-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, BMo8NXHKcRT2iQJvTAElQsVzZWW0b2kf9O8qVv9Ccr7wz0WLlvXbV5nghnlFwso8 fBJyZPgSLyFQLbk7l9M5fQ== 0000073020-95-000001.txt : 19950607 0000073020-95-000001.hdr.sgml : 19950607 ACCESSION NUMBER: 0000073020-95-000001 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19950123 ITEM INFORMATION: Other events FILED AS OF DATE: 19950123 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: NORTHWEST NATURAL GAS CO CENTRAL INDEX KEY: 0000073020 STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS DISTRIBUTION [4924] IRS NUMBER: 930256722 STATE OF INCORPORATION: OR FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-00994 FILM NUMBER: 95502337 BUSINESS ADDRESS: STREET 1: 220 NW SECOND AVE CITY: PORTLAND STATE: OR ZIP: 97209 BUSINESS PHONE: 5032264211 8-K 1 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 January 23, 1995 ------------------------------------------------ Date of Report (Date of earliest event reported) NORTHWEST NATURAL GAS COMPANY ----------------------------------------------------- (Exact name of registrant as specified in its charter) Oregon 0-994 93-0256722 ------------- ----------- ------------------ (State of (Commission (IRS Employer incorporation) File Number) Identification No.) 220 NW Second Avenue, Portland, Oregon 97209 -------------------------------------------- (Address of principal executive offices) (503) 226-4211 -------------------------------------------------- Registrant's telephone number, including area code Item 5. Other Events - ------- ------------ The following press release was issued January 23, 1995: PORTLAND, Ore.-- Northwest Natural Gas Company (Nasdaq Stock Market: NWNG) reported earnings of $1.29 a share for its fourth quarter ended December 31, 1994, up from earnings of $1.05 a share in the same quarter a year earlier. The Company's consolidated earnings applicable to common stock for the fourth quarter were $17.3 million, up 24.7 percent from last year's fourth quarter. NWNG earned $1.32 a share from utility operations compared to $1.17 a share in the fourth quarter of 1993. Weather in the fourth quarter was 4 percent colder than average and 2 percent colder than last year. "Our strong fourth quarter was the result of the cooler weather, continuing customer growth, and productivity improvements in serving our customers," Robert L. Ridgley, president and chief executive officer, said Monday. "In 1994 we grew by 19,211 customers, expanding our customer base by 5.2 percent," said Ridgley. "Our customer additions in the residential and commercial markets were 58 percent due to new construction and 42 percent due to conversions from other fuels, reflecting balanced growth in the vibrant economy of Oregon and southwest Washington." "We are especially pleased," Ridgley added, "with the progress of our employees toward achieving two of our corporate key goals in 1994 -- greater productivity in serving existing customers and profitability in adding new ones. These goals will continue to be important, since our customer base has grown at a compound rate of 5.2 percent over the past five years." The Company's earnings for the full year 1994 were $2.44 a share, the second highest in history. Earnings included $2.08 a share from utility operations and $0.36 a share from subsidiary operations. The utility's results for the year were depressed by the effects of warm weather in the first and second quarters. Weather conditions in the Company's service territory in 1994 were 10 percent warmer than last year and 7 percent warmer than average. Gas sales and transportation to residential, commercial, and industrial firm customers in 1994 were 554 million therms, down from 581 million therms last year. Deliveries to the industrial interruptible market were 436 million therms, down from 463 million therms last year. The Company had 391,638 customers at year-end 1994. The Board of Directors of Northwest Natural Gas has declared a quarterly dividend of $0.44 a share on the Company's common stock as well as regular quarterly dividends on its preferred and preference stock. The dividends will be paid on February 15, 1995 to shareholders of record on January 31, 1995. NWNG also announced Monday that it plans to offer approximately 1.1 million shares of its Common Stock in the first quarter of 1995, through an underwriting that will be lead- managed by Merrill Lynch & Co. and co-managed by Smith Barney Inc. and A.G. Edwards & Sons, Inc. The net proceeds to be received from the offering will be added to the general funds of the Company and used for corporate purposes, primarily to repay short-term debt incurred to fund the Company's utility construction program. NORTHWEST NATURAL GAS COMPANY Comparative Income Statement (Consolidated - Unaudited) Three Months Ended --------------------------- 12/31/94 12/31/93 Increase ----------- ----------- -------- 1. Total Operating Revenues $124,748,000 $120,763,000 $3,985,000 2. Net Income $ 17,990,000 $ 14,650,000 $3,340,000 *3. Earnings Applicable to Common Stock $ 17,250,000 $ 13,835,000 $3,415,000 4. Average Shares of Common Stock Outstanding 13,381,000 13,152,000 229,000 *5. Primary Earnings Per Share of Common Stock $1.29 $1.05 $0.24 Twelve Months Ended --------------------------- Increase 12/31/94 12/31/93 (Decrease) ----------- ----------- ---------- 1. Total Operating Revenues $368,261,000 $358,717,000 $ 9,544,000 2. Net Income $ 35,461,000 $ 37,647,000 $(2,186,000) *3. Earnings Applicable to Common Stock $ 32,478,000 $ 34,159,000 $(1,681,000) 4. Average Shares of Common Stock Outstanding 13,295,000 13,074,000 221,000 *5. Primary Earnings Per Share of Common Stock $2.44 $2.61 $(0.17) - ---------------- *After allowance for preferred and preference stock dividend requirements. NORTHWEST NATURAL GAS COMPANY Financial Highlights (Thousands, except share amounts) Fourth Quarter - 1994 1994 ---- Three Months Ended Year ---------------------------------- Ended Mar 31 Jun 30 Sep 30 Dec 31 Dec 31 ------ ------ ------ ------- ------- Operating Revenues $128,534 $66,505 $48,474 $124,748 $368,261 Operating Margin $ 72,325 $37,219 $26,922 $ 69,007 $205,473 Operating Expense $ 35,017 $32,629 $31,578 $ 33,978 $133,202 Operating Income (Loss) $ 37,308 $ 4,590 $(4,656) $ 35,029 $ 72,271 Other Income (Expense) $ 71 $ 4,880 $ 3,137 $ 494 $ 8,582 Interest Charges - Net $ 6,177 $ 5,900 $ 6,144 $ 6,698 $ 24,919 Net Income (Loss) $ 18,780 $ 2,465 $(3,774) $ 17,990 $ 35,461 Preferred & Preference Dividends $ 740 $ 757 $ 746 $ 740 $ 2,983 Earnings (Loss) on Common Stock $ 18,040 $ 1,708 $(4,520) $ 17,250 $ 32,478 Common Shares Outstanding End of Period 13,244 13,296 13,348 13,419 13,419 Average (12 month) 13,127 13,183 13,238 13,295 13,295 Earnings (Loss) Per Share $1.37 $0.13 $(0.34) $1.29 $2.44 Dividends Paid Per Share $0.44 $0.44 $0.44 $0.44 $1.76 Book Value Per Share $20.61 $20.32 $19.57 $20.45 $20.45 Market Closing Price $33.750 $30.000 $32.000 $29.500 $29.500 Total Customers (end of period) 377,070 376,809 377,215 391,638 391,638 Gas Deliveries (therms) Res. & Comm. Customers 170,019 71,555 42,756 170,294 454,624 (weather sensitive) Industrial Customers 135,920 128,623 125,197 145,968 535,708 ------- ------- ------- ------- ------- Total 305,939 200,178 167,953 316,262 990,332 Degree Days Normal (20-year Average) 1,891 701 110 1,622 4,324 Actual 1,749 544 39 1,688 4,020 Colder (warmer) normal (8%) (22%) (65%) 4% (7%) NORTHWEST NATURAL GAS COMPANY Financial Highlights (Thousands, except share amounts) Fourth Quarter - 1994 1993 ---- Three Months Ended Year ---------------------------------- Ended Mar 31 Jun 30 Sep 30 Dec 31 Dec 31 ------ ------ ------ ------- ------- Operating Revenues $128,714 $61,789 $47,451 $120,763 $358,717 Operating Margin $ 82,116 $40,141 $30,805 $ 66,822 $219,884 Operating Expense $ 35,700 $31,444 $31,417 $ 37,406 $135,967 Operating Income (Loss) $ 46,416 $ 8,697 $ (612) $ 29,416 $ 83,917 Other Income (Expense) $ (1,230) $ 1,590 $ 1,266 $ (693) $ 933 Interest Charges - Net $ 6,357 $ 6,144 $ 6,306 $ 6,300 $ 25,107 Net Income (Loss) $ 24,653 $ 2,767 $(4,423) $ 14,650 $ 37,647 Preferred & Preference Dividends $ 956 $ 862 $ 855 $ 815 $ 3,488 Earnings (Loss) on Common Stock $ 23,697 $ 1,905 $(5,278) $ 13,835 $ 34,159 Common Shares Outstanding End of Period 13,022 13,073 13,127 13,177 13,177 Average (12 month) 12,205 12,501 12,799 13,074 13,074 Earnings (Loss) Per Share $1.82 $0.15 $(0.40) $1.05 $2.61 Dividends Paid Per Share $0.43 $0.44 $0.44 $0.44 $1.75 Book Value Per Share $20.05 $19.79 $18.97 $19.62 $19.62 Market Closing Price $30.875 $34.000 $37.125 $34.250 $34.250 Total Customers (end of period) 358,182 357,289 357,163 372,427 372,427 Gas Deliveries (therms) Res. & Comm. Customers 197,686 74,012 45,398 164,208 481,304 (weather sensitive) Industrial Customers 156,417 134,455 131,665 139,788 562,325 ------- ------- ------- ------- --------- Total 354,103 208,467 177,063 303,996 1,043,629 Degree Days Normal (20-year Average) 1,880 704 111 1,618 4,313 Actual 2,091 595 111 1,655 4,452 Colder (warmer) normal 11% (15%) 0% 2% 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. NORTHWEST NATURAL GAS COMPANY ----------------------------- Registrant By /s/ Bruce R. DeBolt ------------------------- Bruce R. DeBolt Senior Vice President and Chief Financial Officer Date: January 23, 1995 -----END PRIVACY-ENHANCED MESSAGE-----