-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, MbaVT9hkrH+MVkyrLJUPwzh8pdkC45sTtDvw6MJTylM9khs+7Ko71+AW7mr5VVi5 rccHaUM7dnIeWAqf1WTmzg== 0000950130-98-004858.txt : 19981005 0000950130-98-004858.hdr.sgml : 19981005 ACCESSION NUMBER: 0000950130-98-004858 CONFORMED SUBMISSION TYPE: SC 13E4/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 19981002 SROS: NYSE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ATLANTIC CITY ELECTRIC CO CENTRAL INDEX KEY: 0000008192 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 210398280 STATE OF INCORPORATION: NJ FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13E4/A SEC ACT: SEC FILE NUMBER: 005-46777 FILM NUMBER: 98719922 BUSINESS ADDRESS: STREET 1: 800 KING STREET STREET 2: PO BOX 231 CITY: WILMINGTON STATE: DE ZIP: 19899 BUSINESS PHONE: 6096454100 MAIL ADDRESS: STREET 1: 800 KING STREET STREET 2: PO BOX 231 CITY: WILMINGTON STATE: DE ZIP: 19899 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: CONECTIV INC CENTRAL INDEX KEY: 0001029590 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC & OTHER SERVICES COMBINED [4931] IRS NUMBER: 510377417 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13E4/A BUSINESS ADDRESS: STREET 1: 800 KING STREET P O BOX 231 CITY: WILMINGTON STATE: DE ZIP: 19899 BUSINESS PHONE: 3024293448 MAIL ADDRESS: STREET 1: 800 KING ST STREET 2: P O BOX 231 CITY: WILMINGTON STATE: DE ZIP: 19899 SC 13E4/A 1 AMENDMENT NO. 1 TO SCHEDULE 13E-4 ================================================================================ SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ------------ AMENDMENT NO. 1 TO SCHEDULE 13E-4 ISSUER TENDER OFFER STATEMENT (PURSUANT TO SECTION 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934) ------------ ATLANTIC CITY ELECTRIC COMPANY (NAME OF ISSUER) CONECTIV (NAME OF PERSON(S) FILING STATEMENT) TITLE CUSIP NUMBER ----- ------------ Atlantic City Electric Company, Cumulative Preferred Stock, Par Value $100 4% Series 048303200 and 048303903 4.10% Series 048303770 4.35% Series 048303762 4.35% 2nd Series 048303507 4.75% Series 048303309 5% Series 048303788 (TITLE OF CLASS OF SECURITIES) (CUSIP NUMBER OF CLASS OF SECURITIES) PETER F. CLARK, ESQ., GENERAL COUNSEL CONECTIV 800 KING STREET P.O. BOX 231 WILMINGTON, DELAWARE 19899 (302) 429-3448 (NAME, ADDRESS AND TELEPHONE NUMBER OF PERSON AUTHORIZED TO RECEIVE NOTICES AND COMMUNICATIONS ON BEHALF OF THE PERSON(S) FILING STATEMENT) THE COMMISSION IS REQUESTED TO MAIL SIGNED COPIES OF ALL ORDERS, NOTICES AND COMMUNICATIONS TO: STEPHANIE M. SCOLA VINCENT PAGANO, JR., ESQ. MANAGER OF CAPITAL MARKETS SIMPSON THACHER & CONECTIV BARTLETT 800 KING STREET 425 LEXINGTON AVENUE WILMINGTON, DELAWARE 19899 NEW YORK, NEW YORK 10017 SEPTEMBER 10, 1998 (DATE TENDER OFFER FIRST PUBLISHED, SENT OR GIVEN TO SECURITY HOLDERS) CALCULATION OF FILING FEE TRANSACTION VALUATION AMOUNT OF FILING FEE --------------------- -------------------- $26,651,300 $5,331 - ----------- * Solely for purposes of calculating the filing fee and computed pursuant to Section 13(e)(3) of the Securities Exchange Act of 1934, as amended, and Rule 0-11(b)(1) thereunder, the transaction value equals the total amount of funds, excluding fees and other expenses, required to purchase all outstanding shares of each series of securities listed above pursuant to the Offer described in the Offer to Purchase and Proxy Statement filed as an Exhibit hereto. [X]Check box if any part of the fee is offset as provided by Rule 0-11(a)(2) and identify the filing with which the offsetting fee was previously paid. Identify the previous filing by registration statement number, or the Form or Schedule and date of its filing. Amount Previously Paid: $5,331 Form or Registration No.: Schedule 13E-4 Filing Party: Conectiv Date Filed: October 2, 1998 This Amendment No. 1 amends and supplements the Issuer Tender Offer Statement on Schedule 13E-4 (the "Statement") dated September 10, 1998 filed by Conectiv, a Delaware corporation, relating to its offer to purchase any and all outstanding shares of the series of preferred stock listed above of Atlantic City Electric Company, upon the terms and subject to the conditions set forth in the Offer to Purchase and Proxy Statement, dated September 10, 1998, and in the related Letter of Transmittal, copies of which are attached as Exhibits 99(a)(1) and 99(a)(2) to the Statement. Only those items of the Statement that are amended and supplemented hereby are included herein. Item 9. Material to be filed as Exhibits. Exhibit No. Description 99(a)(13) Form of Follow-up Mailing to Registered Shareholders SIGNATURE After due inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated: October 2, 1998 CONECTIV By: Louis M. Walters ---------------------- Louis M. Walters Treasurer EX-99.(A)(13) 2 SHAREHOLDER LETTER Exhibit 99(a)(13) Atlantic City Electric Company October 2, 1998 AN URGENT REQUEST Dear Shareholder: You should have previously received tender offer materials in connection with the tender offer made by Conectiv for your shares in Atlantic City Electric Company ("ACE"). This offer is scheduled to expire on October 14, 1998. Even if you do not intend to tender your shares in the offer, please vote your proxy today! According to our latest records, neither your tender nor your proxy vote for the October 14, 1998 meeting has been received. Regardless of the number of shares you may own, it is important that they be represented in order to approve the proposed amendment to ACE's charter. REMEMBER, IF YOU DO NOT TENDER YOUR SHARES, YOU ARE ELIGIBLE TO RECEIVE A SPECIAL CASH PAYMENT OF $1.00 PER SHARE IF YOU VOTE IN FAVOR OF THE PROPOSED CHARTER AMENDMENT AND IT PASSES. BUT TIME IS SHORT! YOUR TENDER OR VOTE MUST BE RECEIVED BY THE DEPOSITARY, THE BANK OF NEW YORK, ON OR PRIOR TO OCTOBER 14, 1998. Enclosed for your convenience is an additional Letter of Transmittal and Proxy for each series of preferred stock of ACE subject to the offer, of which you own shares, and a return envelope addressed to The Bank of New York. If you have any questions or require additional materials, please call our Information Agent, D.F. King & Co., Inc., toll-free at (800) 431-9629. Thank you in advance for your support. PLEASE RESPOND TODAY YOUR PARTICIPATION IS IMPORTANT! -----END PRIVACY-ENHANCED MESSAGE-----