UNITED STATES
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 29, 2004
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Exact name of registrants as specified in
their charters, state of incorporation,
Commission File address of principal executive offices, I.R.S. Employer
Number and telephone number Identification Number
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1-15929 Progress Energy, Inc. 56-2155481
410 S. Wilmington Street
Raleigh, North Carolina 27601-1748
Telephone: (919) 546-6111
State of Incorporation: North Carolina
1-3382 Carolina Power & Light Company 56-0165465
d/b/a Progress Energy Carolinas, Inc.
410 S. Wilmington Street
Raleigh, North Carolina 27601-1748
Telephone: (919) 546-6111
State of Incorporation: North Carolina
1-3274 Florida Power Corporation 59-0247770
d/b/a Progress Energy Florida, Inc.
100 Central Avenue
St. Petersburg, Florida 33701-3324
Telephone: (727) 820-5151
State of Incorporation: Florida
None
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(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
|_| Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
This combined Form 8-K is filed separately by three registrants: Progress
Energy, Inc., Carolina Power & Light Company d/b/a Progress Energy Carolinas,
Inc. and Florida Power Corporation d/b/a Progress Energy Florida, Inc.
Information contained herein relating to any individual registrant is filed by
such registrant solely on its own behalf.
Section 1 - Registrant's Business and Operations
Item 1.02 Termination of Material Definitive Agreement.
On November 29, 2004, Progress Energy, Inc. ("Progress Energy" or the "Company")
announced that William S. Orser, Group President of Energy Supply, will retire
from the Company, effective April 1, 2005. Mr. Orser's retirement will result in
the termination of the Employment Agreement, dated August 1, 2000, between him
and Carolina Power & Light Company, a subsidiary of the Company. The Employment
Agreement contains terms and conditions regarding Mr. Orser's employment with
the Company, including salary, duties, employment benefits and severance
benefits. Pursuant to the terms of the Employment Agreement, Mr. Orser will be
entitled to, among other things, continuation of his base salary until July 31,
2007 and will be eligible for his incentive bonus award for 2004. Mr. Orser also
will be eligible to retain all benefits in which he has vested under the
Company's compensation and benefit plans and will be entitled to continuation of
certain health benefits. Mr. Orser has no other material relationship with the
Company or its affiliates. The Company will not incur any penalties in
connection with the termination of the agreement. Mr. Orser's Employment
Agreement was filed as Exhibit 10(ii) to Carolina Power & Light Company's
Quarterly Report on Form 10-Q for the quarter ended September 30, 2000.
Section 5 - Corporate Governance and Management
Item 5.02 Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers.
The disclosures and qualifications set forth in Item 1.02 above are incorporated
into this Item 5.02 by reference.
This combined report contains forward-looking statements within the meaning of
the safe harbor provisions of the Private Securities Litigation Reform Act of
1995. The matters discussed throughout this document that are not historical
facts are forward-looking and, accordingly, 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.
Any forward-looking statement speaks only as of the date on which such statement
is made, and neither Progress Energy, Carolina Power & Light Company d/b/a
Progress Energy Carolinas, Inc. nor Florida Power Corporation d/b/a Progress
Energy Florida, Inc. undertakes any obligation to update any forward-looking
statement or statements to reflect events or circumstances after the date on
which such statement is made.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrants have duly caused this report to be signed on their behalf by the
undersigned hereunto duly authorized.
PROGRESS ENERGY, INC.,
CAROLINA POWER & LIGHT COMPANY
d/b/a PROGRESS ENERGY CAROLINAS, INC. and
FLORIDA POWER CORPORATION
d/b/a PROGRESS ENERGY FLORIDA, INC.
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Registrants
By: /s/ Geoffrey S. Chatas
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Geoffrey S. Chatas
Executive Vice President and
Chief Financial Officer
Date: December 3, 2004