UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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): June 14, 2001
Commission Registrant, State of Incorporation, I.R.S. Employer
File Number Address and Telephone Number Identification No.
- ----------- ----------------------------------- ------------------
1-6047 GPU, Inc. 13-5516989
(a Pennsylvania corporation)
300 Madison Avenue
Morristown, New Jersey 07962-1911
Telephone (973) 401-8200
1-3141 Jersey Central Power & Light Company 21-0485010
(a New Jersey corporation)
2800 Pottsville Pike
Reading, Pennsylvania 19640-0001
Telephone (610) 929-3601
1-446 Metropolitan Edison Company 23-0870160
(a Pennsylvania corporation)
2800 Pottsville Pike
Reading, Pennsylvania 19640-0001
Telephone (610) 929-3601
1-3522 Pennsylvania Electric Company 25-0718085
(a Pennsylvania corporation)
2800 Pottsville Pike
Reading, Pennsylvania 19640-0001
Telephone (610) 929-3601
ITEM 5. OTHER EVENTS.
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On June 14, 2001, the stipulated settlement previously reported with
respect to the petition filed by GPU, Inc.'s ("GPU") subsidiaries, Metropolitan
Edison Company ("Met-Ed") and Pennsylvania Electric Company ("Penelec"), for
rate relief from their provider of last resort ("PLR") obligations and with
respect to the proposed merger of GPU with FirstEnergy Corp. ("FirstEnergy") was
approved by the Pennsylvania Public Utility Commission ("PaPUC").
The settlement allows Met-Ed and Penelec to defer for future recovery
their energy costs incurred after January 1, 2001 in excess of established
generation rate caps.
The settlement is predicated upon the actual consummation of the proposed
merger of GPU with FirstEnergy. In the event that the merger fails to be
consummated and is abandoned, Met-Ed and Penelec will write-off for ratemaking
purposes all deferred PLR costs accrued from January 1, 2001 through May 31,
2001 and the PaPUC will reopen the PLR proceedings to permit parties to submit
testimony and otherwise address prospectively the overall retail rate levels of
Met-Ed and Penelec, including whether or at what level PLR deferrals will
continue on a prospective basis.
Two GPU System credit agreements provide, among other things, that if the
PaPUC issues a PLR order which is not satisfactory to the majority of bank
lenders in each such agreement, the term of such agreements would be shortened,
collateral security for the obligations under one of such agreements would be
required and additional restrictive covenants would apply (including a
restriction on GPU from paying any further dividends on its common stock). GPU
is required to submit a certification to the banks within five business days of
the issuance of the PLR order stating whether it believes that the order
satisfies the credit agreements' criteria for being a satisfactory order. Upon
receipt of that certification the banks would then determine whether they concur
with GPU's certification.
Copies of the Motion adopted by the PaPUC, the Settlement Stipulation and
GPU's related news release are annexed as exhibits.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
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(c) Exhibits
1. Motion of Vice Chairman Robert K. Bloom, adopted by the
PaPUC, dated June 14, 2001.
2. GPU News Release, dated June 14, 2001.
3. Settlement Stipulation, dated June 11, 2001 - incorporated by
reference to Exhibit (c)(1) to GPU's Current Report on Form
8-K, dated June 12, 2001, SEC File No. 1-6047.
SIGNATURE
PURSUANT TO THE REQUIREMENTS OF THE SECURITIES EXCHANGE ACT OF 1934, THE
REGISTRANTS HAVE DULY CAUSED THIS REPORT TO BE SIGNED ON THEIR BEHALF BY THE
UNDERSIGNED THEREUNTO DULY AUTHORIZED.
GPU, INC.
JERSEY CENTRAL POWER & LIGHT COMPANY
METROPOLITAN EDISON COMPANY
PENNSYLVANIA ELECTRIC COMPANY
By: /s/ T. G. Howson
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T. G. Howson, Vice President
and Treasurer
Date: June 15, 2001