FORM 8-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Current Report
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported): October 25, 1999
CAROLINA POWER & LIGHT COMPANY
(Exact name of registrant as specified in its charter)
North Carolina 1-3382 56-0165465
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
411 Fayetteville 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
ITEM 5. OTHER EVENTS
(a) UNDERWRITING AGREEMENT. The Registrant has entered into an
Underwriting Agreement, dated October 25, 1999, with Merrill Lynch, Fenner,
Pierce & Smith Incorporated, as Underwriter, in connection with the offering of
Extendible Notes due October 28, 2009 (the "Notes"), registered with the
Securities and Exchange Commission on Form S-3 (Reg. No. 333-69237). A copy of
the Underwriting Agreement is filed herewith as Exhibit 1.
(b) INDENTURE. The Registrant entered into an Indenture (For Debt
Securities) and an Officer's Certificate, both dated as of October 28, 1999,
with The Chase Manhattan Bank, as Trustee, in connection with the offering of
the Notes. Copies of the Indenture (For Debt Securities) and the Officer's
Certificate are filed herewith as Exhibits 4(a) and 4(b), respectively.
(c) REMARKETING AGREEMENT. The Registrant entered into a Remarketing
Agreement, dated as of October 28, 1999, with Merrill Lynch, Fenner, Pierce and
Smith Incorporated, as Remarketing Agent, in connection with the offering of the
Notes. A copy of the Remarketing Agreement is filed herewith as Exhibit 4(c).
(d) CALCULATION AGENCY AGREEMENT. The Registrant entered into a
Calculation Agency Agreement, dated as of October 28, 1999, with the Chase
Manhattan Bank, as Calculation Agent, in connection with the offering of the
Notes. A copy of the Calculation Agency Agreement is filed herewith as Exhibit
4(d).
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(c) EXHIBITS.
1 Underwriting Agreement, dated October 25, 1999,
between Carolina Power & Light Company and Merrill
Lynch, Fenner, Pierce & Smith Incorporated, as
Underwriter.
4(a) Indenture (For Debt Securities), dated as of October
28, 1999, between Carolina Power & Light Company and
The Chase Manhattan Bank, as Trustee.
4(b) Officer's Certificate, dated as of October 28, 1999,
between Carolina Power & Light Company and The Chase
Manhattan Bank, as Trustee.
4(c) Remarketing Agreement, dated as of October 28, 1999,
between Carolina Power & Light Company and Merrill
Lynch, Fenner, Pierce and Smith Incorporated, as
Remarketing Agent.
4(d) Calculation Agency Agreement, dated as of October 28,
1999, between Carolina Power & Light Company and The
Chase Manhattan Bank, as Calculation Agent.
12 Computation of Ratio of Earnings to Fixed Charges.
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.
CAROLINA POWER & LIGHT COMPANY
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Registrant
By: /s/ Glenn E. Harder
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Glenn E. Harder
Executive Vice President and
Chief Financial Officer
Date: November 5, 1999
EXHIBIT INDEX
1 Underwriting Agreement, dated October 25, 1999, between Carolina Power
& Light Company and Merrill Lynch, Fenner, Pierce & Smith Incorporated,
as Underwriter.
4(a) Indenture (For Debt Securities), dated as of October 28, 1999, between
Carolina Power & Light Company and The Chase Manhattan Bank, as
Trustee.
4(b) Officer's Certificate, dated as of October 28, 1999, between Carolina
Power & Light Company and The Chase Manhattan Bank, as Trustee.
4(c) Remarketing Agreement, dated as of October 28, 1999, between Carolina
Power & Light Company and Merrill Lynch, Fenner, Pierce and Smith
Incorporated, as Remarketing Agent.
4(d) Calculation Agency Agreement, dated as of October 28, 1999, between
Carolina Power & Light Company and The Chase Manhattan Bank, as
Calculation Agent.
12 Computation of Ratio of Earnings to Fixed Charges.