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U.S. Securities and Exchange Commission

SECURITIES AND EXCHANGE COMMISSION

(Release No. 35-27688; 70-10108)

American Transmission Company, LLC, et al.

Supplemental Order Modifying Previous Order

June 23, 2003

American Transmission Company, LLC ("ATC"), an electric transmission public utility company subsidiary of Alliant Energy Corporation ("Alliant"), a registered holding company, and ATC Management, Inc. ("ATCMI"), a public utility company, corporate manager of ATC, and holding company subsidiary of Alliant, claiming exemption from registration under section 3(a)(1) by rule 2 of the Public Utility Holding Company Act of 1935, as amended ("Act"), both located in West Waukesha, Wisconsin (together, "Applicants") have filed with the Securities and Exchange Commission ("Commission") a post-effective amendment to a previously filed application-declaration ("Application") under sections 6(a), 7 and 12(b) of the Act and rules 45 and 54 under the Act. The Commission issued a notice of the Application on March 28, 2003 (HCAR No. 27611).

By order dated May 15, 2003 (HCAR No. 27678) ("May Order"), Applicants received authority to issue (i) debt securities in an aggregate amount not to exceed $710 million at any one time outstanding through June 30, 2004, ("Authorization Period"), provided that the aggregate amount of short-term debt issued under the requested authority will not exceed $200 million at any one time outstanding during the Authorization Period and (ii) guarantees and other credit support in an aggregate amount not to exceed $125 million outstanding at any one time during the Authorization Period.

Finally, Applicants received authority for ATC to issue equity interests in the form of member interests ("Member Interests") and for ATCMI to issue equity interests in the form of Class A shares, Class B shares, and preferred securities in an aggregate amount of $500 million at any one time outstanding during the Authorization Period, provided that the aggregate amount of Member Interests and Class A shares and Class B shares will not exceed $393 million at any one time outstanding through the Authorization Period.

Applicants now propose to modify their request to issue equity securities to state the following: Applicants request authorization for ATC to issue Member Interests and ATCMI to issue Class A shares, Class B shares and preferred securities in an aggregate amount of $500 million at any one time outstanding during the Authorization Period, provided that the aggregate amount of Member Interests, Class A shares and Class B shares outstanding at any one time during the Authorization Period will not exceed $393 million plus the value at that time of the Member Interests and Class A and Class B Shares outstanding as of the date of the May Order.

Applicants state that approximately $25,000 in fees, commissions and expenses have been incurred in connection with the proposed transaction and that, other than this Commission, no other federal or state regulatory commission has jurisdiction over the above requests.

Due notice of the filing of the Application has been given in the manner prescribed in rule 23 under the Act, and no hearing has been requested of, or ordered by, the Commission. On the basis of the facts in the record, it is found that, except as to those matters over which jurisdiction continues to be reserved, the applicable standards of the Act and rules under the Act are satisfied, and that no adverse findings are necessary.

IT IS ORDERED, under the applicable provisions of the Act and rules under the Act, that, except as to those matters over which jurisdiction continues to be reserved, the Application, as amended, be granted and permitted to become effective immediately, subject to the terms and conditions prescribed in rule 24 under the Act.

IT IS FURTHER ORDERED, that jurisdiction continue to be reserved over the issuance of any convertible securities, other than convertible preferred securities issued by ATC as outlined in section III.C. of the May Order, pending completion of the record.

For the Commission, by the Division of Investment Management, under delegated authority.

Margaret H. McFarland
Deputy Secretary

 

 

http://www.sec.gov/divisions/investment/opur/filing/35-27688.htm


Modified: 08/05/2003