SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report: January 19, 2001
Commission File Number 33-82034
INDIANTOWN COGENERATION, L.P.
(Exact name of co-registrant as specified in its charter)
Delaware 52-1722490
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(State or other jurisdiction of (I.R.S. Employer Identification Number)
incorporation or organization)
Indiantown Cogeneration Funding Corporation
(Exact name of co-registrant as specified in its charter)
Delaware 52-1889595
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(State or other jurisdiction of (I.R.S. Employer Identification Number)
incorporation or organization)
7500 Old Georgetown Road, 13th Floor
Bethesda, Maryland 20814-6161
(Registrants' address of principal executive offices)
(301)-718-6800
(Registrants' telephone number, including area code)
Item 5. Other Events.
General
On December 19, 2000, Florida Power & Light Company ("FPL") and
Indiantown Cogeneration, L.P. (the "Partnership") participated in a mediation
conference with respect to the pending litigations described below. As a result
of this conference, FPL and the Partnership executed two Settlement Agreements
intended to resolve all pending litigation. Only the Settlement Agreement for
the pending federal court litigation requires amendment of the power sales
agreement. The amendment must be approved by the Florida Public Service
Commission, and certain conditions set forth in the Indenture for the Bonds,
including confirmation of the Bonds' investment grade rating, must be met for it
to become effective.
Settlement of Pending Federal Court Litigation
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An outline of the business terms set forth in this Settlement Agreement
provides that if the Facility is off-line for any reason, the Partnership shall
have the right, upon up to 6 hours notice and subject only to safety and system
reliability issues, to reconnect to FPL's system and produce up to 100 MW. The
Settlement Agreement provides that if this occurs when FPL has decommitted the
Facility, the Partnership will be paid FPL's actual "as available" energy rates
for the first 360 of such hours each year (in this context, "as available"
energy costs reflect actual energy production costs avoided by FPL resulting
from the production or purchase of energy from the Facility and other sources).
If fewer than 360 hours are used in any year, FPL may carry the balance forward,
not to exceed a total of 1440 hours in any year. If the hours accumulated
exercising this reconnection right exceed FPL's balance, the Partnership will be
paid for energy produced during those hours at the energy rates set forth under
the power sales agreement.
Management of the Partnership believes that this resolution provides the
Partnership with the flexibility it requires to maintain its Qualifying Facility
status without materially adversely affecting the Project.
Settlement on New State Court Litigation
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On December 12, 2000, FPL filed a complaint against the Partnership in
the Circuit Court of the 19th Judicial District in and for Martin County,
Florida. In its complaint, FPL alleged that the Partnership breached the power
sales agreement by failing to include certain payments from its coal supplier
and its coal transporter in the Partnership's calculation of its fuel costs
which are included in the calculation of the actual energy costs under the power
sales agreement. The power sales agreement requires a sharing of actual energy
costs between FPL and the Partnership to the extent the actual costs differ
(either upward or downward) from a formula contained in the agreement. FPL
sought unspecified damages and declaratory relief including a finding that the
Partnership breached the power sales agreement. The Settlement Agreement
provides that the Partnership will include in future calculations of its fuel
costs all costs, credits, rebates, discounts, and allowances/concessions from
all past, current or future vendors of fuel, ash, lime, and fuel transportation
subject to execution of a definitive agreement embodying the terms of this
Settlement
Agreement. The Partnership will make a one time payment of $800,000 to FPL as
settlement for disputed amounts under fuel audits performed for calendar years
1997 and 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.
Indiantown Cogeneration, L.P.
(Co-Registrant)
Date: January 19, 2001 ___________________________________
John R. Cooper
Vice President
(Chief Financial Officer)
Indiantown Cogeneration Funding
Corporation
(Co-Registrant)
Date: January 19, 2001 ________________________________
John R. Cooper
Vice President
(Chief Financial Officer)