-----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, Oyfn/9tQY/HAryFqPextjrWBzCm0mjAqHYLF+lkoFskiLeTxbGHX6gkWZyYM8QuZ AZcZ88STGcn7DuHU6bGFYA== 0000922224-09-000061.txt : 20090702 0000922224-09-000061.hdr.sgml : 20090702 20090702110904 ACCESSION NUMBER: 0000922224-09-000061 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090701 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20090702 DATE AS OF CHANGE: 20090702 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PPL CORP CENTRAL INDEX KEY: 0000922224 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 232758192 STATE OF INCORPORATION: PA FISCAL YEAR END: 0521 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-11459 FILM NUMBER: 09925082 BUSINESS ADDRESS: STREET 1: TWO N NINTH ST CITY: ALLENTOWN STATE: PA ZIP: 181011179 BUSINESS PHONE: 6107745151 MAIL ADDRESS: STREET 1: TWO N NINTH ST CITY: ALLENTOWN STATE: PA ZIP: 18101-1179 FORMER COMPANY: FORMER CONFORMED NAME: PP&L RESOURCES INC DATE OF NAME CHANGE: 19941123 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PPL ENERGY SUPPLY LLC CENTRAL INDEX KEY: 0001161976 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-32944 FILM NUMBER: 09925083 BUSINESS ADDRESS: STREET 1: TWO NORTH NINTH STREET CITY: ALLENTOWN STATE: PA ZIP: 18101 BUSINESS PHONE: 610.774.5151 MAIL ADDRESS: STREET 1: TWO NORTH NINTH STREET CITY: ALLENTOWN STATE: PA ZIP: 18101 8-K 1 form8k.htm FORM 8K form8k.htm
UNITED STATES
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):  July 1, 2009

Commission File
Number
Registrant; State of Incorporation;
Address and Telephone Number
IRS Employer
Identification No.
     
1-11459
PPL Corporation
(Exact name of Registrant as specified in its charter)
(Pennsylvania)
Two North Ninth Street
Allentown, PA  18101-1179
(610) 774-5151
23-2758192
     
1-32944
PPL Energy Supply, LLC
(Exact name of Registrant as specified in its charter)
(Delaware)
Two North Ninth Street
Allentown, PA  18101-1179
(610) 774-5151
23-3074920
     
     
     

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[  ]
 
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[  ]
 
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[  ]
 
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[  ]
 
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


 
 

 

 Section 8 - Other Events

Item 8.01 Other Events

On July 1, 2009, PPL Corporation (“PPL” or the “Company”) issued a press release announcing that its PPL Maine, LLC subsidiary had signed a definitive agreement to sell the majority of its hydroelectric generation business to Black Bear Hydro Partners, LLC, an affiliate of ArcLight Capital Partners, LLC (“ArcLight”), for a total of approximately $95 million, subject to customary closing conditions and the receipt of necessary state and federal regulatory approvals and consents.  Receipt of the total sale price is contingent upon completion by PPL of its previously announced sale of three other hydroelectric facilities located in Maine to the Penobscot River Restoration Trust (the “Trust”), which sale is currently pending awaiting receipt of certain state and federal regulatory approvals.  PPL expects to record a special after-tax gain in the range of $0.07 to $0.09 per share, including the contingent consideration.  A portion of the gain would be recorded upon completion of the sale to the ArcLight affiliate, which is expected to occur later this year.  The remaining portion of the gain would be recorded when PPL completes the sale of the other hydroelectric facilities to the Trust.  PPL is not changing its current 2009 forecast of earnings from ongoing operations as a result of the sale.

A copy of the press release is attached as Exhibit 99.1 and incorporated herein by reference.

Section 9 - Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits

 
(d)
 
Exhibits
 
         
     
99.1 -
Press release, dated July 1, 2009, announcing a definitive agreement for the sale of PPL Maine hydroelectric assets to ArcLight Capital Partners, LLC.
 
         


 
 

 

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.


 
PPL CORPORATION
       
 
By:
/s/ James H. Miller
 
   
James H. Miller
Chairman, President and
Chief Executive Officer
 


 
PPL ENERGY SUPPLY, LLC
       
 
By:
/s/ James H. Miller
 
   
James H. Miller
President
 





Dated:  July 2, 2009

EX-99.1 2 form8k-exhibit99_1.htm EXHIBIT 99.1 form8k-exhibit99_1.htm
Exhibit 99.1


Contact:
 
For news media – George Biechler, 610-774-5997
   
For financial analysts – Joseph P. Bergstein, 610-774-5609
   
   
Two N. Ninth St.
   
Allentown, PA 18101



PPL agrees to sell Maine hydroelectric assets to ArcLight Capital Partners

ALLENTOWN, Pa. (July 1, 2009) — PPL Corporation (NYSE: PPL) announced Wednesday (7/1) that its PPL Maine subsidiary has signed a definitive agreement to sell the majority of PPL Maine’s hydroelectric generation business to Black Bear Hydro Partners, LLC, an affiliate of ArcLight Capital Partners, LLC, for a total of approximately $95 million, subject to the receipt of various state and federal regulatory approvals and consents.
The total purchase price includes certain contingent consideration that would be realized upon completion of PPL’s previously announced sale, which is currently pending the receipt of certain state and federal regulatory approvals, of three other hydroelectric facilities to the Penobscot River Restoration Trust.
The sale to the ArcLight affiliate involves five hydroelectric generating facilities in Maine that produce a total of 23 megawatts of electricity and are 100 percent owned by PPL; and PPL’s 50 percent ownership interest in a separate 13-megawatt hydroelectric project, of which the other 50 percent is already owned by another ArcLight affiliate.
“As is the case with the pending sale of our Long Island generation business, these have been good assets for us in Maine but are not core to our concentrated generation positions in the PJM Interconnection and in the Northwest,” said William H. Spence, PPL’s executive vice president and chief operating officer.
The sale is expected to close later this year, following receipt of necessary regulatory approvals and consents. Spence said the sale is expected to result in a special after-tax gain in the range of $0.07 to $0.09 per share, including the contingent consideration. A portion of the gain would be recorded upon completion of the sale to the ArcLight affiliate later this year. The remaining portion of the gain would be recorded when PPL completes the sale of the other dams to the Penobscot River Restoration Trust. The sale to the ArcLight affiliate is expected to enhance PPL’s cash flow position and to be modestly accretive to the company’s earnings following the close of the transaction. PPL is not changing its current 2009 forecast of earnings from ongoing operations as a result of the sale.
The sale to the Penobscot River Restoration Trust originated in June 2004, when PPL agreed with a coalition of environmental groups, government agencies and the Penobscot Indian Nation on a settlement agreement that would provide the trust with the option to buy three of PPL’s other hydroelectric dams. The trust exercised this option in June 2008, and the sale is pending approval of federal and state government agencies.
The five 100 percent PPL-owned facilities involved in the ArcLight agreement are the Ellsworth, Medway, Milford, Orono and Stillwater hydroelectric plants. ArcLight also will acquire from PPL the 50 percent interest in the West Enfield project that it doesn’t already own.
PPL Corporation, headquartered in Allentown, Pa., controls or owns more than 12,000 megawatts of generating capacity in the United States, sells energy in key U.S. markets and delivers electricity to about 4 million customers in Pennsylvania and the United Kingdom. More information is available at www.pplweb.com.
ArcLight Capital Partners, LLC, is one of the world’s leading energy investment firms with more than $6.8 billion under management. ArcLight’s investment team has extensive energy investing experience, industry relationships and asset level knowledge. ArcLight is headquartered in Boston with offices in New York City, London and Luxembourg. More information about ArcLight can be found at http://www.arclightcapital.com.

#     #     #

Certain statements contained in this news release, including statements with respect to future earnings, cash flow and business disposition, are “forward-looking statements” within the meaning of the federal securities laws. Although PPL Corporation believes that the expectations and assumptions reflected in these forward-looking statements are reasonable, these statements involve a number of risks and uncertainties, and actual results may differ materially from the results discussed in the statements. The following are among the important factors that could cause actual results to differ materially from the forward-looking statements: market demand and prices for energy, capacity and fuel; competition; accounting requirements; operating performance and costs of plants and other facilities; political, regulatory or economic developments and conditions; disposition proceeds; and regulatory approvals. Any such forward-looking statements should be considered in light of such factors and in conjunction with PPL Corporation’s Form 10-K and other reports on file with the Securities and Exchange Commission.

Note to Editors: Visit our media Web site at www.pplnewsroom.com for additional news and background about PPL Corporation.

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