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) May 28, 2002
| | | | |
| | Exact name of registrant as specified in | | |
| | its charter, State or other jurisdiction | | |
| | of incorporation, Address of principal | | |
| | executive offices and Registrant's | | IRS Employer |
Commission File Number | | telephone number, including area code | | Identification No. |
| |
| |
|
000-31709 | | NORTHERN STATES POWER COMPANY | | 41-1967505 |
| | (a Minnesota Corporation) | | |
| | 414 Nicollet Mall, Minneapolis, MN 55401 | | |
| | Telephone (612) 330-5500 | | |
| | | | |
001-3140 | | NORTHERN STATES POWER COMPANY | | 39-0508315 |
| | (a Wisconsin Corporation) | | |
| | 1414 W. Hamilton Ave., Eau Claire, Wis. 54701 | | |
| | Telephone (715) 839-2625 | | |
| | | | |
001-3280 | | PUBLIC SERVICE COMPANY OF COLORADO | | 84-0296600 |
| | (a Colorado Corporation) | | |
| | 1225 17th Street, Denver, Colo. 80202 | | |
| | Telephone (303) 571-7511 | | |
| | | | |
001-3789 | | SOUTHWESTERN PUBLIC SERVICE COMPANY | | 75-0575400 |
| | (a New Mexico Corporation) | | |
| | Tyler at Sixth, Amarillo, Tex. 79101 | | |
| | Telephone (303) 571-7511 | | |
(Former name or former address, if changed since last report)
Item 4 — Changes In Independent Accountants (NSP-Minnesota, NSP-Wisconsin, PSCo and SPS)
On April 3, 2002, Northern States Power Company, a Minnesota corporation (NSP-Minnesota), Northern States Power Company, a Wisconsin corporation (NSP-Wisconsin), Public Service Company of Colorado, a Colorado corporation (PSCo) and Southwestern Public Service Company, a New Mexico corporation (SPS) filed a Current Report on Form 8-K regarding the Audit Committee of Xcel Energy Inc.’s Board of Directors recommendation, and the Xcel Energy Board approval of the decision to engage Deloitte & Touche LLP as its new principal independent accountants for Xcel Energy for 2002.
Accordingly, on March 27, 2002, Xcel Energy’s management informed Arthur Andersen LLP that the firm would no longer be engaged as principal independent accountants for Xcel Energy and its registrant subsidiaries; NSP-Minnesota, NSP-Wisconsin, PSCo and SPS; after the completion of their 2001 audit work for those companies. On April 30, 2002, each respective Board of Directors of the Xcel Energy registrant subsidiaries approved the decision to engage Deloitte & Touche LLP as their new principal independent accountant for the year ending Dec. 31, 2002. On May 28, 2002 it was determined that all reports relating to the year ended Dec. 31, 2001 had been issued. Accordingly as of May 28, 2002 Arthur Andersen LLP ceased to be the principal independent auditor of the Xcel Energy registrant subsidiaries.
The reports of Arthur Andersen LLP on the financial statements of NSP-Minnesota, NSP-Wisconsin, PSCo and SPS for the years ended Dec. 31, 2001 and 2000 did not contain an adverse opinion or disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principles. In addition, during 2000 and 2001, and through May 31, 2002, there were no disagreements with the independent public accountants for NSP-Minnesota, NSP-Wisconsin, PSCo or SPS on accounting principles or practices, financial statement disclosures, or auditing scope or procedures. Further, during 2000 and 2001, and through May 31, 2002, there have been no reportable events (as defined in Securities and Exchange Commission Regulation S-K, Item 304 (a)(1)(v)).
Xcel Energy and its registrant subsidiaries (NSP-Minnesota, NSP-Wisconsin, PSCo and SPS) have requested that Arthur Andersen LLP furnish them with a letter addressed to the Securities and Exchange Commission stating whether or not it agrees with the above statements. Arthur Andersen LLP’s letter dated May 31, 2002 is filed as Exhibit 16.01 to this Form 8-K.
Item 7. Financial Statements and Exhibits.
(c) Exhibits
| | | | | | |
Exhibit No. | | Description | | |
| |
| | | |
16.01 | | Letter regarding change in accountant. |
This report includes forward-looking statements that are subject to certain risks, uncertainties and assumptions. Such forward-looking statements are intended to be identified in this document by the words “anticipate,” “estimate,” “expect,” “objective,” “outlook,” “possible,” “potential” and similar expressions. Actual results may vary materially. Factors that could cause actual results to differ materially include, but are not limited to: general economic conditions, including their impact on capital expenditures; business conditions in the energy industry; competitive factors; unusual weather; changes in federal or state legislation; regulation; risks associated with the California power market; and the other risk factors listed from time to time by the utility subsidiaries of Xcel Energy in reports filed with the Securities and Exchange Commission (SEC), including Exhibit 99.01 to the utility subsidiaries’ annual reports on Form 10-K for the year ended December 31, 2001.
NORTHERN STATES POWER COMPANY (A MINNESOTA CORPORATION)
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 on May 31, 2002.
| Northern States Power Company (a Minnesota Corporation) |
| /s/ David E. Ripka
David E. Ripka Vice President and Controller |
NORTHERN STATES POWER COMPANY (A WISCONSIN CORPORATION)
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 on May 31, 2002.
| Northern States Power Company (a Wisconsin Corporation) |
| /s/ David E. Ripka
David E. Ripka Vice President and Controller |
PUBLIC SERVICE COMPANY OF COLORADO 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 on May 31, 2002.
| Public Service Company of Colorado (a Colorado Corporation) |
| /s/ David E. Ripka
David E. Ripka Vice President and Controller |
SOUTHWESTERN PUBLIC SERVICE COMPANY 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 on May 31, 2002.
| Southwestern Public Service Company (a New Mexico Corporation) |
| /s/ David E. Ripka
David E. Ripka Vice President and Controller |