UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K/A
AMENDMENT NO. 1
| x | Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 |
For the fiscal year ended December 31, 2004
OR
| ¨ | Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 |
For the transition period from to
Commission File No. | Exact name of each Registrant as specified in its charter, state of incorporation, address of principal executive offices, telephone number | I.R.S. Employer Identification Number | ||
| 1-8180 | TECO ENERGY, INC. | 59-2052286 | ||
| (a Florida corporation) | ||||
| TECO Plaza | ||||
| 702 N. Franklin Street | ||||
| Tampa, Florida 33602 | ||||
| (813) 228-1111 | ||||
| 1-5007 | TAMPA ELECTRIC COMPANY | 59-0475140 | ||
| (a Florida corporation) | ||||
| TECO Plaza | ||||
| 702 N. Franklin Street | ||||
| Tampa, Florida 33602 | ||||
| (813) 228-1111 | ||||
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Name of each exchange on which registered | |
| TECO Energy, Inc. | ||
| Common Stock, $1.00 par value | New York Stock Exchange | |
| Common Stock Purchase Rights | New York Stock Exchange |
Securities registered pursuant to Section 12(g) of the Act: NONE
Indicate by check mark whether the registrants (1) have filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) have been subject to such filing requirements for the past 90 days. YES x NO ¨
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrants’ knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendments to this Form 10-K. ¨
Indicate by check mark whether TECO Energy, Inc. is an accelerated filer (as defined in Exchange Act Rule 12b-2). YES x NO ¨
Indicate by check mark whether Tampa Electric Company is an accelerated filer (as defined in Exchange Act Rule 12b-2). YES ¨ NO x
Indicate by check mark whether TECO Energy, Inc. is a shell company (as defined in Rule 12b-2 of the Exchange Act). YES ¨ NO x
(continued)
Indicate by check mark whether Tampa Electric Company is a shell company (as defined in Rule 12b-2 of the Exchange Act). YES ¨ NO x
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ¨ No ¨
The aggregate market value of TECO Energy, Inc.’s common stock held by nonaffiliates of the registrant as of June 30, 2004 was $2,259,962,775.
The aggregate market value of Tampa Electric Company’s common stock held by nonaffiliates of the registrant as of June 30, 2004 was zero.
The number of shares of TECO Energy, Inc.’s common stock outstanding as of February 28, 2005 was 206,890,448. As of February 28, 2005, there were 10 shares of Tampa Electric Company’s common stock issued and outstanding, all of which were held, beneficially and of record, by TECO Energy, Inc.
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the Definitive Proxy Statement relating to the 2005 Annual Meeting of Shareholders of TECO Energy, Inc. are incorporated by reference into Part III.
Tampa Electric Company meets the conditions set forth in General Instruction (I) (1) (a) and (b) of Form 10-K and is therefore filing this form with the reduced disclosure format.
This combined Form 10-K represents separate filings by TECO Energy, Inc. and Tampa Electric Company. Information contained herein relating to an individual registrant is filed by that registrant on its own behalf. Tampa Electric Company makes no representations as to the information relating to TECO Energy, Inc.’s other operations.
Page 1 of 6
Index to Exhibits begins on page 6
EXPLANATORY NOTE
TECO Energy, Inc. and Tampa Electric Company are filing this amendment to their combined Annual Report on Form 10-K for the year ended December 31, 2004 (the Original Form 10-K), originally filed with the Securities and Exchange Commission on March 15, 2005, solely for the purpose of including as an exhibit the agreement referred to as Exhibit 4.5 in the Exhibit Index in the Original Form 10-K rather than incorporating that exhibit by reference to Exhibit 4.1 to TECO Energy, Inc.’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2002. The exhibit filed with that quarterly report included the form of a certain bond maturing Oct. 1, 2013 issued pursuant to the Loan and Trust Agreement among Hillsborough County Industrial Development Authority, Tampa Electric Company and The Bank of New York Trust Company of Florida, as Trustee, dated as of June 1, 2002 (the Loan and Trust Agreement), but not the Loan and Trust Agreement in its entirety. This Form 10-K/A amends Items 15(a)(3) and (b) of the Original Form 10-K by amending the Exhibit Index referred to in those items to delete the parenthetical cross-reference at the end of the description of Exhibit 4.5 and to file the Loan and Trust Agreement as an exhibit.
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PART IV
Item 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES.
| (a) | Certain Documents Filed as Part of this Form 10-K |
| 1. | Financial Statements |
TECO Energy, Inc. Financial Statements – See index on page 1 of Exhibit 99.1 to TECO Energy, Inc.’s Current Report on Form 8-K dated May 23, 2005
Tampa Electric Company Financial Statements – See index on page 127 of the Original Form 10-K
| 2 | Financial Statement Schedules |
Condensed Parent Company Financial Statements Schedule I – pages 158 – 161 of the Original Form 10-K
TECO Energy, Inc. Schedule II – page 162 of the Original Form 10-K
Tampa Electric Company Schedule II – page 163 of the Original Form 10-K
| 3. | Exhibits – See index beginning on page 167 of the Original Form 10-K, as amended and supplemented by the index on page 6 of this report |
(b) The exhibits filed as part of this Form 10-K/A are listed on the Exhibit Index immediately preceding such Exhibits. The Exhibit Index is incorporated herein by reference.
(c) The financial statement schedules filed as part of the Original Form 10-K are listed in paragraph (a)(2) above, and are contained in the Original Form 10-K.
All other schedules and exhibits not indicated above are contained in the Original 10-K.
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized on the 26th of August 2005.
| TECO ENERGY, INC. | ||
| By: | /s/ G.L. GILLETTE | |
| G.L. GILLETTE | ||
| Executive Vice President | ||
| and Chief Financial Officer | ||
TAMPA ELECTRIC COMPANY | ||
| By: | /s/ G.L. GILLETTE | |
| G.L. GILLETTE | ||
| Senior Vice President– Finance | ||
| and Chief Financial Officer | ||
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INDEX TO EXHIBITS
| Exhibit No. | Description | Page No. | |||
| 4.5 | Loan and Trust Agreement among Hillsborough County Industrial Development Authority, Tampa Electric Company and The Bank of New York Trust Company of Florida, N.A., as trustee, dated as of Jun. 1, 2002. | [ | ] | ||
| 31.1 | Certification of the Chief Executive Officer of TECO Energy, Inc. pursuant to Securities Exchange Act Rules 13a-14(a) and 15d-14(a) as adopted pursuant to Section 302 of the Sarbanes - Oxley Act of 2002. | [ | ] | ||
| 31.2 | Certification of the Chief Financial Officer of TECO Energy, Inc. pursuant to Securities Exchange Act Rules 13a-14(a) and 15d-14(a) as adopted pursuant to Section 302 of the Sarbanes - Oxley Act of 2002. | [ | ] | ||
| 31.3 | Certification of the Chief Executive Officer of Tampa Electric Company pursuant to Securities Exchange Act Rules 13a-14(a) and 15d-14(a) as adopted pursuant to Section 302 of the Sarbanes - Oxley Act of 2002. | [ | ] | ||
| 31.4 | Certification of the Chief Financial Officer of Tampa Electric Company to Securities Exchange Act Rules 13a-14(a) and 15d-14(a) as adopted pursuant to Section 302 of the Sarbanes - Oxley Act of 2002. | [ | ] | ||
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