-----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, JTHn7EZxJOYDhz+LVb2FP1+6ojbAeyvE9N/0Ufb5YI7MVV7EMOXTYEsVIfyi8gEl z0vVkFJyV5M1Zm0zuKnx7A== /in/edgar/work/0000788784-00-000043/0000788784-00-000043.txt : 20001020 0000788784-00-000043.hdr.sgml : 20001020 ACCESSION NUMBER: 0000788784-00-000043 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20001017 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20001019 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PUBLIC SERVICE ENTERPRISE GROUP INC CENTRAL INDEX KEY: 0000788784 STANDARD INDUSTRIAL CLASSIFICATION: [4931 ] IRS NUMBER: 222625848 STATE OF INCORPORATION: NJ FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-09120 FILM NUMBER: 742312 BUSINESS ADDRESS: STREET 1: 80 PARK PLZ STREET 2: P O BOX 1171 CITY: NEWARK STATE: NJ ZIP: 07101-1171 BUSINESS PHONE: 9734307000 MAIL ADDRESS: STREET 1: 80 PARK PLZ STREET 2: PO BOX 1171 CITY: NEWARK STATE: NJ ZIP: 07101-1171 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PUBLIC SERVICE ELECTRIC & GAS CO CENTRAL INDEX KEY: 0000081033 STANDARD INDUSTRIAL CLASSIFICATION: [4931 ] IRS NUMBER: 221212800 STATE OF INCORPORATION: NJ FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-00973 FILM NUMBER: 742313 BUSINESS ADDRESS: STREET 1: 80 PARK PLZ STREET 2: PO BOX 570 CITY: NEWARK STATE: NJ ZIP: 07101-0570 BUSINESS PHONE: 9734307000 MAIL ADDRESS: STREET 1: 80 PARK PLZ STREET 2: PO BOX 570 CITY: NEWARK STATE: NJ ZIP: 07101-0570 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PSEG ENERGY HOLDINGS INC CENTRAL INDEX KEY: 0001089206 STANDARD INDUSTRIAL CLASSIFICATION: [4911 ] IRS NUMBER: 222983750 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 333-95697 FILM NUMBER: 742314 BUSINESS ADDRESS: STREET 1: 80 PARK PLZ STREET 2: T22 CITY: NEWARK STATE: NJ ZIP: 07102-4194 BUSINESS PHONE: 9734307000 MAIL ADDRESS: STREET 1: 80 PARK PLZ STREET 2: T22 CITY: NEWARK STATE: NJ ZIP: 07102 8-K 1 0001.txt OTHER EVENTS 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) October 17, 2000 PUBLIC SERVICE ENTERPRISE GROUP INCORPORATED (Exact name of registrant as specified in its charter) State of New Jersey 1-9120 22-2625848 (State or other (Commission File Number) (I.R.S. Employer jurisdiction of Identification No.) incorporation) 80 Park Plaza, P.O. Box 1171 Newark, New Jersey 07101-1171 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: 973-430-7000 PUBLIC SERVICE ELECTRIC AND GAS COMPANY (Exact name of registrant as specified in its charter) State of New Jersey 1-973 22-1212800 (State or other (Commission File Number) (I.R.S. Employer jurisdiction of Identification No.) incorporation) 80 Park Plaza, P.O. Box 570 Newark, New Jersey 07101-0570 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: 973-430-7000 PSEG ENERGY HOLDINGS INC. (Exact name of registrant as specified in its charter) State of New Jersey 22-2983750 (State or other (Commission File Number) (I.R.S. Employer jurisdiction of Identification No.) incorporation) 80 Park Plaza-T22 Newark, New Jersey 07102-4194 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: 973-456-3581 Item 5. Other Events - --------------------- The following information updates certain matters previously reported to the Securities and Exchange Commission under Item 1 - Business of Part I and Item 7 - Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A) and Item 8 - Financial Statements and Supplementary Data of Part II of the Annual Reports on Form 10-K for the year ended December 31, 1999, the Quarterly Reports on Form 10-Q for the quarters ended March 31, 2000 and June 30, 2000, and the Current Reports on Form 8-K filed August 21, 2000 and September 5, 2000 of Public Service Electric and Gas Company (PSE&G) and its parent, Public Service Enterprise Group Incorporated (PSEG) and the Quarterly Report on Form 10-Q for the quarter ended June 30, 2000 of PSEG Energy Holdings Inc. (Energy Holdings). PSEG Reports Earnings for Third Quarter 2000 - -------------------------------------------- Reference is made to the press release of PSEG, dated October 17, 2000, a copy of which is attached hereto as Exhibit 99.1, announcing PSEG's earnings for the third quarter of 2000. Item 7. Financial Statements and Exhibits - ----------------------------------------- Exhibit Designation Nature of Exhibit - ------------------- ----------------- 99.1 Press Release dated October 17, 2000 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on their respective behalf by the undersigned thereunto duly authorized. PUBLIC SERVICE ENTERPRISE GROUP INCORPORATED PUBLIC SERVICE ELECTRIC and GAS COMPANY (Registrants) By: Patricia A. Rado -------------------- Patricia A. Rado Vice President and Controller (Principal Accounting Officer) Date: October 18, 2000 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. PSEG ENERGY HOLDINGS INC. (Registrant) By: Derek DiRisio ----------------- Derek DiRisio Vice President and Controller (Principal Accounting Officer) Date: October 18, 2000 EX-99 2 0002.txt PRESS RELEASE EXHIBIT 99.1 October 17, 2000 PUBLIC SERVICE ENTERPRISE GROUP (PSEG) REPORTS EARNINGS OF 66 CENTS PER SHARE FOR THIRD QUARTER, 2000 Results Reflect Accounting Triggered by New Jersey Supreme Court Decision To Review Restructuring and Securitization Regulatory Orders PSEG Projects Full-Year Earnings of $3.50 to $3.60 Per Share ------------------------------------------------------------------ On Solid Performance by PSE&G, PSEG Power and PSEG Energy Holdings Public Service Enterprise Group (PSEG) reported today (October 17, 2000) that operating earnings for the third quarter of 2000 were $142 million or 66 cents per share of common stock, based on 215 million average shares outstanding. Operating earnings for the corresponding quarter of 1999 were $221 million or $1.01 per share, based on 219 million average shares outstanding. PSEG's operating earnings for the first nine months of 2000 were $554 million or $2.57 per share, based on 215 million average shares outstanding, compared to operating earnings of $590 million or $2.68 per share, based on 220 million average shares outstanding. PSEG's operating earnings for the 12 months ended September 30, 2000 were $688 million or $3.19 per share, based on 216 million average shares outstanding, compared to operating earnings of $742 million or $3.34 per share, based on 222 million average shares outstanding. E. James Ferland, chairman and chief executive officer, said the comparative 35 cents per share decline in third-quarter earnings was due largely to the impact of the New Jersey Supreme Court's decision to review the Board of Public Utilities' (BPU) restructuring and securitization orders for Public Service Electric and Gas Company (PSE&G). The court's decision triggered a more conservative recognition of unsecuritized stranded cost recovery over the four-year transition period from monopoly regulation to competition. Ferland said the accounting will reduce PSEG's earnings estimate for the full year by about 30 cents per share. "With this more conservative recognition of stranded cost recovery, we anticipate that earnings per share for the year 2000 will be in the range of $3.50 to $3.60," he said. In discussing the quarterly results and the outlook for the balance of 2000, Ferland emphasized that Public Service Electric and Gas Company (PSE&G), the transmission and distribution business, PSEG Power, the domestic generation and trading business, and PSEG Energy Holdings, the parent of three other non-regulated businesses, expect to complete the year with overall solid results. The adjustment for the recovery of unsecuritized stranded costs represented about 24 of the 35 cents decline in earnings per share when comparing the third quarter of this year to the same period of 1999. It was made as a result of the Supreme Court's decision in July to review the BPU's restructuring and securitization orders for PSE&G, which were issued in August, 1999 and were affirmed by the Appellate Division of the Superior Court in April, 2000. In its restructuring order, the BPU authorized PSE&G to recover $2.4 billion of stranded costs through the sale of securitization bonds and granted the utility the opportunity to recover from electric customers up to another $540 million of unsecuritized stranded costs during the four-year transition period. When the Supreme Court decided to hear an appeal of the restructuring and securitization orders, the sale of securitization bonds was unexpectedly delayed at least until the first quarter of 2001. As a result, interest and other costs associated with the securitization bonds have not yet been incurred. These costs would have offset the monthly level of unsecuritized stranded cost recovery from customers. Without the offset, it became apparent that the recovery of the allowed $540 million would have been exceeded before the end of the transition period in July, 2003. Consequently, it was necessary for PSEG to make an adjustment to third-quarter results. This adjustment reduced earnings by $52 million or 24 cents per share representing the cumulative recovery from August 1, 1999 through September 30, 2000. Collections in excess of $540 million would be credited to the societal benefits clause. Ferland said the remaining 11 of the 35 cents decline in earnings per share for the third quarter was due to a number of factors, including lower electric sales, higher energy costs and the impact of a restructuring-related 5% electric rate decrease not in effect in July, 1999. These factors were offset partially by lower depreciation expenses and improved overall results by PSEG Energy Holdings, he said. PSE&G's electric sales in the third quarter decreased by nearly 6% when compared to the same period of 1999. "Residential sales alone were lower by nearly 16%, reflective of the mild summer," Ferland noted. Ferland said the improvement in third-quarter results achieved by Holdings was due largely to higher income from the leveraged lease portfolio of PSEG Resources, its energy infrastructure investment subsidiary. Holdings' other subsidiaries are PSEG Global, the international generation and distribution business, and PSEG Energy Technologies, the start-up energy services business in the Northeast. "Resources and Global are expected to perform well through the balance of the year," Ferland said, "and we expect these two businesses to close a shortfall at Energy Technologies. Because of a strategic decision to modify its retail energy supply function, Energy Technologies has incurred higher-than-expected costs this year." In discussing contributions by its various businesses to consolidated results for the third quarter, Ferland noted that it is the first time that PSEG is reporting earnings per share of PSEG Power and of PSE&G as only a transmission and distribution business. He said this change in reporting reflects the transfer of PSE&G's generating assets to PSEG Power in August, in line with the BPU's restructuring order. The earnings contributions by PSEG's businesses for the most recent three-, nine- and 12-month periods are shown in the table accompanying this release. The historical results for PSEG Power and PSE&G on a separate basis are pro forma or estimated. In addition, the specific third-quarter 2000 results for PSEG Power and PSE&G reflect interest paid and interest received, respectively, associated with an internal note executed between the two businesses to enable the transfer to take place. For the year 2000, the interest will mean approximately a 20 cents per share benefit to PSE&G and a corresponding 20 cents per share negative impact on Power. Power will pay off the note with PSE&G after the completion of the Supreme Court's review of the restructuring and securitization orders and it begins raising capital to support its operations. - -------------------------------------------------------------------------------- This news release includes forward-look statements. Although Public Service Enterprise Group and its subsidiaries believe that their expectations are based on reasonable assumptions, they can give no assurance that these expectations will be achieved. For further information, please refer to their reports filed with the Securities and Exchange Commission. These documents address company business, industry issues and other factors that could cause actual results to differ materially from those indicated in this release. - -------------------------------------------------------------------------------- -----END PRIVACY-ENHANCED MESSAGE-----