[Federal Register Volume 62, Number 70 (Friday, April 11, 1997)]
[Notices]
[Pages 17897-17898]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 97-9313]
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SECURITY AND EXCHANGE COMMISSION
[Release No. 35-26700]
Filings Under the Public Utility Holding Company Act of 1935, as
Amended (``Act'')
April 4, 1997.
Notice is hereby given that the following filing(s) has/have been
made with the Commission pursuant to provisions of the Act and rules
promulgated thereunder. All interested persons are referred to the
application(s) and/or declaration(s) for complete statements of the
proposed transaction(s) summarized below. The application(s) and/or
declaration(s) and any amendments thereto is/are available for public
inspection through the Commission's Office of Public Reference.
Interested persons wishing to comment or request a hearing on the
application(s) and/or declarations(s) should submit their views in
writing by April 28, 1997, to the Secretary, Securities and Exchange
Commission, Washington, DC 20549, and serve a copy on the relevant
applicant(s) and/or declarant(s) at the address(es) specified below.
Proof of service (by affidavit or, in case of an attorney at law, by
certificate) should be filed with the request. Any request for hearing
shall identify specifically the issues of fact or law that are
disputed. A person who so requests will be notified of any hearing, if
ordered, and will receive a copy of any notice or order issued in the
matter. After said date, the application(s) and/or declaration(s), as
filed or as amended, may be granted and/or permitted to become
effective.
The Southern Company, et al. (70-8733)
The Southern Company (``Southern''), a registered holding company,
270 Peachtree Street, N.W., Atlanta, Georgia 30303, its nonutility
subsidiaries, SEI Holdings, Inc. (``Holdings''), Mobile Energy Services
Holdings, Inc.,
[[Page 17898]]
(``Mobile''), Southern Energy, Inc. (``Energy''), Southern Energy
International, Inc., Southern Energy North America, Inc. (``SENA''),
and SEI Europe, Inc., each at 900 Ashwood Parkway, Atlanta, Georgia
30338, and certain of Holdings nonutility subsidiaries \1\
(collectively, ``Subsidiaries''), have filed a post-effective amendment
under sections 6(a), 7, 9(a), 10, 12(c) and 12(f) of the Act and rules
43, 46, and 54 thereunder to an application-declaration filed pursuant
to sections 6(a), 7, 9(a), 10, 12(b), 12(f), 13(b). 32 and 33 of the
Act and rules 43, 45 and 54 thereunder.
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\1\ As discussed below, such subsidiaries include certain
current and future intermediate subsidiaries, energy-related
companies, and special purpose subsidiaries.
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By orders dated February 2, 1996 (HCAR No. 26468) (the ``Original
Order'') and September 26, 1996 (HCAR No. 26581), Holdings was
authorized to organize and/or acquire, inter alia, certain non-utility
businesses (defined in the Original Order as ``Energy-Related
Companies'').\2\ The Commission also authorized in the Original Order
the issuance and sale by Mobile to Holdings of one or more series of
preferred stock and the contribution of that stock ultimately to SENA
(``Stock Transactions''), in connection with a proposed transfer of
stock of Energy and certain of its subsidiaries to Holdings and certain
of its subsidiaries.
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\2\ These include companies all of which revenue comes from the
ownership and/or operation of the following types of businesses: (a)
``qualifying facilities'', as defined in the Public Utility
Regulatory Policies Act of 1978, as amended, (``QFs''); (b)
production, conversion or distribution of steam; (c) the brokering
and marketing of energy commodities, and (d) other energy-related
businesses to the extent the acquisition of interests in such
businesses are exempt under a rule subsequently adopted by the
Commission. Such a rule was adopted by the Commission on February
14, 1997 (HCAR No.. 26667), and became effective on March 24, 1997.
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By supplemental order dated July 17, 1996 (HCAR No. 26543) (the
``Supplemental Order''), the Commission authorized Holdings, certain
Energy Related Companies \3\ and other subsidiaries described in the
order to pay dividends to their parent companies from time to time
through June 30, 1997, out of capital and unearned surplus (including
revaluation reserve), to the extent permitted under applicable law. In
that order, the Commission also extended the date by which the Stock
Transactions could be consummated, until not later than June 30, 1997.
The Commission reserved jurisdiction in the Supplemental Order over the
payment of dividends out of capital surplus or unearned surplus by any
other type of Energy Related Company.
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\3\ These included companies all of whose revenue comes from the
ownership and/or operation of QFs or the production, conversion or
distribution of steam.
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The applicants now request a modification and extension of their
current authority to pay dividends out of capital and unearned surplus.
Specifically, Holding, on its own behalf and on behalf of each of its
current and future subsidiaries, requests authority to pay dividends
out of capital and unearned surplus (including revaluation reserve) to
their parent companies from time to time through June 30, 2000, to the
extent permitted under applicable law; provided, however, that Holdings
requests that the Commission reserve jurisdiction over any such
dividend payments by any subsidiary of Holdings that derives any
material part of its revenues from the sale of goods, services,
electricity or natural gas to any of Southern's five domestic electric
utility subsidiaries or to Southern Company Services, Inc.
In addition, Holdings and Mobile state that the Stock Transactions
have not been consummated and may not be consummated prior to June 30,
1997. Accordingly, they now request that the Commission extend until
June 30, 1998, the date by which such transactions may be consummated.
Cinergy Corp. et al. (70-9023)
Cinergy Corp. (``Cinergy''), a registered holding company, and its
nonutility subsidiary, Cinergy Investments, Inc. (``Investments''),
both of 139 East Fourth Street, Cincinnati, Ohio 45202, have filed a
declaration under section 12(c) of the Act and rules 46 and 54
thereunder.
By previous order orders,\4\ Cinergy is authorized to invest the
proceeds of issuances of short-term notes and common stock to acquire
interests in exempt wholesale generators (``EWGs'') and foreign utility
companies (``FUCOs'') (EWGs and FUCOs together, ``Exempt Projects''),
as defined in sections 32 and 33 of the Act, respectively, in an amount
not to exceed 50% of Cinergy's ``consolidated retained earnings''.\5\
To effect such investment, Cinergy, together with Investments, is
authorized to form one or more direct or indirect special purpose
subsidiaries (``Project Parents'') to acquire and own or operate Exempt
Projects.
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\4\ See Holding Co. Act Rel. Nos. 26488 (March 12, 1996), 26486
(March 8, 1996) and 26477 (Feb. 23, 1996).
\5\ Defined in rule 53 (a)(1)(ii).
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The applicants request authorization for Investments, three
Existing Project Parents (``Midlands Project Parents'') \6\ and all
future Project Parents (together, with the Midlands Project Parents,
``Applicable Project Parents'') to pay dividends out of capital or
unearned surplus to their respective parent companies through December
31, 2002 to the extent permitted under applicable corporate law. The
applicants represent that Investments will pay dividends only to the
extent that the dividend is based upon (a) a corresponding dividend
paid to Investments out of capital or unearned surplus by an Applicable
Project Parent that is a direct subsidiary of Investments or (b)
Investments' direct or indirect ownership of an Exempt Project.
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\6\ The Midlands Project Parents, formed in connection with
Cinergy's acquisition of a 50% interest in Midlands Electricity plc
in a joint venture with GPU, Inc. in 1996, consist of Cinergy UK,
Inc., Avon Energy Partners Holdings and Avon Energy Partners Plc.
For the Commission, by the Division of Investment management,
pursuant to delegated authority.
Margaret H. McFarland,
Deputy Secretary.
[FR Doc. 97-9313 Filed 4-10-97; 8:45 am]
BILLING CODE 8010-01-M