-----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, Gpw1dULIX7Ik8WRDo4BW07TJlFn5dImsBy1/O0i8pHFu7j//HH5szdvDAh1oLqgA Xyhc+FPFjynxg//Mu/rjIA== /in/edgar/work/20000901/0000950103-00-001015/0000950103-00-001015.txt : 20000922 0000950103-00-001015.hdr.sgml : 20000922 ACCESSION NUMBER: 0000950103-00-001015 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20000822 ITEM INFORMATION: FILED AS OF DATE: 20000901 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AES CORPORATION CENTRAL INDEX KEY: 0000874761 STANDARD INDUSTRIAL CLASSIFICATION: [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: 715946 BUSINESS ADDRESS: STREET 1: 1001 N 19TH ST STREET 2: STE 2000 CITY: ARLINGTON STATE: VA ZIP: 22209 BUSINESS PHONE: 7035221315 8-K 1 0001.txt SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): August 22, 2000 THE AES CORPORATION (exact name of registrant as specified in its charter) DELAWARE 333-15487 54-1163725 (State of Incorporation) (Commission File No.) (IRS Employer Identification No.) 1001 North 19th Street, Suite 2000 Arlington, Virginia 22209 (Address of principal executive offices, including zip code) Registrant's telephone number, including area code: (703) 522-1315 NOT APPLICABLE (Former Name or Former Address, if changed since last report) Item 5. Other Events On August 29, 2000 a subsidiary of the Company completed the acquisition of a 59% stake in the 1,000 MW hydroelectric facility of Hidroelectrica Alicura S.A. ("Alicura") in Argentina from Southern Energy, Inc. ("SEI") for $205 million in cash and assumed debt. Alicura owns the concession to operate a 1,000 MW peaking hydro-facility located in the province of Neuquen, Argentina. As part of this transaction, AES also acquired from SEI a 100% stake in Operadora de Argentina S.A. , the company that provides the operations and maintenance services to Alicura under a long term contract. The New York State Department of Environmental Conservation ("DEC") issued a Notice of Violation ("NOV") to New York State Electric & Gas ("NYSEG") for violations of the Clean Air Act and the Environmental Conservation Law at the Greenidge and Westover plants (the "Plants") related to activity at those Plants prior to their acquisition from NYSEG by certain subsidiaries of the Company. This NOV was issued as part of an industry-wide investigation of coal-fired electric power generators to determine compliance with environmental requirements under the Clean Air Act associated with repairs, maintenance, modifications and operational changes made to the Plants over the years. Pursuant to the agreement relating to the acquisition of the Plants from NYSEG, certain of the Company's subsidiaries agreed to assume responsibility for environmental liabilities that arose while NYSEG owned the Plants. The Company believes that its subsidiaries have meritorious defenses to any actions asserted against them and expects that they will defend themselves vigorously against the allegations. The NOV issued by the DEC, and any additional enforcement action that might be brought by the New York State Attorney General, the DEC or the U.S. Environmental Protection Agency, against the Somerset, Cayuga, Greenidge or Westover Plants, might result in the imposition of penalties and might require further emission reductions at these Plants. As a result of the current shortage of electricity in California, the generating facilities of one of our subsidiaries ("AES Southland") have operated at substantially higher than expected capacity factors for most of 2000. If AES Southland maintains this level of generation for the remainder of the year, it would expect to deplete its current annual inventory of nitrogen oxide ("NOx") air emission allocations sometime during the late third or early fourth quarter of 2000. This would impact AES Southland's ability to run until its new allowances are received in January 2001. AES Southland could choose not to run these facilities once its current supply of NOx allocations is depleted. However, southern California has experienced shortages of electricity. If AES Southland decides to continue to operate these facilities to help meet this shortage and it is unable to purchase additional NOx emission trading credits, it could receive a notice of violation from the South Coast Air Quality Management District ("SCAQMD") for violation of its rules. AES Southland could contest this notice of violation through the California state court system. However, if unsuccessful, the notice of violation could result in the imposition of fines, penalties and the requirement to install pollution control equipment. AES Southland is currently in discussions with SCAQMD about this situation to determine a mutually agreeable resolution; however, no assurance can be given that an acceptable resolution will be negotiated or that AES Southland will not incur substantially increased operating or capital costs. On August 22, 2000, as part of wide ranging investigation into wholesale electricity prices in California, all electric generating facilities in the state, including the Company and its subsidiaries, were served with requests for production of documents from the California Public Utilities Commission ("CPUC") requesting information about their facilities generating and bidding behavior. The Company is responding to the CPUC's document request. In addition, on August 31, 2000, the AES Corporation (the "Registrant") issued the press release attached as Exhibit 1 to this report and incorporated herein by reference. 2 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. THE AES CORPORATION Date: September 1, 2000 By /s/ William Luraschi ------------------------ William Luraschi (signing officer) 3 EX-1 2 0002.txt EXHIBIT 1 FOR IMMEDIATE RELEASE AES REACHES AGREEMENT TO ACQUIRE CONTROL OF DISTRIBUTION COMPANIES IN EL SALVADOR ARLINGTON, VA, August 31, 2000-- The AES Corporation (NYSE: AES) and Reliant Energy (NYSE: REI) announced today that they have entered into an agreement whereby a subsidiary of AES will acquire Reliant Energy International's interest in El Salvador Energy Holdings, S.A. ("ESEH"), which owns three distribution companies in El Salvador. The sale is expected to close by the end of the third quarter. The three distribution companies, Compania de Alumbrado Electrico de San Salvador, S.A. de C.V. ("CAESS"), Empresa Electrica de Oriente, S.A. de C.V. ("EEO") and Distribuidora Electrica de Usulutan, S.A. De C.V. ("DEUSEM") serve 3.5 million people, approximately 60 percent of the population of El Salvador, including the capital city of San Salvador. The companies were awarded to ESEH in a 1998 privatization. ESEH is owned by Grupo EDC of Venezuela and REI in a 50%/50% partnership. Based on AES' successful tender for shares of Grupo EDC in June 2000, AES owns approximately 87% of Grupo EDC. Through the purchase of Reliant Energy International's interest, AES will own the controlling interest in the three distribution companies. The sale represents Reliant Energy International's entire interest in El Salvador. It is part of the company's plan, announced in December 1999, to divest its Latin American investments. Mr. Dennis W. Bakke, President and Chief Executive Officer of AES, stated "We are very excited to increase our presence in the Salvadoran market. A hidden jewel of Latin America, El Salvador has an investment grade rating and a strong commitment to private enterprise. This investment furthers our commitment to providing excellent customer service to the people of El Salvador." Ms. Sarah Slusser, Vice President of AES, said "AES started its commitment to the Central American region with our investment in AES CLESA, distributing power to the Western region of El Salvador. We're proud to have the opportunity to further participate in the Salvadoran market and continue the great tradition that these distribution companies have developed over the last 100 years." Business development milestones in 2000 include the following: o In August, subsidiaries of AES issued approximately $1 billion of non-recourse project bonds to refinance outstanding debt at Drax. o In August, a subsidiary of AES entered into an agreement whereby AES will acquire the 49% interest held by TransCanada PipeLines Limited in the Songo Songo Gas-to-Electricity Project in Tanzania. o In July, AES and IPALCO Enterprises Inc. announced that they entered an agreement whereby AES will acquire IPALCO Enterprises, Inc. o In June, AES acquired approximately 87% of the stock of C.A. La Electricidad de Caracas, an integrated electricity company serving Caracas, Venezuela. o In June, a subsidiary of AES completed an $815 million non-recourse financing for a circulating fluidized bed coal-fired facility currently being built on the south coast of Puerto Rico. o In May, a subsidiary of AES acquired 100% of Tractebel Power Ltd., ("TPL") from Tractebel S.A. With this transaction, AES owns approximately 92% of NIGEN's common stock. o In May, AES announced that it won a bid to purchase a 70% interest in the 1,580 MW Mohave Generating Station in Laughlin, Nevada for approximately $667 million. o In April, AES announced it intends to launch a tender offer to acquire all outstanding common and preference shares of Brazilian generation company Compania de Geracao de Energia Eletrica Tiete ("Tiete"). o In March, a subsidiary of AES acquired for $8 million, GeoUtilities Inc., an internet-based superstore for energy, telecom and other vital services. o In March, a subsidiary of AES completed a financing associated with 823 MW of generating facilities in the Republic of Georgia. The financing included the acquisition of the 600 MW Gardabani thermal plant and the establishment of 25-year concessions for the Khrami I and II hydro stations, which have a combined capacity of 223 MW. o In March, a subsidiary of AES completed a $440 million non-recourse project financing for AES Red Oak, an 832 MW natural gas-fired combined cycle plant in Sayerville, New Jersey. o In February, AES announced that it had entered into an agreement to acquire a 59% stake in the 1,000 MW hydroelectric facility of Hidroelectrica Alicura S.A. ("Alicura") in Argentina from Southern Energy, Inc. ("SEI"). o In February, AES announced that a subsidiary had reached an agreement with the Bulgarian state- owned electric utility NEK, that will allow AES to build, own, operate and transfer a $750 million lignite-fired power plant. o In January, a subsidiary of AES agreed to acquire 59% of the outstanding preferred (non-voting) shares of Eletropaulo S.A. ("Eletropaulo"). 2 o In January, a subsidiary of AES and Caterpillar Inc. reached a service agreement for multiple energy products that will result in the construction of a 45 MW cogeneration plant in Mossville, Illinois. AES is a leading global power company comprised of competitive generation, distribution and retail supply businesses in Argentina, Australia, Bangladesh, Brazil, Canada, China, Dominican Republic, El Salvador, Georgia, Hungary, India, Kazakhstan, the Netherlands, Mexico, Pakistan, Panama, the United Kingdom, the United States and Venezuela. The company's generating assets include interests in one hundred and thirty two facilities totaling over 47 gigawatts of capacity. AES' electricity distribution network has over 920,000 km of conductor and associated rights of way and sells over 126,000 gigawatt hours per year to over 17 million end-use customers. In addition, through its various retail electricity supply businesses, the company sells electricity to over 154,000 end-use customers. AES is dedicated to providing electricity worldwide in a socially responsible way. * * * * * For more general information visit our web site at www.aesc.com or contact investor relations at investing@aesc.com. The list aes-pr-announce is an automated mailing list and can be found on the investing page of our web site. Those who subscribe to this list will receive updates when AES issues a press release. 3 -----END PRIVACY-ENHANCED MESSAGE-----