SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
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): September 24, 1999
Commission Exact Name of Registrant As IRS Employer
File Number Specified In Its Charter Identification No.
1-9874 MidAmerican Energy Holdings Company 94-2213782
(An Iowa Corporation)
666 Grand Avenue, P. O. Box 657, Des Moines, Iowa 50303-0657
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 515/242-4300
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Item 5. Other Events.
On September 24, 1999, the Registrant announced that it has commenced a
cash offer for all of its outstanding 9 1/2% Senior Notes due 2006. A copy of
the press release issued by the Registrant is attached hereto a Exhibit 1.1 and
is incorporated herein by reference.
Item 7. Financial Statements and Exhibits.
(c) Exhibits.
The following exhibit is filed as part of this report
1.1 Press Release, dated September 24, 1999.
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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 thereunto duly authorized.
MIDAMERICAN ENERGY HOLDINGS COMPANY
/s/ Paul J. Leighton
Paul J. Leighton
Vice President Corporate Law and
Assistant General Counsel
September 24, 1999
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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 thereunto duly authorized.
MIDAMERICAN ENERGY HOLDINGS COMPANY
Paul J. Leighton
Vice President Corporate Law and
Assistant General Counsel
September 24, 1999
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Exhibit Index
Exhibit No. Description
1.1 Press Release, dated September 24, 1999.
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Exhibit 1.1
September 24, 1999.
Kevin Waetke, Director -- Corporate Communications (515) 281-2785
Jodie Stephens, Director -- Investor Relations (515) 281-2204
MidAmerican Energy Holdings Company Commences Cash Offer and
Consent Solicitation for 9 1/2% Senior Notes
Due 2006 of its Predecessor, CalEnergy
DES MOINES, IOWA -- September 24, 1999 -- MidAmerican Energy Holdings Company
(NYSE: MEC; PCX and London) announced today that it has commenced a cash offer
to repurchase all $121.115 million of its presently outstanding 9 1/2% Senior
Notes due 2006 (the "Notes") (CUSIP No. 129466-AD-0), which Notes were initially
issued by MidAmerican's predecessor, CalEnergy Company, Inc. The purchase price
to be paid for tendered Notes will be based on the present value on the second
business day immediately prior to the expiration of the offer of $1,047.50 per
$1,000 principal amount of Notes (the redemption price on September 15, 2001,
the first date on which the Notes are redeemable) plus scheduled interest
payments through that date, discounted at a rate equal to 35 basis points above
a U.S. treasury note of like maturity, less a consent payment equal to $20 per
$1,000 principal amount of Notes. Based on a recent price for the Treasury
reference security, the amount payable, including the consent payment, would be
approximately $1,103.01 per $1,000 principal amount of Notes, assuming payment
on October 27, 1999. In addition, MidAmerican will pay accrued and unpaid
interest (at the current rate under the indenture) to, but not including, the
payment date.
In conjunction with the offer, MidAmerican is soliciting consents to eliminate
substantially all the restrictive covenants and related provisions in the
indenture under which the Notes were issued. Holders who tender their Notes are
required to consent to the proposed indenture amendments. The $20 consent
payment will be paid only to holders who tender their Notes prior to 5:00 p.m.,
New York City time, on the date (the "Consent Date") that is the later of
October 7, 1999 or the first date thereafter that consents have been received
from holders of a majority of the Notes.
The purpose of the offer is to acquire any and all of the outstanding Notes,
thereby reducing the Company's aggregate interest expense by retiring the Notes.
The purpose of the consent solicitation is to amend or eliminate substantially
all of the restrictive covenants and related provisions contained in the
Indenture, thereby providing MidAmerican with increased operational and
financial flexibility and substantially conforming the restrictive covenants
contained in all of the Company's outstanding senior debt indentures. The offer
is conditioned on, among other things, the receipt of tenders and consents from
the holders of at least a majority in principal amount of the Notes.
-More-
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The offer is expected to expire at midnight, New York City time, on October 22,
1999, unless extended. Tendered Notes may be withdrawn and related consents may
be revoked at any time on or prior to 5:00 p.m., New York City time, on the
Consent Date.
The offer and solicitation are subject to a number of conditions which are set
forth in the Offer to Purchase and Consent Solicitation Statement. For
additional information regarding the offer and consent solicitation, reference
should be made to the Offer to Purchase and Consent Solicitation Statement, and
the related transmittal documents, copies of which may be obtained from
MacKenzie Partners, Inc., the information agent, at (212) 929-5500 or (800)
322-2885. Information concerning the offer, the consent solicitation, the
current yield on the Treasury reference security and the offer consideration may
be obtained from Lehman Brothers Inc., the dealer manager and solicitation
agent, at (212) 528-7581 or (800) 438-3242.
This announcement is not an offer to purchase, a solicitation of an offer to
purchase or a solicitation of consents with respect to the Notes. The offer and
consent solicitation are being made solely by the Offer to Purchase and Consent
Solicitation Statement dated September 24, 1999 and the related Consent and
Letter of Transmittal, as the same may be amended from time to time.
MidAmerican Energy Holdings Company, headquartered in Des Moines, Iowa, USA, has
approximately 9,800 employees and is the largest publicly traded company in
Iowa. Through its retail utility subsidiaries, MidAmerican Energy in the U.S.
and Northern Electric in the U.K., the Company provides electric service to 2.2
million customers and natural gas service to 1.2 million customers worldwide.
Through CalEnergy, MidAmerican's independent power production and non-regulated
business subsidiaries, and MidAmerican Energy's utility operations, MidAmerican
manages and owns interests in approximately 8,300 net megawatts of diversified
power generation facilities in operation, construction and development.
Information about MidAmerican and its three principal subsidiary companies is
available on the Internet at http://www.midamerican.com.
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September 29, 1999
VIA EDGAR
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D. C. 20549
Subject: MidAmerican Energy Holdings Company,
Current Report on Form 8-K
Dear Commission:
Pursuant to Regulation S-T, MidAmerican Energy Holdings Company an Iowa
corporation, electronically files herewith via EDGAR a Current Report on Form
8-K. Please call me (collect) at 515/242-4099 with regard to any questions that
you may have. Thank you.
Sincerely,
/s/ Paul J. Leighton
Paul J. Leighton
Vice President Corporate Law and
Assistant General Counsel
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