-----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, GWuTtDsfQFguH207IK444zufTaBsQwMd8fM73v4gMusrvHoXkKgjZsxjXPIUpfaH zrBZgdM+yxIz4iSSVVyOAA== 0000018540-99-000091.txt : 19991019 0000018540-99-000091.hdr.sgml : 19991019 ACCESSION NUMBER: 0000018540-99-000091 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19991008 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19991018 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: 99729832 BUSINESS ADDRESS: STREET 1: 1616 WOODALL RODGERS FRWY CITY: DALLAS STATE: TX ZIP: 75202 BUSINESS PHONE: 2147771000 8-K 1 PRESS RELEASE 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: October 8, 1999 Date of report: October 18, 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 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 pursuant to which CSW would become a wholly-owned subsidiary of AEP CSW........................Central and South West Corporation, Dallas, Texas CSW Energy.................CSW Energy, Inc., Dallas Texas GE Capital.................GE Capital Structured Finance Group, a division of GE Capital FORWARD-LOOKING INFORMATION This report made by CSW contains forward-looking statements within the meaning of Section 21E of the Exchange Act. Although CSW believes that its 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, the inability to consummate the AEP Merger, or other merger and acquisition activity, - - the impact of deregulation on the United States electric utility business, especially in the States comprising the CSW System's service territory, - - 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, and - - changing fuel prices, generating plant and distribution facility performance. ITEM 5. OTHER EVENTS A news release concerning a joint announcement by CSW Energy and GE Capital of sale of a 50% interest in CSW Energy's Sweeny electric generating plant located in Texas is included as Exhibit 99.1 and incorporated by reference. CSW expects to realize after-tax earnings from the sale of approximately $33 million or $0.16 per share which will be recorded in the fourth quarter of 1999. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits. Exhibit 99.1 CSW News Release dated October 14, 1999 related to the sale of 50% of CSW Energy's interest in the Sweeny electric generating plant. 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: October 18, 1999 By: /s/ Lawrence B. Connors Lawrence B. Connors Controller and Chief Accounting Officer (Principal Accounting Officer) EX-99.1 2 EXHIBIT 1 Exhibit 99.1 Central and South West Corporation Subsidiary, CSW Energy, Inc. and GE Capital Announce Cogeneration Project Partnership DALLAS, Oct. 14. -- CSW Energy, Inc. (CSWE), a subsidiary of Central and South West Corporation (CSW) (NYSE: CSR), and GE Capital Structured Finance Group (SFG), a division of GE Capital, announced SFG's purchase of 50 percent of the 100 percent equity ownership of Sweeny Cogeneration Limited Partnership (SCLP). The sales agreement was executed on October 8, 1999. CSW's after-tax earnings from the proceeds of the transaction will be approximately $33 million or $0.16 per share and recorded in the fourth quarter of 1999. The agreement has provisions for additional payments subject to completion of a planned expansion of SCLP's Sweeny Cogeneration facility near Sweeny, TX. CSWE completed construction and commenced commercial operation of the Sweeny Cogeneration Project in early 1998. This project is a 358-megawatt facility located adjacent to the Phillips Petroleum Company refinery and petrochemical complex. The Phillips complex purchases its steam requirements from the cogeneration plant and approximately one-third of the project's electric capacity. The remainder of the electricity is sold on the open market. "CSW Energy welcomes this partnership with GE Capital," said Terry Dennis, CSWE president and chief executive officer. "This transaction further supports CSWE's approach of developing, constructing and financing projects to enhance the strategic value of its assets to CSW." "We are delighted to advance our merchant power investment strategy with such a strong partner as CSWE," said Alex Urquhart, managing director and head of SFG's Global Energy group." CSW Energy and its international affiliate, CSW International, both with headquarters in Dallas, develop, acquire, construct, own, operate and market power from power production and distribution facilities in the United States and worldwide. CSW Energy focuses on the domestic independent power market while CSW International concentrates on the foreign power market. CSW International has principal offices in Crawley, West Sussex, United Kingdom; Mexico City; and Sao Paulo, Brazil. CSW Energy and CSW International have operating projects in Colorado, Florida and Texas in the U.S., and in Mexico and the United Kingdom, with a gross generating capability of 2,279 megawatts and a net ownership of 1,263 megawatts. CSWI has an equity investment in Empresa de Eletricidade Vale Paranapanema S.A., a private Brazilian electric distribution company serving over 2 million customers. 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; SEEBOARD, a regional electricity company in the United Kingdom serving 2 million customers; other international energy operations and non-utility subsidiaries involved in energy-related investments, telecommunications, energy efficiency and financial transactions. On December 22, 1997, Central and South West announced a definitive merger agreement for a tax-free, stock-for-stock transaction with American Electric Power Company, Inc. GE Capital Structured Finance Group is an investor and provider of innovative financial solutions for clients in the global energy, commercial and industrial, communications, and transportation sectors. In the past five years, the company has structured and financed more than 200 transactions worth over US $8 billion and has US $11 billion in assets. The Structured Finance Group draws on the strength of GE Capital, a global, diversified financial services company with assets of over US $300 billion, and General Electric Company, a diversified manufacturing, technology and services company with operations worldwide. GE Capital Structured Finance Group's Internet address is www.sfg.ge.com. #### Media Contacts: Norma Kyle for CSW Energy, Inc., 214-777-3960 Ken Koprowski for GE Capital, 203-961-5743 Financial Community Contact: Becky Hall, director of investor relations for Central and South West Corporation, 214-777-1277 -----END PRIVACY-ENHANCED MESSAGE-----