed as
Exhibit 10.01(c) to Registration Statement No. 333-86803
and incorporated by reference herein)
10.05 X SCANA Supplementary Key Executive Severance Benefits Plan
effective as of December 17, 1997 (Filed as Exhibit 10.01
(d) to Registration Statement No. 333-86803 and
incorporated by reference herein)
<PAGE>
Applicable to
Exhibit Form 10-K of
No. SCANA SCE&G Description
10.06 X SCANA Performance Share Plan as amended and
restated effective December 1, 1999 (Filed as
Exhibit 10.06 to Form 10-K for the year ended
December 31, 1999 and incorporated by
reference herein)
10.07 X SCANA Key Employee Retention Plan as amended and
restated effective as of October 21, 1997
(Filed as Exhibit 10-E to Form 10-K for the year
ended December 31, 1997 and incorporated
by reference herein)
10.08 X Description of SCANA Whole Life Option (Filed as
Exhibit 10-F to Form 10-K for the year
ended December 31, 1991, under cover of Form SE,
File No. 1-8809 and incorporated by
reference herein)
10.09 X Description of SCANA Corporation Annual Incentive
Plan (Filed as Exhibit 10-G to Form 10-K
for the year ended December 31, 1991, under cover
of Form SE, File No. 1-8809 and
incorporated by reference herein)
10.10 X SCANA Corporation Nonemployee Director Stock Plan
effective January 1, 1997 (Filed as
Exhibit 4.3 to Registration Statement No. 333-
18973 and incorporated by reference herein)
11.01 Statement Re Computation of Per Share Earnings
(Not Applicable)
12.01 X X Statements Re Computation of Ratios (Filed as
Exhibit 12.01 to Form 10-K for the year
ended December 31, 1999 and incorporated by
reference herein)
13.01 Annual Report to Security Holders, Form 10-Q or
Quarterly Report to Security Holders (Not
Applicable)
16.01 Letter Re Change in Certifying Accountant
(Not Applicable)
18.01 Letter Re Change in Accounting Principles
(Not Applicable)
21.01 Subsidiaries of the Registrant (Not Applicable)
22.01 Published Report Regarding Matters Submitted to
Vote of Security Holders (Not Applicable)
23.01 X Consents of Experts and Counsel
Independent Auditors' Consent (Filed
as Exhibit 23.01 to Form 10-K for the
year ended December 31, 1999 and
incorporated by reference herein)
23.02 X Consents of Experts and Counsel
Independent Auditors' Consent (Filed
as Exhibit 23.02 to Form 10-K for the
year ended December 31, 1999 and
incorporated by reference herein)
23.03 X Consent of Experts and Counsel
Independent Auditors' Consent (Filed herewith
on page 20)
24.01 Power of Attorney (Not Applicable)
<PAGE>
Applicable to
Exhibit Form 10-K of
No. SCANA SCE&G Description
27.01 X Financial Data Schedule (Filed as Exhibit 27.01 to
Form 10-K for the year ended December
31, 1999 and incorporated by reference herein)
27.02 X Financial Data Schedule (Filed as Exhibit 27.02 to
Form 10-K for the year ended December
31, 1999 and incorporated by reference herein)
99.01 Additional Exhibits (Not Applicable)
<PAGE>
EXHIBIT 23.03
SCANA CORPORATION
INDEPENDENT AUDITORS' CONSENT
We consent to the incorporation by reference in Post-Effective Amendment
No. 1 to Registration Statement No. 33-49333 on Form S-8, Registration
Statements No. 333-18973 and No. 333-87281 on Forms S-8 and Registration
Statements No. 333-86803 and No. 333-90073 on Forms S-3 of our report dated
March 13, 2000 appearing in this Annual Report on Form 10-K/A of SCANA
Corporation Stock Purchase-Savings Plan for the year ended December 31, 1999.
s/Deloitte & Touche LLP
DELOITTE & TOUCHE LLP
Columbia, South Carolina
April 24, 2000
