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) JUNE 28, 1999
---------------
NORTHERN STATES POWER COMPANY
- --------------------------------
(Exact name of registrant as specified in its charter)
MINNESOTA
- ---------
(State or other jurisdiction of incorporation)
1-3034 41-0448030
- ------ ----------
(Commission File Number) (IRS Employer Identification No.)
414 NICOLLET MALL, MPLS, MN 55401
- ------------------------------- -----
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code 612-330-5500
------------
(Former name or former address, if changed since last report)
ITEM 5. OTHER EVENTS
- -------- -------------
On June 28, 1999, the shareholders of Northern States Power Company (NSP)
and New Century Energies, Inc. (NCE) voted, in their respective shareholder
meetings, to approve the proposed merger between the two companies.
Additional information is contained in the news release attached as Exhibit
99.01.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
- -------- ------------------------------------
(c) EXHIBITS
Exhibit
No. Description
- ----- -----------
99.01 News Release dated June 28, 1999
<PAGE>
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.
Northern States Power Company
(a Minnesota Corporation)
By /s/
-------------------
Edward J. McIntyre
Vice President and Chief
Financial Officer
Dated: June 29, 1999
---------------
Exhibit 99.01
JOINT NEWS RELEASE
For NCE: For NSP:
Media Relations: Media Relations:
(303) 294-8900 (612) 337-2167
Investors: Investors:
Mike Pritchard Richard Kolkmann
(303) 294-2588 (612) 330-6622
www.ncenergies.com www.nspco.com
NCE & NSP SHAREHOLDERS APPROVE MERGER
TO FORM XCEL ENERGY INC.
DENVER and MINNEAPOLIS (June 28, 1999) -- Shareholders of New Century Energies
(NYSE: NCE) and Northern States Power Co. (NYSE: NSP) Monday approved the merger
of NCE and NSP to form Xcel Energy Inc.
At separate special shareholder meetings held in Denver and Minneapolis, more
than 83 percent of the voting shares of both NCE and NSP voted in favor of the
merger.
Jim Howard, president, chairman and chief executive officer of NSP, said, "Today
our shareholders voted to merge two strong, complementary companies to create
Xcel Energy, which will be well-positioned to compete in a rapidly changing
utility industry." Howard will become chairman of Xcel Energy at the completion
of the merger.
NCE Chairman Bill Helton said, "This vote of confidence from the shareholders of
both companies is an important step forward as we continue to make excellent
progress in completing our merger in a timely manner."
NCE and NSP shareholders recognize the substantial benefits of the merger for
shareholders and consumers alike, according to NCE President Wayne Brunetti, who
will become chief executive officer of Xcel Energy. "This transaction will be
accretive immediately, provide a balanced platform for growth, and provide NCE
and NSP customers with continued low-cost, reliable energy," he noted.
NCE announced that shareholder approval of the merger totaled 93 percent of
votes received, and 78 percent of overall shares. NSP reported 83 percent and
62 percent, respectively.
The merger, announced on March 25, 1999, requires approval or regulatory review
by federal regulators, including the Federal Energy Regulatory Commission (FERC)
and the Securities and Exchange Commission (SEC), as well as state regulators in
eight of the 12 states currently served by the two companies. The approval
process is expected to be completed within 12 to 18 months from the date of the
merger announcement.
Under terms of the merger agreement, upon completion, holders of NCE stock will
receive 1.55 shares of stock in Xcel Energy for each share of NCE stock. Each
share of NSP stock will become one share of Xcel Energy. When completed, Xcel
Energy will serve 3 million electricity customers and approximately 1.5 million
natural gas customers in 12 states.
NCE serves approximately 1.6 million electricity customers and more than a
million natural gas customers in Colorado, Texas, New Mexico, Wyoming, Kansas
and Oklahoma. Its operating companies include Public Service Co. of Colorado,
Southwestern Public Service Co. and Cheyenne Light, Fuel & Power. Wholly owned
subsidiaries include New Century International, which owns a 50 percent interest
in Yorkshire Electricity in the United Kingdom.
NSP provides electricity to about 1.5 million customers in portions of
Minnesota, Wisconsin, North Dakota, Michigan and South Dakota. It distributes
natural gas to more than 475,000 customers in Minnesota, Wisconsin, North
Dakota, South Dakota, Michigan and Arizona. Wholly owned subsidiaries include
NRG Energy Inc., which operates and has ownership interests in non-regulated
energy businesses around the world, with major projects in the United States,
Australia and Germany.
This news release includes forward-looking statements within the meaning of
Section 21E of the Securities Exchange Act of 1934. These forward-looking
statements reflect numerous assumptions, and involve a number of risks and
uncertainties. Among the factors that could cause actual results to differ
materially are: electric load and customer growth, abnormal weather conditions,
economic conditions in the companies' service territories, fluctuations in
energy-related commodity prices, realization of net cost savings in a timely
manner, and other uncertainties. Other risk factors are detailed from time to
time in the companies' SEC reports.
# # #
