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 20, 1999
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
1-3141 Jersey Central Power & Light Company 21-0485010
(a New Jersey corporation)
2800 Pottsville Pike
Reading, Pennsylvania 19640-0001
Telephone (610) 929-3601
1-446 Metropolitan Edison Company 23-0870160
(a Pennsylvania corporation)
2800 Pottsville Pike
Reading, Pennsylvania 19640-0001
Telephone (610) 929-3601
1-3522 Pennsylvania Electric Company 25-0718085
(a Pennsylvania corporation)
2800 Pottsville Pike
Reading, Pennsylvania 19640-0001
Telephone (610) 929-3601
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
As previously reported, on October 15, 1998, GPU, Inc.'s ("GPU")
domestic electric utility subsidiaries -- Jersey Central Power & Light Company,
Metropolitan Edison Company and Pennsylvania Electric Company (collectively, the
"GPU Energy companies") agreed to sell the Three Mile Island Unit No. 1 nuclear
generating station ("TMI-1") to AmerGen Energy Company LLC ("AmerGen") for
approximately $100 million. Following receipt of all federal and state
regulatory approvals, this sale was completed on December 20, 1999.
A copy of GPU's related news release is annexed as an exhibit.
<PAGE>
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(b) Pro Forma Financial Information
The pro forma financial information required by Item 2 of Form
8-K has been previously furnished in Exhibit 99 to GPU's Annual Report
on Form 10-K for the year ended December 31, 1998 and is incorporated
herein by reference.
(c) Exhibit
1. GPU News Release, dated December 21, 1999.
<PAGE>
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.
JERSEY CENTRAL POWER & LIGHT COMPANY
METROPOLITAN EDISON COMPANY
PENNSYLVANIA ELECTRIC COMPANY
By: /s/ T. G. Howson
T. G. Howson, Vice President
and Treasurer
Date: December 27, 1999
EXHIBIT TO BE FILED BY EDGAR
(c) 1 GPU News Release, dated December 21, 1999.
Exhibit (c) 1
GPU News Release
December 21, 1999
GPU and AmerGen Close Sale Of Three Mile Island Unit 1
MORRISTOWN, N.J. -- December 21, 1999 -- GPU, Inc. announced today that it has
completed the sale of its Three Mile Island (TMI) Unit 1 nuclear generating
facility near Harrisburg, Pa., to AmerGen Energy Company for $100 million.
AmerGen is a joint venture of PECO Energy Company, of Philadelphia, Pa., and
British Energy Company, of Edinburgh, Scotland, founded in 1997 to purchase and
operate nuclear generation plants in the United States.
"This transaction is one of the final steps in our planned exiting of the
domestic merchant generation business, which will enable us to focus on our
strategy of transmitting and distributing electricity and providing utility
services," said Fred D. Hafer, chairman, president and chief executive officer
of GPU.
"The purchase of TMI Unit 1 marks another major acquisition in AmerGen's
business plan to become the nation's leading power generator," said Jerry
Rainey, PECO Nuclear president and chief nuclear officer, and chief executive
officer of AmerGen. "TMI-1 has an excellent operating and safety record and a
fine, experienced staff. It has the potential to remain as one of the nation's
top nuclear plants for many years to come. We are pleased to add it to our
growing portfolio of nuclear assets."
Dr. Robin Jeffrey, AmerGen president and British Energy's executive director,
North America, said, "More than two years ago, PECO Energy and British Energy
came together to form AmerGen and announced our strategy to invest in existing
US nuclear power stations.
"Last week, we completed our first acquisition, the Clinton Power Station in
Illinois. Today we announce our second, Three Mile Island Unit 1. These two
plants total 1,770 MW with a staff of 1,900. AmerGen has become a true part of
the US power generation scene. I am confident that these two plants will play an
important part in the ongoing success of AmerGen."
In addition to acquiring Clinton and TMI Unit 1, AmerGen has agreements to
purchase three other nuclear stations in 2000, including GPU's Oyster Creek
nuclear generating plant.
Under the purchase agreement and subject to certain adjustments, AmerGen paid
$23 million for TMI-1's reactor and will pay $77 million over five years for the
plant's nuclear fuel. The ownership of TMI Unit 2 will remain with GPU. AmerGen
will assume full responsibility for the decommissioning of TMI Unit 1, which has
been prefunded by GPU for an amount of $320 million. GPU has agreed to purchase
the energy and capacity from TMI Unit 1 from January 1, 2000 through December
31, 2002 at fixed prices.
GPU, Inc. (NYSE: GPU), headquartered in Morristown, N.J., is a registered public
utility holding company providing utility and utility related services to
customers throughout the world. GPU serves 4.6 million customers directly
through its electric distribution subsidiaries -- GPU Energy in the United
States, Midlands Electricity plc. in the United Kingdom and GPU Emdersa in
Argentina. It serves another 1.4 million customers indirectly through its
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electric and gas transmission subsidiaries, GPU GasNet and GPU PowerNet in
Australia. GPU's revenues were $4.3 billion and its total assets were $16.3
billion in 1998. Other GPU subsidiaries include GPU Advanced Resources, Inc.,
GPU International, Inc., GPU Nuclear, Inc., GPU Service, Inc. and GPU Telcom
Services, Inc. (http://www.gpu.com)
PECO Energy is an electric and gas utility serving 1.5 million electric
customers in the five-county Philadelphia area and more than 400,000 natural gas
customers in four suburban counties. It is one of the nation's largest nuclear
utilities, producing more than 33 billion kilowatt-hours of electricity in 1998
at its Limerick and Peach Bottom generating stations. PECO Energy has set new
nuclear performance standards in safety, availability and capacity factors,
efficient refueling outages, and low operating and maintenance costs.
British Energy provides more than 20 percent of Britain's electricity and is the
U.K.'s largest generator. It owns and operates 15 nuclear power reactors in the
United Kingdom, with 9,600 megawatts of generation, including seven advanced
gas-cooled nuclear stations and one pressurized water reactor station. In July
1996, British Energy was successfully privatized through a public offering of
stock. The company has distinguished itself in nuclear operations through its
outstanding safety record and by reducing costs and increasing output and profit
following privatization.
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Contacts:
GPU, Inc.
Ned Raynolds, 973-455-8294
Ralph DeSantis, 717-948-8827
or
PECO
Bill Jones, 215-841-4129
or
British Energy
Doug McRoberts, 011-131-44-527-2020
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