Filed by Carolina Power & Light Company
Pursuant to Rule 425 under the Securities Act of 1933
and deemed filed pursuant to Rule 14a-12
of the Securities Exchange Act of 1934
Subject Company: Carolina Power & Light Company
Commission File No. 001-03382
On April 12, 2000, Carolina Power & Light Company posted the following report on
its internet website.
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[CP&L LOGO] [FLORIDA
PROGRESS
CORPORATION LOGO]
REGULATORY APPROVALS 04/12/2000
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SUMMARY OF THE
FEDERAL ENERGY REGULATORY COMMISSION APPLICATION
CPL/FPC Proposed Business Combination
Docket Nos. EC00-55
Date Filed: February 3, 2000
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OVERALL REQUEST 2. File for FERC approval to establish or join Regional
Transmission Organizations ("RTOs") in their respective
CP&L Holdings, Inc. and Florida Progress Corporation, on behalf of regions no later then 90 days after completing the merger.
themselves and their subsidiaries ("the Applicants"), seek (IN ITS RECENT ORDER NO. 2000, FERC ENCOURAGED ALL
authorization and approval to merge those subsidiaries that are TRANSMISSION-OWNING UTILITIES TO TURN OVER OPERATION OF
subject to the Federal Energy Regulatory Commission's ("FERC's") THEIR TRANSMISSION SYSTEMS TO RTOs.)
jurisdiction. The principal utilities joined through this merger
are Carolina Power & Light Company ("CP&L"), which provides RATES
wholesale and retail electric service principally in the states of
North Carolina and South Carolina, and Florida Power Corporation The Applicants commit to hold all wholesale requirements and
("FPC"), which provides wholesale and retail electric service transmission customers harmless from any adverse effect of the
primarily in central and northern Florida. As a consequence of the proposed transaction on the FERC-jurisdictional rates.
merger, the Applicants will achieve greater efficiencies through
economies of scale, derive advantages of geographic and customer INTERVENTIONS
diversity, and attain greater financial strength.
Petitions to intervene were due on April 3. In all 19
intervenors, comprised of municipalities, electric
MARKET POWER cooperatives, other utilities, customer groups and the
Florida Public Service Commission filed with the FERC. These
The proposed merger poses no significant market power concerns. filings can be viewed on FERC's Web site, by clicking on the
Based upon the FERC market power analysis, there are limited market address below and typing in docket # EC00-55
power issues in CP&L and FPC markets resulting from the transaction. http://rimsweb1.ferc.fed.us/rims.q?rp2~DockNumIni
To resolve these issues, the Applicants commit to: --------------------------------------------------
1. Sell 135 MW of generating capacity for a six year period. This
sale of less than 1% of the companies' combined generation
resources is intended to foreclose any questions related
to the impact of the merger on wholesale competition.
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REGULATORY APPROVALS 04/12/2000
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FERC APPLICATION TIMELINE
February 3, 2000 Application filed
April 3, 2000 Petitions to intervene due
The Applicants have requested in their Application that the Commission authorize
the proposed merger as expeditiously as possible and, in any event, no later
than June 30, 2000. Such a schedule is consistent with the FERC's Merger Policy
Statement, which contemplates FERC action on merger applications within
approximately five months of their filing.
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THIS DOCUMENT CONTAINS FORWARD-LOOKING STATEMENTS WITHIN THE MEANING OF THE SAFE
HARBOR PROVISIONS OF THE SECURITIES EXCHANGE ACT OF 1934. THE FORWARD-LOOKING
STATEMENTS ARE SUBJECT TO VARIOUS RISKS AND UNCERTAINTIES. DISCUSSION OF FACTORS
THAT COULD CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY FROM MANAGEMENT'S
PROJECTIONS, FORECASTS, ESTIMATES AND EXPECTATIONS MAY INCLUDE FACTORS THAT ARE
BEYOND THE COMPANIES' ABILITY TO CONTROL OR ESTIMATE PRECISELY, SUCH AS
ESTIMATES OF FUTURE MARKET CONDITIONS, THE BEHAVIOR OF OTHER MARKET PARTICIPANTS
AND THE ACTIONS OF FEDERAL AND STATE REGULATORS. OTHER FACTORS INCLUDE, BUT ARE
NOT LIMITED TO, ACTIONS IN THE FINANCIAL MARKETS, WEATHER CONDITIONS, ECONOMIC
CONDITIONS IN THE TWO COMPANIES' SERVICE AREAS, FLUCTUATIONS IN ENERGY-RELATED
COMMODITY PRICES, CONVERSION ACTIVITY, OTHER MARKETING EFFORTS AND OTHER
UNCERTAINTIES. OTHER RISK FACTORS ARE DETAILED FROM TIME TO TIME IN THE TWO
COMPANIES' SEC REPORTS.
[End of text appearing on website]
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In connection with the share exchange between CP&L Energy and Florida Progress,
Carolina Power & Light and Florida Progress have filed with the Securities and
Exchange Commission (the "SEC") a preliminary joint proxy statement/prospectus.
CP&L Energy will file a Registration Statement on Form S-4 and Florida Progress
will file a definitive proxy statement each of which will contain the definitive
joint proxy statement/prospectus of CP&L Energy and Florida Progress in addition
to other relevant documents concerning the share exchange with the SEC. WE URGE
INVESTORS TO READ THE DEFINITIVE JOINT PROXY STATEMENT/PROSPECTUS AND ANY OTHER
RELEVANT DOCUMENTS TO BE FILED WITH THE SEC BECAUSE THEY CONTAIN IMPORTANT
INFORMATION. Investors will be able to obtain the documents free of charge at
the SEC's web site, http://www.sec.gov. In addition, documents filed by Carolina
Power & Light and CP&L Energy with the SEC can be obtained by contacting
Carolina Power & Light and CP&L Energy at the following address and telephone
number: Shareholder Relations, 411 Fayetteville Street, Raleigh, North Carolina
27601, telephone: (800) 662-7232. Documents filed with the SEC by Florida
Progress can be obtained by contacting Florida Progress at the following address
and telephone number: Investor Services, P.O. Box 14042 (BT11B), St. Petersburg,
Florida 33733, telephone: (800) 937-2640. READ THE DEFINITIVE JOINT PROXY
STATEMENT/PROSPECTUS CAREFULLY BEFORE MAKING A DECISION CONCERNING THE SHARE
EXCHANGE.
CP&L Energy, its officers, directors, employees and agents may be soliciting
proxies from CP&L Energy shareholders in connection with the share exchange.
Information concerning the participants in the solicitation is set forth in the
preliminary joint proxy statement/prospectus filed by Carolina Power & Light
with the SEC on March 6, 2000.
Florida Progress, its officers, directors, employees and agents may be
soliciting proxies from Florida Progress shareholders in connection with the
share exchange. Information concerning the participants in the solicitation is
set forth in the preliminary joint proxy statement/prospectus filed by Florida
Progress with the SEC on March 6, 2000.
