Securities and Exchange Commission
Washington, DC 20549
Form 8-K
Current Report
Pursuant to Section 13 to 15(d) of the
Securities Exchange Act 1934
Date of Report August 15, 1994
(Date of earliest event reported)
California Energy Company, Inc.
(Exact name of registrant as specified in its charter)
Delaware 1-9874 94-2213782
(State of other (Commission File (IRS Employer
jurisdiction of Number) Identification No)
incorporation)
10831 Old Mill Road Omaha, Nebraska 68154
(Address of principal executive offices) Zip Code
Registrant's Telephone Number, including area code: (402)330-8900
N/A
(Former name or former address, if changed since last report)
ITEM 5. Other Events
On August 15, 1994 the Registrant announced the close of the
financing for its 180 MW Mahanagdong geothermal power project
located on the island of Leyte in the Philippines. The total
project cost for the facility is approximately $320 million with
the capital structure consisting of a term loan of $240 million
provided by Export-Import Bank of the U.S. ("Ex-Im") and the
Overseas Private Investment Corporation ("OPIC") and
approximately $80 million of equity contributions ($40 million to
be provided by the Registrant from existing cash). OPIC will
insure the Registrant's equity contribution against political
risks. The construction debt financing will be provided by a
consortium of lenders through a facility directed by Bank of
America NT&SA. The lenders are: OPIC, $40 million; Bank of
America NT&SA, $20 million; the Registrant's wholly-owned finance
company and subsidiary, American Pacific Finance Company
("APFC"), $172 million. Funding for APFC construction debt
financing will be provided from the Registrant's existing cash
balances. In the future, the APFC construction loan may be
syndicated to other international commercial banks. The debt
provided by APFC and the commercial banks will be insured against
political risks by Ex-Im.
The Mahanagdong geothermal power project will be built,
owned and operated by CE Luzon Geothermal Power Company, a
Philippine corporation. The anticipated post-completion
ownership structure will be 45% by the Registrant, 45% by Kiewit
Energy Company, the Registrant's major shareholder, and up to 10%
by another industrial company. A consortium comprised of Kiewit
Construction Group, Inc. (with an 80% interest) and The Ben Holt
Co. (with a 20% interest) will function as the contractor for the
project under a turnkey, fixed price, date certain agreement.
The Ben Holt Co. is a wholly-owned engineering subsidiary of the
Registrant.
A copy of the press release issued by the Registrant is set
forth as Exhibit 1 hereto and is incorporated herein by
reference.
ITEM 7. Financial Statements and Exhibits
Exhibit 1 - Press Release dated August 15, 1994.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act
of 1934, the Registrant has duly caused this report to be signed
on its behalf by the undersigned hereunto duly authorized.
California Energy Company, Inc.
By: /s/Steven A. McArthur
Steven A. McArthur
Senior Vice President
Dated: August 16, 1994
FOR IMMEDIATE RELEASE
David L. Sokol - Chairman, President and C.E.O. (402) 330-8900
David W. Cox - Vice President, External Relations (402) 330-8900
Dale R. Schuster - Vice President, Administration (402) 330-8900
CALIFORNIA ENERGY CLOSES FINANCING ON THE SECOND
GEOTHERMAL PROJECT IN THE PHILIPPINES
OMAHA, NEBRASKA, August 15, 1994 -- California Energy Company,
Inc. (NYSE, PSE, and LSE symbol: CE) announced it has completed
financing for its 180 MW Mahanagdong geothermal project located
in the Philippines. The Mahanagdong geothermal project is the
second Philippine geothermal project for California Energy to
close financing on this year and, with the 120 MW Upper Mahiao
geothermal project already under construction, brings the
Company's total power under construction in the Philippines to
300 MW. The Mahanagdong project is expected to be in operation
by July of 1997.
David Sokol, Chairman and Chief Executive Officer, said, "We have
executed two major contracts which are not only the first of
their kind, but demonstrate our ability to deliver financing and
construction resources in a very short timeframe. With the close
of the Mahanagdong financing, our focus, as part of our
aggressive international development strategy, will be to
complete the negotiations on our other opportunities currently
identified in the Philippines and Indonesia."
The total project cost for the Mahanagdong facility is
approximately $320 million. The capital structure consists of a
term loan of $240 million provided by the Export-Import Bank of
the U.S. ("Ex-Im") and the Overseas Private Investment
Corporation ("OPIC") and approximately $80 million of equity
contributions ($40 million provided by the Company), which will
be insured against political risks by OPIC. The Ex-Im and OPIC
term loan funding is a ten-year project finance loan which will
be repaid from the cashflows of the project. The construction
loan will be provided by OPIC, Bank of America NT&SA and American
Pacific Finance Company (a wholly-owned subsidiary of California
Energy). Ex-Im will provide insurance against political risks
during the construction period.
The electricity produced by the Mahanagdong geothermal power
plant will be provided to the Philippine National Oil Company,
Energy Development Corporation ("PNOC-EDC"), which is also
responsible for supplying the steam to the facility. After a
ten-year cooperation period, the plant will be transferred to
PNOC-EDC at no cost.
"California Energy has come up with just the sort of project that
OPIC eagerly supports -- one that responds to real human need in
an environmentally sustainable and profitable way. We are
pleased to be able to help," said Ruth R. Harkin, President and
CEO of the Overseas Private Investment Corporation.
"We have been exceptionally pleased with the support and
professional staff at both PNOC-EDC and the other Philippine
government agencies involved. This also demonstrates to PNOC-EDC
our ability to perform development and financing of these
opportunities on an aggressive time schedule. Additionally, we
are very satisfied with this financing structure and the support
we have received from Ex-Im Bank and OPIC. We believe our
projects continue to be a good example of how the public and
private sector can work together to support American exports and
create job opportunities," said David Sokol.
California Energy Company is an international developer, owner
and operator of environmentally responsible power generation
facilities. Its six existing facilities currently produce in
excess of 300 MW of power with an additional 300 MW under
construction.
Page 2 - August 15, 1994
California Energy Company, Inc.
180 MW Mahanagdong Geothermal Project
Project Finance Summary
Ownership Structure:
The Mahanagdong geothermal project will be built, owned and
operated by CE Luzon Geothermal Power Company, a Philippine
corporation. The site is located on the island of Leyte and
the power will be transmitted by the Philippine National Oil
Company, Energy Development Corporation ("PNOC-EDC"). After
a ten-year cooperation period, the plant will be transferred
to the PNOC-EDC at no cost. PNOC-EDC is responsible for
supplying the facility with the geothermal steam and
purchasing the energy and capacity under a "take or pay"
contract.
The anticipated post-completion ownership structure will be
45% by the Company, 45% by Kiewit Energy Company, the
Company's major shareholder, and up to 10% by another
industrial company.
Turnkey Contractor:
A consortium comprised of Kiewit Construction Group, Inc.
(with an 80% interest) and The Ben Holt Co. (with a 20%
interest) will function as the contractor for the project
under a turnkey, fixed price, date certain agreement. The
Ben Holt Company is a wholly-owned engineering subsidiary of
the Company.
Mahanagdong Financing Structure:
The Mahanagdong geothermal project will have a total project
cost of approximately $320 million. The capital structure
consists of a term loan of $240 million and approximately $80
million in equity contributions. The construction debt
financing will be provided by a consortium of lenders through
a facility directed by Bank of America NT&SA. The lenders
are: Overseas Private Investment Corporation ("OPIC"), a U.S.
agency, $40 million; Bank of America NT&SA, $20 million; the
Company's wholly-owned finance company and subsidiary,
American Pacific Finance Company ("APFC"), $172 million.
Funding for APFC construction debt financing will be provided
from the Company's existing cash balances. In the future, the
APFC construction loan may be syndicated to other
international commercial banks. The debt provided by APFC
and the commercial banks will be insured against political
risks by the U.S. Export-Import Bank ("Ex-Im Bank"). Ten-
year term debt financing will be provided by Ex-Im Bank
(which will replace the APFC and commercial bank debt) and
OPIC, which will be repaid from the cash flows of the
project. The Company intends to provide its approximately
$40 million share of equity for the Mahanagdong project from
existing cash, which will be insured against political risks
by OPIC.
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