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): February 24, 2005
IRS Employer
Commission Registrant; State of Incorporation; Identification
File Number Address; and Telephone Number Number
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1-13739 UNISOURCE ENERGY CORPORATION 86-0786732
(An Arizona Corporation)
One South Church Avenue, Suite 100
Tucson, AZ 85701
(520) 571-4000
1-5924 TUCSON ELECTRIC POWER COMPANY 86-0062700
(An Arizona Corporation)
One South Church Avenue, Suite 100
Tucson, AZ 85701
(520) 571-4000
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:
|_| Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
ITEM 8.01 - OTHER EVENTS
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On February 24, 2005, UniSource Energy Corporation ("UniSource Energy")
announced that it has priced an offering of $125 million aggregate principal
amount of 4.50% Convertible Senior Notes due 2035 through a domestic offering to
qualified institutional buyers pursuant to Rule 144A under the Securities Act of
1933 (the "Act") and to persons in offshore transactions in reliance on
Regulation S under the Act. UniSource Energy has also granted the initial
purchasers of the notes a 13-day option to purchase up to an additional $25
million aggregate principal amount of the notes. A copy of the press release
announcing the pricing of such offering is included as Exhibit 99.1 hereto and
incorporated by reference into this Item 8.01.
This Current Report on Form 8-K is neither an offer to sell nor a
solicitation of an offer to buy any of these securities.
The securities have not been registered under the Act or any state
securities laws, and unless so registered, may not be offered or sold in the
United States except pursuant to an exemption from the registration requirements
of the Act and applicable state laws.
ITEM 9.01 - FINANCIAL STATEMENTS AND EXHIBITS
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Exhibit 99.1 UniSource Energy Corporation Press Release, dated
February 24, 2005
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
each registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Date: February 24, 2005 UNISOURCE ENERGY CORPORATION
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(Registrant)
/s/ Kevin P. Larson
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Vice President and Principal
Financial Officer
Date: February 24, 2005 TUCSON ELECTRIC POWER COMPANY
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(Registrant)
/s/ Kevin P. Larson
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Vice President and Principal
Financial Officer