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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTIONS 13 OR 15(D) OF THE
SECURITIES AND EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): October 26, 1999
Commission Registrant, State of Incorporation I.R. S. Employer
File Number Address and Telephone Number Identification Number
1-13895 Conectiv (a Delaware Corporation) 51-0377417
800 King Street
P.O. Box 231
Wilmington, Delaware 19899
Telephone (302) 429-3114
1-1405 Delmarva Power & Light Company 51-0084283
(a Delaware and Virginia Corporation)
800 King Street
P.O. Box 231
Wilmington, Delaware 19899
Telephone (302) 429-3114
1 - 3559 Atlantic City Electric Company 21-0398280
(a New Jersey Corporation)
800 King Street
P.O. Box 231
Wilmington, Delaware 19899
Telephone (302) 429-3114
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Item 5. OTHER EVENTS
The following was released by the Company on October 26, 1999:
[GRAPHIC OMITTED]
[LOGO]
conectiv
For Immediate Release
October 26, 1999
Contact: Bob Marshall, Investor Relations (302) 429-3114
CONECTIV REPORTS 14 % INCREASE IN EARNINGS PER SHARE
BEFORE NON-RECURRING CHARGES
ELECTRIC RESTRUCTURING ORDERS IN NEW JERSEY,
DELAWARE AND MARYLAND TRIGGER EXTRAORDINARY AND SPECIAL CHARGES
WILMINGTON, Del. - Excluding extraordinary and special charges, Conectiv (NYSE:
CIV) reported third-quarter 1999 earnings of $0.95 per Common Share. Earnings
for Common Stock for the third quarter of 1998 were $0.83 per Common Share.
After extraordinary and special charges, Conectiv recognized a loss of $253.2
million or $2.89 per Common Share for the third quarter of 1999. The loss is due
to a one-time extraordinary charge of $266.3 million or $3.04 per Common Share
relating to electric-industry restructuring and special charges of $69.8
million or $0.80 per Common Share attributable to write-downs of goodwill and
leverage leases.
The higher 1999 third-quarter operating earnings per Common Share were partially
a result of higher regulated electric revenues due to hotter weather and the
positive effects of Conectiv's June 1999 recapitalization, offset by electric
rate reductions in New Jersey that became effective August 1, 1999.
Conectiv's nonregulated business performance also improved over last year's
third quarter, primarily due to the deregulation of certain New Jersey
generating units that were operated as part of Conectiv's mid-merit energy
strategy, as well as improved performance of its Conectiv Services subsidiary.
(more)
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Consolidated Revenues for the third quarter of 1999 were $1,080.4 million, an
increase of 6.7 percent compared with the third quarter of 1998.
"Our nonregulated revenues grew significantly this year compared to the third
quarter of last year," said Howard Cosgrove, Chairman, President and CEO, "with
our telecommunications and HVAC businesses showing the positive effects of
higher customer counts and improving gross margins."
"The deregulation process for Conectiv in New Jersey, Delaware and Maryland is
essentially complete," said Cosgrove. "Achieving these regulatory milestones is
a major step in our progression to becoming the region's premier provider of
vital services for homes and businesses electricity, natural gas,
telecommunications and heating and cooling."
Separately, Cosgrove announced the appointment of Richard B. Robertson as the
new president of Conectiv Communications, Inc. Robertson is a 30-year veteran of
the telecommunications industry and will help Conectiv Communications improve
its operating performance and foster continued growth in Conectiv's
telecommunications business.
NINE MONTHS
Excluding the one-time third-quarter charges, Conectiv earned $1.67 per Common
Share for the nine months ended September 30, 1999. This compares to $1.45 for
the same period in 1998, excluding charges for employee separation and other
merger-related costs of $.18 per Common Share.
Reflecting the extraordinary and special charges for the nine months ended
September 30, 1999, Conectiv reported a loss per Common Share of $ 1.85. The
current period extraordinary ($2.79 per Common Share) and special charges ($0.73
per Common Share) reduced earnings per Common Share by $3.52.
Consolidated Revenues for the nine months ended September 30, 1999, were
$2,829.5 million, compared with $2,200.1 million for the nine months of 1998.
Conectiv provides vital products and services such as energy, energy consulting,
heating and cooling and telecommunications to homes and businesses in the
mid-Atlantic region.
www.conectiv.com
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FORWARD-LOOKING STATEMENTS
The Private Securities Litigation Reform Act of 1995 (the "Litigation
Reform Act") provides a "safe harbor" for forward-looking statements to
encourage such disclosures without the threat of litigation, provide those
statements are identified as forward-looking and are accompanied by meaningful,
cautionary statements identifying important factors that could cause the actual
results to differ materially from those projected in the statement.
Forward-looking statements have been made in this Press Release. Such statements
are based on beliefs of Conectiv's (the "Company's") management ("Management")
as well as assumptions made by and information currently available to
Management. When used herein, the words "will," "anticipate," "estimate,"
"expect," "objective," and similar expressions are intended to identify
forward-looking statements. In addition to any assumptions and other factors
referred to specifically in connection with such forward-looking statements,
factors that could cause actual results to differ materially from those
contemplated in any forward-looking statements include, among others, the
following: deregulation of energy supply and telecommunications; the unbundling
of delivery services; and increasingly competitive energy and telecommunications
marketplace; results of any asset dispositions; sales retention and growth;
federal and state regulatory actions; future litigation results; cost of
construction; operating restrictions; increased costs and construction delays
attributable to environmental regulations; nuclear decommissioning and the
availability of reprocessing and storage facilities for spent nuclear fuel; and
credit market concerns. The Company undertakes no obligation to publicly update
or revise any forward-looking statements, whether as a result of new
information, future events or otherwise. The foregoing list of factors pursuant
to the Litigation Reform Act should not be construed as exhaustive or as
admission regarding the adequacy of disclosures made prior to the effective date
of the Litigation Reform Act.
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CONECTIV
(Dollars in Thousands, except per share amounts)
(Unaudited)
Three Months Ended Nine Months Ended
September 30, September 30,
------------- -------------
1999 1998 1999 1998
---- ---- ---- ----
Operating Revenues $1,080,412 $1,012,479 $2,829,477 $2,200,109
---------- ---------- ---------- ----------
Operating Income before non-recurring charges $ 212,981 $ 201,483 $ 401,377 $ 359,421
---------- ---------- ---------- ----------
Income before non-recurring charges $ 91,801 $ 93,668 $ 171,855 $ 145,426
---------- ---------- ---------- ----------
Non-recurring charges, net of income taxes $ (342,668) $ -- $ (342,668) $ (16,392)
---------- ---------- ---------- ----------
Net income (loss) $ (250,867) $ 93,668 $ (170,813) $ 129,034
---------- ---------- ---------- ----------
Earnings (loss) applicable to Common Stock
Common Stock
Income before non-recurring charges $ 82,888 $ 84,221 $ 159,860 $ 133,787
Non-recurring charges $ (336,137) $ -- $ (335,754) $ (16,392)
---------- ---------- ---------- ----------
Total $ (253,249) $ 84,221 $ (175,894) $ 117,395
========== ========== ========== ==========
Class A Common Stock
Income before non-recurring charges $ 8,913 $ 9,447 $ 11,995 $ 11,639
Non-recurring charges $ (6,531) $ -- (6,914) --
---------- ---------- ---------- ----------
Total $ 2,382 $ 9,447 $ 5,081 $ 11,639
========== ========== ========== ==========
Average shares outstanding (000)
Common Stock 87,711 101,011 95,454 92,253
Class A Common Stock 5,743 6,561 6,234 6,561
Earnings (loss) per average share--basic and diluted
Common Stock
Before non-recurring charges $ 0.95 $ 0.83 $ 1.67 $ 1.45
Non-recurring charges $ (3.84) $ -- (3.52) (0.18)
---------- ---------- ---------- ----------
Total $ (2.89) $ 0.83 $ (1.85) $ 1.27
========== ========== ========== ==========
Class A Common Stock
Before non-recurring charges $ 1.55 $ 1.44 1.92 $ 1.77
Non-recurring charges $ (1.13) $ -- (1.10) --
---------- ---------- ---------- ----------
Total $ 0.42 $ 1.44 $ 0.82 $ 1.77
========== ========== ========== ==========
Dividends declared per share
Common Stock $ 0.220 $ 0.385 $ 0.825 $ 1.155
Class A Common Stock $ 0.800 $ 0.800 $ 2.400 $ 2.400
Notes:
- ------
Non-recurring charges for the three and nine months ended September 30, 1999
include an extraordinary item of $271,106 related to the deregulation of
Conectiv's energy supply business in the third-quarter of 1999 and special
charges of $71,562 primarily related to the write-down of certain non-regulated
investments. Non-recurring charges for the nine months ended September 30, 1998
are for employee separation and other merger-related costs.
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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.
CONECTIV
Delmarva Power & Light Company
Atlantic City Electric Company
Date: October 26, 1999 /s/Philip S. Reese
Treasurer