01—Abstract
Summary
Summary of the 8-K filed August 21, 2000. Cited figures are marked; the original filing is the authoritative source.
This Form 8-K filing from Xcel Energy Inc. (XEL) reports on the consummation of the merger between Northern States Power Company (NSP) and New Century Energies, Inc. (NCE), which officially formed Xcel Energy Inc. on August 18, 2000.
This event represents a significant corporate restructuring, creating a larger, combined entity with a broader operational footprint. The merger was structured as a tax-free, stock-for-stock exchange, with NCE shareholders receiving 1.55 shares of Xcel Energy common stock for each NCE share, and NSP shareholders exchanging their shares on a one-for-one basis.
The filing also includes various exhibits, such as supplemental financial statements and news releases, providing further details on the financial implications and operational aspects of this major combination. Investors should note that this filing marks the formal establishment of Xcel Energy Inc. as a combined entity, subsequent to regulatory approvals.
02—Key points
Key Highlights
- Xcel Energy Inc. was officially formed on August 18, 2000, through the merger of Northern States Power Company (NSP) and New Century Energies, Inc. (NCE).
- The merger was completed after all required regulatory approvals were obtained.
- The transaction was structured as a tax-free, stock-for-stock exchange for the shareholders of both NSP and NCE.
- NCE common stock shareholders received 1.55 shares of Xcel Energy common stock per NCE share.
- NSP shareholders exchanged their shares for Xcel Energy shares on a one-for-one basis.
- Cash was provided for any fractional shares resulting from the stock exchange.
- The merger was accounted for using the pooling of interests method.
- Xcel Energy Inc. registered as a holding company under the Public Utility Holding Company Act of 1935 following the merger.
03—Questions
Frequently Asked Questions
What is the primary purpose of this 8-K filing?
The primary purpose of this filing is to report the official formation of Xcel Energy Inc. on August 18, 2000, through the merger of Northern States Power Company (NSP) and New Century Energies, Inc. (NCE), and to disclose key details about the transaction.
How were the shareholders of NSP and NCE affected by the merger?
Shareholders of NCE received 1.55 shares of Xcel Energy Inc. common stock for each share of NCE common stock they held. Shareholders of NSP exchanged their NSP shares for Xcel Energy Inc. shares on a one-for-one basis. Cash was issued for any fractional shares.
Was the merger a taxable event for shareholders?
No, the merger was structured as a tax-free, stock-for-stock exchange for the stockholders of both NSP and NCE, except for any cash received in lieu of fractional shares.
What accounting method was used to record the merger?
The merger was accounted for using the pooling of interests method.
04—Continue