UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) March 28, 2002
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MidAmerican Energy Holdings Company
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(Exact name of registrant as specified in its charter)
Iowa 0-25551 94-2213782
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
666 Grand Avenue, Des Moines, Iowa 50309
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (515) 242-4300
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N/A
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(Former name or former address, if changed since last report)
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
On March 27, 2002, MidAmerican Energy Holdings Company ("MEHC")
announced that it has completed its acquisition of Kern River Gas Transmission
Company from The Williams Companies, Inc. ("Williams") for $450 million. MEHC
also announced that, through a subsidiary, it has completed its purchase of
1,466,667 shares of 9-7/8 percent cumulative convertible preferred stock of
Williams for $275 million. Each share of this security is convertible into ten
shares of Williams common stock.
In addition, MEHC announced that its principal investor, Berkshire
Hathaway Inc., has completed its contribution of $725 million to MEHC in
exchange for $323 million of MEHC's trust preferred securities and $402 million
of zero coupon convertible preferred stock.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
Exhibit 99.1 - Press Release dated March 27, 2002
Exhibit 99.2 - Purchase Agreement among The Williams Companies, Inc.,
Williams Gas Pipeline Company, LLC, Williams Western Pipeline
Company LLC, and Kern River Acquisition, LLC, as Sellers, and
MidAmerican Energy Holdings Company, KR Holding, LLC, KR
Acquisition 1, LLC and KR Acquisition 2, LLC, as Buyers, dated
as of March 7, 2002
Exhibit 99.3 - Stock Purchase Agreement among The Williams Companies, Inc., MEHC
Investment, Inc. and MidAmerican Energy Holdings Company, dated
as of March 7, 2002
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.
MIDAMERICAN ENERGY HOLDINGS COMPANY
(Registrant)
/s/ Paul J. Leighton
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Paul J. Leighton
Vice President, Assistant General
Counsel and Assistant Secretary
Date: March 28, 2002
EXHIBITS INDEX
Exhibit
Number Exhibit
99.1 Press Release dated March 27, 2002
99.2 Purchase Agreement among The Williams Companies, Inc.,
Williams Gas Pipeline Company, LLC, Williams Western Pipeline
Company LLC, and Kern River Acquisition, LLC, as Sellers, and
MidAmerican Energy Holdings Company, KR Holding, LLC, KR
Acquisition 1, LLC and KR Acquisition 2, LLC, as Buyers, dated
as of March 7, 2002
99.3 Stock Purchase Agreement among The Williams Companies, Inc.,
MEHC Investment, Inc. and MidAmerican Energy Holdings Company,
dated as of March 7, 2002