SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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 20, 2000
KEYSPAN CORPORATION
(Exact Name of Registrant as Specified in Its Charter)
New York
(State or Other Jurisdiction of Incorporation)
1-14161 11-3431358
(Commission File Number) (IRS Employer Identification No.)
175 East Old Country Road, Hicksville, New York 11801
One MetroTech Center, Brooklyn, New York 11201
(Address of Principal Executive Offices) (Zip Code)
(516) 755-6650 (Hicksville)
(718) 403-1000 (Brooklyn)
(Registrant's Telephone Number, Including Area Code)
N/A
(Former Name or Former Address, if Changed Since Last Report)
1
<PAGE>
Item 5. Other Events.
------------
On November 20, 2000, KeySpan Corporation (the "Company") issued $1.65
billion aggregate principal amount of notes (the "Notes") consisting of
$700,000,000 aggregate principal amount of 7.25% Notes due 2005 (the "7.25%
Notes"), $700,000,000 aggregate principal amount of 7.625% Notes due 2010 (the
"7.625% Notes") and $250,000,000 aggregate principal amount of 8.00% Notes due
2030 (the "8.00% Notes"). The Notes were issued under the Company's previously
filed Registration Statement on Form S-3, as amended (Reg. No. 333- 43768),
dated October 26, 2000 (the "Registration Statement"), and the related
prospectus supplement, dated November 15, 2000.
Item 7. Other Events.
------------
Financial Statement, Pro Forma Financial Information and Exhibits.
---------------------------------------------------------------------------
(c) Exhibits. The following Exhibits are filed as part of this Report and as an
Exhibit to the Registration Statement.
(1) Indenture, dated as of November 1, 2000, between the Company and The
Chase Manhattan Bank, as Trustee
(2) Form of 7.25% Note
(3) Form of 7.625% Note
(4) Form of 8.00% Note
2
<PAGE>
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.
KEYSPAN CORPORATION
Dated: November 20, 2000 By: /s/ Gerald Luterman
----------------------
Name: Gerald Luterman
Title: Senior Vice President and
Chief Financial Officer
3
<PAGE>
INDEX TO EXHIBITS
-----------------
Exhibit No. Exhibit Page
---------- ------- ----
4-a Indenture, dated as of November 1, 2000 between
the Company and The Chase Manhattan Bank, as Trustee
4-b Form of 7.25% Note
4-c Form of 7.625% Note
4-d Form of 8.00% Note
4