SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 11-K
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2002
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
Commission File Number 1-3526
A. Full title of the plan and the address of the plan, if
different from that of the issuer named
below:
Mirant Services
Bargaining Unit Employee Savings Plan
c/o Mirant Services
1155 Perimeter Center W
Atlanta, Georgia 30338
B. Name of issuer of the securities held pursuant to the plan
and the address of its principal
executive office:
Mirant Corporation
1155 Perimeter Center W
Atlanta, Georgia 30338
MIRANT SERVICES
BARGAINING UNIT EMPLOYEE SAVINGS PLAN
FINANCIAL STATEMENTS, SUPPLEMENTAL SCHEDULE AND EXHIBITS
DECEMBER 31, 2002 AND 2001
TABLE OF CONTENTS
INDEPENDENT AUDITORS' REPORT
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
FINANCIAL STATEMENTS
Statements of Net Assets Available for Benefits--December 31, 2002 and 2001
Statement of Changes in Net Assets Available for Benefits for the Year
Ended December 31, 2002
NOTES TO THE FINANCIAL STATEMENTS
SCHEDULE SUPPORTING FINANCIAL STATEMENTS
Schedule I: Schedule H, Line 4i--Schedule of Assets (Held at End of
Year)--December 31, 2002
EXHIBITS
23.1 Independent Auditors' Consent
23.2 Notice Regarding Consent of Arthur Andersen LLP
99.1 Certification pursuant to Section 906 of the Sarbanes-Oxley Act
Independent Auditors' Report
The Plan Administrator
Mirant Services Bargaining Unit
Employee Savings Plan:
We have audited the accompanying statement of net assets available for benefits
of the Mirant Services Bargaining Unit Employee Savings Plan (the Plan) as of
December 31, 2002, and the related statement of changes in net assets available
for benefits for the year then ended. These financial statements are the
responsibility of the Plan's management. Our responsibility is to express an
opinion on these financial statements based on our audit. The accompanying
statement of net assets available for benefits as of December 31, 2001 was
audited by other auditors who have ceased operations. Those auditors expressed
an unqualified opinion on the statement of net assets available for benefits as
of December 31, 2001, in their report dated April 16, 2002.
We conducted our audit in accordance with auditing standards generally accepted
in the United States of America. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the 2002
financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures in
the 2002 financial statements. An audit also includes assessing the accounting
principles used and significant estimates made by management as well as
evaluating the overall 2002 financial statement presentation. We believe that
our audit provides a reasonable basis for our opinion.
In our opinion, the 2002 financial statements referred to above present fairly,
in all material respects, the net assets available for benefits of the Plan as
of December 31, 2002, and the changes in net assets available for benefits for
the year then ended in conformity with accounting principles generally accepted
in the United States of America.
Our audit was performed for the purpose of forming an opinion on the 2002 basic
financial statements taken as a whole. The supplemental schedule of assets
(held at end of year) as of December 31, 2002 is presented for the purpose of
additional analysis and is not a required part of the 2002 basic financial
statements but is supplementary information required by Department of Labor's
Rules and Regulations for Reporting and Disclosure under the Employee
Retirement Income Security Act of 1974. The supplemental schedule is the
responsibility of the Plan's management. The supplemental schedule has been
subjected to the auditing procedures applied in the audit of the 2002 basic
financial statements and, in our opinion, is fairly stated in all material
respects in relation to the 2002 basic financial statements taken as a whole.
/s/KPMG LLP
Atlanta, Georgia
June 20, 2003
The following report of independent accountants is a copy of the report
previously issued in connection with the Plan's 2001 financial statements on
Form 11-K and has not been reissued by Arthur Andersen LLP, the former
independent public accountants. The Arthur Andersen report refers to certain
financial information as of December 31, 2000 and for the year ended December
31, 2001, which are no longer included in the accompanying financial statements.
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To the Plan Administrator of the
Mirant Services Bargaining Unit
Employee Savings Plan:
We have audited the accompanying statements of net assets available for benefits
of the Mirant Services Bargaining Unit Employee Savings Plan as of December 31,
2001 and 2000 and the related statements of changes in net assets available for
benefits for the year ended December 31, 2001 and for the period from December
19, 2000 (inception) through December 31, 2000. These financial statements and
schedules are the responsibility of the Plan's administrator. Our responsibility
is to express an opinion on these financial statements and schedules based on
our audits.
We conducted our audits in accordance with auditing standards generally accepted
in the United States. Those standards require that we plan and perform the audit
to obtain reasonable assurance about whether the financial statements are free
of material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant estimates
made by management as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our
opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for benefits of the Plan as of
December 31, 2001 and 2000 and the changes in its net assets available for
benefits for the year ended December 31, 2001 and for the period from December
19, 2000 (inception) through December 31, 2000 in conformity with accounting
principles generally accepted in the United States.
Our audits were performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The schedules of assets (held at end of
year) are presented for purposes of additional analysis and are not a required
part of the basic financial statements but are supplementary information
required by the Department of Labor Rules and Regulations for Reporting and
Disclosure under the Employee Retirement Income Security Act of 1974. The
schedules have been subjected to the auditing procedures applied in the audits
of the basic financial statements and, in our opinion, are fairly stated in all
material respects in relation to the basic financial statements taken as a
whole.
/s/Arthur Andersen, LLP
------------------------------
Arthur Andersen, LLP
Atlanta, Georgia
April 16, 2002
MIRANT SERVICES
BARGAINING UNIT EMPLOYEE SAVINGS PLAN
Statements of Net Assets Available for Benefits
December 31, 2002 and 2001
2002 2001
------------------- -------------------
Assets:
Investments, at fair value (notes 3 and 4) $ 47,521,972 53,853,149
Company contributions receivable 57,765 9,992
Accrued income 63,894 144,981
------------------- -------------------
Net assets available for benefits $ 47,643,631 54,008,122
=================== ===================
See accompanying notes to financial statements.
MIRANT SERVICES
BARGAINING UNIT EMPLOYEE SAVINGS PLAN
Statement of Changes in Net Assets Available for Benefits
Year ended December 31, 2002
Additions (reductions) to net assets attributed to:
Investment income (loss):
Net depreciation in fair value of investments (note 4) $ (10,591,635)
Dividends and interest 1,713,224
------------------
Total investment loss (8,878,411)
------------------
Contributions:
Participants 5,279,027
Company 1,394,545
------------------
Total contributions 6,673,572
------------------
------------------
Total reductions (2,204,839)
------------------
Deductions:
Benefits paid to participants or beneficiaries 3,649,783
Administrative expenses 7,921
Transfer to affiliated plan (note 8) 342,343
Transfer to other plan (note 9) 159,605
------------------
Net deductions 4,159,652
------------------
Net decrease in assets available for benefits (6,364,491)
Net assets available for benefits:
Beginning of year 54,008,122
------------------
End of year $ 47,643,631
==================
See accompanying notes to financial statements.
MIRANT SERVICES
BARGAINING UNIT EMPLOYEE SAVINGS PLAN
Notes to Financial Statements
December 31, 2002 and 2001
(1) Summary of Significant Accounting Policies
The following is a summary of significant accounting policies followed by the
Mirant Services Bargaining Unit Employee Savings Plan (Plan) in preparing its
financial statements.
(a) Basis of Presentation
The records of the Plan are maintained on the cash basis of
accounting. The accompanying financial statements of the Plan have
been prepared on the accrual basis of accounting and present the net
assets available for benefits and changes in those net assets.
The preparation of financial statements in conformity with accounting
principles generally accepted in the United States of America requires
management to make estimates and assumptions that affect the reported
amounts of assets, liabilities and changes therein, and disclosure of
contingent assets and liabilities. Actual results could differ from
those estimates.
(b) Investments
Investments in mutual funds and common stocks are stated at fair value
based on quoted market prices or as determined by T. Rowe Price
(Trustee). Investments in money market funds and loans to participants
are stated at cost which approximates fair value. Securities
transactions are accounted for on a trade date basis.
Realized and unrealized investment gains and losses are included in
net depreciation in fair value of investments in the accompanying
statement of changes in net assets available for benefits.
The Plan's investments include funds which invest in various types of
investment securities and in various companies in various markets.
Investment securities, generally, are exposed to several risks, such
as interest rate, market, and credit risks. Due to the level of risk
associated with the funds, it is reasonably possible that changes in
the values of the funds will occur in the near term and such changes
could materially affect the amounts reported in the financial
statements and supplemental schedule.
(c) Fair Value of Financial Instruments
Investments in securities are stated at fair value. In addition,
management of the Plan believes that the carrying amount of
contribution receivable and accrued income is a reasonable
approximation of the fair value due to the short-term nature of these
instruments.
(2) Plan Description
The following description of the Plan provides only general information.
Participants should refer to the summary plan description or the plan document
for a more complete description of the Plan's provisions.
(a) General
The Plan is a defined contribution plan sponsored by Mirant Services,
LLC (the Company), a wholly owned subsidiary of Mirant Corporation
covering all regular full-time and part-time employees who are covered
under a collective bargaining agreement. The Plan is subject to the
applicable provisions of the Employee Retirement Income Security Act
of 1974 (ERISA), as amended.
The Plan is administered by a benefits committee appointed by the
Company. The benefits committee is responsible for the control,
management, and administration of the Plan and the assets held in
trust at the Trustee as of December 31, 2002 and 2001 and for the year
ended December 31, 2002.
On January 19, 2001, Southern Energy, Inc. announced, as part of its
separation from Southern Company, that it was changing its name to
Mirant Corporation. They began doing business as Mirant Corporation on
January 22, 2001 and legally changed the name on February 26, 2001.
The Company, noted above, is the employing company and plan sponsor.
(b) Transferred Accounts and Merged Plans
In December 2000, an affiliate of Southern Energy Resources, Inc.
acquired certain assets of Potomac Electric Power Company (PEPCO).
Pursuant to the acquisition, certain former employees of PEPCO who
were eligible to participate in the PEPCO Bargaining Unit Retirement
Savings Plan became eligible to participate in the Plan on December
19, 2000. The accounts of the former PEPCO employees who elected to a
Voluntary Trust-to-Trust transfer were transferred into the Plan in
early 2001 and were mapped to investments under the Plan with
comparable investment objectives. The portions of the participants'
accounts, which were invested in the PEPCO stock fund prior to the
transfer, were invested in PEPCO common stock under the Plan.
Effective May 1, 2001, the assets of the Southern Energy Resources,
Inc. Bargaining Unit Savings Plan and the Southern Energy Resources,
Inc. Savings Plan for Covered Employees were merged into the Plan and
were mapped to investments under the Plan with comparable investment
objectives. The portions of the participants' accounts, which were
invested in the Southern Company stock fund prior to the transfer,
were invested in Southern Company common stock under the Plan.
(c) Contributions
Participants may elect to contribute a percentage of their base
compensation, on a pretax or after-tax basis, subject to certain
limitations defined by the Plan, into any of the investment funds
offered by the Plan. Participants may change their contribution
percentages at any time. Participants may also contribute amounts
representing eligible rollover distributions from other qualified
retirement plans. The Plan has distinct characteristics for the
various bargaining units noted above relative to eligibility and
contributions (note 6).
For all collectively bargained full-time and part-time employees who
participate in a defined benefit plan with a 1.0 formula, as defined,
the Company may elect to make a discretionary annual profit-sharing
contribution to the Plan of the participant's eligible compensation to
be allocated pro rata. Eligible compensation is the participant's
actual base salary pay plus short-term incentive pay received during
the period. The Company made discretionary contributions of $57,765
for the year ended December 31, 2002.
(d) Participant Accounts and Vesting
Each participant's account is credited with his contribution, the
Company's matching contribution, and plan earnings (losses).
Participants are immediately fully vested in these contributions.
Discretionary profit-sharing contributions are 100% vested after five
years of service. Amounts forfeited by participants who terminate from
the Plan prior to being 100% vested are applied to reduce subsequent
company contributions to the Plan. Investment income (loss), realized
gains/losses, and the change in unrealized appreciation or
depreciation on plan investments are credited to participants'
accounts daily based on the proportion of each participant's account
balance to the total account balance within each investment fund.
A participant may direct his contributions into any of the investment
fund options offered by the Plan. A participant may change his
election options at any time. Company matching and discretionary
profit-sharing contributions are initially invested in the Company
stock fund until the participant elects to redirect the contributions
to another investment fund.
Participants with investments held in the Southern Company stock fund,
PEPCO stock fund, and BP Amoco stock fund will have five years (until
March 31, 2006) to liquidate their investment position in the stock
and transfer the proceeds into other investment options within the
Plan. These Plan investment options are considered frozen; therefore,
no new contributions may be made into these options. There are no
other restrictions on transferring in or out of any other investment
options within the Plan.
(e) Benefits
Upon termination of service, death, or disability, a participant or
his beneficiary may elect to receive an amount equal to the value of
his account in a lump-sum distribution. If account balances are less
than $5,000, participants will automatically receive a lump-sum
payment. If a participant retires, he may elect to receive a lump-sum
distribution or annual installments for a period not to exceed 20
years or life expectancy. Distributions upon termination of service,
retirement, disability, or death are normally made in cash unless
shares of common stock are requested.
Under the terms of the Plan, participants may make hardship
withdrawals from their accounts upon furnishing proof of hardship as
specified in the Plan agreement.
A participant may borrow the lesser of $50,000, less the highest
outstanding loan balance in the previous 12 months, or 50% of his/her
vested account balance, with a minimum loan amount of $1,000. Loans
are repayable through payroll deductions over the respective term of
the loan. The interest rate is determined by the plan administrator
based on the current prime rate at the time of the loan and is fixed
over the life of the note. A participant may have up to two
general-purpose loans and one loan for a residence outstanding at any
given time.
(f) Administrative Expenses
Certain administrative expenses of the Plan are paid by the Company.
These costs include legal, accounting, and certain administrative
fees.
(3) Transactions with Parties-in-Interest
At December 31, 2002 and 2001, the Plan held investments in funds sponsored
by the Trustee with current values of $31,180,809 and $32,060,720,
respectively. The Plan held investments in 254,578 and 282,798 shares of
PEPCO Stock Fund with current values of $4,936,284 and $6,382,751 at
December 31, 2002 and 2001, respectively. The Plan held investments in
103,219 and 150,629 shares of Southern Company with current values of
$2,930,410 and $3,818,451 at December 31, 2002 and 2001, respectively. The
Plan held 1,102,423 and 327,170 shares of Mirant Corporation common stock
with current values of $2,061,532 and $5,241,274 at December 31, 2002 and
2001, respectively. These transactions qualify as party-in-interest
transactions.
(4) Investments
Individual assets that represent 5% or more of the Plan's net assets
available for benefits as of December 31, 2002 and 2001 are as follows:
2002 2001
-------------------- -------------------
T. Rowe Price Stable Value Fund $ 18,828,989 16,638,749
Mirant Corporation Stock Fund 2,061,532 5,241,274
T. Rowe Price Blue Chip Growth Fund 7,235,589 9,950,280
PEPCO Stock Fund 4,936,284 6,382,751
Southern Company Stock Fund 2,930,410 3,818,451
During 2002, the Plan's investments depreciated in fair value as follows:
Net depreciation in fair value:
Mutual funds $ (3,838,656)
Common stocks (6,752,979)
------------------
Net depreciation in fair value $ (10,591,635)
===================
(5) Federal Income Taxes
The Internal Revenue Service has determined and informed the Company by a
letter dated October 25, 2002 that the Plan is designed in accordance with
applicable sections of the Internal Revenue Code (IRC). The Plan has been
amended since receiving the determination letter. However, the Plan
administrator believes that the Plan is designed and is currently being
operated in compliance with the applicable requirements of the IRC.
MIRANT SERVICES
BARGAINING UNIT EMPLOYEE SAVINGS PLAN
Notes to Financial Statements
December 31, 2002 and 2001
(6) Key Provisions for Respective Collective Bargaining Units
The following are key provisions of the Plan for each collective bargaining
unit:
Employee contribution
Unions Eligibility Company match percentage
----------------- ------------------------------------------ ------------------------------------ ------------------------
Midwest Union Regular full-time and regular part-time Eligible after one year of service; 1% to 16% of base pay,
members of the United Steelworkers 75% of the first 6% of participant's on a before-tax and/or
of America Local #12502 base pay contributed to the Plan after-tax basis
California Union Regular full-time and regular part-time Company match is based on years 1% to 15% of base pay,
members of the International of service on a before-tax and/or
Brotherhood of Electrical Workers after-tax basis
Local #1245
Mid-Atlantic Union Regular full-time and regular part-time 40% of the first 6% of participant's 1% to 19% of base pay,
members of the International base pay contributed to the Plan on a before-tax and/or
Brotherhood of Electrical Workers after-tax basis
Local #1900
New York Union Regular full-time and regular part-time Eligible after one year of service; 1% to 20% of base pay,
members of the International 75% of the first 6% of participant's on a before-tax and/or
Brotherhood of Electrical Workers base pay contributed to the Plan after-tax basis
Local #503, upon completion of one
year of service
New England Union Regular full-time and regular part-time Eligible after one year of service; 1% to 30% of base pay,
members of Utility Workers' Union of 100% of the first 4% of participant's on a before-tax and/or
America Local #369 and #480 base pay contributed to the Plan after-tax basis
(7) Plan Termination
While it is the Company's intention to continue the Plan indefinitely, the
Company has the right under the Plan to discontinue its contributions at
any time and to terminate the Plan subject to the provisions of ERISA and
the Plan agreement. In the event of Plan termination, participants will
become 100% vested in their accounts.
(8) Transfer to Affiliated Plan
During 2002, due to changes in employment status, the Plan transferred
account balances of certain participants to the Mirant Services Employee
Savings Plan.
(9) Transfer to Other Plan
Effective June 5, 2002, following the sale of Stateline Power generating
facility, plan assets of $159,605 attributable to Stateline Plant's
employees were transferred to the Dominion Salaried Savings Plan.
(10) Litigation
On April 17, 2003, a purported class action lawsuit alleging violations of
ERISA was filed in the United States District Court for the Northern
District of Georgia entitled James Brown v. Mirant Corporation, et al.,
Civil Action No. 1:03-CV-1027 (the ERISA Litigation). The ERISA Litigation
names as defendants Mirant Corporation, certain of its current and former
officers and directors, and Southern Company. The plaintiff, who seeks to
represent a putative class of participants and beneficiaries of the plan
alleges that defendants breached their duties under ERISA by, among other
things: (1) concealing information from the Plans' participants and
beneficiaries; (2) failing to ensure that the Plans' assets were invested
prudently; (3) failing to monitor the Plans' fiduciaries; and (4) failing
to engage independent fiduciaries to make judgments about the Plans'
investments. The plaintiff seeks unspecified damages, injunctive relief,
attorneys' fees and costs.
On June 3, 2003, a second purported class action lawsuit alleging
violations of ERISA was filed in the United States District Court for the
Northern District of Georgia entitled Greg Waller v. Mirant Corporation, et
al., Civil Action No. 1:03-CV-1558 (the ERISA Litigation II). The ERISA
Litigation II names as defendants Mirant Corporation, certain of its
current and former officers and directors, and Southern Company. The claims
asserted, factual allegations made, and the relief sought underlying this
lawsuit are substantially similar to those described above in the ERISA
Litigation.
MIRANT SERVICES
BARGAINING UNIT EMPLOYEE SAVINGS PLAN
Schedule H, Line 4i - Schedule of
Assets (Held at End of Year)
December 31, 2002
Identity of issuer Description of investments Current value
----------------------------------------------------- ------------------------------------------ -----------------
Franklin Small Cap Growth Fund 43,362 mutual fund units $ 951,801
Scudder International Fund 8,751 mutual fund units 265,690
American New Perspective Fund 19,901 mutual fund units 359,024
PIMCO Total Return Fund 125,312 mutual fund units 1,337,080
* T. Rowe Price Equity Index Trust Fund 76,441 mutual fund units 1,836,109
* T. Rowe Price Personal Strategy Income Fund 23,106 mutual fund units 277,267
* T. Rowe Price Personal Strategy Balanced Fund 68,574 mutual fund units 930,554
* T. Rowe Price Personal Strategy Growth Fund 58,306 mutual fund units 882,176
* T. Rowe Price Small Cap Stock Fund 51,475 mutual fund units 1,106,716
* T. Rowe Price Tradelink Investments 83,409 mutual fund units 83,409
* T. Rowe Price Blue Chip Growth Fund 329,640 mutual fund units 7,235,589
* PEPCO Stock Fund 254,578 shares of common stock 4,936,284
* T. Rowe Price Stable Value Fund 18,828,989 money market fund units 18,828,989
* Mirant Corporation Stock Fund 1,102,423 shares of common stock 2,061,532
* Southern Company Stock Fund 103,219 shares of common stock 2,930,410
Participant loans (interest rates from
4.25% to 4.75% with maturity dates through
December 31, 2017) 3,499,342
-----------------
$ 47,521,972
=================
* Indicates a party in interest to the Plan.
See accompanying independent auditors' report.
SIGNATURE
The Plan. Pursuant to the requirements of the Securities Exchange Act of
1934, the trustees (or other persons who administer the employee benefit plan)
have duly caused this annual report to be signed by the undersigned thereunto
duly authorized.
MIRANT SERVICES
BARGAINING UNIT EMPLOYEE SAVINGS PLAN
/s/ Vance Booker
Vance Booker
Senior Vice President
Administration and Technical
June 26, 2003
EXHIBIT 23.1
INDEPENDENT AUDITORS' CONSENT
The Board of Directors
Mirant Corporation:
We consent to the incorporation by reference in registration statement (No.
333-56574) on Form S-8 of our report dated June 20, 2003, relating to the
statement of net assets available for plan benefits of the Mirant Services
Bargaining Unit Employee Savings Plan as of December 31, 2002 and the related
statement of changes in net assets available for plan benefits for the year
ended December 31, 2002 and related supplemental schedule, which report appears
in the December 31, 2002 annual report on Form 11-K of the Mirant Services
Bargaining Unit Employee Savings Plan.
/s/KPMG LLP
Atlanta, Georgia
June 25, 2003
EXHIBIT 23.2
NOTICE REGARDING CONSENT OF ARTHUR ANDERSEN LLP
Section 11(a) of the Securities Act of 1933, as amended (the "Securities
Act"), provides that if any part of a registration statement at the time such
part becomes effective contains an untrue statement of a material fact or
omitted to state a material fact required to be stated therein or necessary to
make the statements therein not misleading, any person acquiring a security
pursuant to such registration statement (unless it is proved that at the time of
such acquisition such person knew of such untruth or omission) may sue, among
others, every accountant who has consented to be named as having prepared or
certified any part of the registration statement, or as having prepared or
certified any report or valuation which is used in connection with the
registration statement, with respect to the statement in such registration
statement, report or valuation which purports to have been prepared or certified
by the accountant.
This Form 11-K is incorporated by reference into the following previously
filed registration statements of Mirant Services Bargaining Unit Employee
Savings Plan (the Plan): Registration Statement on Form S-8 file number
333-56574 (the "Registration Statement") and, for purposes of determining
liability under the Securities Act, is deemed to be a new registration statement
for each Registration Statement into which it is incorporated by reference.
On May 15, 2002, the Plan dismissed Arthur Andersen LLP ("Arthur Andersen")
as its independent public accountant and appointed KPMG LLP to replace Arthur
Andersen. Both the engagement partner and the manager for the Plan's prior
fiscal year audit are no longer with Arthur Andersen. As a result, the Plan has
been unable to obtain Arthur Andersen's written consent to incorporate by
reference into the Registration Statements Arthur Andersen's audit report
regarding the Plan's financial statements as of December 31, 2001. Under these
circumstances, Rule 437a under the Securities Act and Rule 2-02 of Regulation
S-X promulgated by the Securities and Exchange Commission permit the Plan to
file this Form 11-K without a written consent from Arthur Andersen. As a result,
however, Arthur Andersen will have no liability under Section 11(a) of the
Securities Act for any untrue statements of a material fact contained in the
financial statements audited by Arthur Andersen or any omissions of a material
fact required to be stated therein. Accordingly, you would be unable to assert a
claim against Arthur Andersen under Section 11(a) of the Securities Act for any
purchases of securities under the Registration Statements made on or after the
date of the Form 11-K. However, to the extent provided in Section 11(b)(3)(C) of
the Securities Act, other persons who are liable under Section 11(a) of the
Securities Act, including the Plan's officers and directors, may still rely on
Arthur Andersen's original audit reports as being made by an expert for purposes
of establishing a due diligence defense under Section 11(b) of the Securities
Act.
EXHIBIT 99.1
CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT
June 26, 2003
U. S. Securities and Exchange Commission 450 Fifth Street, N. W.
Washington, D.C. 20549
Ladies and Gentlemen:
The certification set forth below is being submitted to the Securities and
Exchange Commission solely for the purpose of complying with Section 1350 of
Chapter 63 of Title 18 of the United States Code. This certification is not to
be deemed to be filed pursuant to the Securities Exchange Act of 1934 and does
not constitute a part of the Annual Report for the Mirant Services Bargaining
Unit Employee Savings Plan (the "Plan") on Form 11-K for the period ending
December 31, 2002 (the "Report") accompanying this letter.
Vance N. Booker, the Senior Vice President, Administration and Technical of
Mirant Corporation ("Mirant"), the deemed Chief Executive Officer of the Plan,
and Harvey A. Wagner, the Chief Financial Officer of Mirant, the deemed Chief
Financial Officer of the Plan, each certifies that, to the best of their
knowledge:
1. such Report fully complies with the requirements of Section 13(a) of the
Securities Exchange Act of 1934; and
2. the information contained in the Report fairly presents, in all material
respects, the net assets available for benefits and changes in net assets
available for benefits of the Plan.
/s/ Vance N. Booker
--------------------------------------------
Name: Vance N. Booker
Title: deemed Chief Executive Officer
/s/ Harvey A. Wagner
--------------------------------------------
Name: Harvey A. Wagner
Title: Chief Financial Officer
A signed original of this written statement required by Section 906 has been
provided to Mirant Corporation and will be retained by Mirant Corporation and
furnished to the Securities and Exchange Commission or its staff upon request.