As filed with the Securities and Exchange Commission on February 24, 1997
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):
February 20, 1997
<TABLE>
<CAPTION>
Exact name of Registrant as
Commission specified in its charter, address State of I.R.S. Employer
File No. of principal executive offices, telephone Incorporation Identification No.
<S> <C> <C> <C>
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 and Florida Power Corporation. Information contained herein relating
to an individual registrant is filed by that registrant on its own behalf.
Florida Power makes no representations as to the information relating to Florida
Progress' diversified operations.
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Item 5. Other Events
In light of ongoing securities offerings by Florida Progress Corporation
("Florida Progress") and its subsidiaries, including Florida Power Corporation
("Florida Power") and Progress Capital Holdings, Inc., the following information
is being presented pending distribution of the combined Florida Progress and
Florida Power Annual Report on Form 10-K for the year ended December 31, 1996:
Dividend. Florida Progress issued an Investor News report dated February
20, 1997 and a News Release of even date therewith reporting the declaration of
a cash dividend of 52 1/2 cents per share on the Company's Common Stock, a
dividend growth rate of about 2 percent. A copy of the Investor News report and
the News Release are being filed herewith as Exhibit 99.(a) and 99.(b),
respectively.
Fuel Adjustment. Florida Progress issued an Investor News report dated
February 20, 1997 reporting the approval by the Florida Public Service
Commission of an increase in Florida Power's fuel costs. A copy of the Investor
News report is being filed herewith as Exhibit 99.(c).
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 Progress Corporation Investor News report dated
February 20, 1997 regarding the annual dividend rate.
99.(b) Florida Progress Corporation News Release dated February
20, 1997 regarding the annual dividend rate.
99.(c) Florida Progress Corporation Investor News report dated
February 20, 1997 regarding the approval of an increase
in Florida Power's fuel costs.
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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
Senior Vice President and
Chief Financial Officer
of each Registrant
Date: February 20, 1997
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EXHIBIT INDEX
Exhibit No. Description of Exhibit
99.(a) Florida Progress Corporation Investor News report dated
February 20, 1997 regarding annual dividend rate.
99.(b) Florida Progress Corporation News Release dated February 20,
1997 regarding annual dividend rate.
99.(c) Florida Progress Corporation Investor News report dated
February 20, 1997 regarding the approval of an increase in
Florida Power's fuel costs.
EXHIBIT 99.(a)
INVESTOR NEWS
FLORIDA PROGRESS CORPORATION
Analyst Contacts:
Mark A. Myers (813) 866-4245
Greg Beuris (813) 866-4442
[CORPORATE LOGO OMITTED]
Florida Progress Corporation Increases Annual Dividend Rate
ST. PETERSBURG, Florida, February 20, 1997 -- Florida Progress Corporation's
(NYSE:FPC) board of directors today declared a quarterly cash dividend of
52 1/2 cents per share on the company's outstanding common stock.
The board's action increases the annual dividend rate by 4 cents per share,
thus raising the annual dividend to $2.10 per share. This represents an
annual dividend growth rate of about 2 percent.
Several years ago, Florida Progress recognized that its dividend payout ratio
was too high. In 1992, the ratio was 93 percent. Since then, the company has
followed a strategy of lowering the payout while working to increase
earnings. This strategy has been successful. In 1996, the ratio as a
percentage of ongoing operations was 79 percent.
"We are proud of our unbroken record of increasing the dividends paid per
share for 44 consecutive years, but we approach our dividend policy by
re-examining our payout ratio and rate each year to determine if they are
appropriate in view of the company's business plan, projected earnings
growth, and competitive environment we face as an electric utility," said
Jeffrey R. Heinicka, senior vice president and chief financial officer.
"We see sustained earnings per share growth of 4 to 5 percent in our
five-year business plan. Our confidence in earnings growth will continue to
be one of several key considerations in determining our dividend policy," he
added.
The new quarterly dividend of 52 1/2 cents per share is payable on March 20,
1997 to shareholders of record at the close of business on March 5, 1997.
"Safe Harbor" Statement under the Private Securities Litigation Reform Act of
1995: this news release contains certain forward looking statements,
including Florida Progress' earnings per share growth rate. These statements
involve risks and uncertainties that could cause actual results or outcomes
to differ materially from expectations. Key factors that have a direct
bearing include annual growth in utility customers, successful cost
containment, efficient operation of generating units, successful execution of
growth strategies and other factors described in the company's Securities and
Exchange Commission filings.
Florida Progress (NYSE:FPC) is a Fortune 500 diversified utility holding
company with assets of $5.3 billion. Its principal subsidiary is Florida
Power, the state's second-largest electric utility with about 1.3 million
customers. Diversified operations include coal mining, marine operations,
rail services and life insurance.
###
EXHIBIT 99.(b)
NEWS RELEASE
FLORIDA PROGRESS CORPORATION
Corporate Relations Department, St. Petersburg, Florida
Media contact: Karen Raihill
(813) 866-5023
[CORPORATE LOGO OMITTED]
FLORIDA PROGRESS CORPORATION INCREASES ANNUAL
DIVIDEND RATE
St. Petersburg, FL (February 20, 1997) -- The board of directors of
Florida Progress Corporation today declared a quarterly cash dividend of 52 1/2
cents per share on the company's outstanding common stock.
The board's action increases the annual dividend rate by 4 cents per
share, thus raising the annual dividend to $2.10 per share. This represents an
annual dividend growth rate of about 2 percent.
Several years ago, Florida Progress recognized that its dividend payout
ratio was too high. In 1992, the ratio was 93 percent. Since then, the company
has followed a strategy of lowering the payout while working to increase
earnings. This strategy has been successful. In 1996, the ratio as a percentage
of ongoing operations was 79 percent.
"We are proud of our unbroken record of increasing the dividends paid
per share for 44 consecutive years, but we approach our dividend policy each
year by re-examining our payout ratio and rate to determine if they are
appropriate in view of the company's business plan, projected earnings growth,
and competitive environment we face as an electric utility," said Jeffrey R.
Heinicka, senior vice president and chief financial officer.
The new quarterly dividend of 52 1/2 cents per share is payable on
March 20, 1997, to shareholders of record at the close of business on March 5,
1997.
Florida Progress (NYSE: FPC) is a Fortune 500 diversified utility
holding company with assets of $5.3 billion. Its principal subsidiary is Florida
Power Corporation, the state's second-largest electric utility with 1.3 million
customers. Its diversified operations include coal mining, rail and inland
marine transportation services, and life insurance.
###
EXHIBIT 99.(c)
INVESTOR NEWS
FLORIDA PROGRESS CORPORATION
Analyst Contacts:
Mark A. Myers (813) 866-4245
Greg Beuris (813) 866-4442
[CORPORATE LOGO OMITTED]
Public Service Commission Approves An Increase
In Florida Power Corporation's Fuel Costs
ST. PETERSBURG, Florida, February 20, 1997 -- The Florida Public Service
Commission's three-member fuel panel met to review Florida Power
Corporation's regular six-month fuel adjustment request. Florida Power was
seeking an increase of $5.26 per 1,000 kilowatt-hours, which would increase
the typical monthly bill for residential customers from $83.39 to $88.65. The
adjustment was based on replacement fuel costs for the extended maintenance
outage of the Crystal River Nuclear Plant, higher oil and gas prices,
contract buyout costs of certain cogeneration facilities and Florida Power's
revenue decoupling program.
The commission fuel panel made the following key decisions:
o Approve the company's request to recover the higher replacement
fuel costs through March 31, 1997, subject to review.
o Approve the company's request to spread the under-recovery of fuel
costs from prior periods over a 12-month period instead of the
customary six months.
o Exclude the costs related to the negotiated buyouts of two
cogeneration contracts until the Commission formally reviews the
buyout agreements in March. This adjustment will reduce the
typical residential bill about $1.30 per 1,000 kilowatt-hours.
o Establish a special docket to review the prudence of the
replacement fuel costs for the extended outage at the Crystal
River Nuclear Plant.
As a result of decisions, the typical monthly bill residential customer will
increase to $87.35, beginning April 1, 1997.
Fuel costs are reviewed twice a year by the Public Service Commission. These
costs take into account actual figures for the previous six months, as well
as projected costs for the next six months. A "true-up" of these costs is
included in any change to the fuel charge. Changes take effect every
six-month period, starting on April 1 and October 1.
Florida Progress (NYSE:FPC) is a Fortune 500 diversified utility holding
company with assets of $5.3 billion. Its principal subsidiary is Florida
Power, the state's second-largest electric utility with about 1.3 million
customers. Diversified operations include coal mining, marine operations,
rail services and life insurance.
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