-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, GpO5tGx+ICyCfs8ZWg+FnqwYbbc0bQjOCoubViKvmWvvqSsrBanIS/nZMVZxvx4E QGbUbtG9frPuiAUNctvr+A== 0001081316-02-000002.txt : 20020415 0001081316-02-000002.hdr.sgml : 20020415 ACCESSION NUMBER: 0001081316-02-000002 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20020308 ITEM INFORMATION: Acquisition or disposition of assets ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20020308 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MIDAMERICAN ENERGY HOLDINGS CO /NEW/ CENTRAL INDEX KEY: 0001081316 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC, GAS & SANITARY SERVICES [4900] IRS NUMBER: 942213782 STATE OF INCORPORATION: IA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-14881 FILM NUMBER: 02570689 BUSINESS ADDRESS: STREET 1: 666 GRAND AVE STREET 2: PO BOX 657 CITY: DES MOINES STATE: IA ZIP: 50309 BUSINESS PHONE: 5152424300 MAIL ADDRESS: STREET 1: 666 GRAND AVE STREET 2: PO BOX 657 CITY: DES MOINES STATE: IA ZIP: 50309 FORMER COMPANY: FORMER CONFORMED NAME: MID AMERICAN ENERGY HOLDINGS CO /NEW/ DATE OF NAME CHANGE: 19990308 8-K 1 mehc8k302.txt MIDAMERICAN ENERGY HOLDINGS COMPANY 3-8-02 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest reported) March 8, 2002 MidAmerican Energy Holdings Company ----------------------------------- (Exact name of registrant as specified in its charter) Iowa 0-25551 94-2213782 - ----------------------------- ----------- ------------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 666 Grand Avenue, Des Moines, Iowa 50309 ---------------------------------- ----- (Address of principal executive offices)(Zip Code) Registrant's telephone number, including area code: (515) 242-4300 N/A ------------- (Former name or former address, if changed since last report) ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS. On March 7, 2002, MidAmerican Energy Holdings Company ("MEHC") announced that it had entered into an agreement to acquire Kern River Gas Transmission Company from The Williams Companies, Inc. ("Williams") for $450 million plus the assumption of $506 million of debt. Additionally, MEHC announced that, through a subsidiary, it has agreed to invest $275 million in Williams in exchange for 1,466,667 shares of Williams 9 7/8% cumulative convertible preferred stock. Each share of this security is convertible into ten shares of Williams common stock. The parties expect the transaction to be completed by March 31, 2002. MEHC also announced that its principal investor, Berkshire Hathaway Inc., will contribute $725 million to MEHC in exchange for $323 million of MEHC's trust preferred securities and $402 million of zero coupon convertible preferred stock. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. Exhibit 1 - Press Release dated March 7, 2002 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. MIDAMERICAN ENERGY HOLDINGS COMPANY ----------------------------------- (Registrant) /s/ Paul J. Leighton ----------------------------------- Paul J. Leighton Vice President, Assistant General Counsel and Assistant Secretary Date March 8, 2002 EXHIBITS INDEX Exhibit Number Exhibit - ------- ------- 1 Press Release dated March 7, 2002 EX-99 3 mehc8k302exh.txt PRESS RELEASE FOR ACQUISITION OF KERN RIVER GAS EXHIBIT 1 FOR IMMEDIATE RELEASE For more information, contact: Kevin Waetke, Director of Corporate Communications (515) 281-2785 MidAmerican Energy Holdings Company To Acquire ---------------------------------------------- Major Gas Transmission Pipeline in Western U.S. ----------------------------------------------- Des Moines, Iowa - March 7, 2002 - MidAmerican Energy Holdings Company has reached a definitive agreement with The Williams Companies, Inc. (NYSE: WMB) to acquire Williams' Kern River Gas Transmission Company, a 926-mile interstate pipeline transporting Rocky Mountain and Canadian natural gas to markets in California, Nevada and Utah. As part of the agreement, MidAmerican will continue the planned expansion of the Kern River system, a project that will more than double the pipeline's capacity. The value of the pipeline, together with the planned expansion project, exceeds $2 billion. The sale is expected to be complete no later than March 31. "We are extremely pleased to be acquiring the Kern River Gas Transmission Company, which we view as one of the finest natural gas pipeline assets in North America," said David L. Sokol, MidAmerican chairman and chief executive officer. Upon completion of the sale, Kern River will become a subsidiary of MidAmerican. Bob Sluder, senior vice president and general manager of Williams' Kern River and Northwest systems, will become president of the new MidAmerican subsidiary. "We are pleased that Bob Sluder and the Kern River management team will be joining us to continue their legacy of high-quality operations," said Greg Abel, president of MidAmerican. The Kern River pipeline is an important route for the transmission of natural gas from the vast reserves in the Rocky Mountain states to the rapidly growing markets in Utah, Nevada and California. Constructed in 1992, Kern River extends 926 miles from Opal, Wyo., to the San Joaquin Valley near Bakersfield, Calif., and has a design capacity of 835 million cubic feet per day. In August 2001, Williams filed with the Federal Energy Regulatory Commission to more than double the capacity on the Kern River system by adding approximately 900 million cubic feet per day of additional capacity from Wyoming to California and markets in between. Upon completion of the expansion project in May 2003, Kern River will be capable of transporting 1.7 billion cubic feet of natural gas per day. When converted to electricity, that is enough energy to power approximately 10 million homes. In addition to the acquisition of Kern River, MidAmerican also announced its investment of $275 million in Williams, in exchange for shares of 9-7/8 percent cumulative convertible preferred stock of Williams. Williams, through its subsidiaries, connects businesses to energy, delivering innovative, reliable products and services. Williams' information is available at www.williams.com. MidAmerican Energy Holdings Company, headquartered in Des Moines, Iowa, is a privately owned global energy provider. The company has 10,000 employees and provides electric and natural gas service to approximately 5 million customers. The company has approximately 10,000 net megawatts of diversified power generation under ownership, contract and in operation, construction and advanced development. Information on MidAmerican and its three principal business platforms, CalEnergy Generation, MidAmerican Energy, and Northern Electric, is available on the Internet at www.midamerican.com. -----END PRIVACY-ENHANCED MESSAGE-----