Exhibit 99.1
UK REGULATOR CLEARS AEP-CSW MERGER
Columbus, Ohio, and Dallas, Jan. 25, 2000-- The United Kingdom's Department of
Trade and Industry (DTI) today gave its approval to the common ownership of UK
interests resulting from the pending merger of American Electric Power (NYSE:
AEP) and Central and South West Corp. (NYSE: CSR). This approval was conditional
on the companies agreeing to certain assurances concerning operation of the UK
interests.
The DTI, a UK government department with authority over mergers and
acquisitions, became involved because AEP and CSW each have an ownership
interest in UK regional electric companies. AEP owns 50 percent of Yorkshire
Electricity Group and CSW owns Seeboard. The merger of the U.S. parent companies
created a merger situation in the UK by virtue of the common ownership of the UK
companies that will result from completion of the U.S. merger. This is the final
clearance for the merger required in the UK.
"We welcome the announcement by the DTI and have agreed to the conditions the
regulators have placed on our UK operations," said E. Linn Draper Jr., AEP
chairman, president and chief executive officer. "The DTI decision eliminates
any uncertainty surrounding our continued involvement in the UK electricity
market and is a positive step for the AEP-CSW merger."
Among assurances listed by the DTI are:
- - Yorkshire and Seeboard have sufficient resources and facilities to meeT
customer service obligations;
- - reasonable effort will be made to ensure Yorkshire and Seeboard maintain
investment grade for all debt instruments; and
- - Yorkshire and Seeboard will have a full separation of distribution and
supply activities.
If the companies had not agreed to the assurances, the DTI could have referred
the merger to the Competition Commission for further review of any public
interest issues in the UK resulting from the AEP-CSW merger.
The assurances will take effect when the AEP-CSW merger is completed.
"The DTI decision is great news for our merger, but it does not mean we are
ready to announce a definitive plan for Yorkshire and Seeboard," Draper said.
"Any decision requires the agreement and support of New Century Energies (NYSE:
NCE), our equal partner in Yorkshire. We will work with NCE to explore potential
opportunities to continuously improve our operations and competitive position in
the UK. The DTI announcement provides a clearer regulatory framework as we
continue our discussions with NCE."
AEP and CSW announced their intention to merge on Dec. 22, 1997. The merger
requires approvals by the FERC, the Federal Communications Commission and the
Securities and Exchange Commission and clearance by the Department of Justice
under the Hart-Scott-Rodino Antitrust Improvements Act of 1976. Upon completion
of the merger, the new company will be called American Electric Power.
The administrative law judge who presided over the FERC merger hearing found the
AEP-CSW merger to be consistent with the public interest. AEP and CSW also
reached a settlement with the FERC trial staff in which the staff supports a
finding that the merger will have no adverse effect on competition.
The merger has received approval from state regulatory commissions in Arkansas,
Louisiana, Oklahoma and Texas, the four states within CSW's service territory.
AEP and CSW have announced settlement agreements with the International
Brotherhood of Electrical Workers (IBEW) and the Utility Workers Union of
America (UWUA) resulting in the IBEW and UWUA local unions withdrawing their
opposition to completion of the merger; as well as with the Indiana Utility
Regulatory Commission (IURC) resulting in Indiana customers receiving merger
benefits and including a commitment by the IURC not to oppose the merger during
consideration of the merger agreement by the FERC and the SEC. AEP and CSW also
have announced a settlement agreement with key parties in Kentucky that has been
approved by the Kentucky Public Service Commission; a settlement agreement with
the Michigan Public Service Commission; and a settlement agreement with the
Missouri Public Service Commission addressing that commission's concerns about
the effect of the merger on retail competition in the state. The Public Utility
Commission of Ohio (PUCO) has notified the FERC that the PUCO is no longer
opposing the pending merger or seeking conditions on the merger.
Additionally, AEP and CSW have reached settlements with a variety of wholesale
customers who had intervened in federal proceedings. The Nuclear Regulatory
Commission has approved a license transfer application related to the merger.
Central and South West Corp. is a global, diversified public utility holding
company based in Dallas. CSW owns four electric operating subsidiaries serving
1.7 million customers in Texas, Oklahoma, Louisiana and Arkansas; a regional
electricity company in the United Kingdom; other international energy operations
and non-utility subsidiaries involved in energy-related investments,
telecommunications, energy efficiency and financial transactions.
AEP, a global energy company, is one of the United States' largest
investor-owned utilities, providing energy to 3 million customers in Indiana,
Kentucky, Michigan, Ohio, Tennessee, Virginia and West Virginia. AEP has
holdings in the United States, the United Kingdom, China and Australia. Wholly
owned subsidiaries provide power engineering, energy consulting and energy
management services around the world. The company is based in Columbus, Ohio.
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News releases and other information about AEP can be found on the World Wide Web
at http://www.aep.com News releases and other information about CSW can be found
on the World Wide Web at http://www.csw.com.