-----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, HRk7HskW9RzcrvvCpIGXeSwy9VI+CssAFUHrGcnuHLwBpxzeY7AHT8r+2YslwOwi h7CRPXrgK7eCbYligOx3vg== 0000018540-99-000112.txt : 19991208 0000018540-99-000112.hdr.sgml : 19991208 ACCESSION NUMBER: 0000018540-99-000112 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19991117 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19991207 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CENTRAL & SOUTH WEST CORP CENTRAL INDEX KEY: 0000018540 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 510007707 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-01443 FILM NUMBER: 99770190 BUSINESS ADDRESS: STREET 1: 1616 WOODALL RODGERS FRWY CITY: DALLAS STATE: TX ZIP: 75202 BUSINESS PHONE: 2147771000 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CENTRAL POWER & LIGHT CO /TX/ CENTRAL INDEX KEY: 0000018734 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 740550600 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-12973 FILM NUMBER: 99770191 BUSINESS ADDRESS: STREET 1: 539 N CARANCAHUA ST CITY: CORPUS CHRISTI STATE: TX ZIP: 78401 BUSINESS PHONE: 5128815300 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PUBLIC SERVICE CO OF OKLAHOMA CENTRAL INDEX KEY: 0000081027 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 730410895 STATE OF INCORPORATION: OK FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-12945 FILM NUMBER: 99770192 BUSINESS ADDRESS: STREET 1: 212 E 6TH ST CITY: TULSA STATE: OK ZIP: 74119 BUSINESS PHONE: 9185992000 MAIL ADDRESS: STREET 1: P O BOX 201 CITY: TULSA STATE: OK ZIP: 74119 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SOUTHWESTERN ELECTRIC POWER CO CENTRAL INDEX KEY: 0000092487 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 720323455 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-03146 FILM NUMBER: 99770193 BUSINESS ADDRESS: STREET 1: 428 TRAVIS ST CITY: SHREVEPORT STATE: LA ZIP: 71156 BUSINESS PHONE: 3182222141 MAIL ADDRESS: STREET 1: C/O SOUTHWESTERN ELECTRIC POWER CO STREET 2: 428 TRAVIS STREET CITY: SHREVEPORT STATE: LA ZIP: 71156-0001 FILER: COMPANY DATA: COMPANY CONFORMED NAME: WEST TEXAS UTILITIES CO CENTRAL INDEX KEY: 0000105860 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 750646790 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-00340 FILM NUMBER: 99770194 BUSINESS ADDRESS: STREET 1: 301 CYPRESS CITY: ABILENE STATE: TX ZIP: 79601 BUSINESS PHONE: 9156747000 8-K 1 PRESS RELEASES 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 earliest event reported: November 17, 1999 Date of report: December 7, 1999 Commission Registrant, State of Incorporation, I.R.S. Employer File Number Address and Telephone Number Identification No. 1-1443 Central and South West Corporation 51-0007707 (A Delaware Corporation) 1616 Woodall Rodgers Freeway Dallas, Texas 75202-1234 (214) 777-1000 0-346 Central Power and Light Company 74-0550600 (A Texas Corporation) 539 North Carancahua Street Corpus Christi, Texas 78401-2802 (512) 881-5300 0-343 Public Service Company of Oklahoma 73-0410895 (An Oklahoma Corporation) 212 East 6th Street Tulsa, Oklahoma 74119-1212 (918) 599-2000 1-3146 Southwestern Electric Power Company 72-0323455 (A Delaware Corporation) 428 Travis Street Shreveport, Louisiana 71156-0001 (318) 222-2141 0-340 West Texas Utilities Company 75-0646790 (A Texas Corporation) 301 Cypress Street Abilene, Texas 79601-5820 (915) 674-7000 GLOSSARY OF TERMS The following abbreviations or acronyms used in this text are defined below: Abbreviation or Acronym Definition AEP........................American Electric Power Company, Inc., Columbus, Ohio AEP Merger.................Proposed merger between AEP and CSW where CSW would become a wholly-owned subsidiary of AEP Agreement and Stipulation..Agreement and stipulation between SWEPCO and the Louisiana Commission staff in SWEPCO's rate proceeding in Louisiana ALJ........................Administrative Law Judge CSW........................Central and South West Corporation, Dallas, Texas CSW System.................CSW and its subsidiaries Exchange Act...............Securities Exchange Act of 1934, as amended FERC.......................Federal Energy Regulatory Commission Louisiana Commission.......Louisiana Public Service Commission SWEPCO.....................Southwestern Electric Power Company, Shreveport, Louisiana FORWARD-LOOKING INFORMATION This report made by CSW and certain of its subsidiaries contains forward-looking statements within the meaning of Section 21E of the Exchange Act. Although CSW and each of its subsidiaries believe that their expectations are based on reasonable assumptions, any such statements may be influenced by factors that could cause actual outcomes and results to be materially different from those projected. Important factors that could cause actual results to differ materially from those in the forward-looking statements include, but are not limited to: - - the impact of general economic changes in the United States and in countries in which CSW either currently has made or in the future may make investments, - - the impact of the proposed AEP Merger including any regulatory conditions imposed on the merger or the inability to consummate the AEP Merger, - - increased competition and the restructuring of the electric utility industry in the United States, - - federal and state regulatory developments and changes in law which may have a substantial adverse impact on the value of CSW System generating and other assets, - - timing and adequacy of rate relief, - - adverse changes in electric load and customer growth, - - climatic changes or unexpected changes in weather patterns, - - changing fuel prices, generating plant and distribution facility performance, - - decommissioning costs associated with nuclear generating facilities, - - costs associated with any year 2000 computer related failure(s) within the CSW System, with the electric grid or with supplier(s) that adversely affect the CSW System and - - risks associated with hedging and other risk management techniques. ITEM 5. OTHER EVENTS AEP Merger On November 23, 1999, AEP and CSW issued a news release related to the AEP Merger, which is attached as an exhibit. SWEPCO Agreement and Stipulation On November 17, 1999, the Louisiana Commission approved the Agreement and Stipulation that will reduce rates by approximately $11 million per year for SWEPCO's Louisiana retail customers. The new rates will become effective with the December 1999 billing period. As a result of the approved Agreement and Stipulation, SWEPCO's annual earnings will decrease by approximately $8.4 million for the year 2000 and beyond. See CSW's and SWEPCO's combined quarterly report on Form 10-Q for the period ending September 30, 1999 for additional information on the Agreement and Stipulation. On December 7, 1999, SWEPCO issued a news release related to the Louisiana Commission's approval of the Agreement and Stipulation, which is attached as an exhibit. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits. Exhibit 99.1 - News release dated November 23, 1999 issued by AEP and CSW related to the FERC ALJ initial decision concerning the AEP Merger. Exhibit 99.2 - News release dated December 7, 1999 issued by SWEPCO related to the Louisiana Commission's approval of the Agreement and Stipulation. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, each registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. CENTRAL AND SOUTH WEST CORPORATION Date: December 7, 1999 By: /s/ Lawrence B. Connors Lawrence B. Connors Controller and Chief Accounting Officer (Principal Accounting Officer) CENTRAL POWER AND LIGHT COMPANY PUBLIC SERVICE COMPANY OF OKLAHOMA SOUTHWESTERN ELECTRIC POWER COMPANY WEST TEXAS UTILITIES COMPANY Date: December 7, 1999 By: /s/ R. Russell Davis R. Russell Davis Controller and Chief Accounting Officer (Principal Accounting Officer) EX-99.1 2 EXHIBIT 99.1 Exhibit 99.1 AEP AMERICAN ELECTRIC CSW POWER Central and South West Corporation Contact for American Electric Power: Contact for Central and South West: Pat Hemlepp 614/223-1620 Larry Jones 214/777-1276 FOR IMMEDIATE RELEASE: FERC Administrative Law Judge Finds AEP-CSW Merger in Public Interest Columbus, Ohio, and Dallas, Nov. 23, 1999 -- The pending merger between American Electric Power (NYSE: AEP) and Central and South West Corp. (NYSE: CSR) was found to be in the public interest by Judge Joseph R. Nacy, the administrative law judge who presided over the Federal Energy Regulatory Commission (FERC) merger hearing. "This is great news and a very significant step toward the completion of our merger," said E. Linn Draper Jr., AEP's chairman, president and chief executive officer. "More than 100 parties intervened in this merger, raising numerous issues. Judge Nacy reviewed testimony on every issue set for hearing. This decision validates what we've been saying since we announced the merger. It's a good deal for the consumers and for competition, as well as being a good deal for the companies." Nacy's decision, announced today, determined that the merger is consistent with the public interest; rates, terms and conditions of rate schedules are just, reasonable and not otherwise unlawful; and the joint open access transmission tariff providing for post-merger transmission ancillary services is just, reasonable and not otherwise unlawful. The judge found that arguments of several parties that AEP should be required to join the Midwest Independent System Operator as a condition of the merger were "not convincing." The merger now goes to the full FERC, which has said it will act no later than February or March of next year. "This has been a long race, but we have now reached the point where we can see the finish line," said Dick Brooks, chairman and chief executive officer of CSW. "Regulatory commissions in the four states CSW serves have already approved the merger. We've put in a lot of hard work and we still have work to do, but we are looking forward to gaining the final regulatory approvals so we can begin combining the companies and flowing the many benefits of this merger to our customers." The merger requires approvals by the FERC, the Federal Communications Commission and the Securities and Exchange Commission and clearance by the Department of Justice under the Hart-Scott-Rodino Antitrust Improvements Act of 1976. Upon completion of the merger, the new company will be called American Electric Power. AEP and CSW announced their intention to merge on Dec. 22, 1997. The merger has received approval from state regulatory commissions in Arkansas, Louisiana, Oklahoma and Texas, the four states within CSW's service territory. AEP and CSW reached a settlement with the FERC trial staff in which the staff supports a finding that the merger will have no adverse effect on competition. AEP and CSW have announced settlement agreements with the International Brotherhood of Electrical Workers (IBEW) and the Utility Workers Union of America (UWUA) resulting in the IBEW and UWUA local unions withdrawing their opposition to completion of the merger; as well as with the Indiana Utility Regulatory Commission (IURC) resulting in Indiana customers receiving merger benefits and including a commitment by the IURC not to oppose the merger during consideration of the merger agreement by the FERC and the SEC. AEP and CSW also have announced a settlement agreement with key parties in Kentucky that has been approved by the Kentucky Public Service Commission, as well as a settlement agreement with the Missouri Public Service Commission addressing that commission's concerns about the effect of the merger on retail competition in the state. The Public Utility Commission of Ohio (PUCO) has notified the FERC that the PUCO is no longer opposing the pending merger or seeking conditions on the merger. Additionally, AEP and CSW have reached settlements with a variety of wholesale customers who had intervened in federal proceedings. The Nuclear Regulatory Commission has approved a license transfer application related to the merger. CSW will request an extension of the license transfer from the NRC before year end. Central and South West Corp. is a global, diversified public utility holding company based in Dallas. CSW owns four electric operating subsidiaries serving 1.7 million customers in Texas, Oklahoma, Louisiana and Arkansas; a regional electricity company in the United Kingdom; other international energy operations and non-utility subsidiaries involved in energy-related investments, telecommunications, energy efficiency and financial transactions. AEP, a global energy company, is one of the United States' largest investor-owned utilities, providing energy to 3 million customers in Indiana, Kentucky, Michigan, Ohio, Tennessee, Virginia and West Virginia. AEP has holdings in the United States, the United Kingdom, China and Australia. Wholly owned subsidiaries provide power engineering, energy consulting and energy management services around the world. The company is based in Columbus, Ohio. ### News releases and other information about AEP can be found on the World Wide Web at http://www.aep.com. News releases and other information about CSW can be found on the World Wide Web at http://www.csw.com. EX-99.2 3 EXHIBIT 99.2 Exhibit 99.2 SWEPCO Southwestern Electric Power Company A Central and South West Company News Release FOR IMMEDIATE RELEASE CONTACT: Peter Main, 318-673-3530 or Scott McCloud, 318-673-3532 SWEPCO To Reduce Rates in Louisiana Starting Dec. 7 SHREVEPORT, LA (Dec. 7, 1999) - Southwestern Electric Power Company (SWEPCO) will reduce rates to the company's Louisiana customers by $11 million annually beginning with bills mailed Dec. 7, 1999. The reduction follows a review of the company's rates initiated by the Louisiana Public Service Commission (LPSC) last year. The LPSC formally approved the reduction Nov. 17. Louisiana Public Service Commissioner Don Owen announced the action Nov. 17, saying, "It's not often we get the chance to announce prices going down. This is especially exciting because SWEPCO already had the lowest power rates in the state, and now they're going even lower." SWEPCO has not increased rates in Louisiana since 1985. Some rates were lowered in 1987 due to tax changes. The company also has passed along to customers savings achieved through reductions in fuel costs that began in 1994. Residential rates will decrease by about 4.5 percent. A residential customer whose bill averages $100 per month (or $1,200 per year) will save about $4.50 a month (or $54 a year). Commercial and industrial customers' rates will decrease by about 4 percent. Savings for each customer will depend on actual energy usage. "We appreciate the opportunity we had to work with Commissioner Owen and the rest of the Commission during this rate review. We believe the rate settlement approved by the Commission is a fair compromise of issues raised by the parties in this proceeding," said SWEPCO President Mike Madison. "Our customers, who already pay the lowest rates of any investor-owned utility in the state, will receive a rate reduction, -more- SWEPCO/Louisiana, Page 2 and SWEPCO will have the opportunity to earn a reasonable return for its shareholders." Fees for certain services, such as reconnection charges, will increase to more accurately reflect the cost of providing the service. Many fees can be avoided by keeping accounts current, calling if the customer anticipates payment problems, and coordinating transfer of service from one customer to another at a particular address. The number to call for bill inquiries is 1-888-216-3490. SWEPCO's Customer Service Center is open 24 hours a day, seven days a week. SWEPCO, which is headquartered in Shreveport, serves approximately 164,000 customers in northwestern Louisiana. SWEPCO is a subsidiary of Central and South West Corporation (NYSE:CSR), a Dallas-based public utility holding company, which owns four U.S. electric utility subsidiaries serving 1.7 million customers, along with several other subsidiaries. # # # -----END PRIVACY-ENHANCED MESSAGE-----