-----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, Bv6lRaVJGVK9sU4fxZ3QTX5oBEx5CenfbLuO5PMX/PK98viDoi9ThWkwQ85KEBh2 5x2hGQgJQSJZWHFFBGlfvg== 0000893220-96-001677.txt : 19961203 0000893220-96-001677.hdr.sgml : 19961203 ACCESSION NUMBER: 0000893220-96-001677 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19961011 ITEM INFORMATION: Other events FILED AS OF DATE: 19961011 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: COLUMBIA GAS SYSTEM INC CENTRAL INDEX KEY: 0000022099 STANDARD INDUSTRIAL CLASSIFICATION: 4923 IRS NUMBER: 131594808 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-01098 FILM NUMBER: 96642704 BUSINESS ADDRESS: STREET 1: 12355 SUNRISE VALLEY DRIVE STREET 2: SUITE 300 CITY: RESTON STATE: VA ZIP: 20191-3458 BUSINESS PHONE: 7032950394 MAIL ADDRESS: STREET 1: 12355 SUNRISE VALLEY DRIVE STREET 2: SUITE 300 CITY: RESTON STATE: VA ZIP: 20191-3458 8-K 1 FORM 8-K FOR THE PERIOD ENDING OCTOBER 11, 1996 1 FORM 8-K -------- SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 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 11, 1996 ------------------------- THE COLUMBIA GAS SYSTEM, INC. ----------------------------- (Exact name of registrant as specified in its charter) Delaware 1-1098 13--1594808 - - ---------------------------- ----------------- ------------------- (State of other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 12355 Sunrise Valley Drive, Suite 300, Reston, VA 20191-3420 ------------------------------------------------------------ (Address of principal executive offices) Registrant's telephone number, including area code (302) 429-5000 -------------- 2 Item 5. Other Events Information contained in a News Release dated October 10, 1996, is incorporated herein by reference. 3 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 hereunto duly authorized. The Columbia Gas System, Inc. ----------------------------- (Registrant) By /s/J. W. Grossman ------------------------------ Vice President & Controller Date: October 11, 1996 4 CONTACTS Media: John H. Jennrich (703) 295-0423 Carl Ericson (703) 295-0424 Analysts: Tom Hughes (703) 295-0429 Melissa Bockelmann (703) 295-0427 For Immediate Release October 10, 1996 COLUMBIA GAS REPORTS IMPROVED THIRD QUARTER, CITES RESTRUCTURING, HIGHER WELLHEAD PRICES RESTON, Va., Oct. 10 -- The Columbia Gas System Inc. today said that adjusted 1996 third quarter income improved $11.5 million, or 23 cents per share, over last year, posting an adjusted net loss of $3.6 million, or 7 cents per share, compared to an adjusted loss of $15.1 million, or 30 cents per share, in the same period in 1995. Columbia Chairman Oliver G. Richard III said the improvement in third quarter results "reflects higher rates, higher wellhead prices and restructuring initiatives that have improved customer services and operating efficiencies and helped control costs." Richard also said that colder weather and higher rates for the first nine months of 1996 resulted in adjusted net income of $168.9 million, or $3.17 per share, up $93.1 million, or $1.67 per share, over the same period last year, reflecting the strong performance for the first three quarters of this year. Current nine-month results were adjusted for $21.1 million, after tax, for restructuring costs, and a $5.6 million improvement to net income for an adjustment to the sale of Columbia's southwestern natural gas and oil subsidiary that was sold at year-end 1995. Adjustments in the prior period consisted of $126.3 million for the after-tax effect of not recording interest expense on prepetition debt obligations and a decrease in net income of $23.1 million for bankruptcy-related professional fees and related services, he said. Reported net income for the first nine months of 1996 was $153.4 million, or $2.88 per share, compared to $179 million, or $3.54 per share, last year. The 1995 results included the 5 beneficial effect of not recording $126.3 million of interest on debt because of Columbia's Chapter 11 status. Columbia came out of bankruptcy at the end of November 1995. Third Quarter Results Because of the seasonal nature of local gas distribution businesses, the third quarter of any year typically shows a loss. This year, Columbia had a reported third quarter net loss of $6.1 million, or 11 cents per share. Last year, when Columbia was in Chapter 11 and had no interest expense for prepetition debt obligations, net income was $19.3 million, or 38 cents per share. The current period includes $2.5 million for the after-tax effect of severance and benefits expenses generated by an ongoing Columbia restructuring program; the year-ago period included $8.5 million after-tax expense for bankruptcy-related issues and the benefit of not recording $42.9 million of interest on prepetition debt during the Chapter 11 proceedings. For the three months ending Sept. 30, operating income for the transmission segment of $36 million was down $5.3 million from the same period last year. Contributing to lower income were an unfavorable court decision that overturned an earlier Federal Energy Regulatory Commission ruling, as well as higher property taxes. On the other hand, higher rates helped mitigate those decreases. In the third quarter last year, $6.8 million in revenue was recorded for exit fees paid to Columbia Gulf. A third quarter 1996 seasonal operating loss for the distribution segment of $19.3 million was tempered by higher rates in Pennsylvania, Maryland, Kentucky and Virginia, plus lower operating costs resulting from recently implemented restructuring initiatives. In the same period last year the distribution segment had an operating loss of $25.5 million. The oil and gas exploration and production segment had operating income of $5.4 million compared to an operating loss of $400,000 in 1995 that included the results of Columbia's southwestern natural gas and oil subsidiary that was sold at year-end 1995. The principal reason for improvement was higher Appalachian average gas prices of $2.45 per thousand cubic feet (Mcf), up 18 percent. In addition, Appalachian production of 8 billion cubic feet (Bcf) was relatively unchanged. Operating income of $1.4 million for other Columbia energy operations decreased $1.4 million from the same period last year, reflecting restructuring expenses, start-up costs for new appliance programs, lower margins from gas marketing, reduced income from cogeneration activities and by power project development expenses. Nine Month Operating Income By Segment The transmission segment's operating income of $160.4 million increased $6.6 million in 1996 over the same period in 1995, due primarily to higher rates. Partially offsetting the higher rates was a restructuring expense of $6.1 million recorded earlier, the unfavorable court 6 decision (mentioned above) and higher taxes. Income in 1995 was increased by $12.2 million by exit fees paid to Columbia Gulf. The favorable impact of colder weather and higher rates for the distribution segment resulted in operating income of $145.7 million, an increase of $62.9 million over last year. These gains were tempered by $15.9 million of restructuring expenses. Operating income of $22.6 million for the oil and gas exploration and production segment reflected sharply higher natural gas prices in 1996. There was a $700,000 operating loss for the same period in 1995. The average gas price for Appalachian production for the first nine months of 1996 was $2.81 per Mcf, up 30 percent over the same period in 1995. Colder weather also improved results for the other Columbia energy operations through increased gas marketing activities and higher propane sales and margins. This was partially offset by restructuring expenses and resulted in operating income of $15 million, an increase of $2.6 million over the same period in 1995. Columbia Gas System is one of the nation's largest natural gas systems with assets of nearly $6 billion. Its operating companies are engaged in all phases of the natural gas business from the wellhead to the burner tip, plus marketing and fuel management services and electric power generation. Columbia companies, directly or indirectly, serve more than 7 million natural gas consumers in 15 states and the District of Columbia. Information about Columbia is available on the World Wide Web at http://www.columbiaenergy.com. Columbia Gas System stock trades on the New York Stock Exchange under the symbol CG. 7 THE COLUMBIA GAS SYSTEM, INC. Summary of Financial Operating Data
THREE MONTHS NINE MONTHS ENDED SEPTEMBER 30, ENDED SEPTEMBER 30, ------------------- ------------------- INCOME STATEMENT DATA 1996 1995 1996 1995 - - --------------------- ---- ---- ---- ---- ($ millions) Total Operating Revenue . . . . . . . . . . 450.8 366.3 2,236.2 1,851.6 Net Income . . . . . . . . . . . . . . . . . (6.1) 19.3 153.4 179.0 Operating Income (Loss) By Segment: Transmission . . . . . . . . . . . . . . 36.0 41.3 160.4 153.8 Distribution . . . . . . . . . . . . . . (19.3) (25.5) 145.7 82.8 Oil and Gas . . . . . . . . . . . . . . 5.4 (0.4) 22.6 (0.7) Other Energy . . . . . . . . . . . . . . 1.4 2.8 15.0 12.4 Corporation . . . . . . . . . . . . . . (2.6) (3.9) (8.6) (7.2) ------ ----- ----- ----- Total . . . . . . . . . . . . . . . . . . . . 20.9 14.3 335.1 241.1 ====== ===== ===== ===== Per Share Data Earnings on Common Stock . . . . . . . . . . ($0.11) $0.38 $2.88 $3.54 Average Common Shares Outstanding (millions) . . . . . . . . . . 55.2 50.6 53.3 50.6
CAPITALIZATION - - -------------- ($millions) SEPTEMBER 30, DECEMBER 31, 1996 1995 ------------- ------------ Common Stock Equity Common Stock, par value $10 per share- outstanding 55,206,184 and 49,204,025 shares, respectively . . . . . . . . . . . 552.1 506.2 Additional paid in capital . . . . . . . . . 741.2 595.8 Retained earnings . . . . . . . . . . . . . 199.3 69.8 Unearned employee compensation . . . . . . . (1.5) --- Cost of treasury stock (1,416,155 shares outstanding as of December 31, 1995) . . . --- (57.8) ------- ------- Total Common Stock Equity . . . . . . . . . . . . 1,491.1 1,114.0 Preferred Stock . . . . . . . . . . . . . . . . . --- 399.9 Long-Term Debt . . . . . . . . . . . . . . . . . 2,004.0 2,004.5 ------- ------- Total Capitalization . . . . . . . . . . . . . . 3,495.1 3,518.4 ======= =======
8 THE COLUMBIA GAS SYSTEM, INC. Summary of Financial Operating Data (continued)
THREE MONTHS NINE MONTHS ENDED SEPTEMBER 30, ENDED SEPTEMBER 30, ------------------- ------------------- 1996 1995 1996 1995 ---- ---- ---- ---- OPERATING DATA Oil and Gas Volumes: Gas Production (billion cubic feet) Appalachian . . . . . . . . . . . . . . . . 8.0 7.9 24.6 25.1 Southwest . . . . . . . . . . . . . . . . . --- 8.0 --- 24.7 ------ ----- ----- ----- Total . . . . . . . . . . . . . . . . . . . 8.0 15.9 24.6 49.8 ====== ===== ===== ===== Oil Production (000 barrels) Appalachian . . . . . . . . . . . . . . . . 64 76 217 234 Southwest . . . . . . . . . . . . . . . . . --- 661 --- 1,941 ------ ----- ----- ----- Total . . . . . . . . . . . . . . . . . . . 64 737 217 2,175 ====== ===== ===== ===== Transmission (billion cubic feet): Transportation Columbia Transmission Market Area . . . . . . . . . . . . . . 161.1 171.8 788.2 767.7 Columbia Gulf Main-Line . . . . . . . . . . . . . . . 145.9 143.3 475.2 450.0 Short haul . . . . . . . . . . . . . . 90.1 55.5 223.5 159.9 Intrasegment Eliminations . . . . . . . . . (145.1) (141.8) (469.8) (443.8) ------- ------ -------- ------- Total Throughput . . . . . . . . . . . . . . . . 252.0 228.8 1,017.1 933.8 ======= ====== ======== ======= Distribution (billion cubic feet): Gas Sales . . . . . . . . . . . . . . . . . 20.6 20.3 217.7 190.9 Transportation . . . . . . . . . . . . . . . 52.1 55.1 183.8 190.6 ------ ------ ------ ------ Total Throughput . . . . . . . . . . . . . . . . 72.7 75.4 401.5 381.5 ====== ====== ====== ====== Degree Days-Distribution Service Territory Actual . . . . . . . . . . . . . . . . . . . 103 102 3,910 3,484 Normal . . . . . . . . . . . . . . . . . . . 41 41 3,600 3,568 % Colder (warmer) than normal . . . . . . . 151 149 9 (2) % Colder (warmer) than prior period . . . . 1 4 12 (10) BANKRUPTCY-RELATED AND UNUSUAL ITEMS AFTER-TAX EFFECT ON NET INCOME - - ------------------------------- ($ millions) Reported Net Income . . . . . . . . . . . . . . . (6.1) 19.3 153.4 179.0 Less: Bankruptcy related items Estimated interest costs not recorded on prepetition debt prior to emergence . . . --- 42.9 --- 126.3 Professional fees and related expenses . . --- (8.5) --- (23.1) Restructure costs . . . . . . . . . . . . (2.5) --- (21.1) --- Adjustments to Southwest oil and gas operations . . . . . . . . . . . . . . . --- --- 5.6 --- ------ ----- ------ ----- Total adjustments . . . . . . . . . . . . . . . . (2.5) 34.4 (15.5) 103.2 ------ ----- ------ ----- Net Income after adjusting for bankruptcy and unusual items . . . . . . . . . . . . . . . . . (3.6) (15.1) 168.9 75.8 ====== ====== ===== =====
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