================================================================================
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) April 1, 1997
PUBLIC SERVICE COMPANY OF COLORADO
----------------------------------------
(exact name of registrant as specified in charter)
Colorado
--------------------
(State or other jurisdiction
of incorporation)
1-3280 84-0296600
---------------- -----------------
(Commission File No.) (IRS Employer
Identification No.)
1225 Seventeenth Street, Denver, Colorado 80202
---------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code(303) 571-7511
================================================================================
Item 2. Acquisition or Disposition of Assets.
On April 1, 1997, Public Service Company of Colorado (the "Company") and
American Electric Power ("AEP") announced that Yorkshire Holdings plc
("Yorkshire Holdings"), a joint venture among the Company and AEP, had declared
the cash tender offer to purchase all the outstanding and to be issued shares of
Yorkshire Electricity Group plc ("Yorkshire Electricity") wholly unconditional
in all respects and, thereby, is committed to purchase all the outstanding
shares of Yorkshire Electricity. Reference is made to the Company's Current
Report on Form 8-K dated February 24, 1997, regarding the announcement of the
offer to acquire Yorkshire Electricity.
As of April 9, 1997, valid acceptances of Yorkshire Holdings' offer to purchase
shares of Yorkshire Electricity had been received representing 144,280,070
shares or approximately 90.66% of Yorkshire Electricity's issued share capital.
Under the provisions of the United Kingdom's Companies Act 1985, Yorkshire
Holdings intends to exercise its rights to acquire, under the terms of the
offer, the remaining shares in Yorkshire Electricity in respect of which
acceptances of the offer have not yet been received.
Total consideration to be paid by Yorkshire Holdings is estimated to be
approximately $2.4 billion (1.5 billion pounds sterling). Yorkshire Holdings, is
a wholly-owned subsidiary of Yorkshire Power Group Ltd. ("Yorkshire Power"),
which is equally owned by subsidiary companies of the Company and AEP. The
acquisition will be financed by Yorkshire Power through a combination of
approximately 25% equity and 75% debt, including the assumption of the existing
debt of Yorkshire Electricity. The funds for the acquisition will be obtained
from the Company's and AEP's investment in Yorkshire Power of approximately $360
million (220 pounds sterling) each, with the remainder to be obtained by
Yorkshire Power through the issuance of non-recourse debt. Yorkshire Power will,
in turn, fund Yorkshire Holdings for the purpose of the acquisition. The Company
initially funded its entire equity investment in Yorkshire Power through US $250
million of publicly issued medium-term notes with varying maturities and
drawings of US $110 million on its short-term lines of credit pursuant to its
short-term credit agreement with Bank of America as agent.
Item 7. Financial Statements and Exhibits.
(a) Financial Statements of Businesses Acquired.
It is impracticable to provide the required financial statements for Yorkshire
Electricity at the time this report is being filed. The required financial
statements will be filed as soon as practicable, but not later than 60 days
after this report is filed.
(b) Pro Forma Financial Information.
It is impracticable to provide the required pro forma financial information
relative to Yorkshire Electricity at the time this report is being filed. The
required pro forma financial information will be filed as soon as practicable,
but not later than 60 days after this report is filed.
1
SIGNATURE
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, thereunto duly authorized.
PUBLIC SERVICE COMPANY OF COLORADO
/s/ R. C. Kelly
-----------------------------
R. C. Kelly
Senior Vice President, Finance,
Treasurer and Chief Financial Officer
Dated: April 15, 1997
2