SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
FORM U-57
NOTIFICATION OF FOREIGN UTILITY COMPANY STATUS
Filed under section 33(a) of the
Public Utility Holding Company Act of 1935, as amended
Hsin Yu Energy Development Co., Ltd.
by
NRG Energy, Inc.
901 Marquette Avenue, Suite 2300
Minneapolis, MN 55402-3265
NRG Energy, Inc. ("NRG"), a Delaware corporation and majority-owned
subsidiary of Xcel Energy, Inc. ("Xcel"), a Minnesota corporation and a
registered holding company under the Public Utility Holding Company Act of
1935, as amended (the "Act"), hereby files with the Securities and Exchange
Commission (the "Commission") pursuant to Section 33 of the Act this Form
U-57 for the purpose of notifying the Commission that Hsin Yu Energy
Development Co., Ltd. ("Hsin Yu"), a company limited by shares organized
under the laws of Taiwan, and certain of its indirect, partially-owned
subsidiaries are "foreign utility companies" ("FUCO") within the meaning of
Section 33 of the Act.
Hsin Yu does not derive and will not derive any part of
its income, directly or indirectly, from the generation, transmission or
distribution of electric energy for sale, or the distribution at retail of
natural or manufactured gas for heat, light or power, within the United
States. Neither Hsin Yu nor any of its subsidiary companies is or will be a
public utility operating within the United States.
ITEM 1
Name and Business Address:
Hsin Yu Energy Development Co., Ltd.
3rd Fl., 245, Section 1
Tun Hwa South Road
Taipei 106
Taiwan
Description of Facilities:
Hsin Yu owns and operates a gas-fired combined cycle
cogeneration facility located in the Hsinchu Science-Based Industrial Park
in Hsinchu, Taiwan (the "Hsinchu Facility"). The Hsinchu Facility currently
has an electric generating capacity of approximately 170 megawatts and
generates electricity and thermal energy for sale to industrial customers
and to Taiwan Power Company ("Taipower"). Hsin Yu is in the process of
expanding the Hsinchu Facility to add approximately 245 megawatts of
additional installed capacity. In addition, Hsin Yu is finalizing
development of a second facility located in the Tainan Science-Based
Industrial Park in Tainan, Taiwan (the "Tainan Facility"). The Tainan
Facility will have an installed capacity of approximately 490 megawatts
when complete. The Hsinchu Facility currently has, and the Tainan Facility
eventually will have, limited distribution facilities as necessary to
distribute electricity and steam to the industrial customers served by Hsin
Yu.
Hsin Yu also owns interests in certain subsidiaries that
own and/or operate additional electric generation projects. First, Hsin Yu
owns a 19 percent interest in Hsin Yung Enterprise Corporation, which is
developing an electric generation facility fueled by a waste incinerator in
Taoyuan County, Taiwan (the "Incinerator Facility"). The Incinerator
Project is scheduled to commence commercial operation in the Summer of
2001. Second, Hsin Yu owns an indirect 11.25 percent interest in a 50MW
coal-fired cogeneration facility in Wujing City, Jiangsu Province, China
(the "Wujing Facility") by virtue of Hsin Yu's 14.9 percent interest in
Asia Pacific Energy Development ("APED"), which owns a 75 percent interest
in Wujing Electricity Generating, the owner of the Wujing Facility. The
remaining interest in the Wujing Facility is held by Wujing Electricity
Development Co., Ltd.
Ownership:
Hsin Yu is a company limited by shares organized under
the laws of Taiwan. NRG has recently entered into certain agreements to
acquire an indirect majority interest in Hsin Yu. Upon consummation of such
agreements, anticipated to occur in late July 2001, the ownership of Hsin
Yu is expected to be approximately as follows:
62 percent held indirectly by NRG;
8 percent held by Asia Pacific Energy Development Co., Ltd.
("APED") and its affiliates. APED is owned 43.49 percent by
Unicorn Investment Holdings Ltd, 32.15 percent by Taiwan Synthetic
Rubber Corp. ("TSRC"), 14.9 percent by Hsin Yu, and 9.46 percent
by China Ecotek Corporation. China Ecotek Corporation is a
subsidiary of China Steel Corporation.
12 percent held directly by TSRC (in addition to its indirect
cross-holding interest through APED) and its affiliates;
6 percent held by Lien Hwa Industrial Group and its affiliates; and,
12 percent held by approximately 170 other corporations and
individuals.
No person other than those companies listed above is expected to hold five
percent or more of any class of voting securities of Hsin Yu.
ITEM 2
The domestic associate public utility companies of Hsin
Yu are Northern States Power Company, a Minnesota corporation; Northern
States Power Company, a Wisconsin corporation; Black Mountain Gas Company,
a Minnesota corporation; Southwestern Public Service, a New Mexico
corporation; Public Service Company of Colorado, a Colorado corporation;
and Cheyenne Light, Fuel and Power Company, a Wyoming corporation (the
"Associate Companies")
No Associate Company has made an investment in, nor has
any contractual relationship with, Hsin Yu, nor is any such investment or
relationship contemplated.
The Associate Companies are all subsidiaries of Xcel, a
registered holding company, and therefore the certification of state
commissions is not required under Section 33(a)(2) of the Act.
The Commission is requested to mail copies of all
correspondence relating to this Notification to:
Timothy W.J. O'Brien
Deputy General Counsel
NRG Energy, Inc.
901 Marquette Avenue
Suite 2300
Minneapolis, MN 55402-3265
Alan G. Schiffman
Eileen K. Cheng
Skadden, Arps, Slate, Meagher & Flom LLP
20/F Tower Two
Lippo Centre
89 Queensway
Central Hong Kong
W. Mason Emnett
Skadden, Arps, Slate, Meagher & Flom LLP
1440 New York Avenue, N.W.
Washington, D.C. 20005
The undersigned company has duly caused this statement to
be signed on its behalf by the undersigned officer thereunto duly
authorized.
NRG ENERGY, INC.
By: /s/ James J. Bender
-----------------------
Name: James J. Bender
Title: Vice President & General Counsel
Date: July 27, 2001