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): September 29, 2000
PPL Corporation
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(Exact Name of Registrant as Specified in Its Charter)
Pennsylvania 1-11459 23-2758192
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State or other jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
Two North Ninth Street, Allentown, Pennsylvania 18101-1179
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(Address of principal executive offices)
Registrant's Telephone Number, including Area Code: (610) 774-5151
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ITEM 5. OTHER EVENTS
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Hyder Transaction
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On September 29, Western Power Distribution Limited (WPDL), which is
jointly owned by subsidiaries of PPL Corporation (PPL) and The Southern Company
(Southern), closed on the purchase of 110,156,041 shares of Hyder plc (Hyder),
for a total purchase price of 394,879,954 pounds sterling ($583,830,012 based on
current exchange rates). When combined with WPDL's existing ownership interest
in Hyder, this purchase gave WPDL approximately 70% of Hyder's total outstanding
shares. Subsequent to September 29, WPDL has purchased approximately an
additional 5% of Hyder's shares bringing its total shareholding to approximately
75%. WPDL's offer to purchase the remaining shares of Hyder at 365 pence per
share will remain outstanding until October 25, 2000. Hyder is the owner of
South Wales Electricity plc, an electric distribution company serving
approximately 980,000 customers in Wales. Hyder also owns Welsh Water and other
service-oriented businesses.
PPL's current equity interest in WPDL is 60%, and Southern's current
equity interest is 40%. Under an arrangement between the two companies, PPL's
equity interest in WPDL may decrease to 51% and Southern's equity interest may
increase to 49% depending upon the execution of a call option by Southern. PPL
and Southern share control of WPDL equally.
PPL's share of the acquisition cost was made from existing resources
and facilities, of which $75 million is expected to be repaid by the end of the
first quarter of 2001. Based on a 60% ownership interest in WPDL, PPL's share of
the total investment, which is not expected to exceed $155 million, would be
refinanced with a combination of debt and equity securities. PPL does not plan
to issue common stock to finance this acquisition.
The assets of Hyder's water business would be managed independently
from the electric operations. WPDL is reviewing a range of options with respect
to Hyder's water business.
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ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
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(c) Exhibits
99.1 Audited Consolidated Financial Information of Hyder plc
99.2 Unaudited Pro Forma Consolidated Financial Information of
PPL Corporation
99.3 Consent of PricewaterhouseCoopers LLP
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SIGNATURE
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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.
PPL CORPORATION
By: /s/ Joseph J. McCabe
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Joseph J. McCabe
Vice President and Controller
Dated: October 20, 2000
