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): April 29, 2013

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 2.02Results of Operations and Financial Condition.

On April 29, 2013, Cleco Corporation (the “Company”) reported earnings for the quarter ended March 31, 2013. For additional information regarding the Company’s earnings for this period, please refer to the press release attached to this report as Exhibit 99.1 (the “Press Release”), which is incorporated by reference herein. The information in the Press Release is being furnished, not filed, for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to liabilities under that section. Accordingly, the information in the Press Release will not be incorporated by reference into any registration statement filed by the Company under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference. The furnishing of the information in this report is not intended to, and does not, constitute a determination or admission by the Company that the information in this report is material or complete, or that investors should consider this information before making an investment decision with respect to any security of the Company or of any of its subsidiaries, including Cleco Power LLC.

At 7:30 a.m. Central time (8:30 a.m. Eastern time), Tuesday, April 30, 2013, management of the Company will host a conference call to discuss the Company’s results for the quarter ended March 31, 2013. The call will be broadcast live on the internet and replays will be available for 12 months. The webcast may be accessed through the Company’s website at www.cleco.com by selecting “Investor Relations,” and then “Q1 2013 Cleco Corporation Earnings Conference Call.”

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

The following exhibit is furnished herewith:

99.1 Press Release issued April 29, 2013, regarding Cleco Corporation’s earnings for the quarter ended March 31, 2013.

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.

	CLECO CORPORATION
Date: April 29, 2013	By: /s/ Terry L. Taylor
	Terry L. Taylor
	Controller and Chief Accounting Officer

EXHIBIT INDEX

Exhibit Number	Exhibit Description
99.1	Press Release issued April 29, 2013, regarding Cleco Corporation’s earnings for the quarter ended March 31, 2013.

EX-99.1

EXHIBIT 99.1

Cleco Corporation posts 2013 first-quarter operational earnings of $0.44 per diluted share

• Raised quarterly dividend 7 percent to $1.45 per share annualized

• Filed with the Louisiana Public Service Commission (LPSC) to:

◦ Transfer Coughlin to Cleco Power LLC

◦ Extend existing Formula Rate Plan through June 2020 to maintain current customer rates

• Affirms 2013 earnings guidance of $2.45 - $2.55 per diluted share

PINEVILLE, La., Apr. 29, 2013 - Cleco Corporation (NYSE: CNL) posted 2013 first-quarter operational earnings of $26.1 million, or $0.44 per share, up from $24.9 million, or $0.42 per diluted share recorded in the first quarter of 2012. Operational earnings exclude amounts for underlying indemnifications and other nonoperational adjustments. Generally accepted accounting principles or GAAP earnings for the first quarter of 2013 were $27.1 million, or $0.45 per diluted share, down from $30.0 million, or $0.50 per diluted share recorded in the first quarter of 2012.

“We produced solid results in the first quarter. In addition to favorable weather compared to the first quarter of 2012, we maintained our cost management initiative from last year,” said Bruce Williamson, president and CEO of Cleco Corporation. “We remain confident in our strong financial position today and going forward. As a result, we elected to raise our quarterly dividend from $0.3375 to $0.3625 per share or $1.45 per share for the year. Since 2010, we have raised our dividend five times and produced a 61 percent increase in dividend payments for shareholders.

“Earlier this month, we completed two filings with the LPSC,” said Williamson. “First, we filed to transfer Coughlin Power Station from Cleco Midstream to Cleco Power. Through its 2012 Request for Proposals, Cleco Power selected Coughlin to meet its customers’ power needs, including a long-term wholesale contract with Dixie Electric Membership Corporation, which increases our utility’s load over 20 percent. The independent monitor continues to remain involved in the process, which we expect to finalize on or by April 30, 2014.

“Our second filing requests a five-year extension of our current Formula Rate Plan through June 2020,” said Williamson. “In addition, this filing addresses the rate treatment of the Coughlin transfer. While others around us are seeking to raise retail rates, our filing does not increase rates for our retail customers.

“Finally, we are affirming our current earnings guidance range of $2.45 to $2.55 per diluted share for 2013,” said Williamson. “We remain committed to producing value for our shareholders through sustained, low-risk earnings growth. This guidance assumes normal weather for the remainder of the year, minimal earnings contribution from Midstream and excludes non-operational adjustments.”

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Cleco Corporation

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Consolidated Earnings - Reconciliation of GAAP to Non-GAAP Measures
	Diluted Earnings Per Share
	For the three months ended Mar. 31
Subsidiary	2013			2012
Cleco Power LLC	$	0.46		$	0.44
Cleco Midstream Resources LLC	(0.02		)	(0.05		)
Corporate and Other	—			0.03
Operational diluted earnings per share (Non-GAAP)	0.44			0.42
Adjustments1	0.01			0.08
Diluted earnings per share applicable to common stock	$	0.45		$	0.50

¹ Refer to “Operational Earnings Adjustments” in this news release

Quarter-Over-Quarter Operational Diluted Earnings Per Share Reconciliation:

$	0.42		2012 first-quarter operational diluted earnings per share
0.10			Non-fuel revenue
(0.02		)	Rate refund accrual
(0.04		)	Other expenses, net
(0.03		)	Interest charges
0.01			Income taxes
$	0.02		Cleco Power results
0.03			Cleco Midstream results
(0.03		)	Corporate and Other results
$	0.44		2013 first-quarter operational diluted earnings per share
0.01			Adjustments1
$	0.45		2013 first-quarter reported GAAP diluted earnings per share

¹Refer to “Operational Earnings Adjustments” in this news release

Cleco Power

• Non-fuel revenue increased earnings by $0.10 per share compared to the first quarter of 2012primarily due to $0.05 per share from higher electric sales due to favorable weather and $0.04 per share from adjustments to Cleco Power's formula rate plan. Also contributing to this increase was $0.02 per share of higher transmission and distribution revenue. These increases were partially offset by $0.01 per share of lower mineral lease payments.

• Rate refund accrual decreased earnings by $0.02 per share compared to the first quarter of 2012primarily due to the absence of the reversals of the 2012 cycle accrual and the fuel audit reserves.

• Other expenses, net, decreased earnings by $0.04 per share compared to the first quarter of 2012primarily due to $0.03 per share of higher property taxes, $0.02 per share of higher depreciation expense, and $0.01 per share from higher net non-recoverable wholesale power capacity charges. These decreases were partially offset by $0.02 per share from lower operations and maintenance expenses.

• Interest charges decreased earnings by $0.03 per share compared to the first quarter of 2012primarily due to $0.04 per share related to uncertain tax positions from the absence of a favorable settlement recorded in 2012, partially offset by $0.01 per share related to the retirement of pollution control bonds in May 2012.

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Cleco Corporation

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• Income taxes increased earnings by $0.01 per share compared to the first quarter of 2012primarily due to the adjustment to record tax expense at the projected annual effective tax rate.

Cleco Midstream Resources

• Midstream's results increased earnings by $0.03 per share compared to the first quarter of 2012primarily due to $0.04 per share of higher tolling revenue and $0.02 per share primarily related to uncertain tax positions from the absence of an unfavorable settlement recorded in 2012. These amounts were partially offset by $0.03 per share of higher expenses associated with the spring outage at Evangeline.

For a discussion of other transactions affecting Cleco Midstream’s results, please refer to “Operational Earnings Adjustments - Acadia Unit 1 Indemnifications” below.

Corporate and Other

• Income taxes decreased earnings by $0.03 per share compared to the first quarter of 2012 as a result of $0.02 per share for tax credits and $0.01 per share for miscellaneous tax items.

Operational Earnings Adjustments:

Cleco’s management uses operational earnings per share, which is a non-GAAP measure, to evaluate the operations of Cleco and establish goals for management and employees. Management believes this presentation is appropriate and enables investors to more accurately compare Cleco’s operational financial performance over the periods presented. Operational diluted earnings as presented here may not be comparable to similarly titled measures used by other companies. The following table provides a reconciliation of operational diluted earnings per share to reported GAAP diluted earnings per share.

Reconciliation of Operational Diluted Earnings Per Share to Reported GAAP Diluted Earnings Per Share

	Diluted Earnings Per Share
	For the three months ended Mar. 31
	2013		2012
Operational diluted earnings per share	$	0.44	$	0.42
Life insurance policies	0.01		0.01
Acadia Unit 1 indemnifications	—		0.07
Reported GAAP diluted earnings per share applicable to common stock	$	0.45	$	0.50

Reconciling adjustments from operational diluted earnings per share to GAAP diluted earnings per share are as follows:

Life Insurance Policies

Cleco has life insurance policies covering certain members of management. These policies have a cash surrender value component that is carried as an asset and adjusted due to market changes, premium payments, or policy redemptions. Cleco is unable to predict market changes and cash surrender value amounts of these policies, and management does not consider these adjustments to be a component of operational earnings.

Acadia Unit 1 Indemnifications

Acadia Power Partners, LLC provided limited guarantees and indemnifications to Cleco Power when it acquired Acadia Unit 1 in February 2010. Acadia Power Partners, LLC and Acadia Power Holdings will reduce the indemnification liabilities either through expiration of the contractual life or through changes in the probability of a claim arising. During the first quarter of 2013, the contractual expiration of the underlying indemnifications had no impact on earnings. The resulting adjustment for this item for the first quarter of 2012 increased earnings by $0.07 per share.

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Cleco Corporation

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Cleco management will discuss the company’s first-quarter 2013 results during a conference call scheduled for 7:30 a.m. Central time (8:30 a.m. Eastern time) Tuesday, April 30, 2013. The call will be webcast live on the internet. A replay will be available for 12 months. Investors may access the webcast through the company’s website at www.cleco.com by selecting “Investor Relations” and then “Q1 2013 Cleco Corporation Earnings Conference Call.”

Please note: In addition to historical financial information, this news release contains forward-looking statements about future results and circumstances. There are many risks and uncertainties with respect to such forward-looking statements, including the weather and other natural phenomena, state and federal legislative and regulatory initiatives, the timing and extent of changes in commodity prices and interest rates, the operating performance of Cleco Power’s and Cleco Midstream’s facilities, the impact of the global economic environment, and other risks and uncertainties more fully described in the company’s latest Annual Report on Form 10-K and Quarterly Report on Form 10-Q. Actual results may differ materially from those indicated in such forward-looking statements.

Cleco Corporation is a regional energy company headquartered in Pineville, La. Cleco owns a regulated electric utility company, Cleco Power LLC, which owns 9 generating units with a total nameplate capacity of 2,565 megawatts and serves approximately 283,000 customers in Louisiana through its retail business and 10 communities across Louisiana and Mississippi through wholesale power contracts. Cleco also owns a wholesale energy business, Cleco Midstream Resources LLC, which owns two generating units with a total nameplate capacity of 775 megawatts. For more information about Cleco, visit www.cleco.com.

Analyst Contact:

Tom Miller

(318) 484-7642

Media Contact:

Robbyn Cooper

(318) 484-7136

	For the three months ended Mar. 31
(Unaudited)	(million kWh)						(thousands)
	2013		2012		Change		2013			2012			Change
Electric Sales
Residential	840		784		7.1	%	$	61,700		$	56,390		9.4	%
Commercial	582		570		2.1	%	44,049			41,747			5.5	%
Industrial	555		550		0.9	%	21,125			20,092			5.1	%
Other retail	33		32		3.1	%	2,566			2,360			8.7	%
Surcharge	—		—		—		2,237			2,815			(20.5	)%
Other	—		—		—		(1,565		)	(1,555		)	(0.6	)%
Total retail	2,010		1,936		3.8	%	130,112			121,849			6.8	%
Sales for resale	441		390		13.1	%	12,279			11,785			4.2	%
Unbilled	(63	)	(88	)	28.4	%	(4,188		)	(4,302		)	2.6	%
Total retail and wholesale customer sales	2,388		2,238		6.7	%	$	138,203		$	129,332		6.9	%

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Cleco Corporation

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CLECO CORPORATION CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Thousands, except share and per share amounts) (Unaudited)
For the three months ended Mar. 31	2013			2012
Operating revenue
Electric operations	$	229,425		$	209,590
Other operations	11,543			10,946
Gross operating revenue	240,968			220,536
Electric customer credits	(21		)	2,237
Operating revenue, net	240,947			222,773
Operating expenses
Fuel used for electric generation	85,365			73,064
Power purchased for utility customers	4,856			8,637
Other operations	26,924			27,700
Maintenance	17,635			17,235
Depreciation	34,032			31,846
Taxes other than income taxes	12,634			10,030
Loss (gain) on sale of assets	1,034			(33		)
Total operating expenses	182,480			168,479
Operating income	58,467			54,294
Interest income	201			34
Allowance for other funds used during construction	1,164			1,017
Equity income from investees, before tax	—			1
Other income	2,273			9,375
Other expense	(435		)	(656		)
Interest charges
Interest charges, including amortization of debt expense, premium, and discount, net	21,831			20,968
Allowance for borrowed funds used during construction	(375		)	(344		)
Total interest charges	21,456			20,624
Income before income taxes	40,214			43,441
Federal and state income tax expense	13,081			13,410
Net income applicable to common stock	$	27,133		$	30,031
Average number of basic common shares outstanding	60,399,697			60,372,567
Average number of diluted common shares outstanding	60,667,401			60,598,975
Basic earnings per share
Net income applicable to common stock	$	0.45		$	0.50
Diluted earnings per share
Net income applicable to common stock	$	0.45		$	0.50
Cash dividends paid per share of common stock	$	0.3375		$	0.3125

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Cleco Corporation

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CLECO CORPORATION CONDENSED CONSOLIDATED BALANCE SHEETS (Thousands) (Unaudited)
	At Mar. 31, 2013			At Dec. 31, 2012
Assets
Current assets
Cash and cash equivalents	$	46,467		$	31,020
Accounts receivable, net	63,855			77,034
Other current assets	246,014			339,284
Total current assets	356,336			447,338
Property, plant and equipment, net	3,025,165			3,009,461
Equity investment in investees	14,541			14,540
Prepayments, deferred charges and other	671,090			676,010
Total assets	$	4,067,132		$	4,147,349
Liabilities
Current liabilities
Long-term debt due within one year	$	16,625		$	91,140
Accounts payable	66,131			102,695
Other current liabilities	128,744			100,795
Total current liabilities	211,500			294,630
Deferred credits	1,032,273			1,096,248
Long-term debt, net	1,314,229			1,257,258
Total liabilities	2,558,002			2,648,136
Shareholders’ equity
Common shareholders’ equity	1,539,627			1,531,583
Accumulated other comprehensive loss	(30,497		)	(32,370		)
Total shareholders’ equity	1,509,130			1,499,213
Total liabilities and shareholders’ equity	$	4,067,132		$	4,147,349

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