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): July 31, 2012 |
CLECO CORPORATION |
(Exact name of registrant as specified in its charter) |
Louisiana | 1-15759 | 72-1445282 |
(State or other jurisdiction | (Commission File Number) | (IRS Employer |
of incorporation) | Identification No.) |
2030 Donahue Ferry Road | |
Pineville, Louisiana | 71360-5226 |
(Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (318) 484-7400 |
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: |
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 9.01 Financial Statements and Exhibits. |
(d) Exhibits. |
The following exhibit is furnished herewith: |
99.1 Press Release issued July 31, 2012, regarding Cleco Corporation’s earnings for the quarter and six months ended June 30, 2012. |
CLECO CORPORATION | |
Date: July 31, 2012 | By: /s/ Terry L. Taylor |
Terry L. Taylor | |
Controller and Chief Accounting Officer |
Exhibit Number | Exhibit Description |
99.1 | Press Release issued July 31, 2012, regarding Cleco Corporation’s earnings for the quarter and six months ended June 30, 2012. |
![]() | EXHIBIT 99.1 |
• | Cleco reports second-quarter earnings applicable to common stock of $46.7 million, or $0.77 per diluted share, compared to $70.2 million, or $1.15 per diluted share for the second quarter of 2011. |
• | Cleco reports earnings applicable to common stock for the first six months of 2012 of $76.7 million, or $1.27 per diluted share, compared to $99.2 million, or $1.63 per diluted share for the first six months of 2011. |
Consolidated Earnings - Reconciliation of GAAP to Non-GAAP Measures | |||||||||||||||
Diluted Earnings Per Share | |||||||||||||||
For the three months ended June 30 | For the six months ended June 30 | ||||||||||||||
Subsidiary | 2012 | 2011 | 2012 | 2011 | |||||||||||
Cleco Power LLC | $ | 0.60 | $ | 0.59 | $ | 1.06 | $ | 1.08 | |||||||
Cleco Midstream Resources LLC | (0.01 | ) | (0.07 | ) | (0.06 | ) | (0.09 | ) | |||||||
Corporate and Other1 | 0.05 | — | 0.07 | (0.01 | ) | ||||||||||
Operational diluted earnings per share (Non-GAAP) | 0.64 | 0.52 | 1.07 | 0.98 | |||||||||||
Adjustments2 | 0.13 | 0.63 | 0.20 | 0.65 | |||||||||||
Diluted earnings per share applicable to common stock | $ | 0.77 | $ | 1.15 | $ | 1.27 | $ | 1.63 |
$ | 0.52 | 2011 second quarter operational diluted earnings per share | ||
(0.05 | ) | Non-fuel revenue | ||
0.05 | Rate refund accrual | |||
0.02 | Other expenses, net | |||
0.03 | Interest charges | |||
0.01 | AFUDC (allowance for funds used during construction) | |||
(0.05 | ) | Income taxes | ||
$ | 0.01 | Cleco Power results | ||
0.06 | Cleco Midstream results | |||
0.05 | Corporate and Other results | |||
$ | 0.64 | 2012 second-quarter operational diluted earnings per share | ||
0.13 | Adjustments1 | |||
$ | 0.77 | 2012 second-quarter reported GAAP diluted earnings per share |
• | Non-fuel revenue decreased earnings by $0.05 per share compared to the second quarter of 2011 primarily due to $0.03 per share from the absence of a gain on the sale of Cleco Power’s fuel oil inventory and $0.02 per share primarily due to milder weather. |
• | Lower rate refund accrual increased earnings by $0.05 per share compared to the second quarter of 2011. |
• | Other expenses, net, increased earnings by $0.02 per share compared to the second quarter of 2011 primarily due to $0.05 per share of lower other operations and maintenance expenses, partially offset by $0.02 per share of higher depreciation expense and $0.01 per share of higher capacity charges. |
• | Lower interest charges increased earnings by $0.03 per share compared to the second quarter of 2011 primarily due to $0.02 per share related to uncertain tax positions, $0.02 per share related to reacquired debt in October and December 2011, and $0.01 per share related to the retirement of pollution |
• | AFUDC increased earnings by $0.01 per share compared to the second quarter of 2011 primarily due to higher AFUDC related to the advanced metering infrastructure project and miscellaneous transmission projects. |
• | Higher income taxes decreased earnings by $0.05 per share compared to the second quarter of 2011 primarily due to $0.02 per share related to the absence in 2012 of the valuation allowance reversal in 2011, $0.02 per share for miscellaneous tax items, and $0.01 per share to record tax expense at the projected annual effective tax rate. |
• | Evangeline’s results increased earnings by $0.04 per share compared to the second quarter of 2011 primarily due to higher tolling revenue resulting from the power purchase agreements with Cleco Power that began in 2012 as compared to the tolling agreement with J.P. Morgan Ventures Energy Corporation in 2011. Also contributing to the increase were lower interest charges related to uncertain tax positions. |
• | Acadia’s results increased earnings by $0.02 per share compared to the second quarter of 2011 primarily due to the absence of operating expenses following the 2011 disposition of Acadia Unit 2. |
• | Lower income taxes increased earnings by $0.05 per share compared to the second quarter of 2011 as a result of $0.03 per share for higher tax credits and $0.02 per share to record tax expense at the consolidated projected annual effective tax rate. |
$ | 0.98 | Six months ended June 30, 2011, operational diluted earnings per share | ||
(0.11 | ) | Non-fuel revenue | ||
0.07 | Rate refund accrual | |||
(0.02 | ) | Other expenses, net | ||
0.10 | Interest charges | |||
(0.06 | ) | Income taxes | ||
$ | (0.02 | ) | Cleco Power results | |
0.03 | Cleco Midstream results | |||
0.08 | Corporate and Other results | |||
$ | 1.07 | Six months ended June 30, 2012, operational diluted earnings per share | ||
0.20 | Adjustments1 | |||
$ | 1.27 | Six months ended June 30, 2012, reported GAAP diluted earnings per share |
• | Non-fuel revenue decreased earnings by $0.11 per share compared to the first six months of 2011 primarily due to $0.06 per share from milder winter weather and $0.05 per share from lower mineral lease payments, lower transmission revenue, and the absence of a gain on the sale of Cleco Power's fuel oil inventory. |
• | Lower rate refund accrual increased earnings by $0.07 per share compared to the first six months of 2011. |
• | Other expenses, net, decreased earnings by $0.02 per share compared to the first six months of 2011 primarily due to $0.03 per share of higher depreciation expense, $0.02 per share of higher capacity charges, and $0.01 per share of higher other miscellaneous expenses. Partially offsetting these increases were $0.04 per share of lower other operations and maintenance expenses. |
• | Lower interest charges increased earnings by $0.10 per share compared to the first six months of 2011 primarily due to $0.07 per share related to uncertain tax positions and $0.04 per share related to reacquired debt in October and December 2011. Also contributing to the increase was $0.01 per share related to the retirement of pollution control bonds in January and May 2012 and $0.01 per share of lower other net miscellaneous interest charges. Partially offsetting these amounts was $0.03 per share related to the issuance of private placement notes in December 2011 and May 2012. |
• | Higher income taxes decreased earnings by $0.06 per share compared to the first six months of 2011 primarily due to $0.02 per share related to the absence in 2012 of the valuation allowance reversal in 2011, $0.02 per share for miscellaneous tax items, $0.01 per share for lower tax credits, and $0.01 per share to record tax expense at the projected annual effective tax rate. |
• | Evangeline’s results increased earnings by $0.02 per share compared to the first six months of 2011 primarily due to lower interest related to uncertain tax positions and higher tolling revenue resulting from the power purchase agreements with Cleco Power that began in 2012 as compared to the tolling agreement with J.P. Morgan Ventures Energy Corporation in 2011. |
• | Acadia’s results increased earnings by $0.01 per share compared to the first six months of 2011 primarily due to the absence of operating expenses following the 2011 disposition of Acadia Unit 2. |
• | Lower income taxes increased earnings by $0.06 per share compared to the first six months of 2011 as a result of higher tax credits. |
• | Lower interest charges increased earnings by $0.01 per share compared to the first six months of 2011 primarily due to the repayment of a bank term loan in April 2011, partially offset by higher interest charges related to uncertain tax positions. |
• | Lower miscellaneous expenses increased earnings by $0.01 per share compared to the first six months of 2011. |
Diluted Earnings Per Share | |||||||||||||||
For the three months ended June 30 | For the six months ended June 30 | ||||||||||||||
2012 | 2011 | 2012 | 2011 | ||||||||||||
Operational diluted earnings per share | $ | 0.64 | $ | 0.52 | $ | 1.07 | $ | 0.98 | |||||||
Life insurance policies | — | — | 0.01 | 0.01 | |||||||||||
Tax levelization | 0.01 | — | — | — | |||||||||||
Gain from Acadia Unit 2 transaction | — | 0.63 | — | 0.63 | |||||||||||
Acadia Unit 1 indemnifications | — | — | 0.07 | 0.01 | |||||||||||
Acadia Unit 2 indemnifications | 0.12 | — | 0.12 | — | |||||||||||
Reported GAAP diluted earnings per share applicable to common stock | $ | 0.77 | $ | 1.15 | $ | 1.27 | $ | 1.63 |
Analyst Contact: |
Tom Miller |
(318) 484-7642 |
Media Contact: |
Fran Phoenix |
(318) 484-7467 |
For the three months ended June 30 | |||||||||||||||||||
(Unaudited) | (million kWh) | (thousands) | |||||||||||||||||
2012 | 2011 | Change | 2012 | 2011 | Change | ||||||||||||||
Electric Sales | |||||||||||||||||||
Residential | 848 | 871 | (2.6 | )% | $ | 66,150 | $ | 69,338 | (4.6 | )% | |||||||||
Commercial | 667 | 648 | 2.9 | % | 44,317 | 44,309 | — | ||||||||||||
Industrial | 578 | 597 | (3.2 | )% | 21,132 | 21,205 | (0.3 | )% | |||||||||||
Other retail | 33 | 33 | — | 2,407 | 2,418 | (0.5 | )% | ||||||||||||
Surcharge | — | — | — | 2,036 | 2,833 | (28.1 | )% | ||||||||||||
Other | — | — | — | (1,566 | ) | (1,585 | ) | 1.2 | % | ||||||||||
Total retail | 2,126 | 2,149 | (1.1 | )% | 134,476 | 138,518 | (2.9 | )% | |||||||||||
Sales for resale | 466 | 397 | 17.4 | % | 11,710 | 11,039 | 6.1 | % | |||||||||||
Unbilled | 168 | 204 | (17.6 | )% | 10,006 | 8,377 | 19.4 | % | |||||||||||
Total retail and wholesale customer sales | 2,760 | 2,750 | 0.4 | % | $ | 156,192 | $ | 157,934 | (1.1 | )% |
For the six months ended June 30 | |||||||||||||||||||
(Unaudited) | (million kWh) | (thousands) | |||||||||||||||||
2012 | 2011 | Change | 2012 | 2011 | Change | ||||||||||||||
Electric Sales | |||||||||||||||||||
Residential | 1,632 | 1,831 | (10.9 | )% | $ | 122,540 | $ | 136,527 | (10.2 | )% | |||||||||
Commercial | 1,237 | 1,242 | (0.4 | )% | 86,064 | 88,401 | (2.6 | )% | |||||||||||
Industrial | 1,128 | 1,151 | (2.0 | )% | 41,224 | 41,855 | (1.5 | )% | |||||||||||
Other retail | 65 | 66 | (1.5 | )% | 4,767 | 4,884 | (2.4 | )% | |||||||||||
Surcharge | — | — | — | 4,851 | 4,550 | 6.6 | % | ||||||||||||
Other | — | — | — | (3,120 | ) | (3,295 | ) | 5.3 | % | ||||||||||
Total retail | 4,062 | 4,290 | (5.3 | )% | 256,326 | 272,922 | (6.1 | )% | |||||||||||
Sales for resale | 856 | 843 | 1.5 | % | 23,495 | 22,978 | 2.2 | % | |||||||||||
Unbilled | 80 | 39 | 105.1 | % | 5,703 | (3,893 | ) | 246.5 | % | ||||||||||
Total retail and wholesale customer sales | 4,998 | 5,172 | (3.4 | )% | $ | 285,524 | $ | 292,007 | (2.2 | )% |
CLECO CORPORATION CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Thousands, except share and per share amounts) (Unaudited) | |||||||
For the three months ended June 30 | 2012 | 2011 | |||||
Operating revenue | |||||||
Electric operations | $ | 228,293 | $ | 260,485 | |||
Tolling operations | — | 4,222 | |||||
Other operations | 12,111 | 12,983 | |||||
Affiliate revenue | — | 55 | |||||
Gross operating revenue | 240,404 | 277,745 | |||||
Electric customer credits | (281 | ) | (4,822 | ) | |||
Operating revenue, net | 240,123 | 272,923 | |||||
Operating expenses | |||||||
Fuel used for electric generation | 54,999 | 78,268 | |||||
Power purchased for utility customers | 16,068 | 26,068 | |||||
Other operations | 28,688 | 31,080 | |||||
Maintenance | 24,184 | 28,269 | |||||
Depreciation | 32,250 | 30,699 | |||||
Taxes other than income taxes | 9,713 | 9,464 | |||||
Gain on sales of assets | (22 | ) | (506 | ) | |||
Total operating expenses | 165,880 | 203,342 | |||||
Operating income | 74,243 | 69,581 | |||||
Interest income | (3 | ) | 170 | ||||
Allowance for other funds used during construction | 1,399 | 876 | |||||
Equity income from investees, before tax | — | 61,440 | |||||
Other income | 13,014 | 1,050 | |||||
Other expense | (831 | ) | (630 | ) | |||
Interest charges | |||||||
Interest charges, including amortization of debt expense, premium, and discount, net | 21,094 | 25,935 | |||||
Allowance for borrowed funds used during construction | (478 | ) | (316 | ) | |||
Total interest charges | 20,616 | 25,619 | |||||
Income before income taxes | 67,206 | 106,868 | |||||
Federal and state income tax expense | 20,520 | 36,520 | |||||
Net income | 46,686 | 70,348 | |||||
Preferred dividends requirements | — | 15 | |||||
Preferred stock redemption costs, net of tax | — | 112 | |||||
Net income applicable to common stock | $ | 46,686 | $ | 70,221 | |||
Average number of basic common shares outstanding | 60,421,028 | 60,655,538 | |||||
Average number of diluted common shares outstanding | 60,660,702 | 61,023,439 | |||||
Basic earnings per share | |||||||
Net income applicable to common stock | $ | 0.77 | $ | 1.16 | |||
Diluted earnings per share | |||||||
Net income applicable to common stock | $ | 0.77 | $ | 1.15 | |||
Cash dividends paid per share of common stock | $ | 0.3125 | $ | 0.28 | |||
CLECO CORPORATION CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Thousands, except share and per share amounts) (Unaudited) | |||||||
For the six months ended June 30 | 2012 | 2011 | |||||
Operating revenue | |||||||
Electric operations | $ | 437,883 | $ | 498,953 | |||
Tolling operations | — | 7,003 | |||||
Other operations | 23,056 | 25,711 | |||||
Affiliate revenue | — | 202 | |||||
Gross operating revenue | 460,939 | 531,869 | |||||
Electric customer credits | 1,955 | (5,256 | ) | ||||
Operating revenue, net | 462,894 | 526,613 | |||||
Operating expenses | |||||||
Fuel used for electric generation | 128,063 | 175,236 | |||||
Power purchased for utility customers | 24,705 | 35,116 | |||||
Other operations | 56,385 | 58,146 | |||||
Maintenance | 41,419 | 45,078 | |||||
Depreciation | 64,097 | 60,512 | |||||
Taxes other than income taxes | 19,743 | 18,924 | |||||
Gain on sales of assets | (55 | ) | (496 | ) | |||
Total operating expenses | 334,357 | 392,516 | |||||
Operating income | 128,537 | 134,097 | |||||
Interest income | 31 | 285 | |||||
Allowance for other funds used during construction | 2,416 | 2,854 | |||||
Equity income from investees, before tax | 1 | 62,052 | |||||
Other income | 22,389 | 2,254 | |||||
Other expense | (1,486 | ) | (1,233 | ) | |||
Interest charges | |||||||
Interest charges, including amortization of debt expense, premium, and discount, net | 42,062 | 53,263 | |||||
Allowance for borrowed funds used during construction | (822 | ) | (1,031 | ) | |||
Total interest charges | 41,240 | 52,232 | |||||
Income before income taxes | 110,648 | 148,077 | |||||
Federal and state income tax expense | 33,930 | 48,714 | |||||
Net income | 76,718 | 99,363 | |||||
Preferred dividends requirements | — | 26 | |||||
Preferred stock redemption costs, net of tax | — | 112 | |||||
Net income applicable to common stock | $ | 76,718 | $ | 99,225 | |||
Average number of basic common shares outstanding | 60,387,388 | 60,613,371 | |||||
Average number of diluted common shares outstanding | 60,625,377 | 60,797,545 | |||||
Basic earnings per share | |||||||
Net income applicable to common stock | $ | 1.27 | $ | 1.64 | |||
Diluted earnings per share | |||||||
Net income applicable to common stock | $ | 1.27 | $ | 1.63 | |||
Cash dividends paid per share of common stock | $ | 0.625 | $ | 0.53 | |||
CLECO CORPORATION CONDENSED CONSOLIDATED BALANCE SHEETS (Thousands) (Unaudited) | |||||||
At June 30, 2012 | At Dec. 31, 2011 | ||||||
Assets | |||||||
Current assets | |||||||
Cash and cash equivalents | $ | 23,693 | $ | 93,576 | |||
Accounts receivable, net | 74,144 | 79,864 | |||||
Other current assets | 283,402 | 283,345 | |||||
Total current assets | 381,239 | 456,785 | |||||
Property, plant and equipment, net | 2,935,392 | 2,893,899 | |||||
Equity investment in investees | 14,541 | 14,540 | |||||
Prepayments, deferred charges and other | 672,336 | 684,978 | |||||
Total assets | $ | 4,003,508 | $ | 4,050,202 | |||
Liabilities | |||||||
Current liabilities | |||||||
Long-term debt due within one year | $ | 88,540 | $ | 24,258 | |||
Accounts payable | 90,549 | 129,308 | |||||
Other current liabilities | 132,490 | 167,436 | |||||
Total current liabilities | 311,579 | 321,002 | |||||
Deferred credits | 991,228 | 972,287 | |||||
Long-term debt, net | 1,244,434 | 1,337,056 | |||||
Total liabilities | 2,547,241 | 2,630,345 | |||||
Shareholders’ equity | |||||||
Common shareholders’ equity | 1,482,857 | 1,447,996 | |||||
Accumulated other comprehensive loss | (26,590 | ) | (28,139 | ) | |||
Total shareholders’ equity | 1,456,267 | 1,419,857 | |||||
Total liabilities and shareholders’ equity | $ | 4,003,508 | $ | 4,050,202 |
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