As filed with the Securities and Exchange Commission on November 30, 1999
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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) November 30, 1999
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NIAGARA MOHAWK POWER CORPORATION
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(Exact Name of Registrant as Specified in Its Charter)
New York
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(State or Other Jurisdiction of Incorporation)
1-02987 15-0265555
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(Commission file Number) (IRS Employer Identification No.)
300 Erie Boulevard West, Syracuse, New York 13202
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(Address of Principal Executive Offices) (Zip Code)
(315) 474-1511
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(Registrant's Telephone Number, Including Area Code)
N/A
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(Former Name or Former Address, if Changed Since Last Report)
ITEM 5. OTHER EVENTS.
On November 22, 1999, Niagara Mohawk Power Corporation (the "Company")
entered into an underwriting agreement with Salomon Smith Barney Inc.,
Donaldson, Lufkin & Jenrette Securities Corporation, Paine Webber Incorporated,
Banc One Capital Markets, Inc. and Robert W. Baird & Co., Incorporated (the
"Underwriters"), related to the issuance and sale by the Company of 3,000,000
shares of FixedAdjustable Rate Cumulative Preferred Stock, Series D ($50
Liquidation Preference), $25 par value (the "Stock") for a purchase price of
$150,000,000. The issuance and sale of the stock was consummated on November 30,
1999, with the total proceeds to the Company being approximately $148,125,000.
Expenses payable by the Company in connection with the offering of the stock are
estimated at approximately $250,000. The Underwriters will reimburse the Company
for all these expenses.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
Exhibits
1.1 Underwriting Agreement, dated November 22, 1999, among
Salomon Smith Barney Inc., Donaldson, Lufkin & Jenrette
Securities Corporation, Banc One Capital Markets, Inc. and
Robert W. Baird & Co., Incorporated.
3.1 Certificate of Amendment of the Certificate of
Incorporation of Niagara Mohawk Power Corporation,
dated November 29, 1999.
SIGNATURES
Pursuant to the requirements of Section 12 of the Securities Exchange
Act of 1934, as amended, the registrant has duly caused this report to be signed
on its behalf by the undersigned hereunto duly authorized.
NIAGARA MOHAWK
POWER CORPORATION
Dated: November 30, 1999 By: /s/ Kapua A. Rice
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Name: Kapua A. Rice
Title: Secretary
INDEX TO EXHIBITS
EXHIBIT NO. EXHIBIT
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1.1 Underwriting Agreement, dated November 22, 1999, among
Salomon Smith Barney Inc., Donaldson, Lufkin & Jenrette
Securities Corporation, Banc One Capital Markets, Inc. and
Robert W. Baird & Co., Incorporated.
3.1 Certificate of Amendment of the Certificate of
Incorporation of Niagara Mohawk Power Corporation,
dated November 29, 1999.