Securities and Exchange Commission
Washington, DC 20549
Form 8-K
Current Report
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act 1934
Date of Report November 13, 1998
(Date of earliest event reported)
CalEnergy Company, Inc.
(Exact name of registrant as specified in its charter)
Delaware 1-9874 94-2213782
(State of other (Commission File (IRS Employer
jurisdiction of Number) Identification No.)
incorporation)
302 South 36th Street, Suite 400,Omaha, NE 68131
(Address of principal executive offices) Zip Code
Registrant's Telephone Number, including area code: (402) 341-4500
N/A
(Former name or former address, if changed since last report)
Item 5. Other Events
On November 13, 1998, the registrant announced that it closed
the sale of $100 million aggregate principal amount of its 7.52%
Senior Notes due 2008. A copy of the press release issued by the
Registrant is attached hereto as Exhibit 1 and is incorporated
herein by reference.
Certain information included in this report contains forward-
looking statements made pursuant to the Private Securities
Litigation Reform Act of 1995 ("Reform Act"). Such statements are
based on current expectations and involve a number of known and
unknown risks and uncertainties that could cause the actual results
and performance of the Registrant to differ materially from any
expected future results or performance, expressed or implied, by
the forward-looking statements including expectations regarding the
future results of operations of Registrant and MidAmerican Energy
Holdings Company and the combined company, the intended financing
of the merger and receipt of regulatory approvals. In connection
with the safe harbor provisions of the Reform Act, the Registrant
has identified important factors that could cause actual results to
differ materially from such expectations, including development
uncertainty, operating uncertainty, acquisition uncertainty,
uncertainties relating to doing business outside of the United
States, uncertainties relating to geothermal resources,
uncertainties relating to domestic and international (and in
particular, Indonesian) economic and political conditions and
uncertainties regarding the impact of regulations, changes in
government policy, industry deregulation and competition.
Reference is made to all of the Registrant's SEC Filings, including
the Proxy Statement and the Registrant's Report on Form 8-K dated
March 6, 1998, incorporated herein by reference, for a description
of such factors. The Company assumes no responsibility to update
forward-looking information contained herein.
Item 7. Financial Statements and Exhibits
Exhibit 1 - Press Release dated November 13, 1998
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.
CalEnergy Company, Inc.
By: \s\ Douglas L. Anderson
Douglas L. Anderson
Assistant Secretary and
Assistant General Counsel
Dated: November 13, 1998
EXHIBIT 1
FOR IMMEDIATE RELEASE
Craig M. Hammett - Senior Vice President, Chief Financial Officer 402-341-4500
Craig Allen - Manager, Investor Relations 402-341-4500
Patti McAtee-Director, Corporate Communications 402-341-4500
Kate Inverarity - Brunswick 212-333-3810
CalEnergy Announces Closing of $100 Million Senior Note Offering
OMAHA, NE, November 13, 1998: CalEnergy Company, Inc.
("CalEnergy" or the "Company") (NYSE: CE; PCX and LSE) announced
today that it closed the sale of $100 million aggregate principal
amount of its 7.52% Senior Notes due 2008. The Senior Notes were
sold at a premium of 102.24% of the aggregate principal amount plus
accrued interest less assumed underwriting discount of 1.5%. The
Senior Notes are subject to optional redemption at any time at par
plus payment of a make-whole premium. The Senior Notes were rated
BB+, Ba1 and BB+ by Standard & Poor's, Moody's and Duff & Phelps,
respectively, and CalEnergy's long term senior debt remains on
credit watch with positive implications for a possible upgrade by
all three rating agencies following completion of the pending
MidAmerican Energy merger.
The Company intends to use the net proceeds of the offering to
fund a portion of the pending acquisition of MidAmerican Energy
Holdings Company. The balance of the MidAmerican purchase price is
expected to be funded from approximately $830 million of net
proceeds from the Company's recent $1.4 billion debt offering,
approximately $740 million in net proceeds from a contemplated
offering of debt securities by a subsidiary company to be formed
to acquire MidAmerican, with the remainder funded from a
combination of cash, a contemplated offering of the Company's
equity securities and/or possible non-core asset sales.
Craig M. Hammett, Senior Vice President and Chief Financial
Officer, stated, "This incremental financing takes us one step
closer toward completion of the financing for the pending
MidAmerican merger."
Credit Suisse First Boston Corporation served as sole manager
of the Senior Note Offering.
CalEnergy is a global energy company that manages and owns
interests in over 5,000 net megawatts of power generation
facilities in operation, construction and development worldwide.
The Company develops and produces energy from diversified fuel
sources including geothermal, natural gas and hydroelectric.
Through its subsidiary Northern Electric, CalEnergy supplies and
distributes electricity and gas to 2.0 million customers in the
United Kingdom. CalEnergy conducts business in the U.S., U.K., the
Philippines, Indonesia, Poland and Australia, and employs more than
4,200 people worldwide. For the year ended December 31, 1997,
CalEnergy generated revenues of over $2.2 billion and had assets of
approximately $7.5 billion.
This press release contains forward-looking statements which
are based on current expectations and involve a number of
uncertainties. Reference is made to all of the Company's SEC
filings, including the Company's Report on Form 8-K dated March 6,
1998, incorporated herein by reference, for a description of such
uncertainties.
www.calenergy.com
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