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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): December 11, 2000
Commission Registrant, State of Incorporation, IRS Employer
File Number Address, and Telephone Number Identification No.
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1-10568 LG&E ENERGY CORP. 61-1174555
(A Kentucky corporation)
220 West Main Street
P.O. Box 32030
Louisville, KY 40232
(502) 627-2000
2-26720 LOUISVILLE GAS AND ELECTRIC COMPANY 61-0264150
(A Kentucky corporation)
220 West Main Street
P.O. Box 32010
Louisville, KY 40232
(502) 627-2000
1-3464 KENTUCKY UTILITIES COMPANY 61-0247570
(A Kentucky and Virginia corporation)
One Quality Street
Lexington, KY 40507
(606) 255-2100
This combined Form 8-K is separately filed by LG&E Energy Corp., Louisville Gas
and Electric Company and Kentucky Utilities Company. Information contained
herein relating to any individual registrant is filed by such registrant on its
own behalf. Except for LG&E Energy Corp., each registrant makes no
representation as to information relating to the other registrants. In
particular, information contained herein related to LG&E Energy Corp. is
provided solely by LG&E Energy Corp. and shall not be deemed included in the
Form 8-K of Louisville Gas and Electric Company and Kentucky Utilities Company.
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ITEM 1. CHANGES IN CONTROL OF REGISTRANT
On December 11, 2000 LG&E Energy Corp. ("LG&E Energy") and Powergen plc
("Powergen") issued press releases announcing that they had completed the merger
involving the two companies. Under the terms of the merger, each share of LG&E
Energy common stock (with the exception of dissenting shares) was converted into
the right to receive $24.85 in cash.
The transactions were completed pursuant to the Agreement and Plan of Merger
dated as of Feburary 27, 2000, as amended, among the parties. As a result of the
merger, a Powergen subsidiary became the sole stockholder of LG&E Energy and the
common stock of LG&E Energy will no longer be eligible to be listed on the New
York Stock Exchange or the Chicago Stock Exchange. Such common stock has been
deregistered under the Securities and Exchange Act of 1934, as amended.
Louisville Gas and Electric Company ("LG&E") and Kentucky Utilities Company
("KU") retain their separate corporate existence and remain as public utility
subsidiaries of LG&E Energy. As with LG&E Energy, LG&E and KU became indirect
subsidiaries of Powergen as a result of the merger. Information regarding
changes in the boards of directors of LG&E and KU is contained in the news
release material filed with this report.
News release material of LG&E Energy and Powergen describing the above matter is
filed with this report as Exhibit 99.01 and is incorporated herein by reference.
ITEM 7(C). EXHIBITS FILED
2.01 Amendment No. 1 dated as of December 8, 2000 to Agreement and
Plan of Merger dated as of February 27, 2000 among LG&E Energy
Corp., Powergen plc, Powergen US Investments Corp. and Powergen
Acquisition Corp.
99.01 News Release dated December 11, 2000
[ Signature page follows. ]
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SIGNATURES
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 hereunto duly authorized.
LG&E ENERGY CORP.
Dated: December 11, 2000 BY: /s/ John R. McCall
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Executive Vice President,
General Counsel and
Corporate Secretary
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 hereunto duly authorized.
LOUISVILLE GAS AND ELECTRIC COMPANY
Dated: December 11, 2000 BY: /s/ John R. McCall
------------------------
Executive Vice President,
General Counsel and
Corporate Secretary
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 hereunto duly authorized.
KENTUCKY UTILITIES COMPANY
Dated: December 11, 2000 BY: /s/ John R. McCall
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Executive Vice President,
General Counsel and
Corporate Secretary
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EXHIBIT INDEX
LG&E ENERGY CORP.
LOUISVILLE GAS AND ELECTRIC COMPANY
KENTUCKY UTILITIES COMPANY
Current Report on Form 8-K
Dated December 11, 2000
EXHIBITS
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EXHIBIT NO. DESCRIPTION
<S> <C>
2.01 Amendment No. 1 dated as of December 8, 2000 to Agreement and
Plan of Merger dated as of February 27, 2000 among LG&E Energy
Corp., Powergen plc, Powergen US Investments Corp. and
Powergen Acquisition Corp.
99.01 News Release dated December 11, 2000
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