Securities and Exchange Commission
Washington, DC 20549
Form 8-K
Current Report
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act 1934
Date of Report May 7, 1997
(Date of earliest event reported)
CE Casecnan Water and Energy Company, Inc.
(Exact name of registrant as specified in its charter)
Republic of the Philippines 333-608 (not applicable)
(State or other (Commission File (IRS Employer
jurisdiction of Number) Identification No.)
incorporation)
6750 Ayala Avenue, 24th Floor, Makati, Metro Manila, Philippines
(Address of principal executive offices) (Zip Code)
Steven A. McArthur, Esq.
CE Casecnan Water and Energy Company, Inc.
c/o CalEnergy Company, Inc.
302 South 36th Street, Suite 400
Omaha, NE 68131
(402) 341-4500
(Name, address, including zip code, and phone number, including area code,
of United States agent for service)
Registrant's Telephone Number, including area code: (402) 341-4500
N/A
(Former name or former address, if changed since last report
Item 5. Other Events
In November 1995, CE Casecnan Water and Energy Company, Inc., a
Philippine corporation ("CE Casecnan"), closed the financing and commenced
construction of the Casecnan Project, a combined irrigation and 150 net MW
hydroelectric power generation project (the "Casecnan Project") located in the
central part of the island of Luzon in the Republic of the Philippines.
CE Casecnan is presently indirectly owned as to approximately 35% of its
equity by CalEnergy Company, Inc. and approximately 35% indirectly owned by
Peter Kiewit Sons' Inc. CE Casecnan financed a portion of the costs of the
Casecnan Project through the issuance of $125,000,000 of its 11.45% Senior
Secured Series A Notes due 2005 and $171,500,000 of its 11.95% Senior Secured
Series B Bonds due 2010 and $75,000,000 of its Secured Floating Rate Notes due
2002, pursuant to an indenture dated as of November 27, 1995, as amended to
date.
In its Form 8-K's dated February 25, 1997, and March 28, 1997, CE
Casecnan reported that it had been advised that Hanbo Corporation ("Hanbo"),
Hanbo Iron & Steel Company, Ltd. ("Hanbo Steel") and Hanbo Engineering and
Construction Co. Ltd. ("HECC") had each filed to seek court receivership
protection in South Korea. The Casecnan Project was being constructed
pursuant to a fixed-price, date-certain, turnkey construction contract (the
"Hanbo Contract") on a joint and several basis by Hanbo Corporation and HECC,
both of which are South Korean corporations. CE Casecnan announced today that
it has terminated the Hanbo Contract and CE Casecnan has entered into a new
engineer, procure and construct contract to complete the construction of the
Casecnan Project. A copy of the press release issued by CE Casecnan is set
forth as Exhibit 1 hereto and is incorporated herein by reference. The Hanbo
Contract has been terminated because of events of default under the contract
including the fact that both HECC and Hanbo have filed for court receivership
protection in the Republic of Korea. In connection with the Hanbo Contract
termination, CE Casecnan made a draw under the irrevocable standby letter of
credit issued by Korea First Bank ("KFB") as security under the Hanbo Contract
to pay for certain transition costs and other presently ascertainable damages
under the Hanbo Contract. If KFB were to fail to honor its obligations under
the Casecnan letter of credit, such action could have a material adverse
effect on the Casecnan Project and CE Casecnan.
CE Casecnan entered into a new turnkey engineering, procurement and
construction contract to complete the construction of the Casecnan Project
(the "Replacement Contract"). The work under the Replacement Contract will be
conducted by a consortium of contractors and subcontractors including Siemens
A.G., Sulzer Hydro Ltd., Black & Veatch and Colenco Power Engineering Ltd. and
will be headed by Cooperativa Muratori Cementisti CMC di Ravenna and Impressa
Pizzarotti & C. Spa.
Item 7. Financial Statements and Exhibits
Exhibit 1 - Press Release dated May 7, 1997
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.
CE Casecnan Water and Energy Company, Inc.
By: \s\Douglas L. Anderson
Douglas L. Anderson
Assistant Vice President
Dated: May 7, 1997
Exhibit 1
FOR IMMEDIATE RELEASE
John G. Sylvia - Senior Vice President, Chief Financial Officer 402-341-4500
Jeffrey S. Laudin - Manager, Investor Relations 402-341-4500
CE Casecnan Enters Into New EPC Contract
OMAHA, NEBRASKA, May 7, 1997 - CE Casecnan Water and Energy Company,
Inc. ("CE Casecnan") an affiliate of CalEnergy Company, Inc. ("CalEnergy")
(NYSE, PSE and LSE Symbol: CE) today reported that it has terminated its
turnkey engineering, procurement and construction contract with Hanbo
Engineering & Construction Co., Ltd. ("HECC") and Hanbo Corporation ("Hanbo")
for the construction of the Casecnan project. The contract was terminated
because of events of default under the contract, including the fact that both
HECC and Hanbo have filed for court receivership protection in the Republic of
Korea. In connection with the termination, CE Casecnan has made a draw under
the Korea First Bank letter of credit provided as security under the contract
in order to pay for certain transition costs and other damages under the
contract.
CE Casecnan has also entered into a new turnkey engineering, procurement
and construction contract to complete the construction of the Casecnan
project. The work will be conducted by a consortium of contractors and
subcontractors including Siemens A.G., Sulzer Hydro Ltd., Black & Veatch and
Colenco Power Engineering Ltd. and will be headed by Cooperativa Muratori
Cementisti CMC di Ravenna and Impressa Pizzarotti & C. Spa. According to
David L. Sokol, Chairman of CE Casecnan, "We are delighted to have reached an
agreement to have this fine group of companies complete the construction of
the Casecnan project. The new agreement reflects CE Casecnan's determination
to ensure completion of this important project and to supply needed
electricity and water to the people of the Philippines."
CE Casecnan's proposed combined irrigation and 150 MW capacity
hydroelectric project is located on the island of Luzon in the Republic of the
Philippines. The project will sell electricity and water to the Philippine
National Irrigation Administration.
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