FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) June 28, 2001
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Caithness Coso Funding Corp.
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(Exact name of registrant as specified in its charter)
Delaware 333-83815 94-3328762
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
Coso Finance Partners California 68-0133679
Coso Energy Developers California 94-3071296
Coso Power Developers California 94-3102796
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(Exact names of Registrants as (State or other (IRS Employer
specified in their charters) jurisdiction of Identification No.)
incorporation)
1114 Avenue of the Americas, 41st Floor, New York, New York 10036-7790
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (212) 921-9099
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Not Applicable
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(Former name or former address, if changed since last report.)
Item 5. Other Events.
The Coso projects consist of three 80 MW geothermal power plants, called
Navy I, BLM and Navy II (together, the "Coso Partnerships"), their transmission
lines, wells, gathering system and other related facilities. The Coso projects
are located near one another in the Mojave Desert approximately 150 miles
northeast of Los Angeles, California, and have been generating electricity since
the late 1980's. The Coso Partnerships sell 100% of the electrical energy
generated at the plants to Southern California Edison ("Edison") under three
long-term Standard Offer No. 4 power purchase agreements.
Caithness Coso Funding Corp. ("Funding Corp.") is a single-purpose Delaware
Corporation formed to issue senior secured notes ("Notes") for its own account
and as an agent acting on behalf of the Coso Partnerships. On May 28, 1999,
Funding Corp. sold $413,000,000 of senior secured notes. Pursuant to separate
credit agreements between Funding Corp. and each partnership, the net proceeds
from the offering of the Notes were loaned to the Coso Partnerships. Payment of
the Notes is provided for by payments made by the Coso Partnerships to Funding
Corp. under their respective project loans. Funding Corp. has no material
assets, other than the project loans, and does not conduct any operations apart
from issuing the Notes and making the project loans to the partnerships.
As previously disclosed, the Coso Partnerships have entered into
confidential settlement agreements (the "Settlement Agreements") with Southern
California Edison ("Edison"). The Settlement Agreements resolved certain
litigation between Edison and the Coso Partnerships and were subject to approval
by the California Public Utilities Commission ("CPUC"). In December 2000, the
CPUC approved the terms of the Settlement Agreements. Pursuant to CPUC approval,
the Coso Partnerships and Edison have executed mutual releases of liability and
have dismissed the litigation covered by the Settlement Agreements.
The aggregate financial result of the settlements described above have not
had a material financial effect on the Coso Partnerships or Caithness Coso
Funding Corp.
Certain information included in this report contains forward-looking
statements made pursuant to the Private Securities Litigation Reform act of 1995
("Reform Act"). Such statements are based on current expectations and involve a
number of known and unknown risks and uncertainties that could cause the actual
results and performance of the Coso Partnerships to differ materially from any
expected future results or performance, expressed or implied, by the
forward-looking statements including expectations regarding the future results
of operations of the Coso Partnerships. In connection with the safe harbor
provisions of the Reform Act, the Coso Partnerships have identified important
factors that could cause actual results to differ materially from such
expectations, including resolution of the energy crisis in California, operating
uncertainty, uncertainties relating to geothermal resources, uncertainties
relating to economic and political conditions and uncertainties regarding the
impact of regulations, changes in government policy, industry deregulation and
competition. Reference is made to all of the Registrants' SEC filings,
incorporated herein by reference, for a description of such factors. The
Registrants assume no responsibility to update forward-looking information
contained herein.
2
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 thereunto duly authorized.
Date: June 28, 2001 CAITHNESS COSO FUNDING CORP.,
a Delaware corporation
By: /S/ CHRISTOPHER T. MCCALLION
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Christopher T. McCallion
Executive Vice President &
Chief Financial Officer
(Principal Financial and
Accounting Officer)
COSO FINANCE PARTNERS
a California general partnership
By: New CLOC Company, LLC,
its Managing General Partner
By: /S/ CHRISTOPHER T. MCCALLION
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Christopher T. McCallion
Executive Vice President &
Chief Financial Officer
(Principal Financial and
Accounting Officer)
COSO ENERGY DEVELOPERS
a California general partnership
By: New CHIP Company, LLC,
its Managing General Partner
By: /S/ CHRISTOPHER T. MCCALLION
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Christopher T. McCallion
Executive Vice President &
Chief Financial Officer
(Principal Financial and
Accounting Officer)
COSO POWER DEVELOPERS
a California general partnership
By: New CTC Company, LLC,
its Managing General Partner
By: /S/ CHRISTOPHER T. MCCALLION
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Christopher T. McCallion
Executive Vice President &
Chief Financial Officer
(Principal Financial and
Accounting Officer)