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): October 30, 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 October 30, 2012, regarding Cleco Corporation’s earnings for the quarter and nine months ended September 30, 2012. |
CLECO CORPORATION | |
Date: October 30, 2012 | By: /s/ Terry L. Taylor |
Terry L. Taylor | |
Controller and Chief Accounting Officer |
Exhibit Number | Exhibit Description |
99.1 | Press Release issued October 30, 2012, regarding Cleco Corporation’s earnings for the quarter and nine months ended September 30, 2012. |
![]() | EXHIBIT 99.1 |
• | Cleco reports third-quarter GAAP earnings applicable to common stock of $63.8 million, or $1.05 per diluted share, compared to $65.8 million, or $1.08 per diluted share for the third quarter of 2011. |
• | Cleco reports GAAP earnings applicable to common stock for the first nine months of 2012 of $140.5 million, or $2.32 per diluted share, compared to $165.1 million, or $2.71 per diluted share for the first nine months of 2011. |
Consolidated Earnings - Reconciliation of GAAP to Non-GAAP Measures | |||||||||||||||
Diluted Earnings Per Share | |||||||||||||||
For the three months ended Sept. 30 | For the nine months ended Sept. 30 | ||||||||||||||
Subsidiary | 2012 | 2011 | 2012 | 2011 | |||||||||||
Cleco Power LLC | $ | 0.94 | $ | 0.88 | $ | 2.01 | $ | 1.96 | |||||||
Cleco Midstream Resources LLC | 0.06 | 0.09 | (0.01 | ) | — | ||||||||||
Corporate and Other1 | 0.05 | 0.11 | 0.11 | 0.10 | |||||||||||
Operational diluted earnings per share (Non-GAAP) | 1.05 | 1.08 | 2.11 | 2.06 | |||||||||||
Adjustments2 | — | — | 0.21 | 0.65 | |||||||||||
Diluted earnings per share applicable to common stock | $ | 1.05 | $ | 1.08 | $ | 2.32 | $ | 2.71 |
$ | 1.08 | 2011 third-quarter operational diluted earnings per share | ||
(0.04 | ) | Non-fuel revenue | ||
(0.03 | ) | Rate refund accrual | ||
(0.05 | ) | Other expenses, net | ||
0.03 | Interest charges | |||
0.02 | AFUDC (allowance for funds used during construction) | |||
0.13 | Income taxes | |||
$ | 0.06 | Cleco Power results | ||
(0.03 | ) | Cleco Midstream results | ||
(0.06 | ) | Corporate and Other results | ||
$ | 1.05 | 2012 third-quarter operational diluted earnings per share | ||
— | Adjustments | |||
$ | 1.05 | 2012 third-quarter reported GAAP diluted earnings per share |
• | Non-fuel revenue decreased earnings by $0.04 per share compared to the third quarter of 2011 primarily due to $0.04 per share from lower mineral lease payments and $0.02 per share from lower transmission revenue and the absence of a gain on the sale of Cleco Power's fuel oil inventory. These amounts were partially offset by $0.02 per share of higher base revenue from adjustments to Cleco Power's formula rate plan. |
• | Rate refund accrual decreased earnings by $0.03 per share compared to the third quarter of 2011 primarily due to the absence of a 2011 decrease in the customer credit accrual and an increase in the current year estimated accrual. |
• | Other expenses, net, decreased earnings by $0.05 per share compared to the third quarter of 2011 primarily due to $0.03 per share of higher depreciation expense and $0.02 per share from higher net non-recoverable wholesale power capacity charges. |
• | Lower interest charges increased earnings by $0.03 per share compared to the third quarter of 2011 primarily due to $0.02 per share related to uncertain tax positions, $0.02 per share related to reacquired |
• | AFUDC increased earnings by $0.02 per share compared to the third quarter of 2011 primarily due to higher AFUDC related to the advanced metering infrastructure project and miscellaneous transmission projects. |
• | Lower income taxes increased earnings by $0.13 per share compared to the third quarter of 2011 primarily due to $0.06 per share for tax returns filed, $0.05 per share for settlements with taxing authorities, and $0.03 per share for tax credits. These amounts were partially offset by $0.01 per share for miscellaneous tax items. |
• | Midstream's results decreased earnings by $0.03 per share compared to the third quarter of 2011 primarily due to $0.06 per share of higher operating and maintenance expenses and $0.03 per share of higher income taxes. These amounts were partially offset by $0.05 per share of higher tolling revenue and $0.01 per share for lower interest charges related to uncertain tax positions. |
• | Higher income taxes decreased earnings by $0.06 per share compared to the third quarter of 2011 as a result of $0.07 per share for tax returns filed and $0.01 per share to record tax expense at the consolidated projected annual effective tax rate, partially offset by $0.02 per share for tax credits and miscellaneous tax items. |
$ | 2.06 | Nine months ended Sept. 30, 2011, operational diluted earnings per share | ||
(0.15 | ) | Non-fuel revenue | ||
0.04 | Rate refund accrual | |||
(0.07 | ) | Other expenses, net | ||
0.13 | Interest charges | |||
0.01 | AFUDC | |||
0.09 | Income taxes | |||
$ | 0.05 | Cleco Power results | ||
(0.01 | ) | Cleco Midstream results | ||
0.01 | Corporate and Other results | |||
$ | 2.11 | Nine months ended Sept. 30, 2012, operational diluted earnings per share | ||
0.21 | Adjustments1 | |||
$ | 2.32 | Nine months ended Sept. 30, 2012, reported GAAP diluted earnings per share |
• | Non-fuel revenue decreased earnings by $0.15 per share compared to the first nine months of 2011 primarily due to $0.06 per share from lower mineral lease payments, $0.05 per share from the absence of a gain on the sale of Cleco Power's fuel oil inventory, and $0.11 per share largely attributable to milder weather. Partially offsetting this decrease was $0.07 per share related to adjustments to Cleco Power's formula rate plan. |
• | Lower rate refund accrual increased earnings by $0.04 per share compared to the first nine months of 2011. |
• | Other expenses, net, decreased earnings by $0.07 per share compared to the first nine months of 2011 primarily due to $0.07 per share of higher depreciation expense and $0.05 per share of higher net non-recoverable wholesale power purchases and other capacity charges. Partially offsetting these decreases were $0.04 per share of lower other operations and maintenance expenses and $0.01 per share of higher royalty income. |
• | Lower interest charges increased earnings by $0.13 per share compared to the first nine months of 2011 primarily due to $0.09 per share related to uncertain tax positions, $0.07 per share related to reacquired debt in October and December 2011, and $0.02 per share related to the retirement of pollution control bonds in January and May 2012. Partially offsetting these amounts were $0.05 per share related to the issuance of private placement notes in December 2011 and May 2012. |
• | AFUDC increased earnings by $0.01 per share compared to the first nine months of 2011 primarily due to higher AFUDC related to the advanced metering infrastructure project and miscellaneous transmission projects. |
• | Lower income taxes increased earnings by $0.09 per share compared to the first nine months of 2011 primarily due to $0.07 per share for tax returns filed, $0.03 per share for settlements with taxing authorities, and $0.02 per share for tax credits. These amounts were partially offset by $0.02 per share related to the absence in 2012 of the valuation allowance reversal in 2011 and $0.01 per share for miscellaneous tax items. |
• | Midstream’s results decreased earnings by $0.01 per share compared to the first nine months of 2011 primarily due to $0.05 per share of higher operating and maintenance expenses and $0.04 per share of higher income taxes related to tax returns filed. These amounts were partially offset by $0.05 per share of higher tolling revenue and $0.03 per share primarily from lower interest related to uncertain tax positions. |
• | Lower interest charges increased earnings by $0.02 per share compared to the first nine months of 2011 primarily due to the repayment of a bank term loan in April 2011. |
• | Higher income taxes decreased earnings by $0.01 per share compared to the first nine months of 2011 primarily due to $0.07 per share for tax returns filed and $0.03 per share to record tax expense at the consolidated projected annual effective tax rate. These amounts were partially offset by $0.08 per share for tax credits and $0.01 per share for miscellaneous tax items. |
Diluted Earnings Per Share | |||||||||||||||
For the three months ended Sept. 30 | For the nine months ended Sept. 30 | ||||||||||||||
2012 | 2011 | 2012 | 2011 | ||||||||||||
Operational diluted earnings per share | $ | 1.05 | $ | 1.08 | $ | 2.11 | $ | 2.06 | |||||||
Life insurance policies | — | (0.02 | ) | 0.02 | — | ||||||||||
Tax levelization | — | 0.01 | — | — | |||||||||||
Gain from Acadia Unit 2 transaction | — | — | — | 0.63 | |||||||||||
Acadia Unit 1 indemnifications | — | 0.01 | 0.07 | 0.02 | |||||||||||
Acadia Unit 2 indemnifications | — | — | 0.12 | — | |||||||||||
Reported GAAP diluted earnings per share applicable to common stock | $ | 1.05 | $ | 1.08 | $ | 2.32 | $ | 2.71 |
Analyst Contact: |
Tom Miller |
(318) 484-7642 |
Media Contact: |
Robbyn Cooper |
(318) 484-7136 |
For the three months ended Sept. 30 | |||||||||||||||||||
(Unaudited) | (million kWh) | (thousands) | |||||||||||||||||
2012 | 2011 | Change | 2012 | 2011 | Change | ||||||||||||||
Electric Sales | |||||||||||||||||||
Residential | 1,202 | 1,274 | (5.7 | )% | $ | 96,954 | $ | 99,144 | (2.2 | )% | |||||||||
Commercial | 784 | 796 | (1.5 | )% | 50,145 | 48,732 | 2.9 | % | |||||||||||
Industrial | 582 | 619 | (6.0 | )% | 21,993 | 22,468 | (2.1 | )% | |||||||||||
Other retail | 36 | 36 | — | 2,669 | 2,600 | 2.7 | % | ||||||||||||
Surcharge | — | — | — | 1,950 | 2,983 | (34.6 | )% | ||||||||||||
Other | — | — | — | (1,566 | ) | (1,578 | ) | 0.8 | % | ||||||||||
Total retail | 2,604 | 2,725 | (4.4 | )% | 172,145 | 174,349 | (1.3 | )% | |||||||||||
Sales for resale | 616 | 652 | (5.5 | )% | 12,459 | 11,455 | 8.8 | % | |||||||||||
Unbilled | (69 | ) | (129 | ) | (46.5 | )% | (4,328 | ) | (7,645 | ) | 43.4 | % | |||||||
Total retail and wholesale customer sales | 3,151 | 3,248 | (3.0 | )% | $ | 180,276 | $ | 178,159 | 1.2 | % |
For the nine months ended Sept. 30 | |||||||||||||||||||
(Unaudited) | (million kWh) | (thousands) | |||||||||||||||||
2012 | 2011 | Change | 2012 | 2011 | Change | ||||||||||||||
Electric Sales | |||||||||||||||||||
Residential | 2,834 | 3,105 | (8.7 | )% | $ | 219,494 | $ | 235,672 | (6.9 | )% | |||||||||
Commercial | 2,021 | 2,037 | (0.8 | )% | 136,208 | 137,133 | (0.7 | )% | |||||||||||
Industrial | 1,710 | 1,770 | (3.4 | )% | 63,217 | 64,323 | (1.7 | )% | |||||||||||
Other retail | 101 | 103 | (1.9 | )% | 7,436 | 7,484 | (0.6 | )% | |||||||||||
Surcharge | — | — | — | 6,801 | 7,534 | (9.7 | )% | ||||||||||||
Other | — | — | — | (4,686 | ) | (4,875 | ) | 3.9 | % | ||||||||||
Total retail | 6,666 | 7,015 | (5.0 | )% | 428,470 | 447,271 | (4.2 | )% | |||||||||||
Sales for resale | 1,472 | 1,495 | (1.5 | )% | 35,954 | 34,433 | 4.4 | % | |||||||||||
Unbilled | 11 | (90 | ) | 112.2 | % | 1,376 | (11,538 | ) | 111.9 | % | |||||||||
Total retail and wholesale customer sales | 8,149 | 8,420 | (3.2 | )% | $ | 465,800 | $ | 470,166 | (0.9 | )% |
CLECO CORPORATION CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Thousands, except share and per share amounts) (Unaudited) | |||||||
For the three months ended Sept. 30 | 2012 | 2011 | |||||
Operating revenue | |||||||
Electric operations | $ | 282,894 | $ | 324,532 | |||
Tolling operations | — | 9,133 | |||||
Other operations | 15,408 | 16,064 | |||||
Affiliate revenue | — | — | |||||
Gross operating revenue | 298,302 | 349,729 | |||||
Electric customer credits | (930 | ) | 1,852 | ||||
Operating revenue, net | 297,372 | 351,581 | |||||
Operating expenses | |||||||
Fuel used for electric generation | 79,701 | 122,774 | |||||
Power purchased for utility customers | 19,364 | 25,473 | |||||
Other operations | 30,517 | 32,138 | |||||
Maintenance | 20,059 | 14,587 | |||||
Depreciation | 34,931 | 31,237 | |||||
Taxes other than income taxes | 9,455 | 9,845 | |||||
(Gain) loss on sales of assets | (2 | ) | 27 | ||||
Total operating expenses | 194,025 | 236,081 | |||||
Operating income | 103,347 | 115,500 | |||||
Interest income | 132 | 509 | |||||
Allowance for other funds used during construction | 1,882 | 902 | |||||
Equity loss from investees, before tax | — | (1 | ) | ||||
Other income | 1,834 | 2,128 | |||||
Other expense | (1,232 | ) | (2,680 | ) | |||
Interest charges | |||||||
Interest charges, including amortization of debt expense, premium, and discount, net | 22,610 | 26,105 | |||||
Allowance for borrowed funds used during construction | (644 | ) | (326 | ) | |||
Total interest charges | 21,966 | 25,779 | |||||
Income before income taxes | 83,997 | 90,579 | |||||
Federal and state income tax expense | 20,179 | 24,737 | |||||
Net income applicable to common stock | $ | 63,818 | $ | 65,842 | |||
Average number of basic common shares outstanding | 60,346,476 | 60,467,595 | |||||
Average number of diluted common shares outstanding | 60,599,203 | 60,873,311 | |||||
Basic earnings per share | |||||||
Net income applicable to common stock | $ | 1.06 | $ | 1.09 | |||
Diluted earnings per share | |||||||
Net income applicable to common stock | $ | 1.05 | $ | 1.08 | |||
Cash dividends paid per share of common stock | $ | 0.3375 | $ | 0.28 | |||
CLECO CORPORATION CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Thousands, except share and per share amounts) (Unaudited) | |||||||
For the nine months ended Sept. 30 | 2012 | 2011 | |||||
Operating revenue | |||||||
Electric operations | $ | 720,776 | $ | 823,484 | |||
Tolling operations | — | 16,137 | |||||
Other operations | 38,464 | 41,775 | |||||
Affiliate revenue | — | 202 | |||||
Gross operating revenue | 759,240 | 881,598 | |||||
Electric customer credits | 1,025 | (3,405 | ) | ||||
Operating revenue, net | 760,265 | 878,193 | |||||
Operating expenses | |||||||
Fuel used for electric generation | 207,764 | 298,009 | |||||
Power purchased for utility customers | 44,069 | 60,590 | |||||
Other operations | 86,901 | 90,281 | |||||
Maintenance | 61,478 | 59,666 | |||||
Depreciation | 99,028 | 91,749 | |||||
Taxes other than income taxes | 29,198 | 28,770 | |||||
Gain on sales of assets | (57 | ) | (468 | ) | |||
Total operating expenses | 528,381 | 628,597 | |||||
Operating income | 231,884 | 249,596 | |||||
Interest income | 163 | 794 | |||||
Allowance for other funds used during construction | 4,298 | 3,757 | |||||
Equity income from investees, before tax | 1 | 62,051 | |||||
Other income | 24,223 | 3,330 | |||||
Other expense | (2,718 | ) | (2,861 | ) | |||
Interest charges | |||||||
Interest charges, including amortization of debt expense, premium, and discount, net | 64,671 | 79,368 | |||||
Allowance for borrowed funds used during construction | (1,466 | ) | (1,357 | ) | |||
Total interest charges | 63,205 | 78,011 | |||||
Income before income taxes | 194,646 | 238,656 | |||||
Federal and state income tax expense | 54,110 | 73,451 | |||||
Net income | 140,536 | 165,205 | |||||
Preferred dividends requirements | — | 26 | |||||
Preferred stock redemption costs | — | 112 | |||||
Net income applicable to common stock | $ | 140,536 | $ | 165,067 | |||
Average number of basic common shares outstanding | 60,375,538 | 60,549,860 | |||||
Average number of diluted common shares outstanding | 60,626,471 | 60,830,251 | |||||
Basic earnings per share | |||||||
Net income applicable to common stock | $ | 2.33 | $ | 2.73 | |||
Diluted earnings per share | |||||||
Net income applicable to common stock | $ | 2.32 | $ | 2.71 | |||
Cash dividends paid per share of common stock | $ | 0.9625 | $ | 0.81 | |||
CLECO CORPORATION CONDENSED CONSOLIDATED BALANCE SHEETS (Thousands) (Unaudited) | |||||||
At Sept. 30, 2012 | At Dec. 31, 2011 | ||||||
Assets | |||||||
Current assets | |||||||
Cash and cash equivalents | $ | 68,364 | $ | 93,576 | |||
Accounts receivable, net | 83,969 | 79,864 | |||||
Other current assets | 307,124 | 283,345 | |||||
Total current assets | 459,457 | 456,785 | |||||
Property, plant and equipment, net | 2,974,303 | 2,893,899 | |||||
Equity investment in investees | 14,541 | 14,540 | |||||
Prepayments, deferred charges and other | 658,592 | 684,978 | |||||
Total assets | $ | 4,106,893 | $ | 4,050,202 | |||
Liabilities | |||||||
Current liabilities | |||||||
Long-term debt due within one year | $ | 90,937 | $ | 24,258 | |||
Accounts payable | 104,435 | 129,308 | |||||
Other current liabilities | 114,480 | 167,436 | |||||
Total current liabilities | 309,852 | 321,002 | |||||
Deferred credits | 1,058,003 | 972,287 | |||||
Long-term debt, net | 1,237,184 | 1,337,056 | |||||
Total liabilities | 2,605,039 | 2,630,345 | |||||
Shareholders’ equity | |||||||
Common shareholders’ equity | 1,527,629 | 1,447,996 | |||||
Accumulated other comprehensive loss | (25,775 | ) | (28,139 | ) | |||
Total shareholders’ equity | 1,501,854 | 1,419,857 | |||||
Total liabilities and shareholders’ equity | $ | 4,106,893 | $ | 4,050,202 |
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