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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

 

Washington, D. C. 20549

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FORM 10-Q

 

x QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE

 

SECURITIES EXCHANGE ACT OF 1934

 

FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2005

 

- OR -

 

o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE

 

SECURITIES EXCHANGE ACT OF 1934

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Commission File No. 333-103749

 

MAINE & MARITIMES CORPORATION

 

A Maine Corporation

 

I.R.S. Employer Identification No. 30-0155348

 

209 STATE STREET, PRESQUE ISLE, MAINE 04769

 

(207) 760-2499

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Indicate by check mark whether the registrant (1) has filed all reports

required to be filed by Section 13 or 15(d) of the Securities Exchange Act of

1934 during the preceding 12 months (or for such shorter period that the

registrant was required to file such reports), and (2) has been subject to such

filing requirements for the past 90 days. Yes x.  No o.

 

Indicate by check mark whether the registrant is an accelerated filer (as

defined in Rule 12b-2 of the Securities Exchange Act of 1934). Yes o. No x.

 

Indicate the number of shares outstanding of each of the issuer's classes

of common stock, as of the close of the period covered by this report.

 

Common Stock, $7.00 par value - 1,635,906 shares

 

 

 

 

 

 

 

Glossary of Terms

 

 

 

AFUDC

Allowances for the cost of equity and borrowed funds used during construction

AMEX

American Stock Exchange

APBO

Accumulated Pension Benefit Obligation

ARP

Alternative Rate Plan

BHE

Bangor Hydro-Electric Company

CES

Competitive Energy Supplier

CMLTD

Current Maturities Long-Term Debt

CMP

Central Maine Power Company

DETM

Duke Energy Trading and Marketing

DOE

Department of Energy

EA

Energy Atlantic, LLC

Eastcan

Eastcan Consulting Engineers

Engage

Engage Energy America, LLC

EPS

Earnings Per Share

FAME

Finance Authority of Maine

FAS

Financial Accounting Standards

FASB

Financial Accounting Standards Board

FERC

Federal Energy Regulatory Commission

FIN

FASB Interpretation Number

ISFSI

Independent Spent Fuel Storage Installation

ISO

Independent System Operator

ISO-NE

Independent System Operator—New England

LIBOR

London InterBank Offering Rate

LOC

Letter of Credit

MAM

Maine & Maritimes Corporation

MAMES

Maine & Maritimes Energy Services Company, now The Maricor Group

M&R

Morris & Richards Consulting Engineers

Me&NB

Maine & New Brunswick Electrical Power Company, Ltd

MEPCO

Maine Electric Power Company, Inc.

MPS

Maine Public Service Company

MPUC

Maine Public Utilities Commission

MPUFB

Maine Public Utility Financing Bank

MW

Megawatt

MWH

Megawatt hour

NEPOOL

New England Power Pool

NMISA

Northern Maine Independent System Administrator

NOI

Notice of Inquiry

NPCC

Northeastern Power Coordinating Council

NRC

Nuclear Regulatory Commission

NUG

Non-Utility Generator

OATT

Open Access Transmission Tariff

PBR’S

Performance-Based Rates

PCB

Poly Chlorinated Bi-phenol

PPA

Power Purchase Agreement

PURPA

Public Utilities Regulatory Policy Act

PWC

PricewaterhouseCoopers

QF

Qualifying Facility

RES

RES Engineering, Inc.

ROCE

Return on Capital Employed

RTO

Regional Transmission Organization

SAM

Strategic Asset Management

SCADA

Supervisory Control and Data Acquisition

SEC

Securities and Exchange Commission

SFAS

Statement of Financial Accounting Standards

SOS

Standard Offer Service

T&D

Transmission and Distribution

TMG

The Maricor Group

VCC

Vitale, Caturano & Company

VEBA

Voluntary Employee Benefit Association

VERP

Voluntary Employee Retirement Program

WPS-PDI

WPS-Power Development, Inc.

WS

Wheelabrator-Sherman

 

 

 

PART 1. FINANCIAL INFORMATION

 

Item 1. Financial Statements

 

See the following exhibits: Maine & Maritimes Corporation ("MAM" or the "Company") and subsidiaries Consolidated Financial Statements, including (1) an unaudited statement of consolidated operations for the quarter ended March 31, 2005, and for the corresponding periods of the preceding year; (2) an unaudited statement of consolidated cash flows for the period January 1 (beginning of the fiscal year) through March 31, 2005, and for the corresponding period of the preceding year; (3) an unaudited consolidated balance sheet as of March 31, 2005; (4) an audited consolidated balance sheet as of December 31, 2004, the end of Maine & Maritimes Corporation's preceding fiscal year; and (5) an unaudited statement of consolidated common shareholders’ equity for the period January 1 (beginning of the fiscal year) through March 31, 2005.

 

In the opinion of management, the accompanying unaudited consolidated financial statements present fairly the financial position of the Company and its Subsidiaries at March 31, 2005, and December 31, 2004; the results of their operations for the three months ended March 31, 2005 and 2004; and their cash flows for the three months ended March 31, 2005, and 2004.

 

MAM is the parent holding company for the following wholly-owned subsidiaries:

 

1.        Maine Public Service Company (“MPS”) and its wholly-owned Canadian subsidiary Maine & New Brunswick Electrical Power Company, Ltd (“Me&NB”), which is currently inactive;

 

2.        Energy Atlantic, LLC (“EA”), an inactive subsidiary;

 

3.        The Maricor Group (formerly known as Maine & Maritimes Energy Services) and its wholly-owned United States subsidiary RES Engineering, Inc. (“RES”) and its wholly-owned Canadian subsidiary The Maricor Group, Canada Ltd (“The Maricor Group, Canada,” formerly Maricor Ltd);

 

4.        Maricor Properties Ltd, (“Maricor Properties”), a Canadian subsidiary and its wholly-owned Canadian subsidiary Mecel Properties Ltd (“Mecel”);

 

5.        Maricor Technologies, Inc. (“MTI”), a U.S. wholly-owned subsidiary.

 

Maine & Maritimes Corporation and Subsidiaries

 

 

 

 

 

 

General Descriptions of the Parent Company and its Subsidiaries:

 

    Maine & Maritimes Corporation is the ultimate parent holding company for all business segments. The holding company manages its investments in (a) an electric transmission and distribution utility in the United States, (b) engineering, facility asset lifecycle management and asset development companies in the U.S. and Canada, (c) real estate investment and development companies in Canada, and (d) a facilities asset lifecycle management and sustainability software development company in the U.S. MAM is headquartered in Presque Isle, Maine.

 

    Maine Public Service Company is a regulated electric transmission and distribution utility serving all of Aroostook County and a portion of Penobscot County  in northern Maine. It does not provide electric supply to consumers, but rather provides the transportation through its transmission and distribution wires infrastructure. The utility is regulated by the Federal Energy Regulatory Commission (“FERC”) and the Maine Public Utilities Commission (“MPUC”). MPS is headquartered in Presque Isle, Maine.

 

    Maine & New Brunswick Electrical Power Company, Ltd is an inactive Canadian subsidiary of MPS, which prior to deregulation and generation divestiture owned MPS’s Canadian electric generation assets.

 

    Energy Atlantic, LLC is a licensed, but currently inactive, Competitive Energy Supplier (“CES”) of retail electricity and formerly competed for electric supply customers within the northern and southern regions of the State of Maine. EA is classified as a discontinued operation.

 

    The Maricor Group is an energy asset development and mechanical and electrical engineering consulting firm providing energy efficiency, facilities lifecycle asset management, facility condition assessment, fee-for-service design engineering and emissions reduction services focusing on sustainability and Leadership in Energy and Environmental Design (“LEED”). The Maricor Group operates primarily within the New England region of the United States and the eastern Canadian provinces, particular ly Atlantic Canada. Its energy asset development activities include efforts to plan, develop, own and operate customer-hosted energy assets, such as central utility and co-generation plants. It is not engaged in development of merchant generation assets. The Maricor Group is headquartered in Presque Isle, Maine with an office in Portland, Maine. In addition, its various subsidiaries are located within Atlantic Canada and New E ngland.

 

    RES is a mechanical and electrical engineering subsidiary of The Maricor Group with offices in Boston and Hudson, Massachusetts, offering the services of The Maricor Group within New England, particularly the Commonwealth of Massachusetts and the Greater Boston area.

 

    The Maricor Group, Canada Ltd is the Canadian subsidiary of The Maricor Group offering its parent company’s defined services primarily within the eastern Canadian provinces, particularly Atlantic Canada. Headquartered in Moncton, New Brunswick, it maintains offices in Saint John, New Brunswick, as well as Halifax, Nova Scotia.

 

    Maricor Properties Ltd is a Canadian real estate development and investment company focused on sustainable development and “smart growth” principles, emphasizing LEED criteria. It seeks to develop or invest in public and private facility projects involving building infrastructure, such as schools, dormitories, urban and historic redevelopment or revitalization projects, multi-family and commercial office urban projects, and multi-family coastal residential projects. It utilizes the services of The Maricor Group in its development and redevelopment projects. Maricor Properties Ltd was organized on May 28, 2004, in Nova Scotia, Canada.

 

    Mecel Properties Ltd is a Canadian subsidiary of Maricor Properties Ltd and currently owns the office building housing the Halifax, Nova Scotia operating division of The Maricor Group, Canada Ltd.

 

    Maricor Technologies, Inc., formed on February 14, 2005, is a software technology firm that develops and maintains technologies supporting lifecycle asset management and capital budget planning. On February 15, 2005, it purchased, through a three-way transaction, the “Strategic Asset Management” software technology assets of Delinea Corporation of Dallas, Texas, which were formerly owned by HCI& nbsp;Systems. The Maricor Group utilizes the software in the delivery of its lifecycle asset management services and will market their products throughout North America. Maricor Technologies is headquartered in Presque Isle, Maine with an office in Portland, Maine.

 

 

 

 

MAINE & MARITIMES CORPORATION AND SUBSIDIARIES

Statements of Consolidated Operations (Unaudited)

 

 

 

 

(In thousands of dollars except shares and per share amounts)

 

Three Months Ended

March 31,

 

2005

2004

Operating Revenues

 

 

Regulated

$10,315 

$10,208 

Unregulated

1,421 

290 

 

 

 

Total Revenues

11,736 

10,498 

 

 

 

Operating Expenses

 

 

Regulated Operation & Maintenance

3,353 

3,469 

Unregulated Operation & Maintenance

1,937 

373 

Depreciation

707 

634 

Amortization of Stranded Costs

2,680 

2,264 

Amortization

107 

19 

Taxes Other Than Income

474 

366 

Provision for Income Taxes—Regulated

1,185 

1,199 

Benefit of Income Taxes—Unregulated

(252)

(29)

 

 

 

Total Operating Expenses

10,191 

8,295 

 

 

 

Operating Income

1,545 

2,203 

 

 

 

Other Income (Deductions)