-----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, ScLtSTWWXVHMnPVzwSqfePx6PGehgcUT3IgM7OO+2HbNaBkr9fElg0Jp71K+78RO +U3NN8225QVKqiIWiXE3iw== 0000922224-09-000122.txt : 20091103 0000922224-09-000122.hdr.sgml : 20091103 20091103130832 ACCESSION NUMBER: 0000922224-09-000122 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20091102 ITEM INFORMATION: Completion of Acquisition or Disposition of Assets ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20091103 DATE AS OF CHANGE: 20091103 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: 091153685 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: 091153686 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 8-K 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):  November 2, 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 2 - Financial Information

Item 2.01 Completion of Acquisition or Disposition of Assets

On November 2, 2009, PPL Corporation ("PPL" or the "Company") issued a press release announcing that its PPL Maine, LLC subsidiary had completed the previously announced sale of the majority of its hydroelectric generation business to Black Bear Hydro Partners, LLC, an affiliate of ArcLight Capital Partners, LLC, for approximately $81 million.  An additional $14 million of the total $95 million sale price will be payable to PPL upon completion of PPL's previously announced sale of three other hydroelectric facilities located in Maine to the Penobscot River Restoration Trust, which sale is pending receipt of certain state and federal regulatory approvals.

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 November 2, 2009, announcing completion of the sale of PPL Maine, LLC 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/ Paul A. Farr
 
   
Paul A. Farr
Executive Vice President and
Chief Financial Officer
 


 
PPL ENERGY SUPPLY, LLC
       
 
By:
/s/ Paul A. Farr
 
   
Paul A. Farr
Executive Vice President
 




Dated:  November 3, 2009
EX-99.1 2 form8k-exhibit99_1.htm EXHIBIT 99.1 form8k-exhibit99_1.htm
Exhibit 99.1


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



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.
The $81 million excludes certain contingent consideration that will be realized upon completion of PPL’s previously announced potential sale of three other hydroelectric facilities to the Penobscot River Restoration Trust.
That transaction originated in June 2004, when PPL partnered with a coalition of environmental groups, government agencies and the Penobscot Indian Nation on a settlement agreement to provide the Trust with the option to buy these three facilities. The Trust exercised this option in June 2008, and the completion of that sale is pending the receipt of certain state and federal regulatory approvals.
“PPL believes strongly in this important project and remains fully committed to obtaining all approvals necessary to transfer these three facilities to the Trust,” said William H. Spence, PPL’s executive vice president and chief operating officer.
PPL expects to record a special after-tax gain of approximately $0.06 per share, excluding the contingent consideration, in the fourth quarter of 2009 as a result of the ArcLight transaction. PPL would record another special after-tax gain of approximately $0.02 per share upon receipt of the contingent consideration from ArcLight.
Both the initial and the contingent consideration from ArcLight’s affiliate would enhance PPL’s cash flow position and be modestly accretive to the company’s earnings. PPL is not changing its current 2009 forecast of earnings from ongoing operations as a result of the sale.
“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,” Spence said.
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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