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SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) September 23, 1997
BESICORP GROUP INC.
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(Exact name of Registrant as specified in its charter)
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New York 0-9964 14-1588329
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(State or other (Commission File (I.R.S. Employer
jurisdiction of incorporation) Number) Identification No.)
1151 Flatbush Road, Kingston, New York 12401
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(Address of principal executive offices) (Zip Code)
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Registrant's telephone number, including area code: 914-336-7700
This document consists of 3 pages.
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ITEM 5. OTHER EVENTS
At Besicorp Group Inc.'s Annual Meeting of Shareholders held September 23, 1997,
it was announced that the Company and Kamine Development Corp. have engaged
PaineWebber, Incorporated to solicit participants for a potential business
combination involving its independent power projects which supply electricity to
Niagara Mohawk Power Corporation.
ITEM 5. EXHIBITS
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99.1 Press Release of the Company dated September 23, 1997
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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 hereunto duly authorized.
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Besicorp Group Inc., Registrant
By: /s/ Michael J. Daley
Michael J. Daley
Date: October 1, 1997 VP, CFO, Corporate Secretary
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Exhibit 99.1
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BESICORP GROUP INC. News Release
For Immediate Release
Contact: Michael J. Daley, VP, CFO, Corporate Secretary
Karen A. Keator, Investor Relations 914-336-7700
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BESICORP HOLDS ANNUAL MEETING
KINGSTON, NEW YORK, SEPTEMBER 23, 1997 - The annual meeting of shareholders of
BESICORP GROUP INC. (AMEX Emerging Company Marketplace - BGI.EC) was held today
in Kingston, New York. At the meeting, Besicorp's shareholders re-elected Gerald
A. Habib, Harold Harris, Richard E. Rosen and Michael F. Zinn to the Company's
Board of Directors, and approved the appointment of Citrin Cooperman & Company,
LLP as the Company's independent public accountants for the fiscal year ending
March 31, 1998.
The Company announced that Besicorp, together with Kamine Development Corp., of
Bedminster, New Jersey, has engaged PaineWebber, Incorporated to solicit
participants for a potential business combination involving its independent
power projects which supply electricity to Niagara Mohawk Power Corporation
("NIMO"). Besicorp owns interests ranging from 36 to 50 percent in such
projects. These projects provide a total of 323 Megawatts of capacity and
energy.
It is not known whether a successful business combination will be completed, nor
can the form or financial value of a potential business combination be
determined at this time.
As previously disclosed, Besicorp is a party to the Master Restructuring
Agreement ("MRA") with NIMO dated July 9, 1997, pursuant to which power
contracts between NIMO and sixteen developer/owners of twenty-nine independent
power plants are to be restructured or terminated. The transaction with NIMO is
subject to numerous contingencies, including final detailed negotiations between
NIMO and each IPP over specific terms of agreement contemplated in the MRA,
approval of NIMO's shareholders and the New York State Public Service
Commission, other state and federal approvals, NIMO's successful completion of
financing required to accomplish the transaction, successful negotiation and
execution of necessary amendments, terminations, and/or waivers of existing IPP
third-party arrangements and creation of new IPP third-party arrangements. The
ultimate value to Besicorp of the MRA can not presently be determined due to its
dependence on the various contingencies, as discussed above.
Besicorp specializes in the development of independent power projects and energy
technologies.
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