UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
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CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): October [3], 2003
Covanta Energy Corporation
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(Exact Name of Registrant as Specified in Charter)
Delaware 1-3122 13-5549268
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(State or Other Jurisdiction (Commission File (IRS Employer
of Incorporation) Number) Identification No.)
40 Lane Road, Fairfield, New Jersey 07004
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (973) 882-9000
Not Applicable
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(Former Name or Former Address, if Changed Since Last Report)
Item 5. Other Events.
On September 8, 2003, Covanta Energy Corporation ("Covanta") and its
affiliated debtors (together with Covanta, the "Debtors") filed a proposed Joint
Plan of Reorganization (as amended, the "Plan of Reorganization"), a proposed
Joint Plan of Liquidation (as amended, the "Plan of Liquidation") a related
draft Disclosure Statement (as amended, the "Disclosure Statement") and a
related draft Short-Form Disclosure Statement (as amended, the "Short-Form
Disclosure Statement") with the United States Bankruptcy Court for the Southern
District of New York (the "Bankruptcy Court"). On September 24, 2003, certain of
the Debtors originally subject to the Plan of Reorganization filed a proposed
First Amended Heber Debtors' Joint Plan of Reorganization (as amended, the
"Heber Plan of Reorganization," and with the Plan of Reorganization and Plan of
Liquidation, the "Plans"), with the Bankruptcy Court.
Bankruptcy law does not permit solicitation of votes for a Chapter 11
plan until the Bankruptcy Court approves a disclosure statement relating to such
Chapter 11 plan as providing adequate information of a kind, and in sufficient
detail, as far as is reasonably practicable in light of the nature and history
of the debtors and the condition of the debtors' books and records, that would
enable a hypothetical reasonable investor typical of holders of claims or
interests of the relevant class to make an informed judgment about such Chapter
11 plan. On October 3, 2003, the Bankruptcy Court entered an order (the "Order")
approving the Disclosure Statement as containing adequate information, as such
term is defined in Section 1125 of Chapter 11 of the United States Bankruptcy
Code, and approving a process for solicitation of votes from holders of claims
who are entitled to vote (the "Claimholders") on whether to accept the Plan of
Reorganization and Plan of Liquidation. Because no holders of claims against the
Heber Debtors are impaired by the Heber Reorganization Plan (except for such
holders who are insiders or affiliates), the Heber Debtors are not required to
solicit votes for the Heber Plan of Reorganization. On October 17, 2003, the
Debtors mailed solicitation packages (the "Solicitation Packages") to
Claimholders and other parties in interest pursuant to the Order. Copies of the
versions of the Plan of Reorganization, Plan of Liquidation, Heber Plan of
Reorganization, Disclosure Statement and Short-Form Disclosure Statement as
included in the Solicitation Packages are attached hereto as Exhibits 2.1, 2.2,
2.3, 2.4 and 2.5 respectively.
The Bankruptcy Court has scheduled a hearing for confirmation of the
Heber Plan of Reorganization on November 19, 2003 and a hearing for confirmation
of the Plan of Reorganization and Plan of Liquidation on December 3, 2003.
Claimholders entitled to vote to accept or reject the Plan of Reorganization
and/or the Plan of Liquidation must submit their ballots on or before November
18, 2003 at 4 pm (Prevailing Eastern Time). Claimholders who are entitled to
vote to accept or reject the Plan of Reorganization and/or the Plan of
Liquidation should obtain and read the Disclosure Statement prior to voting to
accept or reject such Plan or Plans. The Debtors (except for Covanta Warren
Energy Resource Co., L.P., which is not subject to any of the Plans) will emerge
from Chapter 11 if and when the Plans receive the requisite Claimholder approval
and are confirmed by the Bankruptcy Court.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(c) Exhibits:
Exhibit 2.1 Debtors' First Amended Joint Plan of Reorganization
under Chapter 11 of the Bankruptcy Code.
Exhibit 2.2 Debtors' First Amended Joint Plan of Liquidation
under Chapter 11 of the Bankruptcy Code.
Exhibit 2.3 Heber Debtors' Second Amended Joint Plan of
Reorganization under Chapter 11 of the Bankruptcy
Code.
Exhibit 2.4 Disclosure Statement with Respect to Reorganizing
Debtors' Joint Plan of Reorganization, Heber
Debtors' Joint Plan of Reorganization and Liquidating
Debtors Joint Plan of Liquidation under Chapter 11 of
the Bankruptcy Code.
Exhibit 2.5 Short-Form Disclosure Statement with Respect to
Reorganizing Debtors' Joint Plan of Reorganization,
Heber Debtors' Joint Plan of Reorganization and
Liquidating Debtors Joint Plan of Liquidation under
Chapter 11 of the Bankruptcy Code.
SIGNATURES
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 hereto duly authorized.
Date: October 23, 2003
COVANTA ENERGY CORPORATION
By: /s/ Timothy J. Simpson
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Name: Timothy J. Simpson
Title: Vice President, Associate General
Counsel and Assistant Secretary