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 January 25, 1999
(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 January 25, 1999, CalEnergy Company, Inc. ("CalEnergy")
announced that it signed an agreement to sell its minority
ownership interests in the Coso geothermal power projects (the
"Projects") to Caithness Energy LLC ("Caithness") for an aggregate
consideration of $227 million dollars. The price is comprised of
$205 million in cash and $5 million in contingent payments along
with the assumption of CalEnergy's affiliate's share of Project
debt totaling $67 million. A copy of the press release issued by
CalEnergy 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 January 25, 1999
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: January 25, 1999
EXHIBIT 1
FOR IMMEDIATE RELEASE
CalEnergy Signs Agreement to Sell Ownership Interests in Coso Power
Projects
OMAHA, NEBRASKA, January 25, 1999 -- CalEnergy Company, Inc.
("CalEnergy" or the "Company") (NYSE: CE; PCX; London) announced
today the Company has signed an agreement to sell its minority
ownership interests in the Coso geothermal power projects (the
"Projects") to Caithness Energy LLC ("Caithness") for an aggregate
consideration of $277 million dollars. The price is comprised of
$205 million in cash and $5 million in contingent payments along
with the assumption of CalEnergy's affiliate's share of Project
debt totaling $67 million. The transaction, which is not subject
to financing, is scheduled to close on February 25, 1999, at which
time management of the Projects and ownership interests will be
transferred to Caithness.
CalEnergy's subsidiaries own interests of 46.4, 48 and 50
percent respectively in the three Projects, Coso Finance Partners
(Navy I), Coso Energy Developers (BLM) and Coso Power Developers
(Navy II) (the "Coso Partnerships"). Caithness has been
CalEnergy's partner in the Coso Partnerships since the Projects
began commercial operation.
CalEnergy will sell all of its indirect ownership interests in
each of the Coso Partnerships in advance of the Company's proposed
merger with MidAmerican Energy Holdings Company. This sale is
being implemented in order to comply with the Federal Energy
Regulatory Commission's December 17, 1998 ruling to ensure the
facilities will maintain their status as qualifying facilities
under federal regulatory requirements.
"We appreciate the dedication to excellence the Coso employees
have demonstrated over the years and believe this to be a very
positive transaction for both companies," said David L. Sokol,
Chairman of the Board and Chief Executive Officer of CalEnergy.
"Caithness has been a long-standing partner with our Company at
Coso and has been involved with several renewable energy projects
throughout California."
"As one of the original developers of the Coso projects, we
look forward to the opportunity to build upon the strong
performance Coso has experienced in the past," said James Bishop,
Sr., Chairman of Caithness. "The importance of renewable forms of
energy will become more evident as we enter the 21st century and we
believe Coso to be one of the premier renewable resources in the
U.S."
CalEnergy Company, Inc. is a global energy company that
manages and owns interests in approximately 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 approximately 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 4,400 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.
Caithness is a privately owned developer and owner of
interests in 15 operating power plants with a combined capacity of
over 1,000 megawatts of electricity. Caithness is based in New
York City specializing in natural resource exploration and power
plant development around the world.
Press Contacts:
CalEnergy Company, Inc.
Craig Hammett - Senior Vice President & CFO 402-341-4500
Patti McAtee - Director, Corp. Communications 402-341-4500
Kate Inverarity - Brunswick, Media Relations 212-333-3810
Caithness Energy LLC
James D. Bishop, Jr. 212-921-9099
Leslie J. Gelber 212-921-9099
Christopher T. McCallion 212-921-9099