CERTIFICATE OF NOTIFICATION
International Release no. 1236 File No. 70-9669
CERTIFICATE OF NOTIFICATION
(RULE 24)
SECURITIES AND EXCHANGE COMMISSION
BY
Scottish Power plc
In accordance with the order of the Securities and Exchange Commission dated December 6, 2000, Holding Company Act Release No. 27290 (the “Order”), Scottish Power plc (“ScottishPower”) hereby submits its
report for the period April 1, 2002 to September 30, 2002 (the “Reporting Period”). The following is a listing of the applicable reporting requirements contained in the Order (each, a “Reporting Requirement”), together with the
response thereto. Unless otherwise defined herein, all capitalized terms in this Certificate of Notification shall have the meaning set forth in the Order.
In this report, a conversion ratio of 1 GBP to 1.573 USD has been used.
Reporting Requirement No. 1: The
principal amount, interest rate, term, number of shares, market price per share, sales price per share (if other than market price) and aggregate proceeds, as applicable, of any securities issued by ScottishPower during the reporting period,
including securities issued to dividend reinvestment plans and employee benefit plans.
Response: Ordinary shares were issued by ScottishPower as detailed in the following table.
| Date
|
|
No. of ScottishPower Ordinary
Shares Issued
|
|
Market Price/ And Sale
Price Details per share(if other than
market)
|
|
Proceeds GBP
|
|
Proceeds USD
|
| |
|
1,688,249 |
|
£3.74 |
|
£6,319,215 |
|
$9,940,125 |
Debt securities were issued by ScottishPower as detailed in the
following table.
| Acquiring Company
|
|
Initial Principal Amount
|
|
Interest Rate
|
|
|
Term of Loan
|
|
USD at 9/30/02
|
| Royal Bank of Scotland plc |
|
78,650,000 |
|
4.3625 |
% |
|
04/22/02-04/25/02 |
|
NIL |
| Bank of Tokyo Mitsubishi |
|
78,650,000 |
|
4.2958 |
% |
|
04/22/02-04/25/02 |
|
NIL |
Reporting Requirement No. 2: The amount of
guarantees issued during the reporting period by ScottishPower or PacifiCorp, the name of the beneficiary of the guarantee and the terms and purpose of the guarantee.
Response: No guarantees were issued by ScottishPower or PacifiCorp during the reporting period.
Reporting Requirement No. 3: ScottishPower’s aggregate investment, as defined under rule 53, in EWGs and FUCOs as of the end of the
reporting period in dollars and as a percentage of ScottishPower’s consolidated retained earnings, and a description of EWG and FUCO investments made during the reporting period.
Response:
A. As of September 30, 2002 ScottishPower’s consolidated retained earnings calculated in accordance with U.S. GAAP was USD $3,495 million.
B. ScottishPower’s aggregate investment, as defined in Rule 53, in EWGs and FUCOs as of September 30, 2002 was USD $2,344 million.
C. ScottishPower’s aggregate investment in EWGs and FUCOs as a percentage of its consolidated retained
earnings was 67% as of September 30, 2002.
D. During the reporting period no EWG and FUCO investments were made.
The aggregate investment in FUCOs decreased as a result of exchange rate effects.
Reporting Requirement No.
4: The aggregate amount of securities and the aggregate amount of guarantees issued and outstanding by ScottishPower or if not exempt under the Act, by PacifiCorp since the date of the Order.
Response: Please see Exhibit A-1 attached hereto.
Reporting Requirement No. 5: A list of the securities issued by the Intermediate Holding Companies during the reporting period, including principal amount, interest rate, term,
number of shares and aggregate proceeds, as applicable, with the acquiring company identified
| Issuing Company
|
|
Acquiring Company
|
|
Initial Principal Amount
|
|
Interest Rate
|
|
Term of Loan
|
|
USD At
9/30/02
|
| NA1 |
|
N/A |
|
N/A |
|
N/A |
|
N/A |
|
N/A |
| NA2 |
|
N/A |
|
N/A |
|
N/A |
|
N/A |
|
N/A |
| NAGP |
|
N/A |
|
|
|
|
|
|
|
|
Reporting Requirement No. 6: The amount and terms of any short-term
debt issued by PacifiCorp or by any PacifiCorp Subsidiary, and a list of the deposits and withdrawals by any PacifiCorp or any PacifiCorp Subsidiary from Money Pool.
Response:
Short-Term Debt Issued by PacifiCorp
During the Reporting Period
(excluding money pool borrowings reported below)
| Utility Subsidiary
|
|
Description/Terms of Debt
|
|
Amount Issued
(USD)
|
|
|
Maximum Outstanding
|
|
Balance at 09/30/02
|
| PacifiCorp |
|
Commercial Paper |
|
$ |
3,731,373,000 |
* |
|
$ |
252,910,000 |
|
$ |
236,050,000 |
*Total Amount Issued during the reporting period includes aggregate total of each
overnight borrowing (average overnight trade $29 million each day)and all other issues, some of which represent rollovers.
Commercial Paper issued with a rate range of 1.81% to
2.30%.
No Money Pool borrowings were made during the
reporting period.
| |
|
Net Amount on Deposit
|
|
Net Amount of
Borrowings
|
| PACIFICORP |
|
$ |
0 |
|
$ |
24,135,646 |
| PACIFICORP GROUP HOLDINGS |
|
$ |
293,693,305 |
|
$ |
9,846,200 |
| PACIFICORP FINANCIAL SRVS |
|
$ |
2,749,802 |
|
$ |
0 |
| |
|
|
|
|
|
|
| PACIFICORP POWER MARKETING |
|
$ |
0 |
|
$ |
279,718,956 |
| PACE |
|
$ |
396,786 |
|
$ |
0 |
| PKE |
|
$ |
6,378,741 |
|
$ |
0 |
| |
| PMI |
|
$ |
10,161,297 |
|
$ |
0 |
| |
| PACIFICORP TRANS |
|
$ |
320,871 |
|
$ |
0 |
| |
|
|
|
|
|
|
| |
|
$ |
313,700,802 |
|
$ |
313,700,802 |
* A list of all deposits and withdrawals during the reporting period for each company is
available to the SEC staff upon request.
Reporting Requirement No. 7: The amount and terms of any nonexempt
financings consummated during the period by PacifiCorp during the reporting period.
Response: None
Reporting Requirement No. 8: The amount and terms of any
nonexempt financings consummated by any non-utility PacifiCorp Subsidiary.
Response: None
Reporting Requirement No. 9: A table showing, as of the end of the reporting period, the dollar and percentage
components of the capital structures of ScottishPower and PacifiCorp.
Response:
For ScottishPower see Exhibits A-3 attached hereto.
For the PacifiCorp Group companies, please see Exhibit A-4 attached hereto.
Reporting Requirement
10: Copies of ScottishPower’s filings on Form 20-F and semiannual reports to shareholders.
Response: Filed under cover of Form SE as Exhibit A-5.
SIGNATURE
Pursuant to the requirements of the Public Utility Holding Company Act of 1935, the undersigned company has duly caused this certificate
of notification (Commission’s File No. 70-9669) to be signed on its behalf by the undersigned thereunto duly authorized.
SCOTTISH
POWER PLC
| |
| By: |
|
/s/ David T. Nish
|
| |
|
David T. Nish Finance
Director |
Date: November 27, 2002
EXHIBIT INDEX
| Exhibit No.
|
|
Description
|
|
Page
|
| Exhibit A-1 |
|
Aggregate Amount of ScottishPower/PacifiCorp Securities Issued Since April 1, 2002 and Outstanding as of the End of the Reporting Period |
|
Filed herewith |
| |
| Exhibit A-2 |
|
Retained Earnings Analysis of PacifiCorp |
|
Filed herewith |
| |
| Exhibit A-3 |
|
ScottishPower September 30, 2002 Rule 24 Capitalization Table |
|
Filed herewith |
| |
| Exhibit A-4 |
|
Capital Structure of PacifiCorp Group Companies |
|
Filed herewith |
| |
| Exhibit A-5 |
|
Copies of ScottishPower’s Filing on Form 20-F and semiannual reports to shareholders |
|
Filed under cover of Form SE |