As filed with the Securities and Exchange Commission on January 11, 2002
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):
January 11, 2002
North Carolina 1-15929 56-2155481
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
410 S. Wilmington Street, Raleigh, North Carolina 27601-1748
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(Address of principal executive offices)
Registrant's telephone number, including area code: (919) 546-6111
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None
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(former name or former address if changed since last report)
ITEM 9: REGULATION FD DISCLOSURE
The information in this report (including the exhibit) is furnished
pursuant to Item 9 and shall not be deemed "filed" for the purposes of Section
18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to
the liabilities of that Section. The furnishing of this report is not intended
to constitute a determination by Progress Energy, Inc. that the information is
material or that the dissemination of the information is required by Regulation
FD.
On January 11, 2002, Progress Energy issued a press release announcing
that it has entered into a letter of intent with Westchester Gas Company to
acquire approximately 215 producing gas wells, 52 miles of intrastate pipeline
and 170 miles of gas gathering systems. The total consideration for the
transaction is expected to be approximately $153 million, including
approximately $135 million in Progress Energy common stock and approximately
$18 million in cash. A copy of the press release is being furnished as Exhibit
99.1. Exhibit 99.1 is incorporated by reference into this Item 9.
Progress Energy regards any information provided in the press release
to be current and accurate only as of the date of the press release and
specifically disclaims any duty to update such information unless it is
necessary to do so in accordance with applicable law.
This report, including the press release, regarding Progress Energy
contains forward-looking statements within the meaning of the safe harbor
provisions of the Private Securities Litigation Reform Act of 1995. The
forward-looking statements involve estimates, projections, goals, forecasts,
assumptions, risks and uncertainties that could cause actual results or outcomes
to differ materially from those expressed in the forward-looking statements.
Examples of factors that you should consider with respect to any forward-looking
statements made throughout this document include but are not limited to, the
following: governmental policies and regulatory actions; general industry
trends; changes in the economy of areas served by Carolina Power & Light
Company, North Carolina Natural Gas Company or Florida Progress Corporation;
legislative and regulatory initiatives that impact the speed and degree of
industry restructuring; ability to obtain adequate and timely rate recovery of
costs, including potential stranded costs arising from industry restructuring;
competition from other energy and gas suppliers; the success of Progress
Energy's direct and indirect subsidiaries; weather conditions and catastrophic
weather-related damage; market demand for energy; inflation; capital market
conditions; unanticipated changes in operating expenses and capital
expenditures; and legal and administrative proceedings and other factors and
uncertainties disclosed from time to time. All such factors are difficult to
predict, contain uncertainties that may materially affect actual results, and
may be beyond the control of Progress Energy. New factors emerge from time to
time, and it is not possible for management to predict all of such factors, nor
can it assess the effect of each such factor on Progress Energy.
Any forward-looking statement speaks only as of the date on which such
statement is made, and Progress Energy does not undertake any obligation to
update any forward-looking statement or statements to reflect events or
circumstances after the date on which such statement is made.
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SIGNATURES
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.
PROGRESS ENERGY, INC.
Registrant
By: /s/ Peter M. Scott III
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Peter M. Scott III
Executive Vice President and
Chief Financial Officer
Date: January 11, 2002
INDEX TO EXHIBITS
Exhibit No. Description
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99.1 Press Release, dated January 11, 2002
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