SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report: July 30, 2004
(Date of earliest event reported)
Commission Registrant; State of Incorporation; I.R.S. Employer
File Number Address; and Telephone Number Identification No.
1-3525 AMERICAN ELECTRIC POWER COMPANY, INC. 13-4922640
(A New York Corporation)
1 Riverside Plaza
Columbus, Ohio 43215
Telephone (614) 716-1000
Item 7. Financial Statements and Exhibits.
The Exhibit Index on page 3 is incorporated herein by reference.
Item 9. Regulation FD Disclosure
The information, including the exhibit attached hereto, in this Current
Report is being furnished and shall not be deemed "filed" for purposes of
Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise
subject to the liabilities of that section. The information in this Current
Report shall not be incorporated by reference into any registration statement
or other document pursuant to the Securities Act of 1933, except as otherwise
stated in such filing.
Attached and incorporated herein by reference as Exhibit 99 is a copy
of the press release of American Electric Power Company, Inc. regarding the
sale of Fiddler's Ferry and Ferrybridge, two coal-fired power plants in the
United Kingdom, and a number of related commodities contracts to Scottish and
Southern Energy plc.
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, thereunto duly authorized.
AMERICAN ELECTRIC POWER COMPANY, INC.
By: /s/ Thomas G. Berkemeyer
Name: Thomas G. Berkemeyer
Title: Assistant Secretary
July 30, 2004
EXHIBIT INDEX
Exhibit No. Description
99 Press Release issued by American Electric Power Company, Inc., dated
July 30, 2004.
AEP sells UK generation, related contracts to Scottish and Southern Energy plc
Friday, July 30, 2004
AEP News Release
AEP Friday sold two coal-fired power plants in the United Kingdom and a
number of related commodities contracts to Scottish and Southern Energy plc
for $456 million.
Scottish and Southern is one of the largest energy suppliers in the United
Kingdom, serving more than 3 million electricity customers and 1.5 million
gas customers in England, Scotland and Wales.
Included in the transaction are:
o Fiddler's Ferry, a four-unit, 2,000-megawatt station on the River
Mersey in northwest England, approximately 200 miles from London
o Ferrybridge, a four-unit, 2,000-megawatt station on the River Aire in
northeast England, approximately 200 miles from London
o Commodity contracts, including electricity sales contracts, coal
purchase and sales contracts and freight contracts with a number of
different market counterparties for varying contract periods
The total consideration includes $248 million for the generating units and
related stocks at the generating units and $208 million for the commodities
contracts. The divestiture will result in a gain for AEP, which will be
recorded in the third quarter of 2004.
Proceeds from the sale will be used to reduce debt and strengthen AEP's
balance sheet.
This transaction substantially completes AEP's exit from the UK market.
AEP has previously recorded pre-tax impairments totaling approximately $1.1
billion on its UK assets and since fourth-quarter 2003 has accounted for its
UK business as part of discontinued operations. AEP acquired Fiddler's Ferry
and Ferrybridge from Edison Mission Energy, a subsidiary of Edison
International, in December 2001 for approximately $960 million.
"This transaction is the most important in our plan to shed non-strategic
assets and focus on our core domestic utility operations," said Michael G.
Morris, AEP's chairman, president and chief executive officer. "Although
we've completed the sale of smaller assets this year that don't fit our
long-term strategy, many who follow our company have identified the sale of
the UK generation as the transaction necessary to move us closer to the
performance and stability valued by investors.
"We're pleased at the value we received for these plants in a very difficult
UK energy marketplace," Morris said. "This sale removes operations that have
been a drain on earnings and resources. We still have some smaller assets on
the market, including natural gas storage in Louisiana and a 50-percent
interest in a power plant in Mexico. But it's clear that our strategic focus
is on what we do best: operating our transmission and distribution grid and
the nation's largest generation fleet to provide reliable, affordable
electricity to our customers and to others in the wholesale market."
Lexicon Partners and Citigroup advised AEP on the UK transaction.
So far this year, AEP's plan to divest non-strategic assets has resulted in
the sale of its interest in the Pushan Power Plant in China, approximately
2,000 miles of natural gas gathering and transmission pipelines in Louisiana
and five gas processing facilities that straddle the system, the mining
operations of AEP Coal, and ownership interests in two independent power
plants in Florida and one in Colorado with closing on the sale of a second
Colorado plant expected soon. In separate divestiture activity necessary to
comply with stranded cost recovery regulations in Texas, AEP has completed
the sale of certain generation assets within AEP Texas Central Company,
including eight natural gas plants, one coal-fired plant and one hydro plant.
With the sale of the UK assets, AEP has received approximately $1.1 billion
for divestitures in 2004, which is being used to reduce debt and strengthen
the balance sheet.
This report made by AEP and certain of its subsidiaries contains
forward-looking statements within the meaning of Section 21E of the
Securities Exchange Act of 1934. Although AEP and each of its registrant
subsidiaries believe that their expectations are based on reasonable
assumptions, any such statements may be influenced by factors that could
cause actual outcomes and results to be materially different from those
projected. Among the factors that could cause actual results to differ
materially from those in the forward-looking statements are: electric load
and customer growth; weather conditions; available sources and costs of
fuels; availability of generating capacity and the performance of AEP's
generating plants; the ability to recover regulatory assets and stranded
costs in connection with deregulation; new legislation and government
regulation including requirements for reduced emissions of sulfur, nitrogen,
mercury, carbon and other substances; resolution of pending and future rate
cases, negotiations and other regulatory decisions (including rate or other
recovery for environmental compliance); oversight and/or investigation of the
energy sector or its participants; resolution of litigation (including
pending Clean Air Act enforcement actions and disputes arising from the
bankruptcy of Enron Corp.); AEP's ability to reduce its operation and
maintenance costs; the success of disposing of investments that no longer
match AEP's business model; AEP's ability to sell assets at acceptable prices
and on other acceptable terms; international and country-specific
developments affecting foreign investments including the disposition of any
foreign investments; the economic climate and growth in AEP's service
territory and changes in market demand and demographic patterns; inflationary
trends; AEP's ability to develop and execute a strategy based on a view
regarding prices of electricity, natural gas, and other energy-related
commodities; changes in the creditworthiness and number of participants in
the energy trading market; changes in the financial markets, particularly
those affecting the availability of capital and AEP's ability to refinance
existing debt at attractive rates; actions of rating agencies, including
changes in the ratings of debt and preferred stock; volatility and changes in
markets for electricity, natural gas, and other energy-related commodities;
changes in utility regulation, including the establishment of a regional
transmission structure; accounting pronouncements periodically issued by
accounting standard-setting bodies; the performance of AEP's pension plan;
prices for power that AEP generates and sells at wholesale; changes in
technology and other risks and unforeseen events, including wars, the effects
of terrorism (including increased security costs), embargoes and other
catastrophic events.
----