-----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, Jdeb/Pnr6rM2axCAxtxDFdNceTRYjo761KERMFb15rZyti2SY8kUeMJwWUyPENZy ae3oMIabIJnfDfYBIXxPgQ== 0000018672-96-000005.txt : 19960517 0000018672-96-000005.hdr.sgml : 19960517 ACCESSION NUMBER: 0000018672-96-000005 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 5 CONFORMED PERIOD OF REPORT: 19960331 FILED AS OF DATE: 19960515 SROS: NYSE SROS: PSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: CENTRAL LOUISIANA ELECTRIC CO INC CENTRAL INDEX KEY: 0000018672 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 720244480 STATE OF INCORPORATION: LA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-05663 FILM NUMBER: 96565926 BUSINESS ADDRESS: STREET 1: 2030 DONAHUE FERRY RD CITY: PINEVILLE STATE: LA ZIP: 71360 BUSINESS PHONE: 3184847400 MAIL ADDRESS: STREET 1: P O BOX 5000 CITY: PINEVILLE STATE: LA ZIP: 71361-5000 10-Q 1 CENTRAL LOUISIANA ELECTRIC CO. FIRST QUARTER 1996 10Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-Q [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 1996 Commission file number 1-5663 Or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Central Louisiana Electric Company, Inc. (Exact name of registrant as specified in its charter) Louisiana 72-0244480 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) 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 Indicate by check mark whether the Registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No As of May 1, 1996 there were 22,441,812 shares outstanding of the Registrant's Common Stock, par value $2.00 per share. TABLE OF CONTENTS Page ---- PART I. FINANCIAL INFORMATION Item 1. Financial Statements. . . . . . . . . . . . . . . . . . . 1 Report of Independent Accountants . . . . . . . . . . . 2 Consolidated Statements of Income . . . . . . . . . . . 3 Consolidated Balance Sheets . . . . . . . . . . . . . . 4 Consolidated Statements of Cash Flows . . . . . . . . . 6 Note to Consolidated Financial Statements . . . . . . . 7 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Results of Operations . . . . . . . . . . . . . . . . . 8 Financial Condition . . . . . . . . . . . . . . . . . . 9 PART II. OTHER INFORMATION Item 4. Submission of Matters To A Vote of Security Holders. . . 11 Item 5. Other Information . . . . . . . . . . . . . . . . . . . . 11 Item 6. Exhibits and Reports on Form 8-K. . . . . . . . . . . . . 12 SIGNATURE. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13 PART I FINANCIAL INFORMATION Item 1. FINANCIAL STATEMENTS The consolidated financial statements for Central Louisiana Electric Company, Inc. (the Company) included herein are unaudited but reflect, in management's opinion, all adjustments, consisting only of normal recurring adjustments, that are necessary for a fair presentation of the Company's financial position and the results of its operations for the interim periods presented. Because of the seasonal nature of the Company's business, the results of operations for the three months ended March 31, 1996 are not necessarily indicative of the results that may be expected for the full fiscal year. The financial statements included herein should be read in conjunction with the financial statements and notes thereto included in the Company's Annual Report on Form 10-K for the year ended December 31, 1995. The consolidated financial statements included herein have been subjected to a limited review by Coopers & Lybrand L.L.P., independent accountants for the Company, whose report is included herein. 1 Coopers certified public accountants &Lybrand L.L.P. a professional services firm REPORT OF INDEPENDENT ACCOUNTANTS Board of Directors Central Louisiana Electric Company, Inc.: We have made a review of the consolidated balance sheet of Central Louisiana Electric Company, Inc. as of March 31, 1996, and the related consolidated statements of income and cash flows for the three-month periods ended March 31, 1996 and 1995, in accordance with standards established by the American Institute of Certified Public Accountants. These financial statements are the responsibility of the Company's management. A review of interim financial information consists principally of obtaining an understanding of the system for the preparation of interim financial information, applying analytical review procedures to financial data, and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit in accordance with generally accepted auditing standards, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion. Based on our review, we are not aware of any material modifications that should be made to the consolidated financial statements referred to above for them to be in conformity with generally accepted accounting principles. We have previously audited, in accordance with generally accepted auditing standards, the consolidated balance sheet as of December 31, 1995 and the related consolidated statements of income, cash flows and changes in common shareholders' equity for the year then ended (not present herein); and in our report dated January 26, 1996, we expressed an unqualified opinion on those financial statements. In our opinion, the information set forth in the accompanying balance sheet as of December 31, 1995, is fairly stated in all material respects in relation to the balance sheet from which it has been derived. COOPERS & LYBRAND L.L.P. New Orleans, Louisiana April 19, 1996 2 CENTRAL LOUISIANA ELECTRIC COMPANY, INC. CONSOLIDATED STATEMENTS OF INCOME For the three months ended March 31 (Unaudited)
(In thousands, except share and per share amounts) 1996 1995 ---------- ---------- OPERATING REVENUES $ 98,606 $ 79,872 ---------- ---------- OPERATING EXPENSES Fuel used for electric generation 21,962 22,647 Power purchased 17,139 4,344 Other operation 14,022 13,531 Maintenance 4,905 4,396 Depreciation 10,827 10,324 Taxes other than income taxes 7,390 7,428 Federal and state income taxes 5,614 2,613 ---------- ---------- 81,859 65,283 ---------- ---------- OPERATING INCOME 16,747 14,589 Allowance for other funds used during construction 133 411 Other income and expenses, net 170 65 ---------- ---------- INCOME BEFORE INTEREST CHARGES 17,050 15,065 Interest charges, including amortization of debt expense, premium and discount 7,279 7,267 Allowance for borrowed funds used during construction (259) (292) ---------- ---------- NET INCOME 10,030 8,090 Preferred dividend requirements, net 514 508 ---------- ---------- NET INCOME APPLICABLE TO COMMON STOCK $ 9,516 $ 7,582 ========== ========== WEIGHTED AVERAGE COMMON SHARES Primary 22,448,584 22,420,742 Fully diluted 23,856,480 23,839,404 EARNINGS PER SHARE Primary $0.42 $0.34 Fully diluted $0.41 $0.33 CASH DIVIDENDS PAID PER SHARE $0.375 $0.365 The accompanying note is an integral part of the consolidated financial statements.
3 CENTRAL LOUISIANA ELECTRIC COMPANY, INC. CONSOLIDATED BALANCE SHEETS (Unaudited)
(In thousands) March 31, 1996 December 31, 1995 -------------- ----------------- ASSETS Utility plant Property, plant and equipment $ 1,323,519 $ 1,319,815 Accumulated depreciation (451,249) (441,686) -------------- ----------------- 872,270 878,129 Construction work-in-progress 58,026 51,390 -------------- ----------------- Total utility plant, net 930,296 929,519 -------------- ----------------- Investments and other assets 7,932 8,097 -------------- ----------------- Current assets Cash and cash equivalents 20,264 20,621 Accounts receivable, net 14,320 17,075 Unbilled revenues 2,689 3,098 Fuel inventory, at average cost 10,339 8,699 Materials and supplies, at average cost 16,499 15,819 Prepayments and other current assets 2,505 2,501 -------------- ----------------- Total current assets 66,616 67,813 -------------- ----------------- Accumulated deferred federal and state income taxes 64,634 66,458 Prepayments 8,461 8,213 Regulatory assets and other deferred charges 184,311 185,934 -------------- ----------------- TOTAL ASSETS $ 1,262,250 $ 1,266,034 ============== ================= The accompanying note is an integral part of the consolidated financial statements. (Continued on next page)
4 CENTRAL LOUISIANA ELECTRIC COMPANY, INC. CONSOLIDATED BALANCE SHEETS (Continued) (Unaudited)
(In thousands, except share amounts) March 31, 1996 December 31, 1995 -------------- ----------------- CAPITALIZATION AND LIABILITIES Common shareholders' equity Common stock, $2 par value, authorized 50,000,000 shares, issued 22,748,854 and 22,745,104 shares at March 31,1996 and December 31, 1995, respectively $ 45,498 $ 45,490 Premium on capital stock 113,502 113,444 Retained earnings 225,789 224,688 Treasury stock at cost, 308,405 and 318,446 shares at March 31, 1996 and December 31, 1995, respectively (6,255) (6,459) ------------- ----------------- 378,534 377,163 ------------- ----------------- Preferred stock, cumulative, $100 par value Not subject to mandatory redemption 30,310 30,519 Deferred compensation related to preferred stock held by ESOP (21,664) (22,595) ------------- ----------------- 8,646 7,924 Subject to mandatory redemption 6,610 6,610 ------------- ----------------- 15,256 14,534 ------------- ----------------- Long-term debt, net 385,831 360,822 ------------- ----------------- Total capitalization 779,621 752,519 ------------- ----------------- Current liabilities Short-term debt 11,972 23,062 Accounts payable 31,976 51,087 Customer deposits 19,886 19,725 Taxes accrued 11,882 2,503 Interest accrued 3,279 8,909 Accumulated deferrefuel 1,962 3,651 Other current liabilities 1,766 2,343 ------------- ----------------- Total current liabilities 82,723 111,280 ------------- ----------------- Deferred credits Accumulated deferred federal and state income taxes 268,098 266,873 Accumulated deferred investment tax credits 32,721 33,173 Regulatory liabilities and other deferred credits 99,087 102,189 ------------- ----------------- Total deferred credits 399,906 402,235 ------------- ----------------- TOTAL CAPITALIZATION AND LIABILITIES $ 1,262,250 $ 1,266,034 ============= ================= The accompanying note is an integral part of the consolidated financial statements.
5 CENTRAL LOUISIANA ELECTRIC COMPANY, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS For the three months ended March 31 (Unaudited)
(In thousands) 1996 1995 ---------- ---------- CASH FLOWS FROM OPERATING ACTIVITIES Net income $ 10,030 $ 8,090 Adjustments to reconcile net income to net cash provided by operating activities Depreciation and amortization 11,131 10,568 Allowance for funds used during construction (392) (703) Amortization of investment tax credits (452) (454) Deferred income taxes 1,526 433 Deferred fuel costs (1,689) (374) Gain on disposition of utility plant, net (2) (1) Changes in assets and liabilities Accounts receivable, net 2,755 884 Unbilled revenues 409 87 Fuel inventory, materials and supplies (2,320) (1,156) Accounts payable (19,111) (16,684) Customer deposits 161 99 Other deferred accounts (143) (2,199) Taxes accrued 9,379 6,477 Interest accrued (5,630) (5,490) Other, net (1,011) 149 ---------- ---------- Net cash provided by (used in) operating activities 4,641 (274) ---------- ---------- CASH FLOWS FROM INVESTING ACTIVITIES Additions to utility plant (10,761) (10,333) Allowance for funds used during construction 392 703 Sale of utility plant 153 151 Purchase of investments (100) Sale of investments 271 12,632 ---------- --------- Net cash provided by (used in) investing activities (10,045) 3,153 ---------- --------- CASH FLOWS FROM FINANCING ACTIVITIES Issuance of common stock 66 233 Issuance of long-term debt 25,000 Retirement of long-term debt (522) Increase (decrease) of short-term debt, net (11,090) 18,392 Dividends paid on common and preferred stock, net (8,929) (8,684) --------- ---------- Net cash provided by financing activities 5,047 9,419 --------- ---------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (357) 12,298 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 20,621 7,440 --------- --------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 20,264 $ 19,738 ========= ========= Supplementary cash flow information Interest paid (net of amount capitalized) $ 12,697 $ 2,852 ========= ========= Income taxes paid $ 0 $ 500 ========= ========= The accompanying note is an integral part of the consolidated financial statements.
6 CENTRAL LOUISIANA ELECTRIC COMPANY, INC. NOTE TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) Note A. Contingencies On March 31, 1996, the board of directors of Teche Electric Cooperative, Inc. (Teche) voted to extend the Purchase and Sale Agreement with the Company for an additional twelve months to allow for the Teche wholesale power contract with Cajun Electric Power Cooperative, Inc. (Cajun) to be resolved through Cajun's bankruptcy process. The Agreement calls for the purchase of all the assets of Teche by the Company for a purchase price, including the Company's assumption or other discharge of Teche's liabilities, of approximately $22.4 million. Consummation of the acquisition is subject to a number of conditions, including approval by the Louisiana Public Service Commission (LPSC), the Rural Utilities Service and other governmental agencies, successful resolution of Teche's wholesale power supply contract with Cajun and certain other conditions. The LPSC elected in 1993 to review the earnings of all electric, gas, water and telecommunications utilities regulated by it to determine whether the returns on equity of these companies may be higher than returns that might be awarded in the current economic environment. The LPSC began its review of the Company in August 1995. Resolution of the earnings review, which is not subject to any statutory or procedural deadlines, is expected in late 1996. Although the Company's rates are among the lowest in the state, the Company cannot predict the outcome of the LPSC earnings review or the effect upon the Company's financial position, results of its operations or its cash flows at this time. 7 CENTRAL LOUISIANA ELECTRIC COMPANY, INC. Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS RESULTS OF OPERATIONS Net income applicable to common stock totaled $9.5 million for the three-month period ended March 31, 1996, as compared to $7.6 million for the corresponding period in 1995. Net income per primary average common share was $0.42 for the three-month period ended March 31, 1996, as compared to $0.34 per share for the same period in 1995. The following principal factors contributed to these results: Operating revenues for the three months ended March 31, 1996, increased $18.7 million, or 23.5%, as compared to the same period in 1995, primarily due to an increase in fuel cost recovery revenues and the effect of weather related increased kilowatt-hour sales on base revenues. For the first quarter 1996, fuel cost recovery revenues were $12.5 million, or 47.5%, higher than the first quarter 1995. The increase in fuel cost recovery revenues is related to higher natural gas prices in the first quarter 1996, as compared to prices in effect in the first quarter 1995, which resulted in higher generation costs and increased purchased power. Changes in fuel cost recovery revenues have historically had no effect on net income, as fuel costs are generally recovered through a fuel cost adjustment clause that enables the Company to pass on to customers substantially all changes in the cost of generating fuel and purchased power. The adjustments regulated by the LPSC (about 99% of the total fuel cost adjustment) are audited by the LPSC staff monthly and the remaining portion, regulated by the Federal Energy Regulatory Commission (FERC), is audited periodically for several years at a time. Until approval is received, the adjustments are subject to refund. Base revenues increased $6.2 million, or 11.7%, for the three months ended March 31, 1996, as compared to the corresponding period in 1995. Higher base revenues are attributable to an increase in kilowatt-hour sales to residential and commercial customers resulting from a colder than normal winter, and increased sales to industrial customers resulting primarily from increased usage by the Company's largest customer. For the quarter ended March 31, 1996, kilowatt-hour sales to regular customers increased 13.9%, over the same period in 1995. Residential kilowatt-hour sales increased 15.0%, commercial sales climbed 14.4%, and sales to industrial customers rose by 13.4%, compared with the first quarter 1995. Operating expenses increased $16.6 million, or 25.4%, for the three-month period ended March 31, 1996, as compared to the three-month period ended March 31, 1995. The increase in operating expenses is primarily due to increased purchased power costs, maintenance expenses and federal and state income taxes. The Company purchases electric energy from neighboring utilities when the price of the energy purchased is less than the cost to the Company of generating such energy from its own facilities. During the first quarter 1996, 40% of the Company's energy requirements were met by purchasing power, compared to 13% during the first quarter 1995. The increase in purchased power resulted from the colder weather experienced during the first quarter 1996 and from 8 scheduled outages of certain of the Company's generating units. Maintenance expenses in 1996 increased compared to 1995 as a result of costs associated with the 1996 scheduled maintenance of Dolet Hills Power Station Unit 1 and an increase in right-of-way reclearing expenses. Federal and state income taxes increased $3.0 million for the three-month period ended March 31, 1996, compared to the same period in 1995, primarily due to higher taxable income. FINANCIAL CONDITION Liquidity and Capital Resources At March 31, 1996 and 1995, the Company had $12.0 million and $47.4 million, respectively, of short-term debt outstanding in the form of commercial paper borrowings and bank loans. The Company has a $100 million revolving credit facility, which provides support for the issuance of commercial paper. Uncommitted lines of credit with banks totaling $20 million are also available to meet short-term working capital needs. Additionally, at March 31, 1996, an unregulated subsidiary of the Company had $18.6 million of cash and temporary cash investments in securities with original maturities of 90 days or less. In early January 1996, the Company issued $25 million of medium-term notes at an average interest rate of 6.40%. Proceeds from the issuance was used to reduce short-term debt and for other general corporate purposes. The Company participates in a program where up to $35 million of its receivables can be sold on an ongoing basis. The amount of receivables that may be sold at any time depends upon seasonal fluctuations in the amount of eligible receivables. As of March 31, 1996, the Company had sold $35 million of eligible receivables. The Company has filed a shelf registration statement with the Securities and Exchange Commission (SEC) registering for later issuance $200 million aggregate principal amount of medium-term notes. The registration statement has not yet been declared effective by the SEC and the Company must receive authorization from the LPSC before any medium-term notes can be issued. Regulatory Matters On April 24, 1996, the Federal Energy Regulatory Commission (FERC) issued two related final rules and a Notice of Proposed Rulemaking (NOPR). The two final rules address the issues of open access and stranded costs and the sharing of information about the availability of transmission capacity. Portions of these new rules will go into effect 60 days after being published. The NOPR proposes to establish a new method for utilities to reserve capacity on their own and others' transmission lines. Order No. 888, a final rule, requires open access transmission by all public utilities that own, operate or control transmission lines. Each such utility must file a non-discriminatory open access tariff that offers others the same 9 transmission services utilities provide themselves, under comparable terms and conditions. Utilities must take transmission service for their own wholesale transactions under the terms and conditions of their tariff. The second part of this Order provides for the full recovery of stranded costs -- that is, costs that were prudently incurred to serve wholesale customers and that could go unrecovered if those customers were to use open access to move to another supplier. Stranded costs recoverable under the rule are those associated with wholesale requirements contracts signed before July 11, 1994. Recovery of stranded costs associated with contracts entered after that date must be specifically provided for in the contract. The FERC ruled that stranded costs should be recovered from a utility's departing customers. Order No. 888 also provides for recovery of stranded retail transmission costs, in certain cases, including circumstances in which retail customers become wholesale customers. The Order allows customers under existing wholesale contracts to seek FERC approval to modify their contracts on a case-by-case basis. The Company has three wholesale customers, which represented 1.0 % of its sales to regular customers for the twelve months ended March 31, 1996. Management cannot predict what, if any, effects Order No. 888 may have on wholesale prices in the Company's service area. Order No. 889, a final rule, requires public utilities to implement standards of conduct and an Open Access Same-time Information System (OASIS). The OASIS rule applies to any public utility that offers transmission services under an open access pro forma tariff. Under this Order, transmission providers are required to: (1) establish or participate in an OASIS that meets certain requirements and (2) comply with prescribed standards of conduct. This Order becomes effective 60 days after publication, but compliance is not required until November 1, 1996. The standards of conduct are designed to prevent employees of a public utility (or any of its affiliates) engaged in wholesale power marketing functions from obtaining preferential access to information regarding operation of the transmission system by, among other things, requiring that transmission availability be posted on OASIS, requiring the utility to schedule its own transactions using OASIS, and otherwise prohibiting unduly discriminatory business practices. The NOPR proposes that each public utility would replace its open access pro forma tariff with a capacity reservation tariff (CRT) by December 31, 1997. Under the NOPR, utilities and all other power market participants would reserve firm rights to transfer power between designated receipt and delivery points. In a April 24, 1996 news release, the FERC explained that the proposed reservation-based service appears to be more compatible with the open access requirement that market participants know how much transmission is available for electric power purchases and sales. The news release further states the reservation-based service may also better accommodate competitive changes occurring in the utility industry, including more flexible transmission pricing. 10 PART II OTHER INFORMATION Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS (a) The Annual Meeting of Shareholders of the Company was held on April 19, 1996 in Pineville, Louisiana. (b) Proxies for the election of directors were solicited pursuant to Regulation 14A under the Securities Exchange Act of 1934, as amended. There was no solicitation in opposition to management's nominees, and all nominees listed in the Proxy Statement were elected. (c) The following is a tabulation of the votes cast upon each of the proposals presented at the Annual Meeting of Shareholders of the Company on April 19, 1996: (1) Election of Directors:
Broker Class II Directors For Withheld Non-Votes ------------------- ---- ---------- ----------- Robert T. Ratcliff 20,056,532 144,879 0 Edward M. Simmons 20,055,708 145,703 0 Ernest L. Williamson 20,046,390 155,021 0
(2) Approval of the appointment of Coopers & Lybrand L.L.P. as the Company's auditors for 1996: Broker For Against Abstain Non-Votes ----- --------- --------- ----------- 20,008,180 86,286 106,945 0 Item 5. OTHER INFORMATION Cajun Electric Power Cooperative, Inc. (Cajun) Cajun, which provides power to Louisiana's electric distribution cooperatives, including Teche, is in bankruptcy. On March 8, 1996, the Company, along with another company, submitted a joint bid for Cajun's nonnuclear generation assets and wholesale contracts. In early April, the Company learned that its joint bid was not selected by the bankruptcy trustee as the lead proposal in the process to develop a reorganization plan for Cajun. Two plans of reorganization have been filed with the bankruptcy court. The plan filed with the bankruptcy court by the trustee includes a provision for the assignment of Teche's wholesale power supply contract to the Company or the substitution of a new wholesale power contract between Cajun and the Company. This provision is subject to a number of approvals, including confirmation of 11 the trustee's reorganization plan by the bankruptcy court. The Company will continue to work with the bankruptcy trustee for the succesful resolution of Teche's wholesale power supply contract with Cajun prior to confirmation of a bankruptcy plan. The other reorganization plan filed with the bankruptcy court does not provide for the assignment of Teche's wholesale power supply agreement to the Company. Item 6. EXHIBITS AND REPORTS ON FORM 8-K (a) Exhibits 11 Computation of Net Income Per Common Share for the three months ended March 31, 1996 and March 31, 1995 12 Computation of Earnings to Fixed Charges and Earnings to Combined Fixed Charges and Preferred Stock Dividends for the twelve months ended March 31, 1996 15 Awareness letter, dated May 14, 1996, from Coopers & Lybrand L.L.P. regarding review of the unaudited interim financial statements 27 Financial Data Schedule (b) Reports on Form 8-K During the three-month period ended March 31, 1996, the Company filed no Current Reports on Form 8-K. 12 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 thereunto duly authorized. CENTRAL LOUISIANA ELECTRIC COMPANY, INC. (Registrant) BY: /s/ John L. Baltes, Jr. ------------------------- John L. Baltes, Jr. Controller (Chief Accounting Officer) Date: May 15, 1996 13 EX-11 2 NET INCOME PER COMMON SHARE CENTRAL LOUISIANA ELECTRIC COMPANY, INC. COMPUTATION OF NET INCOME PER COMMON SHARE For the three months ended March 31, (Unaudited)
(In thousands, except share and per share amounts) 1996 1995 ---------- ---------- PRIMARY Net income applicable to common stock $ 9,516 $ 7,582 ========== ========== Weighted average number of shares of common stock outstanding during the period 22,437,134 22,406,616 Common stock under stock option grants 11,450 14,126 ---------- ---------- Average shares 22,448,584 22,420,742 ========== ========== Primary net income per common share $ 0.42 $ 0.34 ========== ========== FULLY DILUTED Net income applicable to common stock $ 9,516 $ 7,582 Adjustments to net income related to Employee Stock Ownership Plan (ESOP) under the "if-converted" method: Add loss of deduction from net income for actual dividends paid on convertible preferred stock, net of tax 366 369 Deduct additional cash contribution required which is equal to dividends on preferred stock less dividends paid at the common dividend rate, net of tax (42) (50) Add tax benefit associated with dividends paid on allocated common shares 53 40 ---------- ---------- Adjusted income applicable to common stock $ 9,893 $ 7,941 ========== ========== Weighted average number of shares of common stock outstanding during the period 22,437,134 22,406,616 Number of equivalent common shares attributable to ESOP 1,407,852 1,418,262 Common stock under stock option grants 11,494 14,526 ---------- ---------- Average shares 23,856,480 23,839,404 ========== ========== Fully diluted net income per common share $ 0.41 $ 0.33 ========== ==========
EX-12 3 EARNINGS TO FIXED CHARGES CENTRAL LOUISIANA ELECTRIC COMPANY, INC. COMPUTATION OF EARNINGS TO FIXED CHARGES AND EARNINGS TO COMBINED FIXED CHARGES AND PREFERRED STOCK DIVIDENDS For the twelve months ended March 31, 1996 (Unaudited)
(In thousands, except ratios) ------------------ Earnings $ 50,643 Income taxes 28,230 ------------------ Earnings from continuing operations before income taxes $ 78,873 ------------------ Fixed charges Interest, long-term debt 25,065 Interest, other (including interest on short-term debt) 2,946 Amortization of debt expense, premium, net 1,234 Portion of rentals representative of an interest factor 678 ------------------ Total fixed charges $ 29,923 ------------------ Earnings from continuing operations before income taxes and fixed charges $ 108,796 ================== Ratio of earnings to fixed charges 3.64x ================== Fixed charges from above $ 29,923 Preferred stock dividends* 2,963 ------------------ Total fixed charges and preferred stock dividends $ 32,886 ================== Ratio of earnings to combined fixed charges and preferred stock dividends 3.31x ================== * Preferred stock dividends multiplied by the ratio of pretax income to net income.
EX-15 4 AWARENESS LETTER Coopers Coopers & Lybrand L.L.P. 639 Loyola Avenue telephone (504) 529-2700 a professional services firm Suite 1800 facsmile (504) 529-1439 & Lybrand New Orleans, LA 70113 May 14, 1996 Securities and Exchange Commission Judiciary Plaza 450 Fifth Street, N.W. Washington, D.C. 20549 Re: Central Louisiana Electric Company, Inc. Registrations On Form S-8 (Nos. 2-79671, 33-10169, 33-38362 and 33-44663) and Form S-3 (Nos. 33-24895, 33-62950 and 333-02895) We are aware that our report dated April 19, 1996 on our review of the interim financial information of Central Louisiana Electric Company, Inc. as of March 31, 1996 and for the three-month periods ended March 31, 1996, and 1995 included in this Form 10-Q is incorporated by reference in the above mentioned registration statements. Pursuant to Rule 436(c) under the Securities Act of 1933, this report should not be considered a part of the registration statements prepared or certified by us within the meaning of Sections 7 and 11 of that Act. Coopers & Lybrand L.L.P. Coopers & Lybrand L.L.P., a registered limited liability partnership, is member of Coopers & Lybrand international. EX-27 5 FINANCIAL DATA SCHEDULE UT WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
UT This schedule contains summary financial information extracted from the Company's financial statements and is qualified in its entirety by reference to such financial statements. 1,000 PERIOD-TYPE 3-MOS FISCAL-YEAR-END Dec-31-1996 PERIOD-START Jan-01-1996 PERIOD-END Mar-31-1996 BOOK-VALUE PER-BOOK TOTAL-NET-UTILTIY-PLANT $ 930,296 OTHER-PROPERTY-AND-INVEST $ 7,932 TOTAL-CURRENT-ASSETS $ 66,616 TOTAL-DEFERRED-CHARGES $ 248,945 OTHER-ASSETS $ 8,461 TOTAL-ASSETS $ 1,262,250 COMMON $ 45,498 CAPITAL-SURPLUS-PAID-IN $ 107,247 RETAINED-EARNINGS $ 225,789 TOTAL-COMMON-STOCKHOLDERS-EQ $ 378,534 PREFERRED-MANDATORY $ 6,610 PREFERRED $ 8,646 LONG-TERM-DEBT-NET $ 170,831 SHORT-TERM-NOTES $ 0 LONG-TERM-NOTES-PAYABLE $ 215,000 COMMERCIAL-PAPER-OBLIGATIONS $ 11,972 LONG-TERM-DEBT-CURRENT-PORT $ 0 PREFERRED-STOCK-CURRENT $ 0 CAPITAL-LEASE-OBLIGATIONS $ 0 LEASES-CURRENT $ 0 OTHER-ITEMS-CAPITAL-AND-LIAB $ 470,657 TOT-CAPITALIZATION-AND-LIAB $ 1,262,250 GROSS-OPERATING-REVENUE $ 98,606 INCOME-TAX-EXPENSE $ 5,614 OTHER-OPERATING-EXPENSES $ 76,245 TOTAL-OPERATING-EXPENSES $ 81,859 OPERATING-INCOME-LOSS $ 16,747 OTHER-INCOME-NET $ 303 INCOME-BEFORE-INTEREST-EXPEN $ 17,050 TOTAL-INTEREST-EXPENSE $ 7,020 NET-INCOME $ 10,030 PREFERRED-STOCK-DIVIDENDS $ 514 EARNINGS-AVAILABLE-FOR-COMM $ 9,516 COMMON-STOCK-DIVIDENDS $ 8,415 TOTAL-INTEREST-ON-BONDS $ 3,418 CASH-FLOW-OPERATIONS $ 4,641 EPS-PRIMARY $ 0.42 EPS-DILUTED $ 0.41
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