File No. 70-7209
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
AMENDMENT NO. 9
(POST-EFFECTIVE AMENDMENT NO. 2)
to
APPLICATION OR DECLARATION
on
FORM U-1
under
The Public Utility Holding Company Act of 1935
SOUTHERN ELECTRIC INTERNATIONAL INC. THE SOUTHERN DEVELOPMENT
100 Ashford Center North, Suite 400 AND INVESTMENT GROUP, INC.
Atlanta, Georgia 30338 64 Perimeter Center East
Atlanta, Georgia 30346
THE SOUTHERN COMPANY
64 Perimeter Center East
Atlanta, Georgia 30346
(Name of company or companies filing this statement
and addresses of principal executive offices)
THE SOUTHERN COMPANY
(Name of top registered holding company parent of each declarant)
Tommy Chisholm Tommy Chisholm
Vice President and Secretary Secretary
Southern Electric International, Inc. The Southern Company
100 Ashford Center North, Suite 400 64 Perimeter Center East
Atlanta, Georgia 30338 Atlanta, Georgia 30346
(Names and addresses of agent for service)
The Commission is requested to mail signed copies of all
orders, notices and communications to:
W.L. Westbrook John F. Young
Financial Vice-President Vice President
The Southern Company Southern Company Services, Inc.
64 Perimeter Center East One Wall Street, 42nd Floor
Atlanta, Georgia 30346 New York, New York 10005
Thomas G. Boren John D. McLanahan, Esq.
President Troutman Sanders
Southern Electric International, Inc. 600 Peachtree Street, N.E.
100 Ashford Center North Suite 5200
Suite 400 Atlanta, Georgia 30308-2216
Atlanta, Georgia 30338
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Post-Effective Amendment No. 1 heretofore filed in this
proceeding is hereby amended and restated in its entirety as
follows:
Item 1. Description of Proposed Transactions.
1.1 Background. Southern Electric International, Inc.
("SEI") and The Southern Development and Investment Group, Inc.
(formerly The Southern Investment Group, Inc.) ("Development")
are wholly-owned subsidiaries of The Southern Company
("Southern"), a registered holding company under the Public
Utility Holding Company Act of 1935 (the "Act"). In accordance
with the Commission's order dated October 20, 1987 (HCAR No.
24476) (the "1987 Order"), Southern is currently authorized to
act, on behalf of SEI and Development, as surety, guarantor or
indemnitor with respect to obligations undertaken by such
subsidiaries, including their performance under engineering,
construction, operating and other similar kinds of services
agreements in connection with independent power project
activities ("Project Activities"), and in connection with bid
bonds required in the ordinary course of business in connection
with investments in projects1 and their participation in other
activities, in an aggregate amount at any
1 Since 1987, all independent power activities, including
the development of investments in projects and performance of
construction and operating services relating to projects, have
been conducted through SEI.
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one time outstanding not to exceed $300 million through
December 31, 1996, provided that any guarantees outstanding at
December 31, 1996 shall continue in effect until expiration or
termination in accordance with their terms. The Commission
reserved jurisdiction over Southern's actions on behalf of SEI
and Development, as surety, guarantor or indemnitor, in an
aggregate amount of up to an additional $200 million.
The applicants now request that the Commission release
jurisdiction heretofore reserved in the 1987 Order with respect
to Southern's actions on behalf of SEI and Development as
guarantor, surety or indemnitor. The applicants state that the
release of such jurisdiction is necessary and appropriate
principally to enable SEI to obtain commercial sureties, bid
bonds, letters of credit and other similar credit enhancements
that are typically required by counterparties to power sales
agreements, construction contracts, operating contracts and
other similar agreements.2
In connection with SEI's current Project Activities,
Southern is acting, or has been requested to act, as guarantor,
surety or indemnitor with respect to performance obligations of
SEI under agreements in which SEI's maximum contractual
exposure may, at any point in time, be as much as $300 million.
Without any increase in Southern's current authority under the
1987 Order to act on behalf of SEI as guarantor, surety or
2 Southern is not currently acting as surety, guarantor or
indemnitor with respect to any obligation of Development.
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indemnitor of commercial sureties with respect to other or
additional obligations of SEI that may reasonably be expected
to arise in the ordinary course of SEI's authorized business,
SEI will be severely limited in terms of its relative
competitive advantage in making bids on other projects or
contracts to provide project services, such as construction and
power plant operations and maintenance services.
The applicants state that a release of jurisdiction under
the 1987 Order is appropriate and will not result in any
significant financial exposure to Southern. In that regard, it
should be noted that Southern has never been called upon to
perform under any guarantee or indemnification arrangement
heretofore entered into on behalf of SEI or Development in the
nearly seven years that such authority has existed. Further,
the maximum exposure of Southern, in the aggregate, under all
such guarantees and indemnification arrangements would be
limited by the unlikelihood that Southern would ever be called
upon to honor its undertakings under all such arrangements, by
Southern's ability in any particular case to take actions that
would mitigate in part its maximum exposure under any such
arrangements, and by the unlikelihood (based upon actual
experience) that SEI or Development will win or be awarded all
projects or contracts with respect to which either may make
bids or proposals.
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For the foregoing reasons, the applicants respectfully
request that the Commission release jurisdiction heretofore
reserved under the 1987 Order.
Item 2. Fees, Commissions and Expenses.
Fees, commissions and expenses expected to be incurred by
the applicants in connection with this Post-Effective Amendment
are as follows:
Holding Company Act filing fee ........$ 2,000
Counsel fees:
Troutman Sanders .................$ 2,000*
Miscellaneous and incidental expenses..$ 100*
Total $ 4,100
*Estimated amount
Item 5. Procedure.
Notice to the public of the transaction proposed herein
has been given in the manner prescribed by Rule 23. (See HCAR
No. 24431, dated July 23, 1987). The applicants believe that
further notice to the public of the request for release of
jurisdiction contained herein is neither required nor
appropriate.
The applicants request that the Commission's order
releasing jurisdiction heretofore reserved be issued as soon as
the rules allow, and that there be no thirty-day waiting period
between the issuance of the Commission's order and the date on
which it is to become effective. The applicants hereby waive a
recommended decision by a hearing officer or other responsible
officer of the Commission and hereby consent that the Division
of Investment Management may assist in the preparation of the
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Commission's decision and/or order in the matter unless such
Division opposes the matters covered hereby.
SIGNATURE
Pursuant to the requirements of the Public Utility Holding
Company Act of 1935, the undersigned companies have duly caused
this Post-Effective Amendment No. 2 to be signed on their
behalf by the undersigned thereunto duly authorized.
Dated: February 2, 1994
THE SOUTHERN COMPANY
By: /s/Tommy Chisholm
Tommy Chisholm
Secretary
SOUTHERN ELECTRIC INTERNATIONAL,
INC.
By: /s/Tommy Chisholm
Tommy Chisholm
Vice President and Secretary
THE SOUTHERN DEVELOPMENT AND
INVESTMENT GROUP, INC.
By: /s/Tommy Chisholm
Tommy Chisholm
Vice President and Secretary
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