[Federal Register Volume 69, Number 245 (Wednesday, December 22, 2004)]
[Notices]
[Pages 76797-76798]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 04-27998]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 35-27926]
Filings Under the Public Utility Holding Company Act of 1935, as
Amended (``Act'')
December 17, 2004.
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 amendment(s) 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
application(s) and/or declaration(s) should submit their views in
writing by January 6, 2005, to the Secretary, Securities and Exchange
Commission, Washington, DC 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 the 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 January 6, 2005, the application(s) and/or
declaration(s), as filed or as amended, may be granted and/or permitted
to become effective.
KeySpan Corporation (70-10274)
KeySpan Corporation (``KeySpan''), a combination gas and electric
registered public utility holding company, One Metro Tech Center,
Brooklyn, NY 11201, has filed a declaration (``Declaration'') with the
Commission under sections 6(a) and 7 and rule 54 under the Act.
Applicants KeySpan states that it is a diversified registered
public utility holding company. KeySpan directly or indirectly owns
seven public utility companies in New York and Massachusetts.\1\
KeySpan also directly or indirectly owns various nonutility
subsidiaries (collectively referred to as the ``Nonutility
Subsidiaries'') through which KeySpan engages in energy related
nonutility activities.
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\1\ (i) The Brooklyn Union Gas Company d/b/a KeySpan Energy
Delivery New York (``KEDNY''), which distributes natural gas at
retail to residential, commercial and industrial customers in the
New York City boroughs of Brooklyn, Staten Island and Queens; (ii)
KeySpan Gas East Corporation d/b/a KeySpan Energy Delivery Long
Island (``KEDLI''), which distributes natural gas at retail to
customers in New York State located in the counties of Nassau and
Suffolk on Long Island and the Rockaway Peninsula in Queens County;
(iii) KeySpan Generation LLC (``KeySpan Generation''), which owns
and operates electric generation capacity located on Long Island all
of which is sold at wholesale to the Long Island Power Authority
(``LIPA'') for resale by LIPA to its approximately 1.1 million
customers; (iv) Boston Gas Company d/b/a KeySpan Energy Delivery New
England (``Boston Gas''), which distributes natural gas to customers
located in Boston and other cities and towns in eastern and central
Massachusetts; (v) Essex Gas Company d/b/a KeySpan Energy Delivery
New England (``Essex Gas''), which distributes natural gas to
customers in eastern Massachusetts; (vi) Colonial Gas Company d/b/a
KeySpan Energy Delivery New England (``Colonial Gas''), which
distributes natural gas to customers located in northeastern
Massachusetts and on Cape Cod; and (vii) EnergyNorth Natural Gas,
Inc. d/b/a KeySpan Energy Delivery New England (``ENGI''), which
distributes natural gas to customers located in southern and central
New Hampshire, and the City of Berlin located in northern New
Hampshire.
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By order dated December 18, 2003 (HCAR No. 27776) (``Financing
Order''), the Commission authorized KeySpan and its subsidiaries to
engage in a program of external and intrasystem transactions including,
among other things, to engage in certain types of credit support
arrangements through December 31, 2006 (``Authorization Period''). The
Financing Order authorized KeySpan to enter into guarantees
(``Guarantees''), performance Guarantees, obtain letters of credit,
enter into expense agreements or otherwise provide credit support with
respect to the obligations of its subsidiaries as may be appropriate or
necessary to enable the subsidiaries to carry on in the ordinary course
of their respective businesses in an aggregate principal amount not to
exceed $4.0 billion outstanding at any one time (excluding obligations
exempt under rule 45) (``Guarantee Financing Limit'').
KeySpan now requests authorization to engage in certain
transactions involving the divestiture of one or more Nonutility
Subsidiaries, Delta KeySpan, LLC (``Delta KeySpan''), Granite State
Plumbing & Heating, LLC (``Granite State'') and Northern Peabody, LLC
(``Northern Peabody'' and, collectively ``KSI Nonutilities''), which
are owned indirectly by KeySpan Services, Inc. (``KSI'').\2\ KeySpan
states that the divestiture transactions will involve the continued
maintenance of certain existing Guarantees by KeySpan in favor of the
KSI Nonutilities that were previously issued in accordance with the
Financing Order (``KSI Divestiture Transaction''). KeySpan expects to
sell these KSI Subsidiaries to individuals, groups or corporations.
KeySpan requests authorization to engage in KSI Divestiture
Transactions from time to time, the specific terms and conditions of
which are not at this time known, without further prior approval by the
Commission.
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\2\ KeySpan states that Delta KeySpan is a Delaware limited
liability company which designs, builds and installs HVAC systems
primarily for commercial customers in Rhode Island and the New
England region. KeySpan states that Granite State (formerly Granite
State Plumbing and Heating, Inc.) is a Delaware limited liability
company that is a mechanical contractor engaged in the design,
installation and service of commercial and industrial plumbing, HVAC
equipment and process piping systems for customers in the industrial
and governmental sector, as well as real estate developers in new
England. KeySpan states that Northern Peabody (formerly Northern
Peabody, Inc.) is a Delaware limited liability company that is a
mechanical contractor engaged in the design, installation and
service of plumbing, heating, ventilation, air conditioning and
process piping systems. It serves commercial, industrial and
institutional customers, in the hospital, healthcare and
governmental markets in New Hampshire, southern Maine and
Massachusetts (excluding Boston).
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In connection with these proposed divestitures, KeySpan states that
the terms of these previously issued and authorized Guarantees would
not change in any respect. No new Guarantees and indemnities would be
issued in connection with any proposed KSI Divestiture Transaction.
KeySpan states that the Guarantees would remain in place only for an
interim period until the completion of a project and the expiration of
any associated warranty period in accordance with contractual
obligations. KeySpan states that the original aggregate value of the
issued Guarantees was approximately $76 million. KeySpan states that
the presently outstanding aggregate exposure of the Guarantees has been
substantially reduced and as of November 30, 2004 is approximately $23
million.
KeySpan states that each of the Guarantees have varying terms, and
in certain cases the term has no date
[[Page 76798]]
certain but is set to expire upon completion of the associated work
project. In any event, KeySpan states that with respect to each of the
KSI Nonutilities, none of the Guarantees, including any associated
warranty period, are expected to terminate later than the dates set
forth below:
Delta KeySpan, LLC: February 28, 2007
Granite State Plumbing & Heating, LLC: September 30, 2006
Northern Peabody, LLC: February 28, 2006
KeySpan also requests that the Commission reserve jurisdiction over
the maintenance, for an interim period of time, of certain existing
Guarantees and other credit support mechanisms, previously issued under
the Financing Order and directly related to the proposed divestiture of
the following additional KSI subsidiaries: WDF Inc. (``WDF''), and its
subsidiaries, Binsky & Snyder, LLC (``Binsky'') and its subsidiaries
and Binsky and Snyder Service, LLC (``Binsky Service'').\3\
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\3\ KeySpan states that WDF, and its subsidiaries provide
mechanical contracting services, which are primarily the design,
construction, alteration, maintenance and repair of plumbing and
HVAC, systems including related piping installation and welding, to
large scale commercial, institutional and industrial customers in
the New York area. KeySpan states that Binsky and its subsidiaries
are specialty mechanical contractors which install heating,
ventilating and air conditioning systems, which use electricity or
gas, for commercial and industrial customers located primarily in
New Jersey. KeySpan states that engaged in installing HVAC systems
for commercial and industrial customers located primarily in New
Jersey.
For the Commission by the Division of Investment Management,
pursuant to delegated authority.
Margaret H. McFarland,
Deputy Secretary.
[FR Doc. 04-27998 Filed 12-21-04; 8:45 am]
BILLING CODE 8010-01-M