SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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): July 28, 1999
DUKE CAPITAL CORPORATION
(Exact name of registrant as specified in its charter)
DELAWARE 0-23977 51-0282142
(State or other jurisdiction of (Commission File Number) (I.R.S. Employer
incorporation) Identification No.)
526 South Church Street
Charlotte, North Carolina 28202-1904
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 704-594-6200
Item 5. Other Events.
Duke Capital Corporation (the "registrant"), through its wholly owned
subsidiary Duke Energy International, L.L.C. ("DEI") recently acquired, or
entered into agreements to acquire, approximately 3,800 megawatts of power
generation facilities in Latin America for a total cost of approximately $1.2
billion. Further descriptions of the transactions may be found below and in the
press releases incorporated by reference as exhibits to this Form 8-K.
On August 4, 1999, the registrant acquired 71% of the voting stock of
Companhia de Geracao de Energia Electrica Paranapanema ("Paranapanema"), the
eleventh largest generating company in Brazil. The acquisition was the result of
the registrant's winning bid of approximately $680 million submitted July 28,
1999, in the on-going privatization of Brazil's electric utilities. Located in
the state of Sao Paulo, Paranapanema has a total installed capacity of 2,307
megawatts and includes eight hydroelectric generating facilities along the
Paranapanema River.
The registrant was the successful bidder on July 30, 1999 in a
privatization of an 80% interest in the generating company, Generadora Acajutla,
S.A. de C.V., and a 97% interest in the generating company,
Generadora Salvadorena, S.A. de C.V., presently owned by El Salvador. The bid
was $125 million for a controlling interest in 275 megawatts of thermal power
generation. The transaction is expected to close in early September.
The registrant entered into an agreement on August 2, 1999 to acquire the
hydroelectric, natural gas and diesel power generation businesses of Dominion
Resources, Inc. in four countries in South America for $405 million. The
transaction is expected to close before the end of the year after receipt of
appropriate government consents and approvals. The businesses being acquired
have gross ownership interest totaling approximately 1,200 megawatts of gross
generation capacity.
Upon completion of all three transactions, the registrant's portfolio of
Latin American and Asia-Pacific assets will include operations and ownership
interests in approximately 6,700 megawatts of power generation, approximately
1,800 miles of natural gas pipeline and 245 miles of electric transmission,
located in Argentina, Australia, Belize, Bolivia, Brazil, Chile, Ecuador, El
Salvador, Indonesia, New Zealand and Peru.
Copies of press releases issued by the registrant's parent, Duke Energy
Corporation, announcing the acquisitions described above are incorporated by
reference herein as Exhibits 99.1, 99.2 and 99.3 respectively, and are also
incorporated by reference in the above description.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
The following exhibits are incorporated by reference herein:
99.1. Press Release of registrant dated July 28, 1999 (incorporated by
reference to Exhibit 99.1 to Form 8-K of Duke Energy Corporation,
filed August 5, 1999)
99.2 Press Release of registrant dated July 30, 1999 (incorporated by
reference to Exhibit 99.2 to Form 8-K of Duke Energy Corporation,
filed August 5, 1999)
99.3 Press Release of registrant dated August 2, 1999 (incorporated by
reference to Exhibit 99.3 to Form 8-K of Duke Energy Corporation,
filed August 5, 1999)
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SIGNATURE
Pursuant to the requirements of the Securities and Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
DUKE CAPITAL CORPORATION
(registrant)
By: ________________________
Richard J. Osborne
Vice President
and Chief Financial Officer
Dated: August 5, 1999
<PAGE>
Exhibit Index
Exhibit Description
- ------- -----------
99.1 Press Release of registrant dated July 28, 1999 (incorporated by
reference to Exhibit 99.1 to Form 8-K of Duke Energy Corporation,
filed August 5, 1999)
99.2 Press Release of registrant dated July 30, 1999 (incorporated by
reference to Exhibit 99.2 to Form 8-K of Duke Energy Corporation,
filed August 5, 1999)
99.3 Press Release of registrant dated August 2, 1999 (incorporated by
reference to Exhibit 99.3 to Form 8-K of Duke Energy Corporation,
filed August 5, 1999)
