AES CORPORATION
8-K, 2000-05-08
COGENERATION SERVICES & SMALL POWER PRODUCERS
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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): April 27, 2000

                               THE AES CORPORATION
             (exact name of registrant as specified in its charter)

       DELAWARE                            333-15487               54-1163725
      (State of Incorporation)    (Commission File No.)    (IRS Employer ID No.)

                       1001 North 19th Street, Suite 2000
                            Arlington, Virginia 22209
          (Address of principal executive offices, including zip code)

               Registrant's telephone number, including area code:
                                 (703) 522-1315

                                 NOT APPLICABLE
          (Former Name or Former Address, if changed since last report)


<PAGE>


Item 5.  Other Events

         On April 27, 2000, April 28, 2000, and May 8, 2000, The AES Corporation
(the "Registrant") issued the press releases attached as Exhibits 99.1, 99.2,
and 99.3 to this report and incorporated herein by reference.




                                   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.

                                                   THE AES CORPORATION

                  DATE:  May 8, 2000               by:  /s/  William R. Luraschi
                                                   Vice President and Secretary



<PAGE>


                                                                   EXHIBIT 99.1

FOR IMMEDIATE RELEASE

         AES REPORTS EARNINGS OF $0.83 PER SHARE (PRE-SPLIT) FOR THE QUARTER,
BEFORE EXTRAORDINARY ITEM

         ARLINGTON, VA, April 27, 2000 -- The AES Corporation (NYSE: AES)
announced today that net income before extraordinary item was $181 million for
the quarter ended March 31, 2000, representing a dramatic increase over the net
loss of $(13) million for the first quarter of 1999. Diluted earnings per share
before extraordinary item were $0.83 for the quarter, compared to a loss of
$(0.07) for the same quarter in 1999. Revenues for the quarter were $1.5
billion, an increase of 131% from $638 million in the first quarter of 1999.
Operating income also increased 91% to $390 million, up from $204 million in the
first quarter of 1999. Net income was $174 million for the quarter ended March
31, 2000.

         The extraordinary charge of $7 million after tax this quarter related
to the early extinguishment of certain corporate debt and the corresponding
write-off of deferred financing costs.

         Barry J. Sharp, Chief Financial Officer, commented, "We are extremely
pleased with the record results. Most notably, the 91% increase in operating
income to $390 million exhibits the real strength of our first quarter. We also
continue to see increasing benefits from our worldwide geographic and business
segment diversification (generation and distribution businesses). This quarter
we have also added to this news release a supplemental schedule of information
which we believe our investors will find helpful in their efforts to understand
our diverse business segments."

         Dennis W. Bakke, President and Chief Executive Officer, stated, "AES is
off to an excellent start in 2000. Most of our existing businesses performed
well and new opportunities abound in many parts of the world. This year we hope
to continue to expand the ways in which we serve the world, including our newer
initiatives in competitive retail and telecom."

         During the quarter, AES also announced a 2 for 1 common stock split.
The record date is May 1, 2000 and the payment date is June 1, 2000. The
financial information presented in this news release does not reflect the impact
of the stock split.

         AES also announced the appointment of three new Group Managers:
       * Naveed Ismail: Group Manager for Argentina, Uruguay and Peru.
       * Rich Bulger and David Travesso: Co-Group Managers for the Sao Paulo
region of Brazil.

         Business development successes in the first quarter of 2000 include the
following:

<PAGE>

         * In March, a subsidiary of AES acquired for $8 million, GeoUtilities
Inc., an internet-based superstore for energy, telecom and other vital services.

         * In March, a subsidiary of AES completed a financing associated with
823 MW of generating facilities in the Republic of Georgia.The financing
included the acquisition of the 600 MW Gardabani thermal plant and the
establishment of 25 year concessions for the Khrami I and II hydro stations,
which have a combined capacity of 223 MW.

         * In March, a subsidiary of AES, completed a $440 million non-recourse
project financing for AES Red Oak, an 832 MW natural gas-fired combined cycle
plant in Sayreville, New Jersey.

         * In February, AES announced that it had entered into an agreement to
acquire a 59% stake in the 1,000 MW hydroelectric facility of Hidroelectrica
Alicura S.A. ("Alicura") in Argentina from Southern Energy, Inc. ("SEI").

         * In February, AES announced that a subsidiary had reached an agreement
with the Bulgarian state-owned electric utility NEK, that will allow AES to
build, own, operate and transfer a $750 million lignite-fired power plant.

         * In January, a subsidiary of AES agreed to acquire 59% of the
outstanding preferred (non-voting) shares of Eletropaulo S.A. ("Eletropaulo").

         * In January, a subsidiary of AES and Caterpillar Inc. reached a
service agreement for multiple energy products that will result in the
construction of a 45 MW cogeneration plant in Mossville, Illinois.

         The company's generating assets include interests in one hundred and
twenty-five facilities totaling over 44 gigawatts of capacity. AES' electricity
distribution network has over 954,000 km of conductor and associated rights of
way and sells over 114,000 gigawatt hours per year to over 15 million end-use
customers.In addition, through its various retail electricity supply businesses,
the company sells electricity to over 154,000 end-use customers.

         AES is dedicated to providing electricity worldwide in a socially
responsible way.


<PAGE>



THE AES CORPORATION

CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE QUARTERS ENDED MARCH 31, 2000 AND 1999

<TABLE>
<CAPTION>

- --------------------------------------------------------------------------------

                                   QUARTER      QUARTER
                                     ENDED        ENDED      PERCENTAGE
                                   03/31/2000   03/31/1999     CHANGE
- --------------------------------------------------------------------------------
<S>                                 <C>         <C>             <C>
($ in millions,
 except per
 share amounts)

REVENUES:
Sales and services                  $ 1,476     $   638         131%

OPERATING COSTS
 AND EXPENSES:
Cost of sales
 and services                         1,057         418        (153%)
Selling, general and
 administrative
 expenses                                29          16         (81%)
                                    -------     -------

TOTAL OPERATING COSTS
 AND EXPENSES                         1,086         434        (150%)
                                    -------     -------

OPERATING INCOME                        390         204          91%

OTHER INCOME AND
 (EXPENSE):
Interest expense                       (269)       (133)       (102%)
Interest and other
 income                                  31          19          63%
Equity in earnings of
 affiliates (before income tax)         118         (91)        230%
                                    -------     -------

INCOME BEFORE
 INCOME TAXES
 AND MINORITY
 INTEREST                               270          (1)     27,100%


Income tax provision                     71          (6)     (1,283%)
Minority interest                        18          18          --
                                    -------     -------

</TABLE>

<PAGE>

<TABLE>
<S>                                 <C>         <C>             <C>
INCOME BEFORE
  EXTRAORDINARY ITEM                    181         (13)      1,492%

Extraordinary item, net of tax -
Early extinguishment of debt             (7)         --         n/a
                                    -------     -------


NET INCOME                          $   174     $   (13)      1,438%
                                    =======     =======


DILUTED EARNINGS
 PER SHARE: (1)
Before extraordinary item              0.83       (0.07)      1,286%

Extraordinary item                    (0.03)         --         n/a
                                    -------     -------
Total                               $  0.80     $ (0.07)      1,243%
                                    =======     =======

</TABLE>


(1)    Diluted earnings per share are calculated before the effect of the 2 for
       1 stock split recently declared by AES. The stock split will occur on
       June 1, 2000 for shareholders of record on May 1, 2000.




<PAGE>


                                                                    EXHIBIT 99.2

FOR IMMEDIATE RELEASE

         THE AES CORPORATION ANNOUNCES U.S. $863 MILLION OFFERS TO ACQUIRE 51%
OF C.A. LA ELECTRICIDAD DE CARACAS

         ARLINGTON, Virginia - April 28, 2000 - The AES Corporation (NYSE:AES),
the world's largest global power company, announced today offers to acquire 51%
of the outstanding ordinary shares of C.A. La Electricidad de Caracas (BVC:EDC;
OTC:ELDAY), including shares represented by American Depositary Shares (ADSs),
at a price of U.S. $23.50 per ADS. This price represents a premium of 77% over
the closing price of the ADSs on April 26, 2000.

         Offers are being made concurrently in Venezuela for 926,462,000 shares
and in the United States for 17,719,350 ADSs. The price per share being paid in
the Venezuelan offer is U.S. $0.47 per share, which is equivalent to the amount
being paid in the U.S. offer, after taking into account the 50 shares
represented by each ADS. If more than 17,719,350 ADSs and 926,426,000 shares are
tendered, and all other conditions to the offers are met, ADSs and shares will
be purchased on a pro rata basis. The offers are scheduled to expire on May 30,
2000. Morgan Stanley Dean Witter is acting as the Financial Advisor and Dealer
Manager for the U.S. offer.

         Dennis W. Bakke, President and Chief Executive Officer of AES, stated,
"We are extremely excited about this opportunity to make a difference in the
Venezuelan electricity sector. Since 1993, we have been seeking to invest in
Venezuela and have participated in all proposed privatizations involving the
Venezuelan electricity sector. Increased confidence in the strengthening
Venezuelan economy, recent actions with respect to electricity regulations and
increased focus on foreign investment make Venezuela an attractive business
environment for AES."

         Paul T. Hanrahan, Senior Vice President and President of AES Americas
commented, "EDC has interests in several distribution businesses in Venezuela,
Colombia and El Salvador which serve over 2.8 million customers. In addition,
EDC operates several generation facilities in Venezuela and Colombia, which
provide 3,500 MW of capacity. EDC also holds interests in other businesses
involved in telecommunications, oil and gas processing, gas distribution,
security services, engineering, property and stock transfer services in
Venezuela. We are very pleased to bring this offer to the shareholders of EDC at
such an attractive premium to market. We are confident that all shareholders
will recognize that this represents a wonderful opportunity for both EDC and
AES."

         The offers are conditioned on the ADSs purchased in the U.S. offer and
the shares purchased in the Venezuelan offer, together with the ADSs and shares
currently owned by AES, representing at least 51% of the outstanding shares. The
offers are also

<PAGE>

conditioned on, among other things, AES having obtained sufficient funds to
purchase the ADSs and shares tendered in the offers and to pay related fees and
expenses.

         Business development successes in the first quarter of 2000 include the
following:

         * In March, a subsidiary of AES acquired for $8 million, GeoUtilities
Inc., an internet-based superstore for energy, telecom and other vital services.

         * In March, a subsidiary of AES completed a financing associated with
823 MW of generating facilities in the Republic of Georgia. The financing
included the acquisition of the 600 MW Gardabani thermal plant and the
establishment of 25-year concessions for the Khrami I and II hydro stations,
which have a combined capacity of 223 MW.

         * In March, a subsidiary of AES completed a $440 million non-recourse
project financing for AES Red Oak, an 832 MW natural gas-fired combined cycle
plant in Sayreville, New Jersey.

         * In February, AES announced that it had entered into an agreement to
acquire a 59% stake in the 1,000 MW hydroelectric facility of Hidroelectrica
Alicura S.A. (iAlicurai) in Argentina from Southern Energy, Inc. (iSEIi).

         * In February, AES announced that a subsidiary had reached an agreement
with the Bulgarian state-owned electric utility NEK, that will allow AES to
build, own, operate and transfer a $750 million lignite-fired power plant.

         * In January, a subsidiary of AES agreed to acquire 59% of the
outstanding preferred (non-voting) shares of Eletropaulo S.A. (iEletropauloi).

         * In January, a subsidiary of AES and Caterpillar Inc. reached a
service agreement for multiple energy products that will result in the
construction of a 45 MW cogeneration plant in Mossville, Illinois.

         The company's generating assets include interests in one hundred and
twenty-five facilities totaling over 44 gigawatts of capacity. AES' electricity
distribution network has over 954,000 km of conductor and associated rights of
way and sells over 114,000 gigawatt hours per year to over 15 million end-use
customers. In addition, through its various retail electricity supply
businesses, the company sells electricity to over 154,000 end-use customers.



<PAGE>


                                                                    EXHIBIT 99.3

FOR IMMEDIATE RELEASE

                        AES ANNOUNCES PLANS FOR OFFERINGS

- --------------------------------------------------------------------------------
ARLINGTON, VA, MAY 8, 2000 -- The AES Corporation (NYSE: AES) announced today
that it plans to sell approximately $600 million of common stock under its
existing universal shelf registration statement and, in a separate offering,
approximately $600 million of trust convertible preferred securities in a
private placement offering.

The trust convertible preferred securities have not been registered under the
Securities Act of 1933, as amended, and may not be offered or sold in the United
States absent registration or an applicable exemption from registration
requirements.




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