SEC FILE NO. 70-7727
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
CERTIFICATE PURSUANT TO
RULE 24
OF PARTIAL COMPLETION OF
TRANSACTIONS
GENERAL PUBLIC UTILITIES CORPORATION
ENERGY INITIATIVES, INC.<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
- - - - - - - - - - - - - - - - - - - - - -
:
In the matter of :
GENERAL PUBLIC UTILITIES CORPORATION : Certificate Pursuant
ENERGY INITIATIVES, INC. : to Rule 24 of Partial
: Completion of
SEC File No. 70-7727 : Transactions
SEC File No. 70-8593 :
(Public Utility Holding Company Act :
of 1935) :
:
- - - - - - - - - - - - - - - - - - - - - -
TO THE MEMBERS OF THE SECURITIES AND EXCHANGE COMMISSION:
The undersigned, General Public Utilities Corporation ("GPU")
and Energy Initiatives, Inc. ("EI") hereby certify pursuant to
Rule 24 of the Rules and Regulations under the Public Utility
Holding Company Act of 1935 (the "Act"), that certain of the
transactions proposed in the Applications, as amended, filed in
SEC file No. 70-7727 and SEC File No. 70-8593, respectively, have
been carried out in accordance with the Commission's Orders dated
June 14, 1995, December 28, 1994, September 12, 1994, December
18, 1992, and June 26, 1990 with respect to the transactions
proposed in the Application, as amended, in SEC File No. 70-7727,
and the Commission's Order dated July 6, 1995 with respect to the
transactions proposed in the Application, as amended, in SEC File
No. 70-8593, as follows:
The following is reported in accordance with Supplemental
Order dated June 14, 1995 for SEC File No. 70-7727:
1. Financial Statements
A copy of EI's unaudited Consolidated Balance Sheet at
June 30, 1995 and unaudited Consolidated Statement of Operations
for the three and six-month periods ended June 30, 1995 has been
filed separately under a request for confidential treatment
1<PAGE>
pursuant to Rule 104(b).
2. Business Activities
Project Development
EI continued preliminary project development of a
proposed approximately 280 megawatt ("MW") gas-fired cogeneration
facility to be located in Kathleen, Georgia, with energy and
capacity to be sold to Georgia Power Company.
With respect to its international activities, EI
continued developing, in conjunction with ABB Energy Ventures,
Inc. and Distral, S.A., a proposed 980 MW gas-fired facility to
be located in Barranquilla, Colombia, with energy and capacity to
be sold to Corporacion Electrica de la Costa Atlantica, a
Colombian utility. In June 1995, EI also submitted a bid to
acquire a 50% ownership interest in two of the electric
generating companies formed as part of the Bolivian privatization
by way of capitalization. On June 29, 1995, EI's bid to acquire
50% of Empresa Guaracachi, S.A. for approximately $48 million was
awarded, and the transaction closed in July, 1995.
EI also continued to engage in other project development
activities both domestically and internationally (including in
China, South America and Australia).
Project Related Services
EI continued to provide management, administrative
and/or operating services to the following projects (either
directly or through subsidiaries), in which EI has a direct or
indirect ownership interest:
Project Project Owner Location
Marcal Prime Energy L.P. NJ
Berkeley OLS Acquisition Corp. CA
Chino OLS Acquisition Corp. CA
Camarillo OLS Acquisition Corp. CA
Onondaga Onondaga Cogeneration L.P. NY
Lake Lake Cogen L.P. FL
Pasco Pasco Cogen L.P. FL
Syracuse Project Orange Associates L.P. NY
Ada Ada Cogeneration L.P. MI
In addition, EI Services Canada Limited (a wholly-owned
subsidiary of EI Canada Holding Limited, which in turn is a
wholly-owned subsidiary of EI) has commenced start-up of its
operations. EI Services Canada Limited, an exempt wholesale
generator ("EWG"), was formed to provide operations and
maintenance services to EWGs in Canada, and will initially
2<PAGE>
provide such services to Brooklyn Energy Limited Partnership, an
EWG.
3. Guarantees which GPU has Agreed to Grant
No matters to be reported.
4. Guarantees Issued
EI or GPU, for the benefit of EI, has obtained the
following standby letters of credit which were effective during
the period April 1, 1995 through June 30, 1995:
(a) On June 16, 1994, a letter of credit in the face
amount of $5,000,000 was issued by Chase Manhattan
Bank in favor of Mellon Bank to guarantee debt
service coverage on the Onondaga Project. The
letter of credit carries a fee equal to 0.7 of 1
percent per annum of the face amount, and expires
on June 16, 1997. GPU entered into the related
reimbursement agreement.
(b) On March 11, 1994, a letter of credit in the face
amount of $9,700,000 was issued by Canadian
Imperial Bank, in favor of The Mutual Life
Assurance Company of Canada to guarantee EI's
equity commitment to Brooklyn Energy Limited
Partnership, an EWG. The letter of credit carries
a fee equal to 0.625 of 1 percent per annum of the
face amount, and expires on January 11, 1996. GPU
entered into the related reimbursement agreement.
(c) On June 28, 1994, a letter of credit in the face
amount of $2,000,000 was issued by United Jersey
Bank in favor of Polsky Energy Corporation to
guarantee EI's 1995 equity obligation pursuant to
its stock purchase agreement with Polsky Energy
Corporation. The letter of credit carries a fee
equal to 1/2 of 1 percent per annum of the face
amount, and expires on July 1, 1995. GPU entered
into the related reimbursement agreement.
(d) On June 29, 1995, letters of credit in the face
amount of $2,000,00 and $3,000,000 were issued by
Citibank pursuant to its credit agreement with EI
in favor of Empresa Guaracachi S.A., an EWG, to
guarantee EI's commitment relating to its bid on
generation assets being privatized. The letters of
credit carry fees equal to 1/2 of 1 percent per
annum of the face amount, plus a .10 percent
fronting fee, and expire on December 26, 1995.
3<PAGE>
(e) On November 5, 1993, a letter of credit in the face
amount of $1,300,000 was issued by Mellon Bank,
N.A. in favor of San Diego Gas and Electric in
connection with a bid submitted by EI in response
to a request for proposals to provide electric
energy and generation capacity. The letter of
credit carries a fee equal to 1/2 of 1 percent per
annum of the face amount, and expires on November
8, 1995. GPU entered into the related
reimbursement agreement.
In addition, GPU has guaranteed payments to General
Electric Capital Corporation of amounts up to $7,026,000 to the
extent Lake Cogen, Ltd. fails to pay rent when due under the
terms of the project lease or chooses not to renew the lease
after its initial 11-year term.
5. Services obtained from associated companies
Services obtained from GPU Service Corporation consisted
of (i) administrative, internal auditing, accounting and risk
management services; (b) information services and
telecommunications services, and (iii) pension administration
services. The total dollar value of such services provided during
the period April 1, 1995 through June 30, 1995 was approximately
$72,000.
In addition, Pennsylvania Electric Company provided
consulting services to EI in the amount of approximately $26,000
in support of various foreign and domestic project development
activities.
6. Services provided to associated companies
A description of services provided by EI to associated
companies during the period April 1, 1995 through June 30, 1995
has been filed separately under a request for confidential
treatment under Rule 104(b).
7. Investments by GPU in Qualifying Facilities, Exempt
Wholesale Generators and Foreign Utility Companies, Percentage of
Equity Ownership
Set forth below is a summary of the direct or indirect
investments by GPU, as of June 30, 1995 in QFs, EWGs and FUCOs,
as well as the percentage of equity ownership. All the non-GPU
entities owning equity interests in these investments are
domestic corporations, with the exception of Polsky Energy Corp.
of Brooklyn and Brooklyn Cogen Limited, which are incorporated in
Canada.
4<PAGE>
Book Value
of GPU GPU's%
QF Investment Equity
Associate or at 6/30/95 Owner-
Company EWG ($000) ship Non-GPU Owners
Prime Energy LP QF $ 6,282 50% Prudential Insurance Company
of America
OLS Power, LP QF - 50% Prudential Insurance Company
of America
Onondaga Cogen QF 17,273 50% New York Cogenco, Inc.
LP
Lake Cogen, LP QF 5,185 42% Lake Interests Holding, Inc.
Project Orange QF 241 4% G.A.S. Orange Partners, LP
Associates, LP NCP Syracuse Inc.
Syracuse Investment Inc.
Stewart & Stevenson
Operations, Inc.
Met Life
Ada Cogenera- QF 26 1% Cogen Development Co.
tion, LP Coenergy Ventures, Inc.
Pasco Cogen, QF 16,851 47% PAS Power Company
Ltd. Pasco Int. Holding, Inc.
FPB Cogeneration QF - 30% FPB Cogen, Inc.
Partners, LP FPB California
Cogeneration Corp.
Selkirk Cogen QF 19,856 20% JMC Selkirk, Inc.
Partners LP Cogen Technologies
Selkirk GP, Inc.
Cogen Technologies
Selkirk, LP
JMCS I Investors, LP
Brooklyn Energy EWG 182 75% Polsky Energy Corp. of
LP Brooklyn
Brooklyn CoGen Limited
Total GPU
Investment $65,896
5<PAGE>
At June 30, 1995, GPU also owned, directly or
indirectly, interests in the following EWGs, in which its
aggregate investment did not exceed $10,000: EI Canada Holding
Ltd.; EI Services Canada Ltd.; EI Brooklyn Power Ltd.; EI
Brooklyn Investment Ltd.; EI Power, Inc.; Austin Cogeneration
Corporation; Austin Cogeneration Partners, L.P.; Hanover Energy
Corporation; EI Power (China), Inc.; China Power Partners, L.P.;
EI Power (China)I, Inc.; Ming Jiang Power Partners, L.P.; EI
Power (China)II, Inc.; Nanjing Power Partners, L.P.; EI Power
(China) III, Inc.; Zhuang He Power Partners, L.P., EI
International and EI Services Colombia, Ltda. GPU owns a 50%
interest in China Power Partners, L.P., Ming Jiang Power
Partners, L.P., Nanjing Power Partners, L.P., and Zhuang He Power
Partners, L.P. The remaining interests are owned by Intesol
International, Ltd., a Hawaii corporation. GPU owns a 100%
interest in each of the other EWGs.
8. During the period April 1, 1995 through June 30, 1995 there
was no intellectual property provided to EI by any associate
company, or provided by EI to any associate company.
___________________________________
There are no matters to be reported with respect to
Order dated July 6, 1995 in SEC File No. 70-8593 in addition to
the reimbursement agreements described in paragraph 4 above.
6<PAGE>
SIGNATURE
PURSUANT TO THE REQUIREMENTS OF THE PUBLIC UTILITY HOLDING
COMPANY ACT OF 1935, THE UNDERSIGNED COMPANIES HAVE DULY CAUSED
THIS CERTIFICATE TO BE SIGNED ON THEIR BEHALF BY THE UNDERSIGNED
THEREUNTO DULY AUTHORIZED.
GENERAL PUBLIC UTILITIES CORPORATION
By:
T. G. Howson,
Vice President and Treasurer
ENERGY INITIATIVES, INC.
By:
B. L. Levy, President
Date: August 30, 1995<PAGE>
