-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, QrLnZ3fhmMZVJRoUIhL6WrzyGEcnHUhwG1JcVwYzEj33sBJqYGWKUM/8Jt/OMTcK hLY4uSdqEQj3NeuQ5u8uOw== 0000277595-01-000005.txt : 20010224 0000277595-01-000005.hdr.sgml : 20010224 ACCESSION NUMBER: 0000277595-01-000005 CONFORMED SUBMISSION TYPE: U-3A-2 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20000930 FILED AS OF DATE: 20010216 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ENERGEN CORP CENTRAL INDEX KEY: 0000277595 STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS DISTRIBUTION [4924] IRS NUMBER: 630757759 STATE OF INCORPORATION: AL FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: U-3A-2 SEC ACT: SEC FILE NUMBER: 069-00242 FILM NUMBER: 1548833 BUSINESS ADDRESS: STREET 1: 605 21ST STREET NORTH CITY: BIRMINGHAM STATE: AL ZIP: 35203-2707 BUSINESS PHONE: 205-326-2742 MAIL ADDRESS: STREET 1: 605 21ST STREET N CITY: BIRNINGHAM STATE: AL ZIP: 35203 FORMER COMPANY: FORMER CONFORMED NAME: ALAGASCO INC DATE OF NAME CHANGE: 19851002 U-3A-2 1 0001.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM U-3A-2 File No. 69-242 Statement by Holding Company Claiming Exemption Under Rule U-3A-2 from the Provisions of the Public Utility Holding Company Act of 1935 (the Act) To Be Filed Annually Prior to March 1 ENERGEN CORPORATION (Name of company) hereby files with the Securities and Exchange Commission (the Commission), pursuant to Rule 2, its statement claiming exemption as a holding company from the provisions of the Public Utility Holding Company Act of 1935, and submits the following information: 1. The claimant Energen Corporation, an Alabama corporation, is a holding company with the following direct and indirect subsidiaries. Unless otherwise noted, each subsidiary is an Alabama corporation: Alabama Gas Corporation is a natural gas distribution company and has the following subsidiary: Midtown NGV, Inc. is in the business of marketing natural gas as a vehicle fuel. Energen Resources Corporation is an oil and gas exploration and production company and has the following subsidiaries: Horse Creek Trading and Compression Company LLC, a Colorado limited liability company, is in the business of gas gathering and compression. Basin Pipeline Corp. is in the business of gathering and transporting natural gas and coalbed methane. Energen Resources TEAM, Inc. is an owner and operator of coalbed methane properties. EGN Services, Inc. is a wholesale distributor of gas appliances. American Heat Tech, Inc. has a passive investment in a company that owns certain high temperature combustion technology patents, licenses and royalty rights. Energyrunner, Inc., a Delaware corporation, is inactive. The business address of the Claimant and each of its subsidiaries is: 605 Richard Arrington, Jr. Boulevard North Birmingham, Alabama 35203-2707 2. Alabama Gas Corporation, one of the Claimant's subsidiaries, is a "gas utility company" under the provisions of Section 2(a)(4) of the Act and is regulated by the Alabama Public Service Commission. The properties of Alabama Gas Corporation consist primarily of gas distribution systems serving communities in central and northwest Alabama. Alabama Gas Corporation also owns facilities for the liquefaction, storage, and revaporization of liquid natural gas; warehouses; office buildings; and other miscellaneous equipment and property. The Federal Power Commission (now Federal Energy Regulatory Commission), by order issued September 21, 1954 in Docket No. G-2575, has declared Alabama Gas Corporation to be exempt from the provisions of the Natural Gas Act, 15 U.S.C. 717 (c). Neither Claimant nor any of its subsidiaries other than Alabama Gas Corporation is a "gas utility company" under the provisions of Section 2(a)(4) of the Act. 3. The following is information for the last fiscal year with respect to Claimant and its subsidiary public utility company, Alabama Gas Corporation: a. Mcf of natural or manufactured gas distributed at retail: 38,161,000 Mcf. MCF of natural or manufactured gas transported on behalf of end users: 70,534,000 Mcf b. Mcf of natural or manufactured gas distributed at retail outside the State in which each such company is organized: None c. Mcf of natural or manufactured gas sold at wholesale outside the State in which such company is organized, or at the State line: None d. Mcf of natural or manufactured gas purchased outside the State in which each such company is organized or at the State line: 32,825,000 Mcf 4. The Claimant does not hold directly or indirectly any interest in an EWG or a foreign utility company. A consolidating statement of income and retained earnings of the Claimant and its subsidiary companies for the last fiscal year ended September 30, 2000, together with a consolidating balance sheet of Claimant and its subsidiary companies as of the close of such fiscal year is attached hereto as Exhibit A and made a part hereof. Exhibit B with respect to an EWG or foreign utility company is not applicable to Claimant. The above-named Claimant has caused this statement to be duly executed on its behalf by its authorized officer on this 9 day of February, 2001. ENERGEN CORPORATION (Name of Claimant) By /s/ Wm. Michael Warren, Jr. Wm. Michael Warren, Jr. Its Chairman of the Board CORPORATE SEAL ATTEST: By /s/ J. David Woodruff, Jr. J. David Woodruff, Jr. Its Assistant Secretary Name, title and address of officer to whom notices and correspondence concerning this statement should be addressed: J. David Woodruff, Jr., Assistant Secretary 605 Richard Arrington, Jr. Boulevard North Birmingham, Alabama 35203-2707 EX-1 2 0002.txt EXHIBIT A ENERGEN CORPORATION Consolidating Statement of Income Year Ended September 30, 2000 Unaudited (in thousands of dollars) Energen Alabama Energen EGN American Consolidated Elims Parent Gas ** Resources Services Heattech *** Operating Revenues Natural gas distribution $366,161 0 0 $366,161 0 0 0 Oil and gas production 191,074 0 0 0 $191,074 0 0 Other 0 0 0 0 0 0 0 Intercompany eliminations (1,640) ($1,640) 0 0 0 0 0 Total operating revenues 555,595 (1,640) 0 366,161 191,074 0 0 Operating Expenses Cost of gas 154,201 (1,640) 0 155,841 0 0 0 Operations 161,433 0 $1,595 94,003 65,810 0 $25 Maintenance 10,203 0 0 10,203 0 0 0 Depreciation, depletion and amortization 87,073 0 0 28,708 58,365 0 0 Taxes, other than income taxes 46,884 0 0 28,343 18,541 0 0 Total operating expenses 459,794 (1,640) 1,595 317,098 142,716 0 25 Operating income 95,801 0 (1,595) 49,063 48,358 0 (25) Other Income (Expense) Interest expense (37,769) 1,153 (552) (9,871) (28,441) ($58) 0 Dividends on preferred stock of subsidiary 0 0 0 0 0 0 0 Allowance for funds used during construction 1,172 0 0 1,172 0 0 0 Other, net 603 (1,153) 443 282 260 513 258 Total other income (expense) (35,994) 0 (109) (8,417) (28,181) 455 258 Income Before Income Taxes 59,807 0 (1,704) 40,646 20,177 455 233 Income taxes 6,789 0 (568) 14,324 (7,245) 169 109 Net Income 53,018 0 (1,136) 26,322 27,422 286 124 Retained Earnings @ Beginning of Period 152,572 (220,308) 162,218 143,502 65,795 2,382(1,017) Less Common Stock Dividends (20,029) 0 (10,002) (5,057) (4,970) 0 0 Net Income from Subsidiaries 0 (54,154) 54,154 0 0 0 0 Other Decreases 0 0 0 0 0 0 0 Retained Earnings @ End of Period $185,561 ($274,462) $205,234 $164,767 $88,247 $2,668 ($893)
** Includes transactions and balances of its subsidiary Midtown NGV *** Includes transactions and balances of its subsidiaries and its affiliate Energen Resources TEAM Inc. ENERGEN CORPORATION Consolidating Balance Sheet September 30, 2000 Unaudited (in thousands of dollars) Energen Alabama Energen EGN American Consolidated Elims Parent Gas ** Resources Services Heattech *** Property Plant and Equipment Utility Plant $709,004 $ 0 $ 0 $709,004 $ 0 $ 0 $ 0 Less: A/D 353,997 0 0 353,997 0 0 0 Utility plant, net 355,007 0 0 355,007 0 0 0 Oil and gas properties 713,766 0 0 0 713,766 0 0 Less: A/D 165,447 0 0 0 165,447 0 0 Oil and gas properties,net 548,319 0 0 0 548,319 0 0 Other property, net 4,503 0 0 241 3,968 294 0 Property, plant and equipment, net 907,829 0 0 355,248 552,287 294 0 Current Assets Cash 3,823 0 252 866 2,298 401 6 Temporary cash investments 0 0 0 0 0 0 0 Accounts receivable 100,043 (155,251) 152,918 51,964 49,351 1,061 0 Allowance for doubtful accounts (6,681) 0 0 (5,800) (797) (84) 0 Inventories 48,239 0 0 45,104 836 2,299 0 Deferred gas cost 3,556 0 0 3,556 0 0 0 Prepayments and other 88,626 0 117 3,438 85,047 24 0 Deferred taxes 17,830 2,769 0 12,360 2,701 0 0 Total current assets 255,436 (152,482) 153,287 111,488 139,436 3,701 6 Other assets Notes receivable 0 0 0 0 0 0 0 Deferred charges and other 39,776 (419,988) 408,305 4,546 46,912 0 1 Total other assets 39,776 (419,988) 408,305 4,546 46,912 0 1 Total Assets $1,203,041 ($572,470) $561,592 $471,282 $738,635 $3,995 $ 7
** Includes transactions and balances of its subsidiary Midtown NGV *** Includes transactions and balances of its subsidiaries and its affiliate Energen Resources TEAM Inc. ENERGEN CORPORATION Consolidating Balance Sheet September 30, 2000 Unaudited (in thousands of dollars) Energen Alabama Energen EGN American Consolidated Elims Parent Gas ** Resources Services Heattech *** Capitalization Common shareholders' equity Common stock $ 304 $ (22) $ 304 $ 20 $ 0 $ 1 $ 1 Treasury stock (6,354) 0 (6,354) 0 0 0 0 Premium on capital stock 213,582 (155,346) 247,460 6,682 112,881 0 1,905 Capital surplus 2,802 (25,000) 0 27,802 0 0 0 Deferred compensation obligation 4,965 0 4,965 0 0 0 0 Retained earnings 185,561 (223,713) 154,485 164,767 88,246 2,668 (892) Total common shareholders' equity 400,860 (404,081) 400,860 199,271 201,127 2,669 1,014 Minority preferred stock 0 0 0 0 0 0 0 Long-term debt 353,932 0 0 115,000 238,932 0 0 Total capitalization 754,792 (404,081) 400,860 314,271 440,059 2,669 1,014 Current Liabilities LTD due in one year 18,648 0 0 4,650 13,998 0 0 Notes payable to banks 168,000 0 147,500 20,500 0 0 0 Accounts payable 133,005 (155,251) 0 40,532 247,408 1,434 (1,118) Accrued taxes 25,312 0 551 21,621 3,047 (28) 121 Customers' deposits 15,512 0 0 15,512 0 0 0 Amounts due customers 14,914 0 0 14,914 0 0 0 Accrued wages & benefits 24,256 0 13,972 9,221 1,063 0 0 Other 37,702 2,769 (1,834) 10,230 26,632 (80) (15) Total current liabilities 437,349 (152,482) 160,189 137,180 292,148 1,326 (1,012) Deferred Credits and Other Liabilities Deferred income taxes 0 (15,907) (36) 15,938 0 0 5 Deferred investment tax credits 1,765 0 0 1,765 0 0 0 Other liabilities 9,135 0 579 2,128 6,428 0 0 Total deferred credits and other liabilities 10,900 (15,907) 543 19,831 6,428 0 5 Total Capital and Liabilities $1,203,041 ($572,470) $561,592 $471,282 $738,635 $3,995 $ 7
** Includes transactions and balances of its subsidiary Midtown NGV *** Includes transactions and balances of its subsidiaries and its affiliate Energen Resources TEAM Inc. -----END PRIVACY-ENHANCED MESSAGE-----