35 Cert

 

 

UNITED STATES OF AMERICA
BEFORE THE SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549


PUBLIC UTILITY HOLDING COMPANY ACT OF 1935

File Nos. 70-10248, 70-10285 and 70-10320

REPORT FOR PERIOD

July 1 to September 30, 2005

PURSUANT TO RULE 24

In the matter of

PNM RESOURCES, INC.

This Certificate of Notification is filed by PNM Resources, Inc. ("PNM Resources" or "PNMR"), a New Mexico corporation, on behalf of itself and certain of its direct and indirect subsidiaries pursuant to Rule 24 (17 C.F.R. 250.24) under the Public Utility Holding Company Act of 1935 (the "Act").   Such filing is made in connection with the Form U-1, as amended, filed by PNM Resources in Files 70-10248 and as authorized by order of the Securities and Exchange Commission ("the Commission") dated December 30, 2004 in that file, File No. 70-10285 as authorized by order of the Commission dated June 1, 2005 in that file and File No. 70-10320 as authorized by order of the Commission dated September 12, 2005 in that file. The orders direct that the applicants file with the Commission quarterly certificates pursuant to Rule 24 within 60 days after the fiscal quarter in which transactions occur.

This Certificate of Notification reports transactions for the quarter ended September 30, 2005.

PNM Resources hereby certifies for itself and its subsidiaries the following:

PNM RESOURCES, INC., et al.
QUARTERLY REPORT PER REQUIREMENTS
OF HOLDING COMPANY ACT RELEASE NOs. 35-27934, 35-27979 and 35-28027
FILE NOs. 70-10248, 70-10285 and 70-10320
FOR THE QUARTER ENDED SEPTEMBER 30, 2005



    Contents


 

Item


                                                                      Description


1

A computation in accordance with rule 53(a) setting forth PNM Resources' "aggregate investment" in all EWGs and FUCOs, if any, its "consolidated retained earnings" and a calculation of the amount remaining under its rule 53 authority;
 

 

 2

Total capitalization ratio of PNM Resources, with consolidated debt to include all short-term debt and non recourse debt of all EWGs and FUCOs, if any;
 

 

 3

The market-to-book ratio of PNM Resources' common stock;
 

 

  4

Analysis of the growth in consolidated retained earnings that segregates total earnings growth of EWGs and FUCOs, if any, from that attributable to other subsidiaries of PNM Resources;
 

 

  5

A statement of revenues and net income for each EWG and FUCO, if any, for the twelve months ending as of the end of that quarter;
 

 

   6

The sales of any common stock, preferred securities or equity-linked securities by PNM Resources and the purchase price per share and the market price per share at the date of the agreement of sale which shall also separately show the amount issued during the Authorization Period for each type of issued securities;
 

 

  7

The total number of shares of PNM Resources' common stock issued or issuable under the options granted during the quarter under Stock Plans, employee benefit plans and dividend reinvestment plans including plans later adopted together with the number of shares issued or issuable during the Authorization Period;
 

 

 

 

  8

If PNM Resources' common stock has been transferred to a seller of securities of a company being acquired, the number of shares so issued, the value per share and whether the shares are restricted in the hands of the acquirer;
 

 

 

 

   9

If a guaranty is issued during the quarter, the name of the guarantor, the name of the beneficiary of the guaranty and the amount, terms and purpose of the guaranty;

 

 

2



 10

The amount and terms of any PNM Resources' indebtedness issued during the quarter which shall also separately show the amount of indebtedness issued during the Authorization Period;
 

 

11

The amount and terms of any short-term debt issued by any utility subsidiary during the quarter which shall also separately show the outstanding amount as of the end of the applicable period of short-term debt of each utility subsidiary;
 

 

 12

The amount and terms of any financings consummated by any non-utility subsidiary that is not exempt under rule 52 which shall also separately show the amount of non-exempt securities issued by non-utility subsidiaries during the Authorization Period;
 

 

13

The notional amount and principal terms of any Hedge Instruments or Anticipatory Hedges entered into during the quarter and the identity of the other parties to the transaction which shall also separately show the outstanding amount of Hedge Instruments or Anticipatory Hedges previously reported under this item;
 

 

14

The name and parent company of any Financing Conduit created during the quarter; the amount invested in any Financing Conduit during the quarter and the amount and terms of any securities issued by any Financing Conduit during the quarter, which shall also separately show the amount of all securities issued by such subsidiaries during the Authorization Period;
 

 

 15

If any subsidiaries are Variable Interest Entities ("VIEs") as that term is used in FASB Interpretation 46R, Consolidation of Variable Interest Entities, provide a description of any financing transactions conducted during the reporting period that were used to fund such VIEs;
 

 

16

If any financing proceeds are used for VIEs, a description of the accounting for such transaction under FASB Interpretation 46R;
 

 

 17

Consolidated balance sheets as of the end of the quarter and balance sheets as of the end of the quarter for each company, including PNM Resources, that has engaged in jurisdictional financing transactions during the quarter;
 

 

 18

A table showing, as of the end of the quarter, the dollar and percentage components of the capital structure of PNM Resources on a consolidated basis and of each utility subsidiary;
 

 

 19

A retained earnings analysis of PNM Resources on a consolidated basis and of each utility subsidiary detailing gross earnings, goodwill amortization, dividends paid out of each capital account and the resulting capital account balances at the end of each quarter;

3



 20

Future registration statements filed under the Securities Act of 1933 with respect to securities that are the subject of the instant Application will be filed or incorporated by reference as exhibits to the next certificate filed under rule 24;
 

21

The current capitalization and credit rating of any of the outstanding securities of TNP Enterprises, Inc. and Texas-New Mexico Power; and
 

22

Provide the amount and date of any stock redemptions, or any dividends paid of capital or unearned surplus.
 

 

 

 

Periods Covered by this Certificate of Notification Pursuant to Rule 24

This report is being filed for the quarter ended September 30, 2005.

This filing is made in connection with the Form U-1, as amended, filed by PNM Resources in File 70-10248 as authorized by order of the Securities and Exchange Commission ("the Commission") dated December 30, 2004 in that file (Items 1-20), File No. 70-10285 as authorized by order of the Commission dated June 1, 2005 in that file (Item 21), and File No. 70-10320 as authorized by order of the Commission dated September 12, 2005 in that file (Item 22). The orders direct that the applicants file with the Commission quarterly certificates pursuant to Rule 24 within 60 days after the fiscal quarter in which transactions occur.

The Authorization Period extends from December 30, 2004 (the date that Form U-1, as amended, was filed by PNM Resources in File 70-10248 and was authorized by order of the Commission dated December 30, 2004 in that file) to December 30, 2007.  This report includes transactions for the current quarter and cumulative amounts for the Authorization Period, as appropriate for each Item reported on below. 

4



Item 1

A computation in accordance with rule 53(a) setting forth PNM Resources' "aggregate investment" in all EWGs and FUCOs, if any, its "consolidated retained earnings" and a calculation of the amount remaining under its rule 53 authority.    

As of September 30, 2005, PNM Resources had no investment in either EWGs or FUCOs.

Item 2

Total capitalization ratio of PNM Resources, with consolidated debt to include all short-term debt and nonrecourse debt of all EWGs and FUCOs, if any.  

The total capitalization ratios of PNM Resources as of September 30, 2005 are reported below.

September 30, 2005 (a)

                              (Dollars in thousands)

Common Equity

 $1,301,424

37.9%

Preferred Stock

11,529

0.3%

Long-term Debt

1,647,077

48.0%

Short-term Debt

474,699

13.8%

 $3,434,729

100.0%

(a)  As of September 30, 2005, PNM Resources had no investment in either EWGs or FUCOs.

Item 3

The market-to-book ratio of PNM Resources' common stock.

The market-to-book ratio of PNM Resources' common stock as of September 30, 2005 follows.

Closing price per share on September 30, 2005

 $28.67

Book value per share at September 30, 2005

 $18.93

Market-to-book ratio

1.51

Item 4

Analysis of the growth in consolidated retained earnings that segregates total earnings growth of EWGs and FUCOs, if any, from that attributable to other subsidiaries of PNM Resources.   

As of September, 2005, PNM Resources had no investment in either EWGs or FUCOs.

Item 5

A statement of revenues and net income for each EWG and FUCO, if any, for the twelve months ending as of the end of that quarter;   

As of September 30, 2005, PNM Resources had no investment in either EWGs or FUCOs.

5



Item 6

The sales of any common stock, preferred securities or equity-linked securities by PNM Resources and the purchase price per share and the market price per share at the date of the agreement of sale which shall also separately show the amount issued during the Authorization Period for each type of issued securities.

Authorization Period Transactions - January 1, 2005 Through June 30, 2005:

On March 30, 2005, PNM Resources issued 3,910,000 shares of common stock at $26.76 per share ("Common Shares"), which was the price on the date of agreement of sale.  PNM Resources received net proceeds from this offering, after deducting underwriting discounts and commissions and estimated expenses, of approximately $101.0 million as further described below:

Common Shares sold:

 3,910,000

Price per share:

 $26.76

Total sale:

 $104,631,600

Underwriters' commission:

 $3,400,527

Estimated expenses

$200,000

Net proceeds:

 $101,031,073

On March 30, 2005, PNM Resources completed a public offering of 4,945,000 6.75% equity units ("Equity Units"), yielding net proceeds after fees of $239.6 million as further described below: 

Equity Units sold:

4,945,000

Price per unit:

$50.00

Gross Proceeds:

$247,250,000

Underwriters' commission:

$7,417,500

Estimated expenses

$220,000

Net Proceeds:

$239,612,500

Unit Coupon:

6.75%

Note Coupon:

4.8%

In conjunction with the acquisition of TNP Enterprises, Inc. ("TNP"), on June 6, 2005, 4,326,337 common shares were issued at a purchase price of  $20.20 per common share to the previous owners.  The common stock valued at $87.4 million was a portion of the TNP purchase price.  The purchase price of the stock was based on an estimated purchase price in accordance with the Stock Purchase Agreement ("SPA"), dated as of July 24, 2004 by and between PNM Resources and SW Acquisition, L.P. ("SW Acquisition"). 

The purchase price has been subject to litigation, please see PNM Resources' periodic reporting under the Securities Exchange Act of 1934, which is incorporated herein by reference.

Authorization Period Transactions - July 1, 2005 Through September 30, 2005:

With the exception of the shares issued under PNM Resources' Employee Stock Purchase Plan discussed in Item 7 below, PNM Resources did not issue any common stock, preferred securities or equity-linked securities for the period July 1, 2005 through September 30, 2005.

6



Item 7

The total number of shares of PNM Resources' common stock issued or issuable under the options granted during the quarter under Stock Plans, employee benefit plans and dividend reinvestment plans including plans later adopted together with the number of shares issued or issuable during the Authorization Period.

The number of shares of PNM Resources' common stock issued under its Employee Stock Purchase Plan are shown in the table below for the quarter ended September 30, 2005 and cumulative amounts for the Authorization Period.

 

Shares of PNM Resources' Common Stock Issued

Quarter-Ended September 30, 2005

 
Authorization Period

Employee Stock Purchase Plan

22,530

63,019

PNM Resources has other stock plans that are currently being funded with market shares.  Shares related to these stock plans will be included in future reports at the point such plans are funded with newly issued shares.

Item 8

If PNM Resources' common stock has been transferred to a seller of securities of a company being acquired, the number of shares so issued, the value per share and whether the shares are restricted in the hands of the acquirer.   

For the period July 1, 2005 through September 30, 2005, PNM Resources did not transfer PNM Resources' common stock to a seller of securities of a company being acquired.  For discussion regarding the TNP acquisition, which occurred in the second quarter of 2005, see PNM Resources' June 30, 2005 Rule 24 Report.

Item 9

If a guaranty is issued during the quarter, the name of the guarantor, the name of the beneficiary of the guaranty and the amount, terms and purpose of the guaranty.  

During the quarter ended September 30, 2005, PNM Resources issued several guarantees to enable First Choice's participation in capacity auctions for power purchases. The table below shows the name of the guarantor, the name of the beneficiary, the amount and terms of the guarantees.

Guarantor

Beneficiary

Amount

Issue date

Maturity date

PNM Resources

Tenaska-Oxy

$5,000,000

8/31/2005

8/31/2006

PNM Resources

TXU Portfolio Management

$20,000,000

9/21/2005

12/31/2006

PNM Resources

Exelon Corporation

$15,000,000

9/19/2005

9/30/2006

PNM Resources

Coral Power LLC

$20,000,000

9/21/2005

No maturity

7



PNM Resources

Texas Genco II, LP

$7,600,000

9/9/2005

9/9/2006

PNM Resources

TXU Generation Company LP

$7,600,000

9/6/2005

12/31/2006

PNM Resources

Texas Genco, LP

$3,000,000

9/6/2005

9/6/2006

At September 30, 2005, First Choice had up to $300,000,000 million of borrowing capacity under the PNMR Facility.  Any borrowings made by First Choice under this sublimit are guaranteed by PNMR.  At September 30, 2005, First Choice had no borrowings outstanding under the PNMR Facility.

Item 10

The amount and terms of any PNM Resources' indebtedness issued during the quarter which shall also separately show the amount of indebtedness issued during the Authorization Period.

Authorization Period Transactions - January 1, 2005 Through June 30, 2005:

Senior Notes in the amount of $247,250,000 were issued on March 30, 2005 as part of an offering of Equity Units as described in Item 6 above.  Additional information regarding the terms of the Equity Units is provided in the PNM Resources' Form 8-K dated March 31, 2005.

Authorization Period Transactions - July 1, 2005 Through September 30, 2005:

For the period July 1, 2005 through September 30, 2005 PNM Resources did not issue any long-term indebtedness.  For discussion of PNM Resources' credit facility see PNM Resources' periodic reporting under the Securities Exchange Act of 1934, which is incorporated herein by reference.

Item 11

The amount and terms of any short-term debt issued by any utility subsidiary during the quarter which shall also separately show the outstanding amount as of the end of the applicable period of short-term debt of each utility subsidiary.

Public Service Company of New Mexico ("PNM")

The following amounts and terms of short-term debt issued during the quarter ended September 30, 2005 are for PNM.  PNM's commercial paper program is unsecured and the proceeds are used for short-term cash management needs PNM's commercial paper program contains terms typical for section 4(2) commercial paper programs.  For discussion of PNM's credit facility see PNM's periodic reporting under the Securities Exchange Act of 1934, which is incorporated herein by reference.

PNM commercial paper borrowings

 

Beginning balance July 1, 2005

$     18,800,010

Borrowings quarter ended September 30, 2005

5,342,600,000

8



Payments quarter ended September 30, 2005  

5,247,400,000

Ending balance September 30, 2005

$   114,000,010

Weighted average cost of borrowing

3.53%

     

PNM line of credit borrowings

 

Beginning balance July 1, 2005

 $                       -

Borrowings quarter ended September 30, 2005

7,100,000

Payments quarter ended September 30, 2005

7,100,000

Ending balance September 30, 2005

 $                       -

Weighted average cost of borrowing

5.60%

TNMP

There was no short-term debt issued by TNMP from July 1, 2005 through September 30, 2005. 

Item 12

The amount and terms of any financings consummated by any non-utility subsidiary that is not exempt under rule 52 which shall also separately show the amount of non-exempt securities issued by non-utility subsidiaries during the Authorization Period.

None. 

Item 13

The notional amount and principal terms of any Hedge Instruments or Anticipatory Hedges entered into during the quarter and the identity of the other parties to the transaction which shall also separately show the outstanding amount of Hedge Instruments or Anticipatory Hedges previously reported under this item.

9



The notional amount and principal terms of any Hedge Instruments or Anticipatory Hedges entered into during the third quarter of 2005 and any outstanding Hedge Instruments or Anticipatory Hedges as of September 30, 2005 which were previously reported under this item as well as the identity of the other parties to the transaction are shown below. 

PNM Resources
New Hedge Transactions
Third Quarter, 2005

Note: The following transactions represent hedges of sales of forecasted excess generation.
All transactions qualify as cash flow hedges under SFAS 133.

 

 

Volume

 

 

Trade

        Contract Price (MW hours) On-Peak or Extended

Ticket Number

Trade Date

Counterparty

Location

Buy or Sale

Per MW hour

Buy(Sell)

Off-Peak

Value *

ABC021

July 12, 2005

MAEM

PV

SELL

$70.25

(25)

On-Peak

-

ABC076

July 12, 2005

UBS

PV

SELL

$70.25

(25)

On-Peak

-

ABC256

July 15, 2005

BPEC

PV

SELL

$70.50

(50)

On-Peak

-

ABC911

July 26, 2005

BPEC

PV

SELL

$54.75

(25)

Off-Peak

(1,958,198)

ABC917

July 26, 2005

UBS

PV

SELL

$54.75

(25)

Off-Peak

(1,958,198)

ABD116

August 1, 2005

SETC

PV

SELL

$57.00

(50)

Off-Peak

(3,916,395)

ABE225

August 17, 2005

SETC

PV

SELL

$60.00

(25)

Off-Peak

(1,958,198)

ABE227

August 17, 2005

MSCG

PV

SELL

$60.00

(25)

Off-Peak

(1,958,198)

ABE540

August 23, 2005

CCG

4C-345

SELL

$79.25

(25)

On-Peak

-

ABE542

August 23, 2005

MSCG

4C-345

SELL

$56.50

(150)

Off-Peak

-

ABE543

August 23, 2005

MSCG

4C-345

SELL

$79.25

(75)

On-Peak

-

ABE818

August 29, 2005

TEMC

PV

SELL

$89.00

(75)

On-Peak

(10,120,500)

ABF820

August 29, 2005

MSCG

PV

SELL

$68.50

(75)

Off-Peak

(5,874,593)

ABF954

September 16, 2005

SETC

PV

SELL

$72.00

(25)

Off-Peak

(676,172)

ABF955

September 16, 2005

MSCG

PV

SELL

$72.00

(100)

Off-Peak

(2,704,688)

ABG574

September 28, 2005

SETC

PV

SELL

$111.50

(25)

On-Peak

(3,373,500)

ABG696

September 28, 2005

SRPM

PV

SELL

$111.50

(25)

On-Peak

(3,373,500)

ABC936

July 27, 2005

MSCG

SO2

SELL

$145.00

(10,000)

RTC

(7,199,047)

ABC937

July 27, 2005

MSCG

SO2

BUY

$145.00

10,000

RTC

6,854,962

ABE377

August 18, 2005

ARON

ELP SJ

BUY

$0.70

380,000

RTC

1,119,258

ABE379

July 25, 2005

CONC

ELP SJ

BUY

$0.70

100,000

RTC

392,164

ABE380

July 25, 2005

CONC

ELP SJ

BUY

$0.70

380,000

RTC

1,779,103

ABE381

July 25, 2005

CONC

ELP SJ

BUY

$0.70

380,000

RTC

1,621,982

ABE391

July 19, 2005

BOA

ELP SJ

BUY

$0.70

100,000

RTC

363,957

ABE392

July 19, 2005

BOA

ELP SJ

BUY

$0.70

380,000

RTC

1,642,578

ABE393

July 19, 2005

BOA

ELP SJ

BUY

$0.70

380,000

RTC

1,476,638

ABE412

August 19, 2005

BOA

ELP SJ

BUY

$0.70

380,000

RTC

1,186,596

ABE413

August 19, 2005

BOA

ELP SJ

BUY

$0.70

380,000

RTC

1,370,960

ABE468

August 18, 2005

ARON

ELP SJ

BUY

$0.70

380,000

RTC

1,307,756

ABF529

September 8, 2005

CITI

ELP SJ

BUY

$0.70

140,000

RTC

229,189

ABF530

September 8, 2005

CITI

ELP SJ

BUY

$0.70

140,000

RTC

155,234

ABF902

September 15, 2005

CITI

ELP SJ

BUY

$0.70

140,000

RTC

155,324

10



ABF903

September 15, 2005

CITI

ELP SJ

BUY

$0.70

140,000

RTC

229,189

ABG190

September 21, 2005

CHAS

ELP SJ

BUY

$0.70

90,000

RTC

52,143

ABG191

September 21, 2005

CHAS

ELP SJ

BUY

$0.70

90,000

RTC

41,834

ABG709

August 29, 2005

BPEC

PERM

BUY

2,000

180,000

RTC

2,264,160

ABG850

September 28, 2005

CONC

KUTZ

BUY

1,600

144,000

RTC

1,766,688

ABG851

September 22, 2005

WESC

BLANCO

BUY

1,600

144,000

RTC

1,766,688

 

 

PNM Resources
Outstanding Hedges Previously Reported Under This Item
Third Quarter, 2005

 

 

Note: The following transactions represent hedges of sales of forecasted excess generation. All transactions qualify as cash flow hedges under SFAS 133.

 

Volume

Trade

Contract Price

(MW hours)

On-Peak or

Extended

Ticket Number

Trade Date

Counterparty

Location

Buy or Sale

Per MW hour

Buy(Sell)

Off-Peak

Value *

AAT755

April 22, 2005

SETC

PV

SELL

70.00

(50)

On-Peak

-

AAY942

June 8, 2005

SETC

PV

SELL

48.50

(50)

Off-Peak

-

AAZ241

June 13, 2005

SETC

PV

SELL

47.00

(50)

Off-Peak

-

AAZ404

June 15, 2005

SRPM

PV

SELL

68.00

(50)

On-Peak

-

ABF378

June 15, 2005

SETC

4C-345

SELL

50.00

(125)

Off-Peak

-

* Extended value represents the value of the Hedge Instrument or Anticipatory Hedge subsequent to September 30, 2005.  Therefore items with an extended value of zero will expire on September 30, 2005.

Item 14

The name and parent company of any Financing Conduit created during the quarter; the amount invested in any Financing Conduit during the quarter and the amount and terms of any securities issued by any Financing Conduit during the quarter, which shall also separately show the amount of all securities issued by such subsidiaries during the Authorization Period.

None. 

11



Item 15

If any subsidiaries are Variable Interest Entities ("VIEs") as that term is used in FASB Interpretation 46R, Consolidation of Variable Interest Entities, provide a description of any financing transactions conducted during the reporting period that were used to fund such VIEs;

FASB Interpretation No. 46, "Consolidation of Variable Interest Entities" (Revised December 2003) ("FIN 46R"), became effective January 1, 2004 for those entities considered to be special purpose entities, and March 31, 2004 for others.  Under the model for consolidation promulgated by FIN 46R, a PPA may qualify as a variable interest if its terms expose the purchaser to variability in supply or operating costs and the contract is for a significant portion of the entity's generating capacity.  PNM Resources evaluated its PPAs under the provisions of FIN 46R and determined that one purchase contract entered into prior to December 31, 2003 qualifies as a variable interest.  PNM Resources was unable to obtain the necessary information needed to determine if PNM Resources was the primary beneficiary and if consolidation was needed despite efforts including a formal written request to the operator of the entity supplying power under the PPA.  The operator cited legal and competitive reasons for refusing to provide the information. 

This variable interest PPA is a contract to purchase 132 MW of capacity and energy expiring in June 2020.  The contract contains a fixed capacity charge, a fixed O&M charge, and a variable energy charge that subjects PNM to the changes in the cost of fuel and O&M.  For the three months ended September 30, 2005 and 2004, the capacity and O&M charge was $1.8 million and $1.8 million, respectively, and the energy charges were $0.2 million and $0.4 million, respectively.  For the nine months ended September 30, 2005 and 2004, the capacity and O&M charge was $5.1 million and $4.4 million, respectively, and the energy charges were $0.8 million and $0.8 million, respectively.  The contract is for the full output of a specific gas generating plant and is currently accounted for as an operating lease by PNM.  Under this contract PNM is exposed to changes in the costs to produce energy and operate the plant. 

PNM Resources also has interests in other variable interest entities created before January 31, 2003, for which PNM Resources is not the primary beneficiary.  These arrangements include PNM Resources' investment in a limited partnership and certain PNM leases.  The aggregate maximum loss exposure at September 30, 2005 that PNM Resources could be required to record in its income statement as a result of these arrangements totals approximately $5.3 million.  The creditors of these variable interest entities do not have recourse to the general credit of PNM Resources in excess of the aggregate maximum loss exposure.

12



Item 16

If any financing proceeds are used for VIEs, a description of the accounting for such transaction under FASB Interpretation 46R.    

See the response to Item 15 above.

Item 17

Consolidated balance sheets as of the end of the quarter and balance sheets as of the end of the quarter for each company, including PNM Resources, that has engaged in jurisdictional financing transactions during the quarter. 

Balance sheets for PNM Resources, PNM and TNMP as of September 30, 2005 and December 31, 2004 are provided below.  The Notes to Consolidated Financial Statements are not included with the balance sheets provided herein.

13



PNM RESOURCES, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(Unaudited)

 

 

September 30,

 

December 31,

 

2005

 

2004

(In thousands)

ASSETS

Utility Plant:

 Electric plant in service

$3,269,524

$2,488,961

 Gas plant in service

699,294

680,487

 Common plant in service and plant held for future use

156,387

140,818

4,125,205

3,310,266

 Less accumulated depreciation and amortization

1,346,557

1,135,510

2,778,648

2,174,756

 Construction work in progress

155,042

124,381

 Nuclear fuel, net of accumulated amortization of $17,669 and $16,448

28,919

25,449

     Net utility plant

2,962,609

2,324,586

Other Property and Investments:

 Investment in lessor notes

287,020

308,680

 Other investments

162,005

139,848

 Non-utility property, net of accumulated depreciation of $6 and $1,773

4,815

1,437

     Total other property and investments

453,840

449,965

Current Assets:

 Cash and cash equivalents

144,799

17,195

 Special deposits

2,933

-

 Accounts receivable, net of allowance for uncollectible accounts

     of $4,077 and  $1,329

119,258

96,600

 Unbilled revenues

110,983

104,708

 Other receivables

54,091

48,393

 Inventories

45,730

41,352

 Regulatory assets

14,147

3,339

 Other current assets

99,218

51,967

     Total current assets

591,159

363,554

Deferred charges:

 Regulatory assets

427,090

217,196

 Prepaid pension cost

90,417

87,336

 Goodwill

492,693

-

 Other intangible assets

62,718

-

 Other deferred charges

56,033

44,998

     Total deferred charges

1,128,951

349,530

$5,136,559

$3,487,635

14



PNM RESOURCES, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(Unaudited)

September 30,

December 31,

2005

2004

(In thousands)

CAPITALIZATION AND LIABILITIES

Capitalization:

 Common stockholders' equity:

    Common stock outstanding (no par value)

$  798,638

$  638,826

    Accumulated other comprehensive loss, net of tax

(68,892)

(89,813)

    Retained earnings

571,678

550,566

       Total common stockholders' equity

1,301,424

1,099,579

 Cumulative preferred stock of subsidiary without mandatory redemption

       ($100 par value)

11,529

11,529

 Long-term debt

1,647,077

987,823

     Total capitalization

2,960,030

2,098,931

Current Liabilities:

 Short-term debt

474,699

94,700

 Accounts payable

157,286

117,645

 Accrued interest and taxes

47,384

15,796

 Other current liabilities

214,641

128,476

     Total current liabilities

894,010

356,617

Deferred Credits:

 Accumulated deferred income taxes

417,590

284,528

 Accumulated deferred investment tax credits

34,776

35,360

 Regulatory liabilities

377,899

327,419

 Asset retirement obligations

50,446

50,361

 Additional minimum pension liability

164,801

164,801

 Accrued pension liability

3,825

-

 Accrued postretirement benefit cost

20,816

16,102

 Other deferred credits

212,366

153,516

     Total deferred credits

1,282,519

1,032,087

Commitments and Contingencies

-

-

$5,136,559

$3,487,635

15



PUBLIC SERVICE COMPANY OF NEW MEXICO AND SUBSIDIARY

A WHOLLY OWNED SUBSIDIARY OF PNM RESOURCES, INC.

CONSOLIDATED BALANCE SHEETS

(Unaudited)

 

 

September 30,

 

December 31,

 

2005

 

2004

(In thousands)

ASSETS

Utility Plant:

 Electric plant in service

$2,541,812

$2,488,961

 Gas plant in service

699,294

680,487

 Common plant in service and plant held for future use

98,797

97,369

3,339,903

3,266,817

 Less accumulated depreciation and amortization

1,185,966

1,125,444

2,153,937

2,141,373

 Construction work in progress

101,510

110,406

 Nuclear fuel, net of accumulated amortization of $17,669 and $16,448

28,919

25,449

     Net utility plant

2,284,366

2,277,228

Other Property and Investments:

 Investment in lessor notes

287,020

308,680

 Other investments

151,404

116,134

 Non-utility property

966

966

     Total other property and investments

439,390

425,780

Current Assets:

 Cash and cash equivalents

12,855

16,448

 Special deposits

247

-

 Accounts receivable, net of allowance for uncollectible accounts

     Of $1,353 and  $1,329

78,898

96,600

 Unbilled revenues

74,529

104,708

 Other receivables

46,123

45,717

 Inventories

44,209

41,246

 Regulatory assets

14,147

3,339

 Other current assets

50,849

39,933

     Total current assets

321,857

347,991

Deferred charges:

 Regulatory assets

281,360

217,196

 Prepaid pension cost

90,417

87,336

 Other deferred charges

39,217

38,199

     Total deferred charges

410,994

342,731

$3,456,607

$3,393,730

16



PUBLIC SERVICE COMPANY OF NEW MEXICO AND SUBSIDIARY

A WHOLLY OWNED SUBSIDIARY OF PNM RESOURCES, INC.

CONSOLIDATED BALANCE SHEETS

(Unaudited)

September 30,

December 31,

2005

2004

(In thousands)

CAPITALIZATION AND LIABILITIES

Capitalization:

 Common stockholder's equity:

    Common stock outstanding ($5 par value)

$   195,589

$   195,589

    Paid-in-capital

556,761

556,761

    Accumulated other comprehensive loss, net of tax

(88,193)

(89,813)

    Retained earnings

338,934

371,455

       Total common stockholder's equity

1,003,091

1,033,992

 Cumulative preferred stock of subsidiary without mandatory redemption

       ($100 par value)

11,529

11,529

 Long-term debt

987,206

987,676

     Total capitalization

2,001,826

2,033,197

Current Liabilities:

 Short-term debt

114,000

60,400

 Accounts payable

78,082

116,763

 Intercompany accounts payable

22,615

38,700

 Accrued interest and taxes

46,386

28,783

 Other current liabilities

155,647

91,765

     Total current liabilities

416,730

336,411

Deferred Credits:

 Accumulated deferred income taxes

286,150

278,907

 Accumulated deferred investment tax credits

33,039

35,360

 Regulatory liabilities

338,728

327,419

 Asset retirement obligations

50,446

50,361

 Additional minimum pension liability

164,801

164,801

 Accrued postretirement benefit cost

14,010

16,102

 Other deferred credits

150,877

151,172

     Total deferred credits

1,038,051

1,024,122

Commitments and Contingencies

-

-

$3,456,607

$3,393,730

17



TEXAS-NEW MEXICO POWER COMPANY AND SUBSIDIARIES

A WHOLLY OWNED SUBSIDIARY OF PNM RESOURCES, INC.

CONSOLIDATED BALANCE SHEETS

(Unaudited)

 

 

September 30,

 

December 31,

 

2005

 

2004

(In thousands)

ASSETS

Utility Plant:

 Electric plant in service

$  869,877

$ 845,900

 Construction work in progress

7,014

4,261

 Common plant in service and plant held for future use

589

589

877,480

850,750

 Less accumulated depreciation and amortization

292,760

276,081

     Net utility plant

584,720

574,669

Other Property and Investments:

 Other investments

531

530

 Non-utility property, net of accumulated depreciation of $3 and $3

2,121

343

     Total other property and investments

2,652

873

Current Assets:

 Cash and cash equivalents

30,027

65,759

 Special deposits

2,417

3,086

 Accounts receivable, net of allowance for uncollectible accounts

     Of $100 and $191

13,395

12,739

 Federal income tax refund

40,483

22,912

 Unbilled revenues

7,133

7,576

 Other receivables

11,142

10,083

 Inventories

1,249

1,505

 Other current assets

884

7,526

     Total current assets

106,730

131,186

Deferred charges:

 Stranded costs

87,316

87,316

 Carrying charges on stranded costs

55,797

48,130

 Other regulatory assets

2,617

8,105

 Goodwill

457,109

-

 Other deferred charges

21,995

22,227

     Total deferred charges

624,834

165,778

Commitments and Contingencies

-

-

$1,318,936

$ 872,506

18



TEXAS-NEW MEXICO POWER COMPANY AND SUBSIDIARIES

A WHOLLY OWNED SUBSIDIARY OF PNM RESOURCES, INC.

CONSOLIDATED BALANCE SHEETS

(Unaudited)

September 30,

December 31,

2005

2004

(In thousands)

CAPITALIZATION AND LIABILITIES

Capitalization:

 Common stockholder's equity:

    Common stock outstanding ($10 par value)

$            96

$         107

    Paid-in-capital

596,710

197,751

    Accumulated other comprehensive loss, net of tax

-

(1,761)

    Retained earnings

12,190

(6,795)

       Total common stockholder's equity

608,996

189,302

 Long-term debt

415,790

415,569

     Total capitalization

1,024,786

604,871

Current Liabilities:

 Accounts payable

32,379

15,649

 Accrued interest and taxes

24,605

22,647

 Accrued payroll and benefits

4,462

1,583

 Other current liabilities

5,368

5,155

     Total current liabilities

66,814

45,034

Deferred Credits:

 Accumulated deferred income taxes

135,222

138,249

 Accumulated deferred investment tax credits

1,736

2,326

 Regulatory liabilities

39,171

40,729

 Accrued pension liability

3,825

4,844

 Accrued postretirement benefit cost

6,806

2,693

 Other deferred credits

40,576

33,760

     Total deferred credits

227,336

222,601

$1,318,936

$ 872,506

19



Item 18

A table showing, as of the end of the quarter, the dollar and percentage components of the capital structure of PNM Resources on a consolidated basis and of each utility subsidiary.

The following table shows the capital structure of PNM Resources on a consolidated basis and of each utility subsidiary as of September 30, 2005.

 

PNM Resources

PNM

TNMP

(Dollars in thousands)

$

%

$

%

$

%

Common Equity

 1,301,424

37.9%

1,003,091

47.4%

608,996

59.4%

Preferred Stock

11,529

0.3%

11,529

0.5%

-

-

Long-term Debt

1,647,077

48.0%

987,206

46.7%

415,790

40.6%

Short-term Debt

474,699

13.8%

114,000

5.4%

-

-

 Total Capitalization

 3,434,729

100.0%

2,115,826

100.0%

1,024,786

100.0%

20



Item 19

A retained earnings analysis of PNM Resources on a consolidated basis and of each utility subsidiary detailing gross earnings, goodwill amortization, dividends paid out of each capital account and the resulting capital account balances at the end of each quarter.

PNM Resources

Beginning Retained Earnings July 1, 2005

$  570,704,207

Additions:

 Earnings

29,018,633

Dividends:

 Common Dividends

(27,501,074)

 Preferred Dividends 

(535,621)

Other Reconciling Item:

 Miscellaneous Adjustment

(8,258)

 Adjustment to Dividend Balance

 (16)

Ending Retained Earnings September 30, 2005

$  571,677,871

PNM

Beginning Retained Earnings July 1, 2005

$  327,806,870

Additions:

 Earnings

11,267,127

Dividends:

 Preferred Dividends

(132,011)

Other Reconciling Item:

   Miscellaneous Adjustment

(8,258)

 Adjustment to Dividend Balance

1

Ending Retained Earnings September 30, 2005

$  338,933,729

 

TNMP

Beginning Retained Earnings July 1, 2005

 $    2,547,207

Additions:

 Earnings

9,642,995

Ending Retained Earnings September 30, 2005

$   12,190,202

21



Item 20

Future registration statements filed under the Securities Act of 1933 with respect to securities that are the subject of the instant Application will be filed or incorporated by reference as exhibits to the next certificate filed under rule 24. 

Said transactions have been carried out in accordance with the terms and conditions of, and for the purpose represented in, the Form U-1 Application-Declaration, as amended, of PNM Resources, et al, in File No. 70-10248 and in accordance with the terms and conditions of the Commission's order dated December 31, 2004, permitting said Application-Declaration to become effective. 

Registration statement number 333-128607 as filed by PNM Resources with the Securities and Exchange Commission on September 27, 2005, as amended, is incorporated by reference herein as exhibit 99.1.

Item 21

The current capitalization and credit rating of any of the outstanding securities of TNP and TNMP.

The following table shows the capital structure of TNP on a consolidated basis and TNMP as of September 30, 2005.

 

TNP

TNMP

(Dollars in thousands)

$

%

$

%

Common Equity

806,672

66.0%

608,996

59.4%

Preferred Stock

-

-

-

-

Long-term Debt

415,790

34.0%

415,790

40.6%

Short-term Debt

-

-

-

-

 Total Capitalization

1,222,462

100.0%

1,024,786

100.0%

The following table shows the credit ratings of TNMP's senior unsecured notes at September 30, 2005.

Entity

Senior Unsecured Rating (S&P/Moody's)

Short-Term

Rating

TNP

* N/A

N/A

TNMP

BBB/Baa3

N/A

*  TNP has no outstanding debt, other than that issued by TNMP and included in TNP's consolidated capital structure.

22



Item 22

Provide the amount and date of any stock redemptions, or any dividends paid of capital or unearned surplus.

Entity

Stock Redemptions

Dividends

TNMP

$62,000,000 (1)

None

TNP

None

$62,000,000 (1)

(1)        On September 30, 2005, as part of the TNP acquisition financing, TNMP redeemed 1,090 shares of its privately held stock held by TNP at the book value of $56,888.91 per share, for a total of $62.0 million.  TNP subsequently paid a cash dividend of $62.0 million to PNM Resources.

23



Exhibit No.

Description of Exhibit

File No.

99.1

PNM Resources registration statement (S-3) filed with the Securities and Exchange Commission on September 27, 2005 (incorporated by reference).

333-128607

24



SIGNATURE

As required by order of this Commission pursuant to the Public Utility Holding Company Act of 1935, PNM Resources, Inc. for itself and its subsidiaries have duly caused this report to be signed on its behalf on this 22nd day of November, 2005.

/s/ Thomas G. Sategna
Thomas G. Sategna
Vice President and Corporate Controller
PNM Resources, Inc.

25