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
June 19, 2000
-----------------------
Date of Report (Date of Earliest Event Reported)
CAROLINA POWER & LIGHT COMPANY
(Exact Name of Registrant as Specified in Its Charter)
North Carolina 1-3382 56-0165465
-------------------------- ---------------- ------------------
(State or Other Jurisdiction (Commission File No.) (I.R.S. Employer
of Incorporation) Identification No.)
411 Fayetteville Street
Raleigh, North Carolina 27601-1748
----------------------------------
(Address of Principal Executive Offices) (Zip Code)
(919) 546-6111
--------------
(Registrant's Telephone Number, Including Area Code)
N/A
------------------------------------------
(Former Name or Former Address, if Changed Since Last Report)
<PAGE>
ITEM 5. OTHER EVENTS
Holding Company Formation
Effective June 19, 2000, CP&L Energy, Inc., formerly named CP&L
Holdings, Inc. ("CP&L Energy"), became the holding company for Carolina Power &
Light Company ("CP&L") and its principal subsidiaries (the "Restructuring"), and
each share of CP&L's outstanding common stock was exchanged, on a one-for-one
basis, for shares of CP&L Energy' common stock. Shares of CP&L's preferred stock
were unaffected and remain securities of CP&L. In connection with the
Restructuring, the members of CP&L's current Board of Directors became directors
of CP&L Energy.
The Restructuring was previously approved at a special meeting of
CP&L's shareholders held on October 20, 1999. A registration statement on Form
S-4 (No. 333-86243) under the Securities Act of 1933 was filed by CP&L Energy in
connection with the Restructuring and was declared effective by the Securities
and Exchange Commission (the "SEC") on August 31, 1999. The Restructuring has
been approved by the North Carolina Utilities Commission, the South Carolina
Public Service Commission, the Federal Energy Regulatory Commission, the Nuclear
Regulatory Commission and, as a public utility subject to the Public Utility
Holding Company Act of 1935, the SEC's Division of Investment Management.
The business now conducted by CP&L will continue to be conducted by
CP&L as a wholly owned subsidiary of CP&L Energy. CP&L Energy has listed its
Common Stock on the New York Stock Exchange and the Pacific Exchange under the
ticker symbol "CPL."
A copy of the press release announcing the effectiveness of the
Restructuring is filed as Exhibit 99.1 to this Current Report on Form 8-K and is
incorporated by reference herein.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
The following exhibit is filed herewith:
Description
Exhibit Number
99.1 Joint Press Release of Carolina Power &
Light Company and CP&L Energy, Inc.,
dated June 20, 2000
<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.
CAROLINA POWER & LIGHT COMPANY
Registrant
By: /s/ Peter M. Scott III
----------------------------------------------------
Peter M. Scott III
Executive Vice President and Chief Financial Officer
Date: June 21, 2000