Filed by CP&L Energy, Inc.
Pursuant to Rule 425 under the Securities Act of 1933
Subject Company: Florida Progress Corporation
Commission File No. 333-40836
On July 13, 2000, CP&L Energy, Inc. posted the following reports on its internet
web site.
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Florida Progress Acquisition
Regulatory Approvals
Holding Company/Merger
Filings and Applications Status Report
Updated 7/13/00*
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Filing/ Date Planned Filing Order Order
Application Filed Date Received Expected
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Holding Company
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NRC 09/15/99 12/29/99
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NCUC 10/15/99 5/17/00
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SEC 10/18/99 6/15/00
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SCPSC 10/19/99 03/06/00
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FCC 10/21/99 02/09/00
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FERC 10/26/99 12/23/99
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Merger
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NRC - Transfer of 01/31/00 5/23/00
Control
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NCUC - Merger 02/03/00 3rd Quarter
Approval
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FERC - Merger 02/03/00 7/12/00
Approval*
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SEC - Merger 03/14/00 3rd Quarter
Approval
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FCC - Transfer of 5/09/00 3rd Quarter
Licenses
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FTC/DOJ (HSR)* 06/09/00 7/12/00
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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.
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FERC APPROVAL RECEIVED ON JULY 12, 2000
Summary of the
[CP&L Logo] Federal Energy Regulatory Commission
CP&L Application [Florida Progress Logo]
FLORIDA PROGRESS CORPORATION
CPL/FPC Proposed Business Combination
Docket Nos. EC00-55
Date Filed: February 3, 2000
Overall Request
CP&L Energy, Inc. and Florida Progress Corporation, on behalf of themselves and
their subsidiaries ("the Applicants"), seek authorization and approval to merge
those susidiaries that are subject to the Federal Energy Regulatory Commission's
("FERC's") jurisdiction. The principal utilities joined through this merger are
Carolina Power & Light Company ("CP&L"), which provides wholesale and retail
electric service principally in the states of North Carolina and South Carolina,
and Florida Power Corporation ("FPC"), which provides wholesale and retail
electric service primarily in central and northern Florida. As a consequence of
the merger, the Applicants will achieve greater efficiencies through economies
of scale, derive advantages of geographic and customer diversity, and attain
greater financial strength.
Market Power
The proposed merger poses no significant market power concerns. Based upon the
FERC market power analysis, there are limited market power issues in CP&L and
FPC markets resulting from the transaction. 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.
2. File for FERC approval to establish or join Regional Transmission
Organizations ("RTOs") in their respective regions no later then 90 days
after completing the merger. (In its recent Order No. 2000, FERC encouraged
all transmission-owning utilities to turn over operation of their
transmission systems to RTOs.)
Rates
The Applicants commit to hold all wholesale requirements and transmission
customers harmless from any adverse effect of the proposed transaction on the
FERC-jurisdictional rates.
Interventions
Petitions to intervene were filed on April 3. In all 19 intervenors, comprised
of municipalities, electric cooperatives, other utilities, customer groups and
the Florida Public Service Commission filed with the FERC. These filings can be
viewed on FERC's Web site, by clicking on the address below and typing in docket
# EC00-55
http://rimsweb1.ferc.fed.us/rims.q?rp2~DockNumIni
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Summary of the
[CP&L Logo] Federal Energy Regulatory Commission
CP&L Application [Florida Progress Logo]
FLORIDA PROGRESS CORPORATION
Commission Actions
On June 28, 2000 the Commission was scheduled to review the pending merger
application. It postponed a decision and issued a request of the parties to
address the following items regarding the applicants' commitments involving
Regional Transmission Organizations.
(A) Does each Applicant commit to join and participate in (and to transfer
operational control of its transmission facilities to) a Commission-approved
RTO?
(B) If Applicants' answer to (A) is yes, by what date does each Applicant commit
to join and participate in a Commission-approved RTO?
(C) What processes are currently underway to develop RTOs in each Applicant's
reliability council region (or the subregion in which each Applicant is
located)?
The companies responded to this request on June 30, 2000. This additional
information will allow the Commission to expedite further consideration of the
application.
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FERC APPROVAL RECEIVED ON JULY 12, 2000
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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 web site]
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In connection with the share exchange between CP&L Energy and Florida Progress,
CP&L Energy has filed with the Securities and Exchange Commission (the "SEC") a
Registration Statement on Form S-4 and Florida Progress has filed with the SEC a
definitive proxy statement each of which contains the definitive joint proxy
statement/prospectus of CP&L Energy and Florida Progress. The definitive joint
proxy statement/prospectus was first mailed on or about July 11, 2000 to
shareholders of CP&L Energy and Florida Progress. 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 CP&L Energy and Carolina
Power & Light Company with the SEC can be obtained by contacting 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 (CX1H), St. Petersburg, Florida 33733, telephone: (800)
937-2640. Read the definitive joint proxy statement/prospectus carefully before
making a decision concerning the share exchange.
