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): July 15, 1999
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CAROLINA POWER & LIGHT COMPANY
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(Exact name of registrant as specified in its charter)
North Carolina 1-3382 56-0165465
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(State or Other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
411 Fayetteville Street Mall, Raleigh, North Carolina 27601-1748
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(Address of principal executive offices, including zip code)
Registrant's telephone number, including area code: (919) 546-6111
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ITEM 5. OTHER EVENTS.
On July 15, 1999 (the "Effective Date"), Carolina Power & Light
Company, a North Carolina corporation (the "Company"), completed the acquisition
of North Carolina Natural Gas Corporation, a Delaware corporation ("NCNG"),
through the merger of Carolina Acquisition Corporation, a Delaware corporation
and wholly-owned subsidiary of the Company ("Merger Subsidiary"), with and into
NCNG, pursuant to the terms of an Agreement and Plan of Merger (the "Merger
Agreement") by and between the Company, NCNG and Merger Subsidiary, dated as of
November 10, 1998, as amended and restated as of April 22, 1999. On the
Effective Date, each outstanding share of NCNG common stock, par value $2.50 per
share, was converted into the right to receive 0.8054 shares (the "Exchange
Ratio") of Company common stock, no par value, with cash being paid in lieu of
fractional shares. NCNG survived the merger as a wholly-owned subsidiary of the
Company.
A copy of the press release announcing the effectiveness of the merger is filed
as Exhibit 99 to this Current Report on Form 8-K, and is incorporated by
reference herein.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
The following exhibit is filed herewith:
Exhibit Number Description
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99 Press Release of Carolina Power & Light
Company, dated July 15, 1999
SIGNATURES
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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 hereto duly authorized.
CAROLINA POWER & LIGHT COMPANY
(Registrant)
By: _____________________________
Glenn E. Harder
Executive Vice President and
Chief Financial Officer
Date: July 22, 1999