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 February 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 February 25, 1999, the Registrant announced that it has
established the final pricing for the tender of its 9 7/8%
Limited Recourse Senior Notes due 2003, in connection with its
previously announced cash tender offer and consent solicitation
for such Notes. A copy of the press release issued by CalEnergy
is attached hereto as Exhibit 1 and is incorporated herein by
reference.
On March 1, 1999, the Registrant announced that it has
received tenders from holders of an aggregate of $195,765,000
principal amount of its 9 7/8% Limited Recourse Senior Secured
Notes due, in connection with its previously announced cash
tender offer and consent solicitation for such Notes. A copy of
the press release issued by CalEnergy is attached hereto as
Exhibit 2 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 February 25, 1999.
Exhibit 2 - Press Release dated March 1, 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: March 1, 1999
EXHIBIT 1
FOR IMMEDIATE RELEASE
Craig Hammett - Senior Vice President, Chief Financial Officer 402-341-4500
Patti McAtee - Director, Corporate Communications 402-341-4500
Diana Nelson - Brunswick 212-333-3810
CalEnergy Tenders for 9 7/8% Bonds - Final Pricing Set
OMAHA, NEBRASKA, February 25, 1999 -- CalEnergy Company,
Inc. CalEnergy or the Company) (NYSE: CE; PCX; London) announced
today that the Company has established the final pricing for the
tender of its 9 7/8% Limited Recourse Senior Notes due 2003 (the
Notes) (CUSIP No. 130190AD3), in connection with its previously
announced cash tender offer and consent solicitation for such
Notes. The yield on the Reference Security was fixed at 5.053%
and the Total Consideration Yield is 5.553%. Accordingly, the
Total Consideration to be paid to holders who tendered prior to
5:00 p.m. on February 11, 1999 is $1,100.25 per $1,000 principal
amount of Notes, and the Tender Offer Consideration for those not
tendering on or before such time but before the Expiration Date
of February 26, 1999 is $1,080.25. The Company expects to make
such payments, together with accrued and unpaid interest, on
March 3, 1999.
This announcement is not an offer to purchase, a
solicitation of an offer to purchase or a solicitation of
consents with respect to the Notes. The offer and consent
solicitation are being made solely by the Offer to Purchase and
Consent Solicitation Statement dated January 29, 1999 and the
related Consent and Letter of Transmittal, as the same may be
amended from time to time.
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, 1998,
CalEnergy generated revenues of nearly $2.7 billion and at
December 31, 1998 had assets of approximately $9.1 billion.
www.calenergy.com
EXHIBIT 2
FOR IMMEDIATE RELEASE
Craig Hammett - Senior Vice President, Chief Financial Officer 402-341-4500
Patti McAtee - Director, Corporate Communications 402-341-4500
Diana Nelson - Brunswick 212-333-3810
CalEnergy Announces Closing of Tender For
9 7/8% Limited Recourse Senior Secured Notes Due 2003
OMAHA, NEBRASKA, March 1, 1999: CalEnergy Company, Inc.
("CalEnergy" or the "Company") (NYSE: CE; PCX and London)
announced today that it has received tenders from holders of an
aggregate of $195,765,000 principal amount of its 9 7/8% Limited
Recourse Senior Secured Notes due 2003 (the "Notes") (CUSIP No.
130190AD3), in connection with its previously announced cash
tender offer and consent solicitation for such Notes. The tender
offer expired on February 26, 1999, and, following payment for
the tendered shares on March 3, 1999, $4,235,000 principal
amount of the Notes remain outstanding.
This announcement is not an offer to purchase, a
solicitation of an offer to purchase or a solicitation of
consents with respect to the Notes. The offer and consent
solicitation are being made solely by the Offer to Purchase and
Consent Solicitation Statement dated January 29, 1999 and the
related Consent and Letter of Transmittal, as the same may be
amended from time to time.
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 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, 1998, CalEnergy generated revenues of nearly $2.7
billion and at December 31, 1998 had assets of approximately $9.1
billion.
www.calenergy.com
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