As filed with the Securities and Exchange Commission on November 20, 1998
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):
November 18, 1998
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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.
1-8349 FLORIDA PROGRESS CORPORATION Florida 59-2147112
One Progress Plaza
St. Petersburg, Florida 33701
Telephone (727) 824-6400
1-3274 FLORIDA POWER CORPORATION Florida 59-0247770
One Progress Plaza
St. Petersburg, Florida 33701
Telephone (727) 866-5151
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The address of Florida Progress Corporation has not changed since the last
report.
The address of Florida Power Corporation has changed since the last report. The
former address of Florida Power Corporation was: 3201 34th Street South, St.
Petersburg, FL 33711.
This combined Form 8-K represents separate filings by Florida Progress
Corporation and Florida Power Corporation. 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, 1998:
Florida Progress issued an Investor News report dated November 18, 1998, to
report an update on regulatory matters at Florida Power Corporation. A copy of
the Investor News report is being filed herewith as Exhibit 99.(a).
Florida Progress also issued an Investor News report dated November 19,
1998, to report the formation of a fiber-optic telecommunications business. A
copy of that Investor News report is being filed herewith as Exhibit 99.(b).
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 Investor News report dated November 18, 1998
reporting an update on regulatory matters at Florida Power
Corporation.
99.(b) Florida Progress Investor News report dated November 19, 1998
reporting formation of a fiber-optic telecommunications
business.
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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. 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/ Pamela A. Saari
By:____________________________
Pamela A. Saari
Treasurer of each Registrant
Date: November 18, 1998
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EXHIBIT INDEX
Exhibit No. Description of Exhibit
99.(a) Florida Progress Investor News report dated November 18, 1998
reporting an update on regulatory matters at Florida Power
Corporation.
99.(b) Florida Progress Investor News report dated November 19, 1998
reporting formation of a fiber-optic telecommunications
business.
Florida Progress Corporation
Investor News
Analyst Contacts:
Greg Beuris (727) 820-5734
Lauran Willoughby (727) 820-5737
[LOGO OMITTED]
Update on regulatory matters at Florida Power Corporation
St. Petersburg, Florida, November 18, 1998 - Florida Progress Corporation
(NYSE:FPC), parent of St. Petersburg-based Florida Power Corporation has
received numerous inquiries from financial analysts concerning the possibility
that the Florida Public Service Commission's staff would initiate a review of
Florida Power's capital structure similar to the review currently underway with
Florida Power & Light Co. (FPL), another investor-owned utility in Florida.
In response to those inquiries, Florida Progress has stated that the
Commission's staff has not expressed any intention to review Florida Power's
capital structure.
Inquiries from the financial community were triggered largely from an October
22, 1998, memorandum from the Commission's staff in which it was recommended
that the Commission hold a limited proceeding hearing to determine the
appropriate equity ratio and return on equity for FPL. The Commission
subsequently delayed its decision until December 1 and encouraged interested
parties to work out a settlement.
As noted in the staff's October 22 memorandum, Florida Power's common equity
ratio, before adjusting for the effect of purchased power contracts, was 47.2
percent as of March 31, 1998. This compared with 64.1 percent for FPL. After
adjusting for the effect of purchased power contracts, Florida Power's equity
ratio is 42.1 percent, compared with FPL's ratio of 54.1 percent.
For these reasons, Florida Progress believes the Commission's staff does not
share the same concern regarding these issues as they apply to Florida Power
Corporation and that the staff's inquiry is limited to FPL.
Florida Progress (NYSE:FPC) is a Fortune 500 diversified utility holding company
with assets of $6.0 billion. Its principal subsidiary is Florida Power, the
state's second largest electric utility serving about 1.3 million customers.
Diversified operations include coal mining, marine operations and rail services.
###
Florida Progress Corporation
Investor News
Analyst Contacts:
Greg Beuris (727) 820-5734
Lauran Willoughby (727) 820-5737
[LOGO OMITTED]
Florida Progress forms fiber-optic telecommunications business
St. Petersburg, Florida, November 19, 1998 - Florida Progress Corporation
(NYSE:FPC), parent of St. Petersburg-based Florida Power Corporation, has formed
a new subsidiary to take advantage of market opportunities in Florida's
fast-growing fiber-telecommunications business. Florida's strong economy,
combined with the rapid growth of the Internet, is driving a high demand for
telecommunications capacity in Florida.
The new subsidiary, Progress Telecommunications Corporation, will sell wholesale
fiber-optic-based capacity service in Florida to long-distance carriers,
Internet service providers, and other telecommunications companies. Progress
Telecom also will lease attachment space on communications towers to wireless
telecommunications companies and governmental agencies.
This type of business is called a "carrier's carrier" in the industry, because
its service is not sold directly to consumers. Progress Telecom also plans to
sell fiber-optic-based capacity to large industrial, commercial and governmental
entities.
Florida Progress subsidiaries own and operate one of the largest
telecommunications networks in the state. The current network includes major
Florida markets such as Tallahassee, Orlando, and the Tampa Bay area, as well as
many other fast-growing cities. Progress Telecom's network will eventually
spread across 1,500 miles in Florida and contain approximately 100,000 miles of
fiber strands.
Nationally, Internet capacity demand is growing at a rate of 1,000 percent each
year. Like the national market for Internet services and high-bandwidth data
services, Florida's telecommunications market is experiencing similar growth.
Progress Telecom's broad presence in many key Florida markets (see attached map)
combined with its latest technology positions the company well to compete in one
of the fastest growing regional markets in the U.S. The company plans to
initially invest approximately $50 million to expand this business over the next
three years.
Ron Mudry has been named vice president and general manager of Progress Telecom.
He has an extensive background in telecommunications, working the past 15 years
for GTE Corporation. There, he held various management positions before being
named assistant vice president of Corporate Development in 1997. Mudry will
report to Florida Progress Group Vice President Joe Richardson, who is also
president & CEO of Florida Power.
-- more --
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Initially, Progress Telecom will be staffed with 50 to 70 employees. The
company's principal offices will be located in the St. Petersburg area.
Florida Progress (NYSE: FPC) is a Fortune 500 diversified utility holding
company with assets of $6 billion. Its principle subsidiary is Florida Power,
one of the nation's leading electric utilities committed to serving its 1.3
million customers in Florida with competitively priced energy, excellent
reliability and outstanding customer service.Diversified operations include coal
mining, marine operations and rail services.
###
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Progress Telecommunications Corporation
FACT SHEET
Company: Progress Telecommunications Corporation (Progress Telecom) is
a "Competitive Access Provider" and "Carrier's Carrier"
providing wholesale telecommunications capacity in the state
of Florida.
Progress Telecom is a wholly-owned subsidiary of Progress
Capital Holdings, Inc., Florida Progress Corporation's holding
company for its diversified operations.
Employees: Initially 50 - 70 employees in St. Petersburg, FL.
Background: In the mid-1980s, Florida Power Corporation, an electric
utility serving over 1.3 million customers in central and
north Florida, began deploying fiber-optic based networks to
support the new digital technologies evolving at the utility.
Progress Telecom intends to build upon the utility's existing
telecom infrastructure to offer various telecommunications
services.
Customers: Telecommunications companies, large industrial, commercial and
governmental entities.
Florida Market: Progress Telecom's current footprint covers major
Florida markets such as Tallahassee, Orlando, and the Tampa
Bay area. Other cities include Gainesville, Ocala, Apopka,
Winter Park, Oviedo, Altamonte, Longwood, Crystal River,
Hernando, Deland, Lakeland, Auburndale, Lake Wales, Tarpon
Springs, and New Port Richey. PTC will expand to cover
additional markets throughout the state of Florida.
Product Lines: 1) Broadband or high-capacity circuits (lit fiber service)
2) Dark fiber service
3) Structure attachments
4) Ancillary services
1) Lit fiber service is high-capacity, high-speed circuit
"bundles" or "packages". This service is used to
transmit broadband digital messages including data,
video and voice information.
Typical customers would be carriers, as well as medium
and large commercial, industrial, and governmental
entities.
2) Dark fiber service is the provision and maintenance of
fiber-optic transmission capacity between customer
premises where the electronics and other equipment
necessary to "light" the fiber are provided by the
customer.
Mostly large capacity customers, such as carriers
purchase this product.
3) Structure attachments refer to wireless technologies
including, cellular, paging, PCS, radio, and mobile
data. PTC will offer attachment space for wireless
transmission devices.
Customers include wireless carrier providers and some
commercial, industrial, and governmental entities.
4) Ancillary services include network and capacity
planning, engineering, design, construction,
operation, and maintenance will also be offered to
many customers.
