JUNO BEACH, Fla., and
HONOLULU, Jan. 29, 2015 /PRNewswire/ -- NextEra
Energy, Inc. (NYSE: NEE) and Hawaiian Electric Company, Inc.,
Hawaii Electric Light Company, Inc. and Maui Electric Company
Limited (collectively referred to as Hawaiian Electric),
subsidiaries of Hawaiian Electric Industries, Inc. (NYSE: HE)
(HEI), today filed an application with the Hawaii Public Utilities
Commission (PUC) requesting approval of the proposed merger
involving Hawaiian Electric.
The filing details the companies' commitments to Hawaiian
Electric's communities, employees and customers for enhancing
service reliability, continuing community and charitable support,
continuing to locally manage Hawaiian Electric's utilities from
their existing operating locations, delivering savings and value
for customers, and strengthening and accelerating a cleaner energy
future. Highlights of the application include a commitment to
not file a request with the PUC for a general base rate
increase for at least four years post-transaction close and
approximately $60 million in
quantified customer savings, both subject to approval of certain
conditions.
Hawaiian Electric stands at the forefront in addressing a vast
array of complex issues associated with Hawaii's clean energy transformation. By
combining with NextEra Energy, Hawaiian Electric will gain a
leading-edge partner, with deep operational, technical and
managerial expertise, financial capacity and a proven clean energy
track record. The proposed combination is expected to provide
Hawaiian Electric with the added capacity, resources and access to
expertise to strengthen and accelerate Hawaii's transition to a more affordable,
equitable and inclusive clean energy future, while delivering
substantial customer benefits, including lower costs and improved
reliability over time.
"The filing of this application begins an important review
process that we believe will ultimately result in a more affordable
clean energy future for Hawaii,"
said Eric Gleason, president of
NextEra Energy Hawaii, LLC. "We share Hawaiian Electric's vision of
increasing renewable energy, modernizing its grid, reducing
Hawaii's dependence on imported
oil, integrating more rooftop solar energy and, importantly,
lowering customer bills, and we believe our combination will help
to accelerate Hawaii's clean
energy transformation. We welcome the opportunity to engage
directly with the PUC and the communities that Hawaiian Electric
serves. As we move forward, our focus will be on applying our
expertise and resources, alongside Hawaiian Electric's, to bring
significant benefits, savings and value to Hawaiian Electric
customers and to create the clean energy future we all want for
Hawaii."
"This application represents a significant milestone in this
process," said Alan Oshima, Hawaiian
Electric's president and chief executive officer. "As the filing
outlines, joining with NextEra Energy provides Hawaiian Electric
with the unique opportunity to strengthen and accelerate our clean
energy transformation. Importantly, this partnership will help us
deliver substantial value to Hawaiian Electric's customers,
including through NextEra Energy's commitment not to request an
increase in general base rates for at least four years following
the close of the transaction and to forego rate increases for
recovery of operation and maintenance increases during that same
period."
Delivering Significant Value and Increased Savings to
Customers
- Delivering sustained savings for customers, managing costs
effectively and improving service reliability
- As detailed in the application, NextEra Energy pledges that,
for at least four years following the completion of the
transaction, subject to approval of certain conditions, Hawaiian
Electric will not submit any applications seeking a general base
rate increase and will forego recovery of the incremental
operations and maintenance revenue adjustment under its decoupling
rate mechanism during that period, which amounts to approximately
$60 million in cumulative savings for
customers.
- NextEra Energy is committed to maintaining and improving over
time the reliability of the Hawaiian Electric Companies' electrical
systems and will support the ongoing efforts of the Reliability
Standards Working Group and its subgroups.
- The companies expect that the combination will also provide
significant customer savings and benefits from improved financial
standing, strong vendor relationships and economies of scale, and
technical expertise.
- Providing customer protections
- NextEra Energy will not seek to recover through rates any
acquisition premium, transaction or transition costs that may arise
from the transaction.
- NextEra Energy will also maintain various protections designed
to ensure that Hawaiian Electric and its customers are not impacted
by the activities and businesses of other NextEra Energy entities
and subsidiaries.
Committed to Local Customers, Employees and the Communities
We Serve
- Hawaiian Electric will continue to be locally managed
- Upon completion of the combination, Hawaiian Electric will
become a third principal business within the NextEra Energy family
of companies. Hawaiian Electric will continue to operate under its
current name and continue to be headquartered in Honolulu. Hawaiian Electric will continue to
be locally managed from existing operating locations.
- No involuntary reductions to Hawaiian Electric's workforce will
occur as a result of the transaction for at least two years after
the closing of the transaction, and all of its union labor
agreements will be honored.
- Serving and supporting Hawaii's communities
- NextEra Energy has been recognized for an unprecedented eighth
consecutive year as No. 1 on the utility industry list of Fortune's
"Most Admired Companies" and enjoys a longstanding reputation as a
strong corporate citizen throughout the communities in which it
operates. Consistent with that, NextEra Energy expects to maintain
HEI's overall current level of corporate giving in HEI's
communities.
- In addition, NextEra Energy has committed to establish a local,
independent advisory board to be made up of six to 12 members, all
of whom will have substantial ties to the Hawaii community. The purpose of the board
will be to provide input on matters of local and community
interest.
Strengthening and Accelerating Hawaii's Clean Energy
Future
The combination of NextEra Energy and Hawaiian Electric brings
together two industry leaders in clean and renewable energy.
Hawaiian Electric has put Hawaii
on the leading edge of clean energy nationally, successfully
integrating rooftop solar with 12 percent of residential
customers—including 11,000 new installations in 2014 alone—and
helping achieve 21 percent renewable energy. Hawaiian Electric has
filed plans with the Hawaii PUC that seek to enhance Hawaii's energy future by lowering electric
bills, giving customers more service options and nearly tripling
the amount of distributed solar, while achieving among the nation's
highest levels of renewable energy by 2030. NextEra Energy adds its
strength as the nation's leading clean energy company and is
supportive of Hawaiian Electric's plans to accomplish these clean
energy goals. As part of the merger filing, NextEra Energy commits
to strengthening and accelerating Hawaiian Electric's clean energy
transformation through increased renewable energy – including
integrating more rooftop solar energy – electric grid
modernizations, energy storage and customer demand response
programs.
NextEra Energy's principal subsidiaries include Florida Power & Light Company (FPL), one of
the nation's largest and most well-respected electric utilities,
and NextEra Energy Resources, LLC, which together with its
affiliated entities (NextEra Energy Resources), is North America's largest producer of renewable
energy from the wind and sun. Through NextEra Energy Resources,
NextEra Energy brings to bear all the capabilities of a renewable
energy leader, including utility-scale and distributed solar, wind
and battery storage, as well as the resources to help accelerate
Hawaiian Electric's efforts to pursue a new energy future in
Hawaii. Together, FPL and NextEra
Energy Resources have completed more than $24 billion worth of major capital projects since
2003, overall on time and under budget.
FPL serves approximately 4.7 million customers in a state that,
like Hawaii, has no indigenous
fossil fuels and was once the largest consumer of oil among all
U.S. utilities. Since 2001, FPL has reduced its reliance on foreign
oil by more than 99 percent, improved its overall fuel efficiency
by 20 percent and saved its customers more than $7.5 billion in fuel costs. FPL's operational
excellence has supported low customer bills, including typical
residential customer electric bills that are approximately 25
percent lower than the national average. Additionally, FPL's highly
efficient generation fleet is one of the cleanest and most modern
among utilities nationwide. FPL also has developed, built and
operates one of the nation's most modern grid networks and offers
the highest reliability among Florida's investor-owned utilities,
ranking in the top quartile nationally, with more than 99.98
percent reliability. In 2014, FPL received two prestigious
reliability-related awards by PA Consulting Group – Outstanding
Technology and Innovation in the U.S. and Outstanding Reliability
Performance in the U.S. South region.
Merger Approval Process
In addition to the filing made with the Hawaii PUC by NextEra
Energy and Hawaiian Electric, HEI today filed for merger approval
with the Federal Energy Regulatory Commission. The transaction is
also subject to approval by HEI shareholders, the expiration or
termination of the waiting period under the Hart-Scott-Rodino Act,
Securities and Exchange Commission (SEC) effectiveness of
registration statements, the spinoff of ASB Hawaii and additional
regulatory approvals and other customary conditions. The companies
expect the transaction, which has been unanimously approved by both
companies' boards of directors, to be completed in the fourth
quarter of 2015.
Website
Additional information about the benefits of the transaction is
available at www.forhawaiisfuture.com.
NextEra Energy, Inc.
NextEra Energy, Inc. (NYSE: NEE) is a leading clean energy
company with consolidated revenues of approximately $17.0 billion, approximately 44,900 megawatts of
generating capacity, which includes megawatts associated with
noncontrolling interests related to NextEra Energy Partners, LP
(NEP), and approximately 13,800 employees in 27 states and
Canada as of year-end 2014.
Headquartered in Juno Beach, Fla.,
NextEra Energy's principal subsidiaries are Florida Power & Light Company, which serves
approximately 4.7 million customer accounts in Florida and is one of the largest
rate-regulated electric utilities in the
United States, and NextEra Energy Resources, LLC, which,
together with its affiliated entities, is the largest generator in
North America of renewable energy
from the wind and sun. Through its subsidiaries, NextEra Energy
generates clean, emissions-free electricity from eight commercial
nuclear power units in Florida,
New Hampshire, Iowa and Wisconsin. NextEra Energy has been recognized
often by third parties for its efforts in sustainability, corporate
responsibility, ethics and compliance, and diversity, and has been
named No. 1 overall among electric and gas utilities on Fortune's
list of "World's Most Admired Companies" for eight consecutive
years, which is an unprecedented achievement in its industry. For
more information about NextEra Energy companies, visit these
websites: www.NextEraEnergy.com, www.FPL.com,
www.NextEraEnergyResources.com.
Hawaiian Electric Company
Hawaiian Electric and its subsidiaries, Maui Electric and Hawaii
Electric Light, serve the islands of Oahu, Maui,
Lanai, Molokai and Hawaii, home to 95 percent of the population
of Hawaii. Hawaiian Electric's
parent company is Hawaiian Electric Industries (NYSE: HE).
In a changing world, the Hawaiian Electric Companies are taking
the lead in adding renewable energy and developing energy solutions
for their customers to achieve a clean energy future for
Hawaii. For more information,
visit www.hawaiianelectric.com.
FORWARD LOOKING STATEMENTS
This document contains forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995.
Forward-looking statements are typically identified by words or
phrases such as "may," "will," "anticipate," "estimate," "expect,"
"project," "intend," "plan," "believe," "predict," and "target" and
other words and terms of similar meaning. Forward-looking
statements involve estimates, expectations, projections, goals,
forecasts, assumptions, risks and uncertainties. NEE and HEI
caution readers that any forward-looking statement is not a
guarantee of future performance and that actual results could
differ materially from those contained in any forward-looking
statement. Such forward-looking statements include, but are not
limited to, statements about the anticipated benefits of the
proposed merger involving NEE and HEI, including future financial
or operating results of NEE or HEI, NEE's or HEI's plans,
objectives, expectations or intentions, the expected timing of
completion of the transaction, the value, as of the completion of
the merger or spin-off of HEI's bank subsidiary or as of any other
date in the future, of any consideration to be received in the
merger or the spin-off in the form of stock or any other security,
potential benefit of tax basis step up to HEI shareholders, and
other statements that are not historical facts. Important factors
that could cause actual results to differ materially from those
indicated by any such forward-looking statements include risks and
uncertainties relating to: the risk that HEI may be unable to
obtain shareholder approval for the merger or that NEE or HEI may
be unable to obtain governmental and regulatory approvals required
for the merger or the spin-off, or required governmental and
regulatory approvals may delay the merger or the spin-off or result
in the imposition of conditions that could cause the parties to
abandon the transaction; the risk that a condition to closing of
the merger or the completion of the spin-off may not be satisfied;
the timing to consummate the proposed merger and the expected
timing of the completion of the spin-off; the risk that the
businesses will not be
integrated successfully; the risk that the cost savings and any
other synergies from the transaction, including the value of a
potential tax basis step up to HEI shareholders, may not be fully
realized or may take longer to realize than expected; disruption
from the transaction making it more difficult to maintain
relationships with customers, employees or suppliers; the diversion
of management time and attention on merger and spin-off-related
issues; general worldwide economic conditions and related
uncertainties; the effect and timing of changes in laws or in
governmental regulations (including environmental); fluctuations in
trading prices of securities and in the financial results of NEE,
HEI or any of their subsidiaries; the timing and extent of changes
in interest rates, commodity prices and demand and market prices
for electricity; and other factors discussed or referred to in the
"Risk Factors" section of HEI's or NEE's most recent Annual Reports
on Form 10-K filed with the Securities and Exchange Commission.
These risks, as well as other risks associated with the merger, are
more fully discussed in the preliminary proxy statement/prospectus
that is included in the Registration Statement on Form S-4 that has
been filed with the SEC in connection with the merger. Additional
risks and uncertainties are identified and discussed in NEE's and
HEI's reports filed with the SEC and available at the SEC's website
at www.sec.gov. Each forward-looking statement speaks only as of
the date of the particular statement and neither NEE nor HEI
undertakes any obligation to update or revise its forward-looking
statements, whether as a result of new information, future events
or otherwise.
ADDITIONAL INFORMATION AND WHERE TO FIND IT
This document does not constitute an offer to sell or the
solicitation of an offer to buy any securities or a solicitation of
any vote or approval nor shall there be any sale of securities in
any jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of any such jurisdiction. The proposed business
combination transaction between NEE and HEI will be submitted to
the shareholders of HEI for their consideration. In connection with
the proposed transaction between NEE and HEI, on January 8, 2015, NEE filed with the SEC a
registration statement on Form S-4 that includes a preliminary
proxy statement of HEI that also constitutes a prospectus of NEE.
HEI will provide the proxy statement/prospectus to its
shareholders. These materials are not yet final and will be
amended. NEE and HEI also plan to file other documents with the SEC
regarding the proposed transaction. This document is not a
substitute for any prospectus, proxy statement or any other
document which NEE or HEI may file with the SEC in connection with
the proposed transaction. INVESTORS AND SECURITY HOLDERS OF HEI ARE
URGED TO READ THE PROXY STATEMENT/PROSPECTUS AND ANY OTHER RELEVANT
DOCUMENTS THAT WILL BE FILED WITH THE SEC CAREFULLY AND IN THEIR
ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY CONTAIN OR WILL
CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. You
may obtain copies of all documents filed with the SEC regarding
this transaction, free of charge, at the SEC's website
(www.sec.gov). You may also obtain these documents, free of charge,
from NEE's website (www.investor.nexteraenergy.com) under the
heading "Investor Relations" and then under the heading "SEC
Filings." You may also obtain these documents, free of charge, from
HEI's website (www.hei.com) under the tab "Investor Relations" and
then under the heading "SEC Filings." Additional information about
the proposed transaction is available at a joint website launched
by the companies at www.forhawaiisfuture.com.
PARTICIPANTS IN THE MERGER SOLICITATION
NEE, HEI, and certain of their respective directors, executive
officers and other members of management and employees may be
deemed to be participants in the solicitation of proxies from HEI
shareholders in connection with the proposed transaction.
Information regarding the persons who may, under the rules of the
SEC, be deemed participants in the solicitation of HEI shareholders
in connection with the proposed transaction is set forth in the
preliminary proxy statement/prospectus that has been filed with the
SEC. You can find information about NEE's executive officers and
directors in its definitive proxy statement filed with the SEC on
April 4, 2014. You can find
information about HEI's executive officers and directors in its
definitive proxy statement filed with the SEC on March 25, 2014 and in its Annual Report on Form
10-K filed with the SEC on February 21,
2014. Additional information about NEE's executive officers
and directors and HEI's executive officers and directors can be
found in the above-referenced Registration Statement on Form S-4.
You can obtain free copies of these documents from NEE and HEI as
described above.
NextEra Energy Contact
Robert L. Gould
Vice President, Chief Communications Officer
561-694-4442
Debra Larsson
Manager, Financial and Sustainability Communication
561-694-4442
Hawaiian Electric Industries Contact
Media
A.J. Halagao
Manager, Corporate & Community Advancement
(808) 543-5889
ajhalagao@hei.com
Investor Relations
Cliff Chen
Manager, Investor Relations & Strategic Planning
(808) 543-7300
IR@hei.com
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SOURCE NextEra Energy, Inc.; Hawaiian Electric Industries,
Inc.