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Rule 424(b)(2)
Registration Statement No.
Prospectus Supplement
(To Prospectus dated April 29, 1993)
$100,000,000
South Carolina Electric & Gas Company
First Mortgage Bonds
7.70% Series due July 15, 2004
Interest Payable January 15 and July 15
Interest on the bonds offered hereby (the "New Bonds") is payable on
January 15 and July 15, commencing January 15, 1995. The New Bonds will not be
redeemable prior to their maturity. See "Certain Terms of the New Bonds."
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS
THE SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES
COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY OF THIS
PROSPECTUS SUPPLEMENT OR THE PROSPECTUS. ANY
REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
Underwriting
Price to Discounts and Proceeds to
Public(1) Commissions(2) Company(1)(3)
Per Bond................ 99.729% .650% 99.079%
Total................... $99,729,000 $650,000 $99,079,000
(1) Plus accrued interest from July 15, 1994.
(2) See "Underwriting."
(3) Before deducting expenses estimated at $64,000, which are payable by
the Company.
The New Bonds are offered by the Underwriter, subject to prior sale,
when, as and if delivered to and accepted by the Underwriter, and subject to
its right to reject orders in whole or in part. It is expected that delivery
of the New Bonds will be made in New York City on or about July 21, 1994.
PaineWebber Incorporated
The date of this Prospectus Supplement is July 14, 1994.
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IN CONNECTION WITH THIS OFFERING, THE UNDERWRITER MAY OVER-ALLOT OR
EFFECT TRANSACTIONS WHICH STABILIZE OR MAINTAIN THE MARKET PRICE OF THE NEW
BONDS OFFERED HEREBY AT A LEVEL ABOVE THAT WHICH MIGHT OTHERWISE PREVAIL IN
THE OPEN MARKET. SUCH STABILIZATION, IF COMMENCED, MAY BE DISCONTINUED AT ANY
TIME.
USE OF PROCEEDS
The net proceeds from the sale of the New Bonds offered hereby will be
used for the repayment of short-term debt incurred for the financing of the
Company's construction program and general corporate purposes.
SELECTED FINANCIAL DATA
<TABLE>
Twelve Months Ended
March 31, March 31, December 31,
1994 1993 1993
(Thousands of Dollars, Except Ratios)
(Unaudited)
<S> <C> <C> <S> <C> <C>
Consolidated Statements of Income Data:
Operating Revenues.................... $1,152,513 $1,010,047 $1,118,433
Operating Income...................... 227,566 187,736 219,319
Income Before Interest Charges........ 233,997 191,915 225,904
Interest Charges...................... 79,508 82,988 79,936
AFC (includes allowance for both
equity and borrowed funds).......... 12,325 10,705 12,782
Deferred Return on Plant Investment... 4,246 4,246 4,246
Net Income............................ 154,489 108,927 145,968
Ratio of Earnings to Fixed Charges (1).. 3.78 2.81 3.57
Net Utility Plant....................... 2,760,918 2,526,583 2,687,193
As of March 31, 1994
Actual Percentage Adjusted(2) Percentage(2)
(Thousands of Dollars, Except Percentages)
(Unaudited)
Capitalization:
Long-Term Debt (3)......................... $1,098,322 48.5% $1,198,322 50.7%
Cumulative Preferred Stock (not subject
to purchase or sinking funds)............ 26,027 1.1 26,027 1.1
Cumulative Preferred Stock (subject to
purchase or sinking funds)(4)............ 51,079 2.3 51,079 2.1
Advances from Affiliated Companies......... 6,196 0.3 6,196 0.3
Common Stock Equity........................ 1,083,972 47.8 1,083,972 45.8
Total.................................... $2,265,596 100.0% $2,365,596 100.0%
(1) For purposes of these ratios, earnings represent net income plus income taxes and fixed charges.
Fixed charges represent interest and the estimated interest portion of annual rentals.
(2) Gives effect to the sale of all the New Bonds offered hereby.
(3) Excludes current portion of long-term debt of $13,489,000.
(4) Excludes current portion of preferred stock of $2,496,000.
</TABLE>
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CERTAIN TERMS OF THE NEW BONDS
The First Mortgage Bonds, 7.70% Series due July 15, 2004
offered hereby will be issued under a Supplemental Indenture
dated as of June 15, 1993 from the Company to NationsBank of
Georgia, National Association ("Trustee"). The following
information concerning the New Bonds offered hereby supplements
and should be read in conjunction with the statements under
"Description of the New Bonds" in the accompanying Prospectus.
Form and Denomination
The New Bonds will be issued in fully registered form in
denominations of $1,000 and integral multiples thereof.
Interest and Maturity
The New Bonds will bear interest from July 15, 1994 at the
rate shown in their title, payable semi-annually on January 15
and July 15 of each year commencing on January 15, 1995, to
holders of record on the preceding January 1 and July 1,
respectively, and will mature July 15, 2004. The principal and
interest are payable in Atlanta, Georgia at the office of the
Trustee. The New Bonds will be limited to $100,000,000 in
aggregate principal amount.
Redemption
The New Bonds will not be redeemable prior to their
maturity.
BASIS FOR ISSUANCE OF NEW BONDS
The New Bonds will be issued upon the basis of $100,000,000
of Class A Bonds held by the Trustee and designated by the
Company as the basis for such issuance. After the issuance of
the New Bonds, the Company will be able to issue $57,035,000 of
additional Bonds on the basis of a like principal amount of Class
A Bonds held by the Trustee and available for such purposes. In
addition, as of December 31, 1993 the Company had approximately
$219,900,000 of unfunded net property additions which would
permit the issuance to the Trustee of approximately $131,940,000
of Class A Bonds for such purpose. See "Description of the New
Bonds" in the accompanying Prospectus.
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UNDERWRITING
Subject to the terms and conditions of the Underwriting
Agreement with the Company, PaineWebber Incorporated
("Underwriter") has agreed to purchase the $100,000,000 principal
amount of the New Bonds.
The Underwriting Agreement provides that the obligations of
the Underwriter thereunder are subject to the approval of certain
legal matters by counsel and to various other conditions. The
Underwriter is committed to purchase all of the New Bonds offered
hereby if any are purchased.
The Underwriter has advised the Company that the Underwriter
proposes to offer the New Bonds to the public initially at the
offering price set forth on the cover page of this Prospectus
Supplement and to certain dealers at such price less a concession
not in excess of .40% of the principal amount of the New Bonds.
The Underwriter may allow, and such dealers may reallow, a
concession not in excess of .25% of the principal amount of the
New Bonds to certain other dealers. After the initial public
offering, the public offering price, concession and discount may
be changed by the Underwriter.
There is at present no trading market for the New Bonds.
The Underwriter is not obligated to make a market in the New
Bonds, and the Company cannot predict whether a trading market
for the New Bonds will develop or, if developed, will be
maintained.
The Company has agreed to indemnify the Underwriter against
certain liabilities, including liabilities under the Securities
Act of 1933.
LEGAL MATTERS
The statements made under "Description of the New Bonds," in
the accompanying Prospectus as to matters of law and legal
conclusions, have been prepared or reviewed by Asbury H. Gibbes,
Esq., and such statements are made upon the authority of such
counsel as an expert. Mr. Gibbes is General Counsel of SCANA
Corporation, of which the Company is a wholly owned subsidiary.
The validity of the New Bonds will be passed upon for the
Company by McNair & Sanford, P.A., of Columbia, South Carolina
and by Asbury H. Gibbes, Esq. of Columbia, South Carolina, and
for any Underwriter by Reid & Priest, of New York, New York.
Reid & Priest will rely as to all matters of South Carolina law
upon the opinion of Asbury H. Gibbes, Esq. Reid & Priest, from
time to time, renders legal services to the Company.
At May 1, 1994, Asbury H. Gibbes, Esq., owned beneficially
3,919 shares of SCANA Corporation's Common Stock, including
shares acquired pursuant to its Employee Stock Ownership Plan and
shares acquired by the trustee under its Stock Purchase-Savings
Program for Employees by use of contributions made by Mr. Gibbes
and earnings thereon and including shares purchased by the
trustee by use of Company contributions and earnings thereon.
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No person has been authorized to give $100,000,000
any information or to make any representations
in connection with this offering other than
those contained in this Prospectus Supplement
or the Prospectus and, if given or made,
such other information and representations
must not be relied upon as having been SOUTH CAROLINA
authorized by the Company or the Underwriter. ELECTRIC & GAS
Neither the delivery of this Prospectus COMPANY
Supplement or the Prospectus nor any sale
made hereunder shall, under any circumstances,
create any implication that there has been
no change in the affairs of the Company since
the date hereof or that the information
contained herein is correct as of any time
subsequent to its date. This Prospectus
Supplement and the Prospectus do not constitute
an offer to sell or a solicitation of an offer
to buy any securities other than the registered
securities to which they relate. This Prospectus
Supplement and the Prospectus do not constitute
an offer to sell or a solicitation of an offer
to buy such securities in any circumstances First Mortgage Bonds
in which such offer or solicitation is unlawful. 7.70% Series
due July 15, 2004
Table of Contents
Page
Prospectus Supplement
Use of Proceeds..................... S-2 Prospectus Supplement
Selected Financial Data............. S-2
Certain Terms of the New Bonds...... S-3
Basis for Issuance of New Bonds..... S-3
Underwriting........................ S-4
Legal Matters....................... S-4
PaineWebber Incorporated
Prospectus
Available Information............... 2
Incorporation of Certain
Documents by Reference............ 2
The Company......................... 3
Ratio of Earnings to Fixed Charges.. 3
Use of Proceeds..................... 3
Description of the New Bonds........ 3
Book-Entry System................... 10
Plan of Distribution................ 12
Experts............................. 13
Validity of the New Bonds........... 13 July 14, 1994
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