Fla. Admin. Code R. 25-8.002

Current through Reg. 50, No. 235-239, December 10, 2024

Section 25-8.002 - Contents of Application

Each application for the authority to issue and sell securities shall contain in the manner and form and in the order indicated by this rule:

(1) The exact name of the applicant and address of its principal business office.

(2) The State under which incorporated, the date of incorporation, and the states in which domesticated.

(3) The name and address of the person authorized to receive notices and communications in respect to the application.

(4) A statement detailing items contained in paragraphs (a) through (g) of this subsection for each class and series of capital stock and funded debt. The statement shall reflect the latest twelve months period shown on the balance sheet submitted with the application as Exhibit A under paragraph 25-8.003(1)(a), F.A.C.

(a) A brief description;

(b) The amount authorized (face value and number of shares);

(c) The amount outstanding (exclusive of any amount held in the treasury);

(d) The amount held as reacquired securities;

(e) The amount pledged by applicant;

(f) The amount owned by affiliated corporations;

(g) The amount held in any fund.

(5) A brief statement of each proposed transaction. Such statement shall show:

(a) The kind and nature of the securities;

(b) The maximum principal amount of debt securities, and the maximum amount of equity securities;

(c) Present estimate of the interest rate(s) for the debt securities and the dividend rate(s) for the preference or preferred stocks, which estimate may be stated in terms of current rates for comparable securities.

(6) A statement showing in reasonable detail the purposes for which the securities are to be issued.

(a) If one of the purposes is the construction, completion, extension, or improvement of the facilities, identify the major generating plants and transmission lines requiring certification of need by the Commission. Also include the capital requirements needed for those projects and the actual capital expended to date.

(b) If one of the purposes is the reimbursement of the treasury of the applicant for expenditures against which securities have not been issued, submit a statement giving in reasonable detail such expenditures, the amounts and accounts to which charged, the associated credits, if any, and the periods during which the expenditures were made.

(c) If one of the purposes is the refunding of obligations, describe in reasonable detail the obligations to be refunded, including the character, principal amounts, discount or premium applicable thereto, date of issue and date of maturity, and all other material facts concerning such obligations.

(7) The facts relied upon by the applicant to show that each issue will be for some lawful object within the corporate purposes of the applicant and compatible with the public interest and is reasonably necessary or appropriate for such purposes.

(8) The name and address of counsel who will pass upon the legality of the proposed issues, and names of any firms of which they, or any of them, are members.

(9) A statement as to whether or not any application, registration statement, etc., with respect to the transaction or any part thereof is required to be filed with any other State or Federal regulatory body and, if so, the name and address of each such body.

(10) A statement of the measure of control or ownership exercised by or over the applicant as to any public utility: where there are any intercorporate relationships through holding companies, ownership or securities or otherwise, a statement regarding the nature and extent of such relationship; if not a member of any holding company system, a statement to that effect.

Fla. Admin. Code Ann. R. 25-8.002

Rulemaking Authority 366.05 FS. Law Implemented 366.04(1) FS.

Repromulgated 1-8-75, Amended 10-12-81, Formerly 25-8.02, Amended 7-27-86, 3-4-97.

New 1-8-75, Amended 10-12-81, Formerly 25-8.02, Amended 7-27-86, 3-4-97.