0000922224-15-000006.txt : 20150128 0000922224-15-000006.hdr.sgml : 20150128 20150127181705 ACCESSION NUMBER: 0000922224-15-000006 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20141218 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20150128 DATE AS OF CHANGE: 20150127 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PPL ENERGY SUPPLY LLC CENTRAL INDEX KEY: 0001161976 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 000000000 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-32944 FILM NUMBER: 15552766 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 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PPL Corp CENTRAL INDEX KEY: 0000922224 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 232758192 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-11459 FILM NUMBER: 15552767 BUSINESS ADDRESS: STREET 1: TWO N NINTH ST CITY: ALLENTOWN STATE: PA ZIP: 18101-1179 BUSINESS PHONE: 610-774-5151 MAIL ADDRESS: STREET 1: TWO N NINTH ST CITY: ALLENTOWN STATE: PA ZIP: 18101-1179 FORMER COMPANY: FORMER CONFORMED NAME: PPL CORP DATE OF NAME CHANGE: 20000214 FORMER COMPANY: FORMER CONFORMED NAME: PP&L RESOURCES INC DATE OF NAME CHANGE: 19941123 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):  December 18, 2014

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 7 - Regulation FD

Item 7.01 Regulation FD Disclosure

On December 18, 2014, the Federal Energy Regulatory Commission ("FERC") issued a final order approving, subject to certain market power mitigation requirements, the combination of the competitive generation assets of PPL Energy Supply, LLC ("PPL Energy Supply") and certain affiliates of Riverstone Power Holdings LLC to form Talen Energy Corporation ("Talen Energy") as an independent, publicly owned corporation.  The FERC order required a response from PPL Corporation ("PPL") and PPL Energy Supply by January 20, 2015, which response date was later extended to January 30, 2015.  On January 27, 2015, PPL issued a press release announcing PPL and Riverstone Holdings LLC affilate RJS Power Holdings, LLC had filed the required response with FERC and describing Talen Energy's related mitigation plan.

A copy of the press release is furnished as exhibit 99.1 hereto.

Section 9 - Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits

 
(d)
  
Exhibits
  
         
     
99.1 -
Press Release dated January 27, 2015 announcing PPL's acceptance of additional mitigation measures related to the FERC's approval of the combination of the competitive generation assets of PPL Energy Supply and certain affiliates of Riverstone Holdings LLC to form Talen Energy as an independent, publicly owned corporation.

 
 

 
 
 


SIGNATURES

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/ Stephen K. Breininger
  
   
Stephen K. Breininger
Vice President and Controller
  


 
PPL ENERGY SUPPLY, LLC
       
 
By:
/s/ Stephen K. Breininger
  
   
Stephen K. Breininger
Controller
  




Dated:  January 27, 2015
 EX-99.1 2 form8k-exhibit99_1.htm EXHIBIT 99.1 form8k-exhibit99_1.htm
Exhibit 99.1

 

 
PPL contacts:
For news media - George C. Lewis, 610-774-4687
For financial analysts - Joseph P. Bergstein, 610-774-5609

Riverstone contacts:
Jeffrey Taufield and James David,
Kekst and Company, 212-521-4800



PPL and Riverstone Accept FERC's Additional Mitigation Measures


ALLENTOWN, Pa. (Jan. 27, 2015) -- PPL Corporation and Riverstone Holdings LLC affiliate RJS Power Holdings LLC filed a joint response Tuesday (1/27) with the Federal Energy Regulatory Commission accepting additional market power mitigation measures required for FERC approval of the previously announced spinoff of PPL Energy Supply and its combination with competitive generation assets owned by RJS Power Holdings. The combination is expected to establish a new independent power producer called Talen Energy.
The additional mitigation measures address competitiveness issues in a specific region of the PJM Interconnection that includes eastern Pennsylvania, New Jersey and Maryland. PPL and RJS Power Holdings proposed divesting either of two groups of assets in that region. Each group has about 1,300 megawatts of generating capacity. The two groups include common assets with about 650 megawatts of generating capacity.
In an order issued Dec. 18, 2014, FERC conditionally approved the transaction pending additional measures that would satisfy concerns it expressed with the original mitigation proposal.
PPL and RJS Power Holdings have agreed that within 12 months after closing of the transaction, Talen Energy will divest generating assets identified in one of the groups, and limit PJM energy market offers from assets it would retain from the other group to cost-based offers.
After full evaluation, both parties believe the enhanced mitigation will not have a materially different impact on the future operating results of Talen Energy than the original proposal.
The response to FERC does not identify which group of generating assets is to be divested. That decision is not expected until after closing.
The parties are continuing with other regulatory reviews to obtain approvals needed to complete the transaction. These include the Nuclear Regulatory Commission, U.S. Department of Justice and Pennsylvania Public Utility Commission. The transaction is expected to close in the second quarter of 2015.
PPL Corporation (NYSE: PPL), with 2013 revenues of $12 billion, is one of the largest companies in the U.S. utility sector. The PPL family of companies delivers electricity and natural gas to about 10 million customers in the United States and the United Kingdom. PPL has announced an agreement to spin off its competitive generation business and combine it with the competitive generation business of Riverstone Holdings to form Talen Energy Corporation. More information is available at www.pplweb.com.
Riverstone Holdings LLC is an energy and power-focused private investment firm founded in 2000 by David M. Leuschen and Pierre F. Lapeyre, Jr. with approximately $27 billion of equity capital raised. Riverstone conducts buyout and growth capital investments in the exploration & production, midstream, oilfield services, power and renewable sectors of the energy industry. With offices in New York, London, Houston and Mexico City, the firm has committed approximately $29 billion to 116 investments in North America, Latin America, Europe, Africa and Asia.


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