-----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, CMm7p3/Jdky55e4o6a1XB5rKVvZgmsjjtkEfBppoU9qxDYKVtUOktRAd6yWjdWA/ Tmyt6+STtg/WbJmmC7+kFA== /in/edgar/work/0001088869-00-000036/0001088869-00-000036.txt : 20001114 0001088869-00-000036.hdr.sgml : 20001114 ACCESSION NUMBER: 0001088869-00-000036 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20000930 FILED AS OF DATE: 20001113 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CAITHNESS COSO FUNDING CORP CENTRAL INDEX KEY: 0001088866 STANDARD INDUSTRIAL CLASSIFICATION: [4961 ] IRS NUMBER: 943328762 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 333-83815 FILM NUMBER: 759478 BUSINESS ADDRESS: STREET 1: C/O CAITHNESS ENERGY LLC STREET 2: 1114 AVENUE OF THE AMERICAS 41ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10036-7790 BUSINESS PHONE: 2129219099 MAIL ADDRESS: STREET 1: C/O CAITHNESS ENERGY LLC STREET 2: 1114 AVENUE OF THE AMERICAS 41ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10036-7790 FILER: COMPANY DATA: COMPANY CONFORMED NAME: COSO ENERGY DEVELOPERS CENTRAL INDEX KEY: 0001088869 STANDARD INDUSTRIAL CLASSIFICATION: [4961 ] IRS NUMBER: 943071296 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 333-83815-01 FILM NUMBER: 759479 BUSINESS ADDRESS: STREET 1: C/O CAITHNESS ENERGY LLC STREET 2: 1114 AVENUE OF THE AMERICAS 41ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10036-7790 BUSINESS PHONE: 2129219099 MAIL ADDRESS: STREET 1: C/O CAITHNESS ENERGY LLC STREET 2: 1114 AVENUE OF THE AMERICAS 41ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10036-7790 FILER: COMPANY DATA: COMPANY CONFORMED NAME: COSO FINANCE PARTNERS CENTRAL INDEX KEY: 0001088870 STANDARD INDUSTRIAL CLASSIFICATION: [4961 ] IRS NUMBER: 580133679 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 333-83815-02 FILM NUMBER: 759480 BUSINESS ADDRESS: STREET 1: C/O CAITHNESS ENERGY LLC STREET 2: 1114 AVENUE OF THE AMERICAS 41ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10036-7790 BUSINESS PHONE: 2129219099 MAIL ADDRESS: STREET 1: C/O CAITHNESS ENERGY LLC STREET 2: 1114 AVENUE OF THE AMERICAS 41ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10036-7790 FILER: COMPANY DATA: COMPANY CONFORMED NAME: COSO POWER DEVELOPERS CENTRAL INDEX KEY: 0001088873 STANDARD INDUSTRIAL CLASSIFICATION: [4961 ] IRS NUMBER: 943102796 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 333-83815-03 FILM NUMBER: 759481 BUSINESS ADDRESS: STREET 1: C/O CAITHNESS ENERGY LLC STREET 2: 1114 AVENUE OF THE AMERICAS 41ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10036-7790 BUSINESS PHONE: 2129219099 MAIL ADDRESS: STREET 1: C/O CAITHNESS ENERGY LLC STREET 2: 1114 AVENUE OF THE AMERICAS 41ST FLOOR CITY: NEW YORK STATE: NY ZIP: 10036-7790 10-Q 1 0001.txt QUARTERLY REPORT FORM 10-Q -- QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITES EXCHANGE ACT OF 1934 (Mark One) [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2000 ------------------ or [ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from _______________to_______________ Commission File Number: 333-83815 --------- Caithness Coso Funding Corp. ---------------------------- (Exact name of registrant as specified in its charter) Delaware 94-3328762 -------- ---------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) Coso Finance Partners California 68-0133679 Coso Energy Developers California 94-3071296 Coso Power Developers California 94-3102796 --------------------------- --------------- ----------------- (Exact names of registrants (State or other (I.R.S. Employer registrants as specified jurisdiction of Identification No.) in their characters) incorporation or organization) 1114 Avenue of the Americas, 41st Floor, New York, New York 10036-7790 ----------------------------------------------------------- ---------- (Address of principal executive offices) (Zip Code) (212) 921-9099 -------------- (Registrant's telephone number, including area code) Not Applicable -------------- (Former name, former address and former fiscal year, if changed since last report.) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. [ X] Yes [ ] No APPLICABLE ONLY TO CORPORATE ISSUERS: Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. 300 shares in Caithness Coso Funding Corp. as of November 9, 2000 ----------------------------------------------------------------- CAITHNESS COSO FUNDING CORP. Form 10-Q For the Quarter Ended September 30, 2000 PART I. FINANCIAL INFORMATION Page No. ITEM 1. Financial Statements Caithness Coso Funding Corp. Unaudited condensed balance sheet at September 30, 2000 and December 31, 1999 4 Unaudited condensed statement of operations for the three-months ended September 30, 2000, the three-months ended September 30, 1999, the nine-months ended September 30, 2000, and the nine-months ended September 30, 1999 5 Unaudited condensed statement of cash flows for the nine-months ended September 30, 2000 and the nine-months ended September 30, 1999 6 Notes to the unaudited condensed financial statements 7 Coso Finance Partners Unaudited condensed combined balance sheets at September 30, 2000 and December 31, 1999 8 Unaudited condensed combined statements of operations for the three-months ended September 30, 2000, the three-months ended September 30, 1999, the nine-months ended September 30, 2000, the two-months ended February 28, 1999, the seven-months ended September 30, 1999 and the nine-months ended September 30, 1999 9 Unaudited condensed combined statements of cash flows for the nine-months ended September 30, 2000, the two-months ended February 28, 1999, the seven-months ended September 30, 1999 and the nine-months ended September 30, 1999 10 Notes to the unaudited condensed combined financial statements 11 Coso Energy Developers Unaudited condensed balance sheets at September 30, 2000 and December 31, 1999 12 Unaudited condensed statements of operations for the three-months ended September 30, 2000, the three-months ended September 30, 1999, the nine-months ended September 30, 2000, the two-months ended February 28, 1999, the seven-months ended September 30, 1999 and the nine-months ended September 30, 1999 13 Unaudited condensed statements of cash flows for the nine-months ended September 30, 2000, the two-months ended February 28, 1999, the seven-months ended September 30, 1999 and the nine-months ended September 30, 1999 14 Notes to the unaudited condensed financial statements 15 2 Coso Power Developers Unaudited condensed balance sheets at September 30, 2000 and December 31, 1999 16 Unaudited condensed statements of operations for the three-months ended September 30, 2000, the three-months ended September 30, 1999, the nine-months ended September 30, 2000, the two-months ended February 28, 1999, the seven-months ended September 30, 1999 and the nine-months ended September 30, 1999 17 Unaudited condensed statements of cash flows for the nine-months ended September 30, 2000, the two-months ended February 28, 1999, the seven-months ended September 30, 1999 and the nine-months ended September 30, 1999 18 Notes to the unaudited condensed financial statements 19 ITEM 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 20 PART II. OTHER INFORMATION ITEM 1. Legal Proceedings 30 ITEM 2. Change in Securities and Use of Proceeds 30 ITEM 3. Defaults upon Senior Securities 30 ITEM 4. Submission of Matters to a Vote of Security Holders 30 ITEM 5. Other Information 30 Supplemental condensed combined financial information for Coso Partnerships. Unaudited condensed combined balance sheets at September 30, 2000 and December 31, 1999 31 Unaudited condensed combined statements of operations for the three-months ended September 30, 2000, the three-months ended September 30, 1999, the nine-months ended September 30, 2000, the two-months ended February 28, 1999, the seven-months ended September 30, 1999 and the nine-months ended September 30, 1999 32 Unaudited condensed combined statements of cash flows for the nine-months ended September 30, 2000, the two-months ended February 28, 1999, the seven-months ended September 30, 1999 and the nine-months ended September 30, 1999 33 Notes to the unaudited condensed combined financial statements 34 ITEM 6. Exhibits and Reports on Form 8-K 35 3 CAITHNESS COSO FUNDING CORP. UNAUDITED CONDENSED BALANCE SHEET (Dollars in thousands)
September 30, December 31, 2000 1999 (Note) Assets: Accrued interest receivable....................... $ 8,940 $ 1,392 Project loan to Coso Finance Partners............. 141,502 151,550 Project loan to Coso Energy Developers............ 102,718 107,900 Project loan to Coso Power Developers............. 103,934 153,550 ------- ------- $ 357,094 $ 414,392 ======= ======= Liabilities and Stockholder's Equity: Accrued interest payable........................... $ 8,940 $ 1,392 Senior secured notes: 6.80% notes due 2001....................... 45,154 110,000 9.05% notes due 2009....................... 303,000 303,000 ------- ------- 357,094 414,392 Stockholders' equity................................. --- --- ------- ------- $ 357,094 $ 414,392 ======= =======
Note: The condensed balance sheet at December 31, 1999 has been derived from the audited financial statements at that date but does not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. See accompanying notes to the unaudited condensed financial statements 4 CAITHNESS COSO FUNDING CORP. UNAUDITED CONDENSED STATEMENT OF OPERATIONS (Dollars in thousands)
Three-Months Three-Months Nine-Months Nine-Months Ended Ended Ended Ended September 30, September 30, September 30, September 30, 2000 1999 2000 1999 Interest income....... $ 7,671 $ 11,459 $ 24,600 $ 11,459 Interest expense...... (7,671) (11,459) (24,600) (11,459) ------ ------ ------ ------ Net Income..... $ --- $ --- $ --- $ --- ====== ====== ====== ======
See accompanying notes to the unaudited condensed financial statements 5 CAITHNESS COSO FUNDING CORP. UNAUDITED CONDENSED STATEMENT OF CASH FLOWS (Dollars in thousands)
Nine-Months Nine-Months Ended Ended September 30, September 30, 2000 1999 Cash flows from investing activities.......... $ 57,298 $ (413,000) Cash flows from financing activities.......... (57,298) 413,000 ------ ------- Net change in cash and cash equivalents....... $ --- $ --- ====== ======= Supplemental cash flow disclosure: Cash paid for interest................... $ 15,660 $ --- ====== =======
See accompanying notes to the unaudited condensed financial statements 6 CAITHNESS COSO FUNDING CORP. NOTES TO THE UNAUDITED CONDENSED FINANCIAL STATEMENTS (1) Organization and Operations Caithness Coso Funding Corp. (Funding Corp.) was incorporated on April 22, 1999, in Delaware. Funding Corp. is a special purpose corporation that was formed for the purpose of issuing senior secured notes on behalf of Coso Finance Partners, Coso Energy Developers and Coso Power Developers (the Coso Partnerships), affiliates of Funding Corp. Funding Corp. has loaned all of the proceeds from the offering of 6.80% senior secured notes due 2001 and 9.05% senior secured notes due 2009 (a total of $413 million) to the Coso Partnerships, and the Coso Partnerships have jointly and severally guaranteed, on a senior secured basis, repayment of the senior secured notes. Funding Corp. has no material assets other than the loans, and the accrued interest thereon, that have been made to the Coso Partnerships. Also, Funding Corp. does not conduct any business, other than issuing the senior secured notes and making the loans to the Coso Partnerships. (2) Basis of Presentation The accompanying unaudited condensed financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information. Accordingly, certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules. Management believes that the disclosures are adequate to make the information presented not misleading when read in conjunction with the financial statements and the notes thereto in the audited financial statements for the year ended December 31, 1999. The financial information herein presented reflects all adjustments, consisting only of normal recurring adjustments, which are, in the opinion of management, necessary for a fair statement of the results for interim periods presented. The results for the interim periods are not necessarily indicative of results to be expected for the full year. 7 COSO FINANCE PARTNERS UNAUDITED CONDENSED COMBINED BALANCE SHEETS (Dollars in thousands)
September 30, December 31, 2000 1999 (Note) Assets: Cash....................................................................... $ 13,139 $ 7,821 Restricted cash and investments............................................ 21,460 25,001 Accounts receivable........................................................ 14,306 5,154 Prepaid expenses & other assets............................................ 1,189 -- Amounts due from related parties........................................... 4,253 4,508 Property, plant & equipment, net........................................... 150,528 153,879 Power purchase agreement, net.............................................. 12,527 13,388 Investment in China Lake Plant Services, Inc............................... 4,266 4,212 Deferred financing costs, net.............................................. 3,360 3,749 ------- ------- $ 225,028 $ 217,712 ======= ======= Liabilities and Partners' Capital: Accounts payable and accrued liabilities................................... $ 15,820 $ 16,236 Amounts due to related parties............................................. 3,693 564 Project loan............................................................... 141,502 151,550 ------- ------- 161,015 168,350 Partners' capital............................................................. 64,013 49,362 ------- ------- $ 225,028 $ 217,712 ======= =======
Note: The condensed balance sheet at December 31, 1999 has been derived from the audited financial statements at that date but does not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. See accompanying notes to the unaudited condensed combined financial statements 8 COSO FINANCE PARTNERS UNAUDITED CONDENSED COMBINED STATEMENTS OF OPERATIONS (Dollars in thousands)
Three-Months Three-Months Nine-Months Two-Months Seven-Months Nine-Months Ended Ended Ended Ended Ended Ended September 30, September 30, September 30, February 28, September 30, September 30, 2000 1999 2000 1999 1999 1999 (New Basis) (New Basis) (New Basis) (Old Basis) (New Basis) Revenue: Energy revenues..................... $ 14,322 $ 10,047 $ 31,505 $ 8,098 $ 23,615 $ 31,713 Capacity............................ 8,190 8,174 13,011 474 11,643 12,117 Interest and other income........... 417 427 1,199 824 1,501 2,325 ------ ------ ------ ------ ------ ------ Total revenue............... 22,929 18,648 45,715 9,396 36,759 46,155 Operating expenses: Plant operating expenses........... 2,167 2,963 6,513 3,125 6,877 10,002 Royalty expense.................... 4,484 3,899 7,689 987 6,484 7,471 Depreciation and amortization...... 2,497 2,453 7,085 1,604 5,627 7,231 ------ ------ ----- ----- ------ ------ Total operating expenses.... 9,148 9,315 21,287 5,716 18,988 24,704 Operating income............ 13,781 9,333 24,428 3,680 17,771 21,451 Other expenses: Interest expense................... 3,094 3,210 9,387 663 5,215 5,878 Interest expense-acquisition debt.. - - - - 1,962 1,962 Costs related to acquisition debt.. 131 - 390 1,984 1,984 ------ ------ ----- ------ ------ ----- Total other expenses............. 3,225 3,210 9,777 663 9,161 9,824 Income before extraordinary item 10,556 6,123 14,651 3,017 8,610 11,627 Extraordinary item - Loss on extinguishment of debt............. - - - - 2,375 2,375 ------ ------ ----- ------ ------ ------ Net income................. $ 10,556 $ 6,123 $ 14,651 $ 3,017 $ 6,235 $ 9,252 ====== ====== ====== ====== ====== ======
See accompanying notes to the unaudited condensed combined financial statements 9 COSO FINANCE PARTNERS UNAUDITED CONDENSED COMBINED STATEMENTS OF CASH FLOWS (Dollars in thousands)
Nine-Months Two-Months Seven-Months Nine-Months Ended Ended Ended Ended September 30, February 28, September 30, September 30, 2000 1999 1999 1999 (New Basis) (Old Basis) (New Basis) Net cash provided by operating activities............. $ 14,752 $ 6,592 $ 6,880 $ 13,472 Net cash provided by (used in) investing activities... 614 (538) (21,705) (22,243) Net cash provided by (used in) financing activities... (10,048) (1,926) 21,288 19,362 ------ ------ ------ ------ Net change in cash and cash equivalents............... $ 5,318 $ 4,128 $ 6,463 $ 10,591 ====== ====== ====== ====== Supplemental cash flow disclosure: Cash paid for interest.......................... $ 6,342 $ --- $ 3,428 $ 3,428 ====== ====== ====== ======
See accompanying notes to the unaudited condensed combined financial statements 10 COSO FINANCE PARTNERS NOTES TO THE UNAUDITED CONDENSED COMBINED FINANCIAL STATEMENTS (1) Organization and Operation Coso Finance Partners (CFP), a general partnership, is engaged in the operation of a 80 MW power generation facility located at the China Lake Naval Air Weapons Station, China Lake California. CFP sells all electricity produced to Southern California Edison under a 24-year power purchase contract expiring in 2011. (2) Basis of Presentation The accompanying unaudited condensed combined financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information. Accordingly, certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules. Management believes that the disclosures are adequate to make the information presented not misleading when read in conjunction with the financial statements and the notes thereto in the audited financial statements for the year ended December 31, 1999. On May 27, 1999 Coso Finance Partners II was merged into CFP to form one Partnership. The financial information herein presented reflects all adjustments, consisting only of normal recurring adjustments, which are, in the opinion of management, necessary for a fair statement of the results for interim periods presented. The results for the interim periods are not necessarily indicative of results to be expected for the full year. CFP has experienced significant quarterly fluctuations in operating results and it expects that these fluctuations in energy revenues, expenses and net income will continue. (3) Acquisition On February 25, 1999, Caithness Acquisition Company, LLC (Caithness Acquisition), a wholly owned subsidiary of Caithness Energy LLC, purchased all of CalEnergy Company Inc.'s (CalEnergy) interest in CFP for approximately $62.0 million. The acquisition was accounted for under the purchase method, and no goodwill was recorded. After Caithness Acquisition's purchase of CalEnergy's interest in CFP, a new basis of accounting was adopted and is referred to as "New Basis" as compared to the former cost basis which is referred to as "Old Basis" in the financial statements. The purchase price was allocated to the portion of the assets and liabilities purchased from CalEnergy based upon their fair values, with the amount of fair value of net assets in excess of the purchase price being allocated to long-lived assets on a pro-rata basis. In order to complete the purchase of CalEnergy's interest in CFP, Caithness Acquisition arranged for short-term debt financing of approximately $77.6 million. This short-term debt was repaid on May 28, 1999 from a portion of the proceeds from the offering of senior secured notes (see note 4). (4) Debt Financing On May 28, 1999 Caithness Coso Funding Corp. loaned approximately $151.6 million to CFP from a portion of the proceeds from the offering of senior secured notes. The loan consists of one note of $29.0 million with an interest rate of 6.80% and another of $122.6 million with an interest rate of 9.05% with maturity dates of December 15, 2001 and December 15, 2009, respectively. All prior project loans of approximately $118.2 million were repaid from the proceeds of the financing and an extraordinary loss from the early extinguishment of this debt was incurred for approximately $2.4 million. The extraordinary loss was due to a premium and other costs incurred to pay the prior project loans before maturity. 11
COSO ENERGY DEVELOPERS UNAUDITED CONDENSED BALANCE SHEETS (Dollars in thousands) September 30, December 31, 2000 1999 (Note) Assets: Cash................................................................... $ 22,875 $ 6,423 Restricted cash and investments........................................ 6,564 9,806 Accounts receivable.................................................... 14,067 6,095 Prepaid expenses and other assets...................................... 1,595 100 Amounts due from related parties....................................... 1,545 761 Property, plant and equipment, net..................................... 156,379 165,650 Power purchase agreement, net.......................................... 19,778 20,549 Investment in Coso Transmission Line Partners.......................... 2,898 2,981 Investment in China Lake Plant Services, Inc........................... 1,273 1,228 Deferred financing costs, net.......................................... 2,560 2,798 ------- ------- $ 229,534 $ 216,391 ======= ======= Liabilities and Partners' Capital: Accounts payable and accrued liabilities............................... $ 6,608 $ 6,681 Amounts due to related parties......................................... 25,372 22,460 Project loan........................................................... 102,718 107,900 ------- ------- 134,698 137,041 Partners' capital......................................................... 94,836 79,350 ------- ------- $ 229,534 $ 216,391 ======= =======
Note: The condensed balance sheet at December 31, 1999 has been derived from the audited financial statements at that date but does not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. See accompanying notes to the unaudited condensed financial statements 12 COSO ENERGY DEVELOPERS UNAUDITED CONDENSED STATEMENT OF OPERATIONS (Dollars in thousands)
Three-Months Three-Months Nine-Months Two-Months Seven-Months Nine-Months Ended Ended Ended Ended Ended Ended September 30, September 30, September 30, February 28, September 30, September 30, 2000 1999 2000 1999 1999 1999 (New Basis) (New Basis) (New Basis) (Old Basis) (New Basis) Revenue: Energy revenues................... $ 11,828 $ 6,378 $ 25,559 $ 16,716 $ 13,171 $ 29,887 Capacity.......................... 8,017 8,002 12,728 817 11,896 12,713 Interest and other income......... 466 294 6,147 78 666 744 ------ ------ ------ ------ ------- ------ Total revenue.............. 20,311 14,674 44,434 17,611 25,733 43,344 Operating expenses: Plant operating expenses.......... 2,605 3,867 8,022 4,039 9,383 13,422 Royalty expense................... 1,813 911 2,391 1,592 1,590 3,182 Depreciation and amortization..... 4,013 3,766 11,427 2,550 8,853 11,403 ------ ------ ------ ------ ------ ------ Total operating expenses... 8,431 8,544 21,840 8,181 19,826 28,007 Operating income........... 11,880 6,130 22,594 9,430 5,907 15,337 Other expenses: Interest expense................. 2,287 2,313 6,870 616 4,266 4,882 Interest expense-acquisition debt - - - - 1,415 1,415 Costs related to acquisition debt 79 - 238 - 1,496 1,496 ------ ------ ------ ------ ------ ------ Total other expenses........ 2,366 2,313 7,108 616 7,177 7,793 Income before extraordinary item... 9,514 3,817 15,486 8,814 (1,270) 7,544 Extraordinary item - Loss on extinguishment of debt............ - - - - 1,822 1,822 ------ ------ ------ ------ ------ ------ Net income (loss)................. $ 9,514 $ 3,817 $ 15,486 $ 8,814 $ (3,092) $ 5,722 ====== ====== ====== ====== ====== ======
See accompanying notes to the unaudited condensed financial statements 13 COSO ENERGY DEVELOPERS UNAUDITED CONDENSED STATEMENTS OF CASH FLOWS (Dollars in thousands)
Nine-Months Two-Months Seven-Months Nine-Months Ended Ended Ended Ended September 30, February 28, September 30, September 30, 2000 1999 1999 1999 (New Basis) (Old Basis) (New Basis) Net cash provided by operating activities.................. $ 19,739 $ 10,367 $ 17,129 $ 27,496 Net cash provided by (used in) investing activities........ 1,895 120 (20,568) (20,448) Net cash provided by (used in) financing activities........ (5,182) 425 3,692 4,117 ------ ------ ------ ------ Net change in cash and cash equivalents.................... $ 16,452 $ 10,912 $ 253 $ 11,165 ====== ====== ====== ====== Supplemental cash flow disclosure: Cash paid for interest.............................. $ 4,612 $ --- $ 2,777 $ 2,777 ====== ====== ====== ======
See accompanying notes to the unaudited condensed financial statements 14 COSO ENERGY DEVELOPERS NOTES TO THE UNAUDITED CONDENSED FINANCIAL STATEMENTS (1) Organization and Operation Coso Energy Developers (CED), a general partnership, is engaged in the operation of a 80 MW power generation facility located at the Coso Hot Springs, China Lake California. CED sells all electricity produced to Southern California Edison under a 24-year power purchase contract expiring in 2019. (2) Basis of Presentation The accompanying unaudited condensed financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information. Accordingly, certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules. Management believes that the disclosures are adequate to make the information presented not misleading when read in conjunction with the financial statements and the notes thereto in the audited financial statements for the year ended December 31, 1999. The financial information herein presented reflects all adjustments, consisting only of normal recurring adjustments, which are, in the opinion of management, necessary for a fair statement of the results for interim periods presented. The results for the interim periods are not necessarily indicative of results to be expected for the full year. CED has experienced significant quarterly fluctuations in operating results and it expects that these fluctuations in energy revenues, expenses and net income will continue. (3) Acquisition On February 25, 1999, Caithness Acquisition Company, LLC (Caithness Acquisition), a wholly owned subsidiary of Caithness Energy LLC, purchased all of CalEnergy Company, Inc.'s (CalEnergy) interest in CED for approximately $69.0 million. The acquisition was accounted for under the purchase method, and no goodwill was recorded. After Caithness Acquisition's purchase of CalEnergy's interest in CED, a new basis of accounting was adopted and is referred to as "New Basis" as compared to the former cost basis which is referred to as "Old Basis" in the financial statements. The purchase price was allocated to the portion of the assets and liabilities purchased from CalEnergy based upon their fair values, with the amount of fair value of net assets in excess of the purchase price being allocated to long-lived assets on a pro-rata basis. In order to complete the purchase of CalEnergy's interest in CED, Caithness Acquisition arranged for short-term debt financing of approximately $55.2 million. This short-term debt was repaid on May 28, 1999 from a portion of the proceeds from the offering of senior secured notes (see note 4). (4) Debt Financing On May 28, 1999 Caithness Coso Funding Corp. loaned approximately $107.9 million to CED from a portion of the proceeds from the offering of senior secured notes. The loan consists of one note of $11.6 million with an interest rate of 6.80% and another of $96.3 million with an interest rate of 9.05% with maturity dates of December 15, 2001 and December 15, 2009, respectively. All prior project loans of approximately $93.2 million were repaid from the proceeds of the financing and an extraordinary loss from the early extinguishment of this debt was incurred for approximately $1.8 million. The extraordinary loss was due to a premium and other costs incurred to pay the prior project loans before maturity. 15 COSO POWER DEVELOPERS UNAUDITED CONDENSED BALANCE SHEETS (Dollars in thousands)
September 30, December 31, 2000 1999 (Note) Assets: Cash..................................................................... $ 20,170 $ 6,020 Restricted cash and investments.......................................... 15,481 54,338 Accounts receivable...................................................... 14,265 20,540 Prepaid expenses and other assets........................................ 1,251 --- Amounts due from related parties......................................... 9,156 7,058 Property, plant and equipment, net....................................... 139,479 147,522 Power purchase agreement, net............................................ 26,313 28,409 Investment in Coso Transmission Line Partners............................ 3,561 3,660 Investment in China Lake Plant Services, Inc............................. 2,190 2,098 Deferred financing costs, net............................................ 3,047 3,624 ------- ------- $ 234,913 $ 273,269 ======= ======= Liabilities and Partners' Capital: Accounts payable and accrued liabilities................................. $ 13,300 $ 12,163 Amounts due to related parties........................................... 3,729 3,225 Project loan............................................................. 103,934 153,550 ------- ------- 120,963 168,938 Partners' capital........................................................... 113,950 104,331 ------- ------- $ 234,913 $ 273,269 ======= =======
Note: The condensed balance sheet at December 31, 1999 has been derived from the audited financial statements at that date but does not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. See accompanying notes to the unaudited condensed financial statements 16 COSO POWER DEVELOPERS UNAUDITED CONDENSED STATEMENTS OF OPERATIONS (Dollars in thousands)
Three-Months Three-Months Nine-Months Two-Months Seven-Months Nine-Months Ended Ended Ended Ended Ended Ended September 30, September 30, September 30, February 28, September 30, September 30, 2000 1999 2000 1999 1999 1999 (New Basis) (New Basis) (New Basis) (Old Basis) (New Basis) Revenue: Energy revenues...................... $ 11,600 $ 26,183 $ 27,589 $ 16,687 $ 57,455 $ 74,142 Capacity............................. 8,047 8,047 12,785 822 11,963 12,785 Interest and other income............ 560 533 1,962 150 1,266 1,416 ------ ------ ------ ------ ------ ------ Total revenue................... 20,207 34,763 42,336 17,659 70,684 88,343 Operating expenses: Plant operating expenses............. 2,230 2,494 6,876 3,195 6,904 10,099 Royalty expense...................... 3,267 3,238 7,028 1,806 7,174 8,980 Depreciation and amortization........ 3,883 3,665 11,289 2,339 8,419 10,758 ------ ------ ------ ------ ------ ------ Total operating expenses........ 9,380 9,397 25,193 7,340 22,497 29,837 Operating income................ 10,827 25,366 17,143 10,319 48,187 58,506 Other expenses: Interest expense.................... 2,286 3,195 6,947 953 5,607 6,560 Interest expense-acquisition debt... - - - - 2,010 2,010 Costs related to acquisition debt... 192 - 577 - 2,024 2,024 ------ ------ ------ ------ ------ ------ Total other expenses............ 2,478 3,195 7,524 953 9,641 10,594 Income before extraordinary item 8,349 22,171 9,619 9,366 38,546 47,912 Extraordinary item - Loss on extinguishment of debt............... - - - - 2,147 2,147 ------ ------ ------ ------ ------ ------ Net income..................... $ 8,349 $ 22,171 $ 9,619 $ 9,366 $ 36,399 $ 45,765 ====== ====== ====== ====== ====== ======
See accompanying notes to the unaudited condensed financial statements 17 COSO POWER DEVELOPERS UNAUDITED CONDENSED STATEMENTS OF CASH FLOWS (Dollars in thousands)
Nine-Months Two-Months Seven-Months Nine-Months Ended Ended Ended Ended September 30, February 28, September 30, September 30, 2000 1999 1999 1999 (New Basis) (Old Basis) (New Basis) Net cash provided by operating activities................. $ 26,052 $ 12,016 $ 42,418 $ 54,434 Net cash provided by (used in) investing activities....... 37,714 (1,126) (19,724) (20,850) Net cash provided by (used in) financing activities....... (49,616) 1,766 1,910 3,676 ------ ------ ------ ------ Net change in cash and cash equivalents................... $ 14,150 $ 12,656 $ 24,604 $ 37,260 ====== ====== ====== ====== Supplemental cash flow disclosure: Cash paid for interest.............................. $ 4,706 $ --- $ 4,191 $ 4,191 ====== ====== ====== ======
See accompanying notes to the unaudited condensed financial statements 18 COSO POWER DEVELOPERS NOTES TO THE UNAUDITED CONDENSED FINANCIAL STATEMENTS (1) Organization and Operation Coso Power Developers (CPD), a general partnership, is engaged in the operation of a 80 MW power generation facility located at the Coso Hot Springs, China Lake California. CPD sells all electricity produced to Southern California Edison under a 24-year power purchase contract expiring in 2010. (2) Basis of Presentation The accompanying unaudited condensed financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information. Accordingly, certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules. Management believes that the disclosures are adequate to make the information presented not misleading when read in conjunction with the financial statements and the notes thereto in the audited financial statements for the year ended December 31, 1999. The financial information herein presented reflects all adjustments, consisting only of normal recurring adjustments, which are, in the opinion of management, necessary for a fair statement of the results for interim periods presented. The results for the interim periods are not necessarily indicative of results to be expected for the full year. CPD has experienced significant quarterly fluctuations in operating results and it expects that these fluctuations in energy revenues, expenses and net income will continue. (3) Acquisition On February 25, 1999, Caithness Acquisition Company, LLC (Caithness Acquisition), a wholly owned subsidiary of Caithness Energy LLC, purchased all of CalEnergy Company, Inc.'s (CalEnergy) interest in CPD for approximately $74.5 million. The acquisition was accounted for under the purchase method, and no goodwill was recorded. After Caithness Acquisition's purchase of CalEnergy's interest in CPD, a new basis of accounting was adopted and is referred to as "New Basis" as compared to the former cost basis which is referred to as "Old Basis" in the financial statements. The purchase price was allocated to the portion of the assets and liabilities purchased from CalEnergy based upon their fair values, with the amount of fair value of net assets in excess of the purchase price being allocated to long-lived assets on a pro-rata basis. In order to complete the purchase of CalEnergy's interest in CPD, Caithness Acquisition arranged for short-term debt financing of approximately $78.7 million. This short-term debt was repaid on May 28, 1999 from a portion of the proceeds from the offering of senior secured notes (see note 4). (4) Debt Financing On May 28, 1999 Caithness Coso Funding Corp. loaned approximately $153.5 million to CPD from a portion of the proceeds from the offering of senior secured notes. The loan consists of one note of $69.4 million with an interest rate of 6.80% and another note of $84.1 million with an interest rate of 9.05% with maturity dates of December 15, 2001 and December 15, 2009, respectively. All prior project loans of approximately $140.0 million were repaid from the proceeds of the financing and an extraordinary loss from the early extinguishment of this debt was incurred for approximately $2.1 million. The extraordinary loss was due to a premium and other costs incurred to pay the prior project loans before maturity. 19 ITEM 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Except for historical financial information contained herein, the matters discussed in this quarterly report may be considered forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and subject to the safe harbor created by the Securities Litigation Reform Act of 1995. Such statements include declarations regarding the intent, belief or current expectations of Caithness Coso Funding Corp. ("Funding Corp."), Coso Finance Partners (the "Navy I Partnership"), Coso Energy Developers the ("BLM Partnership"), and Coso Power Developers the ("Navy II Partnership"), and together with the Navy I Partnership and the (BLM Partnership "Coso" or the "Coso Partnerships") and their respective management. Any such forward-looking statements are not guarantees of future performance and involve a number of risks and uncertainties; actual results could differ materially from those indicated by such forward-looking statements. Among the important factors that could cause actual results to differ materially from those indicated by such forward-looking statements are: (i) that the information is of a preliminary nature and may be subject to further adjustment, (ii) risks related to the operation of power plants, (iii) the impact of avoided cost pricing particularly in the California energy market, (iv) general operating risks, (v) the dependence on third parties, (vi) changes in government regulation, (vii) the effects of competition, (viii) the dependence on senior management, (ix) fluctuations in quarterly results and (x) seasonality. General The Coso projects consist of three 80MW geothermal power plants, which are referred to as Navy I, BLM and Navy II, and their transmission lines, wells, gathering system and other related facilities. The Coso projects are located near one another at the United States Naval Air Weapons Center at China Lake, California. The Navy I Partnership owns Navy I and its related facilities. The BLM Partnership owns BLM and its related facilities. The Navy II Partnership owns Navy II and its related facilities. Affiliates of Caithness Corporation and MidAmerican Energy Holdings Company, formerly known as CalEnergy Company, Inc. ("CalEnergy"), formed the Coso Partnerships in the 1980s to develop, construct, own and operate the Coso projects. On February 25, 1999, Caithness Acquisition Company, LLC, purchased all of CalEnergy's interests in the Coso projects for $205.0 million in cash, $5.0 million in contingent payments, and the assumption of CalEnergy's and its affiliates' share of debt outstanding at the Coso projects which then totaled approximately $67.0 million. Each Coso partnership sells 100% of the electrical energy generated at its plant to Southern California Edison ("Edison") under a long-term Standard Offer No.4 power purchase agreement. Each partnership's power purchase agreement expires after the final maturity date of both the 6.8% Series B Senior Secured Notes and the 9.05% Series B Senior Secured Notes issued by Funding Corp. Each Coso Partnership receives the following payments under its power purchase agreement: * Capacity payments for being able to produce electricity at certain levels. Capacity payments are fixed throughout the life of each power purchase agreement; * Capacity bonus payments if the Coso Partnership is able to produce electricity above a specified higher level. The maximum annual capacity bonus payment available is also fixed throughout the life of each power purchase agreement; and * Energy payments, which are based on the amount of electricity the Coso Partnership's plant actually produces. 20 Energy payments are fixed for the first ten years of firm operation under each power purchase agreement. Firm operation was achieved for each Coso Partnership when Edison and that Coso Partnership agreed that each generating unit at such Coso Partnership's plant was a reliable source of generation and could reasonably be expected to operate continuously at its effective rating. After the first ten years of firm operation and until a Coso Partnership's power purchase agreement expires, Edison makes energy payments to the Coso Partnership based on Edison's "avoided cost of energy". Edison's avoided cost of energy is Edison's cost to generate electricity if Edison were to produce the energy itself or buy it from another power producer rather than buy it from the relevant Coso Partnership. The power purchase agreement for the Navy I Partnership will expire in August 2011, the power purchase agreement for the BLM Partnership will expire in March 2019, and the power purchase agreement for the Navy II Partnership will expire in January 2010. The fixed energy price period in the power purchase agreement expired in August 1997 for the Navy I Partnership, in March 1999 for the BLM Partnership and in January 2000 for the Navy II Partnership. For the three-months ended September 30, 2000, Edison's average avoided cost of energy paid to the Coso Partnerships was 6.2 cents per kWh, which is substantially below the fixed energy prices earned by the partnerships prior to the expiration of the fixed energy price periods of their respective power purchase agreements. It is not possible to predict the likely level of future avoided cost of energy prices. The Coso Partnerships have implemented a steam-sharing program, which they established under a Coso Geothermal Exchange Agreement they entered into in 1994. The purpose of the steam sharing program is to enhance the management of the Coso geothermal resource and to optimize the resource's overall benefits to the Coso Partnerships by transferring steam among the Coso projects. Under the steam-sharing program, the partnership receiving the steam transfer splits revenue earned from electricity generated with the transferred steam with the partnership that transferred the steam. The Coso Partnerships are required to make royalty payments to the Navy and the Bureau of Land Management. The Navy I Partnership pays a royalty for Unit I through reimbursement of electricity supplied to the Navy by Edison from electricity generated at the Navy I plant. The reimbursement is based on a pricing formula that is included in the Navy Contract. For Units 2 and 3, the Navy I Partnership's royalty expense paid to the Navy is a fixed percentage of electricity sales at 15% of revenue received by the Navy I Partnership through 2003 and will increase to 20% from 2004 through 2009. The BLM Partnership pays a 10% royalty to the Bureau of Land Management based on the value of steam produced. The Navy II Partnership pays a royalty to the Navy based on a fixed percentage of electricity sales to Edison. The royalty rate was 10% of electricity sales through 1999, and increased to 18% for 2000 through 2004 and will increase to 20% from 2005 through the end of the contract term. The Coso Partnerships also pay other royalties at various rates. Coso Funding Corp is a special purpose corporation and a wholly owned subsidiary of the Coso Partnerships. It was formed for the purpose of issuing the senior secured notes on behalf of the Coso Partnerships who have jointly, severally, and unconditionally guaranteed repayment of the senior secured notes. On May 28, 1999, Coso Funding Corp. issued $110.0 million of 6.80% senior secured notes due in 2001 and $303.0 million of 9.05% senior secured notes due in 2009. The proceeds from the notes were loaned to the Coso Partnerships and are payable to Coso Funding Corp from payments of principal and interest on the notes. Coso Funding Corp. does not conduct any other operations apart from issuing the notes. 21 Under the note agreement, the Coso Partnerships established accounts with a depositary and pledged those accounts as security for the benefit of the holders of the senior secured notes. All amounts deposited with the depositary are, at the direction of the Coso Partnerships, invested by the depositary in permitted investments. All revenues or other proceeds actually received are deposited in a revenue account and withdrawn upon receipt by the depositary of a certificate from the relevant partnership detailing the amounts to be paid from funds in its respective revenue account. Capacity Utilization For purposes of consistency in financial presentation, the plant capacity factor for each of the Coso Partnerships is based on a nominal capacity amount of 80MW (240MW in the aggregate). The Coso Partnerships have a gross operating capacity that allows for the production of electricity in excess of their nominal capacity amounts. Utilization of this operating capacity is based upon a number of factors and can be expected to vary throughout the year under normal operating conditions. The following data includes the operating capacity factor, capacity and electricity production (in kWh) for each Coso Partnership on a stand-alone basis:
Three-Months Ended Nine-Months Ended September 30, September 30, 2000 1999 2000 1999 ---- ---- ---- ---- Navy I Partnership (stand alone) Operating capacity factor 113.0% 112.4% 111.9% 92.6% Capacity (MW) (average) 90.39 89.94 89.49 74.10 kWh produced (000s) 199,573 198,375 588,479 485,503 BLM Partnership (stand alone) Operating capacity factor 111.7% 101.0% 108.8% 106.1% Capacity (MW) (average) 89.39 80.83 87.02 84.90 kWh produced (000s) 197,369 178,469 572,251 556,265 Navy II Partnership (stand alone) Operating capacity factor 112.3% 114.9% 110.8% 111.3% Capacity (MW) (average) 89.86 91.94 88.66 89.00 kWh produced (000s) 198,402 203,001 583,061 583,128
The Navy I Partnership's energy production was 199.6 million kWh and 588.5 million kWh for the three and nine-months ended September 30, 2000, respectively, as compared to 198.4 million kWh and 485.5 million kWh for the same periods in 1999, increases of 0.6% and 21.2%, respectively. The increase for the nine-months ended September 30, 2000, was attributable to the outage of one turbine generator unit during a portion of the comparable period in 1999. The BLM Partnership's energy production was 197.4 million kWh and 572.3 kWh for the three and nine-months ended September 30, 2000, respectively, as compared to 178.5 million kWh and 556.3 kWh for the same periods in 1999, increases of 10.6% and 2.9%, respectively. The increase for the three-months ended September 30, 2000, was attributable to a new well placed in production on the BLM lease, and the resumption of steam transfers which had been suspended during the same period in 1999 due to the Navy II Partnership's ability to receive higher fixed energy prices under its power purchase agreement. The changes in energy production for the Navy II Partnership were insignificant over the two periods. 22 Results of Operations for the three and nine-months ended September 30, 2000 and 1999 The following is a discussion of the results of operations of the Coso Partnerships for the three and nine-months ending September 30, 2000 and 1999 (dollar amounts in tables are in thousands, except per kWh data): Revenue
Three-Months Three-Months Nine-Months Nine-Months Ended Ended Ended Ended September 30, 2000 September 30, 1999 September 30, 2000 September 30, 1999 $ Cents/kWh $ Cents/kWh $ Cents/kWh $ Cents/kWh - --------- - --------- - --------- - --------- Total Operating Revenues Navy I Partnership 22,512 11.3 18,221 9.2 44,516 7.6 43,830 9.0 BLM Partnership 19,845 10.1 14,380 8.1 38,287 6.7 42,600 7.7 Navy II Partnership 19,647 9.9 34,230 16.9 40,374 6.9 86,927 14.9 Capacity & Capacity Bonus Revenues Navy I Partnership 8,190 4.1 8,174 4.1 13,011 2.2 12,117 2.5 BLM Partnership 8,017 4.1 8,002 4.5 12,728 2.2 12,713 2.3 Navy II Partnership 8,047 4.1 8,047 4.0 12,785 2.2 12,785 2.2 Energy Revenues Navy I Partnership 14,322 7.2 10,047 5.1 31,505 5.4 31,713 6.5 BLM Partnership 11,828 6.0 6,378 3.6 25,559 4.5 29,887 5.4 Navy II Partnership 11,600 5.8 26,183 12.9 27,589 4.7 74,142 12.7
Total operating revenues for the Navy I Partnership, which consist of capacity payments, capacity bonus payments and energy payments, were $22.5 million and $44.5 million for the three and nine-months ended September 30, 2000, respectively, as compared to $18.2 million and $43.8 million for the comparable periods in 1999, increases of 23.6% and 1.6%, respectively. The Navy I Partnership capacity and capacity bonus revenues were $8.2 million and $13.0 million for the three and nine-months ended September 30, 2000, respectively, as compared to $8.2 million and $12.1 million for the comparable periods in 1999, an increase of 7.4%, for the nine-months ended September 30, 2000. The Navy I Partnership's energy revenues were $14.3 million and $31.5 million for the three and nine-months ended September 30, 2000, respectively, as compared to $10.0 million and $31.7 million for the comparable periods in 1999, an increase of 43.0% and a decrease of 0.6%, respectively. The increases in operating and energy revenues for the three-month period ended September 30, 2000, as compared to the same period in 1999, were due to the increase in average avoided cost of energy from 3.4 cents per kWh to 6.2 cents per kWh. Capacity and capacity bonus revenues for the nine-months ended September 30, 2000, increased due to the outage of one of the Navy I units during most of the comparable period in 1999. This outage resulted in reduced bonus revenues in 1999. 23 Total operating revenues for the BLM Partnership were $19.8 million and $38.3 million for the three and nine-months ended September 30, 2000, respectively, as compared to $14.4 million and $42.6 million for the comparable periods in 1999, an increase of 37.5% and a decrease of 10.1%, respectively. The BLM Partnership's energy revenues were $11.8 million and $25.6 million for the three and nine-months ended September 30, 2000, respectively, as compared to $6.4 million and $29.9 million for the comparable periods in 1999, an increase of 84.4% and a decrease of 14.4%, respectively. The increases in both operating revenues and energy revenues for the three-month period ended September 30, 2000, as compared to the same period in 1999, were due to the increase in avoided cost of energy from 3.4 cents per kWh to 6.2 cents per kWh. The significant decreases in both operating revenues and energy revenues for the nine-month period ended September 30, 2000, as compared to the same period in 1999, were due to the expiration of the fixed energy price periodunder the BLM Partnership's power purchase agreement in March 1999, and the receipt of energy payments based on Edison's avoided cost of energy since that time. Until March 1999, the BLM Partnership received approximately 14.6 cents per kWh for energy delivered. Under the avoided cost of energy formula for the current year, the BLM Partnership has been receiving an average of approximately 4.6 cents per kWh for energy delivered. The decrease in revenues due to the reduction in energy price has been partially offset by a reduction in steam transfer payments to the Navy I Partnership of $3.8 million compared to the sameperiod in 1999. The steam transfer payments were reduced in conjunction with the BLM Partnership's expiration of the fixed energy price period in March 1999. Total operating revenues for the Navy II Partnership were $19.6 million and $40.4 million for the three and nine-months ended September 30, 2000, respectively, as compared to $34.2 million and $86.9 million for the comparable periods in 1999, decreases of 42.7% and 53.5%, respectively. The Navy II Partnership's energy revenues were $11.6 million and $27.6 million for the three and nine-months ended September 30, 2000, respectively, as compared to $26.2 million and $74.1 million for the same periods in 1999, decreases of 55.7% and 62.7%, respectively. These decreases in operating revenue and energy revenues for both the three and nine-months ended September 30, 2000, as compared to the same period in 1999, were due to the expiration in January 2000 of the fixed energy price period under the Navy II Partnership's power purchase agreement and the receipt of energy payments based on Edison's avoided cost of energy since that time. Until January 11, 2000, the Navy II Partnership received approximately 14.6 cents per kWh for energy delivered. Under the avoided cost of energy formula for the current year, the Navy II Partnership has been receiving an average of approximately 4.6 cents per kWh for energy delivered. Similar decreases are expected in the upcoming quarter as the Navy II Partnership experiences the full effect of the expiration of the fixed energy price period. The decrease in revenues due to the reduction in energy price has been partially offset by a reduction in steam transfer payments to the Navy I Partnership of $8.4 million compared to the same period in 1999. The steam transfer payments were reduced in conjunction with the Navy II Partnership's expiration of the fixed energy price period in January 2000. Interest and Other Income
Three-Months Three-Months Nine-Months Nine-Months Ended Ended Ended Ended September 30, 2000 September 30, 1999 September 30, 2000 September 30, 1999 $ Cents/kWh $ Cents/kWh $ Cents/kWh $ Cents/kWh - --------- - --------- - --------- - --------- Navy I Partnership 417 .2 427 .2 1,199 .2 2,325 .5 BLM Partnership 466 .2 294 .2 6,147 1.1 744 .1 Navy II Partnership 560 .3 533 .3 1,962 .3 1,416 .2
The Navy I Partnership's interest and other income was $417,000 and $1.2 million for the three and nine-months ended September 30, 2000, respectively as compared to $427,000 and $2.3 million for the comparable periods in 1999, decreases of 2.3% and 47.8%, respectively. The decrease for the nine-months ended September 30, 2000, as compared to the same period in 1999, was due to a $1.6 million insurance recovery recorded during the first quarter of 1999 in connection with the shut-down of one of the Navy I Partnership's turbine generator units. The Navy I Partnership has recovered $500,000 with respect to the claim and has reserved the remaining $1.1 million pending resolution of the insurance claim. The BLM Partnership's interest and other income was $466,000 and $6.1 million for the three and nine-months ended September 30, 2000, respectively, as compared to $294,000 and $744,000 for the comparable periods in 1999, increases of $172,000 and $5.4 million, respectively. The increase for the three-months ended September 30, 2000, is attributable to a higher average interest rate on larger average cash balances, due to the increase in revenues, as compared to the same period in 1999. The increase for the nine-months ended September 30, 2000, as compared to the same period in 1999, was primarily due to a legal settlement of $5 million with Dow Chemical Company paid to the BLM Partnership in January 2000. The Navy II Partnership's interest and other income was $560,000 and $2.0 million for the three and nine-months period ending September 30, 2000, respectively, as compared to $533,000 and $1.4 million for the comparable periods in 1999, increases of 5.1% and 42.9%, respectively. The increases for both the three and nine-month periods ended September 30, 2000, as compared to the same periods in 1999, resulted from a higher average interest rate on larger average cash balances during those periods. 24 Plant Operations
Three-Months Three-Months Nine-Months Nine-Months Ended Ended Ended Ended September 30, 2000 September 30, 1999 September 30, 2000 September 30, 1999 $ Cents/kWh $ Cents/kWh $ Cents/kWh $ Cents/kWh - --------- - --------- - --------- - --------- Navy I Partnership 2,167 1.1 2,963 1.5 6,513 1.1 10,002 2.1 BLM Partnership 2,605 1.3 3,867 2.2 8,022 1.4 13,422 2.4 Navy II Partnership 2,230 1.1 2,494 1.2 6,876 1.2 10,099 1.7
The Navy I Partnership's operating expenses, including operating and general and administrative expenses, were $2.2 million and $6.5 million for the three and nine-months ended September 30, 2000, respectively, as compared to $3.0 million and $10.0 million for the comparable periods in 1999, decreases of 26.7% and 35.0%, respectively. The BLM Partnership's operating expenses, including operating and general and administrative expenses, were $2.6 million and $8.0 million for the three and nine-months ended September 30, 2000, respectively, as compared to $3.9 million and $13.4 million for the comparable periods in 1999, decreases of 33.3% and 40.3%, respectively. The Navy II Partnership's operating expenses, including operating and general and administrative expenses, were $2.2 million and $6.9 million for the three and nine-months ended September 30, 2000, respectively, as compared to $2.5 million and $10.1 million for the same periods in 1999, decreases of 12% and 31.7%, respectively. The decreases for each of the Coso Partnerships for the three and nine-months ended September 30, 2000, as compared to the same periods in 1999, were primarily due to reductions in legal expenses as a result of a settlement agreement with Edison that is subject to California Public Utility Commission approval, and reductions in operator and management committee fees due to the replacement of the Coso project's prior operator and managing partner. Operating costs (with the exception of property taxes) were also reduced, as compared to the same periods in 1999 through the implementation of management's ongoing plan to reduce head count and other operating costs. The Coso Partnerships experienced a significant increase in property taxes in 1999 as a result of the purchase of CalEnergy's interests in the projects. This increase led to a dispute with the county of Inyo over the assessed value, causing each partnership to file an appeal, which is pending. Royalty Expenses
Three-Months Three-Months Nine-Months Nine-Months Ended Ended Ended Ended September 30, 2000 September 30, 1999 September 30, 2000 September 30, 1999 $ Cents/kWh $ Cents/kWh $ Cents/kWh $ Cents/kWh - --------- - --------- - --------- - --------- Navy I Partnership 4,484 2.2 3,899 2.0 7,689 1.3 7,471 1.5 BLM Partnership 1,813 .9 911 .5 2,391 .4 3,182 .6 Navy II Partnership 3,267 1.6 3,238 1.6 7,028 1.2 8,980 1.5
The Navy I Partnership's royalty expenses were $4.5 million and $7.7 million for the three and nine-months ended September 30, 2000, respectively, as compared to $3.9 million and $7.5 million for the comparable periods in 1999, increases of 15.4% and 2.7%, respectively. The increase for the three-month ended September 30, 2000 was due to the increase in energy revenues, as compared to the same period in 1999. The BLM Partnership's royalty expenses were $1.8 million and $2.4 million for the three and nine-months ended September 30, 2000, respectively, as compared to $911,000 and $3.2 million for the comparable periods in 1999, an increase of 97.6% and a decrease of 25.0%, respectively. The increase in royalty expenses for the three-month period ended September 30, 2000 as compared to the same period in 1999, was due to increased revenues over the same period in 1999. The decrease for the nine-months ended September 30, 2000, as compared to the same period in 1999, was due to a reduction in the BLM Partnership's revenue caused by the expiration of the fixed energy price period under the BLM Partnership's power purchase agreement in March 1999 and the receipt of energy payments under Edison's avoided cost of energy since that time. The Navy II Partnership's royalty expenses were $3.3 million and $7.0 million for the three and nine-months ended September 30, 2000, respectively, as compared to $3.2 million and $9.0 million for the same periods in 1999, an increase of 3.1% and a decrease of 22.2%, respectively. The decrease in royalty expenses for the nine-month period ended September 30, 2000, was due to a reduction in the steam transfer payments effectively decreasing the royalties which were partially offset by an increase in the royalty rate during that period. 25 Depreciation and Amortization
Three-Months Three-Months Nine-Months Nine-Months Ended Ended Ended Ended September 30, 2000 September 30, 1999 September 30, 2000 September 30, 1999 $ Cents/kWh $ Cents/kWh $ Cents/kWh $ Cents/kWh - --------- - --------- - --------- - --------- Navy I Partnership 2,497 1.3 2,453 1.2 7,085 1.2 7,231 1.5 BLM Partnership 4,013 2.0 3,766 2.1 11,427 2.0 11,403 2.0 Navy II Partnership 3,883 2.0 3,665 1.8 11,289 1.9 10,758 1.8
The BLM Partnership's depreciation and amortization expense was $4.0 million and $11.4 million for the three and nine-months ended September 30, 2000, respectively, as compared to $3.8 million and $11.4 million for the comparable periods in 1999, an increase of 5.3%, for the three-months ended September 30, 2000. The Navy II Partnership's depreciation and amortization expense was $3.9 million and $11.3 million for the three and nine-months ended September 30, 2000, respectively, as compared to $3.7 million and $10.8 million for the same periods in 1999, increases of 5.4%, and 4.6%, respectively. The increases for the BLM and Navy II Partnerships for the three-months ended September 30, 2000, were primarily due to increases in capital improvements during that period. Interest Expense
Three-Months Three-Months Nine-Months Nine-Months Ended Ended Ended Ended September 30, 2000 September 30, 1999 September 30, 2000 September 30, 1999 $ Cents/kWh $ Cents/kWh $ Cents/kWh $ Cents/kWh - --------- - --------- - --------- - --------- Navy I Partnership 3,094 1.6 3,210 1.6 9,387 1.6 5,878 1.2 BLM Partnership 2,287 1.2 2,313 1.3 6,870 1.2 4,882 .9 Navy II Partnership 2,286 1.2 3,195 1.6 6,947 1.2 6,560 1.1
26 The Navy I Partnership's interest expense was $3.1 million and $9.4 million for the three and nine-months ended September 30, 2000, respectively, as compared to $3.2 million and $5.9 million for the comparable periods in 1999, a decrease of 3.1% and an increase of 59.3%, respectively. The BLM Partnership's interest expense was $2.3 million and $6.9 million for the three and nine-months ended September 30, 2000, respectively, as compared to $2.3 million and $4.9 million for the comparable periods in 1999, an increase of 40.8%, for the nine-months ended September 30, 2000. The increases for the Navy I and BLM Partnerships for the nine-month period ended September 30, 2000 were due to the allocation of outstanding debt balances resulting from the $413 million senior secured financing which closed on May 28, 1999. The Navy II Partnership's interest expense was $2.3 million and $6.9 million for the three and nine-months ended September 30, 2000, respectively, as compared to $3.2 million and $6.6 million for the comparable periods in 1999, a decrease of 28.1% and an increase of 4.5%, respectively. The decrease for the three-months ended September 30, 2000 was due to the reduction in the project loan from Funding Corp. Interest Expense - Acquisition Debt The Navy I, BLM and Navy II Partnerships incurred interest expense - acquisition debt of $2.0 million, $1.4 million, and $2.0 million, respectively, for the nine-months ended September 30, 1999. This interest expense related to acquisition debt in the amount of $211.5 million incurred on February 25, 1999 to acquire CalEnergy's interest in the Coso Partnerships. This acquisition debt was repaid with the proceeds of the $413.0 million senior secured notes issued on May 28, 1999. Costs Related to Acquisition Debt The Navy I, BLM and Navy II Partnerships incurred other expenses of $2.0 million, $1.5 million and $2.0 million, respectively, for the nine-months ended September 30, 1999. These other expenses, which consist primarily of lending, legal and other fees, related to the acquisition debt in the amount of $211.5 million incurred on February 25, 1999 to acquire CalEnergy's interest in the Coso Partnerships. This acquisition debt was repaid with the proceeds of the $413.0 million senior secured notes issued on May 28, 1999. Loss on early extinguishment of debt The Navy I, BLM and Navy II Partnerships recorded a loss on the early extinguishment of their previous debt in the amounts of $2.4 million, $1.8 million and $2.1 million, respectively, for the nine-months ended September 30, 1999. This loss was due to premium and other costs incurred to repay the existing project debt of the Coso Partnerships before its scheduled maturity date. These costs included tender premiums paid to the holders of the previous debt and the write off of the remaining balance of deferred financing costs related to the issuance of the previous debt. The previous debt was repaid with the proceeds of the $413.0 million senior secured notes issued on May 28, 1999. Liquidity and Capital Resources Each of the Coso Partnerships derive substantially all of their cash flows from Edison under their power purchase agreements and from interest income earned on funds on deposit. The Coso Partnerships have used their cash primarily for capital expenditures for power plant improvements, resource and development costs, distributions to partners and payments with respect to the project debt. 27 The following table sets forth a summary of each Coso Partnership's cash flows for the nine-months ended September 30, 2000 and September 30, 1999.
Nine-Months Nine-Months Ended Ended September 30, 2000 September 30, 1999 Navy I Partnership (stand alone) Net cash provided by operating activities $ 14,752 $ 13,472 Net cash provided by (used in) investing activities 614 (22,243) Net cash provided by (used in) financing activities (10,048) 19,362 ------ ------ Net change in cash and cash equivalents $ 5,318 $ 10,591 ====== ====== BLM Partnership (stand alone) Net cash provided by operating activities $ 19,739 $ 27,496 Net cash provided by (used in) investing activities 1,895 (20,448) Net cash provided by (used in) financing activities (5,182) 4,117 ------ ------ Net change in cash and cash equivalents $ 16,452 $ 11,165 ====== ====== Navy II Partnership (stand alone) Net cash provided by operating activities $ 26,052 $ 54,434 Net cash provided by (used in) investing activities 37,714 (20,850) Net cash provided by (used in) financing activities (49,616) 3,676 ------ ------ Net change in cash and cash equivalents $ 14,150 $ 37,260 ====== ======
The Navy I Partnership's cash flows from operating activities increased by $1.3 million for the nine-months ended September 30, 2000, as compared to September 30, 1999, primarily due to an increase in net income and financing costs associated with the short term debt obtained to complete the purchase of CalEnergy's interest in the Navy I Partnership during the nine-month period ended September 30, 1999, partially offset by an increase in trade payables. Cash used in investing activities at the Navy I Partnership decreased by $22.9 million for the nine-months ended September 30, 2000, as compared to September 30, 1999, primarily due to the use of restricted cash for repayment of the project loan during 1999. The Navy I Partnership's cash flows from financing activities decreased by $29.4 million for the nine-months ended September 30, 2000, as compared to September 30 1999, primarily due to repayment of the project loan during the nine-month period ended September 30, 2000, offset by an increase in the project loan from Funding Corp., and decreased by distributions made to partners during the nine-month period ended September 30, 1999. The BLM Partnership's cash flows from operating activities decreased by $7.8 million for the nine-months ended September 30, 2000, as compared to September 30, 1999, primarily due to the increase in trade receivables offset by increased net income resulting from the increase in average avoided cost of energy from 3.4 cents per kWh to 6.2 cents per kWh during the ninth-month period ended September 30, 2000. Cash used in investing activities at the BLM Partnership decreased by $22.3 million for the nine-months ended September 30, 2000, as compared to September 30, 1999, primarily due to the use of restricted cash for repayment of the project loan during 1999 and the reduction of capital expenditures during the nine-months ended September 30, 2000. 28 The BLM Partnership's cash flows from financing activities decreased by $9.3 million for the nine-months ended September 30, 2000, as compared to September 30, 1999, primarily due to repayment of the project loan during the nine-month period ended September 30, 2000, offset by an increase in the project loan from Funding Corp., and decreased by distributions made to partners during the nine-month period ended September 30, 1999. The Navy II Partnership's cash flows from operating activities decreased by $28.4 million for the nine-months ended September 30, 2000, as compared to September 30, 1999, primarily due to the reduction of net income caused by the expiration, in early January 2000, of the fixed energy price period under the Navy II Partnership's power purchase agreement and the receipt of energy payments based on Edison's avoided cost of energy since that time. The reduction was partially offset by an increase in trade receivables for the nine-months ended September 30, 2000. Cash used in investing activities at the Navy II Partnership's decreased by $58.6 million for the nine-months ended September 30, 2000, as compared to September 30, 1999, primarily due to the use of restricted cash for repayment of the project loan during 1999. The Navy II Partnership's cash flows from financing activities decreased by $53.3 million for the nine-months ended September 30, 2000, as compared to September 30, 1999, primarily due to repayment of the project loan during the nine-month period ended September 30, 2000, offset by an increase in the project loan from Funding Corp., and decreased by distributions made to partners during the nine-month period ended September 30, 1999. New Accounting Pronouncements In June 1998, the Financial Accounting Standards Board issued Financial Accounting Standards No. (FAS) 133, "Accounting for Derivative Instruments and Hedging Activities." The statement establishes accounting and reporting standards requiring that every derivative instrument (including certain derivative instruments embedded in other contracts) be recorded in the balance sheet as either an asset or liability measured at its fair value. The statement requires that changes in the derivative's fair value be recognized currently in earnings unless specific hedge accounting criteria are met. The Coso Partnerships are currently assessing the effect, if any, on their financial statements of implementing FAS 133. The Coso Partnerships will be required to adopt FAS 133 beginning in 2001. 29 PART II. OTHER INFORMATION ITEM 1. Legal Proceedings General The Coso Partnerships are currently parties to various minor items of litigation, none of which, if determined adversely, would be material to the financial condition and results of operations of the Coso Partnerships, either individually or taken as a whole. ITEM 2. Change in Securities and Use of Proceeds None. ITEM 3. Defaults Upon Senior Securities None. ITEM 4. Submission of Matters to a Vote of Security Holders None. ITEM 5. Other information Supplemental Condensed Combined Financial Information for Coso Partnerships The following information presents unaudited condensed combined financial statements of the Coso Partnerships. These financial statements represent a compilation of the financial statements of Caithness Coso Funding Corp., Coso Finance Partners, Coso Energy Developers and Coso Power Developers for the periods indicated. This supplemental financial information is not required by GAAP and has been provided to facilitate a more comprehensive understanding of the financial position, operating results and cash flows of the Coso Partnerships as a whole, which jointly and severally guarantee the repayment of Funding Corp.'s senior notes. The unaudited condensed combined financial statements should be read in conjunction with each individual partnerships financial statements and their accompanying notes. The financial information herein presented reflects all adjustments, consisting only of normal recurring adjustments, which are, in the opinion of management, necessary for a fair statement of the results for interim periods presented. The results for the interim periods are not necessarily indictive of results to be expected for the full year. 30 COSO PARTNERSHIPS UNAUDITED CONDENSED COMBINED BALANCE SHEETS (Dollars in thousands)
September 30, December 31, 2000 1999 Assets: Cash..................................................................... $ 56,184 $ 20,264 Restricted cash and investments.......................................... 43,505 89,145 Accounts receivable...................................................... 42,638 31,789 Prepaid expenses and other assets........................................ 4,035 100 Amounts due from related parties......................................... 13,363 8,809 Property, plant and equipment, net....................................... 446,386 467,051 Power purchase agreement, net............................................ 58,618 62,346 Investments.............................................................. 14,188 14,179 Deferred financing costs, net............................................ 8,967 10,171 ------- ------- $ 687,884 $ 703,854 ======= ======= Liabilities and Partners' Capital: Accounts payable and accrued liabilities................................. $ 44,668 $ 36,472 Amounts due to related parties........................................... 22,263 21,339 Project loan............................................................. 348,154 413,000 ------- ------- 415,085 470,811 Partners' capital........................................................... 272,779 233,043 ------- ------- $ 687,884 $ 703,854 ======= =======
See accompanying notes to the unaudited condensed combined financial statements 31 COSO PARTNERSHIPS UNAUDITED CONDENSED COMBINED STATEMENTS OF OPERATIONS (Dollars in thousands)
Three-Months Three-Months Nine-Months Two-Months Seven-Months Nine-Months Ended Ended Ended Ended Ended Ended September 30, September 30, September 30, February 28, September 30, September 30, 2000 1999 2000 1999 1999 1999 (New Basis) (New Basis) (New Basis) (Old Basis) (New Basis) Revenue: Energy revenues................... $ 37,750 $ 42,608 $ 84,653 $ 41,501 $ 94,241 $ 135,742 Capacity.......................... 24,254 24,223 38,524 2,113 35,502 37,615 Interest and other income......... 1,443 1,254 9,308 1,052 3,433 4,485 ------ ------ ------- ------ ------ ------- Total revenue.............. 63,447 68,085 132,485 44,666 133,176 177,842 Operating expenses: Plant operating expenses.......... 7,002 9,324 21,411 10,359 23,164 33,523 Royalty expense................... 9,564 8,048 17,108 4,385 15,248 19,633 Depreciation and amortization..... 10,393 9,884 29,801 6,493 22,899 29,392 ------ ------ ------ ------ ------ ------ Total operating expenses.......... 26,959 27,256 68,320 21,237 61,311 82,548 Operating income........... 36,488 40,829 64,165 23,429 71,865 95,294 Other expenses: Interest expense................. 7,667 8,718 23,204 2,232 15,088 17,320 Interest expense-acquisition debt - - - - 5,387 5,387 Costs related to acquisition debt 402 - 1,205 - 5,504 5,504 ------ ------ ------ ------ ------ ------ Total other expenses...... 8,069 8,718 7,524 2,232 25,979 28,211 Income before extraordinary item..... 28,419 32,111 39,756 21,197 45,886 67,083 Extraordinary item - Loss on Extinguishment of debt............ - - - - 6,344 6,344 ------ ------ ------ ------ ------ ------ Net income................ $ 28,419 $ 32,111 $ 39,756 $ 21,197 $ 39,542 $ 60,739 ====== ====== ====== ====== ====== ======
See accompanying notes to the unaudited condensed combined financial statements 32 COSO PARTNERSHIPS UNAUDITED CONDENSED COMBINED STATEMENTS OF CASH FLOWS (Dollars in thousands)
Nine-Months Two-Months Seven-Months Nine-Months Ended Ended Ended Ended September 30, February 28, September 30, September 30, 2000 1999 1999 1999 (New Basis) (Old Basis) (New Basis) Net cash provided by operating activities................ $ 60,543 $ 28,975 $ 66,427 $ 95,402 Net cash provided by (used in) investing activities...... 40,223 (1,544) (61,997) (63,541) Net cash provided by (used in) financing activities...... (64,846) 265 26,890 27,155 ------ ------ ------ ------ Net change in cash and cash equivalents.................. $ 35,920 $ 27,696 $ 31,320 $ 59,016 ====== ====== ====== ====== Supplemental cash flow disclosure: Cash paid for interest........................... $ 15,660 $ --- $ 10,396 $ 10,396 ====== ====== ====== ======
See accompanying notes to the unaudited condensed combined financial statements 33 COSO PARTNERSHIPS NOTES TO THE UNAUDITED CONDENSED COMBINED FINANCIAL STATEMENTS (1) Basis of Presentation The accompanying unaudited condensed combined financial statements were derived from the stand-alone financial statements of Caithness Coso Funding Corp., Coso Finance Partners, Coso Energy Developers and Coso Power Developers. All intercompany accounts and transactions were eliminated. This financial information has been provided to facilitate a more comprehensive understanding of the financial position, operating results and cash flows of the Coso Partnerships as a whole. The unaudited condensed combined financial statements should be read in conjunction with each individual partnership's financial statements. (2) Acquisition On February 25, 1999, Caithness Acquisition Company, LLC (Caithness Acquisition), a wholly owned subsidiary of Caithness Energy LLC, purchased all of CalEnergy Company Inc.'s (CalEnergy) interest in the Coso Partnerships for approximately $205.5 million. The acquisition was accounted for under the purchase method, and no goodwill was recorded. After Caithness Acquisition's purchase of CalEnergy's interest in the Coso Partnerships, a new basis of accounting was adopted and is referred to as "New Basis" as compared to the former cost basis which is referred to as "Old Basis" in the financial statements. The purchase price was allocated to the portion of the assets and liabilities purchased from CalEnergy based upon their fair values, with the amount of fair value of net assets in excess of the purchase price being allocated to long-lived assets on a pro-rata basis. In order to complete the purchase of CalEnergy's interest in Coso Partnerships, Caithness Acquisition arranged for short-term debt financing of approximately $211.5 million. This short-term debt was repaid on May 28, 1999 from a portion of the proceeds from the offering of senior secured notes (see note 3). (3) Debt Financing On May 28, 1999 Caithness Coso Funding Corp. loaned approximately $413.0 million to Coso Partnerships from a portion of the proceeds from the offering of senior secured notes. The loan consists of one note of $110.0 million with an interest rate of 6.80% and another of $303.0 million with an interest rate of 9.05% with maturity dates of December 15, 2001 and December 15, 2009, respectively. All prior project loans of approximately $351.4 million were repaid from the proceeds of the financing and an extraordinary loss from the early extinguishment of this debt was incurred for approximately $6.3 million. The extraordinary loss was due to a premium and other costs incurred to pay the prior project loans before maturity. 34 ITEM 6. Exhibits and Reports on Form 8-K (a) Exhibits 27.1 Financial Data Schedule--Form SX--Caithness Coso Funding Corp. 27.2 Financial Data Schedule--Form SX--Coso Finance Partners 27.3 Financial Data Schedule--Form SX--Coso Energy Developers 27.4 Financial Data Schedule--Form SX--Coso Power Developers (b) Reports on Form 8-K None 35 EXHIBIT 27.1 Form S-X Commercial and Industrial Companies Financial Data Schedule Worksheet for: CAITHNESS COSO FUNDING CORP --------------------------- Review the following list of tags for Article 5 and fill in the correct data in the column(s) provided. Generally, only one column of information will be required, however, two columns are provided if required in the Financial Data Schedule. Unless otherwise noted, all tags are required. A response is required for each item within the schedule. Use the value "0" (zero) if information is immaterial, inapplicable or unknown. Decimals may not be used to state financial data except as indicated. Values not provided will be entered as "0" (zero). Missing dates will be entered as "TO COME". Please be sure to verify all information in the EDGARized exhibit. To include a footnote, place a number in parentheses next to the value and provide the text of each corresponding footnote at the end of the worksheet form. Do you wish to include a LEGEND? This schedule contains summary financial Yes X No information extracted from *___________ --- --- and is qualified in its entirety by reference to such financial statements. *Identify the financial statement(s) to be referenced in the legend: RESTATED Are your financials being "restated" (NO VALUE REQUIRED) from a previously filed period? Yes X No --- --- CIK Use this section only for coregistrant Does this data apply to a coregistrant filings. Yes No --- --- COREGISTRANT CIK: NAME Use this section only for coregistrant Does this data apply to a coregistrant filings. Yes No --- --- COREGISTRANT NAME: MULTIPLIER X 1,000 1,000,000,000 Do the financials require a multiplier --- --- other than 1 (one)? 1,000,000 1,000,000,000,000 X Yes No --- --- --- --- CURRENCY CURRENCY OF FINANCIAL DATA: Is the currency used other than US Dollars? Use in conjunction with EXCHANGE RATE tag. Yes X No --- --- PERIOD TYPE - MOS X 9 - MOS -- ---- --- ---- X YEAR YEAR --- --- (For annual report filings) OTHER OTHER --- --- FISCAL YEAR END (example: DEC-31-1997) DEC-31-1999 DEC-31-2000 ----------- ----------- mmm-dd-yyyy mmm-dd-yyyy PERIOD START (example: JAN-01-1997) JAN-01-1999 JAN-01-2000 ----------- ----------- mmm-dd-yyyy mmm-dd-yyyy PERIOD END (example: SEP-30-1997) DEC-31-1999 SEP-30-2000 ----------- ----------- mmm-dd-yyyy mmm-dd-yyyy EXCHANGE RATE EXCHANGE RATE: EXCHANGE RATE: Is the exchange rate other than 1 (one)? (Value may contain up to 5 decimal places) Use in conjunction with CURRENCY tag. Yes X No --- ---
PERIOD TYPE: Year PERIOD TYPE: 9-M0S ---- ------ CASH 0 0 SECURITIES 0 0 RECEIVABLES 414,392 357,094 ALLOWANCES 0 0 INVENTORY 0 0 CURRENT ASSETS 1,392 8,940 PP&E 0 0 DEPRECIATION 0 0 TOTAL ASSETS 414,392 357,094 CURRENT LIABILITIES 1,392 8,940 BONDS 413,000 348,154 PREFERRED MANDATORY 0 0 PREFERRED 0 0 COMMON 0 0 OTHER SE 0 0 TOTAL LIABILITY AND EQUITY 414,392 357,094 SALES 0 0 TOTAL REVENUES 20,491 24,600 CGS 0 0 TOTAL COSTS 0 0 OTHER EXPENSES 0 0 LOSS PROVISION 0 0 INTEREST EXPENSE 20,491 24,600 INCOME PRETAX 0 0 INCOME TAX 0 0 INCOME CONTINUING 0 0 DISCONTINUED 0 0 EXTRAORDINARY 0 0 CHANGES 0 0 NET INCOME 0 0 EPS BASIC 0 0 (Value may contain up to 3 decimal places) EPS DILUTED 0 0 (Value may contain up to 3 decimal places) Footnote Text: (Note: Each footnote cannot exceed 256 characters, including spaces)
EXHIBIT 27.2 Form S-X Commercial and Industrial Companies Financial Data Schedule Worksheet for: COSO FINANCE PARTNERS ---------------------- Review the following list of tags for Article 5 and fill in the correct data in the column(s) provided. Generally, only one column of information will be required, however, two columns are provided if required in the Financial Data Schedule. Unless otherwise noted, all tags are required. A response is required for each item within the schedule. Use the value "0" (zero) if information is immaterial, inapplicable or unknown. Decimals may not be used to state financial data except as indicated. Values not provided will be entered as "0" (zero). Missing dates will be entered as "TO COME". Please be sure to verify all information in the EDGARized exhibit. To include a footnote, place a number in parentheses next to the value and provide the text of each corresponding footnote at the end of the worksheet form. Do you wish to include a LEGEND? This schedule contains summary financial Yes X No information extracted from *___________ --- --- and is qualified in its entirety by reference to such financial statements. *Identify the financial statement(s) to be referenced in the legend: RESTATED Are your financials being "restated" (NO VALUE REQUIRED) from a previously filed period? Yes X No --- --- CIK Use this section only for coregistrant Does this data apply to a coregistrant filings. Yes No --- --- COREGISTRANT CIK: NAME Use this section only for coregistrant Does this data apply to a coregistrant filings. Yes No --- --- COREGISTRANT NAME: MULTIPLIER X 1,000 1,000,000,000 Do the financials require a multiplier --- --- other than 1 (one)? 1,000,000 1,000,000,000,000 X Yes No --- --- --- --- CURRENCY CURRENCY OF FINANCIAL DATA: Is the currency used other than US Dollars? Use in conjunction with EXCHANGE RATE tag. Yes X No --- --- PERIOD TYPE - MOS X 9 - MOS -- ---- --- ---- X YEAR YEAR --- --- (For annual report filings) OTHER OTHER --- --- FISCAL YEAR END (example: DEC-31-1997) DEC-31-1999 DEC-31-2000 ----------- ----------- mmm-dd-yyyy mmm-dd-yyyy PERIOD START (example: JAN-01-1997) JAN-01-1999 JAN-01-2000 ----------- ----------- mmm-dd-yyyy mmm-dd-yyyy PERIOD END (example: SEP-30-1997) DEC-31-1999 SEP-30-2000 ----------- ----------- mmm-dd-yyyy mmm-dd-yyyy EXCHANGE RATE EXCHANGE RATE: EXCHANGE RATE: Is the exchange rate other than 1 (one)? (Value may contain up to 5 decimal places) Use in conjunction with CURRENCY tag. Yes X No --- ---
PERIOD TYPE: Year PERIOD TYPE: 9- MOS ---- ------ CASH 7,821 13,139 SECURITIES 25,001 21,460 RECEIVABLES 9,662 18,559 ALLOWANCE 0 0 INVENTORY 0 0 CURRENT ASSETS 17,483 32,887 PP&E 225,157 227,963 DEPRECIATION 71,278 77,435 TOTAL ASSETS 217,712 225,028 CURRENT LIABILITIES 16,800 19,513 BONDS 151,550 141,502 PREFERRED MANDATORY 0 0 PREFERRED 0 0 COMMON 0 0 OTHER SE 0 0 TOTAL LIABILITY AND EQUITY 217,712 225,028 SALES 55,666 44,516 TOTAL REVENUES 57,442 45,715 CGS 0 0 TOTAL COSTS 0 0 OTHER EXPENSES 31,671 21,287 LOSS PROVISION 0 0 INTEREST EXPENSE 13,575 9,777 INCOME PRETAX 0 0 INCOME TAX 0 0 INCOME CONTINUING 0 0 DISCONTINUED 0 0 EXTRAORDINARY 2,375 0 CHANGES 0 0 NET INCOME 9,821 14,651 EPS BASIC 0 0 (Value may contain up to 3 decimal places) EPS DILUTED 0 0 (Value may contain up to 3 decimal places) Footnote Text: (Note: Each footnote cannot exceed 256 characters, including spaces)
EXHIBIT 27.3 Form S-X Commercial and Industrial Companies Financial Data Schedule Worksheet for: COSO ENERGY DEVELOPERS ----------------------- Review the following list of tags for Article 5 and fill in the correct data in the column(s) provided. Generally, only one column of information will be required, however, two columns are provided if required in the Financial Data Schedule. Unless otherwise noted, all tags are required. A response is required for each item within the schedule. Use the value "0" (zero) if information is immaterial, inapplicable or unknown. Decimals may not be used to state financial data except as indicated. Values not provided will be entered as "0" (zero). Missing dates will be entered as "TO COME". Please be sure to verify all information in the EDGARized exhibit. To include a footnote, place a number in parentheses next to the value and provide the text of each corresponding footnote at the end of the worksheet form. Do you wish to include a LEGEND? This schedule contains summary financial Yes X No information extracted from *___________ --- --- and is qualified in its entirety by reference to such financial statements. *Identify the financial statement(s) to be referenced in the legend: RESTATED Are your financials being "restated" (NO VALUE REQUIRED) from a previously filed period? Yes X No --- --- CIK Use this section only for coregistrant Does this data apply to a coregistrant filings. Yes No --- --- COREGISTRANT CIK: NAME Use this section only for coregistrant Does this data apply to a coregistrant filings. Yes No --- --- COREGISTRANT NAME: MULTIPLIER X 1,000 1,000,000,000 Do the financials require a multiplier --- --- other than 1 (one)? 1,000,000 1,000,000,000,000 X Yes No --- --- --- --- CURRENCY CURRENCY OF FINANCIAL DATA: Is the currency used other than US Dollars? Use in conjunction with EXCHANGE RATE tag. Yes X No --- --- PERIOD TYPE - MOS X 9 - MOS -- ---- --- ---- X YEAR YEAR --- --- (For annual report filings) OTHER OTHER --- --- FISCAL YEAR END (example: DEC-31-1997) DEC-31-1999 DEC-31-2000 ----------- ----------- mmm-dd-yyyy mmm-dd-yyyy PERIOD START (example: JAN-01-1997) JAN-01-1999 JAN-01-2000 ----------- ----------- mmm-dd-yyyy mmm-dd-yyyy PERIOD END (example: SEP-30-1997) DEC-31-1999 SEP-30-2000 ----------- ----------- mmm-dd-yyyy mmm-dd-yyyy EXCHANGE RATE EXCHANGE RATE: EXCHANGE RATE: Is the exchange rate other than 1 (one)? (Value may contain up to 5 decimal places) Use in conjunction with CURRENCY tag. Yes X No --- ---
PERIOD TYPE: Year PERIOD TYPE 9- MOS ---- ------ CASH 6,423 22,875 SECURITIES 9,806 6,564 RECEIVABLES 6,856 15,612 ALLOWANCE 0 0 INVENTORY 0 0 CURRENT ASSETS 13,379 40,082 PP&E 237,183 237,818 DEPRECIATION 71,533 81,439 TOTAL ASSETS 216,391 229,534 CURRENT LIABILITIES 29,141 31,980 BONDS 107,900 102,718 PREFERRED MANDATORY 0 0 PREFERRED 0 0 COMMON 0 0 OTHER SE 0 0 TOTAL LIABILITY AND EQUITY 216,391 229,534 SALES 49,877 38,287 TOTAL REVENUES 50,943 44,434 CGS 0 0 TOTAL COSTS 0 0 OTHER EXPENSES 38,534 21,840 LOSS PROVISION 0 0 INTEREST EXPENSE 10,235 7,108 INCOME PRETAX 0 0 INCOME TAX 0 0 INCOME CONTINUING 0 0 DISCONTINUED 0 0 EXTRAORDINARY 1,822 0 CHANGES 0 0 NET INCOME 352 15,486 EPS BASIC 0 0 (Value may contain up to 3 decimal places) EPS DILUTED 0 0 (Value may contain up to 3 decimal places) Footnote Text: (Note: Each footnote cannot exceed 256 characters, including spaces)
EXHIBIT 27.4 Form S-X Commercial and Industrial Companies Financial Data Schedule Worksheet for: COSO POWER DEVELOPERS ---------------------- Review the following list of tags for Article 5 and fill in the correct data in the column(s) provided. Generally, only one column of information will be required, however, two columns are provided if required in the Financial Data Schedule. Unless otherwise noted, all tags are required. A response is required for each item within the schedule. Use the value "0" (zero) if information is immaterial, inapplicable or unknown. Decimals may not be used to state financial data except as indicated. Values not provided will be entered as "0" (zero). Missing dates will be entered as "TO COME". Please be sure to verify all information in the EDGARized exhibit. To include a footnote, place a number in parentheses next to the value and provide the text of each corresponding footnote at the end of the worksheet form. Do you wish to include a LEGEND? This schedule contains summary financial Yes X No information extracted from *___________ --- --- and is qualified in its entirety by reference to such financial statements. *Identify the financial statement(s) to be referenced in the legend: RESTATED Are your financials being "restated" (NO VALUE REQUIRED) from a previously filed period? Yes X No --- --- CIK Use this section only for coregistrant Does this data apply to a coregistrant filings. Yes No --- --- COREGISTRANT CIK: NAME Use this section only for coregistrant Does this data apply to a coregistrant filings. Yes No --- --- COREGISTRANT NAME: MULTIPLIER X 1,000 1,000,000,000 Do the financials require a multiplier --- --- other than 1 (one)? 1,000,000 1,000,000,000,000 X Yes No --- --- --- --- CURRENCY CURRENCY OF FINANCIAL DATA: Is the currency used other than US Dollars? Use in conjunction with EXCHANGE RATE tag. Yes X No --- --- PERIOD TYPE - MOS X 9 - MOS -- ---- --- ---- X YEAR YEAR --- --- (For annual report filings) OTHER OTHER --- --- FISCAL YEAR END (example: DEC-31-1997) DEC-31-1999 DEC-31-2000 ----------- ----------- mmm-dd-yyyy mmm-dd-yyyy PERIOD START (example: JAN-01-1997) JAN-01-1999 JAN-01-2000 ----------- ----------- mmm-dd-yyyy mmm-dd-yyyy PERIOD END (example: SEP-30-1997) DEC-31-1999 SEP-30-2000 ----------- ----------- mmm-dd-yyyy mmm-dd-yyyy EXCHANGE RATE EXCHANGE RATE: EXCHANGE RATE: Is the exchange rate other than 1 (one)? (Value may contain up to 5 decimal places) Use in conjunction with CURRENCY tag. Yes X No --- ---
PERIOD TYPE: Year PERIOD TYPE: 9 MOS ---- ----- CASH 6,020 20,170 SECURITIES 54,338 15,481 RECEIVABLES 27,598 23,421 ALLOWANCE 0 0 INVENTORY 0 0 CURRENT ASSETS 33,618 44,842 PP&E 208,048 209,163 DEPRECIATION 60,526 69,684 TOTAL ASSETS 273,269 234,913 CURRENT LIABILITIES 15,388 17,029 BONDS 153,550 103,934 PREFERRED MANDATORY 0 0 PREFERRED 0 0 COMMON 0 0 OTHER SE 0 0 TOTAL LIABILITY AND EQUITY 273,269 234,913 SALES 113,746 40,374 TOTAL REVENUES 115,920 42,336 CGS 0 0 TOTAL COSTS 0 0 OTHER EXPENSES 43,577 25,193 LOSS PROVISION 0 0 INTEREST EXPENSE 13,991 7,524 INCOME PRETAX 0 0 INCOME TAX 0 0 INCOME CONTINUING 0 0 DISCONTINUED 0 0 EXTRAORDINARY 2,147 0 CHANGES 0 0 NET INCOME 56,205 9,619 EPS BASIC 0 0 (Value may contain up to 3 decimal places) EPS DILUTED 0 0 (Value may contain up to 3 decimal places) Footnote Text: (Note: Each footnote cannot exceed 256 characters, including spaces)
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. Date: November 9, 2000 CAITHNESS COSO FUNDING CORP., a Delaware corporation By: /S/ CHRISTOPHER T. MCCALLION ---------------------------- Christopher T. McCallion Executive Vice President & Chief Financial Officer (Principal Financial and Accounting Officer) COSO FINANCE PARTNERS a California corporation By: /S/ CHRISTOPHER T. MCCALLION ---------------------------- Christopher T. McCallion Executive Vice President & Chief Financial Officer (Principal Financial and Accounting Officer) COSO ENERGY DEVELOPERS a California corporation By: /S/ CHRISTOPHER T. MCCALLION ---------------------------- Christopher T. McCallion Executive Vice President & Chief Financial Officer (Principal Financial and Accounting Officer) COSO POWER DEVELOPERS a California corporation By: /S/ CHRISTOPHER T. MCCALLION ---------------------------- Christopher T. McCallion Executive Vice President & Chief Financial Officer (Principal Financial and Accounting Officer) -----END PRIVACY-ENHANCED MESSAGE-----