-----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, E1yqoew6HGwRuC0q5vwR9Y5NV2VVDGNsc0QJ+rKkfZGkjDNI5iKl8psdPeQApgde +7l/M1iZCzIoAkIX2bNQOA== 0001031296-01-500029.txt : 20020412 0001031296-01-500029.hdr.sgml : 20020412 ACCESSION NUMBER: 0001031296-01-500029 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20011130 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20011130 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CLEVELAND ELECTRIC ILLUMINATING CO CENTRAL INDEX KEY: 0000020947 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 340150020 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-02323 FILM NUMBER: 1803943 BUSINESS ADDRESS: STREET 1: 76 SOUTH MAIN STREET STREET 2: C/O FIRSTENERGY CORP CITY: AKRON STATE: OH ZIP: 44308 BUSINESS PHONE: 2166229800 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TOLEDO EDISON CO CENTRAL INDEX KEY: 0000352049 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 344375005 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-03583 FILM NUMBER: 1803945 BUSINESS ADDRESS: STREET 1: 76 SOUTH MAIN STREET CITY: AKRON STATE: OH ZIP: 43308 BUSINESS PHONE: 2166229800 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FIRSTENERGY CORP CENTRAL INDEX KEY: 0001031296 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 341843785 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-21011 FILM NUMBER: 1803944 BUSINESS ADDRESS: STREET 1: 76 SOUTH MAIN ST CITY: AKRON STATE: OH ZIP: 44308-1890 BUSINESS PHONE: 3303845100 MAIL ADDRESS: STREET 1: 76 SOUTH MAIN ST CITY: AKRON STATE: OH ZIP: 44308-1890 8-K 1 fe_8k-112901main.txt 8-K SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) November 29, 2001 Commission Registrant; State of Incorporation; I.R.S. Employer File Number Address; and Telephone Number Identification No. - ----------- ----------------------------- ------------------ 333-21011 FIRSTENERGY CORP. 34-1843785 (An Ohio Corporation) 76 South Main Street Akron, Ohio 44308 Telephone (800) 736-3402 1-2323 THE CLEVELAND ELECTRIC ILLUMINATING COMPANY 34-0150020 (An Ohio Corporation) c/o FirstEnergy Corp. 76 South Main Street Akron, OH 44308 Telephone (800) 736-3402 1-3583 THE TOLEDO EDISON COMPANY 34-4375005 (An Ohio Corporation) c/o FirstEnergy Corp. 76 South Main Street Akron, OH 44308 Telephone (800) 736-3402 Item 5. Other Events On November 29, 2001, FirstEnergy Corp. (Company) issued a press release announcing that it has reached an agreement to sell four coal-fired power plants located along Lake Erie in Ohio to NRG Energy, Inc. (NRG). Under terms of the agreement, the 376-megawatt (MW) Ashtabula Plant in Ashtabula, 648-MW Bay Shore Plant in Oregon, 1,262-MW Eastlake Plant in Eastlake, and 249-MW Lake Shore Plant in Cleveland will be sold for $1.5 billion. Regulatory approvals will be needed from the Securities and Exchange Commission, Federal Energy Regulatory Commission, and the Public Utilities Commission of Ohio. The sale is expected to close mid-2002. Attached as Exhibit 99.1 hereto, is a copy of the Company's press release for more details related to this announcement. Item 7. Exhibits Exhibit No. Description - ----------- ----------- 99.1 Press Release of the Company announcing an agreement to sell four coal-fired power plants in Ohio. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, each Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. November 30, 2001 FIRSTENERGY CORP. ----------------- Registrant THE CLEVELAND ELECTRIC ---------------------- ILLUMINATING COMPANY -------------------- Registrant THE TOLEDO EDISON COMPANY ------------------------- Registrant /s/ Harvey L. Wagner ----------------------------- Harvey L. Wagner Vice President and Controller EX-99 3 fe_8k-112901exindx.txt EXHIBIT INDEX Exhibit Index Exhibit No. 99.1 Press Release of the Company announcing an agreement to sell four coal-fired power plants in Ohio. EX-99 4 fe_8k-112901ex991.txt EXHIBIT 99.1 Exhibit 99.1 News Release FirstEnergy Corp. 76 South Main Street Akron, OH 44308 www.firstenergycorp.com News Media Contact: Investor Relations Contact: Ralph DiNicola Kurt Turosky (330) 384-5939 (330) 384-5500 FIRSTENERGY TO SELL FOUR COAL-FIRED POWER PLANTS TO NRG FirstEnergy Corp. (NYSE: FE) announced today that it has reached an agreement to sell four coal-fired power plants located along Lake Erie in Ohio to NRG Energy, Inc. (NYSE: NRG). The sale is expected to close mid-2002. Under terms of the agreement, the 376-megawatt (MW) Ashtabula Plant in Ashtabula, 648-MW Bay Shore Plant in Oregon, 1,262-MW Eastlake Plant in Eastlake, and 249-MW Lake Shore Plant in Cleveland will be sold for $1.5 billion. Together, the plants have a net generating capacity of 2,535 MW. Under the agreement, NRG will sell at established prices up to 10.5 million megawatt-hours of electricity annually, similar to the average annual output of the plants, to FirstEnergy through 2005, the end of the market development period under Ohio's Electric Choice Law. The transaction is subject to the receipt of necessary regulatory approvals, including those of the U.S. Securities and Exchange Commission and Federal Energy Regulatory Commission. FirstEnergy President and Chief Operating Officer Anthony J. Alexander said, "This transaction is consistent with our supply strategy of meeting customer electricity needs through a combination of our own generation and short- and long-term power contracts. It also (more) 2 enables us to concentrate on our coal-fired generation along the Ohio River, our nuclear plants, and our growing fleet of natural gas and other peaking plants. And, it clearly moves us closer to our goal of better matching our generating capabilities with customer load profiles." Under the agreement, NRG will pay FirstEnergy $1.355 billion in cash, resulting in net after-tax proceeds of approximately $1 billion. Also, NRG will assume $145 million in debt associated with the plants. FirstEnergy will use the proceeds for the redemption of higher-cost debt and preferred stock, and/or reinvestment in the business. The transaction is expected to be accretive to earnings. "While we remain committed to the business of generating electricity," said Mr. Alexander, "the sale of these plants will enhance our financial position without affecting our ability to continue providing customers with the reliable and affordable electricity they expect and deserve." The portfolio of plants being sold - acquired from Centerior Energy in the 1997 merger with Ohio Edison that created FirstEnergy - was selected because of similar coal and transportation characteristics and because the plants are similarly located along the southern shore of Lake Erie. FirstEnergy has added some 900 MW of natural gas-fired generation in recent years, for a current total of owned or non-utility generator (NUG)-contracted capacity of 14,862 MW. Already planned natural gas peaking projects and uprates at nuclear plants should add another 560 MW within the next several years. FirstEnergy also will consider options for further increasing generating capacity in the future, including purchasing or repowering existing facilities and building new plants. Decisions with respect to generation will be dependent upon retail and wholesale developments and other market conditions. Morgan Stanley is serving as financial advisor to FirstEnergy on this transaction. (more) 3 FirstEnergy is a registered public utility holding company headquartered in Akron, Ohio. Its various subsidiaries produce more than $12 billion in annual revenues and sell 124 billion kilowatt-hours of electricity. Other FirstEnergy affiliates are involved in the exploration and production of oil and natural gas, marketing of natural gas, and energy-related services. FirstEnergy's electric utility operating companies - Ohio Edison, The Cleveland Electric Illuminating Company and Toledo Edison in Ohio; Metropolitan Edison, Pennsylvania Electric and Pennsylvania Power in Pennsylvania; and Jersey Central Power & Light - comprise the nation's fourth largest investor-owned electric system, based on serving 4.3 million customers within a 32,100-square-mile area that stretches from the Ohio-Indiana border to the New Jersey shore. Additional information on FirstEnergy's transaction with NRG Energy is included in a November 30 letter addressed to the investment community, which will be posted on the investor relations home page at FirstEnergy's Internet site: www.firstenergycorp.com/ir. Forward-Looking Statements: This news release includes forward-looking statements based on information currently available to management. Such statements are subject to certain risks and uncertainties. These statements typically contain, but are not limited to, the terms "anticipate," "potential," "expect," "believe," "estimate," and similar words. Actual results may differ materially due to a number of factors including, but not limited to, the speed and nature of regulatory approvals. - XXX - -----END PRIVACY-ENHANCED MESSAGE-----