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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM U-9C-3
QUARTERLY REPORT PURSUANT TO RULE 58
UNITIL CORPORATION
(Name of Registered Holding Company)
6 Liberty Lane West, Hampton, New Hampshire 03842-1720
(Address of principal executive offices)
ITEM 1 - ORGANIZATION CHART
Name of Energy or Date of State of Percentage Nature of
reporting gas-related organization organization of voting business
company company securities
held
Unitil Corporation
Unitil
Resources,
Inc. Energy 5/26/93 NH 100% Energy
Marketing &
Consulting
Description of Various Consulting, Energy Marketing, Energy Management and
Other Activities Undertaken by Unitil Resources Inc.:
Staff providing services under the activities listed below (unless
otherwise indicated) are located at Unitil Service Corp. (Unitil Service),
6 Liberty Lane West, Hampton, NH 03842-1720, where most client work is
performed. From time to time staff visit other locations, predominately in
New England, representing client interests.
Consulting Services
Legal Testimony. In the second quarter of 1999, Unitil Resources, Inc.
(Unitil Resources) entered into a contract with a law firm to provide expert
testimony in an arbitration dispute regarding the sale of purchased power.
Charges of $75,207 were assessed on this contract in the third quarter of
1999.
Human Resources. In the third quarter of 1999, Unitil Resources provided
consulting services to a company relating to human resource policies and
practices. Revenues from this consulting activity were $1,275 in the third
quarter of 1999.
Energy Procurement. In the third quarter of 1999, Unitil Resources provided
consulting services regarding the cost of energy procurement. Revenues from
this consulting activity were $2,200 in the third quarter of 1999.
Energy Marketing Activities
New Hampshire Pilot Program. As of July 1, 1996, Unitil Resources, Inc.,
became eligible to begin marketing electricity at retail to statewide
participants in the New Hampshire Pilot Program. This program, which
originally was scheduled to last 24 months, allows 3% of all electric
customers in the State of New Hampshire to purchase electricity from the
supplier of their choice. In 1998, the State of New Hampshire extended this
program beyond the original 24 month period. Unitil Resources will be
discontinuing this program effective December 31, 1999. Revenues generated
from this activity during the third quarter of 1999 were $155,512.
Electricity and Natural Gas Brokerage. On March 25, 1999 Unitil Corporation
acquired a minority interest in Enermetrix.com (formerly known as North
American Power Brokers, Inc.), a privately held company providing Internet
technology solutions to the energy industry. The Federal Communications
Commission has determined that Enermetrix.com is an exempt telecommunications
company, as that term is defined in PUHCA Section 34(a)(1), as amended.
Unitil Corporation, through Unitil Resources, has licensed and deployed
Enermetrix.com's innovative Internet-based technology for brokering
electricity and natural gas energy transactions between retail consumers and
energy suppliers. Unitil Resources offers the retail energy electronic
commerce system developed and owned by Enermetrix.com to medium and large
commercial and industrial customers, co-branded under the name "Usource",
powered by Enermetrix.com's World Wide Retail Energy Exchange. Usource has
expanded service to New York, Massachusetts, Maine and New Hampshire.
Revenues generated from this activity during the third quarter of 1999 were
$13,727.
ITEM 2 - ISSUANCES AND RENEWALS OF SECURITIES AND CAPITAL CONTRIBUTIONS
Associate Reporting
company company Type Net
advancing receiving of Change
funds funds transaction in contributions
Unitil Unitil Capital contribution None
Corporation Resources
Inc.
ITEM 3 - ASSOCIATE TRANSACTIONS
Part I - Transactions Performed by Reporting Companies on Behalf of
Associate Companies
None.
Part II - Transactions Performed by Associate Companies on Behalf of
Reporting Companies
Associate Reporting
company company Types of Direct Indirect Total
rendering receiving services costs costs Cost of amount
services services rendered charged charged capital billed
Unitil Unitil Energy $105,566 $66,505 $0 $172,071
Service Resources Marketing
Corp. Inc. and
Consulting
Staff involved in providing service to Unitil Resources, Inc.
(Unitil Resources) are located at Unitil Service Corp. (Unitil Service).
Service is provided to Unitil Resources pursuant to a service agreement
between Unitil Service and Unitil Resources dated July 1, 1993. Consulting
services provided by Unitil Service during the third quarter of 1999
included regulatory, finance, accounting, marketing, energy management and
administrative services.
ITEM 4 - SUMMARY OF AGGREGATE INVESTMENT
(Dollars in Thousands)
Investments in Energy-related Companies:
Total consolidated capitalization
as of September 30, 1999 $164,949
Total capitalization multiplied by 15% 24,742
Greater of $50 million or line 2 $50,000
Total current aggregate investment:
Energy-related business:
Unitil Resources, Inc. 590
Total current aggregate investment 590
Difference between the greater of $50 million
or 15% of capitalization and the total aggregate
investment of the registered holding company
system (line 3 less line 4) $49,410
Investments in Gas-related Companies
None.
ITEM 5 - OTHER INVESTMENTS
Other Other Reason for
Major line of investment in investment in difference in
energy-related last U-9C-3 this U-9C-3 other
business report report investment
Energy Marketing $10,000 * $0 n/a
and Consulting
* The initial investment by Unitil Corporation in Unitil Resources, Inc.
was $10,000.
ITEM 6 - FINANCIAL STATEMENTS AND EXHIBITS
A. Financial Statements - Page 1 of 2
Unitil Resources, Inc.
(A Wholly-owned Subsidiary of Unitil Corporation)
BALANCE SHEET
(UNAUDITED)
September 30
ASSETS: 1999
Service Company Property:
Intangible Assets $583,090
Equipment 95,751
Total Service Company Property 678,841
Less: Accumulated Depreciation and
Amortization (61,390)
Net Service Company Property 617,451
Current Assets:
Cash 85,420
Accounts Receivable 154,538
Prepayments 2,209
Unbilled and Accrued Revenue 93,930
Total Current Assets 336,097
Total Assets $953,548
LIABILITIES AND
STOCKHOLDERS EQUITY:
Current Liabilities:
Notes Payable $699,271
Accounts Payable 242,402
Taxes Accrued and Other (90,273)
Total Current Liabilities 851,400
Stockholder's Equity:
Common Stock, $1.00 par value
Authorized - 10,000 shares
Outstanding - 10,000 shares 100
Premium on Common Stock 9,900
Miscellaneous Paid in Capital 590,000
Retained Earnings (497,852)
Total Stockholder's Equity 102,148
Total Liabilities and Equity $953,548
ITEM 6 - FINANCIAL STATEMENTS AND EXHIBITS
A. Financial Statements - Page 2 of 2
Unitil Resources, Inc.
(A Wholly-owned Subsidiary of Unitil Corporation)
STATEMENT OF EARNINGS
(UNAUDITED)
Three Months Ended Nine Months Ended
September 30, September 30,
1999 1999
Revenues:
Electric Revenues $155,512 $583,089
Service Revenues 92,409 122,055
Total Revenues 247,921 705,144
Operating Expenses:
Purchased Power 228,891 575,485
Depreciation and Amortization 36,947 65,114
Administrative and General 278,429 502,689
Provision for Income Taxes (111,468) (167,383)
Total Operating Expenses 432,799 975,905
Operating (Loss) Income (184,878) (270,761)
Nonoperating Income 480 3,186
Income (Loss) Before Interest Expense (184,398) (267,575)
Interest Expense, net 9,403 12,675
Net (Loss) Income $(193,801) $(280,250)
B. Exhibits
None.
SIGNATURE
Pursuant to the requirements of the Public Utility Holding Company
Act of 1935, the undersigned company has duly caused this
Certificate to be signed on its behalf by the undersigned thereunto
duly authorized.
Unitil Corporation
By: /s/ Mark H. Collin
Mark H. Collin
Treasurer
Dated: November 8, 1999
SIGNATURE
Pursuant to the requirements of the Public Utility Holding Company
Act of 1935, the undersigned company has duly caused this
Certificate to be signed on its behalf by the undersigned thereunto
duly authorized.
Unitil Corporation
By:
Mark H. Collin
Treasurer
Dated: November 8, 1999