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<PAGE>
File No. 69-00445
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 779,641,000 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.
Page 1 of 18
<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.
SEE ATTACHED EXHIBIT A
Page 2 of 18
<PAGE>
The above-named claimant has caused this statement to be duly executed
on its behalf by its authorized officer on this 23rd day of February, 2000.
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
SEE ATTACHED EXHIBIT B
EXHIBIT C
AN ORGANIZATIONAL CHART SHOWING THE RELATIONSHIP OF EACH EWG OR FOREIGN
UTILITY COMPANY TO ASSOCIATE COMPANIES IN THE HOLDING COMPANY SYSTEM.
SEE ATTACHED EXHIBIT C
Page 3 of 18
<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% undivided interest in, and 100%
of the voting securities of, Catalyst Old River Hydroelectric Limited
Partnership, a Louisiana limited partnership in commendam (the
"Partnership"). The Claimant is also the sole member of Vidalia
Holding, LLC (a Louisiana Limited Liability Company) which on July 15,
1999 acquired from the limited partner of the Partnership, 50% of the
limited partner's 50% ownership in the Partnership. As of result of
this transaction, the Claimant owns a 75% undivided interest in 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, a
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%
undivided interest in the Partnership and, as sole general partner,
100% of the voting securities of the Partnership. The Claimant is also
the sole member of Vidalia Holding, LLC which owns a 25% undivided
interest in the Partnership.
The Partnership's assets consist of a leasehold interest in a 192
megawatt 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 megawatts,
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 Entergy Services, Inc.'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
Page 4 of 18
<PAGE>
Attachment A
------------
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.
Page 5 of 18
<PAGE>
Exhibit A
---------
CATALYST VIDALIA HOLDING CORPORATION
FORM U-3A-2
INDEX TO EXHIBIT A
Exhibit A1 - Catalyst Old River Hydroelectric Limited Partnership audited 1999
financial statements
Exhibit A2 - Catalyst Vidalia Corporation unaudited 1999 financial statements
Exhibit A3 - Catalyst Vidalia Holding Corporation unaudited 1999 consolidated
financial statements
Exhibit A4 - Catalyst Vidalia Holding Corporation unaudited 1999 consolidating
financial statements
Page 6 of 18
<PAGE>
Exhibit A1
----------
CATALYST OLD RIVER HYDROELECTRIC LIMITED PARTNERSHIP
AUDITED 1999 FINANCIAL STATEMENTS
The above named financial statements are hereby incorporated by reference from
the Form U-3A-2 filed by Catalyst Vidalia Corporation (File number 69-00443) on
February 23, 2000.
Page 7 of 18
<PAGE>
Exhibit A2
----------
CATALYST VIDALIA CORPORATION
UNAUDITED 1999 FINANCIAL STATEMENTS
The above named financial statements are hereby incorporated by reference from
the Form U-3A-2 filed by Catalyst Vidalia Corporation (File number 69-00443) on
February 23, 2000.
Page 8 of 18
<PAGE>
EXHIBIT A3
----------
CATALYST VIDALIA HOLDING CORPORATION AND SUBSIDIARY
CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS)
UNAUDITED
ASSETS
------
<TABLE>
<CAPTION>
DECEMBER 31, DECEMBER 31,
1998 1999
---------------- ---------------
<S> <C> <C>
Cash and cash equivalents $ 359 $ 304
Investment in CORHLP - GP interets 150,677 149,054
Investment in CORHLP - LP interest - 33,006
Receivable from DCI plus accrued interest - 22,870
Management fee receivable CORHLP 1,195 1,157
Other assets 377 74
---------------- ---------------
Total assets $ 152,608 $ 206,465
================ ===============
LIABILITIES AND STOCKHOLDER'S EQUITY
------------------------------------
Liabilities:
Accounts payable and accrued expenses $ 73 $ 8
Management fee payable GLP - 400
Intercompany payable to TCG 3,216 500
Note payable to DCI plus accrued interest - 23,116
Note payable to TCG plus accrued interest - 37,427
Deferred income tax liability 17,432 16,695
---------------- ---------------
Total liabilities 20,721 78,146
---------------- ---------------
Stockholder's equity:
Common stock - -
Participating preferred stock 134 134
Additional paid-in capital 114,394 110,591
Retained earnings 17,359 17,594
---------------- ---------------
Total stockholder's equity 131,887 128,319
---------------- ---------------
Total liabilities and stockholders equity $ 152,608 $ 206,465
================ ===============
</TABLE>
Page 9 of 18
<PAGE>
EXHIBIT A3
----------
CATALYST VIDALIA HOLDING CORPORATION AND SUBSIDIARY
CONSOLIDATED STATEMENT OF OPERATIONS
(IN THOUSANDS)
UNAUDITED
YEAR ENDED
DECEMBER 31,
------------------------------
1998 1999
Revenues:
Equity interest in operating
results of CORHLP $ 15,724 $ 656
Management fee from CORHLP 1,616 1,891
Interest income DCI - 650
Investment income 4 32
Other income 103 -
------------ -----------
17,447 3,229
------------ -----------
Expenses:
General and administrative 2,149 120
Management consulting fees GLP 350 750
Interest expense DCI - 616
Interest expense TCG - 977
Other expense (339) 373
------------ -----------
2,160 2,836
------------ -----------
Pre tax income 15,287 393
Tax provision (6,115) (158)
------------ -----------
Net income $ 9,172 $ 235
============ ===========
Page 10 of 18
<PAGE>
EXHIBIT A3
----------
CATALYST VIDALIA HOLDING CORPORATION AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS
(IN THOUSANDS)
UNAUDITED
<TABLE>
<CAPTION>
YEAR ENDED
DECEMBER 31,
----------------------------------
1998 1999
-------------- --------------
<S> <C> <C>
Cash flows provided by (used in) operations:
Net income $ 9,172 $ 235
Deferred income taxes 5,939 (736)
Adjustments to reconcile net income to net
cash provided by (used in) operating activities:
Equity interest in operating results of CORHLP (15,724) (656)
Distribution from (contribution to ) CORHLP, net 13,570 5,947
Investment in CORHLP - LP interest - (36,675)
Dividend payout to Century Power (18,500) (3,803)
Changes in operating assets and liabilities:
Other assets, net 362 303
Note receivable DCI plus accrued interest - (22,870)
Management fee receivable CORHLP 3,801 38
Intercompany payable to TCG 3,216 (2,716)
Note payable DCI plus accrued interest - 23,116
Note payable TCG plus accrued interest - 37,427
Management fee payable GLP (1,600) 400
Other liabilities, net 29 (65)
--------------- ---------------
Net cash provided by (used in) operating activities 265 (55)
--------------- ---------------
Net increase (decrease) in cash and cash equivalents 265 (55)
Cash and cash equivalents beginning of the period 94 359
--------------- ---------------
Cash and cash equivalents at end of period $ 359 $ 304
=============== ===============
</TABLE>
Page 11 of 18
<PAGE>
EXHIBIT A3
----------
CATALYST VIDALIA HOLDING CORPORATION AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDER'S EQUITY
(IN THOUSANDS, EXCEPT SHARE DATA)
UNAUDITED
<TABLE>
<CAPTION>
Shares of Additional
Shares Participating Participating Paid
of Common Common Preferred Preferred In Retained
Stock Stock Stock Stock Capital Earnings
--------- -------- ------------- ------------- ------------ ----------
<S> <C> <C> <C> <C> <C> <C>
Balance December 31, 1997 1,000 $ - 133,593 $ 134 $132,894 $ 8,187
Dividend on Preferred Stock (18,500)
Net Income 9,172
-------- -------- --------- -------- -------- --------
Balance December 31, 1998 1,000 - 133,593 134 114,394 17,359
Dividend on Preferred Stock (3,803)
Net Income 235
-------- -------- --------- -------- -------- --------
Balance December 31, 1999 1,000 $ - 133,593 $ 134 $110,591 $ 17,594
======== ======== ========== ======== ======== ========
</TABLE>
cvhc1299u3a2.xls
Page 12 of 18
<PAGE>
EXHIBIT A4
----------
CATALYST VIDALIA HOLDING CORPORATION
VIDALIA HOLDING, LLC
CATALYST VIDALIA CORPORATION
CONSOLIDATING BALANCE SHEET AS OF DECEMBER 31, 1999
(Dollars in Thousands)
<TABLE>
<CAPTION>
CONSOLIDATION ENTRIES
CVHC ---------------------- CONSOL-
CVC VH LLC DEBIT CREDIT IDATED
------- -------- ----------------------- -------
<S> <C> <C> <C> <C> <C>
Cash 215 89 304
Accounts receivable:
Mgmt fee receivable CORHLP 1,157 - 1,157
Receivable from VCH, Inc. - -
Interest receivable DCI 370 370
Note receivable DCI 22,500 22,500
Investment:
CORHLP 47,350 33,006 111,942 10,238 182,060
CVC 116,817 41,975 158,792 -
Deferred income tax benefits:
Federal 4,809 4,809 -
State 1,182 1,182 -
Start-up costs net of amortization 36 36
Other assets 30 8 38
Intercompany account (41) 41 - -
---------- ---------- ---------- ---------- ----------
48,711 172,867 159,908 175,021 206,465
========== ========== ========== ========== ==========
Accounts payable and accrued expenses 408 408
Intercompany payable - TCG, Inc. 500 - - 500
Note payable TCG,Inc 36,867 36,867
Interest payable TCG,Inc 560 560
Note payable DCI 22,500 22,500
Interest payable DCI 616 616
Federal and state income taxes pay - I/C 100 4,069 18,614 14,445 -
Deferred income taxes payable 34,485 4,068 22,016 158 16,695
---------- ---------- ---------- ---------- ----------
Total liabilities 35,493 68,680 40,630 14,603 78,146
---------- ---------- ---------- ---------- ----------
Common stock -
Participating preferred stock 134 134
Additional paid-in capital 110,591 - 110,591
Retained earnings - pre November 5, 1991 1,331 1,331 -
Retained earnings - post November 5, 1991 11,887 (6,538) 44,096 56,341 17,594
---------- ---------- ---------- ---------- ----------
13,218 104,187 45,427 56,341 128,319
---------- ---------- ---------- ---------- ----------
Total liabilities and stockholders equity 48,711 172,867 86,057 70,944 206,465
========== ========== ========== ========== ==========
</TABLE>
Page 13 of 18
<PAGE>
EXHIBIT A4
----------
CATALYST VIDALIA HOLDING CORPORATION
VIDALIA HOLDING, LLC
CATALYST VIDALIA CORPORATION
CONSOLIDATING STATEMENT OF OPERATIONS
FOR THE YEAR ENDED DECEMBER 31, 1999
(DOLLARS IN THOUSANDS)
<TABLE>
<CAPTION>
CONSOLIDATION ENTRIES
CVHC ---------------------- CONSOL-
CVC VH LLC DEBIT CREDIT IDATED
---------- ---------- ---------- ---------- ----------
<S> <C> <C> <C> <C> <C>
Revenue
Equity interest in operating results-
Catalyst Old River Hydroelectric Ltd. Ptr. 4,325 (3,669) 656
Catalyst Vidalia Corporation 3,242 3,242 -
Management fee, incl. int. - CORHLP 1,891 1,891
Interest income DCI 650 650
Interest income - other 29 3 32
Other, net -
---------- ---------- ---------- ---------- ----------
Total Income 6,245 226 3,242 - 3,229
---------- ---------- ---------- ---------- ----------
General and administrative 92 28 120
Management consulting fees 750 750
Write-off receivable from VCH 369 369
Amortization of start-up costs 4 4
Interest expense TCG 977 977
Interest expense DCI 616 616
State franchise and income taxes -
---------- ---------- ---------- ---------- ----------
Total Expenses 842 1,994 - - 2,836
---------- ---------- ---------- ---------- ----------
Pretax income (loss) 5,403 (1,768) 3,242 - 393
Tax (provision) benefit (2,161) - 158 2,161 (158)
---------- ---------- ---------- ---------- ----------
Net income (loss) 3,242 (1,768) 3,400 2,161 235
========== ========== ========== ========== ==========
</TABLE>
Page 14 of 18
<PAGE>
EXHIBIT A4
----------
CVHC
CONSOLIDATING JOURNAL ENTRIES
(000'S)
12/31/99
1.* Retained Earnings 32,051
Investment in CVC 32,051
Reverse CVCH's equity pick-up of CVC
11/5/91-12/31/98
1a. Equity pick-up of CVC 3,242
Investment in CVC 3,242
Reverse CVCH's equity pick-up of CVC
1/1-12/31/99
2. Management fee income-CVHC
Management fee expense-CVC
Offset CVC managemetn fee expense against CVHC
management fee income
3. Provision for Taxes - Federal & State 158
Retained Earnings
Deferred Taxes Payable 158
Record Top Side Tax Provision
* Historical
4. Management fee payable -
Management fee receivable -
Reverse CVC's management fee payable to CVHC
against CVHC's management fee receivable from
CVC.
5. Investment in CORHLP 111,942
Federal income taxes payable-I/C account 10,338
Additional paid in capital -
Retained earnings pre 11/15/91 1,331
Deferred FIT receivable 112
I/C account -
Investment in CVC 123,499
Record original investment elimination and purchase, adjusted for
77,450 dividend prior to 98, price accounting as of 11/5/91.
Page 15 of 18
<PAGE>
EXHIBIT A4
----------
CVHC
CONSOLIDATING JOURNAL ENTRIES
(000's)
12/31/99
6. Retained earnings post 11/5/91 1,239
1999 consolidating P/L entries 1,239
Record 1999 P/L consolidating entries against
retained earnings
7. Deferred Taxes Payable 2,161
Retained Earnings
Tax Provision 2,161
Eliminate Effect of CVC Taxes Payable
8. Receivable from TCG, Inc. -
Intercompany Payable - TCG, Inc. -
To offset the receivable against the payable.
9.* Retained Earnings 10,238
Investment in CORHLP 10,238
To lower investment basis in CORHLP
to correct amount.
10.* Investment in CVC 19,516
Retained Earnings 19,516
To reverse book entry for consolidation
Page 16 of 18
<PAGE>
EXHIBIT A4
----------
CVHC
CONSOLIDATING JOURNAL ENTRIES
(000'S)
12/31/99
11*. FIT Payable - I/C account 7,316
Retained Earnings 7,019
Deferred FIT receivable 241
Deferred State tax receivable 56
DIT payable - Federal I/C account 3,101
DIT payable - State I/C account 322
Retained Earnings 3,423
Federal income taxes payable-I/C account 775
State income taxes payable-I/C account 185
Deferred FIT receivable 775
Deferred State receivable 185
Deferred tax asset-FIT 4,809
Deferred tax asset-State 1,182
Deferred tax liability-FIT 629
Deferred tax liability-State 161
Retained earnings post 11/5/91 323
Income taxes payable-I/C 7,104
Deferred Tax Provision-1996 3,924
Retained Earnings 3,924
Deferred Income Tax Payable 4,622
Deferred Income Tax Receivable - Fed. 3,681
Deferred Income Tax Receivable - State. 941
To consolidate prior consolidation entries 3,4,7,8,10,11.
12. Deferred Income Taxes 7,341
Income Taxes Payable 7,341
To Zero Out Income tax payable
13. Investment in CVC 22,459
Retained Earnings 22,459
Consolidation entry for dividend
Page 17 of 18
<PAGE>
Exhibit C
---------
<TABLE>
<CAPTION>
The Catalyst Group, Inc.
Organization as of December 31, 1999
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
(Individual) Group, Inc.
The Catalyst Group, Inc. Louisiana Vidalia, LA 100% ownership of Catalyst Vidalia
Acquisition Corporation.
Catalyst Vidalia Acquisition Louisiana Edison, NJ 100% ownership of Catalyst
Corporation Vidalia Holding Corporation and the
("CVAC") sole member of Century
Power, LLC.
Century Power, LLC Louisiana Edison, NJ Owns 100% of the CVHC Participating
Preferred Stock
Catalyst Vidalia Holding Louisiana Vidalia, LA 100% ownership of Catalyst
Corporation ("CVHC") Vidalia Corporation and the sole
member of Vidalia Holding, LLC.
Vidalia Holding, LLC A Louisiana Vidalia, LA Limited Partner of Catalyst Old
Limited Liability River Hydroelectric Limited
Company Partnership with a 25% undivided
interest.
Catalyst Vidalia Corporation Louisiana Vidalia, LA General Partner of Catalyst Old
River Hydroelectric Limited
Partnership with 50% undivided
interest in and 100% voting
interest in such partnership.
Catalyst Old River Hydroelectric A Louisiana Limited Vidalia, LA Lessee of a 192 megawatt
Limited Partnership Partnership hydroelectric facility in Concordia
Parish, Louisiana.
Catalyst Construction Corporation Delaware -- Inactive, owned 100% by CVAC
of Connecticut
Catalyst Energy Construction Delaware -- 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
</TABLE>
Page 18 of 18
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<CURRENCY> 0
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-START> JAN-01-1999
<PERIOD-END> DEC-31-1999
<EXCHANGE-RATE> 1.000
<CASH> 304
<SECURITIES> 0
<RECEIVABLES> 1,157
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 74
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 206,465
<CURRENT-LIABILITIES> 408
<BONDS> 0
0
134
<COMMON> 0
<OTHER-SE> 128,185
<TOTAL-LIABILITY-AND-EQUITY> 206,465
<SALES> 0
<TOTAL-REVENUES> 3,229
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 1,243
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 1,593
<INCOME-PRETAX> 393
<INCOME-TAX> 158
<INCOME-CONTINUING> 235
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 235
<EPS-BASIC> 0
<EPS-DILUTED> 0
</TABLE>
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