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 24, 1998
Commission Registrant, State of Incorporation, I.R.S. Employer
File Number Address and Telephone Number Identification No.
- ----------- ---------------------------------- ------------------
1-6047 GPU, Inc. 13-5516989
(a Pennsylvania corporation)
300 Madison Avenue
Morristown, New Jersey 07962-1911
Telephone (973) 455-8200
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ITEM 5. OTHER EVENTS.
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On December 24, 1998, GPU announced that it had entered into agreements to
purchase Emdersa, an Argentine holding company that owns three electric
distribution companies, for US$435 million. The three companies serve
approximately 335,000 customers throughout a service territory of approximately
322,000 square kilometers in northwest Argentina. Assuming timely receipt of
Argentinean provincial regulatory approvals, GPU expects to complete its
purchase of Emdersa in the first quarter of 1999.
A copy of GPU's related news release is annexed as an exhibit.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
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(c) Exhibits
1. GPU News Release, dated December 24, 1998.
<PAGE>
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: /s/ T. G. Howson
-----------------------------
T. G. Howson, Vice President
and Treasurer
Date: January 4, 1999
EXHIBIT TO BE FILED BY EDGAR
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(c) 1. GPU News Release, dated December 24, 1998.
Exhibit (c) 1
GPU News Release
December 24, 1998
GPU, INC. ACQUIRES ARGENTINE HOLDING COMPANY
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Transaction Heralded as part of GPU's
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Infrastructure Growth Strategy
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Morristown, NJ -- GPU, Inc. officials announced the purchase of Emdersa, an
Argentine holding company that owns three electric distribution
companies--Edesa, Edelar and Edesal--for $435 million. The three companies serve
approximately 335,000 customers throughout a service territory of approximately
322,000 square kilometers in northwest Argentina. Emdersa's principal operation
is electric distribution, and assuming timely regulatory approvals, GPU expects
to close the transaction in late January or early February.
"Expanding our infrastructure business in a growth area of Argentina is a
logical move for us," said Fred D. Hafer, chairman, president and chief
executive officer of GPU, Inc. "In 1997 we set on a course to become the
pre-eminent owner and manager of infrastructure assets. Today's announcement is
in line with our strategy."
Edesa, the largest of the three operating companies, is located in the province
of Salta. Edelar is located in La Rioja, and Edesal is in the province of San
Luis. The provinces have a population of approximately 1.5 million people
representing four percent of Argentina's gross domestic product. Chase
Securities, Inc., is GPU's financial advisor for this transaction.
"Collectively these three distribution companies are experiencing an electric
demand growth rate of six percent, and all clearly fit our acquisition
criteria," said Bruce L. Levy, chief financial officer of GPU, Inc. "The
companies are very well managed and operate in a regulatory environment that is
similar to that of our other holdings."
GPU's most recent acquisition occurred in late 1997. The company purchased
PowerNet which owns the electrical transmission system in the Australian State
of Victoria. It serves 4.5 million people with more than 4,000 miles of
transmission lines.
GPU, Inc., headquartered in Morristown, NJ, is a registered utility holding
company. GPU International develops, owns and operates transmission and
distribution facilities overseas and generating plants both here and abroad.
GPU's three domestic operating utility subsidiaries--Jersey Central Power and
Light Company, Metropolitan Edison Company and Pennsylvania Electric
Company--are doing business under the trade name of GPU Energy, and serve
approximately two million customers in a service area encompassing about half
the land areas of New Jersey and Pennsylvania. GPU's other subsidiaries include:
GPU Generation, Inc., GPU Advanced Resources, Inc., GPU Nuclear, Inc., and GPU
Service, Inc.
