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): August 18, 2000
ENERGY CORPORATION OF AMERICA
(Exact name of registrant as specified in its charter)
333-29001-01
(Commission File Number)
West Virginia
(State or other jurisdiction of incorporation)
84-1235822
(IRS Employer Identification Number)
4643 South Ulster Street, Suite 1100
Denver, Colorado 80237
(Address of principal executive offices and zip code)
(303) 694-2667
(Registrant's telephone number, including area code)
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS.
On August 18, 2000, Eastern Systems Corporation (ESC), a wholly owned
subsidiary of Energy Corporation of America (the "Company") consummated the sale
of Mountaineer Gas Company, a wholly owned subsidiary of ESC, to Monongahela
Power Company, a subsidiary of Allegheny Energy (AE). (On January 10, 2000, the
Company filed a Form 8-K with the Securities and Exchange Commission detailing
the underlying stock purchase agreement between the Company and AE.). The sales
price was $323,000,000 less long-term debt of $100,131,250 and is subject to
certain post-closing adjustments. The Company is subject to certain
restrictions, which are contained in the May 23, 1997 Indenture entered into
between the Company and the Bank of New York, regarding the use of the proceeds
of the sale. The Company intends to fully comply with these restrictions. (On
June 19, 1997, the Company filed Form S-4/A with the Securities and Exchange
Commission with the Indenture attached as Exhibit 4.3).
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ITEM 5. OTHER EVENTS.
On August 18, 2000, the Company also gave notice to General Electric
Capital Corporation (GECC) of its decision to terminate its revolving credit
facility, effective immediately. The Company simultaneously paid in full all
amounts outstanding under the credit facility. (On June 19, 1997, the Company
filed Form S-4/A with the Securities and Exchange Commission with the GECC
Credit Facility attached as Exhibit 4.1).
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND
EXHIBITS.
The following exhibits are incorporated herein by reference:
Exhibit
Number Description
------ -----------
1. Stock Purchase Agreement between the Company and AE, dated December 20,
1999.
2. Indenture between the Company and the Bank of New York, dated May 23,
1997.
3. Credit Facility between the Company and GECC, dated May 20, 1997.
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.
ENERGY CORPORATION OF AMERICA
Dated: August 31, 2000 By: /s/ John Mork
-------------------- --------------------------------
Name: John Mork
Title: President and CEO
EXHIBIT INDEX
1. Stock Purchase Agreement between the Company and AE. The Stock Purchase
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Agreement was filed as "Exhibit 2" of the January 10, 2000 Form 8-K filed with
the Securities and Exchange Commission by the Company. The Stock Purchase
Agreement is incorporated herein as an exhibit by reference thereto.
2. Indenture between the Company and the Bank of New York. The Indenture
---------------------------------------------------------
was filed as "Exhibit 4.3" of the June 19, 1997 Form S-4/A filed with the
Securities and Exchange Commission by the Company. The Indenture is
incorporated herein as an exhibit by reference thereto.
3. Credit Facility between the Company and GECC. The Credit Facility was
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filed as "Exhibit 4.1" of the June 19, 1997 Form S-4/A filed with the Securities
and Exchange Commission by the Company. The Credit Facility is incorporated
herein as an exhibit by reference thereto.
