SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
FORM U-57
NOTIFICATION OF FOREIGN UTILITY COMPANY STATUS
Filed under section 33(a) of the
Public Utility Holding Company Act of 1935, as amended
EMPRESA DISTRIBUIDORA DE ENTRE RIOS S.A.
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(Name of foreign utility company)
AYP CAPITAL, INC.
CHASE LATIN AMERICAN EQUITY ASSOCIATES, L.P.
PMDC LATIN AMERICA, INC.
WILLIAMS INTERNATIONAL INVESTMENTS (CAYMAN) LIMITED
(Name of filing companies, if filed on behalf of
a foreign utility company)
Item 1:
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The name and address of the entity claiming foreign
utility company status is Empresa Distribuidora de Entre Rios
S.A. ("EDEER"), c/o Ministerio de Obras y Servicios Publicos,
Parana, Entre Rios, Argentina. EDEER is the principal
distributor and transmitter of electric power to the province of
Entre Rios, Argentina. EDEER, which was created pursuant to
Argentina's Privatization Law 8915 and the Regulatory Framework
Law No. 8916 of 1995, serves a population of approximately one
million people. EDEER owns 965 kilometers ("km") of high voltage
transmission lines, 1986 km of medium voltage lines and 3142 km
of low voltage distribution lines. EDEER currently purchases the
bulk of its electricity on the wholesale electricity market.
The provincial government of Entre Rios is in the
process of privatizing 90 percent of the voting securities of
EDEER. A consortium (the "Consortium") consisting of Compania de
Inversiones en Energia Electrica S.A. ("CMS Latin America"),
Astra Compana Argentina de Petroleo S.A. ("Astra"), Banco de
Galacia y Buenos Aires S.A., Victorio Americo Gaultieri S.A.
("Gaultieri"), the Latin America Energy and Electricity Fund I,
L.P. (the "Latin America Fund"), Williams International
Investments Ventures (Cayman) Limited ("Williams International")
and Cooperativa Electricidad de San Carlos de Bariloche Ltda. has
submitted a bid to acquire, through an intermediate holding
company ("Holding Company"), such 90 percent of the voting
securities of EDEER. The members of the Consortium that will own
five percent or more of the voting securities of Holding Company
are:
Person Amount Type of Security
------ ------ ----------------
CMS Latin America 40% Common Equity
Astra 21% Common Equity
Banco de Galacia 12% Common Equity
Gaultieri 11% Common Equity
Latin America Fund 7.5% Common Equity
Williams International 6% Common Equity
In addition, the following entities will be entitled to
vote five percent or more of the limited and/or general
partnership interests of the Latin America Fund:
Person Amount Nature of Interest
------ ------ ------------------
AYP Capital, Inc. 10% Limited Partnership
Interest
Inter-American Investment 10% Limited Partnership
Corporation Interest
Chase Latin American 20% Limited Partnership
Equity Associates, L.P. Interest
PMDC Latin America, Inc. 20% Limited Partnership
Interest
Williams International 20% Limited Partnership
Investments (Cayman) Limited Interest
FondElec General Partner, L.P. 15.1% Limited Partnership
Interest
100% General Partnership
Interest
Item 2:
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Pennsylvania Power & Light Company and Safe Harbor
Water Power Corp. (collectively, the "PP&L Operating Companies"),
are subsidiary companies of PP&L Resources, Inc. and associate
companies of PMDC Latin America, Inc. No portion of the purchase
price of EDEER will be paid by the PP&L Operating Companies.
Monongahela Power Co., The Potomac Edison Co., and West Penn
Power Co. (collectively, the "APS Operating Companies") is each a
wholly-owned subsidiary of Allegheny Power System, Inc. ("APS")
and an associate company of AYP Capital, Inc. No portion of the
purchase price of EDEER will be paid by the APS Operating
Companies. Consumers Power Company, a wholly-owned subsidiary of
CMS Energy Corporation, is an associate company of CMS Latin
America. No portion of the purchase price of EDEER will be paid
by Consumers Power Company.
EXHIBIT A
Certifications have been previously filed with the
Commission by the States of Pennsylvania and Michigan and are
incorporated herein by reference. Since APS is a registered
holding company under the Public Utility Holding Company Act
of 1935, as amended ("PUHCA"), certifications from the state
commissions that regulate the APS Operating Companies are not
required under Section 33(a)(2) of PUCHA.
<PAGE>
AYP Capital, Inc., Chase Latin American Equity
Associates, L.P., PMDC Latin America, Inc., and Williams
International Investments (Cayman) Limited have duly caused this
statement to be signed on their behalf by the undersigned
thereunto duly authorized.
/s/ Michael D. Hornstein
--------------------------------
Michael D. Hornstein, Esq.
Reid & Priest LLP
701 Pennsylvania Avenue, N.W.
Suite 800
Washington, D.C. 20004
(202) 508-4000
Attorneys for AYP Capital, Inc., Chase
Latin American Equity Associates, L.P.,
PMDC Latin America, Inc., and Williams
International Investments (Cayman)
Limited
April 24, 1996
