-----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, QC/5g9PQunisgs7ed2x5Fc4tFE9cWrRXyA79/aSuumPJD7x0siOVa7/ymteP9jKc F5j91A3C631oNNBq4kf7Pg== 0000950134-03-006648.txt : 20030429 0000950134-03-006648.hdr.sgml : 20030429 20030429113433 ACCESSION NUMBER: 0000950134-03-006648 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030428 ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030429 FILER: COMPANY DATA: COMPANY CONFORMED NAME: OTTER TAIL CORP CENTRAL INDEX KEY: 0000075129 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 410462685 STATE OF INCORPORATION: MN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-00368 FILM NUMBER: 03668323 BUSINESS ADDRESS: STREET 1: 215 S CASCADE ST STREET 2: PO BOX 496 CITY: FERGUS FALLS STATE: MN ZIP: 56538-0496 BUSINESS PHONE: 2187398200 MAIL ADDRESS: STREET 1: 215 S CASCADE ST STREET 2: P O BOX 496 CITY: FERGUS FALLS STATE: MN ZIP: 56538-0496 FORMER COMPANY: FORMER CONFORMED NAME: OTTER TAIL POWER CO DATE OF NAME CHANGE: 19920703 8-K 1 c76558e8vk.txt FORM 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): April 28, 2003 OTTER TAIL CORPORATION (Exact name of registrant as specified in its charter) Minnesota 0-00368 41-0462685 (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification No.) 215 South Cascade Street, P.O. Box 496, Fergus Falls, MN 56538-0496 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (866) 410-8780 (Former name or former address, if changed since last report.) ITEM 9. REGULATION FD DISCLOSURE. Reference is made to the Registrant's Press Release, dated April 28, 2003, which is included herewith as Exhibit 99.1. The attached Exhibit is furnished pursuant to Item 12 on Form 8-K. 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. OTTER TAIL CORPORATION Date: April 28, 2003 By /s/ Kevin G. Moug ----------------- Kevin G. Moug Chief Financial Officer and Treasurer 2 EXHIBIT INDEX Exhibit Description of Exhibit - ------- ---------------------- 99.1 Press release, dated April 28, 2003 3 EX-99.1 3 c76558exv99w1.txt PRESS RELEASE EXHIBIT 99.1 [OTTER TAIL CORPORATION LOGO] NEWS RELEASE CONTACT: AMY RICHARDSON, DIRECTOR OF COMMUNICATIONS, (701) 451-3580 OR (866) 410-8780 FOR RELEASE: April 28, 2003 Financial media OTTER TAIL CORPORATION ANNOUNCES FIRST QUARTER RESULTS; RECOGNIZED AS MERGENT DIVIDEND ACHIEVER Otter Tail Corporation (Nasdaq: OTTR) announced unaudited financial results for the three months ended March 31, 2003, reporting consolidated earnings of $9.7 million compared with $9.8 million for the same period last year. Diluted earnings per share were $0.38 compared with $0.40 cents a year ago. Revenues totaled $198.1 million for the three months ended March 31, 2003 compared with $157.7 million for the three months ended March 31, 2002. "Our consolidated results for the first quarter of 2003 met our internal expectations," said John Erickson, president and chief executive officer of Otter Tail Corporation. "A cold winter compared with the same quarter last year positively impacted retail and wholesale energy sales and increased earnings from the electric utility compared with the first quarter a year ago. The plastics segment continued to perform above expectations, achieving an increase in net earnings between the quarters. The manufacturing segment and construction companies in the other business operations segment experienced decreased earnings between the quarters primarily due to the impact of the current economic slowdown on businesses in these segments. Earnings decreased in the health services segment due to lower diagnostic imaging equipment sales volumes and increased operating expenses incurred to support expected revenue growth that has not materialized related to the operation of imaging equipment. "Overall, we are satisfied with our consolidated first quarter results. The results of the health services segment are disappointing and we are taking steps to bring operating expenses in line with revenues. Although the economy is providing challenges for our operating companies, we reaffirm our earnings guidance for 2003 in the range of $1.80 to $1.85 of diluted earnings per share," Erickson said. QUARTERLY PERFORMANCE SUMMARY Electric Colder winter weather resulted in increased wholesale prices and increased kilowatt-hour (kwh) sales to both wholesale and retail customers. This was the primary reason for the $1.3 million increase in electric segment net earnings between the quarters. Electric retail revenues increased 10.6% due to a 12.1% 1 increase in heating degree-days and a 5.3% increase in revenues per kwh sold caused by higher costs of fuel and purchased energy for retail electric customers. The colder weather also contributed to an increase of 52.5% in wholesale kwh sales and a 32.4% increase in wholesale electric prices. This resulted in a $16.3 million increase in wholesale electric revenue and a 50.6% increase in gross margin per megawatt-hours sold between the quarters. Plastics The plastics segment reported net income of $1.4 million for the quarter ended March 31, 2003 compared with $967,000 for the quarter ended March 31, 2002. Pounds of PVC pipe sold increased 9.3% while the average sales price per pound increased by 32.2% between the quarters. Robust demand for PVC pipe and continuing improvements in manufacturing productivity allowed the plastics segment to exceed expectations for the quarter. The Corporation does not expect the strong market conditions to continue through the remainder of the year. Manufacturing Net income for the manufacturing segment decreased from $993,000 for the quarter ended March 31, 2002 to $385,000 for the quarter ended March 31, 2003. A $1.0 million decrease in net income occurred in the steel fabrication companies that manufacture equipment for power plants and the wind energy industry. This decrease was partially offset by a $436,000 increase in net income from the Corporation's manufacturer of thermoformed plastic and horticultural products. Revenues totaled $34.7 million for the quarter ended March 31, 2003 compared with $31.3 million for the quarter ended March 31, 2002. The increase is due to increases in revenue from the ShoreMaster acquisition in May 2002 and increased volumes in the Corporation's metal stamping and thermoformed plastics and horticultural businesses. These increases were offset by decreases in revenues in the other companies making up this segment. Health services The health services segment recorded a net loss of $93,000 for the quarter ended March 31, 2003 compared with net income of $1.4 million for the quarter ended March 31, 2002. Sales between the quarters increased 3.3%. Although revenues in the imaging business increased, the increase was overshadowed by increases in equipment and infrastructure costs incurred to support expected revenue growth. Additionally, the May 2002 acquisition of Computed Imaging Services is not performing in line with expectations. Revenues from sales of diagnostic imaging equipment decreased $1.3 million between the quarters. However, revenues from the sale of diagnostic imaging equipment are expected to return to normal levels for the balance of the year. 2 Other business operations The other business operations segment incurred a net loss of $1.7 million for the quarter ended March 31, 2003 compared with a net loss of $1.8 million for the quarter ended March 31, 2002. This decrease was a result of a decrease in corporate overhead costs of $197,000 and a decrease in losses at the transportation and energy services companies of $228,000 offset by an increase in net loss at the construction companies of $276,000. Revenues from the energy services company increased $8.0 million while its cost of sales increased $7.95 million as a result of increased natural gas prices between the quarters. The sluggish economy continues to adversely impact the transportation and construction companies. OTTER TAIL NAMED DIVIDEND ACHIEVER, DECLARES QUARTERLY DIVIDEND Otter Tail Corporation once again has been listed in Mergent's Dividend Achievers. Mergent annually recognizes companies that have consistently rewarded their shareholders through outstanding records of dividend increases. To qualify, a company must have raised its annual cash dividend for at least 10 consecutive calendar years. In 2002, 286 companies out of a 15,000-plus public company database met the requirements. Otter Tail Corporation has paid dividends on its common stock each quarter since 1938 without interruption or reduction and has increased its dividends annually since 1975. Otter Tail Corporation's board of directors has declared a quarterly common stock dividend of 27 cents per share. This dividend is payable on June 10 to shareholders of record on May 15, 2003. The board also declared quarterly dividends on the corporation's four series of preferred stock, payable on May 31 to shareholders of record on May 15, 2003. ABOUT THE CORPORATION Otter Tail Corporation is headquartered in Fergus Falls, Minnesota, and Fargo, North Dakota. It has interests in the electric utility, health services, plastics, manufacturing, construction, transportation, telecommunications, energy services, and entertainment industries. Otter Tail Corporation stock trades on The Nasdaq Stock Market(R) under the symbol OTTR. The latest investor and other corporate information is available at www.ottertail.com. FORWARD-LOOKING STATEMENTS Forward-looking statements in this news release are made under the Safe Harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements are based on management's current expectations and are subject to uncertainty and changes in circumstances. Actual results may differ materially from these expectations due to a number of factors including, but not limited to, the corporation's ongoing involvement in diversification efforts, the timing and scope of deregulation and open competition, growth of electric revenues, impact of the investment performance of the utility's pension plan, changes in the economy, governmental and regulatory action, weather conditions, fuel and purchased power costs, environmental issues, resin prices, and other factors discussed from time to time in reports the corporation files with the Securities and Exchange Commission. SEE OTTER TAIL CORPORATION'S UNAUDITED RESULTS FOR THE QUARTER ENDED MARCH 31, 2003 ON THE FOLLOWING PAGES. 3 [OTTER TAIL CORPORATION LOGO] CONSOLIDATED STATEMENTS OF INCOME FOR THE THREE MONTHS ENDED MARCH 31, 2003 AND 2002 In thousands, except share and per share amounts Unaudited
YEAR TO DATE -- MARCH 31 2003 2002 OPERATING REVENUES BY SEGMENT: Electric $ 93,967 $ 74,401 Plastics 22,935 15,875 Manufacturing 34,719 31,328 Health services 21,818 21,119 Other business operations 24,681 15,010 ------------ ------------ TOTAL OPERATING REVENUES 198,120 157,733 OPERATING EXPENSES: Fuel and purchased power 48,560 30,451 Nonelectric cost of goods sold 78,568 59,136 Electric operating and maintenance expense 22,005 22,507 Nonelectric operating and maintenance expense 19,529 16,520 Depreciation and amortization 11,156 10,184 ------------ ------------ TOTAL OPERATING EXPENSES 179,818 138,798 OPERATING INCOME (LOSS) BY SEGMENT: Electric 16,951 15,293 Plastics 2,694 1,892 Manufacturing 1,278 1,906 Health services 133 2,437 Other business operations (2,754) (2,593) ------------ ------------ TOTAL OPERATING INCOME 18,302 18,935 INTEREST CHARGES 4,392 4,324 OTHER INCOME AND DEDUCTIONS--NET 330 51 INCOME TAXES 4,378 4,630 NET INCOME (LOSS) BY SEGMENT: Electric 9,812 8,525 Plastics 1,434 967 Manufacturing 385 993 Health services (93) 1,372 Other business operations (1,676) (1,825) ------------ ------------ TOTAL NET INCOME 9,862 10,032 Preferred stock dividend 184 184 ------------ ------------ BALANCE FOR COMMON: $ 9,678 $ 9,848 ============ ============ Average common shares outstanding Basic 25,592,361 24,667,956 Diluted 25,729,714 24,919,068 EARNINGS PER SHARE: Basic $ 0.38 $ 0.40 Diluted $ 0.38 $ 0.40
4 [OTTER TAIL CORPORATION LOGO] CONSOLIDATED BALANCE SHEETS ASSETS In thousands
MARCH 31, DECEMBER 31, 2003 2002 (Unaudited) CURRENT ASSETS: Cash and cash equivalents $ 884 $ 9,937 Accounts receivable: Trade -- net 86,682 81,670 Other 1,458 1,466 Inventories 53,691 44,154 Deferred income taxes 4,489 4,487 Accrued utility revenues 11,208 11,633 Other 14,251 10,866 ------------- ------------ TOTAL CURRENT ASSETS 172,663 164,213 ------------- ------------ INVESTMENTS 20,000 19,314 GOODWILL--NET 64,557 64,557 INTANGIBLES--NET 5,899 5,592 OTHER ASSETS 16,962 16,821 DEFERRED DEBITS: Unamortized debt expense and reacquisition premiums 8,679 8,895 Regulatory assets 11,822 10,238 Other 464 1,220 ------------- ------------ TOTAL DEFERRED DEBITS 20,965 20,353 ------------- ------------ PLANT: Electric plant in service 837,018 835,382 Nonelectric operations 178,958 178,656 ------------- ------------ TOTAL 1,015,976 1,014,038 Less accumulated depreciation and amortization 475,675 467,759 ------------- ------------ Plant--net of accumulated depreciation and amortization 540,301 546,279 Construction work in progress 51,022 41,607 ------------- ------------ NET PLANT 591,323 587,886 ------------- ------------ TOTAL $ 892,369 $ 878,736 ============= ============
5 [OTTER TAIL CORPORATION LOGO] CONSOLIDATED BALANCE SHEETS LIABILITIES AND EQUITY In thousands
MARCH 31, DECEMBER 31, 2003 2002 (Unaudited) CURRENT LIABILITIES Short-term debt $ 37,000 $ 30,000 Sinking fund requirements and current maturities 7,919 7,690 Accounts payable 54,646 52,430 Accrued salaries and wages 9,432 18,194 Accrued federal and state income taxes 3,001 - Other taxes accrued 10,651 10,150 Other accrued liabilities 7,839 5,760 ------------- ------------ TOTAL CURRENT LIABILITIES 130,488 124,224 ------------- ------------ NONCURRENT LIABILITIES 46,951 43,821 DEFERRED CREDITS Accumulated deferred income taxes 95,273 94,147 Accumulated deferred investment tax credit 12,494 12,782 Regulatory liabilities 8,956 9,133 Other 8,413 7,435 ------------- ------------ TOTAL DEFERRED CREDITS 125,136 123,497 ------------- ------------ CAPITALIZATION Long-term debt 258,263 258,229 Cumulative preferred shares 15,500 15,500 Cumulative preference shares - authorized 1,000,000 shares without par value; outstanding - none - - Common shares, par value $5 per share 127,942 127,961 Premium on common shares 23,877 24,135 Unearned compensation (1,790) (1,946) Retained earnings 178,072 175,304 Accumulated other comprehensive loss (12,070) (11,989) ------------- ------------ TOTAL COMMON EQUITY 316,031 313,465 TOTAL CAPITALIZATION 589,794 587,194 ------------- ------------ TOTAL $ 892,369 $ 878,736 ============= ============
6 -----END PRIVACY-ENHANCED MESSAGE-----