-----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, RdygP3D2Z2YA7d5YuarNsCTgqKyw/jTHF2FQWcL3w6Fc9Fkjp722tK1JCS6/CBWo hBJXlD/oz9jAb8AQePu0Aw== 0000916863-99-000022.txt : 19990625 0000916863-99-000022.hdr.sgml : 19990625 ACCESSION NUMBER: 0000916863-99-000022 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19990524 ITEM INFORMATION: FILED AS OF DATE: 19990601 FILER: COMPANY DATA: COMPANY CONFORMED NAME: WPS RESOURCES CORP CENTRAL INDEX KEY: 0000916863 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC & OTHER SERVICES COMBINED [4931] IRS NUMBER: 391775292 STATE OF INCORPORATION: WI FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-11337 FILM NUMBER: 99638307 BUSINESS ADDRESS: STREET 1: 700 N ADAMS ST STREET 2: PO BOX 19001 CITY: GREEN BAY STATE: WI ZIP: 54307-9001 BUSINESS PHONE: 9204331466 MAIL ADDRESS: STREET 1: 700 NORTH ADAMS STREET STREET 2: PO BOX 19001 CITY: GREEN BAY STATE: WI ZIP: 54307-9001 8-K 1 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: May 24, 1999 ------------------ (Date of earliest event reported) WPS Resources Corporation - ----------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Wisconsin - ----------------------------------------------------------------------------- (State or other jurisdiction of incorporation) 1-11337 39-1775292 ------------------------ --------------------------------- (Commission File Number) (IRS Employer Identification No.) 700 North Adams Street, P.O. Box 19001, Green Bay, WI 54307-9001 - ----------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (920)433-1466 ------------- Not Applicable - ----------------------------------------------------------------------------- (Former name or former address, if changed since last report) Page 1 of 4 Pages Index to Exhibits is on Page 4 ITEM 5. Other Events. - ------ ------------ On May 24, 1999, WPS Power Development, Inc. issued a Press Release announcing that it reached agreement with PP&L Resources, Inc. to purchase PP&L Resources, Inc.'s 389 megawatt Sunbury Station in Shamokin Dam, Pennsylvania through its newly formed subsidiary, Sunbury Holdings, LLC. In addition to the coal-fired Sunbury Station, WPS Power Development, Inc. also agreed to purchase two oil-fired combustion turbines, coal inventory, and the Lady Jane Coal Transshipment Facility. The oil-fired combustion turbines produce a total of 42 megawatts of electricity. The transaction will cost about $106 million. The purchase is contingent upon receipt of regulatory approvals. WPS Power Development, Inc. is a wholly-owned subsidiary of WPS Resources Corporation. On May 28, 1999, WPS Resources Capital Corporation, a wholly-owned subsidiary of WPS Resources Corporation, established a $150 million medium term note program. The program contemplates private placements exempt from registration under the Securities Act of 1933 to "Qualified Institutional Buyers" as defined in Rule 144A thereunder. The proceeds are expected to be used to fund loans to WPS Resources Corporation and to fund operations of WPS Resources Corporation's nonregulated subsidiaries, including investments and acquisitions. ITEM 7. Financial Statements and Exhibits. - ------ --------------------------------- (c) Exhibits. -------- 99-1 WPS Power Development, Inc. Press Release dated May 24, 1999 announcing an agreement to acquire the Sunbury Station from PP&L Resources, Inc. -2- 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 hereunto duly authorized. WPS RESOURCES CORPORATION By: /s/ D. P. Bittner --------------------------------- D. P. Bittner Vice President and Chief Financial Officer Date: June 1, 1999 -3- WPS RESOURCES CORPORATION FORM 8-K EXHIBIT INDEX ------------- Exhibit - ------- 99-1 WPS Power Development, Inc. Press Release dated May 24, 1999 announcing an agreement to acquire the Sunbury Station from PP&L Resources, Inc. -4- EX-99.1 2 EXHIBIT 99-1 WPS POWER DEVELOPMENT, INC. 677 Baeten Road Green Bay, Wisconsin 54304 Telephone 920-490-6040 Fax 920-490-5999 E-Mail: pdipower@pdi.wpsr.com For immediate release: For more information contact: May 24, 1999 Jerry Mroczkowski, Vice President WPS - PDI, 1-920-490-6010 WPS Power Development, Inc. Agrees to Buy Pennsylvania Electric Plant GREEN BAY, WI - WPS Power Development, Inc. (WPS-PDI), a subsidiary of WPS Resources Corporation, has reached an agreement to purchase the Sunbury Station in Shamokin Dam, PA through it's newly formed subsidiary, Sunbury Holdings, LLC. The coal-fired units have a demonstrated winter capacity of 389 megawatts. The purchase is contingent upon receipt of regulatory approvals. The $106 million transaction with PP&L Resources, Inc. also includes two oil-fired combustion turbines, which produce 42 megawatts of electricity, coal inventory and the Lady Jane Coal Transshipment Facility. WPS-PDI owns energy projects in Wisconsin, Alabama, Arkansas and Oregon, and is in the process of closing a purchase in Maine and New Brunswick, Canada. The company is positioning itself as a player in new deregulated energy markets. A portion of the electricity from the Sunbury plant will be contracted back to PP&L, while the remainder will be sold on the wholesale or retail open market by WPS Energy Services, the energy marketing subsidiary of WPS Resources. "We're pleased to become part of the Pennsylvania-New Jersey-Maryland (PJM) energy market," said Jerry Mroczkowski, WPS-PDI Vice President. "The PJM area is on the leading edge of competitive electricity generation and marketing. Our expertise is in operating power plants. This is a good fit for us." \\\MORE\\\ WPS-PDI to buy electric plant Page 2 Mroczkowski didn't expect many changes to the Sunbury plant's operations at this point. "We look forward to the transition, and to continuing the reliable and effective operation of the facilities provided by PP&L employees." He added that it was possible management positions could be added at WPS-PDI's Green Bay office to oversee the Sunbury plant's operation. \\\END\\\ -----END PRIVACY-ENHANCED MESSAGE-----