[FPL GROUP COMPANY LOGO] [ENTERGY COMPANY LOGO]
FPL GROUP ENTERGY
Date: December 1, 2000
For Release: Immediate
Contact: Entergy Corporation: FPL Group:
Morgan Stewart Lisa Kuzel (Investor Relations)
504-576-4238 561-694-4697 [email protected]
[email protected] FPL Media Inquiries:305-552-3888
Nancy Morovich (Investor Relations)
504-576-5506
[email protected]
FPL GROUP, ENTERGY SEEK FERC AUTHORIZATION
TO CREATE LEADING ENERGY COMPANY
JUNO BEACH, Fla. and NEW ORLEANS, La. (Dec. 1, 2000) - FPL Group, Inc.
(NYSE: FPL) and Entergy Corporation (NYSE: ETR) have jointly filed an
application with the Federal Energy Regulatory Commission for approval of a
proposed merger of equals that would result in one of the leading and cleanest
power companies in the nation.
The companies submitted their application yesterday. Approval by FERC is
one of several requirements leading to completion of the merger planned during
the last quarter of 2001.
"This merger will result in a company with the scope and scale, as well
as the strategies and world-class skills, to be successful in a competitive
marketplace and better serve our customers," said James L. Broadhead, FPL
Group chairman and chief executive officer. Broadhead will serve as chairman
of the merged company.
In the filing, the companies provide a detailed description of the
proposed transaction, along with expert testimony on accounting, financial and
market power issues.
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Entergy/FPL News Release: FPL Group/Entergy Seek FERC Authorization to Create
Leading Energy Company
December 1, 2000
Page 2
The application discusses how the merger of equals combines two
well-managed companies and provides for significant strategic and financial
benefits to customers, shareholders and employees of FPL Group and Entergy.
The filing provides information to assist FERC in its consideration of
three factors it uses to evaluate utility mergers - (1) the effect on rates,
(2) the effect on regulation, and (3) the effect on competition.
"We believe our proposed merger satisfies the Commission's review
criteria and that the Commission should find the merger is in the public
interest," said J. Wayne Leonard, Entergy chief executive officer. Leonard
will serve as chief executive officer of the merged company.
One key consideration addressed in the filing is a requirement for a
market power analysis to be performed by Entergy and FPL Group. The purpose of
such an analysis is to assure FERC that the merger does not adversely affect
regional energy markets in which the combined companies serve. The competitive
analysis performed for the proposed Entergy/FPL Group merger found no
significant market power issues aside from some minor increases in market
concentration related to the 150-megawatt interconnection between FPL Group
and Entergy. To avoid any appearance of market power and to receive approval
without a formal trial-type hearing, Entergy has proposed an auction of up to
30 percent of the River Bend Nuclear Station to an unaffiliated third party.
The sale will be long-term at a fixed rate and cannot be recalled. The sale
would not affect the plant operations, and it would not include the regulated
portion of River Bend.
The filing also details how planned participation by both organizations
in regional transmission organizations removes concerns that the companies
could exercise market power over transmission facilities.
FPL Group and Entergy have asked FERC to approve the merger no later than
June 1, 2001 - approximately 180 days from yesterday's filing - in order to
complete the merger in a timely manner and begin providing the benefits of the
merger to customers
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Entergy/FPL News Release: FPL Group/Entergy Seek FERC Authorization to Create
Leading Energy Company
December 1, 2000
Page 3
and shareholders as soon as possible.
In previous filings with several of the state regulatory commissions who
also will be reviewing the merger, expert testimony has been presented that
shows the combined company expects the merger will provide annual synergies
growing from $200 million to $375 million over the first few years after
closing. Additionally, by sharing best practices between the various
subsidiary companies, FPL Group and Entergy believe the merger will have no
adverse impact on rates to customers, and, in fact, is expected to improve
reliability and customer service.
Each company has scheduled special shareholder meetings on Dec. 15 for
their respective shareholders to vote on the merger.
Company Information
Entergy Corporation, with annual revenues of nearly $9 billion, is a
major global energy company engaged in power production, distribution
operations, and related diversified services, with more than 12,200 employees.
It is also a leading provider of wholesale energy marketing and trading
services. Entergy owns, manages or invests in power plants generating nearly
30,000 megawatts of electricity domestically and internationally and delivers
electricity to about 2.5 million customers in portions of Arkansas, Louisiana,
Mississippi and Texas. Information is available on the Internet at
www.entergy.com.
FPL Group, with annual revenues of more than $6 billion, is one of the
nation's largest providers of electricity-related services with a generating
capacity of more than 20,000 megawatts. Its principal subsidiary, Florida
Power & Light, serves 3.8 million customer accounts in Florida. FPL Group
employs 11,350 employees and operates in 17 states. FPL Energy, LLC, FPL
Group's independent power production subsidiary, is a leader in generating
electricity from clean and renewable fuels. Information is available on the
Internet at www.fplgroup.com.
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Entergy/FPL News Release: FPL Group/Entergy Seek FERC Authorization to Create
Leading Energy Company
December 1, 2000
Page 4
Safe Harbor Statement under the Private Securities Litigation Reform Act of
1995
This press release contains forward looking statements within the meaning of
the "safe harbor" provisions of the United States Private Securities
Litigation Reform Act of 1995. Investors are cautioned that such
forward-looking statements with respect to revenues, earnings, performance,
strategies, prospects and other aspects of the businesses of FPL Group, Inc.
and Entergy Corporation are based on current expectations that are subject to
risk and uncertainties. A number of factors could cause actual results or
outcomes to differ materially from those indicated by such forward looking
statements. These factors include, but are not limited to, risks and
uncertainties relating to: changes in laws or regulations, hanging
governmental policies and regulatory actions with respect to allowed rates of
return including but not limited to return on equity and equity ratio limits,
industry and rate structure, operation of nuclear power facilities,
acquisition, disposal, depreciation and amortization of assets and facilities,
operation and construction of plant facilities, recovery of fuel and purchased
power costs, decommissioning costs, present or prospective wholesale and
retail competition (included but not limited to retail wheeling and
transmission costs), political and economic risks, changes in and compliance
with environmental and safety laws and policies, weather conditions (including
natural disasters such as hurricanes), population growth rates and demographic
patterns, competition for retail and wholesale customers, availability,
pricing and transportation of fuel and other energy commodities, market demand
for energy from plants or facilities, changes in tax rates or policies or in
rates of inflation or in accounting standards, unanticipated delays or changes
in costs for capital projects, unanticipated changes in operating expenses and
capital expenditures, capital market conditions, competition for new energy
development opportunities and legal and administrative proceedings (whether
civil, such as environmental, or criminal) and settlements and other factors.
Readers are referred to FPL Group, Inc.'s and Entergy Corporation's most
recent reports filed with the Securities and Exchange Commission.
Additional Information and Where to Find It
In connection with the proposed merger, FPL Group, Inc. and Entergy
Corporation have filed a joint proxy statement/prospectus with the Securities
and Exchange Commission. INVESTORS AND SECURITY HOLDERS ARE ADVISED TO READ
THE JOINT PROXY STATEMENT/PROSPECTUS BECAUSE IT CONTAINS IMPORTANT
INFORMATION. Investors and security holders may obtain a free copy of the
joint proxy statement/prospectus and other documents filed by FPL Group, Inc.
and Entergy Corporation with the Commission at the Commission's web site at
http://www.sec.gov. Free copies of the joint proxy statement/prospectus and
each company's other filings with the Commission may also be obtained from the
respective companies. Free copies of FPL Group's filings may be obtained by
directing a request to FPL Group, Inc., 700 Universe Blvd., P.O. Box 14000,
Juno Beach, FL 33408-0420, Telephone: (561) 694-4000. Free copies of Entergy's
filings may be obtained by directing a request to Entergy Corporation, 639
Loyola Avenue, New Orleans, Louisiana 70113, Telephone: (504) 576-4000.
Participants in Solicitation
FPL Group, Inc., Entergy Corporation and their respective directors, executive
officers and other members of their management and employees may be soliciting
proxies from their respective stockholders in favor of the merger. Information
concerning FPL Group's participants in the solicitation is set forth in FPL
Group's Current Report on Form 8-K filed with the Commission on July 31, 2000,
and information concerning Entergy's participants in the solicitation is set
forth in Entergy's Current Report on Form 8-K filed with the Commission on
July 31, 2000.
