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UNITED STATES
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
January 30, 1997
Date of Report (Date of earliest event reported)
Commission File Number: 0-19281
THE AES CORPORATION
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation or organization)
54-1163725
(IRS Employer Identification No.)
1001 North 19th Street
Arlington, Virginia 22209
(Address of principal executive office)
Telephone Number (703) 522-1315
(Registrant's telephone number, including area code)
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Item 5. Other Events.
On January 30, 1997, The AES Corporation (the "Company")
increased its offer to the Class A shareholders of AES China Generating Co. Ltd.
("AES Chigen") by removing the possibility of a downward adjustment to the 0.29
exchange ratio in the proposed amalgamation of AES Chigen with a subsidiary of
AES in the event that the price for AES's common stock trades above $50 per
share. Incorporated herein by reference in Exhibit 20.5 attached hereto are
details of the announcement.
Item 7. Financial Statements and Exhibits.
The following is filed as an Exhibit to this Report.
Exhibit Number 20.5
Description
News Release Announcing that the Company is increasing its
offer to the Class A shareholders of AES China Generating
Co. Ltd.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
The AES Corporation
(Registrant)
BY: WILLIAM R. LURASCHI
WILLIAM R. LURASCHI
GENERAL COUNSEL AND SECRETARY
Dated: January 30, 1997
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EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
20.5 News Release Announcing that the Company is increasing its
offer to the Class A shareholders of AES China Generating
Co. Ltd.
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EXHIBIT 20.5
FOR IMMEDIATE RELEASE
AES ANNOUNCES RECORD EARNINGS FOR 1996
AES Increases Offer to AES Chigen Shareholders
ARLINGTON, VA, JANUARY 30, 1997 -- The AES Corporation (NYSE: AES) announced
today that net income increased for the twelfth consecutive year to a record
$125 million, or $1.62 per share for the year ended December 31, 1996. This is
up 17% from a net income of $107 million for 1995. Revenues increased 23% to
$835 million from $679 million for 1995 while income before taxes increased 13%
to $185 million.
For the fourth quarter of 1996, net income was $36 million or $0.46 per share,
up 29% over the same quarter in 1995.
Dennis W. Bakke, Co-Founder, President and Chief Executive Officer of AES,
commented, "The earnings performance was a great way to celebrate our 15th year
in business. Our existing operations performed very well and new business
development was extraordinary. Starting 1997 with a winning bid for the 484 MW
Merida III combined cycle project in Mexico was also gratifying."
Roger W. Sant, Co-Founder and Chairman of AES stated, "We took giant steps in
1996 toward our goal of being the leading global power company. AES people are
well positioned around the world to respond to new market opportunities that
seem to open daily. The ownership that has been demonstrated by our talented
people has been outstanding."
1996 was an extraordinary development year for AES. Milestones include the
following:
In October, AES started the construction of a 230 MW gas-fired combined cycle
plant in Barry, South Wales, United Kingdom.
In September, AES Chigen funded a 42 MW natural-gas-fired simple-cycle gas
turbine facility in Chengdu City, Sichuan Province, China.
In August, AES and a partner acquired the 4000 MW Ekibastuz GRES-1 coal-fired
power station in Kazakstan.
In August, AES Chigen funded Wuhu Zhaoda, a 250 MW coal-fired facility under
construction in Anhui Province, China.
In July, AES acquired three power plants totaling 1,281 MW and a coal mine
through the purchase of an 81% share of Tisza Eromu Rt., an electricity
generation company in Hungary.
In July, AES won a bid to supply electricity from a new, greenfield 288 MW
simple cycle, gas turbine power station in Townsville, Queensland, Australia.
In May, AES, along with three partners completed the purchase of a controlling
interest in Light, the 3,800 MW integrated electric utility that serves Rio de
Janeiro, Brazil, which includes 800 MW of generating capacity at four
hydroelectric facilities.
In April, AES Chigen funded Jiaozuo Wan Fang, a 250 MW coal-fired facility which
is under construction and located in Henan Province, China.
In April, AES reached agreement to acquire a site in northern Poland, which
included the exclusive right to negotiate a power sales agreement for a
natural-gas-fired project. This step was the result of a competitive
solicitation in 1995.
In March, AES purchased AES San Juan, a hydro-thermal company in Argentina that
consists of the 45 MW Ullum hydro facility and the 33 MW Sarmiento thermal
plant.
In January, AES closed the financing of the 337 MW PakGen oil-fired plant in
Pakistan.
There was also strong progress in the development of projects that did not reach
financial closure during 1996. This group was led by the $650 million coal-fired
facility in Puerto Rico, the $1.8 billion coal-fired Yangcheng facility in China
and the $75 million simple cycle Mt. Stuart facility in Australia.
Construction proceeded on schedule at the two 337 MW facilities in Pakistan (AES
Lal Pir and AES Pak Gen), the 180 MW coal-fired AES Warrior Run facility in
Maryland, the 11 MW El Tunal hydro facility in Argentina, and three facilities
with a total capacity of 358 MW in China.
AES also announced today that it was increasing its offer to the Class A
shareholders of AES China Generating Co. Ltd. by removing the possibility of a
downward adjustment to the 0.29 exchange ratio in the proposed amalgamation of
AES Chigen with a subsidiary of AES in the event that the price for AES's common
stock trades above $50 per share. Mr. Bakke commented, "We continue to feel that
a ratio of 0.29 of a share of AES common stock for each share of Class A common
stock of AES Chigen is a fair deal for both companies. Since the announcement of
the AES-AES Chigen merger, AES's stock price has risen appreciably, and we have
decided to remove the requirement that the ratio be adjusted downwards. The
Class A shareholders now have the possibility of receiving more than $14.50 per
share. We look forward to the upcoming shareholder vote and a merger of the two
companies."
AES currently owns or has an interest in thirty three power facilities totaling
over 11,000 megawatts in the United States, Argentina, Brazil, Pakistan,
Hungary, Kazakstan, China and the United Kingdom. In addition to having assets
of $3.7 billion, the Company has more than $5 billion of projects in
construction or late stages of development. AES is dedicated to providing
electricity worldwide in a socially responsible way.
For more general information visit our web site at www.aesc.com or contact