-----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, C1XntaJd5tge8N3jtISsWzQZVe3OsVJeqG0av5BARreqx/4dTdX1PTajU3qsRfWU tZeLX0LSFkfrssw/rTO1dA== 0000031224-99-000001.txt : 19990106 0000031224-99-000001.hdr.sgml : 19990106 ACCESSION NUMBER: 0000031224-99-000001 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19990105 ITEM INFORMATION: FILED AS OF DATE: 19990105 FILER: COMPANY DATA: COMPANY CONFORMED NAME: EASTERN UTILITIES ASSOCIATES CENTRAL INDEX KEY: 0000031224 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 041271872 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-05366 FILM NUMBER: 99500915 BUSINESS ADDRESS: STREET 1: ONE LIBERTY SQ STREET 2: P O BOX 2333 CITY: BOSTON STATE: MA ZIP: 02109 BUSINESS PHONE: 6173579590 8-K 1 FORM 8-K OF EUA 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: January 5, 1999 EASTERN UTILITIES ASSOCIATES (Exact name of registrant as specified in this charter) Massachusetts 1-5366 04-1271872 (State or other jurisdiction of (Commission (I.R.S. Employer incorporation or organization) File Number) Identification No.) One Liberty Square, Boston, Massachusetts 02109 (Address of principal executive offices) (Zip Code) Item 5. Other Events. In a press release dated January 5, 1999, Eastern Utilities Associates (EUA) announced that its Montaup Electric Company subsidiary has agreed to transfer its remaining non-nuclear power purchase contracts to Constellation Power Source, Inc. As part of the transfer, Constellation will supply a portion of the energy needs for EUA's electric utility customers on Standard Offer service in Massachusetts and Rhode Island. This transfer, subject to federal and state regulatory approvals, is expected to be completed in early 1999. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. Exhibit 99a Press Release dated January 5, 1999. SIGNATURE Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. EASTERN UTILITIES ASSOCIATES (Registrant) By: /s/ John R. Stevens John R. Stevens President Date: January 5, 1999 EX-99 2 PRESS RELEASE DATED JANUARY 5, 1999 Exhibit 99a January 5, 1999 Upon Receipt Financial: Clifford J. Hebert, Jr. (617) 357-9590 General: Kevin Kirby (508) 559-2000 ext. 3809 Constellation Power Source: Michael Delaney (410) 234-5466 EUA Names Constellation Power Source for Standard Offer Supply EUA completes divestiture of non-nuclear generation assets Constellation to acquire EUA's power purchase contracts, supply Standard Offer power BOSTON, Jan. 5 Eastern Utilities Associates (NYSE: EUA) today announced agreements to transfer the remaining non-nuclear power purchase contracts of its Montaup Electric Co. (Montaup) subsidiary to Constellation Power Source, Inc., (CPS) of Baltimore, Md. As part of the transfer, Constellation will supply a portion of the energy needs for EUA's electric utility customers on Standard Offer service in Massachusetts and Rhode Island. The companies expect to close transfer of the power purchase contracts, including the long-term Standard Offer contracts, in early 1999, following regulatory approvals. CPS also won the bid to supply an additional portion of EUA customers' Standard Offer needs, initially through Montaup, effective Jan. 1, 1999, meaning the Baltimore firm will eventually supply 56 percent of the energy distributed by EUA subsidiaries Blackstone Valley Electric, Eastern Edison and Newport Electric to their Standard Offer customers. The other 44 percent had been previously subscribed. "This represents the final agreement for EUA to complete divestiture of its non-nuclear generation assets under agreements negotiated with officials in Massachusetts and Rhode Island," said Donald G. Pardus, EUA's Chairman and Chief Executive Officer. "In addition to our non-nuclear generation, EUA has agreed to sell its share in the Seabrook nuclear generating station and has restructured its long-term power purchase contract from the Pilgrim nuclear unit. Our goal now is to sell our remaining ownership shares in two other nuclear units in New England, completing divestiture of all of EUA's generation assets." Charles W. Shivery, CPS President, said: "We are extremely pleased that Constellation Power Source has been able to craft a solution that best meets the needs of EUA and their customers in Massachusetts and Rhode Island, while also strengthening our presence in the New England energy market. "CPS provides wholesale power marketing and risk management services nationwide," Shivery added, "and these long-term contracts with EUA are consistent with our strategy to target customers in developing, competitive energy markets." Constellation will acquire approximately 177 megawatts of electricity entitlements in long-term power purchase contracts held by EUA's Montaup Electric subsidiary in these generating units: Canal Unit 1, Sandwich, Mass. McNeil, Burlington, Vt. Northeast Energy Associates, Bellingham, Mass. Blackstone Hydroelectric, North Smithfield, R. I. In addition, Constellation will acquire EUA's entitlement in the Hydro Quebec firm energy contract with utilities in New England. The long-term contracts have expiration dates ranging from 2001 to 2021. Under terms of the transfer, Constellation will supply a percentage of EUA's Standard Offer needs through 2004 in Massachusetts and 2009 in Rhode Island, as set by legislation deregulating the electric utility industry in the two states. "EUA's stranded assets, in the form of above market costs, will be reduced by about $40 million through this transfer," Pardus said. The transition charge paid by customers specified in Massachusetts and Rhode Island utility deregulation legislation will be reduced, as a result. Under deregulation legislation in both states, customers may elect to continue purchasing energy from their current electric utility rather than choosing a competitive supplier for a specific period under Standard Offer rates. Constellation Power Source (CPS), a wholly-owned subsidiary of Baltimore Gas and Electric Co. (NYSE: BGE) was formed in February 1997. Since its inception, CPS has established itself as a leading nationwide power marketer. CPS has made significant capital investments in risk management systems that enable it to structure innovative solutions to meet the energy needs of wholesale customers. Other BGE subsidiaries include Constellation Power, Constellation Energy Source and Constellation Operating Services. Reed Consulting Group of Burlington, Mass., acted as EUA's adviser and managed the process under which the transfer was arranged. EUA is a Boston-based energy services firm whose shares are traded on the New York and Pacific Stock Exchanges. Its Eastern Edison, Blackstone Valley Electric and Newport Electric subsidiaries provide electric utility service to more than 300,000 customers in southeastern Massachusetts and northern and south coastal Rhode Island. Montaup is EUA's wholesale electric utility subsidiary. Other subsidiaries include EUA Cogenex Corp., EUA Ocean State Corp., EUA Energy Investment Corp. and EUA Service Corp. EUA's web site is www.eua.com ### -----END PRIVACY-ENHANCED MESSAGE-----