Granite State Electric Co – ‘U-1’ on 5/3/95

As of:  Wednesday, 5/3/95   ·   Accession #:  43080-95-1   ·   File #:  70-08625

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Application or Declaration   —   Form U-1
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: U-1         Application or Declaration                             6     22K 
 3: EX-99       Exhibit D-1                                            5     11K 
 4: EX-99       Exhibit D-2                                            9     21K 
 5: EX-99       Exhibit G                                              1      5K 
 6: EX-99       Exhibit H                                              1      5K 
 2: EX-99       Miscellaneous Exhibit                                  2±     8K 

U-1   —   Application or Declaration
Document Table of Contents

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                                          File No. 70-

SECURITIES AND EXCHANGE COMMISSION      
450 Fifth Street, N.W.      
Washington, D.C.  20549     

FORM U-1      

APPLICATION/DECLARATION     

UNDER     

THE PUBLIC UTILITY HOLDING COMPANY ACT OF 1935      

GRANITE STATE ELECTRIC COMPANY      
407 Miracle Mile, Suite 1     
Lebanon, New Hampshire 03766      

(Name of company filing this statement and      
address of principal executive offices)     

NEW ENGLAND ELECTRIC SYSTEM     

(Name of top registered holding company parent of applicant)      

Howard W. McDowell                     Robert King Wulff                        
Treasurer                              Corporation Counsel                      
25 Research Drive                      25 Research Drive                        
Westborough, MA  01582                 Westborough, MA  01582                   

(Names and address of agents for service)     

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Item 1.  Description of Proposed Transaction                                    
--------------------------------------------                                    

Granite State Electric Company (Granite or Company) is a              
subsidiary of New England Electric System (NEES), a holding company             
registered under the Public Utility Holding Company Act of 1935                 
(the Act), and is an electric utility incorporated and doing                    
business solely in New Hampshire.                                               

By this Application/Declaration, Granite seeks authorization          
to issue and sell, on or before December 31, 1995, one or more                  
long-term notes in an aggregate principal amount not to exceed                  
$5 million.                                                                     

Granite forecasts that during 1995 it will invest                     
approximately $5 million in property additions and improvements.                
The Company expects internally generated funds to provide                       
approximately 70% of the funds necessary to meet these costs.                   
Granite will also retire approximately $3.5 million of long-term                
notes and receive a $1 million capital contribution from NEES                   
during 1995.  The balance, of approximately $5 million, needs to be             
funded from external sources.                                                   

As of December 31, 1994, Granite had outstanding $2,525,000 of        
short-term debt and $12 million of long-term debt.  The long-term               
debt consists of three long-term notes:  (i) $5 million at 9.44%                
due in 2001; (ii) $2 million at 8.55% due in 1996; and                          
(iii) $5 million at 7.37% due in 2023.  This does not include                   
$2.4 million of long-term debt retired on February 1.  To date this             
year, the Company's short-term debt level has reached a peak of                 
$5,000,000.                                                                     

Proposed Issue and Sale of Long-Term Notes                                      
------------------------------------------                                      

Granite proposes to issue and sell, on or before December 31,         
1995, one or more long-term notes in an aggregate principal amount              
not to exceed $5 million (hereinafter Notes).  Each Note would be               
issued pursuant to a note agreement (Note Agreement), the specific              
terms of which will be negotiated with a purchaser.  Granite                    
expects that each Note will have a maturity date not to exceed 30               
years and will bear interest at a fixed rate not to exceed 11%.                 
The Note Agreements may provide for sinking funds and limitations               
on callability or refundability, depending on market conditions.                
The Company proposes that the Notes will be redeemable at any time              
at its option, upon reasonable notice, at the then outstanding                  
principal amount plus accrued interest and redemption premium, and              
may include a yield to maturity premium.  Granite's currently                   
outstanding notes are noncallable or contain provisions restricting             
the ability of Granite to call them (see File Nos. 70-6998, 70-7288             
and 70-8075).  These outstanding Notes also contain provisions                  
limiting the ability of Granite to issue dividends.  Granite may                
elect not to include such a dividend limitation for the Notes.                  

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The proceeds from the issue and sale of the Notes will be             
applied by Granite to the payment of short-term borrowings incurred             
for, or to the cost of, or to the reimbursement of the treasury                 
for, retirement of outstanding notes, capitalizable additions and               
improvements to the plant and property of Granite, or other                     
capitalizable expenditures.                                                     

Granite will not be able to determine the specific terms and          
conditions upon which it will issue and sell each Note until it has             
undertaken preliminary negotiations with potential lenders.                     

Item 2.  Fees, Commissions and Expenses                                         
---------------------------------------                                         

The estimated fees and expenses in connection with the                
proposed issue and sale of each Note, are set forth in Exhibit G                
hereto.  Certain services in connection with the proposed                       
transactions, including services in connection with negotiating the             
terms of the Notes with potential investors will be performed at                
the actual cost thereof by New England Power Service Company, an                
affiliated service company operating pursuant to Section 13 of the              
Act and the Commission's rules thereunder.  The services of such                
company will also consist of services performed by the Executive                
and Administrative Department, the Corporate Department (including              
attorneys), the Treasury Department (including accountants), and                
the Office Services Department.  The only other expense is the                  
$2,000 filing fee under the Act.                                                

Item 3.  Applicable Statutory Provisions                                        
----------------------------------------                                        

The proposed issue and sale of Notes are subject to Sections      
6(a) and 7 of the Act.                                                          

Item 4.  Regulatory Approval                                                    
----------------------------                                                    

The New Hampshire Public Utilities Commission (NHPUC) has             
jurisdiction over the proposed transaction.  No Federal commission              
(other than the Securities and Exchange Commission) has                         
jurisdiction over the proposed transaction.                                     

By its order dated February 4, 1993, as extended by a                 
supplemental order dated December 19, 1994, the NHPUC has already               
granted Granite the authority to issue and sell the $5 million of               
long-term notes proposed herein.  (See Exhibits D-1 through D-4).               
The NHPUC orders are conditional upon Granite submitting to the                 
NHPUC for its review, prior to soliciting bids from potential                   
investors, a copy of any private placements memoranda to be used.               
The proposed transaction would be consummated only after approval               

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by your Commission and the approval by the NHPUC of the private                 
placement memorandum.                                                           

Item 5.  Procedure                                                              
------------------                                                              

It is requested that the Commission take action with respect          
to this Application/Declaration without a hearing being held and                
that an order be issued allowing this Application/Declaration to                
become effective as soon as practicable.  Specifically, Granite                 
requests that the Commission issue an order approving the terms and             
conditions of the issue and sale of the Notes.                                  

Granite (i) does not request a recommended decision by a              
hearing officer, (ii) does not request a recommended decision by                
any other responsible officer of the Commission, (iii) hereby                   
specifies that the Division of Corporate Regulation may assist in               
the preparation of the Commission's decision, and (iv) hereby                   
requests that there be no 30-day waiting period between the date of             
issuance of the Commission's order and the date it is to become                 
effective.                                                                      

Item 6.  Exhibits and Financial Statements                                      
------------------------------------------                                      

(a)   Exhibits                                                        

A-1     Form of the proposed Note Agreement (the proposed 
Note is an exhibit thereto).              

D-1     Application to the New Hampshire Public Utilities 
Commission.                               

D-2     Application to the New Hampshire Public Utilities 
Commission for an extension.              

D-3     Certified copy of order of the New Hampshire      
Public Utilities Commission.              

D-4     Certified copy of extension order of the New      
Hampshire Public Utilities Commission.    

*F        Opinion of Counsel.                                 

G       Schedule of Fees and Expenses.                    

H       Proposed Form of Notice.                          

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(b)   Financial Statements **                                         

*1-a    Balance sheet of Granite as of March 31, 1995,    
actual and pro forma.                     

*1-b    Balance sheet of NEES and subsidiaries            
     consolidated, for the twelve months ended March
31, 1995, actual and pro forma.           

*2-a    Statement of Income and Retained Earnings of      
   Granite for the twelve months ended March 31,
1995, actual and pro forma.               

*2-b    Statement of Income and Retained Earnings of NEES 
   and subsidiaries consolidated, for the twelve
 months ended March 31, 1995, actual and pro
forma.                                    

*3-a    Financial data schedules for Granite, actual and  
pro forma.                                

*3-b    Financial data schedules for NEES and             
     subsidiaries consolidated, actual and pro forma

*     To be supplied by amendment.                                    

**    Pro forma effect of the issuance of a $5 million Note has       
been shown.                                               

Item 7.    Statement of Effect on the Quality of the Human                      
Environment                                               
------------------------------------------------------------------              

The transaction proposed by this Application/Declaration does         
not involve any major Federal action significantly affecting the                
quality of the human environment.                                               

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SIGNATURE     

Pursuant to the requirements of the Public Utility Holding Company              
Act of 1935, the undersigned company has duly caused this                       
Application/Declaration to be signed on its behalf by the                       
undersigned officer thereunto duly authorized.                                  

              GRANITE STATE ELECTRIC COMPANY

              s/Howard W. McDowell
By:               
            Howard W. McDowell
   Treasurer

May 3, 1995                                                                     

Dates Referenced Herein

				Referenced-On Page
This ‘U-1’ Filing		Date		First		Last			Other Filings
		12/31/95		2					None on these Dates
Filed on:		5/3/95		6
		3/31/95		5
		12/31/94		2
		12/19/94		3
		2/4/93		3
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