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): August 3, 1998
Commission Registrant, State of Incorporation, I.R.S. Employer
File Number Address and Telephone Number Identification No.
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1-6047 GPU, Inc. 13-5516989
(a Pennsylvania corporation)
300 Madison Avenue
Morristown, New Jersey 07962-1911
Telephone (973) 455-8200
1-3522 Pennsylvania Electric Company 25-0718085
(a Pennsylvania corporation)
2800 Pottsville Pike
Reading, Pennsylvania 19605
Telephone (610) 929-3601
<PAGE>
ITEM 5. OTHER EVENTS.
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On August 3, 1998, GPU announced that its Pennsylvania Electric Company
("Penelec") subsidiary and New York State Electric & Gas Corporation ("NYSEG")
had entered into definitive agreements to sell the Homer City Generating Station
to a subsidiary of Edison Mission Energy for a total purchase price of
approximately $1.8 billion.
Penelec and NYSEG each own a 50% interest in Homer City, a 1882 MW three
unit coal-fired generation station located in Indiana County, Pennsylvania, and
will share equally in the net sale proceeds. In February 1998, Penelec and NYSEG
had agreed to jointly sell their ownership interests in Homer city through an
auction process.
Edison Mission Energy is a wholly-owned subsidiary of Edison
International, the parent company of Southern California Edison Company.
The Homer City sale is subject, among other things, to receipt of various
federal and state regulatory approvals including from the Federal Energy
Regulatory Commission, the Securities and Exchange Commission, the Department of
Justice, the Pennsylvania Public Utility Commission and the New York Public
Service Commission. It is expected that the sale will be completed in the first
quarter of 1999.
As previously announced, GPU is in the process of divesting the remainder
of its approximately 4400 MW of fossil and hydroelectric generating facilities
and has entered into a letter of intent to sell the Three Mile Island Unit No. 1
nuclear plant to AmerGen Energy, a joint venture between Peco Energy and British
Energy. GPU expects to enter into definitive agreements to sell its other fossil
and hydroelectric plants by the end of 1998.
A copy of GPU's related news release is annexed as an exhibit.
Item 7. Financial Statements, Pro Forma Financial Information and
Exhibits.
(c) Exhibits
1. GPU news release, dated August 3, 1998.
SIGNATURE
PURSUANT TO THE REQUIREMENTS OF THE SECURITIES EXCHANGE ACT OF 1934,
THE REGISTRANTS HAVE DULY CAUSED THIS REPORT TO BE SIGNED ON THEIR BEHALF BY
THE UNDERSIGNED THEREUNTO DULY AUTHORIZED.
GPU, INC.
PENNSYLVANIA ELECTRIC COMPANY
By: /s/ T. G. Howson
----------------------------
T. G. Howson, Vice President
and Treasurer
Date: August 3, 1998
EXHIBIT TO BE FILED BY EDGAR
(c) 1. GPU News Release, dated August 3, 1998.
Exhibit (c) 1
For release: Aug. 3, 1998
Edison Mission to acquire 1,884-MW Homer City Electric
Generating Station
Morristown, N.J. -- GPU Inc. (GPU) and NGE Generation Inc. today announced
they have selected Edison Mission Energy to acquire the 1,884-megawatt Homer
City Generating Station, which is located approximately 45 miles northeast of
Pittsburgh, Pa.
GPU and NGE Generation, an affiliate of New York State Electric & Gas
Corp. (NYSEG) and wholly owned subsidiary of Energy East Corp., are co-owners of
the station, operated by GPU Generation Inc. on behalf of the owners.
Edison Mission Energy, an Edison International company With headquarters
in Irvine, Calif., will pay approximately $1.8 billion for the plant. As one of
the world's leading global power producers, Edison Mission Energy has interests
in more than 10,000 MW of generating capacity.
Homer City Station is one of the lowest cost coal-fired generation
facilities in the Middle Atlantic region of the United States. It is the only
station with direct connection to both the New York Power Pool and the
Pennsylvania/New Jersey/Maryland power market.
"We are pleased that a company of Edison Mission Energy's stature and
capabilities has purchased this strategic asset," said Fred D. Hafer, chairman,
president and chief executive officer of GPU. "We are also pleased for employees
that the station is being sold to a company that plans to grow in the emerging
competitive generation market.
"We appreciate that Edison Mission recognizes the unique characteristics
that will make Homer City an extremely valuable asset in the competitive
electric generation market."
According to Wes von Schack, Energy East's chairman, president and chief
executive officer, "The joint sale process with GPU has produced a positive
result for Energy East shareholders and NYSEG customers by mitigating stranded
costs."
Von Schack said further, "The proceeds from the sale will be used for the
repurchase of common stock and for expanding our energy distribution network
throughout the Northeast."
Edison Mission Energy will assume the current collective bargaining
agreement covering the station's employees. Edison Mission Energy also will have
the option of offering positions to the support staff of Homer City, operated by
GPU Generation, headquartered in Johnstown, Pa.
GPU and NGE Generation expect the sale, which is subject to approval by
the Pennsylvania Public Utility Commission, the New York Public Service
Commission and other regulatory agencies, to be completed in the first quarter
of 1999.
GPU announced in October 1997 that it was exiting the generation business
and is in the process of divesting its fossil-fueled and hydroelectric
generating facilities. GPU expects to announce the winning bidder or bidders for
the remainder of its assets by the end of this year.
In mid-July GPU announced an agreement in principle to sell its Three Mile
Island Unit 1 Nuclear Generating Facility near Harrisburg, Pa., to AmerGen
Energy Co., a joint venture between PECO Energy Co. and British Energy.
GPU Inc., an electric utility holding company, recorded operating revenues
of $4.1 billion in revenues in 1997. GPU Energy is the trade name for the three
operating utility subsidiaries of GPU Jersey Central Power & Light Co.,
Metropolitan Edison Co. and Pennsylvania Electric Co. which provide customer
service transmission and distribution services to nearly 2 million customers in
Pennsylvania and New Jersey.
The GPU International Group has ownership and interests in facilities in
six electricity distribution and supply businesses in England and Australia and
has generating facilities in six foreign countries.
The generation operations of GPU are conducted by GPU Generation and GPU
Nuclear. Corporate functions are performed by GPU Service.
Energy East Corp. is the parent company of NGE Generation and NYSEG, an
energy-delivery company serving 815,000 electricity customers and 240,000
natural gas customers across more than one-third of New York State.
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Contact:
GPU - Larry O'Reilly, 814-533-8846
GPU - Cindy Abram, 814-533-8450
