The boards of directors of CalEnergy Co. Inc. and MidAmericanEnergy Holdings Co. announced yesterday that they have signed adefinitive merger agreement. Under the deal, Omaha, NE-basedCalEnergy has agreed to acquire neighboring MidAmerican Energy for$4 billion in a stock transaction.

CalEnergy manages and owns interests in over 5,000 net MWs ofpower generation facilities in the United States and overseas, andowns a utility in the United Kingdom as well as other internationalenergy assets. MidAmerican Energy is parent of MidAmerican EnergyCo., Iowa’s largest utility, serving 1.3 million customers (half ofwhich are gas). It also is involved in other energy-relatedservices.

The agreement calls for MidAmerican Energy to become a whollyowned subsidiary of CalEnergy, which will be renamed MidAmericanEnergy Holdings.The combined company will have total assets of$11.8 billion, annual revenues of about $5 billion anserve morethan 3.3 million retail customers. The merger, which is expected tobe completed in the first quarter of 1999, is subject to theapproval of shareholders, and federal and state regulators.

“MidAmerican brings a management team with U.S. utility marketknowledge and expertise in coal-fired generation…When combinedwith CalEnergy’s successful track record in operating a regionalgas and electric utility in the U.K.’s deregulated environment…wehave created a formidable competitor in the deregulating energymarkets in the U.S. and beyond,” said David Sokol, chairman and CEOof CalEnergy.

In a related development, the two companies also have signed aletter of intent to pursue development of a 600 MW gas-fired powerplant, which would sell power on a merchant basis into Illinois andother markets.

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