f8k041608.htm
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): April 16, 2008
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Exact
name of registrant as specified
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I.R.S.
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in
its charter, state of incorporation,
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Employer
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Commission
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address
of principal executive offices,
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Identification
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File
Number
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Telephone
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Number
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1-16305
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PUGET
ENERGY, INC.
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91-1969407
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A
Washington Corporation
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10885
- N.E. 4th Street, Suite 1200
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Bellevue,
Washington 98004-5591
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(425)
454-6363
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___________
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:
o
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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o
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Soliciting
material pursuant to Rule 14a−12 under the Exchange Act (17 CFR
240.14a−12)
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o
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Pre−commencement
communications pursuant to Rule 14d−2(b) under the Exchange Act
(17 CFR 240.14d−2(b))
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o
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Pre−commencement
communications pursuant to Rule 13e−4(c) under the Exchange Act
(17 CFR 240.13e−4(c))
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Item
7.01 Regulation FD Disclosure
On April
16, 2008, the Company issued the following press release.
Puget
Energy shareholders approve merger
with
consortium of North American infrastructure investors
BELLEVUE,
Wash. -- Shareholders of Puget Energy (NYSE:PSD), the parent company of Puget
Sound Energy, a regulated utility providing electric and natural gas service
primarily to the growing Puget Sound region of western Washington, at a special
meeting today approved by more than the required two-thirds vote a merger with a
consortium of North American infrastructure investors.
The
merger remains subject to various state and federal regulatory approvals and
other customary closing conditions. Under the terms of the merger agreement,
upon completion of the proposed transaction, Puget Energy shareholders will be
entitled to receive $30 in cash in exchange for each share of Puget Energy
common stock they own.
“Today’s
vote is a strong endorsement by our shareholders for a transaction that we
believe benefits them, and over the next several years will benefit our
customers, communities and employees,” said Stephen P. Reynolds, chairman,
president and chief executive officer of Puget Energy and PSE. “The approval is
a critical milestone toward allowing us to obtain ready access to capital that
will enable PSE to build on our 135-year-old legacy as a leading,
locally-managed utility and help secure the future energy supply and delivery
infrastructure to meet the growing energy needs of our customers.”
The $7.4
billion merger now awaits review and approval by the Washington Utilities and
Transportation Commission, the Federal Energy Regulatory Commission, and various
other federal agencies.
Puget
Energy expects the merger to be completed in the second half of
2008.
For more
information on the proposed merger, visit:
www.pse.com/insidePSE/newsroom/Pages/MergerNews.aspx
About
Puget Energy
Puget
Energy (NYSE:PSD) is the parent company of Puget Sound Energy (PSE),
a regulated utility providing electric and natural gas service primarily to the
growing Puget Sound region of Western Washington.
About
Puget Sound Energy
Washington
state’s oldest and largest energy utility, with a 6,000-square-mile service area
stretching across 11 counties, Puget Sound Energy (PSE) serves more than 1
million electric customers and 729,000 natural gas customers. PSE, a subsidiary
of Puget Energy (NYSE: PSD), meets the energy needs of its growing customer base
primarily in Western Washington through incremental, cost-effective energy
conservation, procurement of sustainable energy resources, and far-sighted
investment in the energy-delivery infrastructure. PSE employees are dedicated to
providing great customer service to deliver energy that is safe, reliable,
reasonably priced, and environmentally responsible. For more information, visit
www.PSE.com.
Forward
Looking Statements
Certain
statements in this press release regarding the proposed transaction between
Puget Energy and the
consortium of primarily North American infrastructure investors constitute
“forward-looking statements” under the federal securities laws. These
forward-looking statements are subject to a number of substantial risks and
uncertainties and may be identified by the words “will,” “anticipate,”
“believe,” “expect,” “may” or “intend” or similar expressions. Actual results
could differ materially from these forward-looking statements. Factors that
might cause or contribute to such material differences include, but are not
limited to, the ability of Puget Energy to obtain required regulatory approvals
of the merger, the possibility that the merger will not close or that the
closing will be delayed, and other events and factors disclosed previously and
from time to time in Puget Energy’s filings with the SEC, including Puget
Energy’s Form 10-K for the year ended Dec. 31, 2007. Puget Energy disclaims any
obligation to update any forward-looking statements after the date of this news
release.
You
should not place undue reliance on any forward-looking statements contained
herein. Except as expressly required by the federal securities laws, Puget
Energy undertakes no obligation to update such factors or to publicly announce
the results of any of the forward-looking statements contained herein to reflect
future events, developments, changed circumstances or for any other
reason.
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SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the
registrants have duly caused this report to be signed on their behalf by the
undersigned hereunto duly authorized.
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PUGET
ENERGY, INC.
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By: /s/ Jennifer L.
O’Connor
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Dated: April
16, 2008
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Jennifer
L. O’Connor
Senior
Vice President, General Counsel, Chief Ethics and Compliance Officer and
Corporate Secretary
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