UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITES EXCHANGE ACT OF 1934
Date of Report (Date of earliest events reported) November 17, 2000
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November 8, 2000
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PUBLIC SERVICE COMPANY OF NEW MEXICO
(Exact name of registrant as specified in its charter)
New Mexico 85-0019030
--------------------------- Commission ----------------------
(State or Other Jurisdiction File Number 1-6986 (I.R.S. Employer
of Incorporation) ------ Identification) Number)
Alvarado Square, Albuquerque, New Mexico 87158
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(Address of principal executive offices) (Zip Code)
(505) 241-2700
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(Registrant's telephone number, including area code)
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(Former name, former address and former fiscal year,
if changed since last report)
Item 5. Other Events.
On November 8, 2000, Public Service Company of New Mexico, a New Mexico
corporation (the "Company") Western Resources, Inc., a Kansas corporation
("Western"), HVOLT Enterprises, Inc., a Delaware corporation ("Parent"), HVK,
Inc., a Kansas corporation and a wholly owned subsidiary of Parent ("Merger
Sub-1"), and HVNM, Inc., a New Mexico corporation and a wholly owned subsidiary
of Parent ("Merger Sub-2"), entered into an Agreement and Plan of Restructuring
and Merger, dated as of November 8, 2000 (the "Merger Agreement"), and related
agreements, including the Asset Allocation and Separation Agreement, dated as of
November 8, 2000 ("Allocation Agreement"), between Western and Westar
Industries, Inc., a Kansas corporation and a wholly owned subsidiary of Western
("Westar"), providing for an integrated transaction (the "Transaction")
involving (a) delivery by Western to its shareholders of its then ownership
interest in Westar, followed by (b) the merger of Merger Sub-1 into Western and
the merger of Merger Sub-2 into Manzano Corporation, a New Mexico holding
company to be formed as a result of the pending Company's restructuring
("Manzano"), pursuant to which each of Manzano, Western and the Company will
become wholly owned subsidiaries of Parent and the shareholders of Western
(including Westar) will receive a total of 55 million shares of Parent common
stock, subject to adjustment as provided in the Merger Agreement. The Merger
Agreement, the Allocation Agreement and the Form of Stockholder Agreement
between Parent and Westar, together with the forms of certain certificates of
designations relating to the Transaction are filed herewith and are incorporated
herein by reference.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(c) Exhibits.
99.1 Agreement and Plan of Restructuring and Merger, dated as of
November 8, 2000 among Western Resources, Inc., Public Service
Company of New Mexico, HVOLT Enterprises, Inc., HVK, Inc. and
HVNM, Inc.
99.2 Asset Allocation and Separation Agreement, dated as of November
8, 2000, between Western Resources, Inc. and Westar Industries,
Inc.
99.3 Form of Stockholder Agreement between HVOLT Enterprises, Inc. and
Westar Industries, Inc.
99.4 Form of Western Resources, Inc. Certificate of Designations for a
Series of Preference Stock designated as "7.5% Convertible
Preference Stock."
99.5 Form of HVOLT Enterprises, Inc. Certificate of Designations for a
Series of Preferred Stock designated as "7.5% Convertible
Preferred Stock."
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 hereunto duly authorized.
PUBLIC SERVICE COMPANY OF NEW MEXICO
(Registrant)
Date: November 17, 2000 /s/ Max H. Maerki
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Max H. Maerki
Senior Vice President, and
Chief Financial Officer
(Officer duly authorized
to sign this report)