UNITED STATES | ||
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 (Date of earliest event reported): June 30, 2014 | ||
AVISTA CORPORATION | ||
(Exact name of registrant as specified in its charter) | ||
Washington | 1-3701 | 91-0462470 |
(State of other jurisdiction of incorporation) | (Commission file number) | (I.R.S. Employer Identification No.) |
1411 East Mission Avenue, Spokane, Washington | 99202-2600 | |
(Address of principal executive offices) | (Zip Code) | |
Registrant's telephone number, including area code: | 509-489-0500 | |
Web site: http://www.avistacorp.com | ||
(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))
Section 8 - Other Events
Item 8.01 Other Events.
Ecova Disposition
On June 30, 2014, Avista Capital, Inc., the non-regulated subsidiary of Avista Corporation (Avista Corp. or the Company) completed its sale of Ecova, Inc. (Ecova) to Cofely USA Inc., an indirect subsidiary of GDF SUEZ, a French multinational utility company. The sale price was $335 million in cash, less the payment of debt and other customary closing adjustments. At the closing of the transaction on June 30, 2014, Ecova became a wholly-owned subsidiary of Cofely USA Inc. and Avista Corp. will have no further involvement with Ecova after such date.
The signing of the definitive sales agreement was previously announced on May 29, 2014. A Form 8-K and the Agreement and Plan of Merger (Exhibit 2.1 to that Form 8-K) were filed with the Securities and Exchange Commission on that date.
A copy of Avista Corp.'s press release is filed as Exhibit 99.1.
Alaska Energy and Resources Company Acquisition
On July 1, 2014, Avista Corp. completed its acquisition of Alaska Energy and Resources Company (AERC), based in Juneau, Alaska. As of July 1, 2014 AERC is a wholly-owned subsidiary of Avista Corp. The primary subsidiary of AERC is Alaska Electric Light and Power Company. In connection with the closing, Avista Corp. issued approximately 4.5 million new shares of common stock to the shareholders of AERC at a price of $32.46 per share, which reflects a purchase of $170 million, less outstanding debt and other closing adjustments.
The signing of the definitive purchase agreement was previously announced on November 4, 2013. A Form 8-K and the Agreement and Plan of Merger (Exhibit 2.1 to that Form 8-K) were filed with the Securities and Exchange Commission on that date.
A copy of Avista Corp.'s press release is filed as Exhibit 99.2.
Section 9 - Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
99.1 | Press release dated July 1, 2014 announcing the completion of the Ecova sale, which is being filed pursuant to Item 8.01. |
99.2 | Press release dated July 1, 2014 announcing the completion of the AERC acquisition, which is being filed pursuant to Item 8.01. |
Neither the filing of any press release as an exhibit to this Current Report nor the inclusion in such press releases of a reference to Avista Corp.'s Internet address shall, under any circumstances, be deemed to incorporate the information available at such Internet address into this Current Report. The information available at Avista Corp.'s Internet address is not part of this Current Report or any other report furnished or filed by Avista Corp. with the Securities and Exchange Commission.
Forward-Looking Statements
This current report and the filed press release Exhibit 99.1 contain forward-looking statements regarding the Company’s current expectations. Forward-looking statements are all statements other than historical facts. Such statements speak only as of the date of this report or the press release and are subject to a variety of risks and uncertainties, many of which are beyond the Company’s control, which could cause actual results to differ materially from the expectations. These risks and uncertainties include, in addition to those discussed herein or in the press release, all of the factors discussed in the Company’s Annual Report on Form 10-K for the year ended December. 31, 2013 and its Quarterly Report on Form 10-Q for the quarter ended March 31, 2014.
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 thereunto duly authorized.
AVISTA CORPORATION | ||
(Registrant) | ||
Date: | July 1, 2014 | /s/ Mark T. Thies |
Mark T. Thies | ||
Senior Vice President, | ||
Chief Financial Officer, and Treasurer | ||
Contact:
Media: Jessie Wuerst (509) 495-8578 jessie.wuerst@avistacorp.com
Investors: Jason Lang (509) 495-2930 jason.lang@avistacorp.com
Avista 24/7 Media Access (509) 495-4174
Avista Corp. Closes Sale of Ecova, Inc. to Cofely USA Inc.
SPOKANE, Wash. - July 1, 2014 - 6 a.m. PDT: Avista Corp. (NYSE:AVA) today announced that its non-regulated subsidiary, Avista Capital, has closed on its sale of Ecova, Inc. to Cofely USA Inc., an indirect subsidiary of GDF SUEZ, a French multinational utility company. The sale price was $335 million in cash, less the payment of debt and other customary closing adjustments.
“We are pleased that we were able to complete this transaction with Cofely USA smoothly and in a timely manner,” said Avista Corp. Chairman, President and Chief Executive Officer Scott Morris. “The time is right for a new owner to continue to grow this business and for us to monetize the value of our investment for our shareholders.”
As previously announced, we expect to use a majority of the proceeds of the sale to repurchase up to 4 million shares of Avista Corp. outstanding common stock. The sale will provide cash proceeds to Avista Corp., net of debt, payment to option and minority holders, taxes and transaction expenses of approximately $136 million and results in a net gain of about $62 million.
About Avista
Avista Corp., incorporated in 1889 and based in Spokane, Wash., is an energy company involved in the production, transmission and distribution of energy as well as other energy-related businesses. Avista Utilities is the operating division that provides electric service to 367,000 customers and natural gas to 326,000 customers. Its service territory covers 30,000 square miles in eastern Washington, northern Idaho and parts of southern and eastern Oregon, with a population of 1.6 million. Avista’s other subsidiary, Alaska Energy and Resources Company, provides retail electric service in the city and borough of Juneau, Alaska, through its subsidiary Alaska Electric Light and Power Company. Avista stock is traded under the ticker symbol "AVA." For more information about Avista, please visit www.avistacorp.com.
This news release contains forward-looking statements regarding the company’s current expectations. Forward-looking statements are all statements other than historical facts. Such statements speak only as of the date of the news release and are subject to a variety of risks and uncertainties, many of which are beyond the company’s control, which could cause actual results to differ materially from the expectations. These risks and uncertainties include, in addition to those discussed herein, all of the factors discussed in the company’s Annual Report on Form 10-K for the year ended Dec. 31, 2013, and the Quarterly Report on Form 10-Q for the quarter ended March 31, 2014.
Avista Corp. and the Avista logo are trademarks of Avista Corporation.
To unsubscribe from Avista’s news release distribution, send reply message to shirley.wolf@avistacorp.com.
SOURCE: Avista Corporation
Contact:
Media: Jessie Wuerst (509) 495-8578 jessie.wuerst@avistacorp.com
Investors: Jason Lang (509) 495-2930 jason.lang@avistacorp.com
Avista 24/7 Media Access (509) 495-4174
Avista Corp. Completes Acquisition of Alaska Energy and Resources Company
SPOKANE, Wash. - July 1, 2014 - 6:10 a.m. PDT: Avista Corp. (NYSE:AVA) today announced that it has closed on its acquisition of Alaska Energy and Resources Company (AERC) based in Juneau, Alaska. AERC is now a wholly-owned subsidiary of Avista Corp. The primary subsidiary of AERC is Alaska Electric Light and Power Company (AEL&P), the oldest regulated electric utility in Alaska. In connection with the closing, Avista Corp. issued approximately 4.5 million new shares of common stock to the shareholders of AERC, at a price of $32.46 per share, which reflects a purchase price of $170 million, less outstanding debt and other closing adjustments.
“We are very pleased to complete this transaction, and to have AERC become part of our company. We look forward to working with the highly skilled and dedicated management and employees of AEL&P and to being a partner in the Juneau community,” said Avista Corp. Chairman, President and Chief Executive Officer Scott Morris.
About Avista
Avista Corp., incorporated in 1889 and based in Spokane, Wash., is an energy company involved in the production, transmission and distribution of energy as well as other energy-related businesses. Avista Utilities is the operating division that provides electric service to 367,000 customers and natural gas to 326,000 customers. Its service territory covers 30,000 square miles in eastern Washington, northern Idaho and parts of southern and eastern Oregon, with a population of 1.6 million. Alaska Energy and Resources Company is an Avista subsidiary that provides retail electric service in the city and borough of Juneau, Alaska, through its subsidiary Alaska Electric Light and Power Company. Avista stock is traded under the ticker symbol "AVA." For more information about Avista, please visit www.avistacorp.com.
Avista Corp. and the Avista logo are trademarks of Avista Corporation.
To unsubscribe from Avista’s news release distribution, send reply message to shirley.wolf@avistacorp.com.
SOURCE: Avista Corporation