8-K 1 pacificorp0108098k.htm PACIFICORP FORM 8-K 01-08-2009 pacificorp0108098k.htm
 

 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


January 8, 2009 (January 8, 2009)
Date of Report (Date of earliest event reported)



Commission
  
Registrant’s Name, State of Incorporation,
  
IRS Employer
File Number
  
Address and Telephone Number
  
Identification No.
 
1-5152
  
PACIFICORP
  
93-0246090
   
(An Oregon Corporation)
    
   
825 N.E. Multnomah Street
    
   
Portland, Oregon 97232-4116
    
   
503-813-5000
    
 
N/A
(Former name or former address, if changed since last report)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
¨           Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
¨           Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 

 
 

Item 8.01  Other Events

On January 8, 2009, PacifiCorp completed the sale of $350 million in aggregate principal amount of its 5.50% First Mortgage Bonds due January 15, 2019 and $650 million in aggregate principal amount of its 6.00% First Mortgage Bonds due January 15, 2039 (collectively, the “Bonds”).

PacifiCorp intends to use the net proceeds from the sales of the Bonds to fund capital expenditures, for the repayment of short-term debt and for general corporate purposes.

The Twenty-Third Supplemental Indenture to the Mortgage and Deed of Trust between PacifiCorp and The Bank of New York Mellon Trust Company, N.A. (as successor to JPMorgan Chase Bank, N.A.), as Trustee, which relates to the issuance of the Bonds and is dated as of January 1, 2009, is attached as an exhibit under Item 9.01.

Item 9.01  Financial Statements and Exhibits

(d) Exhibits

Exhibit No.
Description
   
  4.1
Twenty-Third Supplemental Indenture, dated as of January 1, 2009, to PacifiCorp’s Mortgage and Deed of Trust dated as of January 9, 1989.
12.1
Statement of Computation of Ratio of Earnings to Fixed Charges.
99.1
Information relating to Item 14 — Other Expenses of Issuance and Distribution pursuant to PacifiCorp’s Registration Statement on Form S-3ASR, Registration No. 333-148662.

Forward-Looking Statements

This report contains statements that do not directly or exclusively relate to historical facts. These statements are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements can typically be identified by the use of forward-looking words, such as “may,” “could,” “project,” “believe,” “anticipate,” “expect,” “estimate,” “continue,” “intend,” “potential,” “plan,” “forecast,” and similar terms. These statements are based upon PacifiCorp’s current intentions, assumptions, expectations and beliefs and are subject to risks, uncertainties and other important factors. Many of these factors are outside PacifiCorp’s control and could cause actual results to differ materially from those expressed or implied by PacifiCorp’s forward-looking statements. These factors include, among others:

 
·
general economic, political and business conditions in the jurisdictions in which PacifiCorp’s facilities are located;
 
 
·
changes in governmental, legislative or regulatory requirements affecting PacifiCorp or the electric utility industry, including limits on the ability of public utilities to recover income tax expense in rates, such as Oregon Senate Bill 408;
 
 
·
changes in, and compliance with, environmental laws, regulations, decisions and policies that could increase operating and capital improvement costs, reduce plant output and/or delay plant construction;
 
 
·
the outcome of general rate cases and other proceedings conducted by regulatory commissions or other governmental and legal bodies;
 
 
·
changes in economic, industry or weather conditions, as well as demographic trends, that could affect customer growth and usage or supply of electricity;
 
 
·
a high degree of variance between actual and forecasted load and prices that could impact the hedging strategy and costs to balance electricity load and supply;
 
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·
hydroelectric conditions, as well as the cost, feasibility and eventual outcome of hydroelectric relicensing proceedings, that could have a significant impact on electric capacity and cost and on PacifiCorp’s ability to generate electricity;
 
 
·
changes in prices and availability for both purchases and sales of wholesale electricity, coal, natural gas and other fuel sources that could have a significant impact on generation capacity and energy costs;
 
 
·
financial condition and creditworthiness of significant customers and suppliers;
 
 
·
changes in business strategy or development plans;
 
 
·
availability, terms and deployment of capital, including severe reductions in demand for investment-grade commercial paper, debt securities and other sources of debt financing and volatility in the London Interbank Offered Rate, the base interest rate for PacifiCorp’s credit facilities;
 
 
·
performance of PacifiCorp’s generation facilities, including unscheduled outages or repairs;
 
 
·
the impact of derivative instruments used to mitigate or manage volume and price risk and interest rate risk and changes in the commodity prices, interest rates and other conditions that affect the value of the derivatives;
 
 
·
the impact of increases in health care costs, changes in interest rates, mortality, morbidity and investment performance on pension and other post-retirement benefits expense, as well as the impact of changes in legislation on funding requirements;
 
 
·
changes in PacifiCorp’s credit ratings;
 
 
·
unanticipated construction delays, changes in costs, receipt of required permits and authorizations, ability to fund capital projects and other factors that could affect future generation plants and infrastructure additions;
 
 
·
the impact of new accounting pronouncements or changes in current accounting estimates and assumptions on financial results;
 
 
·
other risks or unforeseen events, including litigation and wars, the effects of terrorism, embargos and other catastrophic events; and
 
 
·
other business or investment considerations that may be disclosed from time to time in filings with the United States Securities and Exchange Commission or in other publicly disseminated written documents.
 

PacifiCorp undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. The foregoing review of factors should not be construed as exclusive.

 
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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.

 
PACIFICORP
 
(Registrant)
   
   
   
Date: January 8, 2009
/s/ Douglas K. Stuver
 
Douglas K. Stuver
 
Senior Vice President and Chief Financial Officer

 

 
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EXHIBIT INDEX
 

 
Exhibit No.
Description
   
  4.1
Twenty-Third Supplemental Indenture, dated as of January 1, 2009, to PacifiCorp’s Mortgage and Deed of Trust dated as of January 9, 1989.
12.1
Statement of Computation of Ratio of Earnings to Fixed Charges.
99.1
Information relating to Item 14 — Other Expenses of Issuance and Distribution pursuant to PacifiCorp’s Registration Statement on Form S-3ASR, Registration No. 333-148662.

 

 
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