0000072741-01-500133.txt : 20011029
0000072741-01-500133.hdr.sgml : 20011029
ACCESSION NUMBER: 0000072741-01-500133
CONFORMED SUBMISSION TYPE: 8-K
PUBLIC DOCUMENT COUNT: 3
CONFORMED PERIOD OF REPORT: 20011023
ITEM INFORMATION: Financial statements and exhibits
FILED AS OF DATE: 20011024
FILER:
COMPANY DATA:
COMPANY CONFORMED NAME: NORTHEAST UTILITIES SYSTEM
CENTRAL INDEX KEY: 0000072741
STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911]
IRS NUMBER: 042147929
STATE OF INCORPORATION: MA
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 8-K
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-05324
FILM NUMBER: 1764974
BUSINESS ADDRESS:
STREET 1: 174 BRUSH HILL AVE
CITY: WEST SPRINGFIELD
STATE: MA
ZIP: 01090-0010
BUSINESS PHONE: 4137855871
MAIL ADDRESS:
STREET 1: 107 SELDON ST
CITY: BERLIN
STATE: CT
ZIP: 06037-1616
8-K
1
coverpage8k102301.txt
8K COVER PAGE 102301
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-1004
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 23, 2001
-------------------
Commission File Number 1-5324
------
NORTHEAST UTILITIES
--------------------
(Exact name of registrant as specified in its charter)
MASSACHUSETTS 04-2147929
---------------------- ----------
(State or other jurisdiction of (I.R.S. Employer incorporation
or organization) Identification No.)
174 BRUSH HILL AVENUE, WEST SPRINGFIELD, MASSACHUSETTS
01090-0010
------------------------------------------------------------
(Address of principal executive offices)
(Zip Code)
(413) 785-5871
(Registrant's telephone number, including area code)
Not Applicable
--------------
(Former name or former address, if changed since last report)
Item 9. Regulation FD Disclosure
The material attached hereto as Exhibit 99, which is
incorporated in this Item 9 News Release by reference
thereto, is furnished pursuant to Regulation FD.
SIGNATURE
Pursuant to the requirements of the Securities and
Exchange Act of 1934, the registrant has duly caused this
report to be signed on its behalf by the undersigned
hereunto duly authorized.
NORTHEAST UTILITIES
(registrant)
By:
/s/ Randy A. Shoop
Name: Randy A. Shoop
Title: Assistant Treasurer - Finance
Date: October 23, 2001
EX-99
3
attachment8k102301.txt
PRESS RELEASE
NEWS RELEASE
CONTACT: Jeffrey R. Kotkin
OFFICE: (860) 665-5154
NU REPORTS THIRD-QUARTER RESULTS
HARTFORD, Connecticut, October 23, 2001-Northeast Utilities
(NU) today reported third-quarter 2001 earnings of $34.6 million,
or $0.26 per share on a fully diluted basis, compared with
earnings of $65.5 million, or $0.45 per share, for the same
period of 2000.
For the nine months ended September 30, 2001, NU earned
$193.5 million, or $1.41 per share on a fully diluted basis,
compared with earnings of $152.3 million, or $1.08 per share, for
the same period of 2000.
Michael G. Morris, NU chairman, president, and chief
executive officer, attributed the year-to-year decline in third-
quarter results to an expected decline in the earnings at NU's
regulated businesses as a result of industry restructuring, rate
reductions, and the sale of Millstone Station, and to a loss in
NU's competitive energy businesses. Improved year-to-date
results primarily reflect a gain of $124.8 million, or $0.91 per
share, in the first quarter of 2001 associated with the sale of
Millstone to Dominion Resources, Inc.
Excluding significant nonrecurring events, such as the sale
of Millstone, the adoption of SFAS 133, "Accounting for
Derivative Instruments and Hedging Activities," as amended, and
an after-tax mark-to-market loss of $35.4 million, or $0.26 per
share, associated with the repurchase of NU shares in the first
half of 2001, NU earned $126.5 million, or $0.92 per share, in
the first nine months of 2001.
Millstone operations contributed approximately $13 million
of earnings in the third quarter of 2000, but nothing in the same
period of 2001 as a result of the station's sale. In addition,
third-quarter 2001 results at The Connecticut Light and Power
Company were negatively affected by a $21 million noncash
reduction in annual rates that took effect in late June.
Morris noted that earnings at Public Service Company of New
Hampshire (PSNH) and North Atlantic Energy Corporation (NAEC)
totaled $21.8 million in the third quarter of 2001, compared with
$36.1 million in the third quarter of 2000. Lower earnings at
PSNH and NAEC resulted primarily from New Hampshire electric
utility restructuring, which included retail rate decreases of 16
percent since October 1, 2000 and were partially offset by lower
interest and amortization costs.
"We had projected a reduction in earnings at our regulated
electric companies because of the reduction of the size of their
asset base," Morris said. "The goal for NU's management team
over the coming years is to increase the company's value through
the effective use of our very significant financial liquidity."
Partially offsetting the lower level of earnings was a lower
average share count resulting from continuing share repurchases,
as well as higher regulated electric sales. Primarily as a
result of more favorable weather conditions, third-quarter 2001
retail sales rose 4.7 percent from the same period of 2000. Year-
to-date regulated retail electric sales are up 3.0 percent over
the first nine months of 2000. The higher sales added $0.05 per
share to earnings in the third quarter of 2001, compared with the
same period of 2000, and $0.10 per share for the first nine
months of 2001.
NU's competitive energy subsidiaries lost $9.7 million, or
$0.07 per share, in the third quarter of 2001, compared with a
profit of $4.5 million, or $0.03 per share, in the third quarter
of 2000. Morris said Select Energy, Inc., NU's competitive
energy marketing arm, was hurt by high purchased power costs
during extremely hot weather in the first half of August.
Through the first nine months of 2001, NU's competitive energy
businesses essentially broke even on revenues of approximately
$2.1 billion. NU's competitive energy revenues for the first
nine months of 2000 totaled $1.5 billion.
Morris said weaker third-quarter comparisons also reflect
the recording of an after-tax gain of $10.4 million, or $0.07 per
share, in the third quarter of 2000 related to the investment in
NEON Communications, Inc., of Mode 1 Communications, Inc., an NU
subsidiary. Excluding that gain, NU earned $55.1 million, or
$0.38 per share, in the third quarter of 2000.
Morris reaffirmed that in 2001, as previously announced, NU
expects to earn toward the lower end of its previously announced
profit range of $1.35 to $1.50 per share, excluding significant
nonrecurring items, primarily because of a higher than projected
average share count. Although NU has repurchased approximately
12 million shares to date, it had earlier estimated that it would
repurchase a larger number of shares earlier in the year. NU has
estimated that earnings from recurring operations will be between
$1.40 and $1.65 per share in 2002.
NU operates New England's largest electric utility system
with approximately 1.8 million electric customers in Connecticut,
New Hampshire and Massachusetts and 189,000 natural gas
distribution customers in Connecticut. NU is also one of New
England's largest energy marketers.
This press release includes forward-looking statements
within the meaning of the Private Securities Litigation Reform
Act of 1995, which are statements of future expectations and not
facts. Actual results or developments might differ materially
from those included in the forward-looking statements because of
factors such as competition and industry restructuring, changes
in economic conditions, changes in historical weather patterns,
changes in laws, regulations or regulatory policies, developments
in legal or public policy doctrines, technological developments
and other presently unknown or unforeseen factors. Other risk
factors are detailed from time to time in NU's reports to the
Securities and Exchange Commission.
EX-99
4
financials8k102301.txt
FINANCIALS 3RD QUARTER
October 23, 2001
NORTHEAST UTILITIES AND SUBSIDIARIES
FINANCIAL REPORT
Three Months Ended
September 30,
-----------------------
2001 2000
---- ----
(Thousands of Dollars, Except Share Information)
Operating Revenues $ 1,723,894 $ 1,581,947
============ ============
Earnings for common shares:
Before extraordinary (loss) and cumulative effect
of accounting changes, net of taxes $ 34,631 $ 65,543
Extraordinary (loss), net of tax benefits
of $169,562 - -
Cumulative effect of accounting changes,
net of tax benefits of $14,908 - -
------------ ------------
Total Net Income $ 34,631 $ 65,543
============ ============
Fully Diluted Earnings Per Common Share:
Before extraordinary (loss) and cumulative effect
of accounting changes,net of taxes $ 0.26 $ 0.45
Extraordinary (loss), net of taxes - -
Cumulative effect of accounting changes,
net of taxes - -
------------ ------------
Total Fully Diluted Earnings
Per Common Share $ 0.26 $ 0.45
============ ============
Common Shares Outstanding (fully diluted) 133,869,227 144,189,458
============ ============
Nine Months Ended
September 30,
-----------------------
2001 2000
---- ----
Operating Revenues $ 5,107,732 $ 4,379,241
============ ============
Earnings for common shares:
Before extraordinary (loss) and cumulative effect
of accounting changes, net of taxes $ 215,958 $ 152,336
Extraordinary (loss), net of tax benefits
of $169,562 - -
Cumulative effect of accounting changes,
net of tax benefits of $14,908 (22,432) -
------------ ------------
Total Net Income $ 193,526 $ 152,336
============ ============
Fully Diluted Earnings Per Common Share:
Before extraordinary (loss) and cumulative effect
of accounting changes, net of taxes $ 1.57 $ 1.08
Extraordinary (loss), net of taxes - -
Cumulative effect of accounting changes,
net of taxes (0.16) -
------------ ------------
Total Fully Diluted Earnings
Per Common Share $ 1.41 $ 1.08
============ ============
Common Shares Outstanding (fully diluted) 137,457,694 141,449,402
============ ============
Twelve Months Ended
September 30,
-----------------------
2001 2000
---- ----
Operating Revenues $ 6,605,111 $ 5,527,977
============ ============
Earnings for common shares:
Before extraordinary (loss) and cumulative effect
of accounting changes, net of taxes $ 268,917 $ 136,662
Extraordinary (loss), net of tax benefits
of $169,562 (233,881) -
Cumulative effect of accounting changes,
net of tax benefits of $14,908 (22,432) -
------------ -----------
Total Net Income $ 12,604 $ 136,662
============ ============
Fully Diluted Earnings Per Common Share:
Before extraordinary (loss) and cumulative effect
of accounting changes, net of taxes $ 1.93 $ 0.98
Extraordinary (loss), net of taxes (1.68) -
Cumulative effect of accounting changes,
net of taxes (0.16) -
------------ ------------
Total Fully Diluted Earnings
Per Common Share $ 0.09 $ 0.98
============ ============
Common Shares Outstanding (fully diluted) 139,121,498 139,165,789
============ ============
The data contained in this report is preliminary and is unaudited. This report is being submitted
for the sole purpose of providing information to present shareholders about the Northeast Utilities
System and is not a representation, prospectus, or intended for use in connection with any purchase
or sale of securities.
Northeast Utilities and Subsidiaries
Consolidated Statements of Income
Three Months Ended
September 30,
-----------------------
2001 2000
---- ----
(Thousands of Dollars, Except Share Information)
Operating Revenues $ 1,723,894 $ 1,581,947
------------ ------------
Operating Expenses:
Operation -
Fuel, purchased and net interchange power 1,178,290 928,435
Other 184,815 223,137
Maintenance 59,733 59,847
Depreciation 43,562 58,153
Amortization of regulatory assets, net 104,468 75,010
Federal and state income taxes 26,853 61,582
Taxes other than income taxes 39,648 59,170
Loss (gain) on sale of utility plant - 852
------------ ------------
Total operating expenses 1,637,369 1,466,186
------------ ------------
Operating Income 86,525 115,761
------------ ------------
Other Income:
Gain on sale of utility plant - -
Loss on share repurchase contracts - -
Nuclear related costs - (971)
Other, net 17,724 17,247
Minority interest in loss of subsidiary - (2,325)
Income taxes 1,668 16,029
------------ ------------
Other income, net 19,392 29,980
------------ ------------
Income before interest charges 105,917 145,741
------------ ------------
Interest Charges:
Interest on long-term debt 30,995 47,953
Interest on rate reduction bonds 30,883 -
Other interest, net 8,804 29,493
------------ ------------
Interest charges, net 70,282 77,446
------------ ------------
Income after interest charges 35,635 68,295
Preferred Dividends of Subsidiaries 1,004 2,752
------------ ------------
Income before extraordinary loss and
cumulative effect of accounting changes,
net of taxes 34,631 65,543
Extraordinary (loss), net of tax benefits
of $169,562 - -
Cumulative effect of accounting changes, net
of tax benefits of $14,908 - -
------------ ------------
Net Income $ 34,631 $ 65,543
============ ============
Fully Diluted Earnings Per Common Share:
Income before extraordinary loss and
cumulative effect of accounting changes $ 0.26 $ 0.45
Extraordinary (loss), net of taxes - -
Cumulative effect of accounting changes,
net of taxes - -
------------ ------------
Total Fully Diluted Earnings
Per Common Share $ 0.26 $ 0.45
============ ============
Common Shares Outstanding (fully diluted) 133,869,227 144,189,458
============ ============
Nine Months Ended
September 30,
-----------------------
2001 2000
---- ----
Operating Revenues $ 5,107,732 $ 4,379,241
------------ ------------
Operating Expenses:
Operation -
Fuel, purchased and net interchange power 3,319,007 2,491,896
Other 592,757 638,634
Maintenance 208,152 181,337
Depreciation 154,082 177,491
Amortization of regulatory assets, net 900,459 188,460
Federal and state income taxes 118,035 171,452
Taxes other than income taxes 170,739 178,857
Gain on sale of utility plant (643,909) 852
------------ ------------
Total operating expenses 4,819,322 4,028,979
------------ ------------
Operating Income 288,410 350,262
------------ ------------
Other Income:
Gain on sale of utility plant 201,856 -
Loss on share repurchase contracts (35,394) -
Nuclear related costs - (19,344)
Other, net 27,282 18,684
Minority interest in loss of subsidiary (3,100) (6,975)
Income taxes (47,929) 44,984
------------ ------------
Other income, net 142,715 37,349
------------ ------------
Income before interest charges 431,125 387,611
------------ ------------
Interest Charges:
Interest on long-term debt 109,906 156,137
Interest on rate reduction bonds 57,703 -
Other interest, net 41,413 67,715
------------ ------------
Interest charges, net 209,022 223,852
------------ ------------
Income after interest charges 222,103 163,759
Preferred Dividends of Subsidiaries 6,145 11,423
------------ ------------
Income before extraordinary loss and
cumulative effect of accounting changes,
net of taxes 215,958 152,336
Extraordinary (loss), net of tax benefits
of $169,562 - -
Cumulative effect of accounting changes, net
of tax benefits of $14,908 (22,432) -
------------ ------------
Net Income $ 193,526 $ 152,336
============ ============
Fully Diluted Earnings Per Common Share:
Income before extraordinary loss and
cumulative effect of accounting changes $ 1.57 $ 1.08
Extraordinary (loss), net of taxes - -
Cumulative effect of accounting changes,
net of taxes (0.16) -
------------ ------------
Total Fully Diluted Earnings
Per Common Share $ 1.41 $ 1.08
============ ============
Common Shares Outstanding (fully diluted) 137,457,694 141,449,402
============ ============
Twelve Months Ended
September 30,
-----------------------
2001 2000
---- ----
Operating Revenues $ 6,605,111 $ 5,527,977
------------ ------------
Operating Expenses:
Operation -
Fuel, purchased and net interchange power 4,131,106 2,936,942
Other 820,865 910,618
Maintenance 282,698 248,593
Depreciation 216,389 235,088
Amortization of regulatory assets, net 988,138 566,975
Federal and state income taxes 176,614 240,379
Taxes other than income taxes 230,469 238,110
Gain on sale of utility plant (644,078) (286,853)
------------ ------------
Total operating expenses 6,202,201 5,089,852
------------ ------------
Operating Income 402,910 438,125
------------ ------------
Other Income:
Gain on sale of utility plant 201,856 -
Loss on share repurchase contracts (35,394) -
Nuclear related costs - (69,354)
Other, net 22,932 (5,280)
Minority interest in loss of subsidiary (5,425) (9,300)
Income taxes (24,607) 88,261
------------ ------------
Other income, net 159,362 4,327
------------ ------------
Income before interest charges 562,272 442,452
------------ ------------
Interest Charges:
Interest on long-term debt 154,466 218,661
Interest on rate reduction bonds 57,703 -
Other interest, net 72,303 70,495
------------ ------------
Interest charges, net 284,472 289,156
------------ ------------
Income after interest charges 277,800 153,296
Preferred Dividends of Subsidiaries 8,883 16,634
------------ ------------
Income before extraordinary loss and
cumulative effect of accounting changes,
net of taxes 268,917 136,662
Extraordinary (loss), net of tax benefits
of $169,562 (233,881) -
Cumulative effect of accounting changes, net
of tax benefits of $14,908 (22,432) -
------------ ------------
Net Income $ 12,604 $ 136,662
============ ============
Fully Diluted Earnings Per Common Share:
Income before extraordinary loss and
cumulative effect of accounting changes $ 1.93 $ 0.98
Extraordinary (loss), net of taxes (1.68) -
Cumulative effect of accounting changes,
net of taxes (0.16) -
------------ ------------
Total Fully Diluted Earnings
Per Common Share $ 0.09 $ 0.98
============ ============
Common Shares Outstanding (fully diluted) 139,121,498 139,165,789
============ ============
The data contained in this report is preliminary and is unaudited. This report is being submitted
for the sole purpose of providing information to present shareholders about the Northeast Utilities
System and is not a representation, prospectus, or intended for use in connection with any purchase
or sale of securities.
Northeast Utilities and Subsidiaries
Consolidated Balance Sheets
September 30,
-----------------------
2001 2000
(Thousands of Dollars)
ASSETS
Property, Plant and Equipment, at cost:
Electric $ 6,036,587 $ 9,314,090
Gas and other 870,179 847,856
------------ ------------
6,906,766 10,161,946
Less: Accumulated provision for depreciation 3,466,409 6,493,571
------------ ------------
3,440,357 3,668,375
Unamortized PSNH acquisition costs - 303,123
Construction work in progress 259,024 206,513
Nuclear fuel, net 25,022 118,550
------------ ------------
Total net property, plant and equipment 3,724,403 4,296,561
------------ ------------
Other Property and Investments:
Nuclear decommissioning trusts, at market 59,971 762,686
Other, at cost 346,028 222,978
------------ ------------
405,999 985,664
------------ ------------
Current Assets:
Cash and cash equivalents 130,913 237,972
Investments in securitizable assets 35,592 62,635
Receivables, net 699,061 479,957
Unbilled revenues 78,959 72,003
Fuel, materials, and supplies, at average cost 103,566 171,253
Prepayments and other 217,652 260,821
------------ ------------
1,265,743 1,284,641
------------ ------------
Deferred Charges:
Regulatory assets 4,046,608 3,361,001
Goodwill and other purchased intangible assets 323,476 336,221
Prepaid pensions 206,803 116,711
Other 192,403 184,581
------------ ------------
4,796,290 3,998,514
------------ ------------
Total Assets $ 10,165,435 $ 10,565,380
============ ============
September 30,
-----------------------
2001 2000
---- ----
(Thousands of Dollars)
CAPITALIZATION AND LIABILITIES
Capitalization:
Common shareholders' equity:
Common shares, $5.00 par value - authorized
225,000,000 shares; 148,890,460 shares issued and
132,971,030 shares outstanding in 2001 and
148,695,939 shares issued and 143,590,018 shares
outstanding in 2000 $ 744,453 $ 743,480
Capital surplus, paid in 882,819 1,094,996
Deferred contribution plan - employee stock
ownership plan (105,321) (118,554)
Retained earnings 644,886 691,164
Accumulated other comprehensive income (32,986) 2,699
------------ ------------
Total common shareholders' equity 2,133,851 2,413,785
Preferred stock not subject to mandatory redemption 116,200 136,200
Preferred stock subject to mandatory redemption - 15,000
Long-term debt 1,930,620 2,042,929
------------ ------------
Total capitalization 4,180,671 4,607,914
------------ ------------
Rate Reduction Bonds 2,118,400 -
------------ ------------
Minority Interest in Consolidated Subsidiaries - 100,000
------------ ------------
Obligations Under Capital Leases 16,990 50,619
------------ ------------
Current Liabilities:
Notes payable to banks 436,500 1,127,338
Long-term debt and preferred stock -
current portion 24,437 539,900
Obligations under capital leases -
current portion 838 113,101
Accounts payable 634,824 481,411
Accrued taxes 112,659 144,282
Accrued interest 93,344 46,760
Other 143,548 121,259
------------ ------------
1,446,150 2,574,051
------------ ------------
Deferred Credits:
Accumulated deferred income taxes 1,409,294 1,674,587
Accumulated deferred investment tax credits 123,246 156,002
Decommissioning obligation - Millstone 1 - 683,234
Deferred contractual obligations 220,747 255,816
Other 649,937 463,157
------------ ------------
2,403,224 3,232,796
------------ ------------
Total Capitalization and Liabilities $ 10,165,435 $ 10,565,380
============ ============
The data contained in this report is preliminary and is unaudited. This report is being submitted
for the sole purpose of providing information to present shareholders about the Northeast Utilities
System and is not a representation, prospectus, or intended for use in connection with any
purchase or sale of securities.