GPU INC /PA/
8-K, 1999-04-16
ELECTRIC SERVICES
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                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 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):                   April 14, 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


<PAGE>





ITEM 5. OTHER EVENTS.
        ------------

        On April 14, 1999, GPU, Inc.'s  subsidiary  Jersey Central Power & Light
Company  (doing  business as "GPU Energy")  entered into a settlement  agreement
with  several  parties  to its  stranded  cost and rate  unbundling  proceedings
pending before the New Jersey Board of Public Utilities ("NJBPU").

        The settlement agreement, which is subject to NBJPU approval,  provides,
among other things, for a 5% rate reduction commencing August 1, 1999, a 5% rate
refund  beginning  August 1, 2002,  and for average  customer  shopping  credits
beginning  at 4.9 cents  per  kilowatt  hour and  increasing  to 5.16  cents per
kilowatt  hour in 2003. It also allows for the  application  of the net proceeds
from  GPU  Energy's  generation  asset  sales  to  reduce  stranded  costs,  the
securitization  of approximately  $525 million of stranded costs associated with
the Oyster Creek nuclear generating  station,  and adequate assurance (through a
deferral  and  true-up  mechanism)  of  full  recovery  of  above  market  costs
associated with GPU Energy's  obligations  under  non-utility  generation  power
purchase agreements.

        If approved by the NJBPU,  the settlement  agreement  would result in an
approximately  $195 million reduction in 1999 pre-tax  earnings,  or about $0.90
per share (after tax).

        A copy of GPU Energy's related news release is annexed as an exhibit.



<PAGE>


ITEM 7.  FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
         -------------------------------------------------------------------
         (c)    Exhibit

               1. GPU Energy news release, dated April 14, 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



                                    By:  /s/ T. G. Howson  
                                      --------------------------------      
                                        T. G. Howson, Vice President
                                        and Treasurer


Date:   April 16, 1999







                          EXHIBIT TO BE FILED BY EDGAR
                          ----------------------------



(c) 1 GPU Energy news release, dated April 14, 1999.








                                                                Exhibit (c) 1


GPU Energy News Release
April 14, 1999


                   GPU Energy Reaches Restructuring Settlement


        MORRISTOWN,  N.J. -- April 14,  1999 -- GPU Energy and  several  parties
have reached a negotiated  settlement  on the  Company's  stranded cost and rate
unbundling plans for restructuring in New Jersey.

        The settlement agreement for Jersey Central Power & Light Company (doing
business as GPU Energy), which was filed today and is subject to approval by the
New Jersey Board of Public Utilities (NJBPU),  includes a rate reduction for all
customers  of five  percent  effective  August  1, 1999 and an  additional  five
percent rate refund  effective  August 1, 2002.  Under the  recently  passed New
Jersey Electric  Discount and Energy  Competition Act, GPU Energy is required to
sustain these rate reductions through July 31, 2003. The rate refund will result
in an approximately $115 million reduction in 1999 pre-tax earnings or $0.53 per
share (after tax) of GPU, Inc. common stock.

        The  agreement  also  provides a greater  opportunity  for  savings  for
customers who choose to shop by  establishing  average  shopping  credits of 4.9
cents per kilowatt hour effective August 1, 1999, 5.03 cents in 2000, 5.07 cents
in 2001,  5.12 cents in 2002 and 5.16 cents in 2003. The new  legislation  gives
all electric  customers  the  opportunity  to shop for their  electric  supplier
beginning August 1, 1999.

        In addition,  the  settlement  also allows for the net proceeds from the
sale of GPU  Energy's  merchant  generating  stations  to be  applied  to reduce
stranded costs, which will eliminate essentially all generation-related stranded
costs  (other than for the Oyster  Creek  Station),  and the  securitization  of
approximately  $525 million of stranded costs  associated  with the Oyster Creek
Nuclear Generating Station. GPU Energy would write down its investment in Oyster
Creek by about $80 million,  or $0.37 per share (after tax) to reflect potential
tax savings.

        It also  provides  adequate  assurance  (through a deferral  and true-up
mechanism) of full  recovery of the  above-market  costs of government  mandated
contracts to buy electricity from non-utility generators, and protection against
unanticipated  market fluctuations in energy costs required to meet GPU Energy's
basic generation service obligations. Under the legislation,  electric utilities
must continue to provide basic electric supply to customers who do not choose an
alternative supplier.

        "We are pleased  that we have been able to reach what all the parties to
the settlement  agree is a fair and balanced  settlement  that complies with the
New  Jersey  Electric  Discount  and  Energy  Competition  Act," said GPU Energy
President Dennis Baldassari.  "We have long maintained that for restructuring to
be successful  and for  competition  to be  introduced  in the electric  utility
industry,  the  process to achieve it would have to be fair to all  parties.  We
believe the proposed settlement accomplishes that goal.


<PAGE>


        "Our  paramount  concern has been to reach a  settlement  that  provides
adequate  revenues  to  maintain  the  reliability  of the  system of wires that
deliver electricity to customers. The transmission and distribution rates agreed
upon in this settlement make that a reality."

        Baldassari  also said he was  encouraged  that the agreement  recognized
GPU's  efforts  to sell its  merchant  generating  facilities  and to apply  the
proceeds of the sale toward reducing stranded costs.

        Under  the  agreement,  in 2002,  the  average  GPU  Energy  residential
customer using  500-kilowatt hours per month will be paying less for electricity
than in 1984.

        Parties  agreeing  to the  settlement  with GPU  Energy  include:  Enron
Capital and Trade Resources,  PP&L EnergyPlus,  the Independent Energy Producers
of New Jersey,  the New Jersey  Food  Council  and New Jersey  Retail  Merchants
Association who have jointly  intervened as the New Jersey  Commercial Users and
New Jersey Transit. Under the NJBPU's procedure,  the Staff of the NJBPU was not
a participant in the settlement discussions.

        GPU,  Inc.,  headquartered  in  Morristown,  New Jersey is a  registered
utility holding company.  GPU's three domestic electric utility  subsidiaries --
Jersey  Central  Power  and  Light  Company,  Metropolitan  Edison  Company  and
Pennsylvania Electric Company -- do business under the trade name of GPU Energy,
and serve  approximately  two million  customers in a service area  encompassing
about  half  the  land  areas  in  New  Jersey  and  Pennsylvania.  GPU's  other
subsidiaries include: GPU Advanced Resources, Inc.; GPU International, Inc.; GPU
Generation, Inc.; GPU Nuclear, Inc.; GPU Service, Inc.; and GPU Telcom Services,
Inc.



                                      -XX-

- ------------------------------------------------------------------------------

Contact:

     GPU Energy
     Ron T. Morano, 973-644-4297





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