SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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): December 5, 1997
GPU, Inc.
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(Exact name of registrant as specified in charter)
Pennsylvania 1-6047 13-5516589
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(State or other (Commission (IRS employer
jurisdiction of file number) identification no.)
incorporation)
100 Interpace Parkway, Parsippany, New Jersey 07054-1149
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(Address of principal executive offices) Zip Code)
Registrant's telephone number, including area code: (973) 263-6500
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ITEM 5. OTHER EVENTS.
As previously reported, on November 6, 1997, GPU
acquired the business and assets of PowerNet Victoria
("PowerNet") from the State of Victoria, Australia for
approximately US$ 1.88 billion. PowerNet owns and maintains the
high voltage transmission system serving all of Victoria.
In order to comply with Victoria's cross-ownership
restrictions, GPU is required to dispose of its 50% interest in
Solaris Power, an electric distribution system serving customers
in and around Melbourne, which GPU acquired in 1995 together with
The Australian Gas Light Company ("AGL").
On December 5, 1997, GPU and AGL entered into a
tentative agreement providing for AGL to purchase GPU's entire
interest in Solaris for a purchase price of US$ 141 million. In
addition, AGL would also transfer to GPU 1,127,499 common shares
(approximately 10.36% of the total shares outstanding) of Allgas
Energy Limited ("Allgas") an Australian natural gas distribution
company. The Allgas shares had a market value of approximately
US$ 9.9 million based on the December 4, 1997 reported closing
price on the Australian Stock Exchange.
GPU and AGL intend to enter into a definitive
agreement, and to complete the transaction in January 1998.
A copy of GPU's related news release is attached as an
exhibit.
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ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION
AND EXHIBITS.
Exhibit
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GPU News Release dated December 5, 1997.
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SIGNATURE
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PURSUANT TO THE REQUIREMENTS OF THE SECURITIES EXCHANGE
ACT OF 1934, THE REGISTRANT HAS DULY CAUSED THIS REPORT TO BE
SIGNED ON ITS BEHALF BY THE UNDERSIGNED THEREUNTO DULY
AUTHORIZED.
GPU, INC.
By:______________________________
T. G. Howson
Vice President and Treasurer
Date: December 12, 1997
EXHIBIT TO BE FILED BY EDGAR
Exhibit
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GPU News Release dated December 5, 1997.
EXHIBIT 1
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NEWS RELEASE
GPU, Inc.
100 Interpace Parkway
Parsippany, NJ 07054
Tel.: 973-263-6500
GPU REACHES TENTATIVE AGREEMENT FOR SOLARIS POWER SALE
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Parsippany, N.J., Dec. 4, 1997: GPU, Inc., (NYSE:GPU) announced
today that its subsidiary, GPU Electric, has reached tentative
agreement to sell its 50% interest in Solaris Power (Solaris), GPU's
electricity distributor in Melbourne, Australia, to The Australian Gas
Light Company (AGL), which owns the remaining 50%. The sale, which is
subject to execution of definitive agreements and various conditions
precedent, is expected to be completed in the first quarter of 1998.
Under the terms of the tentative agreement, GPU would receive
payment of A$208 million (US$141 million) in cash and stock worth
A$14.6 million (US$9.9 million) in Allgas Energy Limited, the natural
gas distributor in Queensland, Australia. The Allgas stock represents
a 10.36% stake in that company.
In November 1997 GPU acquired PowerNet, the electric transmission
company serving the State of Victoria, Australia, for A$2.55 billion
(US$1.88 billion). As a result of Victoria's cross-ownership
restrictions, GPU is required to sell its stake in Solaris.
Fred D. Hafer, GPU Chairman, President and CEO, commenting on the
agreement said, "The increase in Solaris' value between the time of
acquisition and now reflects the improvements in operations that have
been created by GPU, AGL and Solaris' management since privatization.
The stake in Allgas, while small, may offer GPU a platform for growth
in the expanding Australian natural gas market."
GPU is a registered electric utility holding company. Its three
domestic electric utility subsidiaries -- Jersey Central Power &
Light, Metropolitan Edison and Pennsylvania Electric -- doing business
as GPU Energy, serve nearly two million customers in Pennsylvania, New
York and New Jersey. GPU also owns three subsidiaries known as the GPU
International Group. The GPU International Group, which recently
acquired the high voltage electric transmission system in Victoria,
Australia, has a 50% ownership interest in an electric distribution
and supply business in the United Kingdom serving approximately 2.2
million customers; it also has ownership interests in generation
facilities located in the United States and foreign countries.
