SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
AMENDMENT NO.1
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15 (d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (date of earliest event reported): January 29, 2001
THE AES CORPORATION
(exact name of registrant as specified in its charter)
DELAWARE 0-19281 54-1163725
(State of Incorporation) (Commission File No.) (IRS Employer ID No.)
1001 North 19th Street, Suite 2000
Arlington, Virginia 22209
(Address of principal executive offices, including zip code)
Registrant's telephone number, including area code:
(703) 522-1315
NOT APPLICABLE
(Former Name or Former Address, if changed since last report)
This amendment to the Current Report of the AES Corporation (the "Registrant")
filed on Form 8-K dated January 29, 2001, corrects the inadvertent filing of the
information as Item 5 and correctly includes the information as Item 9.
Item 5. Other Events
On January 29, 2001, The AES Corporation issued its press release for
the fourth quarter of 2000 which included the following historical data.
THE AES CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE PERIODS ENDED DECEMBER 31, 2000 AND 1999
- ---------------------------------------------------------------------------------------------------------------------
QUARTER QUARTER
ENDED ENDED PERCENTAGE
($ in millions, except per share amounts) 12/31/00 12/31/99 CHANGE
- ---------------------------------------------------------------------------------------------------------------------
REVENUES:
Sales and services $ 1,916 $ 1,128 70%
OPERATING COSTS AND EXPENSES:
Cost of sales and services 1,423 818 (74%)
Selling, general and administrative expenses 16 27 41%
---------------- -----------------
TOTAL OPERATING COSTS AND EXPENSES 1,439 845 (70%)
---------------- -----------------
OPERATING INCOME 477 283 69%
OTHER INCOME AND
(EXPENSE):
Interest expense (351) (224) (57%)
Interest and other income 95 69 38%
Equity in earnings of affiliates (before income tax) 156 78 100%
Environmental fine (17) - n/a
---------------- -----------------
INCOME BEFORE INCOME TAXES
AND MINORITY INTEREST 360 206 75%
Income tax provision 86 56 (54%)
Minority interest 53 21 (152%)
---------------- -----------------
INCOME BEFORE EXTRAORDINARY ITEM 221 129 71%
Extraordinary item, net of tax -
Early extinguishment of debt - (17) n/a
---------------- -----------------
NET INCOME $ 221 $ 112 97%
================ =================
DILUTED EARNINGS
PER SHARE:
Before extraordinary item 0.46 0.30 53%
Extraordinary item - (0.04) n/a
---------------- -----------------
Total $ 0.46 $ 0.26 77%
================ =================
Diluted weighted average
shares outstanding (in millions) 501 445
=== ============
THE AES CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE PERIODS ENDED DECEMBER 31, 2000 AND 1999
- ---------------------------------------------------------------------------------------------------------------------
YEAR YEAR
ENDED ENDED PERCENTAGE
($ in millions, except per share amounts) 12/31/00 12/31/99 CHANGE
- ---------------------------------------------------------------------------------------------------------------------
REVENUES:
Sales and services $ 6,691 $ 3,253 106%
OPERATING COSTS AND EXPENSES:
Cost of sales and services 4,991 2,257 (121%)
Selling, general and administrative expenses 85 71 (20%)
---------------- -----------------
TOTAL OPERATING COSTS AND EXPENSES 5,076 2,328 (118%)
---------------- -----------------
OPERATING INCOME 1,615 925 75%
OTHER INCOME AND
(EXPENSE):
Interest expense (1,299) (641) (103%)
Interest and other income 245 115 113%
Equity in earnings of affiliates (before income tax) 475 21 2,162%
Environmental fine (17) - N/a
---------------- -----------------
INCOME BEFORE INCOME TAXES
AND MINORITY INTEREST 1,019 420 143%
Income tax provision 252 111 (127%)
Minority interest 119 64 (86%)
---------------- -----------------
INCOME BEFORE EXTRAORDINARY ITEM 648 245 164%
Extraordinary item, net of tax -
Early extinguishment of debt (7) (17) 59%
---------------- -----------------
NET INCOME $ 641 $ 228 181%
================ =================
DILUTED EARNINGS
PER SHARE:
Before extraordinary item 1.42 0.62 129%
Extraordinary item (0.02) (0.04) 50%
---------------- -----------------
Total $ 1.40 $ 0.58 141%
================ =================
Diluted weighted average
shares outstanding (in millions) 473 392
=== ===
Item 9. Regulation FD Disclosure
On January 29, 2001, The AES Corporation issued its press release for the
fourth quarter of 2000, which is presented below and incorporated herein by
reference.
FOR IMMEDIATE RELEASE
AES EARNS $1.46 PER SHARE IN 2000, UP 135% OVER EARLIER YEAR
(EXCLUDING ONE-TIME CHARGE),
YEAR CLOSES WITH ROBUST QUARTER OF 50 CENTS PER SHARE
ARLINGTON, VA, JANUARY 29, 2001 -- The AES Corporation (NYSE: AES) announced
today that net income for 2000 (before deducting a one-time charge relating to
the environmental fine in California) increased for the fourteenth consecutive
year. Net income, before the $17 million (after tax) one-time charge, increased
189% to $658 million for the year ended 2000. For the year, revenues increased
106% to $6.7 billion. Diluted earnings per share, before the one-time charge and
extraordinary items in 2000 and 1999, increased to $1.46 per share in 2000, from
$0.62 for 1999.
For the fourth quarter, revenues increased 70% to $1.9 billion. Net income
before the one-time charge increased 113% to $238 million for the quarter.
Diluted earnings per share, before the one-time charge, were $0.50 for the
fourth quarter of 2000. Including the one-time charge, diluted earnings per
share were $0.46 for the quarter.
Barry J. Sharp, Chief Financial Officer, stated, "This was a record quarter and
a record year for AES, continuing to show the strength and diversification of
our businesses around the world. We met our growing financial expectations
despite the difficulties in the California market (included in AES's 2000 annual
results is a pre-tax operating loss of $11 million from the Company's generation
and retail electricity businesses in California) and the lower than expected
electricity pool prices in the United Kingdom. Additionally, depreciation of the
Brazilian Real during the year resulted in foreign currency transaction losses
of $.05 per share for the quarter and $.10 per share for the year. These impacts
were offset by strong performance at several of our other businesses,
particularly those in Venezuela, Brazil and parts of the U.S."
Dennis W. Bakke, President and Chief Executive Officer of AES, commented, "Our
19th year as a business was magical. We had the largest increase in new business
in the history of AES. Moreover, we surpassed our budgeted earnings commitment.
Significant progress was observed in making every person an AES "business
person", as was indicated in our Values Survey. We surely made some mistakes,
but overall the year 2000 was a terrific year."
AES's Expectations for 2001
The following information constitutes forward-looking statements within the
meaning of the Securities Act of 1933 and of the Securities Exchange Act of
1934. These statements are not intended to be a guarantee of performance, but
instead constitute AES's current expectation based on reasonable assumptions.
Actual events and results may differ materially from those projected. In
addition to those listed below, important factors that could affect actual
results are discussed in AES's filings with the Securities and Exchange
Commission, and readers are encouraged to read those filings to learn more about
the risk factors associated with AES's businesses.
AES expects its earnings per share for 2001 to be in the range of $1.75 - $1.90.
This expectation excludes any restructuring charges resulting from the IPALCO
merger, any adjustments according to Financial Accounting Standard 133 and any
possible charges that may result from rationalizing
businesses in China. In addition, this expectation assumes that there is no
substantial change in foreign currency exchange rates. The major businesses or
factors that could cause AES's 2001 earnings to be at the higher or lower end of
the $1.75 - $1.90 per share range (or fall outside the range) include but are
not limited to the performance of AES's New York plants, Eletropaulo, EDC,
electricity pool prices in the United Kingdom and the acquisition of new
businesses.
AES provided further guidance on its longer-term earnings growth expectations.
AES expects earnings per share to grow at an average, compounded annual growth
rate in the range of 25 to 30% over the next five years. This growth rate
expectation assumes that AES has similar success with new business acquisitions
in the next three to five years that it has had over the last few years. With no
significant new business acquisitions, annual EPS growth rates from existing AES
businesses are expected to average 22% over 3 years and 19% over 5 years.
AES' business development successes in 2000 include the following:
- In December, AES announced that it had purchased 3,466,600,000 shares
of common stock of Gener S.A. pursuant to its Chilean offer.
- In December, a subsidiary of AES concluded an agreement with RAO UES
of Russia to sell 300MW of electric power (or 210m kWh per month) from
the AES Ekibastuz 4,000 MW coal-fired plant in the Republic of
Kazakhstan to the Russian Federation.
- In December, AES and EDF announced they have entered into an agreement
to acquire a 9.2% interest in Light Servicos de Eletricidade S.A. from
a subsidiary of Companhia Siderurgica Nacional for $362 million.
- In December, AES announced that it has acquired 100% of KMR Power
Corporation in a stock-for-stock transaction valued at approximately
$53 million.
- In November, a subsidiary of AES was awarded the Barka Power and
Desalination Project - Phase I (427 MW of electricity and 20 million
gallons per day (mgd) of water) in the Sultanate of Oman.
- In November, AES made an offer to acquire all outstanding Gener S.A.
ADSs in exchange for AES common stock and that it had commenced in
Chile an offer to acquire 3,466,600,000 Gener shares.
- In September, AES entered the Bolivian telecom market with the
purchase of 100% of Redibol, a Competitive Access Provider based in La
Paz, for $2.5 million.
- In September, AES and EDF International S.A. announced they have
entered into an agreement to jointly acquire the 11.68% interest in
Light Servicos de Eletricidade S.A. owned by two subsidiaries of
Reliant Energy for $430 million.
- In September, AES began construction on a $340 million electric power
plant and liquefied natural gas importing facility located in the
Dominican Republic.
- In August, AES completed the acquisition of a 59% stake in the 1,000
MW hydroelectric facility of Hidroelectrica Alicura S.A. in Argentina
from Southern Energy, Inc. and its partners.
- In August, AES and REI announced that they have entered into an
agreement whereby a subsidiary of AES will acquire Reliant Energy
International's interest in El Salvador Energy Holdings, S.A. which
owns three distribution companies in El Salvador.
- In August, subsidiaries of AES issued approximately $1 billion of
non-recourse project bonds to refinance outstanding debt at the Drax
Power Station, located in North Yorkshire, England.
- In August, a subsidiary of AES entered into an agreement whereby AES
will acquire the 49% interest held by TransCanada PipeLines Limited in
the Songo Songo Gas-to-Electricity Project in Tanzania.
- In July, AES and IPALCO Enterprises Inc. announced that they entered
an agreement whereby AES will acquire IPALCO Enterprises, Inc.
- In June, AES acquired approximately 87% of the stock of C.A. La
Electricidad de Caracas, an integrated electricity company serving
Caracas, Venezuela.
- In June, a subsidiary of AES completed an $815 million non-recourse
financing for a circulating fluidized bed coal-fired facility
currently being built on the south coast of Puerto Rico.
- In May, a subsidiary of AES acquired 100% of Tractebel Power Ltd.,
from Tractebel S.A. With this transaction, AES owns approximately 92%
of NIGEN's common stock.
- In May, AES announced that it won a bid to purchase a 70% interest in
the 1,580 MW Mohave Generating Station in Laughlin, Nevada for
approximately $667 million.
- In April, AES announced it intends to launch a tender offer to acquire
all outstanding common and preference shares of Brazilian generation
company Compania de Geracao de Energia Eletrica Tiete.
- In March, a subsidiary of AES acquired for $8 million, GeoUtilities
Inc., an internet-based superstore for energy, telecom and other vital
services.
- In March, a subsidiary of AES completed a financing associated with
823 MW of generating facilities in the Republic of Georgia, which
included the acquisition of the 600 MW Gardabani thermal plant and the
establishment of 25-year concessions for the Khrami I and II hydro
stations, which have a combined capacity of 223 MW.
- In March, a subsidiary of AES completed a $440 million non-recourse
project financing for AES Red Oak, an 832 MW natural gas-fired
combined cycle plant in Sayerville, New Jersey.
- In February, AES announced that a subsidiary had reached an agreement
with the Bulgarian state-owned electric utility NEK, that will allow
AES to build, own, operate and transfer a $750 million lignite-fired
power plant.
- In January, a subsidiary of AES agreed to acquire 59% of the
outstanding preferred (non-voting) shares of Eletropaulo S.A.
- In January, a subsidiary of AES and Caterpillar Inc. reached a service
agreement for multiple energy products that will result in the
construction of a 45 MW cogeneration plant in Mossville, Illinois.
AES is a leading global power company comprised of competitive generation,
distribution and retail supply businesses in Argentina, Australia, Bangladesh,
Brazil, Canada, Chile, China, Colombia, Dominican Republic, El Salvador,
Georgia, Hungary, India, Kazakhstan, the Netherlands, Mexico, Pakistan, Panama,
Sri Lanka, the United Kingdom, the United States and Venezuela.
The company's generating assets include interests in one hundred and fifty three
facilities totaling over
53 gigawatts of capacity. AES's electricity distribution network has over
920,000 km of conductor and associated rights of way and sells over 126,000
gigawatt hours per year to over 17 million end-use customers. In addition,
through its various retail electricity supply businesses, the company sells
electricity to over 154,000 end-use customers.
AES is dedicated to providing electricity worldwide in a socially responsible
way.
* * * * *
For more general information visit our web site at www.aesc.com or contact
investor relations at investing@aesc.com. The list aes-pr-announce is an
automated mailing list and can be found on the investing page of our web site.
Those who subscribe to this list will receive updates when AES issues a press
release.
THE AES CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE PERIODS ENDED DECEMBER 31, 2000 AND 1999
- ---------------------------------------------------------------------------------------------------------------------
QUARTER QUARTER
ENDED ENDED PERCENTAGE
($ in millions, except per share amounts) 12/31/00 12/31/99 CHANGE
- ---------------------------------------------------------------------------------------------------------------------
REVENUES:
Sales and services $ 1,916 $ 1,128 70%
OPERATING COSTS AND EXPENSES:
Cost of sales and services 1,423 818 (74%)
Selling, general and administrative expenses 16 27 41%
---------------- -----------------
TOTAL OPERATING COSTS AND EXPENSES 1,439 845 (70%)
---------------- -----------------
OPERATING INCOME 477 283 69%
OTHER INCOME AND
(EXPENSE):
Interest expense (351) (224) (57%)
Interest and other income 95 69 38%
Equity in earnings of affiliates (before income tax) 156 78 100%
Environmental fine (17) - n/a
---------------- -----------------
INCOME BEFORE INCOME TAXES
AND MINORITY INTEREST 360 206 75%
Income tax provision 86 56 (54%)
Minority interest 53 21 (152%)
---------------- -----------------
INCOME BEFORE EXTRAORDINARY ITEM 221 129 71%
Extraordinary item, net of tax -
Early extinguishment of debt - (17) n/a
---------------- -----------------
NET INCOME $ 221 $ 112 97%
================ =================
DILUTED EARNINGS
PER SHARE:
Before extraordinary item 0.46 0.30 53%
Extraordinary item - (0.04) n/a
---------------- -----------------
Total $ 0.46 $ 0.26 77%
================ =================
Diluted weighted average
shares outstanding (in millions) 501 445
=== ===
THE AES CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE PERIODS ENDED DECEMBER 31, 2000 AND 1999
- ---------------------------------------------------------------------------------------------------------------------
YEAR YEAR
ENDED ENDED PERCENTAGE
($ in millions, except per share amounts) 12/31/00 12/31/99 CHANGE
- ---------------------------------------------------------------------------------------------------------------------
REVENUES:
Sales and services $ 6,691 $ 3,253 106%
OPERATING COSTS AND EXPENSES:
Cost of sales and services 4,991 2,257 (121%)
Selling, general and administrative expenses 85 71 (20%)
---------------- -----------------
TOTAL OPERATING COSTS AND EXPENSES 5,076 2,328 (118%)
---------------- -----------------
OPERATING INCOME 1,615 925 75%
OTHER INCOME AND
(EXPENSE):
Interest expense (1,299) (641) (103%)
Interest and other income 245 115 113%
Equity in earnings of affiliates (before income tax) 475 21 2,162%
Environmental fine (17) - n/a
---------------- -----------------
INCOME BEFORE INCOME TAXES
AND MINORITY INTEREST 1,019 420 143%
Income tax provision 252 111 (127%)
Minority interest 119 64 (86%)
---------------- -----------------
INCOME BEFORE EXTRAORDINARY ITEM 648 245 164%
Extraordinary item, net of tax -
Early extinguishment of debt (7) (17) 59%
---------------- -----------------
NET INCOME $ 641 $ 228 181%
================ =================
DILUTED EARNINGS
PER SHARE:
Before extraordinary item 1.42 0.62 129%
Extraordinary item (0.02) (0.04) 50%
---------------- -----------------
Total $ 1.40 $ 0.58 141%
================ =================
Diluted weighted average
shares outstanding (in millions) 473 392
=== ===
THE AES CORPORATION
UNAUDITED SUPPLEMENTAL DATA
FOR THE QUARTER ENDED DECEMBER 31, 2000
--------------------1999-----------------------------------------2000--------------------
1ST QTR 2ND QTR 3RD QTR 4TH QTR YEAR 1ST QTR 2ND QTR 3RD QTR 4TH QTR YEAR
GEOGRAPHIC-% of Total
NORTH AMERICA
Revenues 27% 31% 45% 39% 37% 37% 40% 37% 36% 38%
EBCIT (1) 35% 35% 40% 32% 35% 28% 32% 34% 25% 29%
SOUTH/CENTRAL AMERICA
Revenues 38% 41% 33% 32% 35% 27% 31% 37% 39% 34%
EBCIT 17% 28% 36% 32% 29% 35% 46% 51% 62% 49%
EUROPE
Revenues 14% 9% 9% 17% 13% 25% 19% 18% 17% 19%
EBCIT 23% 9% 9% 23% 17% 28% 12% 8% 8% 14%
ASIA
Revenues 21% 19% 13% 12% 15% 11% 10% 8% 8% 9%
EBCIT 25% 28% 15% 13% 19% 9% 10% 7% 5% 8%
SEGMENTS-% of Total
GENERATION
Revenues 61% 64% 63% 56% 60% 62% 52% 51% 49% 53%
Operating Margin (2) 78% 80% 83% 76% 79% 83% 93% 76% 68% 79%
EBCIT 84% 78% 73% 79% 77% 70% 90% 65% 44% 63%
DISTRIBUTION
Revenues 39% 36% 37% 44% 40% 38% 48% 49% 51% 47%
Operating Margin 22% 20% 17% 24% 21% 17% 7% 24% 32% 21%
EBCIT 16% 22% 27% 21% 23% 30% 10% 35% 56% 37%
FINANCIAL HIGHLIGHTS-million $, except Total Assets in billion $
Revenues $638 $ 640 $ 847 $ 1,128 $3,253 $1,476 $1,538 $1,761 $1,916 $6,691
EBCIT $147 $ 171 $ 197 $ 245 $ 760 $ 343 $ 222 $ 311 $ 402 $1,278
Net Income Excluding
Extraordinary Items (3) $ 74 $ 84 $ 99 $ 120 $ 377 $ 181 $ 111 $ 134 $ 221 $ 648
Total Assets (billions) $ 10 $ 11 $ 12 $ 21 $ 21 $ 23 $ 29 $ 29 $ 31 $ 31
Deprec./Amort. $ 60 $ 62 $ 72 $ 84 $ 278 $ 112 $ 132 $ 166 $ 172 $ 582
Parent EBITDA - LTM (4) $360 $ 381 $ 370 $ 403 $ 403 $ 387 $ 501 $ 593 $ 871 $ 871
(1) EBCIT is net income excluding corporate interest, other corporate costs and
income taxes.
(2) Operating Margin is revenues reduced by cost of sales, depreciation and
amortization and other operating costs.
(3) In 1999, Net Income Excluding Extraordinary Items also excludes foreign
currency transaction gains and losses.
(4) Parent EBITDA is cash flow earnings distributed to parent less parent
operating expenses for the last twelve months.
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 hereunto duly authorized.
THE AES CORPORATION
DATE: February 2, 2001 by: /s/ William R. Luraschi
Vice President and Secretary