<PAGE>
FORM 10-Q -- QUARTERLY REPORT UNDER SECTION 13
OR 15(d) OF THE SECURITES EXCHANGE ACT OF 1934
(Mark One)
[X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934 For the quarterly period ended September 30, 2000
------------------
or
[ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934 For the transition period from _______________to_______________
Commission File Number: 333-83815
---------
Caithness Coso Funding Corp.
----------------------------
(Exact name of registrant as specified in its charter)
Delaware 94-3328762
-------- ----------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
Coso Finance Partners California 68-0133679
Coso Energy Developers California 94-3071296
Coso Power Developers California 94-3102796
--------------------------- --------------- -----------------
(Exact names of registrants (State or other (I.R.S. Employer
registrants as specified jurisdiction of Identification No.)
in their characters) incorporation or
organization)
1114 Avenue of the Americas, 41st Floor, New York, New York 10036-7790
----------------------------------------------------------- ----------
(Address of principal executive offices) (Zip Code)
(212) 921-9099
--------------
(Registrant's telephone number, including area code)
Not Applicable
--------------
(Former name, former address and former
fiscal year, if changed since last report.)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. [ X] Yes [ ] No
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
300 shares in Caithness Coso Funding Corp. as of November 9, 2000
-----------------------------------------------------------------
<PAGE>
CAITHNESS COSO FUNDING CORP.
Form 10-Q
For the Quarter Ended September 30, 2000
PART I. FINANCIAL INFORMATION Page No.
ITEM 1. Financial Statements
Caithness Coso Funding Corp.
Unaudited condensed balance sheet at September 30, 2000 and
December 31, 1999 4
Unaudited condensed statement of operations for the three-months ended
September 30, 2000, the three-months ended September 30, 1999, the
nine-months ended September 30, 2000, and the nine-months ended
September 30, 1999 5
Unaudited condensed statement of cash flows for the nine-months
ended September 30, 2000 and the nine-months ended
September 30, 1999 6
Notes to the unaudited condensed financial statements 7
Coso Finance Partners
Unaudited condensed combined balance sheets at September 30, 2000
and December 31, 1999 8
Unaudited condensed combined statements of operations for the
three-months ended September 30, 2000, the three-months ended
September 30, 1999, the nine-months ended September 30, 2000,
the two-months ended February 28, 1999, the seven-months
ended September 30, 1999 and the nine-months ended September 30, 1999 9
Unaudited condensed combined statements of cash flows for the nine-months
ended September 30, 2000, the two-months ended February 28, 1999,
the seven-months ended September 30, 1999 and the nine-months
ended September 30, 1999 10
Notes to the unaudited condensed combined financial statements 11
Coso Energy Developers
Unaudited condensed balance sheets at September 30, 2000 and
December 31, 1999 12
Unaudited condensed statements of operations for the three-months ended
September 30, 2000, the three-months ended September 30, 1999, the
nine-months ended September 30, 2000, the two-months ended
February 28, 1999, the seven-months ended September 30, 1999 and the
nine-months ended September 30, 1999 13
Unaudited condensed statements of cash flows for the nine-months
ended September 30, 2000, the two-months ended February 28, 1999,
the seven-months ended September 30, 1999 and the nine-months ended
September 30, 1999 14
Notes to the unaudited condensed financial statements 15
2
Coso Power Developers
Unaudited condensed balance sheets at September 30, 2000 and
December 31, 1999 16
Unaudited condensed statements of operations for the three-months ended
September 30, 2000, the three-months ended September 30, 1999,
the nine-months ended September 30, 2000, the two-months ended
February 28, 1999, the seven-months ended September 30, 1999 and the
nine-months ended September 30, 1999 17
Unaudited condensed statements of cash flows for the nine-months ended
September 30, 2000, the two-months ended February 28, 1999,
the seven-months ended September 30, 1999 and the nine-months ended
September 30, 1999 18
Notes to the unaudited condensed financial statements 19
ITEM 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations 20
PART II. OTHER INFORMATION
ITEM 1. Legal Proceedings 30
ITEM 2. Change in Securities and Use of Proceeds 30
ITEM 3. Defaults upon Senior Securities 30
ITEM 4. Submission of Matters to a Vote of Security Holders 30
ITEM 5. Other Information 30
Supplemental condensed combined financial information for Coso
Partnerships.
Unaudited condensed combined balance sheets at September 30, 2000
and December 31, 1999 31
Unaudited condensed combined statements of operations for the
three-months ended September 30, 2000, the three-months ended
September 30, 1999, the nine-months ended September 30, 2000,
the two-months ended February 28, 1999, the seven-months ended
September 30, 1999 and the nine-months ended September 30, 1999 32
Unaudited condensed combined statements of cash flows for the
nine-months ended September 30, 2000, the two-months ended
February 28, 1999, the seven-months ended September 30, 1999
and the nine-months ended September 30, 1999 33
Notes to the unaudited condensed combined financial statements 34
ITEM 6. Exhibits and Reports on Form 8-K 35
3
<PAGE>
CAITHNESS COSO FUNDING CORP.
UNAUDITED CONDENSED BALANCE SHEET
(Dollars in thousands)
<TABLE>
<CAPTION>
September 30, December 31,
2000 1999
(Note)
<S> <C> <C>
Assets:
Accrued interest receivable....................... $ 8,940 $ 1,392
Project loan to Coso Finance Partners............. 141,502 151,550
Project loan to Coso Energy Developers............ 102,718 107,900
Project loan to Coso Power Developers............. 103,934 153,550
------- -------
$ 357,094 $ 414,392
======= =======
Liabilities and Stockholder's Equity:
Accrued interest payable........................... $ 8,940 $ 1,392
Senior secured notes:
6.80% notes due 2001....................... 45,154 110,000
9.05% notes due 2009....................... 303,000 303,000
------- -------
357,094 414,392
Stockholders' equity................................. --- ---
------- -------
$ 357,094 $ 414,392
======= =======
</TABLE>
Note: The condensed balance sheet at December 31, 1999 has been derived from
the audited financial statements at that date but does not include all
of the information and footnotes required by generally accepted
accounting principles for complete financial statements.
See accompanying notes to the unaudited condensed financial statements
4
<PAGE>
CAITHNESS COSO FUNDING CORP.
UNAUDITED CONDENSED STATEMENT OF OPERATIONS
(Dollars in thousands)
<TABLE>
<CAPTION>
Three-Months Three-Months Nine-Months Nine-Months
Ended Ended Ended Ended
September 30, September 30, September 30, September 30,
2000 1999 2000 1999
<S> <C> <C> <C> <C>
Interest income....... $ 7,671 $ 11,459 $ 24,600 $ 11,459
Interest expense...... (7,671) (11,459) (24,600) (11,459)
------ ------ ------ ------
Net Income..... $ --- $ --- $ --- $ ---
====== ====== ====== ======
</TABLE>
See accompanying notes to the unaudited condensed financial statements
5
<PAGE>
CAITHNESS COSO FUNDING CORP.
UNAUDITED CONDENSED STATEMENT OF CASH FLOWS
(Dollars in thousands)
<TABLE>
<CAPTION>
Nine-Months Nine-Months
Ended Ended
September 30, September 30,
2000 1999
<S> <C> <C>
Cash flows from investing activities.......... $ 57,298 $ (413,000)
Cash flows from financing activities.......... (57,298) 413,000
------ -------
Net change in cash and cash equivalents....... $ --- $ ---
====== =======
Supplemental cash flow disclosure:
Cash paid for interest................... $ 15,660 $ ---
====== =======
</TABLE>
See accompanying notes to the unaudited condensed financial statements
6
<PAGE>
CAITHNESS COSO FUNDING CORP.
NOTES TO THE UNAUDITED CONDENSED FINANCIAL STATEMENTS
(1) Organization and Operations
Caithness Coso Funding Corp. (Funding Corp.) was incorporated on April 22,
1999, in Delaware. Funding Corp. is a special purpose corporation that was
formed for the purpose of issuing senior secured notes on behalf of Coso Finance
Partners, Coso Energy Developers and Coso Power Developers (the Coso
Partnerships), affiliates of Funding Corp. Funding Corp. has loaned all of the
proceeds from the offering of 6.80% senior secured notes due 2001 and
9.05% senior secured notes due 2009 (a total of $413 million) to the Coso
Partnerships, and the Coso Partnerships have jointly and severally guaranteed,
on a senior secured basis, repayment of the senior secured notes.
Funding Corp. has no material assets other than the loans, and the accrued
interest thereon, that have been made to the Coso Partnerships. Also,
Funding Corp. does not conduct any business, other than issuing the senior
secured notes and making the loans to the Coso Partnerships.
(2) Basis of Presentation
The accompanying unaudited condensed financial statements have been prepared in
accordance with generally accepted accounting principles for interim financial
information. Accordingly, certain information and footnote disclosures normally
included in financial statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted pursuant to such rules.
Management believes that the disclosures are adequate to make the information
presented not misleading when read in conjunction with the financial statements
and the notes thereto in the audited financial statements for the year ended
December 31, 1999.
The financial information herein presented reflects all adjustments, consisting
only of normal recurring adjustments, which are, in the opinion of management,
necessary for a fair statement of the results for interim periods presented. The
results for the interim periods are not necessarily indicative of results to be
expected for the full year.
7
<PAGE>
COSO FINANCE PARTNERS
UNAUDITED CONDENSED COMBINED BALANCE SHEETS
(Dollars in thousands)
<TABLE>
<CAPTION>
September 30, December 31,
2000 1999
(Note)
<S> <C> <C>
Assets:
Cash....................................................................... $ 13,139 $ 7,821
Restricted cash and investments............................................ 21,460 25,001
Accounts receivable........................................................ 14,306 5,154
Prepaid expenses & other assets............................................ 1,189 --
Amounts due from related parties........................................... 4,253 4,508
Property, plant & equipment, net........................................... 150,528 153,879
Power purchase agreement, net.............................................. 12,527 13,388
Investment in China Lake Plant Services, Inc............................... 4,266 4,212
Deferred financing costs, net.............................................. 3,360 3,749
------- -------
$ 225,028 $ 217,712
======= =======
Liabilities and Partners' Capital:
Accounts payable and accrued liabilities................................... $ 15,820 $ 16,236
Amounts due to related parties............................................. 3,693 564
Project loan............................................................... 141,502 151,550
------- -------
161,015 168,350
Partners' capital............................................................. 64,013 49,362
------- -------
$ 225,028 $ 217,712
======= =======
</TABLE>
Note: The condensed balance sheet at December 31, 1999 has been derived from
the audited financial statements at that date but does not include all
of the information and footnotes required by generally accepted
accounting principles for complete financial statements.
See accompanying notes to the unaudited condensed combined financial statements
8
<PAGE>
COSO FINANCE PARTNERS
UNAUDITED CONDENSED COMBINED STATEMENTS OF OPERATIONS
(Dollars in thousands)
<TABLE>
<CAPTION>
Three-Months Three-Months Nine-Months Two-Months Seven-Months Nine-Months
Ended Ended Ended Ended Ended Ended
September 30, September 30, September 30, February 28, September 30, September 30,
2000 1999 2000 1999 1999 1999
(New Basis) (New Basis) (New Basis) (Old Basis) (New Basis)
<S> <C> <C> <C> <C> <C> <C>
Revenue:
Energy revenues..................... $ 14,322 $ 10,047 $ 31,505 $ 8,098 $ 23,615 $ 31,713
Capacity............................ 8,190 8,174 13,011 474 11,643 12,117
Interest and other income........... 417 427 1,199 824 1,501 2,325
------ ------ ------ ------ ------ ------
Total revenue............... 22,929 18,648 45,715 9,396 36,759 46,155
Operating expenses:
Plant operating expenses........... 2,167 2,963 6,513 3,125 6,877 10,002
Royalty expense.................... 4,484 3,899 7,689 987 6,484 7,471
Depreciation and amortization...... 2,497 2,453 7,085 1,604 5,627 7,231
------ ------ ----- ----- ------ ------
Total operating expenses.... 9,148 9,315 21,287 5,716 18,988 24,704
Operating income............ 13,781 9,333 24,428 3,680 17,771 21,451
Other expenses:
Interest expense................... 3,094 3,210 9,387 663 5,215 5,878
Interest expense-acquisition debt.. - - - - 1,962 1,962
Costs related to acquisition debt.. 131 - 390 1,984 1,984
------ ------ ----- ------ ------ -----
Total other expenses............. 3,225 3,210 9,777 663 9,161 9,824
Income before extraordinary item 10,556 6,123 14,651 3,017 8,610 11,627
Extraordinary item - Loss on
extinguishment of debt............. - - - - 2,375 2,375
------ ------ ----- ------ ------ ------
Net income................. $ 10,556 $ 6,123 $ 14,651 $ 3,017 $ 6,235 $ 9,252
====== ====== ====== ====== ====== ======
</TABLE>
See accompanying notes to the unaudited condensed combined financial statements
9
<PAGE>
COSO FINANCE PARTNERS
UNAUDITED CONDENSED COMBINED STATEMENTS OF CASH FLOWS
(Dollars in thousands)
<TABLE>
<CAPTION>
Nine-Months Two-Months Seven-Months Nine-Months
Ended Ended Ended Ended
September 30, February 28, September 30, September 30,
2000 1999 1999 1999
(New Basis) (Old Basis) (New Basis)
<S> <C> <C> <C> <C>
Net cash provided by operating activities............. $ 14,752 $ 6,592 $ 6,880 $ 13,472
Net cash provided by (used in) investing activities... 614 (538) (21,705) (22,243)
Net cash provided by (used in) financing activities... (10,048) (1,926) 21,288 19,362
------ ------ ------ ------
Net change in cash and cash equivalents............... $ 5,318 $ 4,128 $ 6,463 $ 10,591
====== ====== ====== ======
Supplemental cash flow disclosure:
Cash paid for interest.......................... $ 6,342 $ --- $ 3,428 $ 3,428
====== ====== ====== ======
</TABLE>
See accompanying notes to the unaudited condensed combined financial statements
10
<PAGE>
COSO FINANCE PARTNERS
NOTES TO THE UNAUDITED CONDENSED
COMBINED FINANCIAL STATEMENTS
(1) Organization and Operation
Coso Finance Partners (CFP), a general partnership, is engaged in the operation
of a 80 MW power generation facility located at the China Lake Naval Air Weapons
Station, China Lake California. CFP sells all electricity produced to Southern
California Edison under a 24-year power purchase contract expiring in 2011.
(2) Basis of Presentation
The accompanying unaudited condensed combined financial statements have been
prepared in accordance with generally accepted accounting principles for interim
financial information. Accordingly, certain information and footnote disclosures
normally included in financial statements prepared in accordance with generally
accepted accounting principles have been condensed or omitted pursuant to such
rules. Management believes that the disclosures are adequate to make the
information presented not misleading when read in conjunction with the financial
statements and the notes thereto in the audited financial statements for the
year ended December 31, 1999.
On May 27, 1999 Coso Finance Partners II was merged into CFP to form one
Partnership.
The financial information herein presented reflects all adjustments, consisting
only of normal recurring adjustments, which are, in the opinion of management,
necessary for a fair statement of the results for interim periods presented.
The results for the interim periods are not necessarily indicative of results to
be expected for the full year. CFP has experienced significant quarterly
fluctuations in operating results and it expects that these fluctuations in
energy revenues, expenses and net income will continue.
(3) Acquisition
On February 25, 1999, Caithness Acquisition Company, LLC (Caithness
Acquisition), a wholly owned subsidiary of Caithness Energy LLC, purchased all
of CalEnergy Company Inc.'s (CalEnergy) interest in CFP for approximately $62.0
million. The acquisition was accounted for under the purchase method, and no
goodwill was recorded. After Caithness Acquisition's purchase of CalEnergy's
interest in CFP, a new basis of accounting was adopted and is referred to as
"New Basis" as compared to the former cost basis which is referred to as "Old
Basis" in the financial statements. The purchase price was allocated to the
portion of the assets and liabilities purchased from CalEnergy based upon their
fair values, with the amount of fair value of net assets in excess of the
purchase price being allocated to long-lived assets on a pro-rata basis.
In order to complete the purchase of CalEnergy's interest in CFP, Caithness
Acquisition arranged for short-term debt financing of approximately $77.6
million. This short-term debt was repaid on May 28, 1999 from a portion of the
proceeds from the offering of senior secured notes (see note 4).
(4) Debt Financing
On May 28, 1999 Caithness Coso Funding Corp. loaned approximately $151.6 million
to CFP from a portion of the proceeds from the offering of senior secured notes.
The loan consists of one note of $29.0 million with an interest rate of 6.80%
and another of $122.6 million with an interest rate of 9.05% with maturity dates
of December 15, 2001 and December 15, 2009, respectively. All prior project
loans of approximately $118.2 million were repaid from the proceeds of the
financing and an extraordinary loss from the early extinguishment of this debt
was incurred for approximately $2.4 million. The extraordinary loss was due to
a premium and other costs incurred to pay the prior project loans before
maturity.
11
<PAGE>
<TABLE>
<CAPTION>
COSO ENERGY DEVELOPERS
UNAUDITED CONDENSED BALANCE SHEETS
(Dollars in thousands)
September 30, December 31,
2000 1999
(Note)
<S> <C> <C>
Assets:
Cash................................................................... $ 22,875 $ 6,423
Restricted cash and investments........................................ 6,564 9,806
Accounts receivable.................................................... 14,067 6,095
Prepaid expenses and other assets...................................... 1,595 100
Amounts due from related parties....................................... 1,545 761
Property, plant and equipment, net..................................... 156,379 165,650
Power purchase agreement, net.......................................... 19,778 20,549
Investment in Coso Transmission Line Partners.......................... 2,898 2,981
Investment in China Lake Plant Services, Inc........................... 1,273 1,228
Deferred financing costs, net.......................................... 2,560 2,798
------- -------
$ 229,534 $ 216,391
======= =======
Liabilities and Partners' Capital:
Accounts payable and accrued liabilities............................... $ 6,608 $ 6,681
Amounts due to related parties......................................... 25,372 22,460
Project loan........................................................... 102,718 107,900
------- -------
134,698 137,041
Partners' capital......................................................... 94,836 79,350
------- -------
$ 229,534 $ 216,391
======= =======
</TABLE>
Note: The condensed balance sheet at December 31, 1999 has been derived from
the audited financial statements at that date but does not include all
of the information and footnotes required by generally accepted
accounting principles for complete financial statements.
See accompanying notes to the unaudited condensed financial statements
12
<PAGE>
COSO ENERGY DEVELOPERS
UNAUDITED CONDENSED STATEMENT OF OPERATIONS
(Dollars in thousands)
<TABLE>
<CAPTION>
Three-Months Three-Months Nine-Months Two-Months Seven-Months Nine-Months
Ended Ended Ended Ended Ended Ended
September 30, September 30, September 30, February 28, September 30, September 30,
2000 1999 2000 1999 1999 1999
(New Basis) (New Basis) (New Basis) (Old Basis) (New Basis)
<S> <C> <C> <C> <C> <C> <C>
Revenue:
Energy revenues................... $ 11,828 $ 6,378 $ 25,559 $ 16,716 $ 13,171 $ 29,887
Capacity.......................... 8,017 8,002 12,728 817 11,896 12,713
Interest and other income......... 466 294 6,147 78 666 744
------ ------ ------ ------ ------- ------
Total revenue.............. 20,311 14,674 44,434 17,611 25,733 43,344
Operating expenses:
Plant operating expenses.......... 2,605 3,867 8,022 4,039 9,383 13,422
Royalty expense................... 1,813 911 2,391 1,592 1,590 3,182
Depreciation and amortization..... 4,013 3,766 11,427 2,550 8,853 11,403
------ ------ ------ ------ ------ ------
Total operating expenses... 8,431 8,544 21,840 8,181 19,826 28,007
Operating income........... 11,880 6,130 22,594 9,430 5,907 15,337
Other expenses:
Interest expense................. 2,287 2,313 6,870 616 4,266 4,882
Interest expense-acquisition debt - - - - 1,415 1,415
Costs related to acquisition debt 79 - 238 - 1,496 1,496
------ ------ ------ ------ ------ ------
Total other expenses........ 2,366 2,313 7,108 616 7,177 7,793
Income before extraordinary item... 9,514 3,817 15,486 8,814 (1,270) 7,544
Extraordinary item - Loss on
extinguishment of debt............ - - - - 1,822 1,822
------ ------ ------ ------ ------ ------
Net income (loss)................. $ 9,514 $ 3,817 $ 15,486 $ 8,814 $ (3,092) $ 5,722
====== ====== ====== ====== ====== ======
</TABLE>
See accompanying notes to the unaudited condensed financial statements
13
<PAGE>
COSO ENERGY DEVELOPERS
UNAUDITED CONDENSED STATEMENTS OF CASH FLOWS
(Dollars in thousands)
<TABLE>
<CAPTION>
Nine-Months Two-Months Seven-Months Nine-Months
Ended Ended Ended Ended
September 30, February 28, September 30, September 30,
2000 1999 1999 1999
(New Basis) (Old Basis) (New Basis)
<S> <C> <C> <C> <C>
Net cash provided by operating activities.................. $ 19,739 $ 10,367 $ 17,129 $ 27,496
Net cash provided by (used in) investing activities........ 1,895 120 (20,568) (20,448)
Net cash provided by (used in) financing activities........ (5,182) 425 3,692 4,117
------ ------ ------ ------
Net change in cash and cash equivalents.................... $ 16,452 $ 10,912 $ 253 $ 11,165
====== ====== ====== ======
Supplemental cash flow disclosure:
Cash paid for interest.............................. $ 4,612 $ --- $ 2,777 $ 2,777
====== ====== ====== ======
</TABLE>
See accompanying notes to the unaudited condensed financial statements
14
<PAGE>
COSO ENERGY DEVELOPERS
NOTES TO THE UNAUDITED CONDENSED FINANCIAL STATEMENTS
(1) Organization and Operation
Coso Energy Developers (CED), a general partnership, is engaged in the operation
of a 80 MW power generation facility located at the Coso Hot Springs, China Lake
California. CED sells all electricity produced to Southern California Edison
under a 24-year power purchase contract expiring in 2019.
(2) Basis of Presentation
The accompanying unaudited condensed financial statements have been prepared in
accordance with generally accepted accounting principles for interim financial
information. Accordingly, certain information and footnote disclosures normally
included in financial statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted pursuant to such rules.
Management believes that the disclosures are adequate to make the information
presented not misleading when read in conjunction with the financial statements
and the notes thereto in the audited financial statements for the year ended
December 31, 1999.
The financial information herein presented reflects all adjustments, consisting
only of normal recurring adjustments, which are, in the opinion of management,
necessary for a fair statement of the results for interim periods presented.
The results for the interim periods are not necessarily indicative of results
to be expected for the full year. CED has experienced significant quarterly
fluctuations in operating results and it expects that these fluctuations in
energy revenues, expenses and net income will continue.
(3) Acquisition
On February 25, 1999, Caithness Acquisition Company, LLC
(Caithness Acquisition), a wholly owned subsidiary of Caithness Energy LLC,
purchased all of CalEnergy Company, Inc.'s (CalEnergy) interest in CED for
approximately $69.0 million. The acquisition was accounted for under the
purchase method, and no goodwill was recorded. After Caithness
Acquisition's purchase of CalEnergy's interest in CED, a new basis of
accounting was adopted and is referred to as "New Basis" as compared to the
former cost basis which is referred to as "Old Basis" in the financial
statements. The purchase price was allocated to the portion of the assets and
liabilities purchased from CalEnergy based upon their fair values, with the
amount of fair value of net assets in excess of the purchase price being
allocated to long-lived assets on a pro-rata basis.
In order to complete the purchase of CalEnergy's interest in CED, Caithness
Acquisition arranged for short-term debt financing of approximately $55.2
million. This short-term debt was repaid on May 28, 1999 from a portion of the
proceeds from the offering of senior secured notes (see note 4).
(4) Debt Financing
On May 28, 1999 Caithness Coso Funding Corp. loaned approximately $107.9 million
to CED from a portion of the proceeds from the offering of senior secured notes.
The loan consists of one note of $11.6 million with an interest rate of 6.80%
and another of $96.3 million with an interest rate of 9.05% with maturity dates
of December 15, 2001 and December 15, 2009, respectively. All prior project
loans of approximately $93.2 million were repaid from the proceeds of the
financing and an extraordinary loss from the early extinguishment of this debt
was incurred for approximately $1.8 million. The extraordinary loss was due to
a premium and other costs incurred to pay the prior project loans before
maturity.
15
<PAGE>
COSO POWER DEVELOPERS
UNAUDITED CONDENSED BALANCE SHEETS
(Dollars in thousands)
<TABLE>
<CAPTION>
September 30, December 31,
2000 1999
(Note)
<S> <C> <C>
Assets:
Cash..................................................................... $ 20,170 $ 6,020
Restricted cash and investments.......................................... 15,481 54,338
Accounts receivable...................................................... 14,265 20,540
Prepaid expenses and other assets........................................ 1,251 ---
Amounts due from related parties......................................... 9,156 7,058
Property, plant and equipment, net....................................... 139,479 147,522
Power purchase agreement, net............................................ 26,313 28,409
Investment in Coso Transmission Line Partners............................ 3,561 3,660
Investment in China Lake Plant Services, Inc............................. 2,190 2,098
Deferred financing costs, net............................................ 3,047 3,624
------- -------
$ 234,913 $ 273,269
======= =======
Liabilities and Partners' Capital:
Accounts payable and accrued liabilities................................. $ 13,300 $ 12,163
Amounts due to related parties........................................... 3,729 3,225
Project loan............................................................. 103,934 153,550
------- -------
120,963 168,938
Partners' capital........................................................... 113,950 104,331
------- -------
$ 234,913 $ 273,269
======= =======
</TABLE>
Note: The condensed balance sheet at December 31, 1999 has been derived from
the audited financial statements at that date but does not include all
of the information and footnotes required by generally accepted
accounting principles for complete financial statements.
See accompanying notes to the unaudited condensed financial statements
16
<PAGE>
COSO POWER DEVELOPERS
UNAUDITED CONDENSED STATEMENTS OF OPERATIONS
(Dollars in thousands)
<TABLE>
<CAPTION>
Three-Months Three-Months Nine-Months Two-Months Seven-Months Nine-Months
Ended Ended Ended Ended Ended Ended
September 30, September 30, September 30, February 28, September 30, September 30,
2000 1999 2000 1999 1999 1999
(New Basis) (New Basis) (New Basis) (Old Basis) (New Basis)
<S> <C> <C> <C> <C> <C> <C>
Revenue:
Energy revenues...................... $ 11,600 $ 26,183 $ 27,589 $ 16,687 $ 57,455 $ 74,142
Capacity............................. 8,047 8,047 12,785 822 11,963 12,785
Interest and other income............ 560 533 1,962 150 1,266 1,416
------ ------ ------ ------ ------ ------
Total revenue................... 20,207 34,763 42,336 17,659 70,684 88,343
Operating expenses:
Plant operating expenses............. 2,230 2,494 6,876 3,195 6,904 10,099
Royalty expense...................... 3,267 3,238 7,028 1,806 7,174 8,980
Depreciation and amortization........ 3,883 3,665 11,289 2,339 8,419 10,758
------ ------ ------ ------ ------ ------
Total operating expenses........ 9,380 9,397 25,193 7,340 22,497 29,837
Operating income................ 10,827 25,366 17,143 10,319 48,187 58,506
Other expenses:
Interest expense.................... 2,286 3,195 6,947 953 5,607 6,560
Interest expense-acquisition debt... - - - - 2,010 2,010
Costs related to acquisition debt... 192 - 577 - 2,024 2,024
------ ------ ------ ------ ------ ------
Total other expenses............ 2,478 3,195 7,524 953 9,641 10,594
Income before extraordinary item 8,349 22,171 9,619 9,366 38,546 47,912
Extraordinary item - Loss on
extinguishment of debt............... - - - - 2,147 2,147
------ ------ ------ ------ ------ ------
Net income..................... $ 8,349 $ 22,171 $ 9,619 $ 9,366 $ 36,399 $ 45,765
====== ====== ====== ====== ====== ======
</TABLE>
See accompanying notes to the unaudited condensed financial statements
17
<PAGE>
COSO POWER DEVELOPERS
UNAUDITED CONDENSED STATEMENTS OF CASH FLOWS
(Dollars in thousands)
<TABLE>
<CAPTION>
Nine-Months Two-Months Seven-Months Nine-Months
Ended Ended Ended Ended
September 30, February 28, September 30, September 30,
2000 1999 1999 1999
(New Basis) (Old Basis) (New Basis)
<S> <C> <C> <C> <C>
Net cash provided by operating activities................. $ 26,052 $ 12,016 $ 42,418 $ 54,434
Net cash provided by (used in) investing activities....... 37,714 (1,126) (19,724) (20,850)
Net cash provided by (used in) financing activities....... (49,616) 1,766 1,910 3,676
------ ------ ------ ------
Net change in cash and cash equivalents................... $ 14,150 $ 12,656 $ 24,604 $ 37,260
====== ====== ====== ======
Supplemental cash flow disclosure:
Cash paid for interest.............................. $ 4,706 $ --- $ 4,191 $ 4,191
====== ====== ====== ======
</TABLE>
See accompanying notes to the unaudited condensed financial statements
18
<PAGE>
COSO POWER DEVELOPERS
NOTES TO THE UNAUDITED CONDENSED FINANCIAL STATEMENTS
(1) Organization and Operation
Coso Power Developers (CPD), a general partnership, is engaged in the operation
of a 80 MW power generation facility located at the Coso Hot Springs, China Lake
California. CPD sells all electricity produced to Southern California Edison
under a 24-year power purchase contract expiring in 2010.
(2) Basis of Presentation
The accompanying unaudited condensed financial statements have been prepared in
accordance with generally accepted accounting principles for interim financial
information. Accordingly, certain information and footnote disclosures normally
included in financial statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted pursuant to such rules.
Management believes that the disclosures are adequate to make the information
presented not misleading when read in conjunction with the financial statements
and the notes thereto in the audited financial statements for the year ended
December 31, 1999.
The financial information herein presented reflects all adjustments, consisting
only of normal recurring adjustments, which are, in the opinion of management,
necessary for a fair statement of the results for interim periods presented. The
results for the interim periods are not necessarily indicative of results to be
expected for the full year. CPD has experienced significant quarterly
fluctuations in operating results and it expects that these fluctuations in
energy revenues, expenses and net income will continue.
(3) Acquisition
On February 25, 1999, Caithness Acquisition Company, LLC (Caithness
Acquisition), a wholly owned subsidiary of Caithness Energy LLC, purchased all
of CalEnergy Company, Inc.'s (CalEnergy) interest in CPD for approximately $74.5
million. The acquisition was accounted for under the purchase method, and no
goodwill was recorded. After Caithness Acquisition's purchase of CalEnergy's
interest in CPD, a new basis of accounting was adopted and is referred to as
"New Basis" as compared to the former cost basis which is referred to as "Old
Basis" in the financial statements. The purchase price was allocated to the
portion of the assets and liabilities purchased from CalEnergy based upon their
fair values, with the amount of fair value of net assets in excess of the
purchase price being allocated to long-lived assets on a pro-rata basis.
In order to complete the purchase of CalEnergy's interest in CPD, Caithness
Acquisition arranged for short-term debt financing of approximately $78.7
million. This short-term debt was repaid on May 28, 1999 from a portion of the
proceeds from the offering of senior secured notes (see note 4).
(4) Debt Financing
On May 28, 1999 Caithness Coso Funding Corp. loaned approximately $153.5 million
to CPD from a portion of the proceeds from the offering of senior secured notes.
The loan consists of one note of $69.4 million with an interest rate of 6.80%
and another note of $84.1 million with an interest rate of 9.05% with maturity
dates of December 15, 2001 and December 15, 2009, respectively. All prior
project loans of approximately $140.0 million were repaid from the proceeds of
the financing and an extraordinary loss from the early extinguishment of this
debt was incurred for approximately $2.1 million. The extraordinary loss was
due to a premium and other costs incurred to pay the prior project loans before
maturity.
19
<PAGE>
ITEM 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations
Except for historical financial information contained herein, the
matters discussed in this quarterly report may be considered forward-looking
statements within the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and
subject to the safe harbor created by the Securities Litigation Reform Act of
1995. Such statements include declarations regarding the intent, belief or
current expectations of Caithness Coso Funding Corp. ("Funding Corp."), Coso
Finance Partners (the "Navy I Partnership"), Coso Energy Developers
the ("BLM Partnership"), and Coso Power Developers the ("Navy II Partnership"),
and together with the Navy I Partnership and the (BLM Partnership "Coso" or the
"Coso Partnerships") and their respective management. Any such forward-looking
statements are not guarantees of future performance and involve a number of
risks and uncertainties; actual results could differ materially from those
indicated by such forward-looking statements. Among the important factors that
could cause actual results to differ materially from those indicated by such
forward-looking statements are: (i) that the information is of a preliminary
nature and may be subject to further adjustment, (ii) risks related to the
operation of power plants, (iii) the impact of avoided cost pricing particularly
in the California energy market, (iv) general operating risks, (v) the
dependence on third parties, (vi) changes in government regulation, (vii) the
effects of competition, (viii) the dependence on senior management, (ix)
fluctuations in quarterly results and (x) seasonality.
General
The Coso projects consist of three 80MW geothermal power plants, which
are referred to as Navy I, BLM and Navy II, and their transmission lines, wells,
gathering system and other related facilities. The Coso projects are located
near one another at the United States Naval Air Weapons Center at China Lake,
California. The Navy I Partnership owns Navy I and its related facilities. The
BLM Partnership owns BLM and its related facilities. The Navy II Partnership
owns Navy II and its related facilities. Affiliates of Caithness Corporation
and MidAmerican Energy Holdings Company, formerly known as CalEnergy Company,
Inc. ("CalEnergy"), formed the Coso Partnerships in the 1980s to develop,
construct, own and operate the Coso projects. On February 25, 1999, Caithness
Acquisition Company, LLC, purchased all of CalEnergy's interests in the Coso
projects for $205.0 million in cash, $5.0 million in contingent payments, and
the assumption of CalEnergy's and its affiliates' share of debt outstanding at
the Coso projects which then totaled approximately $67.0 million.
Each Coso partnership sells 100% of the electrical energy generated at
its plant to Southern California Edison ("Edison") under a long-term Standard
Offer No.4 power purchase agreement. Each partnership's power purchase agreement
expires after the final maturity date of both the 6.8% Series B Senior Secured
Notes and the 9.05% Series B Senior Secured Notes issued by Funding Corp.
Each Coso Partnership receives the following payments under its power
purchase agreement:
* Capacity payments for being able to produce electricity at certain
levels. Capacity payments are fixed throughout the life of each power
purchase agreement;
* Capacity bonus payments if the Coso Partnership is able to produce
electricity above a specified higher level. The maximum annual capacity
bonus payment available is also fixed throughout the life of each power
purchase agreement; and
* Energy payments, which are based on the amount of electricity the Coso
Partnership's plant actually produces.
20
Energy payments are fixed for the first ten years of firm operation
under each power purchase agreement. Firm operation was achieved for each Coso
Partnership when Edison and that Coso Partnership agreed that each generating
unit at such Coso Partnership's plant was a reliable source of generation and
could reasonably be expected to operate continuously at its effective rating.
After the first ten years of firm operation and until a Coso Partnership's power
purchase agreement expires, Edison makes energy payments to the Coso Partnership
based on Edison's "avoided cost of energy". Edison's avoided cost of energy is
Edison's cost to generate electricity if Edison were to produce the energy
itself or buy it from another power producer rather than buy it from the
relevant Coso Partnership. The power purchase agreement for the Navy I
Partnership will expire in August 2011, the power purchase agreement for the BLM
Partnership will expire in March 2019, and the power purchase agreement for the
Navy II Partnership will expire in January 2010. The fixed energy price period
in the power purchase agreement expired in August 1997 for the Navy I
Partnership, in March 1999 for the BLM Partnership and in January 2000 for the
Navy II Partnership.
For the three-months ended September 30, 2000, Edison's average avoided
cost of energy paid to the Coso Partnerships was 6.2 cents per kWh, which is
substantially below the fixed energy prices earned by the partnerships prior to
the expiration of the fixed energy price periods of their respective power
purchase agreements. It is not possible to predict the likely level of future
avoided cost of energy prices.
The Coso Partnerships have implemented a steam-sharing program, which
they established under a Coso Geothermal Exchange Agreement they entered into in
1994. The purpose of the steam sharing program is to enhance the management of
the Coso geothermal resource and to optimize the resource's overall benefits to
the Coso Partnerships by transferring steam among the Coso projects. Under the
steam-sharing program, the partnership receiving the steam transfer splits
revenue earned from electricity generated with the transferred steam with the
partnership that transferred the steam.
The Coso Partnerships are required to make royalty payments to the Navy
and the Bureau of Land Management. The Navy I Partnership pays a royalty for
Unit I through reimbursement of electricity supplied to the Navy by Edison from
electricity generated at the Navy I plant. The reimbursement is based on a
pricing formula that is included in the Navy Contract. For Units 2 and 3, the
Navy I Partnership's royalty expense paid to the Navy is a fixed percentage of
electricity sales at 15% of revenue received by the Navy I Partnership through
2003 and will increase to 20% from 2004 through 2009. The BLM Partnership pays
a 10% royalty to the Bureau of Land Management based on the value of steam
produced. The Navy II Partnership pays a royalty to the Navy based on a fixed
percentage of electricity sales to Edison. The royalty rate was 10% of
electricity sales through 1999, and increased to 18% for 2000 through 2004 and
will increase to 20% from 2005 through the end of the contract term. The Coso
Partnerships also pay other royalties at various rates.
Coso Funding Corp is a special purpose corporation and a wholly owned
subsidiary of the Coso Partnerships. It was formed for the purpose of issuing
the senior secured notes on behalf of the Coso Partnerships who have jointly,
severally, and unconditionally guaranteed repayment of the senior secured notes.
On May 28, 1999, Coso Funding Corp. issued $110.0 million of 6.80% senior
secured notes due in 2001 and $303.0 million of 9.05% senior secured notes due
in 2009. The proceeds from the notes were loaned to the Coso Partnerships and
are payable to Coso Funding Corp from payments of principal and interest on the
notes. Coso Funding Corp. does not conduct any other operations apart from
issuing the notes.
21
Under the note agreement, the Coso Partnerships established accounts with
a depositary and pledged those accounts as security for the benefit of the
holders of the senior secured notes. All amounts deposited with the depositary
are, at the direction of the Coso Partnerships, invested by the depositary in
permitted investments. All revenues or other proceeds actually received are
deposited in a revenue account and withdrawn upon receipt by the depositary of a
certificate from the relevant partnership detailing the amounts to be paid from
funds in its respective revenue account.
Capacity Utilization
For purposes of consistency in financial presentation, the plant
capacity factor for each of the Coso Partnerships is based on a nominal capacity
amount of 80MW (240MW in the aggregate). The Coso Partnerships have a gross
operating capacity that allows for the production of electricity in excess of
their nominal capacity amounts. Utilization of this operating capacity is based
upon a number of factors and can be expected to vary throughout the year under
normal operating conditions.
The following data includes the operating capacity factor, capacity and
electricity production (in kWh) for each Coso Partnership on a stand-alone
basis:
<TABLE>
<CAPTION>
Three-Months Ended Nine-Months Ended
September 30, September 30,
<S> <C> <C> <C> <C>
2000 1999 2000 1999
---- ---- ---- ----
Navy I Partnership (stand alone)
Operating capacity factor 113.0% 112.4% 111.9% 92.6%
Capacity (MW) (average) 90.39 89.94 89.49 74.10
kWh produced (000s) 199,573 198,375 588,479 485,503
BLM Partnership (stand alone)
Operating capacity factor 111.7% 101.0% 108.8% 106.1%
Capacity (MW) (average) 89.39 80.83 87.02 84.90
kWh produced (000s) 197,369 178,469 572,251 556,265
Navy II Partnership (stand alone)
Operating capacity factor 112.3% 114.9% 110.8% 111.3%
Capacity (MW) (average) 89.86 91.94 88.66 89.00
kWh produced (000s) 198,402 203,001 583,061 583,128
</TABLE>
The Navy I Partnership's energy production was 199.6 million kWh and
588.5 million kWh for the three and nine-months ended September 30, 2000,
respectively, as compared to 198.4 million kWh and 485.5 million kWh for the
same periods in 1999, increases of 0.6% and 21.2%, respectively. The increase
for the nine-months ended September 30, 2000, was attributable to the outage of
one turbine generator unit during a portion of the comparable period in 1999.
The BLM Partnership's energy production was 197.4 million kWh and 572.3 kWh for
the three and nine-months ended September 30, 2000, respectively, as compared to
178.5 million kWh and 556.3 kWh for the same periods in 1999, increases of 10.6%
and 2.9%, respectively. The increase for the three-months ended September 30,
2000, was attributable to a new well placed in production on the BLM lease, and
the resumption of steam transfers which had been suspended during the same
period in 1999 due to the Navy II Partnership's ability to receive higher fixed
energy prices under its power purchase agreement. The changes in energy
production for the Navy II Partnership were insignificant over the two periods.
22
Results of Operations for the three and nine-months ended September 30, 2000 and
1999
The following is a discussion of the results of operations of the Coso
Partnerships for the three and nine-months ending September 30, 2000 and 1999
(dollar amounts in tables are in thousands, except per kWh data):
Revenue
<TABLE>
<CAPTION>
Three-Months Three-Months Nine-Months Nine-Months
Ended Ended Ended Ended
September 30, 2000 September 30, 1999 September 30, 2000 September 30, 1999
$ Cents/kWh $ Cents/kWh $ Cents/kWh $ Cents/kWh
- --------- - --------- - --------- - ---------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Total Operating Revenues
Navy I Partnership 22,512 11.3 18,221 9.2 44,516 7.6 43,830 9.0
BLM Partnership 19,845 10.1 14,380 8.1 38,287 6.7 42,600 7.7
Navy II Partnership 19,647 9.9 34,230 16.9 40,374 6.9 86,927 14.9
Capacity & Capacity Bonus
Revenues
Navy I Partnership 8,190 4.1 8,174 4.1 13,011 2.2 12,117 2.5
BLM Partnership 8,017 4.1 8,002 4.5 12,728 2.2 12,713 2.3
Navy II Partnership 8,047 4.1 8,047 4.0 12,785 2.2 12,785 2.2
Energy Revenues
Navy I Partnership 14,322 7.2 10,047 5.1 31,505 5.4 31,713 6.5
BLM Partnership 11,828 6.0 6,378 3.6 25,559 4.5 29,887 5.4
Navy II Partnership 11,600 5.8 26,183 12.9 27,589 4.7 74,142 12.7
</TABLE>
Total operating revenues for the Navy I Partnership, which consist of
capacity payments, capacity bonus payments and energy payments, were $22.5
million and $44.5 million for the three and nine-months ended September 30,
2000, respectively, as compared to $18.2 million and $43.8 million for the
comparable periods in 1999, increases of 23.6% and 1.6%, respectively. The Navy
I Partnership capacity and capacity bonus revenues were $8.2 million and $13.0
million for the three and nine-months ended September 30, 2000, respectively, as
compared to $8.2 million and $12.1 million for the comparable periods in 1999,
an increase of 7.4%, for the nine-months ended September 30, 2000. The Navy I
Partnership's energy revenues were $14.3 million and $31.5 million for the three
and nine-months ended September 30, 2000, respectively, as compared to $10.0
million and $31.7 million for the comparable periods in 1999, an increase of
43.0% and a decrease of 0.6%, respectively. The increases in operating and
energy revenues for the three-month period ended September 30, 2000, as compared
to the same period in 1999, were due to the increase in average avoided cost of
energy from 3.4 cents per kWh to 6.2 cents per kWh. Capacity and capacity bonus
revenues for the nine-months ended September 30, 2000, increased due to the
outage of one of the Navy I units during most of the comparable period in 1999.
This outage resulted in reduced bonus revenues in 1999.
23
Total operating revenues for the BLM Partnership were $19.8 million and
$38.3 million for the three and nine-months ended September 30, 2000,
respectively, as compared to $14.4 million and $42.6 million for the comparable
periods in 1999, an increase of 37.5% and a decrease of 10.1%, respectively.
The BLM Partnership's energy revenues were $11.8 million and $25.6 million for
the three and nine-months ended September 30, 2000, respectively, as compared to
$6.4 million and $29.9 million for the comparable periods in 1999, an increase
of 84.4% and a decrease of 14.4%, respectively. The increases in both operating
revenues and energy revenues for the three-month period ended September 30,
2000, as compared to the same period in 1999, were due to the increase in
avoided cost of energy from 3.4 cents per kWh to 6.2 cents per kWh. The
significant decreases in both operating revenues and energy revenues for the
nine-month period ended September 30, 2000, as compared to the same period in
1999, were due to the expiration of the fixed energy price periodunder the BLM
Partnership's power purchase agreement in March 1999, and the receipt of energy
payments based on Edison's avoided cost of energy since that time. Until March
1999, the BLM Partnership received approximately 14.6 cents per kWh for energy
delivered. Under the avoided cost of energy formula for the current year, the
BLM Partnership has been receiving an average of approximately 4.6 cents per kWh
for energy delivered. The decrease in revenues due to the reduction in energy
price has been partially offset by a reduction in steam transfer payments to the
Navy I Partnership of $3.8 million compared to the sameperiod in 1999. The
steam transfer payments were reduced in conjunction with the BLM Partnership's
expiration of the fixed energy price period in March 1999.
Total operating revenues for the Navy II Partnership were $19.6 million
and $40.4 million for the three and nine-months ended September 30, 2000,
respectively, as compared to $34.2 million and $86.9 million for the comparable
periods in 1999, decreases of 42.7% and 53.5%, respectively. The Navy II
Partnership's energy revenues were $11.6 million and $27.6 million for the three
and nine-months ended September 30, 2000, respectively, as compared to $26.2
million and $74.1 million for the same periods in 1999, decreases of 55.7% and
62.7%, respectively. These decreases in operating revenue and energy revenues
for both the three and nine-months ended September 30, 2000, as compared to the
same period in 1999, were due to the expiration in January 2000 of the fixed
energy price period under the Navy II Partnership's power purchase agreement and
the receipt of energy payments based on Edison's avoided cost of energy since
that time. Until January 11, 2000, the Navy II Partnership received
approximately 14.6 cents per kWh for energy delivered. Under the avoided cost
of energy formula for the current year, the Navy II Partnership has been
receiving an average of approximately 4.6 cents per kWh for energy delivered.
Similar decreases are expected in the upcoming quarter as the Navy II
Partnership experiences the full effect of the expiration of the fixed energy
price period. The decrease in revenues due to the reduction in energy price has
been partially offset by a reduction in steam transfer payments to the Navy I
Partnership of $8.4 million compared to the same period in 1999. The steam
transfer payments were reduced in conjunction with the Navy II Partnership's
expiration of the fixed energy price period in January 2000.
Interest and Other Income
<TABLE>
<CAPTION>
Three-Months Three-Months Nine-Months Nine-Months
Ended Ended Ended Ended
September 30, 2000 September 30, 1999 September 30, 2000 September 30, 1999
$ Cents/kWh $ Cents/kWh $ Cents/kWh $ Cents/kWh
- --------- - --------- - --------- - ---------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Navy I Partnership 417 .2 427 .2 1,199 .2 2,325 .5
BLM Partnership 466 .2 294 .2 6,147 1.1 744 .1
Navy II Partnership 560 .3 533 .3 1,962 .3 1,416 .2
</TABLE>
The Navy I Partnership's interest and other income was $417,000 and
$1.2 million for the three and nine-months ended September 30, 2000,
respectively as compared to $427,000 and $2.3 million for the comparable periods
in 1999, decreases of 2.3% and 47.8%, respectively. The decrease for the
nine-months ended September 30, 2000, as compared to the same period in 1999,
was due to a $1.6 million insurance recovery recorded during the first quarter
of 1999 in connection with the shut-down of one of the Navy I Partnership's
turbine generator units. The Navy I Partnership has recovered $500,000 with
respect to the claim and has reserved the remaining $1.1 million pending
resolution of the insurance claim. The BLM Partnership's interest and other
income was $466,000 and $6.1 million for the three and nine-months ended
September 30, 2000, respectively, as compared to $294,000 and $744,000 for the
comparable periods in 1999, increases of $172,000 and $5.4 million,
respectively. The increase for the three-months ended September 30, 2000, is
attributable to a higher average interest rate on larger average cash balances,
due to the increase in revenues, as compared to the same period in 1999. The
increase for the nine-months ended September 30, 2000, as compared to the same
period in 1999, was primarily due to a legal settlement of $5 million with Dow
Chemical Company paid to the BLM Partnership in January 2000. The Navy II
Partnership's interest and other income was $560,000 and $2.0 million for the
three and nine-months period ending September 30, 2000, respectively, as
compared to $533,000 and $1.4 million for the comparable periods in 1999,
increases of 5.1% and 42.9%, respectively. The increases for both the three and
nine-month periods ended September 30, 2000, as compared to the same periods in
1999, resulted from a higher average interest rate on larger average cash
balances during those periods.
24
Plant Operations
<TABLE>
<CAPTION>
Three-Months Three-Months Nine-Months Nine-Months
Ended Ended Ended Ended
September 30, 2000 September 30, 1999 September 30, 2000 September 30, 1999
$ Cents/kWh $ Cents/kWh $ Cents/kWh $ Cents/kWh
- --------- - --------- - --------- - ---------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Navy I Partnership 2,167 1.1 2,963 1.5 6,513 1.1 10,002 2.1
BLM Partnership 2,605 1.3 3,867 2.2 8,022 1.4 13,422 2.4
Navy II Partnership 2,230 1.1 2,494 1.2 6,876 1.2 10,099 1.7
</TABLE>
The Navy I Partnership's operating expenses, including operating and
general and administrative expenses, were $2.2 million and $6.5 million for the
three and nine-months ended September 30, 2000, respectively, as compared to
$3.0 million and $10.0 million for the comparable periods in 1999, decreases of
26.7% and 35.0%, respectively. The BLM Partnership's operating expenses,
including operating and general and administrative expenses, were $2.6 million
and $8.0 million for the three and nine-months ended September 30, 2000,
respectively, as compared to $3.9 million and $13.4 million for the comparable
periods in 1999, decreases of 33.3% and 40.3%, respectively. The Navy II
Partnership's operating expenses, including operating and general and
administrative expenses, were $2.2 million and $6.9 million for the three and
nine-months ended September 30, 2000, respectively, as compared to $2.5 million
and $10.1 million for the same periods in 1999, decreases of 12% and 31.7%,
respectively. The decreases for each of the Coso Partnerships for the three and
nine-months ended September 30, 2000, as compared to the same periods in 1999,
were primarily due to reductions in legal expenses as a result of a settlement
agreement with Edison that is subject to California Public Utility Commission
approval, and reductions in operator and management committee fees due to the
replacement of the Coso project's prior operator and managing partner.
Operating costs (with the exception of property taxes) were also reduced, as
compared to the same periods in 1999 through the implementation of management's
ongoing plan to reduce head count and other operating costs. The Coso
Partnerships experienced a significant increase in property taxes in 1999 as a
result of the purchase of CalEnergy's interests in the projects. This increase
led to a dispute with the county of Inyo over the assessed value, causing each
partnership to file an appeal, which is pending.
Royalty Expenses
<TABLE>
<CAPTION>
Three-Months Three-Months Nine-Months Nine-Months
Ended Ended Ended Ended
September 30, 2000 September 30, 1999 September 30, 2000 September 30, 1999
$ Cents/kWh $ Cents/kWh $ Cents/kWh $ Cents/kWh
- --------- - --------- - --------- - ---------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Navy I Partnership 4,484 2.2 3,899 2.0 7,689 1.3 7,471 1.5
BLM Partnership 1,813 .9 911 .5 2,391 .4 3,182 .6
Navy II Partnership 3,267 1.6 3,238 1.6 7,028 1.2 8,980 1.5
</TABLE>
The Navy I Partnership's royalty expenses were $4.5 million and $7.7
million for the three and nine-months ended September 30, 2000, respectively, as
compared to $3.9 million and $7.5 million for the comparable periods in 1999,
increases of 15.4% and 2.7%, respectively. The increase for the three-month
ended September 30, 2000 was due to the increase in energy revenues, as compared
to the same period in 1999. The BLM Partnership's royalty expenses were $1.8
million and $2.4 million for the three and nine-months ended September 30, 2000,
respectively, as compared to $911,000 and $3.2 million for the comparable
periods in 1999, an increase of 97.6% and a decrease of 25.0%, respectively.
The increase in royalty expenses for the three-month period ended September 30,
2000 as compared to the same period in 1999, was due to increased revenues over
the same period in 1999. The decrease for the nine-months ended September 30,
2000, as compared to the same period in 1999, was due to a reduction in the BLM
Partnership's revenue caused by the expiration of the fixed energy price period
under the BLM Partnership's power purchase agreement in March 1999 and the
receipt of energy payments under Edison's avoided cost of energy since that
time. The Navy II Partnership's royalty expenses were $3.3 million and $7.0
million for the three and nine-months ended September 30, 2000, respectively, as
compared to $3.2 million and $9.0 million for the same periods in 1999, an
increase of 3.1% and a decrease of 22.2%, respectively. The decrease in royalty
expenses for the nine-month period ended September 30, 2000, was due to a
reduction in the steam transfer payments effectively decreasing the royalties
which were partially offset by an increase in the royalty rate during that
period.
25
Depreciation and Amortization
<TABLE>
<CAPTION>
Three-Months Three-Months Nine-Months Nine-Months
Ended Ended Ended Ended
September 30, 2000 September 30, 1999 September 30, 2000 September 30, 1999
$ Cents/kWh $ Cents/kWh $ Cents/kWh $ Cents/kWh
- --------- - --------- - --------- - ---------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Navy I Partnership 2,497 1.3 2,453 1.2 7,085 1.2 7,231 1.5
BLM Partnership 4,013 2.0 3,766 2.1 11,427 2.0 11,403 2.0
Navy II Partnership 3,883 2.0 3,665 1.8 11,289 1.9 10,758 1.8
</TABLE>
The BLM Partnership's depreciation and amortization expense was $4.0
million and $11.4 million for the three and nine-months ended September 30,
2000, respectively, as compared to $3.8 million and $11.4 million for the
comparable periods in 1999, an increase of 5.3%, for the three-months ended
September 30, 2000. The Navy II Partnership's depreciation and amortization
expense was $3.9 million and $11.3 million for the three and nine-months ended
September 30, 2000, respectively, as compared to $3.7 million and $10.8 million
for the same periods in 1999, increases of 5.4%, and 4.6%, respectively. The
increases for the BLM and Navy II Partnerships for the three-months ended
September 30, 2000, were primarily due to increases in capital improvements
during that period.
Interest Expense
<TABLE>
<CAPTION>
Three-Months Three-Months Nine-Months Nine-Months
Ended Ended Ended Ended
September 30, 2000 September 30, 1999 September 30, 2000 September 30, 1999
$ Cents/kWh $ Cents/kWh $ Cents/kWh $ Cents/kWh
- --------- - --------- - --------- - ---------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Navy I Partnership 3,094 1.6 3,210 1.6 9,387 1.6 5,878 1.2
BLM Partnership 2,287 1.2 2,313 1.3 6,870 1.2 4,882 .9
Navy II Partnership 2,286 1.2 3,195 1.6 6,947 1.2 6,560 1.1
</TABLE>
26
The Navy I Partnership's interest expense was $3.1 million and $9.4
million for the three and nine-months ended September 30, 2000, respectively, as
compared to $3.2 million and $5.9 million for the comparable periods in 1999, a
decrease of 3.1% and an increase of 59.3%, respectively. The BLM Partnership's
interest expense was $2.3 million and $6.9 million for the three and nine-months
ended September 30, 2000, respectively, as compared to $2.3 million and $4.9
million for the comparable periods in 1999, an increase of 40.8%, for the
nine-months ended September 30, 2000. The increases for the Navy I and BLM
Partnerships for the nine-month period ended September 30, 2000 were due to the
allocation of outstanding debt balances resulting from the $413 million senior
secured financing which closed on May 28, 1999. The Navy II Partnership's
interest expense was $2.3 million and $6.9 million for the three and nine-months
ended September 30, 2000, respectively, as compared to $3.2 million and $6.6
million for the comparable periods in 1999, a decrease of 28.1% and an increase
of 4.5%, respectively. The decrease for the three-months ended
September 30, 2000 was due to the reduction in the project loan from Funding
Corp.
Interest Expense - Acquisition Debt
The Navy I, BLM and Navy II Partnerships incurred interest
expense - acquisition debt of $2.0 million, $1.4 million, and $2.0 million,
respectively, for the nine-months ended September 30, 1999. This interest
expense related to acquisition debt in the amount of $211.5 million incurred on
February 25, 1999 to acquire CalEnergy's interest in the Coso Partnerships.
This acquisition debt was repaid with the proceeds of the $413.0 million senior
secured notes issued on May 28, 1999.
Costs Related to Acquisition Debt
The Navy I, BLM and Navy II Partnerships incurred other expenses of
$2.0 million, $1.5 million and $2.0 million, respectively, for the nine-months
ended September 30, 1999. These other expenses, which consist primarily of
lending, legal and other fees, related to the acquisition debt in the amount of
$211.5 million incurred on February 25, 1999 to acquire CalEnergy's interest in
the Coso Partnerships. This acquisition debt was repaid with the proceeds of
the $413.0 million senior secured notes issued on May 28, 1999.
Loss on early extinguishment of debt
The Navy I, BLM and Navy II Partnerships recorded a loss on the early
extinguishment of their previous debt in the amounts of $2.4 million, $1.8
million and $2.1 million, respectively, for the nine-months ended September 30,
1999. This loss was due to premium and other costs incurred to repay the
existing project debt of the Coso Partnerships before its scheduled maturity
date. These costs included tender premiums paid to the holders of the previous
debt and the write off of the remaining balance of deferred financing costs
related to the issuance of the previous debt. The previous debt was repaid with
the proceeds of the $413.0 million senior secured notes issued on May 28, 1999.
Liquidity and Capital Resources
Each of the Coso Partnerships derive substantially all of their cash
flows from Edison under their power purchase agreements and from interest income
earned on funds on deposit. The Coso Partnerships have used their cash
primarily for capital expenditures for power plant improvements, resource and
development costs, distributions to partners and payments with respect to the
project debt.
27
The following table sets forth a summary of each Coso Partnership's
cash flows for the nine-months ended September 30, 2000 and September 30, 1999.
<TABLE>
<CAPTION>
Nine-Months Nine-Months
Ended Ended
September 30, 2000 September 30, 1999
<S> <C> <C>
Navy I Partnership (stand alone)
Net cash provided by operating activities $ 14,752 $ 13,472
Net cash provided by (used in) investing activities 614 (22,243)
Net cash provided by (used in) financing activities (10,048) 19,362
------ ------
Net change in cash and cash equivalents $ 5,318 $ 10,591
====== ======
BLM Partnership (stand alone)
Net cash provided by operating activities $ 19,739 $ 27,496
Net cash provided by (used in) investing activities 1,895 (20,448)
Net cash provided by (used in) financing activities (5,182) 4,117
------ ------
Net change in cash and cash equivalents $ 16,452 $ 11,165
====== ======
Navy II Partnership (stand alone)
Net cash provided by operating activities $ 26,052 $ 54,434
Net cash provided by (used in) investing activities 37,714 (20,850)
Net cash provided by (used in) financing activities (49,616) 3,676
------ ------
Net change in cash and cash equivalents $ 14,150 $ 37,260
====== ======
</TABLE>
The Navy I Partnership's cash flows from operating activities increased
by $1.3 million for the nine-months ended September 30, 2000, as compared to
September 30, 1999, primarily due to an increase in net income and financing
costs associated with the short term debt obtained to complete the purchase of
CalEnergy's interest in the Navy I Partnership during the nine-month period
ended September 30, 1999, partially offset by an increase in trade payables.
Cash used in investing activities at the Navy I Partnership decreased
by $22.9 million for the nine-months ended September 30, 2000, as compared to
September 30, 1999, primarily due to the use of restricted cash for repayment of
the project loan during 1999.
The Navy I Partnership's cash flows from financing activities decreased
by $29.4 million for the nine-months ended September 30, 2000, as compared to
September 30 1999, primarily due to repayment of the project loan during the
nine-month period ended September 30, 2000, offset by an increase in the project
loan from Funding Corp., and decreased by distributions made to partners during
the nine-month period ended September 30, 1999.
The BLM Partnership's cash flows from operating activities decreased by
$7.8 million for the nine-months ended September 30, 2000, as compared to
September 30, 1999, primarily due to the increase in trade receivables offset by
increased net income resulting from the increase in average avoided cost of
energy from 3.4 cents per kWh to 6.2 cents per kWh during the ninth-month period
ended September 30, 2000.
Cash used in investing activities at the BLM Partnership decreased by
$22.3 million for the nine-months ended September 30, 2000, as compared to
September 30, 1999, primarily due to the use of restricted cash for repayment of
the project loan during 1999 and the reduction of capital expenditures during
the nine-months ended September 30, 2000.
28
The BLM Partnership's cash flows from financing activities decreased by
$9.3 million for the nine-months ended September 30, 2000, as compared to
September 30, 1999, primarily due to repayment of the project loan during the
nine-month period ended September 30, 2000, offset by an increase in the project
loan from Funding Corp., and decreased by distributions made to partners during
the nine-month period ended September 30, 1999.
The Navy II Partnership's cash flows from operating activities
decreased by $28.4 million for the nine-months ended September 30, 2000, as
compared to September 30, 1999, primarily due to the reduction of net income
caused by the expiration, in early January 2000, of the fixed energy price
period under the Navy II Partnership's power purchase agreement and the receipt
of energy payments based on Edison's avoided cost of energy since that time.
The reduction was partially offset by an increase in trade receivables for the
nine-months ended September 30, 2000.
Cash used in investing activities at the Navy II Partnership's
decreased by $58.6 million for the nine-months ended September 30, 2000, as
compared to September 30, 1999, primarily due to the use of restricted cash for
repayment of the project loan during 1999.
The Navy II Partnership's cash flows from financing activities
decreased by $53.3 million for the nine-months ended September 30, 2000, as
compared to September 30, 1999, primarily due to repayment of the project loan
during the nine-month period ended September 30, 2000, offset by an increase in
the project loan from Funding Corp., and decreased by distributions made to
partners during the nine-month period ended September 30, 1999.
New Accounting Pronouncements
In June 1998, the Financial Accounting Standards Board issued Financial
Accounting Standards No. (FAS) 133, "Accounting for Derivative Instruments and
Hedging Activities." The statement establishes accounting and reporting
standards requiring that every derivative instrument (including certain
derivative instruments embedded in other contracts) be recorded in the balance
sheet as either an asset or liability measured at its fair value. The statement
requires that changes in the derivative's fair value be recognized currently in
earnings unless specific hedge accounting criteria are met. The Coso
Partnerships are currently assessing the effect, if any, on their financial
statements of implementing FAS 133. The Coso Partnerships will be required to
adopt FAS 133 beginning in 2001.
29
PART II. OTHER INFORMATION
ITEM 1. Legal Proceedings
General
The Coso Partnerships are currently parties to various minor items of
litigation, none of which, if determined adversely, would be material to the
financial condition and results of operations of the Coso Partnerships, either
individually or taken as a whole.
ITEM 2. Change in Securities and Use of Proceeds
None.
ITEM 3. Defaults Upon Senior Securities
None.
ITEM 4. Submission of Matters to a Vote of Security Holders
None.
ITEM 5. Other information
Supplemental Condensed Combined Financial Information for Coso
Partnerships
The following information presents unaudited condensed combined
financial statements of the Coso Partnerships. These financial statements
represent a compilation of the financial statements of Caithness Coso Funding
Corp., Coso Finance Partners, Coso Energy Developers and Coso Power Developers
for the periods indicated. This supplemental financial information is not
required by GAAP and has been provided to facilitate a more comprehensive
understanding of the financial position, operating results and cash flows of the
Coso Partnerships as a whole, which jointly and severally guarantee the
repayment of Funding Corp.'s senior notes. The unaudited condensed combined
financial statements should be read in conjunction with each individual
partnerships financial statements and their accompanying notes.
The financial information herein presented reflects all adjustments, consisting
only of normal recurring adjustments, which are, in the opinion of management,
necessary for a fair statement of the results for interim periods presented.
The results for the interim periods are not necessarily indictive of results to
be expected for the full year.
30
<PAGE>
COSO PARTNERSHIPS
UNAUDITED CONDENSED COMBINED BALANCE SHEETS
(Dollars in thousands)
<TABLE>
<CAPTION>
September 30, December 31,
2000 1999
<S> <C> <C>
Assets:
Cash..................................................................... $ 56,184 $ 20,264
Restricted cash and investments.......................................... 43,505 89,145
Accounts receivable...................................................... 42,638 31,789
Prepaid expenses and other assets........................................ 4,035 100
Amounts due from related parties......................................... 13,363 8,809
Property, plant and equipment, net....................................... 446,386 467,051
Power purchase agreement, net............................................ 58,618 62,346
Investments.............................................................. 14,188 14,179
Deferred financing costs, net............................................ 8,967 10,171
------- -------
$ 687,884 $ 703,854
======= =======
Liabilities and Partners' Capital:
Accounts payable and accrued liabilities................................. $ 44,668 $ 36,472
Amounts due to related parties........................................... 22,263 21,339
Project loan............................................................. 348,154 413,000
------- -------
415,085 470,811
Partners' capital........................................................... 272,779 233,043
------- -------
$ 687,884 $ 703,854
======= =======
</TABLE>
See accompanying notes to the unaudited condensed combined financial statements
31
<PAGE>
COSO PARTNERSHIPS
UNAUDITED CONDENSED COMBINED STATEMENTS OF OPERATIONS
(Dollars in thousands)
<TABLE>
<CAPTION>
Three-Months Three-Months Nine-Months Two-Months Seven-Months Nine-Months
Ended Ended Ended Ended Ended Ended
September 30, September 30, September 30, February 28, September 30, September 30,
2000 1999 2000 1999 1999 1999
(New Basis) (New Basis) (New Basis) (Old Basis) (New Basis)
<S> <C> <C> <C> <C> <C> <C>
Revenue:
Energy revenues................... $ 37,750 $ 42,608 $ 84,653 $ 41,501 $ 94,241 $ 135,742
Capacity.......................... 24,254 24,223 38,524 2,113 35,502 37,615
Interest and other income......... 1,443 1,254 9,308 1,052 3,433 4,485
------ ------ ------- ------ ------ -------
Total revenue.............. 63,447 68,085 132,485 44,666 133,176 177,842
Operating expenses:
Plant operating expenses.......... 7,002 9,324 21,411 10,359 23,164 33,523
Royalty expense................... 9,564 8,048 17,108 4,385 15,248 19,633
Depreciation and amortization..... 10,393 9,884 29,801 6,493 22,899 29,392
------ ------ ------ ------ ------ ------
Total operating expenses.......... 26,959 27,256 68,320 21,237 61,311 82,548
Operating income........... 36,488 40,829 64,165 23,429 71,865 95,294
Other expenses:
Interest expense................. 7,667 8,718 23,204 2,232 15,088 17,320
Interest expense-acquisition debt - - - - 5,387 5,387
Costs related to acquisition debt 402 - 1,205 - 5,504 5,504
------ ------ ------ ------ ------ ------
Total other expenses...... 8,069 8,718 7,524 2,232 25,979 28,211
Income before extraordinary item..... 28,419 32,111 39,756 21,197 45,886 67,083
Extraordinary item - Loss on
Extinguishment of debt............ - - - - 6,344 6,344
------ ------ ------ ------ ------ ------
Net income................ $ 28,419 $ 32,111 $ 39,756 $ 21,197 $ 39,542 $ 60,739
====== ====== ====== ====== ====== ======
</TABLE>
See accompanying notes to the unaudited condensed combined financial statements
32
<PAGE>
COSO PARTNERSHIPS
UNAUDITED CONDENSED COMBINED STATEMENTS OF CASH FLOWS
(Dollars in thousands)
<TABLE>
<CAPTION>
Nine-Months Two-Months Seven-Months Nine-Months
Ended Ended Ended Ended
September 30, February 28, September 30, September 30,
2000 1999 1999 1999
(New Basis) (Old Basis) (New Basis)
<S> <C> <C> <C> <C>
Net cash provided by operating activities................ $ 60,543 $ 28,975 $ 66,427 $ 95,402
Net cash provided by (used in) investing activities...... 40,223 (1,544) (61,997) (63,541)
Net cash provided by (used in) financing activities...... (64,846) 265 26,890 27,155
------ ------ ------ ------
Net change in cash and cash equivalents.................. $ 35,920 $ 27,696 $ 31,320 $ 59,016
====== ====== ====== ======
Supplemental cash flow disclosure:
Cash paid for interest........................... $ 15,660 $ --- $ 10,396 $ 10,396
====== ====== ====== ======
</TABLE>
See accompanying notes to the unaudited condensed combined financial statements
33
<PAGE>
COSO PARTNERSHIPS
NOTES TO THE UNAUDITED CONDENSED COMBINED FINANCIAL STATEMENTS
(1) Basis of Presentation
The accompanying unaudited condensed combined financial statements were
derived from the stand-alone financial statements of Caithness Coso Funding
Corp., Coso Finance Partners, Coso Energy Developers and Coso Power
Developers. All intercompany accounts and transactions were eliminated.
This financial information has been provided to facilitate a more
comprehensive understanding of the financial position, operating results
and cash flows of the Coso Partnerships as a whole. The unaudited
condensed combined financial statements should be read in conjunction
with each individual partnership's financial statements.
(2) Acquisition
On February 25, 1999, Caithness Acquisition Company, LLC (Caithness
Acquisition), a wholly owned subsidiary of Caithness Energy LLC, purchased
all of CalEnergy Company Inc.'s (CalEnergy) interest in the Coso
Partnerships for approximately $205.5 million. The acquisition was
accounted for under the purchase method, and no goodwill was recorded.
After Caithness Acquisition's purchase of CalEnergy's interest in the Coso
Partnerships, a new basis of accounting was adopted and is referred to as
"New Basis" as compared to the former cost basis which is referred to as
"Old Basis" in the financial statements. The purchase price was allocated
to the portion of the assets and liabilities purchased from CalEnergy based
upon their fair values, with the amount of fair value of net assets in
excess of the purchase price being allocated to long-lived assets on a
pro-rata basis.
In order to complete the purchase of CalEnergy's interest in Coso
Partnerships, Caithness Acquisition arranged for short-term debt financing
of approximately $211.5 million. This short-term debt was repaid on
May 28, 1999 from a portion of the proceeds from the offering of senior
secured notes (see note 3).
(3) Debt Financing
On May 28, 1999 Caithness Coso Funding Corp. loaned approximately $413.0
million to Coso Partnerships from a portion of the proceeds from the
offering of senior secured notes. The loan consists of one note of $110.0
million with an interest rate of 6.80% and another of $303.0 million with
an interest rate of 9.05% with maturity dates of December 15, 2001 and
December 15, 2009, respectively. All prior project loans of approximately
$351.4 million were repaid from the proceeds of the financing and an
extraordinary loss from the early extinguishment of this debt was incurred
for approximately $6.3 million. The extraordinary loss was due to a
premium and other costs incurred to pay the prior project loans before
maturity.
34
<PAGE>
ITEM 6. Exhibits and Reports on Form 8-K
(a) Exhibits
27.1 Financial Data Schedule--Form SX--Caithness Coso Funding Corp.
27.2 Financial Data Schedule--Form SX--Coso Finance Partners
27.3 Financial Data Schedule--Form SX--Coso Energy Developers
27.4 Financial Data Schedule--Form SX--Coso Power Developers
(b) Reports on Form 8-K
None
35
<PAGE>
EXHIBIT 27.1
Form S-X
Commercial and Industrial Companies
Financial Data Schedule Worksheet for: CAITHNESS COSO FUNDING CORP
---------------------------
Review the following list of tags for Article 5 and fill in the correct data in
the column(s) provided. Generally, only one column of information will be
required, however, two columns are provided if required in the Financial Data
Schedule.
Unless otherwise noted, all tags are required. A response is required for each
item within the schedule. Use the value "0" (zero) if information is immaterial,
inapplicable or unknown. Decimals may not be used to state financial data except
as indicated. Values not provided will be entered as "0" (zero). Missing dates
will be entered as "TO COME". Please be sure to verify all information in the
EDGARized exhibit.
To include a footnote, place a number in parentheses next to the value and
provide the text of each corresponding footnote at the end of the worksheet
form.
Do you wish to include a LEGEND? This schedule contains summary financial
Yes X No information extracted from *___________
--- --- and is qualified in its entirety by
reference to such financial statements.
*Identify the financial statement(s)
to be referenced in the legend:
RESTATED
Are your financials being "restated" (NO VALUE REQUIRED)
from a previously filed period?
Yes X No
--- ---
CIK Use this section only for coregistrant
Does this data apply to a coregistrant filings.
Yes No
--- --- COREGISTRANT CIK:
NAME Use this section only for coregistrant
Does this data apply to a coregistrant filings.
Yes No
--- --- COREGISTRANT NAME:
MULTIPLIER X 1,000 1,000,000,000
Do the financials require a multiplier --- ---
other than 1 (one)? 1,000,000 1,000,000,000,000
X Yes No --- ---
--- ---
CURRENCY CURRENCY OF FINANCIAL DATA:
Is the currency used other than US
Dollars? Use in conjunction with
EXCHANGE RATE tag.
Yes X No
--- ---
PERIOD TYPE - MOS X 9 - MOS
-- ---- --- ----
X YEAR YEAR
--- ---
(For annual report filings)
OTHER OTHER
--- ---
FISCAL YEAR END
(example: DEC-31-1997) DEC-31-1999 DEC-31-2000
----------- -----------
mmm-dd-yyyy mmm-dd-yyyy
PERIOD START
(example: JAN-01-1997) JAN-01-1999 JAN-01-2000
----------- -----------
mmm-dd-yyyy mmm-dd-yyyy
PERIOD END
(example: SEP-30-1997) DEC-31-1999 SEP-30-2000
----------- -----------
mmm-dd-yyyy mmm-dd-yyyy
EXCHANGE RATE EXCHANGE RATE: EXCHANGE RATE:
Is the exchange rate other than 1
(one)? (Value may contain up to 5
decimal places) Use in conjunction
with CURRENCY tag.
Yes X No
--- ---
<PAGE>
<TABLE>
<CAPTION>
PERIOD TYPE: Year PERIOD TYPE: 9-M0S
---- ------
<S> <C> <C>
CASH 0 0
SECURITIES 0 0
RECEIVABLES 414,392 357,094
ALLOWANCES 0 0
INVENTORY 0 0
CURRENT ASSETS 1,392 8,940
PP&E 0 0
DEPRECIATION 0 0
TOTAL ASSETS 414,392 357,094
CURRENT LIABILITIES 1,392 8,940
BONDS 413,000 348,154
PREFERRED MANDATORY 0 0
PREFERRED 0 0
COMMON 0 0
OTHER SE 0 0
TOTAL LIABILITY AND EQUITY 414,392 357,094
SALES 0 0
TOTAL REVENUES 20,491 24,600
CGS 0 0
TOTAL COSTS 0 0
OTHER EXPENSES 0 0
LOSS PROVISION 0 0
INTEREST EXPENSE 20,491 24,600
INCOME PRETAX 0 0
INCOME TAX 0 0
INCOME CONTINUING 0 0
DISCONTINUED 0 0
EXTRAORDINARY 0 0
CHANGES 0 0
NET INCOME 0 0
EPS BASIC 0 0
(Value may contain up to 3 decimal places)
EPS DILUTED 0 0
(Value may contain up to 3 decimal places)
Footnote Text: (Note: Each footnote cannot exceed 256 characters, including
spaces)
</TABLE>
<PAGE>
EXHIBIT 27.2
Form S-X
Commercial and Industrial Companies
Financial Data Schedule Worksheet for: COSO FINANCE PARTNERS
----------------------
Review the following list of tags for Article 5 and fill in the correct data in
the column(s) provided. Generally, only one column of information will be
required, however, two columns are provided if required in the Financial Data
Schedule.
Unless otherwise noted, all tags are required. A response is required for each
item within the schedule. Use the value "0" (zero) if information is immaterial,
inapplicable or unknown. Decimals may not be used to state financial data except
as indicated. Values not provided will be entered as "0" (zero). Missing dates
will be entered as "TO COME". Please be sure to verify all information in the
EDGARized exhibit.
To include a footnote, place a number in parentheses next to the value and
provide the text of each corresponding footnote at the end of the worksheet
form.
Do you wish to include a LEGEND? This schedule contains summary financial
Yes X No information extracted from *___________
--- --- and is qualified in its entirety by
reference to such financial statements.
*Identify the financial statement(s)
to be referenced in the legend:
RESTATED
Are your financials being "restated" (NO VALUE REQUIRED)
from a previously filed period?
Yes X No
--- ---
CIK Use this section only for coregistrant
Does this data apply to a coregistrant filings.
Yes No
--- --- COREGISTRANT CIK:
NAME Use this section only for coregistrant
Does this data apply to a coregistrant filings.
Yes No
--- --- COREGISTRANT NAME:
MULTIPLIER X 1,000 1,000,000,000
Do the financials require a multiplier --- ---
other than 1 (one)? 1,000,000 1,000,000,000,000
X Yes No --- ---
--- ---
CURRENCY CURRENCY OF FINANCIAL DATA:
Is the currency used other than US
Dollars? Use in conjunction with
EXCHANGE RATE tag.
Yes X No
--- ---
PERIOD TYPE - MOS X 9 - MOS
-- ---- --- ----
X YEAR YEAR
--- ---
(For annual report filings)
OTHER OTHER
--- ---
FISCAL YEAR END
(example: DEC-31-1997) DEC-31-1999 DEC-31-2000
----------- -----------
mmm-dd-yyyy mmm-dd-yyyy
PERIOD START
(example: JAN-01-1997) JAN-01-1999 JAN-01-2000
----------- -----------
mmm-dd-yyyy mmm-dd-yyyy
PERIOD END
(example: SEP-30-1997) DEC-31-1999 SEP-30-2000
----------- -----------
mmm-dd-yyyy mmm-dd-yyyy
EXCHANGE RATE EXCHANGE RATE: EXCHANGE RATE:
Is the exchange rate other than 1
(one)? (Value may contain up to 5
decimal places) Use in conjunction
with CURRENCY tag.
Yes X No
--- ---
<PAGE>
<TABLE>
<CAPTION>
PERIOD TYPE: Year PERIOD TYPE: 9- MOS
---- ------
<S> <C> <C>
CASH 7,821 13,139
SECURITIES 25,001 21,460
RECEIVABLES 9,662 18,559
ALLOWANCE 0 0
INVENTORY 0 0
CURRENT ASSETS 17,483 32,887
PP&E 225,157 227,963
DEPRECIATION 71,278 77,435
TOTAL ASSETS 217,712 225,028
CURRENT LIABILITIES 16,800 19,513
BONDS 151,550 141,502
PREFERRED MANDATORY 0 0
PREFERRED 0 0
COMMON 0 0
OTHER SE 0 0
TOTAL LIABILITY AND EQUITY 217,712 225,028
SALES 55,666 44,516
TOTAL REVENUES 57,442 45,715
CGS 0 0
TOTAL COSTS 0 0
OTHER EXPENSES 31,671 21,287
LOSS PROVISION 0 0
INTEREST EXPENSE 13,575 9,777
INCOME PRETAX 0 0
INCOME TAX 0 0
INCOME CONTINUING 0 0
DISCONTINUED 0 0
EXTRAORDINARY 2,375 0
CHANGES 0 0
NET INCOME 9,821 14,651
EPS BASIC 0 0
(Value may contain up to 3 decimal places)
EPS DILUTED 0 0
(Value may contain up to 3 decimal places)
Footnote Text: (Note: Each footnote cannot exceed 256 characters,
including spaces)
</TABLE>
<PAGE>
EXHIBIT 27.3
Form S-X
Commercial and Industrial Companies
Financial Data Schedule Worksheet for: COSO ENERGY DEVELOPERS
-----------------------
Review the following list of tags for Article 5 and fill in the correct data in
the column(s) provided. Generally, only one column of information will be
required, however, two columns are provided if required in the Financial Data
Schedule.
Unless otherwise noted, all tags are required. A response is required for each
item within the schedule. Use the value "0" (zero) if information is immaterial,
inapplicable or unknown. Decimals may not be used to state financial data except
as indicated. Values not provided will be entered as "0" (zero). Missing dates
will be entered as "TO COME". Please be sure to verify all information in the
EDGARized exhibit.
To include a footnote, place a number in parentheses next to the value and
provide the text of each corresponding footnote at the end of the worksheet
form.
Do you wish to include a LEGEND? This schedule contains summary financial
Yes X No information extracted from *___________
--- --- and is qualified in its entirety by
reference to such financial statements.
*Identify the financial statement(s)
to be referenced in the legend:
RESTATED
Are your financials being "restated" (NO VALUE REQUIRED)
from a previously filed period?
Yes X No
--- ---
CIK Use this section only for coregistrant
Does this data apply to a coregistrant filings.
Yes No
--- --- COREGISTRANT CIK:
NAME Use this section only for coregistrant
Does this data apply to a coregistrant filings.
Yes No
--- --- COREGISTRANT NAME:
MULTIPLIER X 1,000 1,000,000,000
Do the financials require a multiplier --- ---
other than 1 (one)? 1,000,000 1,000,000,000,000
X Yes No --- ---
--- ---
CURRENCY CURRENCY OF FINANCIAL DATA:
Is the currency used other than US
Dollars? Use in conjunction with
EXCHANGE RATE tag.
Yes X No
--- ---
PERIOD TYPE - MOS X 9 - MOS
-- ---- --- ----
X YEAR YEAR
--- ---
(For annual report filings)
OTHER OTHER
--- ---
FISCAL YEAR END
(example: DEC-31-1997) DEC-31-1999 DEC-31-2000
----------- -----------
mmm-dd-yyyy mmm-dd-yyyy
PERIOD START
(example: JAN-01-1997) JAN-01-1999 JAN-01-2000
----------- -----------
mmm-dd-yyyy mmm-dd-yyyy
PERIOD END
(example: SEP-30-1997) DEC-31-1999 SEP-30-2000
----------- -----------
mmm-dd-yyyy mmm-dd-yyyy
EXCHANGE RATE EXCHANGE RATE: EXCHANGE RATE:
Is the exchange rate other than 1
(one)? (Value may contain up to 5
decimal places) Use in conjunction
with CURRENCY tag.
Yes X No
--- ---
<PAGE>
<TABLE>
<CAPTION>
PERIOD TYPE: Year PERIOD TYPE 9- MOS
---- ------
<S> <C> <C>
CASH 6,423 22,875
SECURITIES 9,806 6,564
RECEIVABLES 6,856 15,612
ALLOWANCE 0 0
INVENTORY 0 0
CURRENT ASSETS 13,379 40,082
PP&E 237,183 237,818
DEPRECIATION 71,533 81,439
TOTAL ASSETS 216,391 229,534
CURRENT LIABILITIES 29,141 31,980
BONDS 107,900 102,718
PREFERRED MANDATORY 0 0
PREFERRED 0 0
COMMON 0 0
OTHER SE 0 0
TOTAL LIABILITY AND EQUITY 216,391 229,534
SALES 49,877 38,287
TOTAL REVENUES 50,943 44,434
CGS 0 0
TOTAL COSTS 0 0
OTHER EXPENSES 38,534 21,840
LOSS PROVISION 0 0
INTEREST EXPENSE 10,235 7,108
INCOME PRETAX 0 0
INCOME TAX 0 0
INCOME CONTINUING 0 0
DISCONTINUED 0 0
EXTRAORDINARY 1,822 0
CHANGES 0 0
NET INCOME 352 15,486
EPS BASIC 0 0
(Value may contain up to 3 decimal places)
EPS DILUTED 0 0
(Value may contain up to 3 decimal places)
Footnote Text: (Note: Each footnote cannot exceed 256 characters, including
spaces)
</TABLE>
<PAGE>
EXHIBIT 27.4
Form S-X
Commercial and Industrial Companies
Financial Data Schedule Worksheet for: COSO POWER DEVELOPERS
----------------------
Review the following list of tags for Article 5 and fill in the correct data in
the column(s) provided. Generally, only one column of information will be
required, however, two columns are provided if required in the Financial Data
Schedule.
Unless otherwise noted, all tags are required. A response is required for each
item within the schedule. Use the value "0" (zero) if information is immaterial,
inapplicable or unknown. Decimals may not be used to state financial data except
as indicated. Values not provided will be entered as "0" (zero). Missing dates
will be entered as "TO COME". Please be sure to verify all information in the
EDGARized exhibit.
To include a footnote, place a number in parentheses next to the value and
provide the text of each corresponding footnote at the end of the worksheet
form.
Do you wish to include a LEGEND? This schedule contains summary financial
Yes X No information extracted from *___________
--- --- and is qualified in its entirety by
reference to such financial statements.
*Identify the financial statement(s)
to be referenced in the legend:
RESTATED
Are your financials being "restated" (NO VALUE REQUIRED)
from a previously filed period?
Yes X No
--- ---
CIK Use this section only for coregistrant
Does this data apply to a coregistrant filings.
Yes No
--- --- COREGISTRANT CIK:
NAME Use this section only for coregistrant
Does this data apply to a coregistrant filings.
Yes No
--- --- COREGISTRANT NAME:
MULTIPLIER X 1,000 1,000,000,000
Do the financials require a multiplier --- ---
other than 1 (one)? 1,000,000 1,000,000,000,000
X Yes No --- ---
--- ---
CURRENCY CURRENCY OF FINANCIAL DATA:
Is the currency used other than US
Dollars? Use in conjunction with
EXCHANGE RATE tag.
Yes X No
--- ---
PERIOD TYPE - MOS X 9 - MOS
-- ---- --- ----
X YEAR YEAR
--- ---
(For annual report filings)
OTHER OTHER
--- ---
FISCAL YEAR END
(example: DEC-31-1997) DEC-31-1999 DEC-31-2000
----------- -----------
mmm-dd-yyyy mmm-dd-yyyy
PERIOD START
(example: JAN-01-1997) JAN-01-1999 JAN-01-2000
----------- -----------
mmm-dd-yyyy mmm-dd-yyyy
PERIOD END
(example: SEP-30-1997) DEC-31-1999 SEP-30-2000
----------- -----------
mmm-dd-yyyy mmm-dd-yyyy
EXCHANGE RATE EXCHANGE RATE: EXCHANGE RATE:
Is the exchange rate other than 1
(one)? (Value may contain up to 5
decimal places) Use in conjunction
with CURRENCY tag.
Yes X No
--- ---
<PAGE>
<TABLE>
<CAPTION>
PERIOD TYPE: Year PERIOD TYPE: 9 MOS
---- -----
<S> <C> <C>
CASH 6,020 20,170
SECURITIES 54,338 15,481
RECEIVABLES 27,598 23,421
ALLOWANCE 0 0
INVENTORY 0 0
CURRENT ASSETS 33,618 44,842
PP&E 208,048 209,163
DEPRECIATION 60,526 69,684
TOTAL ASSETS 273,269 234,913
CURRENT LIABILITIES 15,388 17,029
BONDS 153,550 103,934
PREFERRED MANDATORY 0 0
PREFERRED 0 0
COMMON 0 0
OTHER SE 0 0
TOTAL LIABILITY AND EQUITY 273,269 234,913
SALES 113,746 40,374
TOTAL REVENUES 115,920 42,336
CGS 0 0
TOTAL COSTS 0 0
OTHER EXPENSES 43,577 25,193
LOSS PROVISION 0 0
INTEREST EXPENSE 13,991 7,524
INCOME PRETAX 0 0
INCOME TAX 0 0
INCOME CONTINUING 0 0
DISCONTINUED 0 0
EXTRAORDINARY 2,147 0
CHANGES 0 0
NET INCOME 56,205 9,619
EPS BASIC 0 0
(Value may contain up to 3 decimal places)
EPS DILUTED 0 0
(Value may contain up to 3 decimal places)
Footnote Text: (Note: Each footnote cannot exceed 256 characters,
including spaces)
</TABLE>
<PAGE>
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: November 9, 2000 CAITHNESS COSO FUNDING CORP.,
a Delaware corporation
By: /S/ CHRISTOPHER T. MCCALLION
----------------------------
Christopher T. McCallion
Executive Vice President &
Chief Financial Officer
(Principal Financial and
Accounting Officer)
COSO FINANCE PARTNERS
a California corporation
By: /S/ CHRISTOPHER T. MCCALLION
----------------------------
Christopher T. McCallion
Executive Vice President &
Chief Financial Officer
(Principal Financial and
Accounting Officer)
COSO ENERGY DEVELOPERS
a California corporation
By: /S/ CHRISTOPHER T. MCCALLION
----------------------------
Christopher T. McCallion
Executive Vice President &
Chief Financial Officer
(Principal Financial and
Accounting Officer)
COSO POWER DEVELOPERS
a California corporation
By: /S/ CHRISTOPHER T. MCCALLION
----------------------------
Christopher T. McCallion
Executive Vice President &
Chief Financial Officer
(Principal Financial and
Accounting Officer)
