Securities and Exchange Commission
Washington, DC 20549
Form 8-K
Current Report
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report March 28, 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 jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
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 its Form 8-K dated February 25, 1997, CE Casecnan Water
and Energy Company, Inc. ("CE Casecnan") reported that CE
Casecnan had been recently advised that Hanbo Corporation and
Hanbo Iron & Steel Company, Ltd. ("Hanbo Steel") had each filed
to seek court receivership protection in South Korea but that
Hanbo Engineering and Construction Co. Ltd. ("HECC") had not
filed for receivership protection and was believed to be solvent.
However, CE Casecnan has now been informed that HECC also has
filed for receivership. The Casecnan project, which commenced in
1995, is currently being constructed pursuant to a fixed-price,
date-certain, turnkey construction contract (the "Turnkey
Construction Contract") on a joint and several basis by Hanbo
Corporation and HECC, both of which are South Korean
corporations. CE Casecnan has recently received confirmation
from HECC that it intends to fully perform its obligations under
the Turnkey Construction Contract and complete the Casecnan
Project on schedule and within the budget. However, although
HECC is currently performing the work, there can be no assurance
that it will remain able to perform fully its obligations under
the Turnkey Construction Contract.
Hanbo Corporation and HECC (sometimes collectively referred
to as the "Contractor") are under common ownership. The
Contractor's obligations under the Turnkey Construction Contract
are guaranteed by Hanbo Steel. In addition, the Contractor's
obligations under the Turnkey Construction Contract are secured
by an irrevocable standby letter of credit issued by Korea First
Bank ("KFB") in the approximate amount of $118 million. The
total cost of the Casecnan project, including development,
construction, testing and startup, is estimated to be
approximately $495 million.
CE Casecnan is presently reviewing its rights, obligations
and potential remedies in respect of the recent developments
regarding the Contractor and is presently unable to speculate as
to the ultimate effect of such developments on CE Casecnan.
KFB has recently reconfirmed to CE Casecnan that it will
honor its obligations under the Casecnan Project letter of credit
and also has stated its support for the successful completion of
the Casecnan project and has previously offered to extend a
working capital facility to HECC. However, until a receiver for
HECC is appointed, it is unclear whether such working capital
facility can be utilized and whether there will be any
constraints imposed on HECC's performance of the work. It is
also noted that Moody's Investors Service recently issued a
ratings downgrade of KFB's senior debt from Baa1 to Baa2.
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 (the "Casecnan
Indenture"). Although no default has yet occurred under the
Casecnan Indenture as a result of the announced receivership of
HECC, CE Casecnan will continue to closely monitor the Hanbo
group and KFB developments and project construction status and
develop appropriate contingency plans.
If Contractor materially fails to perform its obligations
under the Turnkey Construction Contract or if KFB were to fail to
honor its obligations under the Casecnan letter of credit, such
actions could have a material adverse effect on the Casecnan
Project and CE Casecnan.
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: March 28, 1997
