-----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, F4LN/HQV4ZE9g6OD0/SfUKa0MKlegHQY05Sy92DjgIwFLJIao4uTbrG6bNkE2sk4 4QB11DikRsUfaGipg3S4ig== 0001096385-03-000040.txt : 20030425 0001096385-03-000040.hdr.sgml : 20030425 20030424175346 ACCESSION NUMBER: 0001096385-03-000040 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20030331 ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20030425 FILER: COMPANY DATA: COMPANY CONFORMED NAME: VECTREN CORP CENTRAL INDEX KEY: 0001096385 STANDARD INDUSTRIAL CLASSIFICATION: GAS & OTHER SERVICES COMBINED [4932] IRS NUMBER: 352086905 STATE OF INCORPORATION: IN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-15467 FILM NUMBER: 03663083 BUSINESS ADDRESS: STREET 1: 20 NW FOURTH ST CITY: EVANSVILLE STATE: IN ZIP: 47708 BUSINESS PHONE: 8124914000 MAIL ADDRESS: STREET 1: 20 NW FOURTH ST CITY: EVANSVILLE STATE: IN ZIP: 47708 8-K 1 q1_8k-earningsrel.txt VECTREN CORP 8K FOR 1ST QTR EARNINGS RELEASE SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 of 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) April 23, 2003 VECTREN CORPORATION (Exact name of registrant as specified in its charter) Indiana 1-15467 35-2086905 ------- ------- ---------- (State of Incorporation) (Commission File Number) (I.R.S. Employer Identification No.) 20 N.W. Fourth Street, Evansville, Indiana 47708 ------------------------------------------ ----- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (812) 491-4000 N/A (Former name or address, if changed since last report.) Item 12. Results of Operations and Financial Condition On April 23, 2003, Vectren Corporation (the Company) released financial information to the investment community regarding the Company's results of operations for the three and twelve month periods ended March 31, 2003. The financial information released is included herein. This information does not include footnote disclosures and should not be considered complete financial statements. In connection with the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995, the Company is hereby filing cautionary statements identifying important factors that could cause actual results of the Company and its subsidiaries, including Vectren Utility Holdings, Inc., Indiana Gas Company, Inc. and Southern Indiana Gas and Electric Company, to differ materially from those projected in forward-looking statements of the Company and its subsidiaries made by, or on behalf of, the Company and its subsidiaries. Item 7. Exhibits 99-1 Press Release - Vectren Corporation Reports 1st Quarter 2003 Increase 99-2 Cautionary Statement for Purposes of the "Safe Harbor" Provisions of the Private Securities Litigation Reform Act of 1995 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 hereunto duly authorized. VECTREN CORPORATION April 23, 2003 By: /s/ M. Susan Hardwick -------------------------------------- M. Susan Hardwick Vice President and Controller EX-99.1 RELEASE 3 vvc-qtr1_release.txt PRESS RELEASE AND FINANCIALS Exhibit 99.1 News Release Vectren Corporation P.O. Box 209 Evansville, IN 47702-0209 April 23, 2003 FOR IMMEDIATE RELEASE Vectren Corporation Reports 1st Quarter 2003 Increase Evansville, Indiana - Vectren Corporation (NYSE:VVC) today reported 2003 first quarter earnings of $55.7 million, or $.82 per share compared to net income of $45.6 million, or $.68 per share, for the same period last year. Said Niel C. Ellerbrook, Chairman and CEO, "Fiscal year 2003 is off to a very good start with higher gas and electric margins due to colder than normal weather and a strong wholesale power market. Our energy marketing and services group capitalized on increased demand for gas and volatile gas prices with a very good first quarter. While we have not seen the economic recovery we had hoped for, we believe our business plans remain on target and fiscal year 2003 will produce another solid year of performance." Specific Highlights for the Quarter Include Utility earnings for the first quarter 2003 were $47.3 million as compared to $42.0 million in the same period last year. Gas margins were $144.4 million, an increase of $16.5 million over first quarter 2002. Electric margins were $58.2, an increase of $8.9 million over first quarter 2002. The increase in margins was due primarily to higher demand resulting from the colder weather and improved margins in the wholesale power market. First quarter 2003 weather was 8% colder than normal as compared to first quarter 2002 that was 12% warmer than normal. Other operating expenses at Vectren Utility Holdings increased $5.3 million due primarily to scheduled maintenance costs and increased uncollectible accounts expense related to higher customer bills resulting from higher gas costs and colder weather. Taxes other than income taxes increased $3.7 million principally due to higher gross receipt taxes as a result of increased sales volumes. These taxes are recovered through utility customer margins. Nonregulated earnings for the first quarter 2003 were $8.5 million as compared to $4.4 million in the same period last year. Earnings from the Energy Marketing and Services group increased $3.8 million over the first quarter 2002 principally due to synergies captured as the result of the recent integration of the company's two gas marketing firms and continued sales growth. Affirms 2003 Guidance Vectren confirmed 2003 earnings guidance in the range of $1.75 to $1.85 per share, including the potential impact of any permanent financing to be completed during 2003. Please SEE ATTACHED unaudited schedules for additional financial information Live Webcast Vectren Corporation will provide more detail on 2003 first quarter results on a conference call for analysts scheduled at 2:30 p.m. EDT (1:30 CDT), Thursday April 24, 2003. You are invited to listen to the live Webcast and view the supporting slides by accessing the Investor Relations link on Vectren's Web site at www.Vectren.com. Interested parties may also view the slide presentation and listen to the Webcast replay via Vectren's Web site beginning two hours after the completion of the Webcast. A tape-recorded replay of the call will also be available through Thursday, May 1, 2003. To access the replay, dial 706-645-9201 and enter the conference identification number 7498394. About Vectren Vectren Corporation is an energy and applied technology holding company headquartered in Evansville, Indiana. Vectren's energy delivery subsidiaries provide gas and/or electricity to over one million customers in adjoining service territories that cover nearly two-thirds of Indiana and west central Ohio. Vectren's non-regulated subsidiaries and affiliates currently offer energy-related products and services to customers throughout the surrounding region. These services include energy marketing; coal mining; utility infrastructure services; and broadband communication services. To learn more about Vectren, visit www.vectren.com. Safe Harbor for Forward Looking Statements This document contains forward-looking statements, which are based on management's beliefs and assumptions that derive from information currently known by management. Vectren wishes to caution readers that actual results could differ materially from those contained in this document. Additional detailed information concerning a number of factors that could cause actual results to differ materially from the information that is provided to you is readily available in our report Form 10-K filed with the Securities and Exchange Commission on March 17, 2003. Investor Contact Steven M. Schein, (812) 491-4209, sschein@vectren.com ------------------- Media Contact Jeffrey W. Whiteside, (812) 491-4205, jwhiteside@vectren.com ---------------------- ### VECTREN CORPORATION AND SUBSIDIARY COMPANIES CONSOLIDATED STATEMENTS OF INCOME (Thousands, except for share amounts) (Unaudited)
Three Months Twelve Months Ended March 31 Ended March 31 ---------------------- ------------------------- 2003 2002 2003 2002 ---------------------- ------------------------- As Restated As Restated ----------- ----------- OPERATING REVENUE: Gas utility $ 509,531 $ 358,053 $ 1,060,505 $ 851,715 Electric utility 119,376 126,800 600,692 419,330 Energy services and other 33,601 145,519 175,273 563,157 --------- --------- ----------- ---------- Total operating revenues 662,508 630,372 1,836,470 1,834,202 --------- --------- ----------- ---------- OPERATING EXPENSES: Cost of gas sold 365,116 230,153 706,179 534,911 Fuel for electric generation 20,769 17,791 84,597 74,207 Purchased electric energy 40,398 59,749 276,916 135,868 Cost of energy services and other 25,535 134,783 140,169 522,500 Other operating 62,572 57,577 227,943 239,115 Merger and integration costs - - - 1,846 Restructuring costs - - - 19,048 Depreciation and amortization 31,402 29,026 122,007 121,550 Taxes other than income taxes 22,035 18,332 55,605 52,503 --------- --------- ----------- ---------- Total operating expenses 567,827 547,411 1,613,416 1,701,548 --------- --------- ----------- ---------- OPERATING INCOME 94,681 82,961 223,054 132,654 OTHER INCOME (EXPENSE): Equity in earnings of unconsolidated investments 8,806 3,064 14,824 9,761 Other - net (1,148) 2,190 8,184 16,108 --------- --------- ----------- ---------- Total other income 7,658 5,254 23,008 25,869 --------- --------- ----------- ---------- INTEREST EXPENSE 18,876 19,844 77,513 80,156 --------- --------- ----------- ---------- INCOME BEFORE INCOME TAXES 83,463 68,371 168,549 78,367 INCOME TAXES 27,727 22,998 43,612 16,272 MINORITY INTEREST IN SUBSIDIARY 27 (209) 750 433 PREFERRED DIVIDEND REQUIREMENT OF SUBSIDIARY 9 7 34 528 --------- --------- ----------- ---------- NET INCOME BEFORE EXTRAORDINARY LOSS $ 55,700 $ 45,575 $ 124,153 $ 61,134 EXTRAORDINARY LOSS, NET OF TAX - - - (7,706) --------- --------- ----------- ---------- NET INCOME $ 55,700 $ 45,575 $ 124,153 $ 53,428 ========= ========= =========== ========== AVERAGE COMMON SHARES OUTSTANDING 67,695 67,533 67,621 67,521 DILUTED COMMON SHARES OUTSTANDING 67,842 67,806 67,888 67,658 EARNINGS PER SHARE OF COMMON STOCK BASIC: NET INCOME BEFORE EXTRAORDINARY LOSS $ 0.82 $ 0.68 $ 1.84 $ 0.91 EXTRAORDINARY LOSS, NET OF TAX - - - (0.11) --------- --------- ----------- ---------- EARNINGS PER SHARE OF COMMON STOCK $ 0.82 $ 0.68 $ 1.84 $ 0.79 DILUTED: NET INCOME BEFORE EXTRAORDINARY LOSS $ 0.82 $ 0.67 $ 1.83 $ 0.90 EXTRAORDINARY LOSS, NET OF TAX - - - (0.11) --------- --------- ----------- ---------- EARNINGS PER SHARE OF COMMON STOCK $ 0.82 $ 0.67 $ 1.83 $ 0.79 ========= ========= =========== ==========
VECTREN UTILITY HOLDINGS AND SUBSIDIARY COMPANIES CONSOLIDATED STATEMENTS OF INCOME (Thousands, except for share amounts) (Unaudited)
Three Months Twelve Months Ended March 31 Ended March 31 ---------------------- -------------------------- 2003 2002 2003 2002 ---------------------- -------------------------- As Restated As Restated ----------- ----------- OPERATING REVENUE: Gas utility $ 509,531 $ 358,053 $ 1,060,505 $ 851,715 Electric utility 119,376 126,800 600,692 419,330 Other 198 50 436 182 --------- --------- ----------- ----------- Total operating revenues 629,105 484,903 1,661,633 1,271,227 --------- --------- ----------- ----------- OPERATING EXPENSES: Cost of gas sold 365,116 230,468 706,482 535,227 Fuel for electric generation 20,769 17,791 84,597 74,207 Purchased electric energy 40,398 59,749 276,916 135,868 Other operating 56,603 51,256 203,891 210,287 Merger and integration costs - - - 1,814 Restructuring costs - - - 15,010 Depreciation and amortization 28,762 26,771 112,677 113,472 Taxes other than income taxes 21,718 18,060 54,395 50,486 --------- --------- ----------- ----------- Total operating expenses 533,366 404,095 1,438,958 1,136,371 --------- ----------- ----------- ----------- OPERATING INCOME 95,739 80,808 222,675 134,856 OTHER INCOME (EXPENSE): Equity in earnings (losses) of unconsolidated affiliates (504) (112) (2,251) (1,334) Other - net (1,507) 2,085 3,551 8,830 --------- --------- ----------- ----------- Total other income (expense) (2,011) 1,973 1,300 7,496 --------- --------- ----------- ----------- INTEREST EXPENSE 16,516 17,548 68,087 68,765 --------- --------- ----------- ----------- INCOME BEFORE INCOME TAXES 77,212 65,233 155,888 73,587 INCOME TAXES 29,895 23,189 53,478 23,781 PREFERRED DIVIDEND REQUIREMENT OF SUBSIDIARY 9 7 34 527 --------- --------- ----------- ----------- NET INCOME $ 47,308 $ 42,037 $ 102,376 $ 49,279 ========= ========= =========== ===========
VECTREN CORPORATION 3 Months 12 Months HIGHLIGHTS Ended March 31 Ended March 31 ------------------------------------------- (millions, except per share amounts) (Unaudited) 2003 2002 2003 2002 - ---------------------------------------------------------------------------------------- As Restated As Restated ----------- ----------- Reported Earnings: Utility Group $ 47.3 $ 42.0 $ 102.4 $ 49.3 Non-regulated Group 8.5 4.4 23.0 9.0 Corporate and Other (0.1) (0.8) (1.3) (4.9) ------- ------ ------- ------ Vectren Consolidated $ 55.7 $ 45.6 $ 124.1 $ 53.4 Merger, Integration and Restructuring Costs: Utility Group $ - $ - $ - $ 14.7 Non-regulated Group - - - 2.2 Corporate and Other - - - 0.6 ------- ------ ------- ------ Total - - - 17.5 Other Non-Recurring Items: Non-regulated Group- Extraordinary Loss in 2001 $ - $ - $ - $ (7.7) ------ ------ ------- ------ Income From Operations: Utility Group $ 47.3 $ 42.0 $ 102.4 $ 64.0 Non-regulated Group Energy Marketing and Services 8.4 4.6 18.6 11.3 Coal Mining 2.5 2.0 12.7 14.4 Utility Infrastructure Services (1.0) (0.5) (1.6) (0.4) Broadband 0.1 0.1 0.4 - Other Businesses (1.5) (1.8) (7.1) (6.4) ------ ------ ------- ------ Total Non-regulated Group 8.5 4.4 23.0 18.9 Corporate and Other (0.1) (0.8) (1.3) (4.3) ------ ------ ------- ------ Vectren Consolidated $ 55.7 $ 45.6 $ 124.1 $ 78.6 ====== ====== ======= ======
Vectren Selected Highlights 12 months 12 months Ended Ended March 31 March 31 2003 2002 --------- --------- Dividends Paid (per common share, 12 months) $ 1.08 $ 1.04 Annualized Dividend $ 1.10 $ 1.06 Dividend Yield (at close) 5.1% 4.1% Dividend Payout Ratio 58.7% 131.6% Dividend to Book Value 8.1% 8.3% Return on Average Shareholder Equity 13.9% 6.1% Book Value Per Share $13.54 $12.77 Market to Book Value (at close) 159% 201% Common Stock Prices (VVC - NYSE) High $26.10 $25.95 Low $17.95 $19.76 Close $21.51 $25.69 Price/Earnings Ratio (trailing) 11.7 32.5 Percent Internally Generated Funds - Utility Group 79% 65% Ratio of Earnings to Fixed Charges - SEC Method Consolidated 2.9 1.7 Utility Group 3.3 2.1
VECTREN CORPORATION SELECTED GAS DISTRIBUTION 3 Months 12 Months OPERATING STATISTICS Ended March 31 Ended March 31 ------------------------ --------------------------- 2003 2002 2003 2002 --------- ----------- ----------- ----------- (Unaudited) As Restated As Restated - ------------------------------------ ----------- ----------- GAS OPERATING REVENUES (Thousands): Residential $ 345,617 $ 247,313 $ 705,410 $ 570,773 Commercial 127,218 82,098 256,722 195,161 Contract 34,079 27,558 89,490 81,782 Miscellaneous Revenue 2,617 1,084 8,883 3,999 --------- --------- ----------- --------- $ 509,531 $ 358,053 $ 1,060,505 $ 851,715 ========= ========= =========== ========= GAS MARGIN (Thousands): Operating Revenues $ 509,531 $ 358,053 $ 1,060,505 $ 851,715 Cost of Gas 365,116 230,153 706,179 534,911 --------- --------- ----------- --------- Margin $ 144,415 $ 127,900 $ 354,326 $ 316,804 ========= ========= =========== ========= GAS SOLD & TRANSPORTED (MDth): Residential 44,556 36,359 88,923 72,381 Commercial 17,218 13,335 34,894 27,469 Contract 30,324 28,901 97,380 95,472 --------- --------- ----------- --------- 92,098 78,595 221,197 195,322 ========= ========= =========== ========= AVERAGE GAS CUSTOMERS: Residential 885,084 874,605 871,183 861,180 Commercial 80,675 80,671 79,541 79,803 Contract 4,134 4,275 4,143 4,006 --------- --------- ----------- -------- 969,893 959,551 954,867 944,989 ========= ========= =========== ========= WEATHER AS A PERCENT OF NORMAL: Heating Degree Days 108% 88% 107% 85%
VECTREN CORPORATION SELECTED ELECTRIC 3 Months 12 Months OPERATING STATISTICS Ended March 31 Ended March 31 ------------------------- ------------------------- 2003 2002 2003 2002 ---------- ----------- ----------- ----------- (Unaudited) As Restated As Restated - ---------------------------------------- ----------- ----------- ELECTRIC OPERATING REVENUES (Thousands): Residential $ 25,996 $ 23,160 $ 110,959 $ 97,542 Commercial 18,765 17,638 81,747 75,702 Industrial 21,051 20,149 91,272 83,971 Miscellaneous Revenue 1,504 933 5,611 5,799 ---------- ---------- ---------- ----------- Total Retail 67,316 61,880 289,589 263,014 Wholesale 52,060 64,920 311,103 156,316 ---------- ---------- ---------- ----------- $ 119,376 $ 126,800 $ 600,692 $ 419,330 ========== ========== ========== =========== ELECTRIC MARGIN (Thousands): Operating Revenues $ 119,376 $ 126,800 $ 600,692 $ 419,330 Cost of Fuel & Purchased Power 61,167 77,540 361,513 210,075 ---------- ---------- ---------- ----------- Margin $ 58,209 $ 49,260 $ 239,179 $ 209,255 ========== ========== ========== =========== ELECTRICITY SOLD (MWh): Residential 394,815 353,239 1,608,791 1,413,094 Commercial 333,846 321,837 1,479,789 1,403,327 Industrial 553,911 580,691 2,489,555 2,431,157 Miscellaneous Sales 5,114 4,807 18,424 18,686 ---------- ---------- ---------- ----------- Total Retail 1,287,686 1,260,574 5,596,559 5,266,264 Firm Wholesale 133,812 134,785 616,712 544,577 Non-Firm Wholesale 1,448,350 2,467,819 9,692,145 5,037,422 ---------- ---------- ---------- ----------- 2,869,848 3,863,178 15,905,416 10,848,263 ========== ========== ========== =========== AVERAGE ELECTRIC CUSTOMERS: Residential 117,057 115,905 116,449 115,365 Commercial 16,934 17,348 17,030 17,360 Industrial 176 175 175 171 All Others 22 23 23 23 ---------- ---------- ----------- ----------- 134,189 133,451 133,677 132,919 ========== ========== =========== =========== WEATHER AS A PERCENT OF NORMAL: Heating Degree Days 108% 88% 107% 85% Cooling Degree Days 0% 0% 123% 97%
EX-99.2 SAFE HARBOR 4 vvc_safeharbor-mar03.txt SAFE HARBOR STATEMENT Exhibit 99-2 Cautionary Statement for Purposes of the "Safe Harbor" Provisions of the Private Securities Litigation Reform Act of 1995. A "safe harbor" for forwarding-looking statements is provided by the Private Securities Litigation Reform Act of 1995 (Reform Act of 1995). The Reform Act of 1995 was adopted to encourage such forward-looking statements without the threat of litigation, provided those statements are identified as forward-looking and are accompanied by meaningful cautionary statements identifying important factors that could cause the actual results to differ materially from those projected in the statement. Forward-looking statements have been and will be made in written documents and oral presentations of Vectren Corporation and its subsidiaries. Such statements are based on management's beliefs, as well as assumptions made by and information currently available to management. When used in Vectren Corporation and its subsidiaries' documents or oral presentations, the words "believe," "anticipate," "endeavor," "estimate," "expect," "objective," "projection," "forecast," "goal," and similar expressions are intended to identify forward-looking statements. In addition to any assumptions and other factors referred to specifically in connection with such forward-looking statements, factors that could cause Vectren Corporation and its subsidiaries' actual results to differ materially from those contemplated in any forward-looking statements included, among others, the following: |X| Factors affecting utility operations such as unusual weather conditions; catastrophic weather-related damage; unusual maintenance or repairs; unanticipated changes to fossil fuel costs; unanticipated changes to gas supply costs, or availability due to higher demand, shortages, transportation problems or other developments; environmental or pipeline incidents; transmission or distribution incidents; unanticipated changes to electric energy supply costs, or availability due to demand, shortages, transmission problems or other developments; or electric transmission or gas pipeline system constraints. |X| Increased competition in the energy environment including effects of industry restructuring and unbundling. |X| Regulatory factors such as unanticipated changes in rate-setting policies or procedures, recovery of investments and costs made under traditional regulation, and the frequency and timing of rate increases. |X| Financial or regulatory accounting principles or policies imposed by the Financial Accounting Standards Board, the Securities and Exchange Commission (Commission), the Federal Energy Regulatory Commission, state public utility commissions, state entities which regulate natural gas transmission, gathering and processing, and similar entities with regulatory oversight. |X| Economic conditions including the effects of an economic downturn, inflation rates and monetary fluctuations. |X| Changing market conditions and a variety of other factors associated with physical energy and financial trading activities including, but not limited to, price, basis, credit, liquidity, volatility, capacity, interest rate, and warranty risks. |X| Availability or cost of capital, resulting from changes in Vectren Corporation and its subsidiaries, including its security ratings, changes in interest rates, and/or market perceptions of the utility industry and energy-related industries. |X| Employee workforce factors including changes in key executives, collective bargaining agreements with union employees, or work stoppages. |X| Legal and regulatory delays and other obstacles associated with mergers, acquisitions, and investments in joint ventures. |X| Costs and other effects of legal and administrative proceedings, settlements, investigations, claims, and other matters, including, but not limited to, those described in periodic filings made with the Commission by Vectren Corporation and its subsidiaries, Vectren Utility Holdings, Inc., Indiana Gas Company, Inc. and Southern Indiana Gas and Electric Company. |X| Changes in federal, state or local legislature requirements, such as changes in tax laws or rates, environmental laws and regulations. Vectren Corporation and its subsidiaries undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of changes in actual results, changes in assumptions, or other factors affecting such statements. -----END PRIVACY-ENHANCED MESSAGE-----