-----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, EUsvitB5I9FhVXcdCAPym/vTTn6m8hIx4NxfHxi36q8My1gJ5l+Ct1pDQMdtRZzG NCphotjCZcv5k6RxoExOEA== 0000912057-99-009384.txt : 19991216 0000912057-99-009384.hdr.sgml : 19991216 ACCESSION NUMBER: 0000912057-99-009384 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19991130 ITEM INFORMATION: FILED AS OF DATE: 19991215 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AES CORPORATION CENTRAL INDEX KEY: 0000874761 STANDARD INDUSTRIAL CLASSIFICATION: COGENERATION SERVICES & SMALL POWER PRODUCERS [4991] IRS NUMBER: 541163725 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-12291 FILM NUMBER: 99774554 BUSINESS ADDRESS: STREET 1: 1001 N 19TH ST STREET 2: STE 2000 CITY: ARLINGTON STATE: VA ZIP: 22209 BUSINESS PHONE: 7035221315 8-K 1 8-K =============================================================================== SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): November 30, 1999 THE AES CORPORATION (exact name of registrant as specified in its charter) DELAWARE 0-19281 54-1163725 (State of Incorporation) (Commission File No.) (IRS Employer Identification No.) Registrant's telephone number, including area code: (703) 522-1315 NOT APPLICABLE (Former Name or Former Address, if changed since last report) =============================================================================== ITEM 2. ACQUISITION OF ASSETS In August 1999, a subsidiary of The AES Corporation ("AES") entered into a definitive agreement for the acquisition of the Drax Power Station from National Power. All shareholder and regulatory approvals required to complete the acquisition were obtained, and the acquisition was completed on November 30, 1999. The Drax Power Station is a 3,960 MW coal-fired power plant located in the Northeast of England. AES will continue to operate the Drax Power Station as a coal-fired, base load generating facility. The table below shows selected operating data of the Drax Power Station for years ended March 31, 1996, 1997, 1998, and 1999.
- ----------------------------------------------------- ------------ ----------- ------------ ----------- YEAR 1996 1997 1998 1999 - ----------------------------------------------------- ------------ ----------- ------------ ----------- NET GENERATION 27,858 27,288 23,667 23,759 (GWhr/Yr) - ----------------------------------------------------- ------------ ----------- ------------ ----------- EQUIVALENT AVAILABILITY FACTOR 88.21% 88.64% 87.00% 87.30% (% of time a unit was available for generation) - ----------------------------------------------------- ------------ ----------- ------------ ----------- NET CAPACITY FACTOR 81.40% 81.10% 70.20% 70.50% (% of actual net generation to potential max. net generation) - ----------------------------------------------------- ------------ ----------- ------------ ----------- FORCED OUTAGE RATE 6.39% 8.99% 4.40% 6.40% (an unplanned failure or condition requiring the unit to be removed from service) - ----------------------------------------------------- ------------ ----------- ------------ ----------- NET HEAT RATE 8732 8774 9917 8877 (in BTUs per KWH - a measure of efficiency) - ----------------------------------------------------- ------------ ----------- ------------ ----------- PRODUCTION COSTS $818.7m $791.4m $731.7m $637.4m (operations, maintenance, and fuel costs) - ----------------------------------------------------- ------------ ----------- ------------ -----------
A subsidiary of AES, AES Drax Ltd., agreed to pay National Power approximately $3 billion for all the assets at the Drax Power Station including the 3,960 MW coal fired plant, the land the power station resides on, as well as a limited amount of inventory, including coal stocks. The acquisition was financed with approximately 80% non-recourse debt and 20% equity. The non-recourse debt is composed of a mixture of senior bank loans arranged by Chase Manhattan PLC, Deutsche Bank AG (London Branch), and The Industrial Bank of Japan, Ltd. and a subordinated bridge loan arranged by Goldman Sachs and Donaldson, Lufkin & Jenrette. The 15-year, $2 billion, non-recourse senior bank loan will be denominated in the Pound Sterling, which is the functional currency of the Drax Power Station, and a Fixed/Floating Amortizing SWAP will be set up with a notional value equal to the amount of the loan. The subordinated bridge loan of approximately $400 million is also denominated in sterling and is expected to be refinanced early next year. The consideration paid to National Power was determined through arms'-length negotiations between AES Drax Ltd. and National Power. An audited balance sheet of the assets acquired at the acquisition date on November 30, 1999, reflecting the allocation of the purchase price including the financing and equity contribution, will be filed in an amendment to this Form 8-K, as soon as practicable. It is impracticable to prepare full audited financial statements for the Drax Power Station, because National Power managed its generating capacity on a portfolio basis rather than on an individual plant basis. Revenue recognized by National Power was not allocated to a particular plant. The Drax Power Station was not accounted for as a separate legal entity and stand-alone financial information was never prepared. Therefore, audited historical financial statements of the Drax Power Station will not be filed in the amendment to this Form 8-K. 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 here unto duly authorized. THE AES CORPORATION Date: December 14, 1999 By /s/ William Luraschi -------------------- (signing officer)
-----END PRIVACY-ENHANCED MESSAGE-----