CINERGY CORP
35-CERT/A, 2000-11-20
ELECTRIC & OTHER SERVICES COMBINED
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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

In the Matter of                                        AMENDMENT TO CERTIFICATE
Cinergy Corp. et al.                                               OF
File No. 70-8933                                              NOTIFICATION

       (Public Utility Holding Company Act of 1935)


         Cinergy Services,  Inc. recently filed a certificate of notification in
the above docket,  reporting certain information for transactions carried out in
the quarterly  period ended  September 30, 2000  ("September  30, 2000 Reporting
Certificate"),  which  contained an  inaccuracy  regarding  the dollar amount of
service  transactions  provided by Cinergy  Services,  Inc.,  as reported in the
first  sentence of Item 2, which was  overstated.  The  following  restates  and
supersedes in its entirety the September 30, 2000 Reporting  Certificate.  As so
restated, the September 30, 2000 Reporting Certificate reads as follows:

         With   reference   to   the    transactions   (a)   proposed   in   the
Application-Declaration  on Form U-1, as amended,  in the above  docket filed by
Cinergy Corp. ("Cinergy"), a Delaware corporation and registered holding company
under the  Public  Utility  Holding  Company  Act of 1935 (the  "Act"),  Cinergy
Investments,  Inc., a Delaware corporation and direct,  wholly-owned  nonutility
subsidiary of Cinergy ("Cinergy  Investments"),  and Cinergy  Services,  Inc., a
Delaware  corporation and direct,  wholly-owned  service  company  subsidiary of
Cinergy  ("Cinergy  Services") and (b) authorized by the Commission in its order
dated February 7, 1997, Rel. No. 35-26662 (the "1997 Order"),  Cinergy  Services
hereby provides the following information:

1.   The following  summary,  covering the quarterly  period ended September 30,
     2000, updates the business activities of Cinergy Solutions Holding Company,
     Inc. (formerly Cinergy Solutions,  Inc.) ("Cinergy Solutions Holdings"),  a
     Delaware  corporation  and direct,  wholly-owned  nonutility  subsidiary of
     Cinergy Investments, from the last quarterly filing in this docket.

     a.   Name Change; New Cinergy Solutions,  Inc. As recently reported in this
          docket,  the legal entity named  "Cinergy  Solutions,  Inc."  recently
          changed  its name to  "Cinergy  Solutions  Holding  Company,  Inc." to
          emphasize  the new  focus of this  company.  In the  future,  although
          certain  business  activities  may  continue to be  conducted  by this
          company  directly (in which regard see paragraphs "g" and "i" below of
          this  item  1),  Cinergy  Solutions  Holdings  is  anticipated  to act
          primarily  as a holding  company  over its various  operating  company
          subsidiaries.  In that  connection,  as previously  reported,  Cinergy
          Solutions Holdings has formed a new wholly-owned  subsidiary,  Cinergy
          Solutions,  Inc. ("Cinergy Solutions"),  for the purpose of conducting
          certain   project-related    preliminary   developmental   activities,
          principally  related to cogeneration  projects,  formerly conducted by
          Cinergy Solutions  Holdings itself (i.e, prior to the name change) and
          other energy-related businesses.

     b.   Scope of Report. This report provides  information  concerning Cinergy
          Solutions   Holdings  and  those  subsidiaries  of  Cinergy  Solutions
          Holdings that,  like Cinergy  Solutions  Holdings  itself,  may not be
          considered  "energy-related  companies"  within the meaning of rule 58
          (and  whose  activities  are  therefore  not  separately   covered  in
          Cinergy's quarterly reports on Form U-9C-3), namely, (i) Vestar, Inc.,
          a Delaware corporation (formerly Cinergy Business Solutions, Inc.) and
          its  subsidiaries,  including Vestar Limited (formerly Rose Technology
          Group  Limited),  and (ii) 1388368  Ontario Inc.,  3036243 Nova Scotia
          Company and Cinergy  Solutions  Limited  Partnership (the latter three
          entities,  collectively,  the "Vestar Financing Entities"). The Vestar
          Financing  Entities  were formed for the sole  purpose of assisting in
          the  realization by Cinergy of certain tax benefits or other financial
          efficiencies  in connection  with the financing of the  acquisition of
          Vestar, Limited. (See the chart enclosed herewith as Exhibit A showing
          Cinergy  Solutions  Holdings and its  subsidiaries as of September 30,
          2000.)

     c.   Energy  Management  Services.  As previously  reported in this docket,
          Vestar,  Inc. and Vestar Limited (and their  subsidiaries)  are in the
          business  of  marketing  energy  management  services  and  solutions,
          intended  to  create  cost   savings   and  improve   efficiency   and
          productivity, to institutional, commercial and industrial customers in
          the United States and Canada.  In the calendar quarter ended September
          30, 2000,  Vestar,  Inc. and Vestar,  Limited continued to be actively
          engaged  in  their  North  American   energy   management  and  energy
          performance contracting businesses.

     d.   Asset Management Services.None, (i) except to the extent a part of the
          energy performance  contracting  businesses of Vestar, Inc. and Vestar
          Limited  and  their  subsidiaries,  and  (ii)  except  to  the  extent
          conducted by certain  subsidiaries of Cinergy Solutions  Holdings that
          are  energy-related  companies  within the meaning of rule 58 and with
          respect  to which  information  is  reported  in  Cinergy's  quarterly
          reports on Form U-9C-3 (e.g., the various subsidiaries formed pursuant
          to the joint  venture with Trigen  Energy  Corporation  devoted to the
          development, ownership and/or operation of cogeneration facilities).

     e.   Technical/Consulting  Services.  In 1998  Cinergy  Solutions  Holdings
          formed a wholly-owned  subsidiary,  Cinergy  Customer  Care,  Inc., to
          market utility billing services and/or utility call center services to
          utility  companies.  However,  this subsidiary  never commenced active
          operations and was recently dissolved.

     f.   QF Project Development and Ownership.  See Cinergy's quarterly reports
          on Form U-9C-3 for information  concerning Cinergy Solutions Holdings'
          joint  venture with Trigen  Energy  Corporation,  which  focuses on QF
          development,  and the numerous project companies that have been formed
          to  serve   customers   acquired   pursuant  to  these  joint  venture
          activities.  In the future  subsidiaries of Cinergy Solutions Holdings
          are anticipated to develop cogeneration  projects outside of the joint
          venture with Trigen.

     g.   Consumer  Services.  Cinergy  Solutions  Holdings is offering  various
          products  and  services to Cinergy's  residential  utility  customers,
          including an underground utility line warranty service.

     h.   Customer   Financing.   Effective  year-end  1999,  Cinergy  Solutions
          Holdings discontinued  marketing its "Quick Credit" financial services
          program previously  described in this file. Cinergy Solutions Holdings
          is not otherwise providing any stand-alone customer financing,  either
          directly or through any of its subsidiaries.

     i.   Third-Party Alliances.  See Cinergy's quarterly reports on Form U-9C-3
          for information  concerning Cinergy Solutions  Holdings' joint venture
          with  Trigen  Energy  Corporation.   In  addition,  Cinergy  Solutions
          Holdings   recently   entered  into  a  marketing   agreement  with  a
          nonaffiliate concerning microturbines.

2.       During the calendar quarter ended September 30,  2000,Cinergy  Services
         provided various services (including accounting;  finance; engineering;
         executive;  legal; and human resources  services) to Cinergy  Solutions
         Holdings and its subsidiaries (including energy-related companies under
         rule 58) for a total cost of approximately $2,900,000. During that same
         period,  The  Cincinnati  Gas & Electric  Company and PSI Energy,  Inc.
         provided  engineering and  construction  services to Cinergy  Solutions
         Holdings and its subsidiaries (including energy-related companies under
         rule 58) totaling approximately $326,000 and $87,000, respectively.

3.       During the calendar  quarter ended  September 30, 2000, (a) Cinergy had
         guarantees  outstanding  covering outstanding debt or other obligations
         of  Cinergy   Solutions   Holdings   and  its   subsidiaries   totaling
         approximately  $97  million;  and  (b)  Cinergy  Investments  made  net
         open-account advances to Cinergy Solutions Holdings, for the benefit of
         Cinergy  Solutions  Holdings  and  all of its  subsidiaries  (including
         energy-related   companies  under  rule  58),  totaling   approximately
         $16,754,000 at annual interest rates ranging from 6.57%to 6.69%.

4.       During the calendar  quarter ended September 30, 2000,  neither Cinergy
         Solutions   Holdings  nor  any  subsidiary  thereof  entered  into  any
         long-term  contract by which any of such  entities  performs  long-term
         operations, load control or network control of any electric generation,
         transmission  or  distribution  facility,  other  than  in  respect  of
         qualifying  cogeneration  facilities  or  customer-owned  facilities in
         situations where the provision of such services does not render Cinergy
         Solutions  Holdings or any such subsidiary a public utility under state
         law.

5.       Consolidated  financial statements for Cinergy Solutions Holdings dated
         September 30, 2000 are enclosed herewith under a claim for confidential
         treatment pursuant to rule 104(b) under the Act.



<PAGE>


                               S I G N A T U R E

         Pursuant to the  requirements of the Act, the  undersigned  company has
duly  caused  this  document  to be  signed  on its  behalf  by the  undersigned
thereunto duly authorized.

Date:         November 20, 2000

                                              CINERGY SERVICES, INC.

                                              By: /s/Wendy L. Aumiller
                                                  Assistant Treasurer



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