ACQUISITION OF SECURITIES BY REGISTERED HOLDING Application, having been filed by a registered holding company, pursuant to Section 10 (a) (1) of the Act, for approval of the acquisition by it of 20,000 shares of common stock of $100 par value to be issued by a subsidiary company to applicant in consideration of the reduction of an equal principal amount of the unpaid balance of the subsidiary's 6% demand promissory note held by applicant, approved subject to certain conditions, the Commission finding that such acquisition will serve the public interest by tending towards the economical and efficient development of an integrated public utility system ... Page 344. Joint applications, having been filed by four subsidiary companies of a registered holding company pursuant to Section 10 (a) (1) of the Act for approval of the acquisition by each of said companies of the common stock of an associate company in payment for their respective utility assets to be sold to the associate company, approved, subject to certain conditions, the Commission finding that such acquisition will tend towards the economical and efficient development of an integrated public utility system. Page 359. Application, having been filed by a registered holding company pursuant to Section 10 of the Act with regard to the acquisition by it of $17,000 principal amount of the first mortgage 44% serial bonds, series B, and $337,000 principal amount of 4% unsecured notes, due 1960, of a subsidiary company, approved, subject to certain conditions, the Commission finding that the acquisition will tend toward the economical and efficient development of an integrated public utility system. . . Page 474. Application, having been filed by a subsidiary of a registered holding company, pursuant to Section 10 (a) (1) of the Act, for approval of the acquisition by it of certain stock and debt obligations of two associate companies, to be acquired from the registered holding company in consideration of the issue to the registered holding company of 35,000 shares of common stock of applicant, approved subject to certain conditions, the Commission finding that the acquisition will serve the public interest by tending toward the economical and efficient development of an integrated public utility system. . . Page 576. Application, having been filed by a registered holding company pursuant to Section 10 (a) (1) of the Act, for approval of the acquisition of 35,000 shares of the common stock of a subsidiary company, approved, subject to certain conditions, the Commission finding that the acquisition will not be detrimental to the carrying out of the provisions of Section 11 of the Act and that it will tend toward the economical and efficient development of an integrated public utility system . . Page 576. Application, having been filed by a registered holding company, pursuant to Section 10 of the Act, for approval of the acquisition of common stock in exchange for the common stocks of two subsidiaries held by the applicant, approved subject to certain conditions, the Commission finding that the transaction is merely an exchange of common stocks representing the same investment, and that the acquisition will tend toward the economical and efficient development of an integrated public utility system since such acquisition is a step preliminary to the ultimate disposition of the electric properties of the two subsidiaries, which will tend toward a simplification of the holding company system . . . Page 665, Application, having been filed by a registered holding company pursuant to Section 10 of the Act, regarding the acquisition by it of a 6% note not to exceed $1,100,000 face amount, approved, subject to certain conditions, the Commission finding that the acquisition of this note will tend toward the economical and efficient development of an integrated public utility system... Page 765. ACQUISITION OF SECURITIES BY REGISTERED HOLDING Application, having been filed pursuant to Section 10 of the Act, for approval of the acquisition of certain securities of two subsidiary companies of a registered holding company, approval granted, subject to certain conditions, the Commission making no adverse findings with respect to Section 10 (b) and finding pursuant to Section 10 (c) (2) that the acquisition will serve the public interest by tending toward the economical and efficient development of an integrated public utility system, inasmuch as the record shows that the properties underlying the securities being acquired are physically connected and in effect operated as one unit, and it appearing that the purchasers will effect economies as a result of the elimination of certain overhead costs which will become unnecessary due to operation by a local management . . . Page 954. Application, filed by a subsidiary of a registered holding company pursuant to Section 10 of the Act, for approval of the acquisition of securities of two associate companies from the holding company in exchange for its common capital stock and the acquisition of utility assets from an associate company in connection with the increase of an open account indebtedness, approved, subject to certain conditions, the Commission making no adverse findings under Sections 10 (b) or 10 (c) (1) and under Section 10 (c) (2) finding that the acquisition will serve the public interest by tending toward the economic and efficient development of an integrated public utility system, the Commission also approving applications pursuant to Rule U-12F-1 for the sale of utility assets. . . Page 1027. Application, filed by a subsidiary company pursuant to Section 10 of the Act for approval of the acquisition of securities of an associate company in connection with the liquidation of an open account indebtedness owed by the associate company to the acquiring company, approval granted, subject to certain conditions, the Commission making no adverse findings under Section 10 (b) or under Section 10 (c) (1) and under Section 10 (b) (2) finding that the acquisition will serve the public interest by tending toward the economic and efficient development of an integrated public utility system, the Commission also approving an application pursuant to Rule U-12F-1 for the sale of the securities by the acquiring company to the holding company in connection with the discharging of certain bond indebtedness... Page 1027. Application, filed by a registered holding company pursuant to Section 10 of the Act, for approval of the acquisition of the common capital stock of two subsidiary companies, the securities to be acquired in connection with, inter alia, the discharging of bond indebtedness of the subsidiary companies owned by the holding company, approval granted subject to certain conditions, the Commission making no adverse findings with respect to the matters specified in Sections 10 (b) or 10 (c) and finding that the acquisition will serve the public interest by tending toward the economic and efficient development of an integrated public utility system. . . Page 1027. EXEMPTION Application, having been filed by a registered holding company pursuant to Section 10 of the Act for approval of the acquisition, pursuant to a plan for the liquidation of a subsidiary holding company, of securities of various public utilities held in the portfolio of the subsidiary, the securities to be received by the applicant as a total liquidating dividend, such acquisition found to be exempt from the provisions of Section 9 (a) of the Act by virtue of the provisions of Rule U-9C-3 (5) ... Page 684. ACQUISITION OF SECURITIES BY REGISTERED HOLDING COMPANY OR SUBSIDIARY-Continued Application, having been filed by a subsidiary of a registered holding company, pursuant to Section 9 (c) (3) of the Act for exemption of a program of investing its future available funds, exemption granted subject to certain conditions, the Commission finding that since the applicant proposes to acquire only securities of associate companies which are nonvoting and which carry no privilege of purchase of or conversion into voting securities, and since the total amounts purchased, as well as the amounts of any issue, permitted under the conditions of the Commission's order will be relatively small, it does not appear that such acquisitions will bring about results contrary to the policy expressed in Sections 10 (b) and 10 (c), and the investment program, as limited by the conditions imposed by the Commission's order, is appropriate in the ordinary course of applicant's business and is not detrimental to the public interest or the interest of investors or consumers. . . Page 741. Where Commission granted exemption pursuant to Section 9 (c) (3) of the Act, of a program of investment of future available funds, restrictions against such purchases, appropriately expressed in a rule of general application, do not bind the Commission when, in a particular situation, it acts by order in exercise of the power conferred upon it by Section 9 (c) (3) of the Act. In such cases the Commission will give due weight to the policies expressed in Rule U-9C-4, but the ultimate criteria are those more fundamental standards Isid down in the Act itself-the public interest and the interest of investors and consumers... Page 741. ACQUISITION OF SECURITIES BY THE ISSUER-APPROVAL Application, by a subsidiary of a registered holding company, pursuant to Rule U-12C-1 for approval of the acquisition, for cancelation of $8,241,000 principal amount of applicant's first and refunding mortgage gold bonds, 5% series, to be purchased from the holding company at cost, approved, the Commission finding that the acquisition will facilitate the execution of applicant's refinancing program... Page 162. A registered holding company having filed an application, pursuant to Section 12 (c) of the Act for approval of the application of the proceeds received by it from the sale of notes and stocks of its subsidiaries to the purchase and retirement by tender of a maximum of 24,000 shares of its 52% cumulative preferred stock, approval granted, subject to certain conditions... Page 309. Application, filed by a subsidiary of a registered holding company pursuant to Rule U-12C-1 promulgated under Section 12 of the Act for approval of the acquisition of its common stock from the parent company, approved subject to certain conditions... Page 359. An application, having been filed by a subsidiary of a registered holding company pursuant to Rule U-12C-1 (b) promulgated under Section 12 of the Act for approval of the acquisition, redemption, and retirement, pursuant to an exchange offer to be made to its existing security holders, of shares of its 6% cumulstive preferred and 7% cumulative preferred stock in a manner not expressly authorized by the company's charter, approved, the Commission finding that the proposed exchange offer will have no adverse effect on the financial integrity and the working capital of the company ... Page 376 ACQUISITION OF SECURITIES BY THE ISSUER-APPROVALContinued Application, filed by a subsidiary of a registered holding company pursuant to Rule U-12C-1 promulgated under Section 12 of the Act with regard to its acquisition of its $337,000 principal amount of 4% unsecured notes and $266,500 of its first mortgage 7% bonds, due 1943, from the parent company, approved, subject to certain conditions, the Commission finding that such acquisition will not adversely affect the financial integrity or the working capital of the applicant... Page 474. Application, filed by subsidiary of registered holding company pursuant to Rule U-12C-1 for approval of the acquisition by it of its outstanding common stock of $100 par value from its parent company in exchange for an equal amount of proposed common stock of $10 par value, approved, subject to certain conditions, the Commission finding that the requirements of such rule have been met... Page 549. Application, having been filed by a subsidiary of a registered holding company pursuant to Rule U-12C-1 for approval of the acquisition from its parent company of $19,000,000 principal amount of its first mortgage gold bonds, 4%% series due 1981, and $10,000,000 principal amount of 6% gold debentures, series A due 1950, approved subject to certain conditions, the Commission finding that the redemption of the debentures is exempted by virtue of the provisions of Rule U-12C-1 (a) (1) as they are being redeemed in the manner prescribed by and at a price specifically designated in such security, and that the redemption of the bonds satisfies the requirements of Rule U-12C-1... Page 684. Joint application, filed by a registered holding company and its subsidiary pursuant to Rule U-12C-1 promulgated under Section 12 of the Act, regarding the acquisition by the subsidiary of $1,264,000 principal amount of its outstanding first mortgage and first lien gold bonds, 52% series due 1953, such bonds to be acquired under an agreement in connection with the sale of securities in applicants' Canadian subsidiaries held by the applicants, approved subject to certain conditions... Page 868. Application, having been filed by a subsidiary of a registered holding company pursuant to Rule U-12C-1 for approval of the acquisition of such of its first mortgage bonds, 42% series due 1967, as may be presented in response to the proposed offer by applicant to issue its first mortgage bonds, 38% series due 1969, in exchange for bonds of the 42% series due 1967, at par, approval granted, subject to certain conditions. . . Page 884. Application, filed by a subsidiary of a registered holding company pursuant to Rule U-12C-1 promulgated under Section 12 of the Act, for approval of the acquisition by it from the parent company of $3,150,000 principal amount of 6% first mortgage and collateral trust 15-year sinking fund gold bonds, due 1945, which had been assumed by the applicant, the interest rate and sinking fund requirements of the bonds to be subsequently reduced and the bonds pledged by applicant as collateral for a proposed note, approved, subject to certain conditions, the Commission finding that the acquisition will not increase the outstanding debt of applicant. . . Page 964. Application, filed by a registered holding company, pursuant to Rule U-12C-1 promulgated under Section 12 (c) of the Act, for approval of the acquisition and retirement by the trustee under the indenture securing applicant's collateral lien bonds, series A, due 1961, of such of said bonds as may be purchased with monies in the amount of $410,000 held by the trustee, granted approval, subject to certain conditions, the Commission finding that in view of the conditions imposed, the acquisition will not be inconsistent with the requirements of Section 12 (c) of the Act . . . Page 1022. ACQUISITION OF SECURITIES BY THE ISSUER-APPROVAL Continued SOLICITATION OF TENDERS Where registered holding company was permitted to purchase and retire by tender shares of its cumulative preferred stock, the Commission did not find that the tender and sale arrangements are detrimental to the interest of the security holders, in view of the fact that disclosures caused to be made prior or simultaneously with solicitation of tenders would aid stockholders in determining whether or not to tender, that the tender arrangements would afford those stockholders who wished to liquidate their investment an opportunity to obtain approximately market price for their holdings. In view of circumstances of the case, the Commission reserved jurisdiction as to the reasonableness of the tender price by registered holding company and subsidiaries... Page 309. ACQUISITION OF UTILITY ASSETS BY REGISTERED HOLDING COMPANY OR SUBSIDIARY APPROVAL Application, filed by a subsidiary of a registered holding company pursuant to Section 10 of the Act regarding the acquisition of a lease and option agreement of certain rural distribution lines from an associate company, approved subject to certain conditions, the Commission finding that such acquisition is not unlawful under the provisions of Section 8 of the Act and is not detrimental to the carrying out of the provisions of Section 11, and that such acquisition will serve the public interest by tending toward the economical and efficient development of an integrated public utility system . . . Page 412. Application, having been filed pursuant to Section 10 of the Act, for approval of the acquisition of certain physical assets of two subsidiary companies of a registered holding company, applicant having been organized primarily for the purpose of performing the registered holding company's obligations under a sale agreement with the Tennessee Valley Authority for the sale of the properties of the two subsidiaries, approved, subject to certain conditions, the Commission finding that such acquisition will tend toward the economical and efficient development of an integrated public utility system because such acquisition is preliminary to the ultimate disposition of these properties which will tend to simplify the holding company system. . . Page 665. ALTERATION OF RIGHTS OF HOLDERS OF OUTSTANDING SECURITIES OF REGISTERED HOLDING COMPANY OR SUBSIDIARY Declaration, having been filed by a subsidiary of a registered holding company, pursuant to Section 7 of the Act, in regard to any change in rights of its outstanding common stock caused by the issuance of new 6% preferred stock to be exchanged for presently outstanding 8% and 7% preferred stock, the effect of amendment to declarant's charter being to decrease the voting power and control of the common stock due to the increased rights of the holders of the 6% preferred stock, permitted to become effective, subject to certain conditions, the Commission not finding that such provisions would result in an unfair or inequitable distribution of voting power among holders of the securities of the declarant or is otherwise detrimental to the public interest or the interest of investors or consumers... Page 336. Declaration by a subsidiary of a registered holding company pursuant to Section 7 of the Act in regard to any change in the rights of its outstanding common |