-----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, MY5a4A7zgiKOrnvB0FViX9Hr+ulIVfkT+mx5epQPx6Yy2xwaM70UM7pqh543UPYx rVhTO2XTHemAUdg84H3g5g== 0001157523-06-010457.txt : 20061027 0001157523-06-010457.hdr.sgml : 20061027 20061027072449 ACCESSION NUMBER: 0001157523-06-010457 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20061026 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20061027 DATE AS OF CHANGE: 20061027 FILER: COMPANY DATA: COMPANY CONFORMED NAME: EMPIRE DISTRICT ELECTRIC CO CENTRAL INDEX KEY: 0000032689 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 440236370 STATE OF INCORPORATION: KS FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-03368 FILM NUMBER: 061167221 BUSINESS ADDRESS: STREET 1: 602 JOPLIN ST CITY: JOPLIN STATE: MO ZIP: 64801 BUSINESS PHONE: 4176255100 MAIL ADDRESS: STREET 1: P.O. BOX 127 CITY: JOPLIN STATE: MO ZIP: 64802 8-K 1 a5259979.txt THE EMPIRE DISTRICT ELECTRIC COMPANY 8-K 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 26, 2006 THE EMPIRE DISTRICT ELECTRIC COMPANY - -------------------------------------------------------------------------------- (Exact name of registrant as specified in charter) Kansas - -------------------------------------------------------------------------------- (State or other jurisdiction of incorporation) 1-3368 44-0236370 - -------------------------- ------------------------------------ (Commission File Number) (IRS Employer Identification Number) 602 Joplin Street, Joplin, Missouri 64801 - ------------------------------------------------- ------------------ (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (417) 625-5100 ---------------------------- Not applicable - -------------------------------------------------------------------------------- (Former name or former address, if changed since last report) 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: |_| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |_| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |_| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) SECTION 2 - RESULTS OF OPERATIONS AND FINANCIAL CONDITION Item 2.02 Results of Operations and Financial Condition. ---------------------------------------------- On October 26, 2006, The Empire District Electric Company (the "Company") issued a press release announcing the Company's earnings for the third quarter of 2006 and for the twelve month period ended September 30, 2006. Furnished herewith as Exhibit 99.1 is a copy of the press release, which is incorporated by reference herein. The information in this Item 2.02, including Exhibit 99.1 hereto, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act") or otherwise subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such a filing. SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS Item 9.01. Financial Statements and Exhibits. ---------------------------------- (d) Exhibits. The following exhibit is furnished herewith: Exhibit No. Description ----------- ----------------------------------------------------- 99.1 Press Release, dated October 26, 2006. 2 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 EMPIRE DISTRICT ELECTRIC COMPANY By: /s/ Gregory A. Knapp ------------------------------------- Name: Gregory A. Knapp Title: Vice President - Finance and Chief Financial Officer Dated: October 26, 2006 3 Exhibit Index ------------- Exhibit Number Description ------- ----------- 99.1 Press Release, dated October 26, 2006. 4 EX-99.1 2 a5259979ex99-1.txt EXHIBIT 99.1 Exhibit 99.1 The Empire District Electric Company Earnings Report and Declaration of Dividends JOPLIN, Mo.--(BUSINESS WIRE)--Oct. 26, 2006--At the Board of Directors meeting of The Empire District Electric Company (NYSE:EDE) held today, the Directors declared a quarterly dividend of $0.32 per share on Common Stock payable December 15, 2006, to holders of record as of December 1, 2006. The Company reported earnings for the third quarter of 2006 of $22.4 million, or $0.74 per share, compared with earnings in the same quarter of 2005 of $19.6 million, or $0.75 per share. Earnings for the twelve months ended September 30, 2006 were $32.3 million, or $1.19 per share. This compares to earnings of $24.5 million, or $0.95 per share, for the twelve months ended September 30, 2005. For the quarter, revenues increased $11.8 million, or 9.9 percent, as compared to the third quarter of 2005, positively impacting earnings per share by an estimated $0.30. Increased electric rates, including the effect of the Missouri Interim Energy Charge (IEC), increased revenues by an estimated $1.6 million. Revenues increased an estimated $10.1 million as a result of an increase in the Company's estimate of unbilled revenue as well as strong customer growth. Revenues from the gas operations of The Empire District Gas Company (EDG), acquired on June 1, 2006, contributed $4.9 million. The increases to electric revenues were partially offset by the effect of weather for this quarter compared to last year, which reduced revenues by an estimated $3.8 million, and by lower off-system and other sales, which were approximately $1.2 million less than in the third quarter of 2005. The non-regulated and water businesses contributed a combined $0.2 million to the increase in revenues as compared to the prior period. Total electric fuel and purchased power costs for the quarter decreased by $0.4 million, or 0.9 percent, compared to the third quarter of last year, with electric fuel costs decreasing by a total of $3.0 million offset by a $2.6 million increase in purchased power costs. Electric fuel costs were impacted by decreased volumes for both natural gas and coal which were partially offset by increased prices for both commodities. The cost of natural gas sold by EDG in the quarter was $2.2 million. The IEC revenues, mentioned previously, did not recover all the Missouri related fuel and purchased power costs incurred in the third quarter, with an estimated $5.0 million in fuel costs for our Missouri customers not recovered. Since inception of the IEC on March 27, 2005, the costs of fuel and purchased power are approximately $23.9 million higher than the costs recovered through our base rates and the IEC during the period. Increases in other operating and maintenance expenses, primarily due to EDG operating and maintenance expenses of $2.8 million, reduced earnings by an estimated $3.2 million, or $0.08 per share. Increased depreciation expense, general taxes and interest expense had a negative impact on earnings by an accumulated $0.04 per share. Also negatively impacting earnings by an estimated $0.12 per share was the dilutive effect of an additional 3.8 million shares of common stock sold through a public offering in June 2006. EDE Holdings, Inc., a subsidiary of The Empire District Electric Company, sold its interests in Mid-America Precision Products (MAPP) on August 31, 2006. The gain from the sale increased earnings per share by approximately $0.01. Total revenues for the twelve months ended September 30, 2006 were higher by $47.3 million, or 13.6 percent, positively impacting earnings per share by $1.22. Electric revenues increased $39.9 million when compared to the twelve months ended September 30, 2005, and revenues from water and non-regulated businesses increased $0.8 million. The effect of rate increases positively impacted revenues by $25.6 million, including $4.1 million from the IEC, while an increase in the Company's estimate for unbilled revenue as well as continued customer growth contributed an estimated $15.2 million. Off-system and other electric sales increased revenues by $1.6 million while less favorable weather during the current twelve month ended period as compared to the prior year period had a negative effect on revenues of approximately $2.5 million. Since completing the acquisition of EDG on June 1, 2006, revenues from the gas operations have totaled $6.6 million. For the twelve months ended September 30, 2006, total electric fuel, purchased power and natural gas costs increased $27.1 million, or 18.4 percent, reducing earnings per share by an estimated $0.70 of which $3.0 million, or $0.08 per share, was attributable to natural gas purchased for resale by EDG. Other operating and maintenance expenses increased $1.9 million, decreasing earnings per share by $0.05, while depreciation expense, general taxes and interest expense reduced earnings per share by an estimated $0.11, $0.02 and $0.03, respectively. Decreased healthcare and pension costs in the electric business of $3.3 million and decreased non-regulated expenses of $0.5 million were offset by operations and maintenance expenses of $3.8 million attributable to EDG. The dilutive effect of the additional 3.8 million shares of common stock mentioned previously reduced earnings by an estimated $0.07 per share for the twelve months ended September 30, 2006. The impact of revenue and expense items on earnings per share is shown on an after-tax basis throughout this press release and compares the period referred to with the same period of the prior year. The estimated earnings per share impact of individual items is a non-GAAP presentation; however, we believe it is useful in understanding the change in the Company's earnings between periods. All earnings per share amounts reflect both basic and fully diluted weighted average shares outstanding. Bill Gipson, President and CEO, will host a conference call Friday, October 27, 2006, at 1:00 p.m. Eastern Time to discuss earnings for the third quarter and twelve months ended September 30, 2006. To phone in to the conference call, parties in the United States should dial 1-800-561-2813 (International 617-614-3529), passcode # 11822111, any time after 12:45 p.m. Eastern Time. The presentation can also be accessed from Empire's website at www.empiredistrict.com. A replay of the call will be available for two weeks by dialing 1-888-286-8010 (International 1-617-801-6888) and entering passcode # 37670590. Forward-looking and other material information may be discussed during the conference call. THE EMPIRE DISTRICT ELECTRIC COMPANY FINANCIAL HIGHLIGHTS (in 000's except per share amounts) - ---------------------------------------------------------------------- Three Months Ended Twelve Months Ended September 30 September 30 ------------------------------------------ 2006 2005 2006 2005 - ---------------------------------------------------------------------- Operating Revenues $131,583 $119,755 $395,708 $348,423 - ---------------------------------------------------------------------- Net Income $22,352 $19,594 $32,347 $24,459 - ---------------------------------------------------------------------- Weighted Average Common Shares Outstanding - Basic 30,120 25,962 27,228 25,797 - ---------------------------------------------------------------------- Weighted Average Common Shares Outstanding - Diluted 30,141 26,015 27,244 25,844 - ---------------------------------------------------------------------- Earnings Per Weighted Average Share of Common - Basic and Diluted $0.74 $0.75 $1.19 $0.95 - ---------------------------------------------------------------------- Based in Joplin, Missouri, The Empire District Electric Company (NYSE:EDE) is an investor-owned, regulated utility providing electricity, natural gas (through its wholly owned subsidiary The Empire District Gas Company) and water service, with approximately 215,000 customers in Missouri, Kansas, Oklahoma and Arkansas. The Company also provides fiber optic, internet and customer information software services. Certain matters discussed in this press release are "forward-looking statements" intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. Such statements address future plans, objectives, expectations, and events or conditions concerning various matters. Actual results in each case could differ materially from those currently anticipated in such statements, by reason of the factors noted in our filings with the SEC, including the most recent Form 10-K. CONTACT: The Empire District Electric Company Media Communications Amy Bass, 417-625-5114 Director of Corporate Communications abass@empiredistrict.com or Investor Relations Jan Watson, 417-625-5108 Secretary - Treasurer jwatson@empiredistrict.com -----END PRIVACY-ENHANCED MESSAGE-----