SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 of the
Securities Exchange Act of 1934
Date of Earliest Event Reported: March 14, 2000
NEW ENGLAND ELECTRIC SYSTEM
(exact name of registrant as specified in charter)
Massachusetts 1-3446 04-1663060
(state or other (Commission (I.R.S. Employer
jurisdiction of File No.) Identification No.)
incorporation)
25 Research Drive, Westborough, Massachusetts 01582
(Address of principal executive offices)
(508) 389-2000
(Registrant's telephone number, including area code)
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Item 5. Other Events
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On March 15, 2000, the Securities and Exchange Commission
(SEC) approved the merger between New England Electric System
(NEES) and The National Grid Group plc (National Grid). The
merger is expected to close in approximately one week. The final
sale price for the merger, and the final price of NEES shares are
expected to be approximately $3.2 billion and $54.21,
respectively. When the merger closes, NEES will become a wholly
owned subsidiary of National Grid.
As previously reported, NEES entered into a merger
agreement with Eastern Utilities Associates (EUA) in February
1999. On March 14, 2000, two regulatory approvals for the
proposed merger were granted. The Rhode Island Public Utilities
Commission voted to approve the proposed rate consolidation
settlement filed by The Narragansett Electric Company, a
subsidiary of NEES; and Blackstone Valley Electric Company and
Newport Electric Corporation, subsidiaries of EUA.
The Massachusetts Department of Telecommunications and
Energy approved the rate plan agreements proposed by, and the
merger of Massachusetts Electric Company, a subsidiary of NEES
and Eastern Edison Company, a subsidiary of EUA. The only
remaining regulatory approval required is from the SEC under the
Public Utility Holding Company Act of 1935.
Item 7. Financial Statements and Exhibits
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(c) Exhibits
1. Press Release of New England Electric System
issued March 14, 2000 (RI order).
2. Press Release of New England Electric System
issued March 15, 2000 (MA order).
3. Press Release of New England Electric System
issued March 15, 2000 (SEC order).
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this Current Report on Form
8-K to be signed on its behalf by the undersigned thereunto duly
authorized.
NEW ENGLAND ELECTRIC SYSTEM
s/ John G. Cochrane
By
John G. Cochrane,
Vice President and Treasurer
Authorized Officer, and
Chief Accounting Officer
Date: March 17, 2000
The name "New England Electric System" means the trustee or
trustees for the time being (as trustee or trustees but not
personally) under an agreement and declaration of trust dated
January 2, 1926, as amended, which is hereby referred to, and a
copy of which as amended has been filed with the Secretary of The
Commonwealth of Massachusetts. Any agreement, obligation or
liability made, entered into or incurred by or on behalf of New
England Electric System binds only its trust estate, and no
shareholder, director, trustee, officer or agent thereof assumes
or shall be held to any liability therefor.
PRESS RELEASE
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EXHIBIT INDEX
Exhibit No. Description Page
- ----------- ----------- ----
1 Press Release of New Filed
England Electric System herewith
issued March 14, 2000
(RI order)
2 Press Release of New Filed
England Electric System herewith
issued March 15, 2000
(MA order)
3 Press Release of New Filed
England Electric System herewith
issued March 15, 2000
(SEC order)
PRESS RELEASE
<PAGE>
FOR IMMEDIATE RELEASE
CONTACT:
Jackie Barry Karen Berardino
(508) 389-3298 (978) 725-1240
RHODE ISLAND PUBLIC UTILITIES COMMISSION VOTES TO APPROVE
NEES/EUA MERGER RATE SETTLEMENT
PROVIDENCE, RI, March 14, 2000 - The Rhode Island Public
Utilities Commission voted today to approve the proposed rate
consolidation settlement filed by The Narragansett Electric
Company, a subsidiary of New England Electric System (NEES)
(NYSE:NES); and Blackstone Valley Electric Company and Newport
Electric Corporation, subsidiaries of Eastern Utilities
Associates (EUA) (NYSE:EUA), according to NEES President and
Chief Executive Officer Rick Sergel.
The Rhode Island Attorney General, the Division of Public
Utilities and Carriers, and The Energy Council of Rhode Island
are also signatories to the settlement.
"We are pleased that the Commissioners have approved the
rate settlement," Sergel said. "We now look forward to obtaining
the remaining approvals required from Massachusetts regulators
and the U.S. Securities and Exchange Commission to complete the
NEES/EUA merger so we can begin delivering its benefits to our
customers."
The Rhode Island Division of Public Utilities and Carriers
approved the merger of the Rhode Island operating subsidiaries of
NEES and EUA on February 25.
The settlement includes: provisions to lower distribution
rates and freeze them for five years, a performance-based plan
that allows customers and the company to share in the savings
created by the merger, expansion of low-income rate eligibility
to include any customer who qualifies for the federal
government's Low Income Home Energy Assistance Program, and
standards to ensure that strong service quality and reliability
are maintained.
<PAGE>
The settlement will be implemented after the merger closes,
and when the company's metering and billing systems are ready.
In December, 1998, NEES announced that it will merge with
The National Grid Group plc (National Grid) (LSE, NYSE: NGG),
based in Coventry, England. Upon completion of that merger, NEES
will become a wholly owned subsidiary of National Grid. The
NEES/EUA merger is not contingent upon the NEES/National Grid
merger closing.
Both NEES, headquartered in Westborough, Mass., and EUA,
based in West Bridgewater, Mass., are public-utility holding
companies.
<PAGE>
FOR IMMEDIATE RELEASE
CONTACT: Karen Berardino Jackie Barry
(508) 389-3298 (978) 725 - 1240
MASSACHUSETTS DEPARTMENT OF TELECOMMUNICATIONS AND ENERGY
APPROVES NEES/EUA RATE SETTLEMENT
WESTBOROUGH, Mass., March 15, 2000 - The Massachusetts
Department of Telecommunications and Energy (DTE) has approved
the rate plan agreement proposed by Massachusetts Electric
Company, a subsidiary of New England Electric System (NEES,
NYSE:NES); Eastern Edison Company, a subsidiary of Eastern
Utilities Associates (NYSE: EUA); the Massachusetts Attorney
General; the Massachusetts Division of Energy Resources (DOER);
Associated Industries of Massachusetts (AIM); and The Energy
Consortium (TEC).
The DTE order approves the merger of Eastern Edison Company
into Massachusetts Electric Company, and approves the rate
consolidation of the two companies, including a plan to reduce
rates for customers.
The action comes on the heels of a vote yesterday by the
Rhode Island Public Utilities Commission to approve the proposed
rate consolidation settlement filed by NEES subsidiary, The
Narragansett Electric Company, and EUA subsidiaries Blackstone
Valley Electric Company and Newport Electric Company.
The Massachusetts rate plan agreement, approved by the DTE,
will save an estimated $170 million associated with the merger in
the first five years of the rate plan. The agreement also will
ensure that customers of the two companies will benefit from
electric distribution rates that will remain among the region's
lowest for a decade. In addition, the agreement includes a
comprehensive service quality plan that rewards or penalizes the
company based on its annual performance in areas of reliability,
customer satisfaction, and safety.
<PAGE>
"This is an important step that brings us closer to finalizing
the NEES/EUA merger which will benefit our current and new
customers," said NEES President and Chief Executive Officer Rick
Sergel. "We look forward to receiving approval from the U.S.
Securities and Exchange Commission (SEC) to complete the merger."
Both the Massachusetts and Rhode Island settlements will be
implemented following SEC approval and when the operating
company's metering and billing systems are ready.
Following the merger, NEES will serve a total of 1.7 million
customers in 228 cities and towns in Massachusetts, Rhode Island,
and New Hampshire.
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CONTACTS:
NEES NATIONAL GRID
Media: Media:
Jackie Barry Susan Stevens
(508) 389-3298 011-44-171-620-8366
(508) 389-4966 (pager)
Investors: Investors:
---------- ----------
Bob Seega Jill Sherratt
(508) 389-2178 011-44-171-620-9191
011-44-468-490-807 (cell phone)
SEC APPROVES NEES/NATIONAL GRID MERGER
NEES to be Renamed National Grid USA Following Close of
Merger WESTBOROUGH, Mass., March 15, 2000 The U. S. Securities
and Exchange Commission (SEC) has approved the merger between New
England Electric System (NEES) and The National Grid Group plc
(National Grid), NEES President and Chief Executive Officer Rick
Sergel announced today. According to Sergel, the merger is
expected to close in approximately one week. Following closing,
NEES will be renamed National Grid USA.
The final sale price for the merger, and the final price of
NEES shares are expected to be approximately $3.2 billion and
$54.21, respectively. The exact sale and share prices will be
announced on closing day.
When the merger closes, National Grid will acquire all
outstanding shares of NEES, and NEES will become a wholly owned
subsidiary of National Grid. NEES will serve as the base of U.S.
operations for National Grid, and will provide a platform for
U.S. growth in the company's electricity transmission and
distribution business.
"This merger is all about opportunity for our customers,
our employees, and the region as a whole," said Sergel. "Our
customers will continue to enjoy high levels of service and
prices that are among the region's lowest; our employees will
join a global company whose size and considerable resources will
help us stay competitive in this changing industry; and the
region will benefit from National Grid's decade of experience in
the U.K.'s competitive electricity market."
<PAGE>
"Once we decided to explore strategic opportunities in the
U.S., we mounted an extensive search for the ideal company to
join National Grid and form a solid platform for growth within
North America," said National Grid Group Chief Executive David
Jones. "We chose NEES because of its reputation as an industry
leader, and because it shares our strong commitment to delivering
world class levels of service."
Following the completion of the merger, NEES will be renamed
National Grid USA. NEES's local electric companies
Massachusetts Electric Company, Narragansett Electric Company
(RI), Granite State Electric Company (NH), and Nantucket Electric
Company will keep their existing names, and continue to serve
their more than 1.3 million customers in Massachusetts, Rhode
Island and New Hampshire. National Grid USA's company
headquarters will remain in Westborough, Massachusetts.
Sergel commented, "Our decision to change the holding
company name to National Grid USA reflects our new status as part
of a global industry leader, as well as our plans for future
growth, which we expect to extend beyond New England." He added,
"By the same token, our decision to retain the existing, familiar
names of our local electric companies reflects our unwavering
commitment to our customers, who always have been, and always
will be, a top priority for us."
Sergel will continue as president and chief executive
officer of the U.S. company, and will join the National Grid
Group board as a director, overseeing North American operations.
NEES director Paul Joskow, professor of economics and management
at the Massachusetts Institute of Technology, also will join
National Grid's board.
The merger between NEES and National Grid was announced on
December 14, 1998. It has been approved by or received support
from all of the necessary state and federal regulatory agencies.
The SEC approval was required because of federal law applying to
ownership of public utility holding companies. Shareholders of
both companies approved the merger by overwhelming majorities.
In February 1999, NEES announced its intention to acquire
Eastern Utilities Associates, a neighboring electric utility
based in West Bridgewater, Massachusetts, for $634 million. NEES
and National Grid expect to complete that merger soon.
<PAGE>
NEES (NYSE:NES) is a public utility holding company based in
Westborough, Massachusetts. Its subsidiaries are engaged in the
transmission and distribution of electricity, the marketing of
energy commodities and services, and the construction and leasing
of telecommunications infrastructure.
The National Grid Group plc (LSE, NYSE:NGG) -- one of the
U.K.'s largest 100 companies -- builds, owns and operates
electricity and telecommunications networks around the world,
focusing on liberalising markets. The world's largest
independent electricity transmission company, National Grid
operates networks in England, Wales, Argentina and Zambia. The
company operates or is developing transmission interconnectors in
England, Scotland, France, Africa, Australia and the Isle of Man.
The company has a growing portfolio of telecommunications
businesses that includes a minority stake in UK company Energis,
which National Grid created; a joint venture in Brazil; and a
joint venture being developed in Poland.
National Grid's headquarters are in Coventry, England.
