UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITES EXCHANGE ACT OF 1934
Date of Report (Date of earliest events reported) December 20, 2001
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(December 19, 2001)
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PUBLIC SERVICE COMPANY OF NEW MEXICO
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(Exact name of registrant as specified in its charter)
New Mexico Commission 85-0019030
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(State or Other Jurisdiction File Number 1-6986 (I.R.S. Employer
of Incorporation) Identification) Number)
Alvarado Square, Albuquerque, New Mexico 87158
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(Address of principal executive offices) (Zip Code)
(505) 241-2700
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(Registrant's telephone number, including area code)
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(Former name, former address and former fiscal year,
if changed since last report)
Item 5. Other Events
The following is a press release issued by the Company on December 19, 2001 and
is being filed herein under Item 5. Other Events.
PNM Resolves Remaining Issues Over Holding Company Rules
Settlement Clears Way to Activate PNM Resources December 31
ALBUQUERQUE, N.M. December 19, 2001 - The New Mexico Public Regulation
Commission has approved a settlement between Public Service Company of New
Mexico (NYSE:PNM) and other parties that will allow PNM to activate a new
holding company. The new holding company, PNM Resources, Inc., will trade on the
New York Stock Exchange under the same PNM symbol beginning December 31, 2001.
"Activation of PNM Resources marks a significant step toward our goal of
creating America's best merchant utility," said PNM Chairman, President and
Chief Executive Officer Jeff Sterba. "This new corporate structure allows us the
business flexibility to continue our traditional focus on excellent customer
service and efficiency in our utility operations, even as we pursue new
opportunities in our growing power production and marketing business."
With the change in corporate structure, Public Service Company of New Mexico
will become a wholly-owned subsidiary of PNM Resources. Customers will notice no
change, since the electric and gas utility will continue to operate under the
familiar PNM name and logo.
Shareholders approved the holding company last year and the PRC authorized the
new corporate structure in June 2001. The company objected to certain conditions
imposed by the commission, however, and asked the state Supreme Court to review
the holding company order. PNM dropped that appeal as part of the settlement
approved by the commission yesterday.
The commission approved several changes to the language in the original holding
company order that resolved many of the company's concerns, according to PNM
Senior Vice President Patrick Ortiz, the company's chief legal counsel and
corporate secretary.
The settlement permits PNM to capitalize PNM Resources through an initial
dividend of $127 million to PNM Resources. It also permits the transfer of
certain assets to PNM Resources that are not considered to be essential to the
utility operations.
PNM is a combined electric and gas utility serving approximately 1.3 million
people in New Mexico. The company also sells power on the wholesale market in
the Western U.S. PNM stock is traded primarily on the NYSE under the symbol PNM.
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Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995
Statements made in this news release that relate to future events are made
pursuant to the Private Securities Litigation Reform Act of 1995. These
forward-looking statements are based upon current expectations and PNM assumes
no obligation to update this information. Because actual results may differ
materially from expectations, PNM cautions readers not to place undue reliance
on these statements. A number of factors, including weather, fuel costs, changes
in the local and national economy, changes in supply and demand in the market
for electric power, the performance of generating units and transmission
systems, uncertainties relating to PNM's transaction with Western Resources and
related costs, and state and federal regulatory and legislative decisions and
actions, including the wholesale electric power pricing mitigation plan ordered
by the Federal Energy Regulatory Commission (FERC) on June 18, 2001, rulings
issued by the New Mexico Public Regulation Commission (NMPRC) pursuant to the
Electric Utility Industry Restructuring Act of 1999 (as amended), and in other
cases now pending or which may be brought before the FERC or the NMPRC, or other
actions relating to utility restructuring or stranded cost recovery, could cause
PNM results to differ from results forecast in this filing. For a detailed
discussion of the important factors affecting PNM, please see "Management's
Discussion and Analysis of Financial Condition and Results of Operations"' in
the company's Form 10-K (as amended) for the year ended December 31, 2000, Form
10-Q for the quarters ended March 31, 2001, June 30, 2001 and September 30, 2001
and Form 8-K filings with the Securities and Exchange Commission.
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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.
PUBLIC SERVICE COMPANY OF NEW MEXICO
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(Registrant)
Date: December 20, 2001 /s/ John R. Loyack
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John R. Loyack
Vice President, Corporate Controller
and Chief Accounting Officer
(Officer duly authorized to sign this report)
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