-----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, BCL6NUu/JaUTjqFoc9KajOCWkKxcpu68fCQF8sn8iZ3RsV0rkZvELXgqxMDtAYND DyT1x3dU7HLFEOPlvI8cZQ== 0000788784-99-000030.txt : 19991018 0000788784-99-000030.hdr.sgml : 19991018 ACCESSION NUMBER: 0000788784-99-000030 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19990914 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19991014 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PUBLIC SERVICE ENTERPRISE GROUP INC CENTRAL INDEX KEY: 0000788784 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC & OTHER SERVICES COMBINED [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: 99728358 BUSINESS ADDRESS: STREET 1: 80 PARK PLZ STREET 2: P O BOX 1171 CITY: NEWARK STATE: NJ ZIP: 07101 BUSINESS PHONE: 9734307000 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PUBLIC SERVICE ELECTRIC & GAS CO CENTRAL INDEX KEY: 0000081033 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC & OTHER SERVICES COMBINED [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: 99728359 BUSINESS ADDRESS: STREET 1: 80 PARK PLZ STREET 2: PO BOX 570 CITY: NEWARK STATE: NJ ZIP: 07101 BUSINESS PHONE: 2014307000 8-K 1 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) September 30, 1999 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 (I.R.S. Employer jurisdiction of File Number) 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 (I.R.S. Employer jurisdiction of File Number) 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 - -------------------------------------------------------------------------------- Item 5. Other Events The following information updates certain matters previously reported to the Securities and Exchange Commission under Item 1 - Business and Item 3 - Legal Proceedings 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, 1998, the Quarterly Reports on Form 10-Q for the quarters ended March 31, 1999 and June 30, 1999, and the Current Reports on Form 8-K filed March 18, 1999, April 26, 1999, July 21, 1999 and September 15, 1999 of Public Service Electric and Gas Company (PSE&G) and its parent, Public Service Enterprise Group Incorporated (PSEG). Energy Master Plan Proceedings On August 24, 1999, the New Jersey Board of Public Utilities (BPU) issued a Final Decision and Order (Final Order) in PSE&G's rate unbundling, stranded costs and restructuring filings. On October 6, 1999, a Notice of Appeal was filed with the Appellate Division of the New Jersey Superior Court on behalf of the New Jersey Business Users (NJBUS) group. This filing appeals all issues in these matters. PSE&G believes that NJBUS' contentions as contained in such Notice of Appeal are without merit. PSE&G expects to file a motion with the Court requesting expedited review of this matter. PSEG and PSE&G can neither predict the outcome of this appeal nor whether the appeal process itself will result in a material delay in the respective schedules for implementing retail choice, the sale of securitization bonds and receipt of proceeds or the transfer of PSE&G's generation-related assets to PSEG Power LLC (PSEG Power). However, an extended appellate review and/or an unfavorable outcome could have a material adverse impact on PSEG's and PSE&G's financial condition, results of operations and net cash flows. PSEG Power LLC to Purchase Conectiv's Nuclear Capacity On September 30, 1999, PSEG Power, the newly formed wholesale energy and trading subsidiary of PSEG, announced that it has signed an agreement to acquire all of Conectiv's interests in the Salem Nuclear Generating Station (Salem) and the Hope Creek Nuclear Generating Station (Hope Creek) and half of Conectiv's interest in the Peach Bottom Atomic Power Station (Peach Bottom), for an aggregate purchase price of $15.4 million plus the net book value of nuclear fuel at closing. PSEG Power will purchase Conectiv's 14.82% interest (328 megawatts) in Salem, Conectiv's 5.0% interest (52 megawatts) in Hope Creek and half of Conectiv's 15.02% interest (164 megawatts) in Peach Bottom. Once completed, PSEG would own a 58% interest (1,270 megawatts) in Salem, a 100% interest (1,031 megawatts) in Hope Creek and a 50% interest (1,094 megawatts) in Peach Bottom. The addition of the nuclear assets to PSEG Power's portfolio is in line with its growth-oriented generation and trading strategy in the Northeast/Mid-Atlantic region. A copy of the news release issued jointly by Conectiv, PSEG Power and PECO Energy Company (PECO Energy) on September 30, 1999 is filed as an exhibit to this report and is incorporated by reference herein. PSEG Power LLC to Purchase Albany Steam Station from Niagara Mohawk On October 6, 1999, PSEG Power announced an agreement with Niagara Mohawk, a New York State utility, to purchase its 400 megawatt oil and gas-fired electric generating station in Albany, New York (Albany Steam Station) for $47.5 million. Niagara Mohawk could also receive up to an additional $11.5 million if PSEG Power chooses to pursue redevelopment of the Albany Steam Station. Under a transition power contract in place through September 2003, Niagara Mohawk will purchase electricity from PSEG Power at prices consistent with those established in Niagara Mohawk's regulatory agreement with the New York Public Service Commission. The purchase of the Albany Steam Station will provide PSEG Power entry into the New York Power Pool. A copy of the news release issued on October 6, 1999 is filed as an exhibit to this report and is incorporated by reference herein. Item 7. Financial Statements and Exhibits Exhibit Designation Nature of Exhibit 99.1 Press Release dated September 30, 1999 99.2 Press Release dated October 6, 1999 ##### This report includes forward-looking statements. Although PSEG 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. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on their behalf by the undersigned hereunto duly authorized. PUBLIC SERVICE ENTERPRISE GROUP INCORPORATED (Registrant) PUBLIC SERVICE ELECTRIC AND GAS COMPANY (Registrant) By: R. EDWIN SELOVER ------------------------------- R. Edwin Selover Vice President and General Counsel Public Service Enterprise Group Incorporated Senior Vice President and General Counsel Public Service Electric and Gas Company Date: October 14, 1999 EX-99.1 2 PSEG PRESS RELEASE 1 EXHIBIT 99.1 September 30, 1999 For information, contact: Conectiv: Mary Rucci, (302) 429-3334 PSEG Power: Kathy Ellis (973) 430-6618 PECO: Bill Jones (215) 841-4129 CONECTIV TO SELL INTERESTS IN NUCLEAR PLANTS TO PSEG POWER AND PECO ENERGY Wilmington, De. - Conectiv (NYSE:CIV), an energy and vital services provider serving the Mid-Atlantic region, today announced it has reached agreements to sell ownership interests in three nuclear plants to PSEG Power LLC (PSEG Power) and PECO Energy Company (PECO). The ownership interests will be sold for approximately $20 million, plus reimbursement of actual fuel inventory at closing, subject to receipt of various federal and state regulatory approvals. All of Conectiv's nuclear interests will be sold as a result of the agreements: o A 15-percent interest (328 megawatts) in the Peach Bottom Atomic Power Station Units 2 and 3 will be sold in equal shares to co-owners PSEG and PECO, each of which presently owns about 43%. PECO is the operator of that facility. o A 14.8-percent interest (328 megawatts) in the Salem Nuclear Generation Station Units 1 and 2 will be sold to PSEG Power, a subsidiary of Public Service Enterprise Group Incorporated (PSEG), which presently owns about 43% interest in and is operator of that facility. o A five-percent interest (52 megawatts) in the Hope Creek Nuclear Generating Station also will be sold to PSEG Power. PSEG presently owns the other 95 percent of Hope Creek and operates the facility. According to the agreements, PSEG Power and PECO will assume full responsibility for the ultimate decommissioning of Peach Bottom, Salem and Hope Creek. The sales are expected to close by mid-2000. "This sale moves Conectiv closer to its goal of focusing on a mid-merit generation strategy," said Tom Shaw, Executive Vice President of Energy Supply, who noted that the electricity produced from the three stations will continue to be available for customers in the region that the companies serve. Shaw continued, "A long-term benefit of these sales to Conectiv is reducing the financial risk associated with a minority ownership in nuclear plants. As the industry restructures, larger utilities strategically focused on nuclear generation will be better positioned to assume these risks." Shaw noted that in keeping with its mid-merit generation strategy, Conectiv plans to announce the buyers of its baseload fossil fuel plants later this year. Conectiv is developing a generation portfolio of mid-merit plants that are able to follow the market peaks, he noted, and recently announced its plans to build a new 500-megawatt combustion turbine/combined cycle plant at its Hay Road/Edge Moor complex in New Castle County, Delaware. "This is one in a series of growth steps on the road to further positioning PSEG Power as a player in the regional energy market," said Frank Cassidy, president PSEG Power "The opportunities are out there and, as we did in this case, we intend to evaluate and acquire additional generation that enhances our portfolio and adds value to our bottom line." Jerry Rainey, president of PECO Nuclear, said the purchase of 7.5 percent ownership of Peach Bottom, bringing PECO Energy's ownership share to 50 percent, fits well with the company's strategic business objective to increase its nuclear generation portfolio. "Peach Bottom is an excellent, high capacity plant," Rainey said. "We welcome ownership of the additional energy from the facility." Conectiv (NYSE:CIV) was formed in March 1998 through a merger involving Atlantic Energy and Delmarva Power & Light Company. The company, headquartered in Wilmington, DE, provides regulated electric and gas utility services and is also engaged in telecommunications and other non-regulated activities. Conectiv serves more than one million customers in New Jersey, Delaware, Maryland, Virginia, and Pennsylvania. PSEG Power LLC (PSEG Power) is a wholesale electric generation and trading company operating in the northeastern United States. PSEG Power is an unregulated subsidiary of PSEG (NYSE:PEG), a diversified energy company. At the completion of this transaction, PSEG Power will own 10,816 megawatts of capacity in the northeast. Other subsidiaries of PSEG include: PSE&G, a regulated gas and electric delivery utility; PSEG Energy Technologies, an unregulated marketer of energy and energy services; PSEG Resources, which makes passive, energy related investments; and PSEG Global, which owns, develops and operates power plants and electric distribution systems throughout the world. PECO Energy (NYSE: PE) is an electric and gas utility serving 1.5 million electric customers in the five-county Philadelphia area and 400,000 natural gas customers in four suburban counties. It is one of the nation's largest nuclear utilities, producing more than 33 billion kilowatt-hours of electricity in 1998 at its Limerick and Peach Bottom generating stations. PECO Energy has set new nuclear performance standards in safety, availability and capacity factors, efficient refueling outages, and low operating and maintenance costs. PECO Energy also owns and operates coal, natural gas, oil, landfill gas and hydro power plants. PECO Energy's Team operates a 24-hour energy trading floor with transactions in 47 states and Canada. Navigant Consulting, Inc. and Credit Suisse First Boston advised Conectiv on the sale. Navigant Consulting, Inc./Reed Consulting Group (NYSE: NCI) is a global management consulting firm that provides strategic, financial, management, and expert services to energy-based, network, and other regulated industries. In 1997, Reed Consulting Group merged with the Metzler Group, Inc., a publicly-traded holding company for firms providing consulting services to energy-related businesses. In 1999, the Metzler Group and its subsidiaries, including Reed Consulting Group, became Navigant Consulting, Inc. Credit Suisse First Boston, a leading global investment banking firm that provides comprehensive financial advisory, capital raising, and financial products for users and suppliers of capital around the world, is also advising Conectiv in the sales process. The firm is wholly-owned by the Zurich, Switzerland-based Credit Suisse Group. ##### This news release includes forward-looking statements. Although PSEG 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. "Safe Harbor" Statement under the Private Securities Litigation Reform Act of 1995: Statements in this press release regarding PSEG's business which are not historical facts are "forward-looking statements" that involve risks and uncertainties. For a discussion of such risks and uncertainties which could cause actual results to differ from those contained in the forward-looking statements, see "Risk Factors" in the Company's Annual Report or Form 10-K for the most recently ended fiscal year. EX-99.2 3 PSEG PRESS RELEASE 2 EXHIBIT 99.2 October 6, 1999 PSEG POWER LLC TO PURCHASE ALBANY STEAM STATION FROM NIAGARA MOHAWK Second Acquisition Within a Week for the Newark-Based Power Company NEWARK, N.J., Oct. 6 /PRNewswire/ -- PSEG Power today announced an agreement with Niagara Mohawk (NYSE: NMK) to purchase the 400 megawatt Albany oil and gas-fired electric generating station for $47.5 million. Niagara Mohawk could also receive up to an additional $11.5 million if PSEG Power chooses to pursue redevelopment of the Albany Steam Station. Under a transition power contract in place through September 2003, Niagara Mohawk will purchase electricity from PSEG Power at prices consistent with those negotiated in its PowerChoice regulatory agreement. As part of the agreement, PSEG Power will accept the current collective bargaining agreement with the International Brotherhood of Electrical Workers Local 97 and will offer to continue employment for employees at the Albany Steam Station. "The Purchase of the Albany plant, similar in design and operation to our own Sewaren plant, gives PSEG Power its first entry into a new and important power pool," said Frank Cassidy, president, PSEG Power. "Our plant operation and electric trading experience will allow us to both maximize the operation of the plant and participate in the ongoing development of the power pool (New York Power Pool). "We look forward to working with the employees as we integrate the Albany plant into PSEG Power's portfolio and consider future expansion at the site," added Cassidy. "We're pleased that PSEG Power is the successful bidder," said William E. Davis, Niagara Mohawk's chairman and chief executive officer. "We believe their commitment to invest in the competitive electric generation business offers the best opportunity for the Albany Steam Station to continue as a power producer, employer and taxpayer." The sale is subject to approval by the New York Public Service Commission and various federal agencies. The parties expect to complete the transaction in the first quarter of 2000. Albany Steam Station is a 400-megawatt plant on the west shore of the Hudson River in the town of Bethlehem, N.Y., three miles south of Albany. In operation since 1952, the plant was originally built to burn coal. It was converted to oil in 1970, and natural gas capability was added in 1981. Last November, Niagara Mohawk filed an application with the New York State Board on Electric Generation Siting and the Environment to redevelop the Albany Steam Station. Niagara Mohawk proposed to increase the plant's generating capacity to 750 megawatts, while substantially reducing air emissions and Hudson River water usage. A "Certification of Completeness" of the application is currently pending at the Siting Board. PSEG Power will consider continuation of the redevelopment efforts. The agreement to purchase the Albany Steam Station is the latest step in positioning PSEG Power as a player in the regional energy market and follows last week's purchase from Conectiv of 544 megawatts of capacity to add to the 10,272 PSEG Power already owned in the northeast. This purchase will increase that capacity to 11,216 megawatts. PSEG Power LLC (PSEG Power) is a wholesale electric generation and trading company operating in the northeastern United States. PSEG Power is an unregulated subsidiary of Public Service Enterprise Group Incorporated (PSEG) (NYSE: PEG), a diversified energy company. At the completion of this transaction, PSEG Power will own 11,216 megawatts of capacity in the northeast. Other subsidiaries of PSEG include: Public Service Electric and Gas Company (PSE&G), a regulated gas and electric delivery utility; PSEG Energy Technologies, an unregulated marketer of energy and energy services; PSEG Resources, which makes passive, energy related investments; and PSEG Global, which owns, develops and operates power plants and electric and gas distribution systems throughout the world. SOURCE PSEG Power LLC ####### "Safe Harbor" Statement under the Private Securities Litigation Reform Act of 1995: Statements in this press release regarding PSEG's business which are not historical facts are "forward-looking statements" that involve risks and uncertainties. For a discussion of such risks and uncertainties, which could cause actual results to differ from those contained in the forward-looking statements, see "Risk Factors" in the Company's Annual Report or Form 10-K for the most recently ended fiscal year. -----END PRIVACY-ENHANCED MESSAGE-----