SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
FORM U-3A-2
Statement by Holding Company Claiming Exemption
Under Rule U-3A-2 from the Provisions of the
Public Utility Holding Company Act of 1935
To Be Filed Annually Prior to March 1
PNM RESOURCES, INC.
PNM Resources, Inc. ("PNM Resources") 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 (the "Act"), and submits the following
information:
1. Name, State of organization, location and nature of business of
claimant and every subsidiary thereof, other than any exempt wholesale generator
("EWG") or foreign utility company in which claimant directly or indirectly
holds an interest.
PNM Resources is a holding company organized under the laws of the State
of New Mexico. Upon the completion of a one-for-one share exchange between
Public Service Company of New Mexico, a New Mexico corporation ("PNM"), and PNM
Resources on December 31, 2001, PNM Resources became the parent of PNM. PNM is a
public utility company as defined under Section 2(a)(5) of the Act. PNM
Resources is also the parent of certain non-utility subsidiaries formerly owned,
directly or indirectly, by PNM, as identified in the table below. PNM Resources
has its principal offices at Alvarado Square, Albuquerque, New Mexico 87158.
ACTIVE SUBSIDIARIES
PNM
PNM Resources owns all of the issued and outstanding voting securities of
PNM, a public utility incorporated in 1917 under the laws of the State of New
Mexico with principal offices at Alvarado Square, Albuquerque, New Mexico 87158.
PNM is a public utility primarily engaged in the generation, transmission,
distribution and sale of electricity and the transmission, distribution and sale
of natural gas. In 2000, PNM began operating as three distinct business units:
(1) Utility Operations, (2) Generation and Trading Operations and (3)
Unregulated Operations. The Utility Operations business unit includes the
electric service offering segment ("Electric") and the natural gas
product-offering segment ("Gas"). Electric consists of the sale
1
and distribution of electricity, as well as all activities related to PNM's
electric transmission operations. Gas includes the transportation, distribution
and sale of natural gas. Both Electric and Gas include related activities such
as marketing and customer service. The Generation and Trading Operations
business unit includes production and purchase of electricity, the sale of
electricity to Utility Operations (at an internally developed transfer price)
and wholesale sales of electricity and electricity trading activities with
third parties. The Unregulated Operations business unit provides energy-related
services to complement and enhance PNM's competencies in the other two business
units.
The total population of the area served by one or more of PNM's utility
services is estimated to be approximately 1.3 million, of which some 58% live in
the greater Albuquerque area.
AVISTAR
PNM Resources owns all of the issued and outstanding voting securities of
Avistar, Inc., a New Mexico corporation ("Avistar"). Avistar's principal offices
are at Alvarado Square, Albuquerque, New Mexico, 87158. Avistar is currently
engaged in certain non-utility businesses. In July 2001, the Board of Directors
of Avistar resolved to wind down all operations relating to Avistar with the
exception of Avistar's Reliadigm division. Reliadigm uses software to
statistically analyze operational, maintenance and failure events with cost
models to increase maintenance efficiencies in the power industry.
2
INACTIVE SUBSIDIARIES
DIRECT AND INDIRECT SUBSIDIARIES
RELATED TO PNM'S PREVIOUS DIVERSIFICATION EFFORTS
PLACE OF
INCORPORATION OR
NAME ORGANIZATION ADDITIONAL INFORMATION
---- ----------------- ----------------------
Meadows Resources, New Mexico Wholly owned subsidiary of PNM;
Inc. (Meadows) formerly developed and conducted
activities unrelated to utility operations.
Bellamah Associates New Mexico Subsidiary of Meadows. Limited
Ltd. (BAL) Partnership with BIL. General
partnership with BCD, BHL, and
Meadows.
Bellamah Community New Mexico Subsidiary of Meadows. A
Development (BCD) general partnership among BAL,
BHL, and Meadows.
Bellamah Holding New Mexico Subsidiary of Meadows. Limited
Company (BHC) partnership with BIL.
Bellamah Holding New Mexico Subsidiary of Meadows. General
Ltd. (BHL) partnership with BAL, BCD, and
Meadows.
Bellamah Investors New Mexico Subsidiary of Meadows. Limited
Ltd. (BIL) Partnership with BAL and BHC.
Republic Holding Delaware Subsidiary of Meadows.
Company (RHC)
Sunbelt Mining New Mexico Wholly owned subsidiary of PNM
Company, Inc. Resources; formerly, among other
things, acquired, developed, and
marketed coal.
3
DIRECT SUBSIDIARIES
RELATED TO PNM'S PREVIOUS GAS GATHERING AND PROCESSING BUSINESSES
PLACE OF
INCORPORATION OR ADDITIONAL INFORMATION
NAME ORGANIZATION (IF NEEDED)
---- ----------------- ----------------------
Sunterra Gas New Mexico Subsidiary of PNM Resources.
Gathering Company Primary activities, prior to the
June 30, 1995 closing date on
which gas gathering and
processing assets were sold,
were to gather and deliver
natural gas to interstate and
intrastate pipelines and to sell
natural gas to PNM Gas Services.
Sunterra Gas New Mexico Subsidiary of PNM Resources.
Processing Company Primary activity, prior to the
June 30, 1995 closing date on
which gas gathering and
processing assets were sold, was
to process natural gas.
DIRECT AND INDIRECT SUBSIDIARIES
RELATED TO RESTRUCTURING
PLACE OF
INCORPORATION OR ADDITIONAL INFORMATION
NAME ORGANIZATION (IF NEEDED)
---- ----------------- ----------------------
PNM Electric and New Mexico Shell subsidiary of PNM Resources
Gas Services formed with an initial equity capital
of $1000; created as part of PNM's plan
to comply with the New Mexico Electric
Utility Industry Restructuring Act of
1999.
Manzano Energy New Mexico Shell subsidiary of Avistar formed with
Corporation equity capital of $100 to hold the name
"Manzano Energy Corporation."
4
INDIRECT SUBSIDIARIES
RELATED TO TERMINATED TRANSACTION WITH WESTERN RESOURCES,
INC. (THE "TRANSACTION")
PLACE OF
INCORPORATION OR ADDITIONAL INFORMATION
NAME ORGANIZATION (IF NEEDED)
---- ----------------- ----------------------
HVOLT Enterprises, Delaware Shell subsidiary of Avistar formed with
Inc. (HVOLT) equity capital of $1000 to facilitate the
Transaction between PNM Resources
and Western Resources, Inc.
HVNM, Inc. New Mexico Shell subsidiary of HVOLT formed
(HVNM) with equity capital of $1000 to facilitate
the Transaction.
HVK, Inc. Kansas Shell subsidiary of HVOLT formed
(HVK) with equity capital of $1000 to facilitate
the Transaction.
MISCELLANEOUS INACTIVE SUBSIDIARIES
PLACE OF
INCORPORATION OR ADDITIONAL INFORMATION
NAME ORGANIZATION (IF NEEDED)
---- ----------------- ----------------------
AMDAX.com Nevada 25% owned by Avistar.
Gas Company of New New Mexico Subsidiary of Sunbelt to preserve the
Mexico name "Gas Company of New Mexico."
Reliadigm, Inc. New Mexico Shell subsidiary of Avistar formed with
equity capital of $1000 to preserve the
name "Reliadigm, Inc."
Paragon Resources, New Mexico Wholly owned utility related subsidiary
Inc. of PNM Resources; formerly provided
services to the PNM electric and gas
services operations.
2. A brief description of the properties of claimant and each of its
subsidiary public utility companies used for the generation, transmission, and
distribution of electric energy for sale, or for the production, transmission,
and distribution of natural or manufactured gas, indicating the location of
principal generating plants, transmission lines, producing fields, gas
manufacturing plants, and electric and gas distribution facilities, including
all such properties which are outside the State in which claimant and its
subsidiaries are organized and all transmission or pipelines which deliver or
receive electric energy or gas at the borders of such State.
5
PNM Resources does not own directly any utility properties or perform any
utility operations. PNM Resources's operating subsidiary is PNM and is described
in detail below.
PNM provides retail electric service to a large area of north central New
Mexico, including the cities of Albuquerque, Santa Fe, Rio Rancho, Las Vegas,
Belen and Bernalillo. PNM also provides retail electric service to Deming in
southwestern New Mexico and to Clayton in northeastern New Mexico. As of
December 31, 2001, PNM served approximately 382,000 retail electric customers,
the largest of which accounted for approximately 4.4% of PNM's total retail
electric revenues for the year ended December 31, 2001.
As of December 31, 2001, the aggregate net generating capacity of PNM's
system was 1,521 megawatts ("MW"). During 2001, the seasonal peak electric
demand experienced by PNM was 1,397 MW during the summer and 1,294 MW during the
winter. PNM served this demand with a combination of the following: (i) 390 MW
of nuclear generated power obtained though PNM's 10.2% interest in the Palo
Verde Nuclear Generating Station ("Palo Verde"), located in Wintersburg,
Arizona; (ii) 765 MW of power from the coal burning units at the San Juan
Generating Station ("SJGS"), located in Waterflow, New Mexico, obtained through
PNM's 50% ownership of SJGS Units 1, 2, and 3 and 38.457% ownership of SJGS Unit
4; (iii) 192 MW of power obtained through PNM's 13% ownership of coal burning
Units 4 and 5 at the Four Corners Power Plant, located in Fruitland, New Mexico;
(iv) 154 MW generated by gas/oil burning units at the Reeves Generating Station,
located in Albuquerque, New Mexico; and (v) 20 MW generated by the gas/oil
burning unit at the Las Vegas Generating Station, located in Las Vegas, New
Mexico. For the year ended December 31, 2001, PNM's electric generation mix was
66.9% coal, 28.4% nuclear, and 4.7% gas/oil.
As of July 2000, PNM has approximately 132 MW of additional unit
contingent peaking capacity as a result of its agreement with the Delta-Person
Limited Partnership ("PLP"), owner of a gas turbine generating unit located near
Albuquerque, New Mexico. PNM entered into a 20 year power purchase agreement
with PLP to purchase approximately 132 MW of unit contingent peaking capacity,
with an option to renew for an additional five years. This brings PNM's total
net generation capacity, consisting of both internal capacity and external,
contracted capacity, to 1,653 MW.
PNM is currently constructing two new natural gas-fired generating
stations that will provide electricity to southern New Mexico. The Afton
Generating Station ("Afton") is being constructed adjacent to the Afton
Compression Station of El Paso Natural Gas Company, about 12.5 miles southwest
of Las Cruces, New Mexico. Afton is scheduled to be in commercial operation by
the end of October 2002. It will produce 135 MW of electricity in its initial,
simple cycle phase. By the last quarter of 2003, PNM is expected to expand Afton
to a combined-cycle facility, with an output of approximately 225 MW. The
Lordsburg Generating Station ("Lordsburg") is being constructed at Lordsburg
Station, in Lordsburg, New Mexico. Lordsburg consists of two 40 MW simple cycle
gas turbines that are anticipated to be in commercial operation in July 2002.
In addition to generation capacity, PNM purchases power in the market. PNM
has two power purchase agreements with Southwestern Public Service Company: a
long-term power
6
purchase agreement (which expires in May, 2011) under which PNM presently
receives 150 MW of interruptible power, and an intermediate-term agreement
(through December 2005) under which PNM receives 72 MW of firm power. PNM
also has a long-term power purchase agreement (through June 2010) with
Tri-State Generation and Transmission Association, Inc., under which PNM
receives 50 MW of firm power. Additionally, PNM has 70 MW of contingent
capacity it obtains from El Paso Electric Company ("EPE") under a
transmission-capacity-for-generation-capacity trade arrangement that runs
through September 2004. Beginning in October 2004 and continuing through June
2005, the contingent capacity amount under the EPE trade arrangement will be
reduced to 39 MW.
As of December 31, 2001, PNM owned, jointly owned or leased approximately
2890 circuit miles of electric transmission lines, located in New Mexico and
Arizona. Included in this total is approximately 165 miles of 500 kV
transmission lines associated with PNM's interest in Palo Verde. PNM also owns
approximately 4488 miles of overhead distribution lines, 3,741 miles of
underground distribution lines, and 222 switching stations and substations, all
located in New Mexico.
PNM, distributing natural gas to most of the major communities in New
Mexico, including Albuquerque and Santa Fe, served approximately 443,000 natural
gas customers as of December 31, 2001. The Albuquerque metropolitan area
accounts for approximately 46% of the total sales-service customers. PNM obtains
its supply of natural gas primarily from sources within New Mexico pursuant to
contracts with producers and marketers. These contracts are generally sufficient
to meet PNM's peak-day demand. PNM serves certain cities that depend on El Paso
Natural Gas Company or Transwestern Pipeline Company for transportation of gas
supplies. Because these cities are not directly connected to PNM transmission
facilities, gas transported by these companies is the sole supply source for
those cities.
PNM's natural gas properties, as of December 31, 2001, consisted primarily
of natural gas storage, transmission and distribution systems. Provisions for
storage made by PNM include ownership and operation of an underground storage
facility located near Albuquerque, New Mexico. The transmission systems
consisted of approximately 1,465 miles of pipe with appurtenant compression
facilities. The distribution systems consisted of approximately 11,121 miles of
pipe.
3. The following information for the last calendar year with respect
to claimant and each of its subsidiary public utility companies:
a) Number of kwh. of electric energy sold (at retail or wholesale),
and Mcf. of natural or manufactured gas distributed at retail.
Units Sold
----------
Electric Energy 19,832,397,000 kWh
Natural or
Manufactured Gas 94,366,238 Mcf
7
b) Number of kwh. of electric energy and Mcf. of natural or
manufactured gas distributed at retail outside the State in
which each such company is organized.
Units Sold
----------
Electric Energy 0 kWh
Natural or
Manufactured Gas 0 Mcf
c) Number of kwh. of electric energy and Mcf. of natural or
manufactured gas sold at wholesale outside the State in which
each such company is organized, or at the State line.
Units Sold
----------
Electric Energy 8,673,929,000 kWh
Natural or
Manufactured Gas 0 Mcf
d) Number of kwh. of electric energy and Mcf. of natural or
manufactured gas purchased outside the State in which each
such company is organized, or at the State line.
Units Purchased
---------------
Electric Energy 6,182,019,000 kWh
Natural or
Manufactured Gas 9,789,344 Mcf
4. The following information for the reporting period with respect to
claimant and each interest it holds directly or indirectly in an EWG or a
foreign utility company, stating monetary amounts in United States dollars:
a) Name, location, business address and description of the
facilities used by the EWG or foreign utility company for the
generation, transmission and distribution of electric energy
for sale or for the distribution at retail of natural or
manufactured gas.
8
N/A. The claimant holds no interest, directly or indirectly,
in an EWG or a foreign utility company.
b) Name of each system company that holds an interest in such EWG
or foreign utility company and description of the interest held.
N/A
c) Type and amount of capital invested, directly or indirectly, by
the holding company claiming exemption; any direct or indirect
guarantee of the security of the EWG or foreign utility company
by the holding company claiming exemption; and any debt or other
financial obligation for which there is recourse, directly or
indirectly, to the holding company claiming exemption or another
system company other than the EWG or foreign utility company.
N/A
d) Capitalization and earnings of the EWG or foreign utility
company during the reporting period.
N/A
e) Identify any service, sales or construction contract(s) between
the EWG or foreign utility company and a system company, and
describe the services to be rendered or goods sold and fees or
revenues under such agreement(s).
N/A
9
EXHIBIT A
A consolidating statement of income and surplus of the claimant and its
subsidiary companies for the last calendar year, together with a consolidating
balance sheet of claimant and its subsidiary companies as of the close of such
calendar year.
PNM RESOURCES, INC. AND SUBSIDIARIES
CONSOLIDATING FINANCIAL STATEMENTS
DECEMBER 31, 2001
The following consolidating financial statements of PNM Resources, Inc. ("PNM
Resources") as of and for the period presented herein give effect to the holding
company structure of PNM Resources as if its formation had occurred as of
January 1, 2001. These consolidating financial statements are based on Public
Service Company of New Mexico's ("PNM") historical consolidated financial
statements to be presented in PNM's Annual Report on Form 10-K for the fiscal
year ended December 31, 2001. The PNM Resources holding company structure was
effected through a one-for-one share exchange between the shareholders of PNM
and PNM Resources on December 31, 2001, whereby the shareholders of PNM became
shareholders of PNM Resources and PNM Resources acquired all of PNM's common
stock (the "Share Exchange"). The basis for PNM's stockholder's equity transfer
is historical cost.
The consolidating financial statements reflect adjustments for certain
intercompany transactions that would have occurred if the Share Exchange had
occurred as of January 1, 2001. These intercompany transactions, pursuant to
certain agreements between PNM Resources and PNM, reflect: a lease for space
owned by PNM Resources and occupied by PNM; a sublease for space leased by PNM
Resources and occupied by PNM; and a services agreement for PNM Resources
services to PNM and PNM's services to PNM Resources. The consolidating financial
statements also reflect the $127.0 million dividend of cash and marketable
securities made by PNM to PNM Resources on December 31, 2001 and the transfer of
certain corporate related assets by PNM to PNM Resources on January 11, 2002.
The consolidating financial statements are not necessarily indicative of the
financial position or results of operations of PNM Resources or PNM that might
have been achieved if the Share Exchange had occurred as of January 1, 2001.
1
PNM RESOURCES, INC. AND SUBSIDIARIES
CONSOLIDATING STATEMENT OF EARNINGS AND SURPLUS
YEAR ENDED DECEMBER 31, 2001
PNM PNM SUNBELT PARAGON
RESOURCES CONSOLIDATED AVISTAR MINING RESOURCES
------------ ---------------- ------------ ------------ -------------
(In thousands)
OPERATING REVENUES:
Electric............................... $ - $ 1,965,142 $ - $ - $ -
Gas.................................... - 385,418 - - -
Non-Utility............................ - 45 1,493 - -
------------ ---------------- ------------ ------------ -------------
Total operating revenues............ - 2,350,605 1,493 - -
------------ ---------------- ------------ ------------ -------------
OPERATING EXPENSES:
Cost of energy sold.................... - 1,536,566 - - -
Administrative and general............. - 147,327 8,065 - -
Energy production costs................ - 152,455 - - -
Depreciation and amortization.......... - 96,905 31 - -
Transmission and distribution costs.... - 69,001 - - -
Taxes, other than income taxes......... - 29,950 352 - -
Income taxes........................... - 91,389 (2,754) - -
------------ ---------------- ------------ ------------ -------------
Total operating expenses............ - 2,123,593 5,694 - -
------------ ---------------- ------------ ------------ -------------
Operating income.................... - 227,012 (4,201) - -
------------ ---------------- ------------ ------------ -------------
OTHER INCOME AND DEDUCTIONS:
Equity in earnings from subsidiaries... 150,433 - - - -
Other.................................. - (4,109) (11,022) 11 10
Income tax expense..................... - 3,351 4,363 (4) (4)
------------ ---------------- ------------ ------------ -------------
Net other income and deductions..... 150,433 (758) (6,659) 7 6
------------ ---------------- ------------ ------------ -------------
Income before interest charges...... 150,433 226,254 (10,860) 7 6
------------ ---------------- ------------ ------------ -------------
INTEREST CHARGES:
Interest on long-term debt............. - 62,716 - - -
Other interest charges................. - 2,462 1 - -
------------ ---------------- ------------ ------------ -------------
Net interest charges................ - 65,178 1 - -
------------ ---------------- ------------ ------------ -------------
NET EARNINGS............................. 150,433 161,076 (10,861) 7 6
Preferred stock dividend
requirements.................... - 586 - - -
------------ ---------------- ------------ ------------ -------------
Net Earnings Applicable
to Common Stock................. 150,433 160,490 (10,861) 7 6
Retained earnings at beginning of
year............................ - 296,843 (8,640) (18,307) (1,534)
Common stock dividends............. (31,302) - - - -
------------ ---------------- ------------ ------------ -------------
RETAINED EARNINGS AT END OF YEAR......... $ 119,131 $ 457,333 $ (19,501) $ (18,300) $ (1,528)
============ ================ ============ ============ =============
2
PNM RESOURCES, INC. AND SUBSIDIARIES
CONSOLIDATING STATEMENT OF EARNINGS AND SURPLUS (CONTINUED)
YEAR ENDED DECEMBER 31, 2001
SUNTERRA GAS SUNTERRA GAS PNM RESOURCES
GATHERING PROCESSING ELIMINATIONS CONSOLIDATED
-------------- -------------- --------------- -----------------
(In thousands)
OPERATING REVENUES:
Electric................................. $ - $ - $ - $ 1,965,142
Gas...................................... - - - 385,418
Non-Utility.............................. - - - 1,538
-------------- -------------- --------------- -----------------
Total operating revenues.............. - - - 2,352,098
-------------- -------------- --------------- -----------------
OPERATING EXPENSES:
Cost of energy sold...................... - - - 1,536,566
Administrative and general............... - - - 155,392
Energy production costs.................. - - - 152,455
Depreciation and amortization............ - - - 96,936
Transmission and distribution costs...... - - - 69,001
Taxes, other than income taxes........... - - - 30,302
Income taxes............................. - - 134 88,769
-------------- -------------- --------------- -----------------
Total operating expenses.............. - - 134 2,129,421
-------------- -------------- --------------- -----------------
Operating income...................... - - (134) 222,677
-------------- -------------- --------------- -----------------
OTHER INCOME AND DEDUCTIONS:
Equity in earnings from subsidiaries..... - - (150,433) -
Other.................................... 339 - (339) (15,110)
Income tax expense....................... (134) - 134 7,706
-------------- -------------- --------------- -----------------
Net other income and deductions....... 205 - (150,638) (7,404)
-------------- -------------- --------------- -----------------
Income before interest charges........ 205 - (150,772) 215,273
-------------- -------------- --------------- -----------------
INTEREST CHARGES:
Interest on long-term debt............... - - - 62,716
Other interest charges................... - - (339) 2,124
-------------- -------------- --------------- -----------------
Net interest charges.................. - - (339) 64,840
-------------- -------------- --------------- -----------------
NET EARNINGS............................... 205 - (150,433) 150,433
Preferred stock dividend requirements. - - - 586
-------------- -------------- --------------- -----------------
Net Earnings Applicable
to Common Stock................... 205 - (150,433) 149,847
Retained earnings at beginning of
year.............................. 1,603 1,086 25,792 296,843
Common stock dividends................ - - - (31,302)
-------------- -------------- --------------- -----------------
RETAINED EARNINGS AT END OF YEAR........... $ 1,808 $ 1,086 $ (124,641) $ 415,388
============== ============== =============== =================
3
PNM RESOURCES, INC. AND SUBSIDIARIES
CONSOLIDATING BALANCE SHEET
ASSETS
AS OF DECEMBER 31, 2001
PNM PNM SUNBELT PARAGON
RESOURCES CONSOLIDATED AVISTAR MINING RESOURCES
------------ --------------- ----------- ------------ ------------
(In thousands)
UTILITY PLANT, AT ORIGINAL COST EXCEPT
PVNGS:
Electric plant in service.............. $ - $2,118,417 $ - $ - $ -
Gas plant in service................... - 575,350 - - -
Common plant in service and plant
held for future use................. 28,363 16,860 - - -
------------- --------------- ----------- ------------ ------------
28,363 2,710,627 - - -
Less accumulated depreciation and
amortization........................ 7,063 1,227,566 - - -
------------- --------------- ----------- ------------ ------------
21,300 1,483,061 - - -
Construction work in progress.......... 1,293 248,363 - - -
Nuclear fuel, net of accumulated
amortization of $16,954............. - 26,940 - - -
------------- --------------- ----------- ------------ ------------
Net utility plant................... 22,593 1,758,364 - - -
------------- --------------- ----------- ------------ ------------
OTHER PROPERTY AND INVESTMENTS:
Investment in Subsidiaries............. 811,141 - - - -
Other investments...................... 114,534 480,973 2,057 - -
Non-utility property, net of accumulated
depreciation of $1,580.............. - 1,630 86 - 68
------------- --------------- ----------- ------------ ------------
Total other property and investments 925,675 482,603 2,143 - 68
------------- --------------- ----------- ------------ ------------
CURRENT ASSETS:
Cash and cash equivalents.............. 12,466 (16,198) 29,139 317 315
Accounts receivable, net of allowance
for uncollectible accounts of $18,025. - 147,787 - - -
Intercompany........................... 89,353 1,789 545 803 -
Other receivables...................... - 51,965 271 20 2
Inventories............................ - 36,483 - - -
Regulatory assets...................... - 10,473 - - -
Other current assets................... - 31,414 14 - -
------------- --------------- ----------- ------------ ------------
Total current assets................ 101,819 263,713 29,969 1,140 317
------------- --------------- ----------- ------------ ------------
DEFERRED CHARGES:
Regulatory assets...................... - 197,383 - - -
Prepaid pension cost................... - 18,273 - - -
Other deferred charges................. - 34,287 4 - (18)
------------- --------------- ----------- ------------ ------------
Total deferred charges.............. - 249,943 4 - (18)
------------- --------------- ----------- ------------ ------------
$1,050,087 $2,754,623 $32,116 $1,140 $367
============= =============== =========== ============ ============
4
PNM RESOURCES, INC. AND SUBSIDIARIES
CONSOLIDATING BALANCE SHEET
ASSETS (CONTINUED)
AS OF DECEMBER 31, 2001
SUNTERRA GAS SUNTERRA GAS PNM RESOURCES
GATHERING PROCESSING ELIMINATIONS CONSOLIDATED
-------------- -------------- --------------- -----------------
(In thousands)
UTILITY PLANT, AT ORIGINAL COST EXCEPT
PVNGS:
Electric plant in service................. $ - $ - $ - $2,118,417
Gas plant in service...................... - - - 575,350
Common plant in service and plant
held for future use.................... - - - 45,223
-------------- -------------- --------------- -----------------
- - - 2,738,990
Less accumulated depreciation and
amortization........................... - - - 1,234,629
-------------- -------------- --------------- -----------------
- - - 1,504,361
Construction work in progress............. - - - 249,656
Nuclear fuel, net of accumulated
amortization of $16,954................ - - - 26,940
-------------- -------------- --------------- -----------------
Net utility plant...................... - - - 1,780,957
-------------- -------------- --------------- -----------------
OTHER PROPERTY AND INVESTMENTS:
Investment in Subsidiaries................ - - (811,141) -
Other investments......................... - - - 597,564
Non-utility property, net of accumulated
depreciation of $1,580................. - - - 1,784
-------------- -------------- --------------- -----------------
Total other property and investments... - - (811,141) 599,348
-------------- -------------- --------------- -----------------
CURRENT ASSETS:
Cash and cash equivalents................. 8 10 - 26,057
Accounts receivable, net of allowance for
uncollectible accounts of $18,025...... - - - 147,787
Intercompany.............................. 10,156 190 (102,836) -
Other receivables......................... - - (100) 52,158
Inventories............................... - - - 36,483
Regulatory assets......................... - - - 10,473
Other current assets...................... - - - 31,428
-------------- -------------- --------------- -----------------
Total current assets................... 10,164 200 (102,936) 304,386
-------------- -------------- --------------- -----------------
DEFERRED CHARGES:
Regulatory assets......................... - - - 197,383
Prepaid pension cost...................... - - - 18,273
Other deferred charges.................... - - 18 34,291
-------------- -------------- --------------- -----------------
Total deferred charges................. - - 18 249,947
-------------- -------------- --------------- -----------------
$10,164 $200 $(914,059) $2,934,638
============== ============== =============== =================
5
PNM RESOURCES, INC. AND SUBSIDIARIES
CONSOLIDATING BALANCE SHEET
CAPITALIZATION AND LIABILITIES
AS OF DECEMBER 31, 2001
PNM PNM SUNBELT PARAGON
RESOURCES CONSOLIDATED AVISTAR MINING RESOURCES
------------- --------------- ------------- ----------- -------------
(In thousands)
CAPITALIZATION:
Common stock equity:
Common stock outstanding - 39,118
shares.............................. $ 195,589 $ - $ - $ - $ -
Additional paid-in capital........... 697,608 341,965 50,002 18,527 1,816
Accumulated other comprehensive
income, net of tax.................. - (28,996) - - -
Retained earnings.................... 119,131 457,333 (19,501) (18,300) (1,528)
------------- --------------- ------------- ----------- -------------
Total common stock equity.......... 1,012,328 770,302 30,501 227 288
Minority interest...................... - 11,652 - - -
Cumulative preferred stock without
mandatory redemption requirements.... - 12,800 - - -
Long-term debt, less current maturities - 953,884 - - -
------------- --------------- ------------- ----------- -------------
Total capitalization............... 1,012,328 1,748,638 30,501 227 288
------------- --------------- ------------- ----------- -------------
CURRENT LIABILITIES:
Short-term debt........................ - 53,846 - - -
Accounts payable....................... - 120,823 95 - -
Intercompany accounts payable.......... 1,137 81,219 (204) 913 79
Accrued interest and taxes............. 35,122 36,870 30 - -
Other current liabilities.............. - 101,214 584 - -
------------- --------------- ------------- ----------- -------------
Total current liabilities.......... 36,259 393,972 505 913 79
------------- --------------- ------------- ----------- -------------
DEFERRED CREDITS:
Accumulated deferred income taxes...... 1,500 119,064 (329) - -
Accumulated deferred investment
tax credits.......................... - 44,714 - - -
Regulatory liabilities................. - 55,541 - - -
Regulatory liabilities related to
accumulated deferred income tax...... - 14,163 - - -
Accrued postretirement benefits cost... - 14,929 - - -
Other deferred credits................. - 363,602 1,439 - -
------------- --------------- ------------- ----------- -------------
Total deferred credits............. 1,500 612,013 1,110 - -
------------- --------------- ------------- ----------- -------------
Commitments and Contingencies............ - - - - -
------------- --------------- ------------- ----------- -------------
$ 1,050,087 $ 2,754,623 $ 32,116 $ 1,140 $ 367
============= =============== ============= =========== =============
6
PNM RESOURCES, INC. AND SUBSIDIARIES
CONSOLIDATING BALANCE SHEET
CAPITALIZATION AND LIABILITIES (CONTINUED)
AS OF DECEMBER 31, 2001
SUNTERRA GAS SUNTERRA GAS PNM RESOURCES
GATHERING PROCESSING ELIMINATIONS CONSOLIDATED
-------------- -------------- --------------- -----------------
(In thousands)
CAPITALIZATION:
Common stock equity:
Common stock outstanding - 39,118 shares $ - $ - $ - $ 195,589
Additional paid-in capital.............. 7,511 (886) (686,500) 430,043
Accumulated other comprehensive income,
net of tax............................. - - - (28,996)
Retained earnings....................... 1,808 1,086 (124,641) 415,388
-------------- -------------- --------------- -----------------
Total common stock equity............. 9,319 200 (811,141) 1,012,024
Minority interest......................... - - - 11,652
Cumulative preferred stock without
mandatory redemption requirements....... - - - 12,800
Long-term debt, less current maturities... - - - 953,884
-------------- -------------- --------------- -----------------
Total capitalization.................. 9,319 200 (811,141) 1,990,360
-------------- -------------- --------------- -----------------
CURRENT LIABILITIES:
Short-term debt........................... - - (18,846) 35,000
Accounts payable.......................... - - - 120,918
Intercompany accounts payable............. 845 - (83,989) -
Accrued interest and taxes................ - - - 72,022
Other current liabilities................. - - (101) 101,697
-------------- -------------- --------------- -----------------
Total current liabilities............. 845 - (102,936) 329,637
-------------- -------------- --------------- -----------------
DEFERRED CREDITS:
Accumulated deferred income taxes......... - - 18 120,253
Accumulated deferred investment
tax credits............................. - - - 44,714
Regulatory liabilities.................... - - - 55,541
Regulatory liabilities related to
accumulated deferred income tax......... - - - 14,163
Accrued postretirement benefits cost...... - - - 14,929
Other deferred credits.................... - - - 365,041
-------------- -------------- --------------- -----------------
Total deferred charges................ - - 18 614,641
-------------- -------------- --------------- -----------------
Commitments and Contingencies............... - - - -
-------------- -------------- --------------- -----------------
$ 10,164 $ 200 $ (914,059) $ 2,934,638
============== ============== =============== =================
7
EXHIBIT B
An organizational chart showing the relationship of each EWG or foreign
utility company to associate companies in the holding-company system.
N/A
The above-named claimant has caused this statement to be duly executed on
its behalf by its authorized officer on this 28th day of February, 2002.
PNM RESOURCES, INC.
By: /s/ John R. Loyack
------------------------------
John R. Loyack
Vice President, Corporate Controller
and Chief Accounting Officer
CORPORATE SEAL
Attest:
/s/ Jim Acosta
--------------------------------------
Jim Acosta, Assistant Secretary
Name, title, and address of officer to whom notices and correspondence
concerning this statement should be addressed:
T.R. Horn, Vice President and Treasurer
--------------------------------------------
(Name) (Title)
PNM Alvarado Square, Albuquerque, NM 87158
--------------------------------------------
(Address)