As filed with the Securities and Exchange Commission on May 28, 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):
May 27, 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.
<PAGE>
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 Quarterly Report on Form 10-Q for the quarter ended June 30, 1997:
1. Officer and Director changes. On May 15, 1997, as part of its planned
succession, Florida Progress Corporation announced that Dick Korpan,
president and chief operating officer, will be promoted to chief executive
officer of the company, effective June 1. Jack Critchfield has held the
position of CEO since 1990. Critchfield, who turns 64 on May 23, will
remain chairman of the board.
Korpan joined Florida Progress in 1989 as executive vice president and
chief financial officer. In 1991, he was promoted to president and chief
operating officer. In addition to his executive responsibilities at
Florida Progress, Korpan was named chairman and CEO of Florida Power
Corporation in April 1996.
Also beginning next month, Joe Richardson, president and chief operating
officer of Florida Power, assumes greater leadership responsibilities.
Richardson will become CEO of Florida Power, effective June 1. He is also
a group vice president of Florida Progress. Since joining the company in
1976, Richardson has held various senior management positions at both
Florida Progress and Florida Power.
Also effective June 1, Stan Garnett was named executive vice president of
Florida Progress and will oversee several corporate staff functions at
Florida Progress. He will be responsible for Financial Services, Legal,
Human Resources and Corporate Development. Garnett was previously a
senior advisor with Putnam, Hayes & Bartlett, an economic and management
consulting firm. For 15 years, he was a senior executive at Allegheny
Power System, Inc., serving as the company's chief legal officer and CFO.
In other board action, it was decided that both Florida Progress and
Florida Power should have the same directors serving on their boards.
With the rapid changes occurring in the electric utility industry, it is
becoming increasingly important to communicate activities of the core
utility business to the same group of directors.
As a result, Frank Logan, a Florida Power board member since 1994, has
been appointed to the Florida Progress board, bringing the total to 12
directors. The Florida Power board has 13 directors with Richardson,
Florida Power's CEO, serving on the utility's board.
2. Florida Progress issued an Investor News report dated May 27, 1997
reporting that the Oklahoma District Judge placed Mid-Continent Life
Insurance Company into receivership. A copy of this report is being filed
herewith as Exhibit 99.
Item 7. Financial Statements and Exhibits
(c) Exhibits:
Exhibit Number (by
reference to Item 601
of Regulation S-K) Description of Exhibit
99 Florida Progress Corporation Investor News report dated
May 27, 1997 reporting that the Oklahoma District Judge
placed Mid-Continent Life Insurance Company into
receivership.
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. The signature of the undersigned on
behalf of each listed company shall be deemed to relate only to matters having
reference to such company.
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: May 28, 1997
<PAGE>
EXHIBIT INDEX
Exhibit No. Description of Exhibit
99 Florida Progress Corporation Investor News report dated
May 27, 1997 reporting that the Oklahoma District Judge
placed Mid-Continent Life Insurance Company into
receivership.
EXHIBIT 99
Florida Progress Corporation
Investor News
Analyst Contacts:
Mark A. Myers (813) 866-4245
Greg Beuris (813) 866-4442
[CORPORATE LOGO OMITTED]
Oklahoma District Judge Places Mid-Continent Life Insurance Company Into
Receivership
ST. PETERSBURG, Florida, May 27, 1997 -- An Oklahoma County District Court judge
has ruled that Mid-Continent Life Insurance Company, a subsidiary of Florida
Progress Corporation, should be placed into permanent receivership. This ruling
comes after a three-day hearing to decide whether a receiver should be appointed
for Mid-Continent.
On April 14, 1997, the district judge granted the insurance commissioner of the
state of Oklahoma approval to seize control of the operations of Mid-Continent.
The judge's action on April 14 was in response to a petition filed by the
insurance commissioner which included an allegation that Mid-Continent's policy
reserves are understated.
Mid-Continent had recently implemented a business plan to address pricing issues
with its low-priced death benefit product. This plan was developed after
Mid-Continent recognized that if no action were taken, policy reserves could be
insufficient beginning in the year 2020. The company had shared its business
strategy with the insurance department and the need to begin an orderly process
to reduce policy dividends and increase premiums.
One of the issues addressed during the three-day hearing was the ability to
raise premiums on certain policies. The judge's ruling recognized that premiums
on the term portion of these policies could be raised. Since the judge
recognized the need and ability to raise premiums, Mid-Continent does not agree
with the decision to place Mid-Continent into permanent receivership.
Florida Progress management is currently evaluating its options which include
appealing the judge's ruling to the state Supreme Court. As of March 31, 1997,
Florida Progress' investment in Mid-Continent is approximately $85 million. If
the judge's ruling is affirmed on appeal, Florida Progress would likely lose its
investment in Mid-Continent.
Florida Progress (NYSE:FPC) is a Fortune 500 diversified utility holding company
with assets of $5.5 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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