[Federal Register Volume 63, Number 123 (Friday, June 26, 1998)]
[Notices]
[Pages 34948-34949]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 98-17082]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 35-26888]
Filings Under the Public Utility Holding Company Act of 1935, as
Amended (``Act'')
June 19, 1998.
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 under the Act. 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 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 declaration(s) should submit their views in
writing by July 14, 1998, to the Secretary, Securities and Exchange
Commission, Washington, DC 20549, and serve a copy on the relevant
application(s) and/or declaration(s) at the address(es) specified
below. Proof of service by affidavit or, in case of an attorney at
[[Page 34949]]
law, by certificate) should be filed with the request. Any request for
hearing should 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 July 14, the application(s) and/or declaration(s), as
filed or as amended, may be granted and/or permitted to become
effective.
Central Maine Power Company, et al.
Central Maine Power Company (``Central Maine''), a public utility
holding company exempt from regulation under the Act, in accordance
with rule 2 under the Act, and HoldCo, Inc. (``Holdco''), a wholly
owned subsidiary of Central Maine (together, ``Applicants''), both
located at 83 Edison Drive, Augusta, Maine 04336, have filed an
application under sections 3(a)(1), 9(a)(2) and 10 of the Act.
Central Maine is an investor-owned public utility company primarily
engaged in the business of generating, transmitting and distributing
electricity to wholesale customers, principally other utilities, and to
retail customers in Maine. Central Maine is the largest electric
utility in Maine and serves approximately 528,000 customers in its
11,000 square mile service area. Central Maine had $954 million in
consolidated electric operating revenues in 1997. Central Maine is
subject to the regulatory authority of the Maine Public Utilities
Commission.
Central Maine currently has three utility subsidiaries: Maine
Electric Power Company, Inc. (``MEPCO''), Aroostook Valley Electric
Company (``AVEC''), and NORVARCO. MEPCO owns and operates a 345-kV
transmission interconnection between Wiscasset, Maine and the Maine-New
Brunswick international border at Orient, Maine. AVEC owns and operates
a 31 MW wood-fired generating plant in Fort Fairfield, Maine, the
output of which is sold to Central Maine.\1\ NORVARCO is one of two
general partners in Chester SVC Partnership, a general partnership
which owns certain transmission assets in Chester, Maine, adjacent to
MEPCO's transmission interconnection.\2\
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\1\ Central Maine has reached an agreement with a third party,
FPL Group (``FPL''), to sell its interests in AVEC, as part of a
sale to FPL of all of its nonnuclear generating assets.
\2\ Central Maine also owns a 38% common stock interest in Maine
Yankee Atomic Power Company (``Maine Yankee''), which owns the Maine
Yankee nuclear electric generating plant in Wiscasset, Maine. The
Maine Yankee plant is not currently operating. On August 6, 1997,
the board of directors of Maine Yankee voted to shut down
permanently and begin to decommission the Maine Yankee plant.
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Central Maine's nonutility subsidiaries include: CMP International
Consultants (``CMPI''), Central Securities Corporation (``Central''),
Cumberland Securities Corporation (``Cumberland''), Kennebec Hydro
Resources (``Hydro''), The Merimil Limited Partnership (``Merimil''),
MaineCom Services, Inc. (``MainCom''), TeleSmart (``Telesmart''), The
Union Water-Power Company (``Union Water''), Androscoggin Reservoir
Company (``Androscoggin''), Kennebec Water Power Company (``Kennebec
Water''), and the Gulf Island Pond Oxygenation Project (``GIPOP'').
These subsidiaries are engaged in utility support services (such as
training, research, project management and technical consulting),
telecommunications, river facilities management, administrative
services, and real estate activities. In 1997, they provided total
revenues of $21,238,000, or approximately 2% of Central Maine's total
consolidated electric operating revenues for that year.
Holdco and Central Maine seek authority for Holdco to acquire all
of the outstanding common stock of Central Maine and, indirectly, of
its utility subsidiaries. In addition, Holdco and Central Maine seek an
order under section 3(a)(1) of the Act exempting Holdco and Central
Maine from all provisions of the Act, except section 9(a)(2).
Holdco intends to form a subsidiary company, Merger Sub, for the
sole purpose of consummating the acquisition of Central Maine by Holdco
(``Acquisition''). In accordance with an agreement (``Merger Plan'') to
be entered into by Holdco, Central Maine and Merger Sub, Merger Sub
will merge with and into Central Maine. In addition each issued and
outstanding share of Central Maine common stock (``CM Common Stock'')
will be converted into one share of Holdco common stock (``Holdco
Common Stock'').\3\ The outstanding shares of Merger Sub common stock
will be automatically converted into a number of shares of CM Common
Stock equal to the number of shares of CM Common Stock before the
Merger. The shares of Holdco Common Stock owned by Central Maine before
the Merger will be canceled. All debt securities and series of Central
Maine preferred stock will be unaffected by the Merger Plan and will
remain securities of Central Maine.
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\3\ Central Maine's shareholders approved the Merger Plan at
their annual meeting on May 21, 1998.
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Upon consummation of the Acquisition, each person that held shares
of CM Common Stock before the Acquisition, will hold an equal number of
shares of Holdco Common Stock, and Holdco will hold all of the issued
and outstanding shares of CM Common Stock.
Applicants state that concurrently with the Acquisition, or shortly
thereafter, Central Maine will transfer by dividend its existing equity
interests in CMPI, MaineCom, Telesmart, Union Water and Androscoggin to
Holdco.\4\
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\4\ Central Maine expects to sell its interests in Hydro,
Merimil and GIPOP as part of the planned sale of its nonnuclear
generation assets. Central Maine has offered for sale its interest
in Kennebec Water. If Central Maine does not receive an acceptable
bid for this interest, it will retain the interest and not transfer
it to Holdco. Cumberland and Central will remain subsidiaries of
Central Maine.
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Applicants assert that they will each satisfy the requirements for
an exemption under section 3(a)(1) upon consummation of the Merger.
They state that they and their public utility subsidiaries currently
are, and will continue to be, predominately intrastate in character and
will continue to carry on their business substantially in Maine.
For the Commission, by the Division of Investment Management,
under delegated authority.
Margaret H. McFarland,
Deputy Secretary.
[FR Doc. 98-17082 Filed 6-25-98; 8:45 am]
BILLING CODE 8010-01-M