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EX-99.1 - EXHIBIT 99.1 - DPL INCexhibit991-dpl8xk2017x01x31.htm


UNITED STATES
 SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): January 30, 2017

Commission
Registrant, State of Incorporation
Employer
File Number
Address and Telephone Number
Identification No.
1-9052
DPL INC.
31-1163136
 
(An Ohio corporation)
 
 
1065 Woodman Drive
 
 
Dayton, Ohio 45432
 
 
937-259-7215
 

  
1-2385
THE DAYTON POWER AND LIGHT COMPANY
31-0258470
 
(An Ohio corporation)
 
 
1065 Woodman Drive
 
 
Dayton, Ohio 45432
 
 
937-259-7215
 
 
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 (see General Instruction A.2. below):
 
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 

 


    


Item 7.01 Regulation FD Disclosure.

On January 30, 2017, The Dayton Power and Light Company (“DP&L”), a subsidiary of DPL Inc. (“DPL”) and The AES Corporation, issued a press release announcing that, in conjunction with various intervening parties, DP&L filed a settlement with respect to its electric security plan pending at the Public Utilities Commission of Ohio (“PUCO”). The settlement would provide for a six-year electric security plan that, among other items, would implement standard offer rates and certain riders, include the procurement of wind and solar generation, and provide for DPL and DP&L to exit 100% of its interests in 2,093 megawatts of coal-fired generation. In addition to transferring its generation assets from DP&L to an affiliate of DPL and commencing a process for selling their ownership interests in certain coal-fired generation plants, DPL and DP&L also anticipate beginning the closure process for two co-owned coal-fired generation plants. In connection with any such sale or closure activity, DPL and DP&L would expect to incur certain cash and non-cash charges, some or all of which could be material.

The settlement is subject to review and approval by the PUCO. A copy of the settlement is available at the PUCO’s website at http://dis.puc.state.oh.us/CaseRecord.aspx?CaseNo=16-0395.

A copy of the press release announcing the foregoing is being furnished as Exhibit 99.1 attached hereto and is incorporated by reference herein. Such information is being furnished pursuant to Item 7.01 and shall not be deemed “filed” for any purpose, including for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit 99.1
DP&L Press Release, dated January 30, 2017


Forward-Looking Statements
This current report contains forward-looking statements within the meaning of the Securities Act of 1933 and the Securities Exchange Act of 1934. These statements include, but are not limited to, statements regarding management’s intents, beliefs and current expectations and typically contain, but are not limited to, the terms “anticipate,” “potential,” “expect,” “forecast,” “target,” “will,” “would,” “intend,” “believe,” “project,” “estimate,” “plan” and similar words. Such forward-looking statements include, but are not limited to, the occurrence, timing and effect of events contemplated by the regulatory settlement, the incurrence of cash or non-cash charges, strategic objectives, business prospects, anticipated economic performance and financial condition, management’s expectations and other similar matters. Forward-looking statements are not intended to be a guarantee of future results, but instead constitute current expectations based on reasonable assumptions. Forecasted financial information is based on certain material assumptions. These assumptions include, but are not limited to, timing of events, accurate projections of market conditions and regulatory rates, future interest rates, commodity prices, continued normal levels of operating performance and electricity volume at distribution companies and operational performance at generation businesses consistent

    


with historical levels, as well as achievements of planned productivity improvements and incremental growth investments at normalized investment levels and expected rates of return.

Actual results could differ materially from those projected in our forward-looking statements due to risks, uncertainties and other factors. Important factors that could affect actual results are discussed in DPL’s and DP&L’s filings with the Securities and Exchange Commission, including, but not limited to, the risks discussed under Item 1A “Risk Factors” in DPL’s and DP&L’s 2015 Annual Report on Form 10-K. Readers are encouraged to read DPL’s and DP&L’s filings to learn more about the risk factors associated with DPL’s and DP&L’s businesses. DPL and DP&L undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Any security holder who desires copies of DPL or DP&L’s periodic reports filed with the Securities and Exchange Commission may obtain copies (excluding Exhibits) without charge by addressing a request to the Office of the Secretary, DPL Inc., 1065 Woodman Drive, Dayton, Ohio 45432. Exhibits also may be requested, but a charge equal to the reproduction cost thereof will be made. Copies of such reports also may be obtained by visiting DPL’s website at www.dplinc.com.

    


SIGNATURE
 
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 hereunto duly authorized. 
 

 
DPL  Inc.
 
 
 
 
 
 
 
 
 
Date: January 31, 2017
By:
/s/ Judi L. Sobecki
 
 
Name:
Judi L. Sobecki
 
 
Title:
General Counsel and Secretary
 

 
 
The Dayton Power and Light Company
 
 
 
 
 
 
 
 
 
Date: January 31, 2017
By:
/s/ Judi L. Sobecki
 
 
Name:
Judi L. Sobecki
 
 
Title:
Vice President, General Counsel and Secretary