-----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, KKyYwaFavxkRYwDkHwh2rIls4WXYz9SzrXNwv7nu1AUo39n5pJpl6GuGkGVFmQtp ZTYeq37yjZT+Cn34v7Q9dg== 0001021408-02-008108.txt : 20020610 0001021408-02-008108.hdr.sgml : 20020610 20020607105505 ACCESSION NUMBER: 0001021408-02-008108 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20020607 ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20020607 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CONECTIV CENTRAL INDEX KEY: 0001029590 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC & OTHER SERVICES COMBINED [4931] IRS NUMBER: 510377417 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13895 FILM NUMBER: 02673076 BUSINESS ADDRESS: STREET 1: 800 KING ST STREET 2: P O BOX 231 CITY: WILMINGTON STATE: DE ZIP: 19899 BUSINESS PHONE: 3024293114 MAIL ADDRESS: STREET 1: 800 KING ST STREET 2: P O BOX 231 CITY: WILMINGTON STATE: DE ZIP: 19899 8-K 1 d8k.txt FORM 8-K 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): June 7, 2002 CONECTIV (Exact name of registrant as specified in its charter) Delaware 1-13895 51-0377417 ----------------------- ------------------------- ---------------- (State of incorporation) Commission File Number (I.R.S. Employer Identification No.) 800 King Street, P.O. Box 231, Wilmington, Delaware 19899 --------------------------------------------------- ----- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code 302-429-3018 ------------ Item 7. Financial Statements and Exhibits (b) Pro forma financial information Effective January 1, 2002, Conectiv implemented Statement of Financial Accounting Standards (SFAS) No. 142, "Goodwill and Other Intangible Assets" (SFAS No. 142). Under SFAS No. 142, goodwill that has not been included in the rates of a regulated utility subject to SFAS No. 71, "Accounting for the Effects of Certain Types of Regulation," is no longer amortized and is reviewed annually for impairment. Conectiv ceased amortizing goodwill that is not included in regulated utility rates, effective January 1, 2002. Conectiv has not yet completed the test specified by SFAS No. 142 for potential impairment of goodwill, as of January 1, 2002. For 2001, 2000, and 1999, the following tables reconcile reported income from continuing operations, income before extraordinary item, and net income (loss), to amounts adjusted to exclude the amortization of goodwill, net of taxes.
Year Ended December 31, ---------------------------------- 2001 2000 1999 ---------- --------- --------- (Dollars in Thousands) Income from continuing operations, as reported $377,522 $203,815 $ 143,493 Goodwill amortization, net of taxes 8,099 8,916 9,305 ---------- -------- --------- Income from continuing operations, as adjusted $385,621 $212,731 $ 152,798 ========== ======== ========= Income before extraordinary item, as reported $251,038 $170,830 $ 113,578 Goodwill amortization, net of taxes 8,099 8,916 9,305 ---------- -------- --------- Income before extraordinary item, as adjusted $259,137 $179,746 $ 122,883 ========== ======== ========= Net income (loss), as reported $248,248 $170,830 $(198,140) Goodwill amortization, net of taxes 8,099 8,916 9,305 ---------- -------- --------- Net income (loss), as adjusted $256,347 $179,746 $(188,835) ========== ======== =========
For 2001, 2000, and 1999, the following tables reconcile reported basic earnings (loss) per average share of common stock (i) from continuing operations, (ii) before extraordinary item, and (iii) in total, to amounts adjusted to exclude the amortization of goodwill, net of taxes.
Year Ended December 31, -------------------------------- 2001 2000 1999 ---------- --------- ------- Basic earnings per average share of common stock from continuing operations, as reported $4.43 $2.36 $1.46 Goodwill amortization, net of taxes 0.10 0.11 0.10 -------- -------- ------- Basic earnings per average share of common stock from continuing operations, as adjusted $4.53 $2.47 $1.56 ======== ======== ======= Diluted earnings per average share of common stock from continuing operations, as adjusted $4.51 $2.47 $1.56 ======== ======== ======= Basic earnings per average share of common stock before extraordinary item, as reported $2.90 $1.97 $1.14 Goodwill amortization, net of taxes 0.10 0.11 0.10 -------- -------- ------- Basic earnings per average share of common stock before extraordinary item, as adjusted $3.00 $2.08 $1.24 ======== ======== ======= Basic earnings (loss) per average share of common stock, in total, as reported $2.87 $1.97 $(2.02) Goodwill amortization, net of taxes 0.10 0.11 0.10 -------- -------- ------- Basic earnings (loss) per average share of common stock, in total, as adjusted $2.97 $2.08 $(1.92) ======== ======== =======
-1- SIGNATURE 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. Conectiv ------------ (Registrant) Date: June 7, 2002 /s/ John C. van Roden ------------ --------------------------------------- John C. van Roden, Senior Vice President and Chief Financial Officer -2-
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