[Federal Register Volume 64, Number 219 (Monday, November 15, 1999)]
[Notices]
[Pages 61951-61952]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 99-29651]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 35-27098]
Filings Under the Public Utility Holding Company Act of 1935, as
Amended (``Act'')
November 5, 1999.
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
applications(s) and/or declaration(s) for complete statements of the
proposed transactions(s) summarized below. The application(s) and/or
declarations(s) and any amendments is/are available for public
inspection through the Commission's Branch of Public Reference.
Interested persons wishing to comment or request a hearing on the
applications(s) and/or declaration(s) should submit their views in
writing by November 30, 1999, to the Secretary, Securities and Exchange
Commission, Washington, D.C. 20549-0609, 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 should identify specifically the issues of facts 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 November 30, 1999, the application(s) and/or
declaration(s), as filed or as amended, may be granted and/or permitted
to become effective.
New Century Energies, Inc., et al. (70-8787)
New Century Energies, Inc. (``NCE''), a registered holding company,
and two of its wholly owned subsidiaries, Public Service Company of
Colorado (``PSCo''), an electric and gas utility company, and NC
Enterprises, Inc. (``Enterprises''), a nonutility company, each located
at 1225 17th Street, Denver, Colorado 80202-5533, have filed a post-
effective amendment under sections 9(a), 10, 12(b), 12(c) and 12(f) of
the Act and rules 43, 45, 46 and 54 under the Act, to their
application-declaration filed under sections 6(a), 7, 9(a), 10 and
13(b) of the Act and rules 80 through 91, 93 and 94 under the Act.
By order dated August 1, 1997 (HCAR No. 26748) (the ``Merger
Order''), the Commission authorized, among other things, NCE to acquire
all of the issued and outstanding common stock of PSCo and Southwestern
Public Service Company (``SPS''), an electric utility company, and to
organize Enterprises as an intermediate holding company for certain of
the existing nonutility subsidiaries of PSCo and SPS which the
Commission held to be retainable under the standards of section
11(b)(1) of the Act. In accordance with the Merger Order, PSCo
transferred Natural Fuels Corporation (``Natural Fuels''), an 83.63%
owned subsidiary of PSCo, to Enterprises. The remaining 16.37% interest
in Natural Fuels is owned by CIC Stock Corporation (``CIC''), an
indirect subsidiary of the Coastal Corporation, which is a nonaffiliate
of NCE.
Natural Fuels currently holds a 50% interest in Natural/Total
Limited Liability Company (``Natural/Total''), a Wyoming limited
liability company, and a 50% profits interest (25% capital interest) in
Natural/Peoples Limited Liability Company (``Natural/Peoples''), also a
Wyoming limited liability company. Natural/Total, in turn, holds a 67%
interest in Natural/Total/KN Limited Partnership (``Natural/Total
LLP'').
Natural Fuels and its subsidiaries named above are engaged in two
distinct lines of business which relate generally to the
commercialization of compressed natural gas as a fuel for motor
vehicles. One line of business includes the conversion of motor
vehicles to permit operation by compressed natural gas or propane, and
the construction, ownership and operation of compressed natural gas
fueling stations (``Energy Services''). The other line of business
involves the packaging and marketing of compressed natural gas fueling
facility equipment (``Station Equipment''). The applicants state that
the two lines of business have substantially different customer bases,
geographic focus, and capital requirements. The Energy Services
business is confined to parts of Colorado and Wyoming and generally
serves the needs of motor vehicle users (both individual and fleet).
This business generally involves the ownership and operation of long-
lived assets (viz. refueling stations). In contrast, the Station
Equipment business is national and international in scope, and serves
the needs of fuel providers, utilities, and automotive fleet operators,
rather than vehicle users. This business does not involve investment in
or ownership or operation of long-lived assets.
The applicants state that they have determined that it would be
desirable from an operational and organizational standpoint to separate
Natural Fuel's Energy Services and Station Equipment businesses and
transfer the former back to PSCo. The applicant assert that the Energy
Services business fits well with PSCo's gas utility operations, as they
share a similar customer base in Colorado and Wyoming and involve
similar operational characteristics. Moreover, PSCo already owns and
operates compressed natural gas fueling stations at the majority of its
service centers for the operation of more than 350 service vehicles
which use compressed natural gas in compliance with the requirements of
the Energy Policy Act of 1992. The applicants also assert that the
transfer would streamline and focus the marketing and public education
efforts that are now conducted by both Natural Fuels and PSCo. To
effectuate the goals of separating Natural Fuels Energy Services and
Station Equipment businesses and of transferring the former back to
PSCo, the applicants
[[Page 61952]]
request approval for a series of related transactions.
First, Natural Fuels proposes to redeem the 16.37% interest in its
outstanding common stock that is held by CIC through a distribution of
certain unappreciated property (e.g., inventory assets, accounts
receivable, etc.). Natural Fuels then proposes to organize and acquire
the securities of two newly organized limited liability companies--
Natural Fuels LLC (``NATCO'') and Natural Station Equipment LLC
(``STATCO'')--by contributing its remaining assets, which includes its
membership interest in Natural/Total and Natural/Peoples. Natural Fuels
seeks authorization to distribute the membership interest in STATCO to
Enterprises, which will continue to hold such interest indefinitely.
Enterprises then proposes to transfer 100% of the common stock of
Natural Fuels to PSCo by means of a declaration of a dividend of the
shares of Natural Fuels to NCE, followed by a capital contribution of
such shares by NCE to PSCo. As a result, Natural Fuels would become a
wholly owned subsidiary of PSCo. In addition, PSCo proposes to organize
and acquire a new subsidiary (``New Natural Fuels''), which will be a
single-member limited liability company. Lastly, Natural Fuels proposes
to merge Natural Fuels into New Natural Fuels.
As a result of these interrelated transactions, PSCo will then own,
directly and indirectly through New Natural Fuels, all of the
compressed natural gas services business of Natural Fuels, consisting
of the existing refueling station operations in Colorado and Wyoming
and vehicle conversion operations. The assets and business associated
with Natural Fuels' station equipment business will remain with
Enterprises.
For the Commission by the Division of Investment Management,
under delegated authority.
Margaret H. McFarland,
Deputy Secretary.
[FR Doc. 99-29651 Filed 11-12-99; 8:45 am]
BILLING CODE 8010-01-M