<PAGE>
File No. 69-380
------
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C., 20549
FORM U-3A-2
Statement by Holding Company Claiming Exemption Under Rule U-3A-2 from
the Provisions of the Public Utility Holding Company Act of 1935
To Be Filed Annually Prior to March 1
CATALYST VIDALIA HOLDING CORPORATION
------------------------------------
(Name of Company)
hereby files with the Securities Exchange Commission, pursuant to Rule 2, its
statement claiming exemption as a holding company from the provisions of the
Public Utility Holding Company Act of 1935, and submits the following
information:
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.
See Attachment A
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.
See Attachment A
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.
Sold 1,000,096,000 kwh. of electric energy at wholesale.
(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.
Sold no kwh. of electric energy or Mcf. of natural or manufactured
gas distributed at retail outside Louisiana.
Pg. 1 of 5
<PAGE>
(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.
Sold no kwh. of electric energy of Mcf. of natural or manufactured gas
at wholesale outside Louisiana, or at the Louisiana State line.
(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. See attachment A.
Purchased no kwh. of electric energy or Mcf. of natural or
manufactured gas outside Louisiana, or at the Louisiana State line.
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
(b) Name of each system company that holds an interest in such EWG or
foreign utility company; and description of the interest held.
None
(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.
Not applicable
(d) Capitalization and earnings of the EWG or foreign utility company
during the reporting period.
None
(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
agreement(s).
Not applicable
EXHIBIT A
A consolidating statement of income and surplus of the claimant and
its subsidiary companies for the last calendar year, together with a
consolidating balance sheet of claimant and its subsidiary companies as of the
close of such calendar year.
Pg. 2 of 5
<PAGE>
Consolidated and consolidating financial statements of the claimant as
of the close of the 1998 calendar year will be filed when they become
available.
The above-named claimant has caused this statement to be duly executed
on its behalf by its authorized officer on this 26th day of January, 1999.
Catalyst Vidalia Holding Corporation
------------------------------------
(Name of claimant)
By /S/ Jack R. Sauer
--------------------------------------
Jack R. Sauer
Vice President
CORPORATE SEAL
Attest:
/S/ Elsie Sugiharto
- --------------------------------
Elsie Sugiharto
Accountant
Name, title, and address of officer to whom notices and correspondence
concerning this statement should be addressed:
Jack R. Sauer Vice President
- ----------------------------------------------
(Name) (Title)
c/o Century Power, LLC
3900 Park Avenue, Suite 102
Edison, NJ 08820
- ------------------------------------------
(Address)
EXHIBIT B Financial Data Schedule
If, at the time a report on this form is filed, the registrant is
required to submit this report and any amendments thereto electronically via
EDGAR, the registrant shall furnish a Financial Data Schedule. The Schedule
shall set forth the financial and other data specified below that are
applicable to the registrant on a consolidated basis.
Item No. Caption Heading
1 Total Assets
2 Total Operating Revenues
3 Net Income
The Financial Data Schedule will be submitted as soon as the financial
statements of the Claimant for the 1998 calendar year become available.
EXHIBIT C
An organizational chart showing the relationship of each EWG or
foreign utility company to associate companies in the holding company system.
See Attachment B
Pg. 3 of 5
<PAGE>
Attachment A
------------
CATALYST VIDALIA HOLDING CORPORATION
Statement by Claimant
1. Catalyst Vidalia Holding Corporation (the "Claimant") is a Louisiana
corporation. The Claimant's location is 409 Texas Street, Vidalia,
Louisiana 71373. The nature of its business is a 100% ownership
interest in Catalyst Vidalia Corporation, a Louisiana corporation
("Catalyst Vidalia"), which owns a 50% interest in, and 100% of the
voting securities of, Catalyst Old River Hydroelectric Limited
Partnership, a Louisiana limited partnership in commendam (the
"Partnership"). The Partnership is located at Old River Control
Complex, North Highway 15, Lettsworth, Louisiana 70753, and the nature
of its business is ownership of a lessee interest in, and the
operation of, 192 megawatt hydroelectric facility. Further information
regarding the business of the Partnership is contained in Note 2
below.
2. The Claimant owns 100% of Catalyst Vidalia. Catalyst Vidalia is the
sole general partner of the Partnership. Catalyst Vidalia owns a 50%
interest in the Partnership and, as sole general partner, 100% of the
voting securities of the Partnership.
The Partnership's assets consist of a leasehold interest in a 192 MW
run-of-river hydroelectric facility located in Concordia Parish (near
Vidalia), Louisiana, approximately one mile north of the Army Corps of
Engineers Old River Control Complex between the Mississippi River and
the Red/Atchafalaya Rivers. The Project consists of an intake channel
4,500 feet in length, a power plant containing eight bulb turbines
with a total installed capacity of 192 MW, and a power discharge
channel 10,000 feet in length discharging into the Old River Outflow
Channel. The Project discharges the flows that otherwise would be
passed through the Low Sill Structure of the Old River Control
Structure. A single 40-mile, 115-KV transmission line connects the
Project with Louisiana Power and Light's existing substation, just
west of Vidalia.
In August 1990, the Partnership sold and leased back its interest in
the Project to and from a group of financial institutions. The
original term of the lease is 30 years, subject to certain renewal
options. Under the lease and related agreements, the Partnership was
granted certain options to purchase the Project from the lessors.
These agreements also impose certain restrictions on the operation of
the Project by the Partnership, and generally require that revenues
form Project operations be used to pay operating and maintenance
expenses, rent, royalty and related obligations before they may be
distributed to the partners of the Partnership.
Pg. 4 of 5
<PAGE>
Attachment B
------------
The Catalyst Group, Inc.
Organization as of December 31, 1998
------------------------------------
<TABLE>
<CAPTION>
State of
Name Incorporation Location of Business Nature of Business
- ---- ------------- -------------------- ------------------
<S> <C> <C> <C>
Ronald W. Cantwell N/A N/A 100% ownership of The Catalyst Group, Inc.
(Individual)
The Catalyst Group, Inc. Louisiana Vidalia, LA 100% ownership of Catalyst Vidalia Acquisition
Corporation.
Catalyst Vidalia Acquisition Louisiana Vidalia, LA 100% ownership of Catalyst Vidalia Holding
Corporation ("CVAC") Corporation and the sole member of Century
Power, LLC.
Catalyst Vidalia Holding Louisiana Vidalia, LA 100% ownership of Catalyst Vidalia Corporation
Corporation ("CVHC")
Catalyst Vidalia Corporation Louisiana Lettsworth, LA General Partner of Catalyst Old River
Hydroelectric Limited Partnership
with 50% interest in and 100% voting interest
in such partnership. See expanded
response to question 2.
Catalyst Old River Hydroelectric A Louisiana Lettsworth, LA Lessee of a 192-Megawatt hydroelectric
Limited Partnership Limited facility in Concordia Parish, Louisiana.
Partnership See expanded respone to question 2.
Century Power, LLC Louisiana Edison, NJ Owns 100% of the CVHC Participating Preferred
Stock
Catalyst Construction Corporation Delaware Collinsville, CT Inactive, owned 100% by CVAC
of Connecticut
Catalyst Energy Construction Delaware Collinsville, CT Inactive, owned 100% by CVAC
Corporation
Catalyst Waste-to-Energy Corporation Delaware -- Inactive, owned 100% by CVAC
Obermeyer Hydraulic Turbines Connecticut -- Inactive, owned 100% by CVAC
Catalyst Energy Systems Corporation Delaware -- Inactive, owned 100% by CVAC
Pg. 5 of 5
</TABLE>
