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 reported) October 2, 2002
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MidAmerican Energy Holdings Company
(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 5. OTHER EVENTS.
The registrant announced today that, on October 1, 2002, it priced its
offering of $200 million in aggregate principal amount of its 4.625% senior
notes due October 1, 2007 and $500 million in aggregate principal amount of its
5.875% notes due October 1, 2012.
The offering has been made by means of an offering circular to qualified
institutional buyers pursuant to Rule 144A and to certain persons in offshore
transactions pursuant to Regulation S under the Securities Act of 1933, as
amended.
The offering is subject to standard closing conditions and is expected to
close on October 4, 2002.
The securities have not been registered under the Securities Act of 1933,
as amended, or applicable state securities laws, and may not be offered or sold
absent registration under the Securities Act and applicable state securities
laws or applicable exemptions from registration requirements. This report does
not constitute an offer to sell or the solicitation of an offer to buy any
securities.
FORWARD-LOOKING STATEMENTS
This report contains statements that do not directly or exclusively relate
to historical facts. These statements are "forward-looking statements" within
the meaning of the Private Securities Litigation Reform Act of 1995.
Forward-looking statements can typically be identified by the use of
forward-looking words, such as "may", "will", "could", "project", "believe",
"anticipate", "expect", "estimate", "continue", "potential", "plan", "forecast"
and similar terms. These statements represent the Company's intentions, plans,
expectations and beliefs and are subject to risks, uncertainties and other
factors. Many of these factors are outside the Company's control and could cause
actual results to differ materially from such forward-looking statements.
These factors include, among others, general economic and business
conditions in the jurisdictions in which the Company's facilities are located;
governmental, statutory, regulatory or administrative initiatives or ratemaking
actions affecting the Company or the electric or gas utility, pipeline or power
generation industries; weather effects on sales and revenues; general industry
trends; increased competition in the power generation, electric utility or
pipeline industries; fuel and power costs and availability; continued
availability of accessible gas reserves; changes in business strategy,
development plans or customer or vendor relationships; availability, term and
deployment of capital; availability of qualified personnel; risks relating to
nuclear generation; financial or regulatory accounting principles or policies
imposed by the Public Company Accounting Oversight Board, the Financial
Accounting Standards Board, the SEC, the Federal Energy Regulatory Commission
and similar entities with regulatory oversight; and other business or investment
considerations that may be disclosed from time to time in the Company's SEC
filings or in other publicly disseminated written documents.
The Company undertakes no obligation to publicly update or revise any
forward-looking statements, whether as a result of new information, future
events or otherwise. The foregoing review of factors should not be construed as
exclusive.
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
/s/ Paul J. Leighton
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Paul J. Leighton
Vice President, Assistant General Counsel
and Assistant Secretary
Date: October 2, 2002