As filed with the Securities and Exchange Commission on January 26, 1994
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):
January 17, 1994
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Exact name of Registrant as
specified in its charter,
Commission address of principal State of I.R.S. Employer
File No. executive offices, telephone Incorporation Identification No.
1-8349 FLORIDA PROGRESS CORPORATION Florida 59-2147112
One Progress Plaza
St. Petersburg, Florida 33701
Telephone (813) 824-6400
1-3274 FLORIDA POWER CORPORATION Florida 59-0247770
3201 34th Street South
St. Petersburg, Florida 33711
Telephone (813) 866-5151
</TABLE>
The address of neither registrant has changed since the last report.
This combined Form 8-K represents separate filings by Florida Progress
Corporation ("Florida Progress") and Florida Power Corporation ("Florida
Power"). Information contained herein relating to any individual registrant is
filed by each registrant on its own behalf. Neither registrant makes any
representations as to the information relating to the other registrant.
<PAGE>
Item 5. Other Events
In light of ongoing securities offerings by Florida Progress and its
subsidiaries, including Florida Power and Progress Capital Holdings, Inc., the
following information is being presented pending distribution of the Florida
Progress and Florida Power Annual Reports on Form 10-K for the year ended
December 31, 1993:
1. Workforce reductions. Florida Power issued a press release dated
January 17, 1994 and Florida Progress issued a related Investor Information
Report of even date therewith reporting that Florida Power is eliminating
approximately 300 positions in a continuing effort to streamline its
organization. Copies of the press release and report are being filed herewith
as Exhibits 99(a) and 99(b), respectively.
2. Earnings release. Florida Progress issued a press release dated
January 24, 1994 and a related Investor Information report of even date
therewith reporting 1993 earnings. Copies of the press release and report are
being filed herewith as Exhibits 99(c) and 99(d), respectively.
Item 7. Financial Statements and Exhibits
(c) Exhibits:
Exhibit Number
(by reference to
Item 601 of
Regulation S-K) Description of Exhibit
99(a) Florida Power Corporation News Release dated January 17, 1994
99(b) Florida Progress Corporation Investor Information Report
dated January 17, 1994
99(c) Florida Progress Corporation News Release dated
January 24, 1994
99(d) Florida Progress Corporation Investor Information Report
dated January 24, 1994
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, each
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
FLORIDA PROGRESS CORPORATION
FLORIDA POWER CORPORATION
/s/ Jeffrey R. Heinicka
By:__________________________
Jeffrey R. Heinicka
Vice President and Treasurer
of each Registrant
Date: January 24, 1994
<PAGE>
EXHIBIT INDEX
Exhibit No. Description of Exhibit
99(a) Florida Power Corporation News Release dated January 17, 1994
99(b) Florida Progress Corporation Investor Information Report dated
January 17, 1994
99(c) Florida Progress Corporation News Release dated January 24, 1994
99(d) Florida Progress Corporation Investor Information Report dated
January 24, 1994
EXHIBIT 99.(a)
Florida Power Corporation
Corporate Communications
3201 34th Street South
St. Petersburg, FL 33711
(813) 866-4334
N E W S R E L E A S E
January 17, 1994
Contact: Karen Raihill - (813) 866-5023
FLORIDA POWER CORP.
CONTINUES STREAMLINING EFFORTS
Florida Power Corporation announced today that approximately 300 positions
are being eliminated in continuing efforts to streamline its organization to be
successful in the increasingly competitive electric utility industry.
The positions are part of Energy Distribution, the company's largest
operating unit. This area of Florida Power's operations includes all functions
related to customer service. The affected workforce is employed throughout the
company's 32-county area of service and includes office, technical and field
support positions.
These moves are designed to maintain high customer service levels while
streamlining the Florida Power organization through a reduction in management
levels, consolidated field activities and overall reduction in costs.
Florida Power, an investor-owned utility, is the principal subsidiary of
Florida Progress Corporation (NYSE:FPC) of St. Petersburg, FL. Florida Power
serves 1.2 million customers in an area that covers approximately 20,000 square
miles.
EXHIBIT 99.(b)
FLORIDA PROGRESS CORPORATION
INVESTOR INFORMATION
Analysts' Contacts:
Richard R. Champion, Director, Investor Relations (813) 824-6428
Mark A. Myers, Manager, Investor Communications (813) 824-6422
January 17, 1994
Florida Power to trim another 300 positions from its work force
Florida Power Corporation today announced plans to further reduce employment
across its 32-county system by approximately 300 positions before the end of
this year. The positions are within the utility's largest operating unit, known
as energy distribution. About 2,500 of Florida Power's 5,800 employees work in
this part of the company, which includes all functions related to customer
service.
Florida Power believes these work force reductions - and related cost savings -
can be made without compromising the high service levels Florida Power provides
to its 1.2 million customers. Today's decision is part of a Florida Power
strategy that calls for restructuring the organization to allow it to compete
more aggressively in tomorrow's new energy markets. An important goal of this
strategy is to reduce the annual operating costs and improve efficiencies in the
utility's energy distribution unit.
Florida Power began streamlining this part of its organization in 1993. The
utility started by realigning its operations to better serve the growing
population in its service territory, now and in the future. It decided to take
a more regional approach to customer service. Florida Power went from operating
seven field divisions in its system to consolidating its operations into three
large regions.
Many administrative functions and field activities, such as meter reading and
customer service, were centralized in these three regions. These moves were
designed to help improve customer service and make energy distribution more cost
efficient. The utility also announced last year that several of its smaller
field offices would close. In addition, several layers of management within the
utility's field operations were eliminated.
In the years ahead, Florida Power sees the electric power industry dividing into
three major operating segments - generation, transmission and distribution. By
organizing along functional lines, the utility believes it can compete more
successfully in each of these emerging energy businesses. Florida Power already
has announced restructuring moves in its generation and transmission units.
In September 1993, the utility's power plant divisions, both fossil and nuclear,
were streamlined and two older power plants were scheduled to be shut down. As
a result, Florida Power said that between 175 to 200 positions would be
eliminated in 1994. The utility also announced work force reductions of up to
73 nuclear positions and another 72 contractor jobs by the end of this year.
The reorganization of Florida Power's transmission operations, known as energy
delivery, will result in the elimination of 34 utility positions. Streamlining
also occurred at the corporate staff level. Last year, Florida Power announced
that about 60 positions would be trimmed by the end of 1994 in such areas as
financial services, materials and contracts, and administrative services.
Last month, Florida Progress announced a voluntary, early retirement program for
which approximately 200 employees were eligible, most of whom work at Florida
Power. Most of those eligible for the program work in utility operations that
are being affected by the position reductions discussed above.
All of these organizational changes are designed to keep Florida Power cost
competitive in Florida's growing energy markets. When the utility began the
comprehensive review of its operations, special employee teams were formed to
help Florida Power look for ways to reduce operating costs and improve
efficiencies. Their recommendations have led to key management decisions at the
utility in 1993. This detailed approach to changing the business will continue.
In fact, it will be an ongoing part of Florida Power's strategic management
process.
Florida Progress (NYSE: FPC) is a diversified utility holding company with
assets of $5.5 billion. Its principal subsidiary is Florida Power, the state's
second-largest electric utility with 1.2 million customers. Florida Progress'
diversified operations include coal mining and transportation, life insurance,
real estate, and lending and leasing.
EXHIBIT 99.(c)
NEWS RELEASE
Florida Progress Corporation
One Progress Plaza
St. Petersburg, Florida 33701
Contact: Karen Raihill - (813) 866-5023
Florida Progress Corporation reports increase in 1993 earnings
ST. PETERSBURG, Fla. (January 24, 1994) - Florida Progress Corporation, parent
of St. Petersburg-based Florida Power Corporation, today reported 1993
consolidated earnings of $196.6 million, compared with $175.7 million earned a
year ago. Revenues for 1993 totaled $2.449 billion, compared with $2.095
billion for 1992. Earnings per share for 1993 were $2.23, compared with $2.06 a
share a year ago.
Improved operating results at Florida Power - the largest subsidiary of Florida
Progress - was the main reason for the company's higher earnings in 1993.
Florida Power earned $181.5 million, or $2.06 per share, on revenues of $1.958
billion in 1993, compared with earnings of $170.2 million, or $1.99 a share, on
revenues of $1.774 billion in 1992.
Revenues increased at Florida Power in 1993 because retail kilowatt-hour sales
climbed by 5.3 percent during the year, compared with 1992 sales. Customer
growth and higher customer usage contributed to the higher energy sales. In
addition, the utility began collecting in November 1993 the third, and final,
part of a 9-percent base rate increase granted by the Florida Public Service
Commission.
Unseasonably hot weather across Florida during the year resulted in the average
Florida Power residential customer using more electricity in 1993 than the year
before. Energy sales also rose because customer growth at the utility was 2.7
percent in 1993, compared with 2 percent in 1992. Florida Power's purchase of
the city of Sebring's electrical distribution system, including its 12,500
customers, caused the utility's growth rate to increase for the year from 2
percent to 2.7 percent.
A 1-percent increase in the federal corporate income tax rate - and its related
impact on accounting for long-term leveraged leases - lowered Florida Progress'
consolidated earnings in 1993 by $6.4 million, or 7 cents a share. Retroactive
to the beginning of 1993, the higher tax rate was part of new federal tax
legislation that was signed into law in August of last year. At Florida Power,
the tax law lowered 1993 earnings by $2.8 million, or 3 cents per share.
A voluntary, early retirement program, offered last month to more than 200
employees, resulted in a negative earnings impact of $3.4 million, or 4 cents
per share, to Florida Power in 1993.
Earnings in 1993 from Florida Progress' diversified operations were $14.3
million, or 16 cents per share, up from the $5.5 million, or 7 cents a share,
earned in 1992. Earnings from Florida Progress' coal mining and transportation
unit were higher in 1993 because of improved results at its marine operations
and the impact of a large acquisition completed during the year.
In the fourth quarter of 1992, Florida Progress' real estate unit established a
loss provision in response to Florida's weak real estate market. On a
comparative basis, this provision allowed the unit to report an improvement in
1993 results. Florida Progress' life insurance unit posted modest earnings
growth in 1993.
The earnings improvement in 1993 from these diversified operations was partially
offset by changes in the new tax law, which lowered earnings from diversified
operations by $3.6 million, or 4 cents a share.
Florida Progress (NYSE: FPC) is a diversified utility holding company with
assets of more than $5.5 billion. Its principal subsidiary is Florida Power,
the state's second-largest electric utility with 1.2 million customers.
Diversified operations include coal mining and transportation, life insurance,
real estate and lending and leasing.
<TABLE>
<CAPTION>
Three Months Ended Twelve Months Ended
December 31 December 31
<S> <C> <C> <C> <C>
1993 1992 1993 1992
Revenues $633,500,000 $493,500,000 $2,449,000,000 $2,095,300,000
Income Before
Change in
Accounting $ 37,200,000 $ 36,100,000 $ 195,800,000 $ 175,700,000
Change in
Accounting for
Deferred Taxes - - 800,000 -
----------- ----------- ------------- ------------
Consolidated $ 37,200,000 $ 36,100,000 $ 196,600,000 $ 175,700,000
=========== =========== ============= =============
Earnings Per
Share (EPS):
Florida Power
Corporation $ .33 $ .41 $ 2.06 $ 1.99
Diversified .09 - .16 .07
----- ----- ----- ----
Income Before
Change in
Accounting .42 .41 2.22 2.06
Change in Accounting
for Deferred Taxes - - .01 -
Consolidated $ .42 $ .41 $ 2.23 $ 2.06
===== ===== ===== ====
Average Common
Shares
Outstanding 88,969,140 87,216,897 88,334,418 85,422,236
</TABLE>
EXHIBIT 99.(d)
Florida Progress Corporation
Investor Information
One Progress Plaza
St. Petersburg, FL 33701
Fax: (813) 824-6401
Analysts' Contacts:
Richard R. Champion, Director, Investor Relations (813) 824-6428
Mark A. Myers, Manager, Investor Communications (813) 824-6422
January 24, 1994
Florida Progress reports increase in 1993 earnings
Florida Progress Corporation, parent of St. Petersburg-based Florida Power
Corporation, today reported 1993 consolidated earnings of $196.6 million,
compared with $175.7 million earned a year ago. Revenues for 1993 totaled
$2.449 billion, compared with $2.095 billion in 1992. Earnings per share for
1993 were $2.23, compared with $2.06 a share a year ago.
Improved operating results at Florida Power - the largest subsidiary of Florida
Progress - was the main reason for the company's higher earnings in 1993.
Florida Power earned $181.5 million, or $2.06 per share, on revenues of $1.958
billion in 1993, compared with earnings of $170.2 million, or $1.99 a share, on
revenues of $1.774 billion in 1992.
In November 1993, the utility began collecting the third, and final, part of an
$86-million base rate increase granted by the Florida Public Service Commission.
The first phase of the increase, which was effective in part in April 1992 and
in total by November 1992, resulted in additional annual revenues of $58
million. In April 1993, Florida Power began collecting the second step, or
approximately $10 million in annualized revenues. The final phase of the
increase will result in about $18 million in additional annual revenues.
Revenues also increased at Florida Power in 1993 because retail kilowatt-hour
sales climbed by 5.3 percent during the year, compared with 1992 sales.
Customer growth and higher customer usage contributed to the higher energy
sales.
Unseasonably hot weather across Florida during the year resulted in the average
Florida Power residential customer using more electricity in 1993 than the year
before. Energy sales also rose because customer growth at the utility was 2.7
percent in 1993, compared with 2 percent in 1992. Florida Power's purchase in
April 1993 of the city of Sebring's electrical distribution system, including
its 12,500 customers, caused the utility's growth rate to increase for the year
from 2 percent to 2.7 percent.
A 1-percent increase in the federal corporate income tax rate - and its related
impact on accounting for long-term leveraged leases - lowered Florida Progress'
consolidated earnings in 1993 by $6.4 million, or 7 cents a share. Retroactive
to the beginning of 1993, the higher tax rate was part of new federal tax
legislation that was signed into law in August of last year. At Florida Power,
the tax law reduced 1993 earnings by $2.8 million, or 3 cents per share.
A voluntary, early retirement program, offered last month to more than 200
employees, resulted in a negative earnings impact of $3.4 million, or 4 cents
per share, to Florida Power in 1993. The program is expected to impact utility
earnings in 1994 by approximately $8 million.
Earnings in 1993 from Florida Progress' diversified operations were $14.3
million, or 16 cents per share, up from the $5.5 million, or 7 cents a share,
earned in 1992. In the fourth quarter of 1992, Florida Progress' real estate
unit established a loss provision in response to Florida's weak real estate
market. On a comparative basis, this provision allowed the unit to report an
improvement in 1993 results. The after-tax effect of this reserve reduced 1992
earnings by $7.4 million, or 9 cents a share.
Florida Progress' two main diversified businesses - its coal mining and
transportation unit and its life insurance company - reported higher earnings in
1993. Earnings at Electric Fuels Corporation were higher during the year
primarily because of improved results from its marine operations and the impact
of a large acquisition completed in June 1993. The purchase of the assets of a
rail car services and parts reconditioning firm boosted Electric Fuels' earnings
during the second half of the year. Mid-Continent Life Insurance Company posted
modest earnings growth in 1993, largely because of higher sales volume. The
insurance unit continued a strategy of expanding its regional office network
during the year.
Florida Progress' lending and leasing unit reported lower 1993 results, compared
with the prior year, primarily because the new federal tax law had a negative
impact on the accounting for the company's long-term leveraged leases. Overall,
the new tax law lowered the earnings improvement from the company's diversified
operations by $3.6 million, or 4 cents a share in 1993.
1993 FOURTH QUARTER RESULTS
Earnings for the fourth quarter of 1993 from Florida Progress' consolidated
operations were $37.2 million, or 42 cents per share, on revenues of $633.5
million, compared with earnings of $36.1 million, or 41 cents per share, on
revenues of $493.5 million a year ago.
Florida Power earned $29.4 million, or 33 cents per share, on revenues of $479.7
million in the quarter ended December 31, 1993, compared with $35.8 million, or
41 cents a share, on revenues of $407.7 million in the prior-year quarter.
In 1992, Florida Power filed a request with the Federal Energy Regulatory
Commission to increase base rates for wholesale and transmission customers
consistent with the new rates for retail customers. As a result of its
wholesale settlement agreement, Florida Power recorded a one-time, retroactive
depreciation expense reduction that increased earnings in the fourth quarter of
1992 by $5.6 million, or 6 cents a share.
Earnings from diversified operations increased to $7.8 million, or 9 cents a
share, in the fourth quarter of 1993, compared with the $300,000 earned in the
same period in 1992. Higher quarterly earnings at Electric Fuels in 1993,
related to its rail services acquisition, and improved results from Florida
Progress' real estate unit were the main reasons for the rise in fourth-quarter
earnings. A year ago, in the fourth quarter of 1992, the real estate unit
recognized an after-tax loss reserve of $7.4 million.
Florida Progress (NYSE: FPC) is a diversified utility holding company with
assets of more than $5.5 billion. Its principal subsidiary is Florida Power,
the state's second-largest electric utility with 1.2 million customers.
Diversified operations include coal mining and transportation, life insurance,
real estate and lending and leasing.
<PAGE>
Florida Progress Corporation
Selected Financial Information (Unaudited)
(In millions)
<TABLE>
<CAPTION>
Three Months Ended Twelve Months Ended
December 31 Percent December 31 Percent
1993 1992 Change 1993 1992 Change
<S> <C> <C> <C> <C> <C> <C>
Revenues:
Electric utility $479.7 $407.7 17.7 $1,957.6 $1,774.1 10.3
Diversified 153.8 85.8 79.3 491.4 321.2 53.0
-------- -------- -------- --------
Total revenues 633.5 493.5 28.4 2,449.0 2,095.3 16.9
-------- -------- -------- --------
Expenses:
Electric utility:
Fuel and purchased power 165.6 132.6 24.9 658.5 608.6 8.2
Other oper. & maintenance 144.0 112.8 27.7 514.8 450.6 14.2
Depr. and other taxes 98.3 79.9 23.0 392.8 347.8 12.9
-------- -------- -------- --------
Total utility expenses 407.9 325.3 25.4 1,566.1 1,407.0 11.3
Diversified 139.5 76.6 82.1 440.3 283.5 55.3
-------- -------- -------- --------
Total expenses 547.4 401.9 36.2 2,006.4 1,690.5 18.7
-------- -------- -------- --------
Income from operations 86.1 91.6 (6.0) 442.6 404.8 9.3
Interest expense and other 33.0 41.6 (20.7) 136.4 140.6 (3.0)
-------- -------- -------- --------
Income before income taxes and
change in accounting 53.1 50.0 6.2 306.2 264.2 15.9
Income taxes 15.9 13.9 14.4 110.4 88.5 24.7
-------- -------- -------- --------
Income before cum. effect of
change in accounting 37.2 36.1 3.0 195.8 175.7 11.4
Cumulative effect of change in
accounting for income taxes - - - 0.8 - -
-------- -------- -------- --------
Net Income $37.2 $36.1 3.0 $196.6 $175.7 11.9
======== ======== ======== ========
</TABLE>
<PAGE>
Florida Progress Corporation
Selected Financial Information (Unaudited)
<TABLE>
<CAPTION>
Three Months Ended Percent Twelve Months Ended Percent
December 31 Positive December 31 Positive
1993 1992 (Negative) 1993 1992 (Negative)
-------- -------- -------- -------- --------- --------
<S> <C> <C> <C> <C> <C> <C>
Earnings Per Share:
Florida Power Corporation $0.33 $0.41 (19.5) $2.06 $1.99 3.5
-------- -------- -------- ---------
Electric Fuels Corporation 0.06 0.04 50.0 0.17 0.14 21.4
Mid-Continent Life Insurance Co. 0.02 0.03 (33.3) 0.10 0.09 11.1
Progress Credit Corporation
Lending and Leasing 0.03 0.01 200.0 0.02 0.05 (60.0)
Real Estate (0.01) (0.11) 90.9 (0.08) (0.19) 57.9
Corporate and other (0.01) 0.03 - (0.05) (0.02) (150.0)
-------- -------- -------- ---------
Diversified 0.09 - - 0.16 0.07 128.6
-------- -------- -------- ---------
Income before change in acct. 0.42 0.41 2.4 2.22 2.06 7.8
Change in accounting for def. tax - - - 0.01 - -
-------- -------- -------- ---------
Total $0.42 $0.41 2.4 $2.23 $2.06 8.3
======== ======== ======== =========
Average shares outstanding (mill.) 89.0 87.2 2.1 88.3 85.4 3.4
Dividends per share $0.495 $0.485 2.1 $1.950 $1.905 2.4
Book value per share $20.40 $19.85 2.8
</TABLE>
<TABLE>
<CAPTION>
December 31
December 31 1993 1992
1993 1992 Amount Percent Amount Percent
-------- -------- --------- -------- ---------
- --------
<S> <C> <C> <C> <C> <C> <C> <C>
Equity investments (percent): Capitalization (in millions):
Florida Power Corporation 84 84 Common stock $1,820.5 45.1 $1,737.6 45.6
Electric Fuels Corporation 8 7 Preferred stock 148.5 3.7 216.0 5.7
Mid-Continent Life Insurance Co. 4 4 Long-term debt 1,866.6 46.2 1,656.4 43.4
Progress Credit Corporation 4 5 Short-term
capital 201.6 5.0 201.9 5.3
-------- -------- --------- -------- ---------
- --------
Total 100 100 Total $4,037.2 100.0 $3,811.9 100.0
======== ======== ========= ======== =========
========
</TABLE>
<PAGE>
Florida Power Corporation
Selected Statistical Data (Unaudited)
(In millions, except billing degree days)
<TABLE>
<CAPTION>
Three Months Ended Twelve Months Ended
December 31 Percent December 31 Percent
1993 1992 Change 1993 1992 Change
-------- -------- -------- -------- -------- --------
<S> <C> <C> <C> <C> <C> <C>
Revenues:
Residential $261.9 $220.6 18.7 $1,058.7 $928.8 14.0
Commercial 116.7 103.2 13.1 457.9 415.9 10.1
Industrial 41.0 35.6 15.2 161.9 138.3 17.1
Other retail sales 27.0 24.7 9.3 99.7 92.6 7.7
-------- -------- -------- --------
446.6 384.1 16.3 1,778.2 1,575.6 12.9
Sales for resale 34.9 25.0 39.6 122.3 100.5 21.7
-------- -------- -------- --------
481.5 409.1 17.7 1,900.5 1,676.1 13.4
Other electric revenues 5.6 (0.5) - 66.1 57.8 14.4
Deferred fuel (7.4) (0.9) - (9.0) 40.2 -
-------- -------- -------- --------
Total $479.7 $407.7 17.7 $1,957.6 $1,774.1 10.3
======== ======== ======== ========
Kilowatt-hour sales billed:
Residential 3,196.3 2,997.5 6.6 13,372.6 12,825.8 4.3
Commercial 1,995.2 1,886.1 5.8 7,884.8 7,544.1 4.5
Industrial 846.6 806.0 5.0 3,380.8 3,254.5 3.9
Other retail sales 499.3 472.1 5.8 1,890.1 1,789.6 5.6
-------- -------- -------- --------
6,537.4 6,161.7 6.1 26,528.3 25,414.0 4.4
Sales for resale 682.0 518.8 31.5 2,119.5 1,961.5 8.1
-------- -------- -------- --------
Total electric sales 7,219.4 6,680.5 8.1 28,647.8 27,375.5 4.6
======== ======== ======== ========
System Requirements (KWH) 7,005 6,466 8.3 30,244 28,701 5.4
Retail KWH Sales
(Billed & Unbilled) 6,326 5,812 8.8 26,774 25,418 5.3
Billing Degree Days:
Cooling 735 755 (2.6) 3,581 3,571 0.3
Heating 96 94 2.1 409 461 (11.3)
</TABLE>
Note: Total revenues include billed revenues and unbilled revenues that are
accrued for accounting purposes. Statistics for total kilowatt-hour sales only
include billed kilowatt-hour sales. The statistic for system requirements is
based on total system generation, so it includes billed and unbilled sales.
Since system requirements include billed and unbilled kilowatt-hour sales, it
is a better measure of total sales growth.
