form 8K

 

 

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

Date of Report (date of earliest event reported): May 27, 2009

 

 

THE AES CORPORATION

(Exact name of registrant as specified in its charter)

 

 

 

DELAWARE   001-12291   54-11263725
(State of Incorporation)   (Commission File No.)   (IRS Employer Identification No.)

4300 Wilson Boulevard, Suite 1100

Arlington, Virginia 22203

(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)

 

 

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 7.01 Regulation FD Disclosure.

On May 27, 2009, The AES Corporation (the “Company”) posted information on its website in connection with its 2009 Investor Day. The materials posted on the website (www.aes.com) include the Company’s guidance issued for 2009-2011, other information relevant to the Company’s valuation, and other information about the Company. The valuation information provided by the Company does not reflect the Company’s view of its internal valuation. Rather, this information is provided to illustrate values which result from the application of certain market multiples to the Company’s financial metrics. These values do not reflect the value of the Company’s development pipeline, change in control premium or other factors relevant to the Company’s view of its valuation. Investors and analysts are encouraged to conduct their own analysis regarding the Company’s valuation. See “Safe Harbor Disclosure” below.

A copy of select slides from the presentation is being furnished as Exhibit 99.1 attached hereto and are incorporated by reference herein. Such information is furnished pursuant to Item 7.01 and shall not be deemed “filed” for any purpose, including for the purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that Section. The information in this Current Report on Form 8-K shall not be deemed incorporated by reference into any filing under the Securities Act or the Exchange Act regardless of any general incorporation language in such filing.

The Company will webcast its investor day on Wednesday, May 27, 2009 at 9:00 a.m. Eastern Daylight Time (EDT). The session will include prepared remarks and a question and answer session. It will be open to the media and the public in a listen-only mode by webcast. Interested parties may access the webcast and presentation materials on the AES website at www.aes.com. A webcast replay, as well as a replay in downloadable MP3 format, will be accessible at www.aes.com beginning shortly after the completion of the call.

Safe Harbor Disclosure

This Form 8-K contains forward-looking statements within the meaning of the Securities Act and of the Exchange Act. Such forward-looking statements include, but are not limited to, those related to future earnings growth and financial and operating performance. Forward-looking statements are not intended to be a guarantee of future results, but instead constitute AES’s current expectations based on reasonable assumptions. Forecasted financial information is based on certain material assumptions. These assumptions include, but are not limited to accurate projections of future interest rates, commodity prices and foreign currency pricing, continued normal or better levels of operating performance and electricity demand at our distribution companies and operational performance at our generation businesses consistent with historical levels, as well as achievements of planned productivity improvements and incremental growth from investments at investment levels and rates of return consistent with prior experience. For additional assumptions see the Appendix to this presentation.

Actual results could differ materially from those projected in our forward-looking statements due to risks, uncertainties and other factors. Important factors that could affect actual results are discussed in AES’s filings with the Securities and Exchange Commission including but not limited to the risks discussed under Item 1A “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2008, as well as our other SEC filings. AES undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

 

2

Item 9.01 Financial Statements and Exhibits

 

(d) Exhibits

 

Exhibit No.

  

Description

99.1   Select Slides posted by The AES Corporation, dated May 27, 2009.

 

3

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 of the undersigned hereunto duly authorized.

 

    THE AES CORPORATION
Date: May 27, 2009   By:  

/s/    Victoria D. Harker

  Name:   Victoria D. Harker
  Title:   Executive Vice President and Chief Financial Officer

 

4

EXHIBIT INDEX

 

No.

  

Description

99.1   Select Slides posted by The AES Corporation, dated May 27, 2009.