-----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, PG2byAmHk1+odUftWWY1QKzIZHcrPpbafJKbrBxsB5bR64d3yp5cJJOkvMy/9lgz aeuXUGhtyoce9tJnR3G1zg== 0000102710-96-000002.txt : 19960116 0000102710-96-000002.hdr.sgml : 19960116 ACCESSION NUMBER: 0000102710-96-000002 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19951130 FILED AS OF DATE: 19960112 SROS: AMEX FILER: COMPANY DATA: COMPANY CONFORMED NAME: VALLEY RESOURCES INC /RI/ CENTRAL INDEX KEY: 0000102710 STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS DISTRIBUTION [4924] IRS NUMBER: 050384723 STATE OF INCORPORATION: RI FISCAL YEAR END: 0831 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-07924 FILM NUMBER: 96503012 BUSINESS ADDRESS: STREET 1: 1595 MENDON RD CITY: CUMBERLAND STATE: RI ZIP: 02864 BUSINESS PHONE: 4013341188 MAIL ADDRESS: STREET 1: PO BOX 7900 CITY: CUMBERLAND STATE: RI ZIP: 02864-7900 10-Q 1 FORM 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 (X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended November 30, 1995 OR ( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _____________to ____________ Commission File number 1-7924 VALLEY RESOURCES, INC. (Exact name of Registrant as specified in its charter) Rhode Island 05-0384723 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 1595 Mendon Road 02864 Cumberland, Rhode Island (Zip Code) (Address of principal executive offices) (401) 334-1188 (Registrant's telephone number, including area code) Not Applicable (Former name, former address and former fiscal year, if changed since last report) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months, and (2) has been subject to such filing requirements for the past 90 days. Yes X . No ___. Indicate the number of shares outstanding of each of the issuer's classes of Common Stock, as of the latest practicable date. Outstanding at Class of Common Stock Nov. 30, 1995 $1 Par Value 4,251,286 VALLEY RESOURCES, INC. FORM 10-Q NOVEMBER 30, 1995 Page of Form 10-Q --------- PART I: FINANCIAL INFORMATION Item 1. Financial Statements Consolidated Condensed Statements of Operations--for the three-months ended November 30, 1995 and 1994.............................................................. 3 Consolidated Condensed Balance Sheets--November 30, 1995 and August 31, 1995...................................... 4 & 5 Consolidated Condensed Statements of Cash Flows--for the three-months ended November 30, 1995 and 1994................. 6 Notes to Consolidated Condensed Financial Statements.............. 7 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations............................... 8 Item 6(a) Exhibits.......................................................... 9 PART II: OTHER INFORMATION Item 4. Submission of Matters to a Vote of Security Holders............... 9 Item 6. Exhibits and Reports on Form 8-K.................................. 9 PART I: FINANCIAL INFORMATION ITEM 1 - FINANCIAL STATEMENTS VALLEY RESOURCES, INC. AND SUBSIDIARIES Consolidated Condensed Statements of Operations (Unaudited)
For the 3 Months Ended Nov. 30 Nov. 30 1995 1994 (in thousands) (except share and per share numbers) Operating Revenues: Utility Gas Revenues ................... $ 9,398 $ 9,980 Nonutility Revenues .................... 4,697 4,794 Total ........................ 14,095 14,774 Operating Expenses: Cost of Gas Sold ....................... 5,052 5,669 Cost of Sales - Nonutility ............. 3,316 3,365 Operations ............................. 4,268 4,256 Maintenance ............................ 389 384 Depreciation and Amortization .......... 712 680 Taxes - Other Than Federal Income ...... 831 876 - Federal Income ................. (480) (468) Total ........................ 14,088 14,762 Operating Income .......................... 7 12 Other Income - Net of Tax ................. 37 4 Total Income .............................. 44 16 Interest Charges: Long-Term Debt ......................... 469 510 Other .................................. 350 241 Total ........................ 819 751 Net Loss .................................. $ (775) $ (735) Average Number of Common Shares Outstanding 4,243,663 4,216,608 Loss Per Average Common Share Outstanding . ($0.18) ($0.17) Dividends Declared on Common Stock ........ $0.18 $0.175 The accompanying Notes are an integral part of these statements.
VALLEY RESOURCES, INC. AND SUBSIDIARIES Consolidated Condensed Balance Sheets
(Unaudited) Nov. 30, Aug. 31, 1995 1995 (in thousands) ASSETS Utility Plant - Net .................................... $48,607 $47,411 Leased Property - Net .................................. 1,825 2,014 Nonutility Property-Net ................................ 3,548 3,547 Other Investments ...................................... 1,459 1,461 Current Assets: Cash ................................................ 894 455 Accounts Receivable - Net ........................... 9,895 10,686 Deferred Unbilled Gas Costs ......................... 1,585 434 Fuel and Other Inventories (Note 3) ................. 5,790 5,385 Prepayments ......................................... 741 1,159 Common Stock held for Dividend Reinvestment-amounting to 9,511 and 26,190 shares respectively (Note 4) .. 104 290 Total ....................................... 19,009 18,409 Deferred Debits: Recoverable Postretirement Benefits ................. 771 693 Recoverable Vacations Accrued ....................... 916 847 Unamortized Debt Discount and Expense ............... 1,567 1,581 Prepaid Pensions .................................... 5,660 5,546 Recoverable Deferred FIT ............................ 5,778 5,713 Recoverable Transition Obligation ................... 1,325 1,325 Other ............................................... 4,106 3,791 20,123 19,496 Total ....................................... $94,571 $92,338 The accompanying Notes are an integral part of these statements.
VALLEY RESOURCES, INC. AND SUBSIDIARIES Consolidated Condensed Balance Sheets
(Unaudited) Nov. 30, Aug. 31, 1995 1995 (in thousands) CAPITALIZATION & LIABILITIES Capitalization: Common Stock ........................... $ 4,261 $ 4,261 Paid In Capital ........................ 18,029 18,039 Retained Earnings ...................... 5,298 6,835 Less: Accounts Receivable from ESOP .... (3,142) (3,142) Total Common Stock Equity ...... 24,446 25,993 Long-Term Debt (Less Current Maturities): 8% First Mortgage Bonds, Series Due 2022 21,057 21,072 9% Notes Payable, Due 1999 ............. 2,139 2,139 Note Payable ........................... 1,405 1,405 Total Long-Term Debt ........... 24,601 24,616 Total Capitalization .... 49,047 50,609 Obligation Under Capital Lease ............ 1,067 1,255 Current Liabilities: Current Maturities of Long-Term Debt ... 500 500 Obligation Under Capital Lease ......... 758 759 Notes Payable .......................... 16,000 11,900 Accounts Payable ....................... 4,504 4,321 Security Deposits & Refund Obligations . 1,156 1,162 Taxes Accrued (Debit) .................. (518) 508 Deferred Fuel Costs .................... 2,598 3,151 Accrued Interest ....................... 1,120 655 Other .................................. 1,063 976 Total .......................... 27,181 23,932 Commitments and Contingencies Deferred Credits .......................... 6,586 6,451 Deferred Federal Income Taxes ............. 10,690 10,091 $ 94,571 $ 92,338 The accompanying Notes are an integral part of these statements.
VALLEY RESOURCES, INC. AND SUBSIDIARIES Consolidated Condensed Statements of Cash Flows (Unaudited)
For the 3 Months Ended Nov. 30, Nov. 30, 1995 1994 (in thousands) Cash Flows from Operating Activities: Net Loss ................................................... $ (775) $ (735) Adjustments to Reconcile Net Loss to Net Cash used in Operating Activities: Depreciation and Amortization ............................ 712 680 Provision for Uncollectibles ............................. 337 295 Deferred Federal Income Taxes ............................ 521 421 Change in Assets and Liabilities: Accounts Receivable ...................................... 454 (1,761) Deferred Fuel Costs ...................................... (553) 515 Unbilled Gas Costs ....................................... (1,151) (850) Fuel and Other Inventories ............................... (405) (688) Other Current Assets ..................................... 489 380 Accounts Payable, Accrued Expenses and Current Liabilities (849) (842) Other - Net .............................................. 256 246 Net Cash (Used) by Operating Activities ............ (964) (2,339) Cash Flows from Investing Activities: Utility Capital Expenditures ............................... (1,760) (1,182) Nonutility Capital Expenditures ............................ (148) (188) Other Investments .......................................... (3) (2) Net Cash (Used) by Investing Activities ............ (1,911) (1,372) Cash Flows from Financing Activities: Dividends Paid ........................................... (762) (738) Capital Stock Transactions ............................... (9) 101 Retirement of Long-Term Debt ............................. (15) (88) Increase in Notes Payable ................................ 4,100 4,700 Net Cash Provided by Financing Activities .......... 3,314 3,975 Net Increase in Cash .......................................... 439 264 Cash - Beginning .............................................. 455 587 Cash - Ending ................................................. $ 894 $ 851 Supplemental Disclosures of Cash Flow Information Cash Paid During the Period for: Interest ................................................. $ 355 $ 261 Federal Income Taxes ..................................... $ -0- $ 130 Capital Lease Obligations Incurred ......................... $ -0- $ 57 The accompanying Notes are an integral part of these statements.
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS Note 1 The Corporation computes its loss per average common share based on the weighted average number of shares outstanding during the period. Note 2 In the opinion of the Corporation, the accompanying unaudited consolidated condensed financial statements contain all adjustments (consisting of only normal recurring accruals and matters discussed in "Management's Discussion and Analysis of Financial Condition and Results of Operations") necessary to present fairly the financial position at November 30, 1995, the results of operations for the three-months ended November 30, 1995 and 1994 and Statements of Cash Flows for the three-months ended November 30, 1995 and 1994. The results of operations for the three-month periods ended November 30, 1995 and 1994 are not necessarily indicative of the results to be expected for the full year. Note 3
Inventories - Fuel and Other Inventories: (in Thousands) November 30 August 31 1995 1995 Fuels (at average cost) .............................. $3,549 $3,255 Merchandise and Other (at average cost) .............. 1,050 1,052 Merchandise (at LIFO) ................................ 1,191 1,078 $5,790 $5,385
Note 4 Pursuant to the dividend reinvestment plan, stockholders can reinvest dividends and make limited additional investments in shares of Common Stock. Shares issued through dividend reinvestment can be acquired on the open market or original issue. PART I - ITEM 2 Management's Discussion and Analysis of Financial Condition and Results of Operations Results of Operations Utility gas revenues for the three months ended November 30, 1995, totaled $9,398,500, a 6 percent decrease when compared to the same period in fiscal 1995. The revenue decrease is the result of increased gas sales offset by a reduction in Purchased Gas Price Adjustment (PGPA) revenues and seasonal revenues. Base revenues from firm customers, exclusive of the PGPA, increased 4 percent over the prior year as a result of increased gas sales. Sales to firm customers totaled 1,180,500 Mcf, an increase of 5 percent when compared to fiscal 1995. The primary contributors to this increase are colder weather and increased customers. Weather, as measured by degree days, was 6 percent colder than the prior year. At November 30, 1995, there were 60,919 utility customers versus 60,240 at November 30, 1994. Seasonal and dual-fuel gas sales decreased 13 percent for the three months ended November 30, 1995 when compared to the prior year. Seasonal sales increase and decrease depending on availability of gas and the price of competitive fuels. The margin on seasonal sales are passed through to firm customers through the PGPA. Valley Gas also transports natural gas owned by customers on their behalf. The revenues generated from the transportation of natural gas for others increased $13,400 for the three-months ended November 30, 1995, when compared with the results from the prior year. Nonutility revenues totaled $4,696,600 for the three months ended November 30, 1995, a decrease of 2 percent when compared to the prior year. Revenues from retail sales decreased 13 percent and wholesale revenues decreased 1 percent which were partially offset by a 4 percent increase in service contract and rental revenues when compared to the corresponding fiscal 1995 period. Retail sales volume decreased while improvements in service contract and rental revenues were the result of price increases. Propane revenues decreased 4 percent, despite increased gallons sold, when compared with the prior year as a result of price competition. Operating expenses for the three-month period were affected primarily by the cost of gas sold and operation expenses. The cost of gas sold decreased 11 percent when compared with the results of the prior year as a result of the flow through of the prior years over collection of gas cost. Other operation expenses remained flat as a result of cost control efforts when compared to fiscal 1995. Interest expense totaled $819,600 for the three-months ended November 30, 1995, an increase of 9 percent over the prior year. The increase in interest expense was the result of increases in short-term borrowing rates and loan balances. Liquidity and Capital Resources Operations during the first quarter typically do not generate sufficient cash to meet gas costs and construction requirements. Management believes the available financings are sufficient to meet cash requirements. The available borrowings under lines of credit at November 30, 1995 were $11,000,000. On November 20, 1995, the Rhode Island Public Utilities Commission ("RIPUC") authorized the Utilities to adjust its tariffs to collect an additional $1.2 million. This rate increase should favorably impact liquidity in fiscal 1996. A receivable lag that is generally experienced during the first fiscal quarter should be reversed in the second fiscal quarter and revenues should increase as a result of colder weather. Also, construction expenditures should be reduced during the second fiscal quarter due to restraints caused by weather having a favorable effect upon cash flow. PART I - ITEM 6(a) Item 6 (a) - Exhibits 27. Financial Data Schedule PART II: OTHER INFORMATION Item 4 - Submission of Matters to a Vote of Security Holders The Annual Meeting of Stockholders of Valley Resources, Inc. was held on December 12, 1995, for the purpose of electing a board of directors. Proxies for the meeting were solicited pursuant to Section 14(a) of the Securities Exchange Act of 1934 and there was no solicitation in opposition to management's solicitations. All of management's nominees for directors were elected by the following vote:
Shares Shares Voted Voted "For" "Withheld" James M. Dillon ........................ 3,145,836 41,022 Jonathan K. Farnum ..................... 3,160,504 26,354 John F. Guthrie, Jr .................... 3,155,223 31,635
Item 6 - Exhibits and Reports on Form 8-K (a) None. (b) The Company did not file a 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 thereunto duly authorized. VALLEY RESOURCES, INC. AND SUBSIDIARIES S/K. W. Hogan __________________________________________________ K. W. Hogan Senior Vice President, Chief Financial Officer and Secretary January 12, 1996 EX-27 2
5 1,000 3-MOS AUG-31-1996 NOV-30-1995 894 0 10,600 705 5,790 19,009 81,536 29,381 94,571 27,181 21,057 0 0 4,261 20,185 94,571 14,095 14,095 8,368 14,088 5,720 0 819 (1,214) (439) (775) 0 0 0 (775) (0.18) (0.18)
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