-----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, GVZwdfs98pDRFZVX6QRn7cv4i6ViH2kn+YNYJ/zXkrI+iEju9HdELny8nQS4xX0k G7HUxK4PDGSf4pal0BdsWA== 0000081023-01-500043.txt : 20010719 0000081023-01-500043.hdr.sgml : 20010719 ACCESSION NUMBER: 0000081023-01-500043 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20010630 ITEM INFORMATION: FILED AS OF DATE: 20010718 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PUBLIC SERVICE CO OF NEW MEXICO CENTRAL INDEX KEY: 0000081023 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC & OTHER SERVICES COMBINED [4931] IRS NUMBER: 850019030 STATE OF INCORPORATION: NM FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-06986 FILM NUMBER: 1683709 BUSINESS ADDRESS: STREET 1: ALVARADO SQUARE, MS2706 CITY: ALBUQUERQUE STATE: NM ZIP: 87158 BUSINESS PHONE: 5058482700 8-K 1 f8k_2q-07182001.txt 2ND QUARTER EARNINGS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITES EXCHANGE ACT OF 1934 Date of Report (Date of earliest events reported) July 18, 2001 ------------- July 17, 2001 ------------- PUBLIC SERVICE COMPANY OF NEW MEXICO (Exact name of registrant as specified in its charter) New Mexico Commission 85-0019030 - ---------------------------- ----------------------- (State or Other Jurisdiction File Number 1-6986 (I.R.S. Employer ------ of Incorporation) Identification) Number) Alvarado Square, Albuquerque, New Mexico 87158 ---------------------------------------- ----- (Address of principal executive offices) (Zip Code) (505) 241-2700 (Registrant's telephone number, including area code) ------------------------------ (Former name, former address and former fiscal year, if changed since last report) Item 7. Financial Statements, Pro Forma Financial Information and Exhibits (c) Exhibits 99.1 Quarter Ended June 30, 2001 Earnings Announcement and Consolidated Statements of Earnings - Three, Six and Twelve Months Ended June 30, 2001 and 2000 99.2 Other Select Financial Information Item 9. Regulation FD Disclosure The Company is filing as exhibits to this Form 8-K its (1) Quarter Ended June 30, 2001 Earnings Announcement and Consolidated Statements of Earnings and (2) other select financial information which will be posted on the Company's web site on July 18, 2001. Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995 Statements made in this news release that relate to future events are made pursuant to the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based upon current expectations and PNM assumes no obligation to update this information. Because actual results may differ materially from expectations, PNM cautions readers not to place undue reliance on these statements. A number of factors, including weather, fuel costs, changes in supply and demand in the market for electric power, the performance of generating units and transmission systems, and state and federal regulatory and legislative decisions and actions, including the wholesale electric power pricing mitigation plan ordered by the Federal Energy Regulatory Commission (FERC) on June 18, 2001, rulings issued by the New Mexico Public Regulation Commission (NMPRC) pursuant to the Electric Utility Industry Restructuring Act of 1999 (as amended), and in other cases now pending or which may be brought before the FERC or the NMPRC, or other actions relating to utility restructuring or stranded cost recovery, could cause PNM results to differ from results forecast in this news release. For a detailed discussion of the important factors affecting PNM, please see "Management's Discussion and Analysis of Financial Condition and Results of Operations" in the company's Form 10-K (as amended) for the year ended December 31, 2000, Form 10-Q for the quarter ended March 31, 2001, and Form 8-K filings with the Securities and Exchange Commission. Additional Information In connection with the proposed transaction with Western Resources, PNM and Western Resources will file a joint proxy statement / prospectus with the Securities and Exchange Commission. INVESTORS AND SECURITY HOLDERS ARE ADVISED TO READ THE JOINT PROXY STATEMENT / PROSPECTUS WHEN IT BECOMES AVAILABLE, BECAUSE IT WILL CONTAIN IMPORTANT INFORMATION. Investors and security holders may obtain a free copy of the joint proxy statement / prospectus (when available) and other documents filed by PNM and Western Resources with the SEC at the SEC's web site at http://www.sec.gov. Free copies of the joint proxy statement / prospectus, when available, and each company's other filings with the SEC may also be obtained from the respective companies. Free copies of PNM's filings may be obtained by directing a request to PNM, Alvarado Square, Albuquerque, New Mexico. 2 SIGNATURES 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. PUBLIC SERVICE COMPANY OF NEW MEXICO ------------------------------------ (Registrant) Date: July 18, 2001 /s/ John R. Loyack --------------------------------------------- John R. Loyack Vice President, Corporate Controller and Chief Accounting Officer (Officer duly authorized to sign this report) 3 EX-99 2 f8k_exh991-07182001.txt EX 99.1 Exhibit 99.1 PNM Earnings Nearly Triple Over Same Quarter Last Year ALBUQUERQUE, N.M. July 17, 2001 - PNM, Public Service Company of New Mexico (NYSE:PNM) today reported net earnings for the three months ended June 30, 2001, of $49.6 million, or $1.24 per share of common stock (diluted). In the comparable three months in 2000, earnings were $18.0 million, or $0.45 per diluted share. Operating revenues for the quarter totaled $666.1 million, more than doubling from the $329.0 million of the previous year. PNM net earnings for the first six months of 2001 totaled $113.1 million, or $2.84 per diluted share, up from net earnings of $39.9 million, or $1.00 per diluted share, in the comparable period last year. Earnings for the quarter and first six months of 2001 benefited from continued strong energy demand in the Western U.S., according to PNM Chairman, President and Chief Executive Officer Jeff Sterba. "Over the past 18 months, our power marketing people have demonstrated their ability to adapt successfully to the demands of a rapidly changing market," Sterba said. The latest change in market dynamics was initiated by the Federal Energy Regulatory Commission (FERC) June 19 order capping wholesale power prices in the region, Sterba noted. "It is still too early to fully quantify the impact of that order on PNM revenues and earnings going forward, " Sterba said. "Nevertheless, for the full year 2001, PNM earnings are expected to be between $4.25 and $4.50 per share. We continue to believe that, underlying our recent exceptionally strong results, this company can produce sustainable earnings beginning in 2002 in the range of $3.50 per share annually." Included in PNM second quarter results is an unrealized loss of $27.3 million, or $0.41 per diluted share, reflecting the reduced current market value of trading contracts held by the company's power marketing business. Second quarter earnings were also reduced by a charge of $3.6 million, or $0.06 per diluted share, related to the company's proposed transaction with Western Resources. PNM net earnings excluding those charges were $1.30 per diluted share. Other non-recurring items affecting second quarter results reduced earnings by approximately $18.0 million, or $0.27 per diluted share. These non-recurring charges include the write-off of certain non-recoverable coal mine decommissioning costs and donations to the PNM Foundation. Ongoing earnings were $1.57 per diluted share for the second quarter 2001 and $3.21 per diluted share for the year to date. There were no non-recurring items recorded during the first and second quarters of 2000. Retail electric revenues totaled approximately $128.6 million for the quarter and $254.9 million for the six months ended June 30, compared to $125.4 million in the second quarter of 2000 and $246.8 million in the first half of 2000. PNM believes it has adequate generation resources with a sufficient reserve margin to serve its jurisdictional customers. Retail electric sales in the first six months of 2001 totaled almost 3.5 million megawatt hours, up 3.3 percent from the comparable period last year. Wholesale sales for the six months ended June 30, 2001, totaled 6.3 million megawatt hours, unchanged from the comparable period in the previous year. 4 Gross margin (operating revenues less fuel and purchased power expenses) increased $83.5 million, or 56.5 percent, in the second quarter compared to the same period last year. Non-fuel operations and maintenance expenses increased $7.4 million, or 8.8 percent for the quarter, including increased pension costs of $5.0 million, relating to lower than expected investment returns. PNM is a combined electric and gas utility serving approximately 1.3 million people in New Mexico. The company also sells power on the wholesale market in the Western U.S. PNM stock is traded primarily on the NYSE under the symbol PNM. 5 Exhibit 99.1 (continued)
PUBLIC SERVICE COMPANY OF NEW MEXICO & SUBSIDIARIES CONSOLIDATED STATEMENT OF EARNINGS (Unaudited) Three Months Ended Six Months Ended Twelve Months Ended June 30 June 30 June 30 -------------------------------------------------------------------------------------- 2001 2000 2001 2000 2001 2000 -------------------------------------------------------------------------------------- (In thousands except per share amounts) Operating Revenues: Utility ........................................ $223,629 $184,833 $550,087 $405,477 $1,003,999 $780,341 Generation and Trading ......................... 524,758 221,911 1,015,923 398,208 1,692,893 803,601 Unregulated .................................... 1,277 1,343 1,277 1,692 1,743 6,847 Intersegment eliminations ...................... (83,573) (79,046) (164,666) (155,045) (335,072) (317,103) ----------------------------------------------------------------------------------- Total operating revenues ....................... 666,091 329,041 1,402,621 650,332 2,363,563 1,273,686 ----------------------------------------------------------------------------------- Operating Expenses: Cost of energy sold ............................ 433,841 180,394 930,939 348,117 1,532,702 661,706 Operation and maintenance expenses ............. 91,726 84,263 181,516 167,382 361,626 349,959 Depreciation and amortization .................. 23,929 22,633 48,148 46,642 94,565 92,877 Taxes, other than income taxes ................. 7,839 8,465 15,056 16,131 33,330 32,046 Income taxes, net .............................. 28,209 5,632 69,115 13,459 109,619 22,733 ----------------------------------------------------------------------------------- Total operating expenses ....................... 585,544 301,387 1,244,774 591,731 2,131,842 1,159,321 ----------------------------------------------------------------------------------- Operating income ............................... 80,547 27,654 157,847 58,601 231,721 114,365 ----------------------------------------------------------------------------------- Other Income and Deductions, Net of Tax ........ (14,588) 6,753 (11,954) 14,258 7,702 32,048 ----------------------------------------------------------------------------------- Income before interest charges ................. 65,959 34,407 145,893 72,859 239,423 146,413 Net Interest Charges ........................... 16,362 16,421 32,744 32,921 65,265 68,163 ----------------------------------------------------------------------------------- Net Earnings ................................... 49,597 17,986 113,149 39,938 174,158 78,250 Preferred Stock Dividend Requirements .......... 147 147 293 293 586 586 ----------------------------------------------------------------------------------- Net Earnings Applicable to Common Stock ........ $49,450 $17,839 $112,856 $39,645 $173,572 $77,664 =================================================================================== Earnings Per Share of Common Stock (Basic) ..... $1.26 $0.45 $2.89 $1.00 $4.43 $1.93 =================================================================================== Average Shares Outstanding (Basic) ............. 39,118 39,536 39,118 39,754 39,171 40,266 =================================================================================== Earnings Per Share of Common Stock (Diluted) ... $1.24 $0.45 $2.84 $1.00 $4.37 $1.93 =================================================================================== Average Shares Outstanding (Diluted) ........... 39,966 39,597 39,782 39,799 39,704 40,321 =================================================================================== Dividends Paid Per Share of Common Stock ....... $0.20 $0.20 $0.40 $0.40 $0.80 $0.80 ===================================================================================
6 EX-99 3 f8k_exh992-07182001.txt EX 99.2 Exhibit 99.2 1. 2001 vs. 2000 Second Quarter Earnings Six Months Six Months Ended Ended 06/30/01 06/30/00 ---------- ---------- Reported Earnings (Diluted) $ 1.24 $ 0.45 Non-Recurring Items 0.27 0.00 Western Resources Acquisition Costs 0.06 0.00 --------------- --------------- Ongoing Earnings $ 1.57 $ 0.45 =============== =============== 2. Itemization of Second Quarter 2001 Non-Recurring Items 2Q01 Reported Earnings $ 1.24 Contribution to not-for-profit PNM Foundation 0.07 Other Income Coal mine decommissioning charges related to excluded plant at SJGS 0.20 Other Income Western Resources Acquisition Costs 0.06 Other Income ------ 2Q01 Ongoing Earnings $ 1.57 ====== 3. Year-to-date and Twelve Months-to-date Earnings Six Months Twelve Months Ended Ended 6/30/01 6/30/01 --------------- --------------- Reported Earnings (Diluted) $ 2.84 $ 4.37 Non-Recurring Items 0.27 0.23 Western Resources Acquisition Costs 0.10 0.20 --------------- -------------- Ongoing Earnings $ 3.21 $ 4.80 =============== ============== 4. Electric Sales and Revenues Three Months Three Months Ended Ended MWh Sales 6/30/01 6/30/00 % Chg ------------ ------------ ----- Total Retail 1,771,214 1,721,661 2.90% Wholesale Sales 3,151,356 2,945,660 7.00% ------------- ------------- Total Sales 4,922,570 4,667,321 5.50% ============= ============= ===== 7 5. Key Dates Jul 1 PRC approved new holding company, PNM Resources, Inc. (see Issues Update) Jul 3 PNM Annual Shareholder Meeting. Jul 25 KCC issues final order on KGE/KPL rate cases. Oct 4-6 PNM hosts meeting for analysts, investors and bankers in Albuquerque, NM. Oct 28-30 EEI Financial Conference in New Orleans. 4Q, '01 (estimated) Shareholder vote on PNM's acquisition of Western Resources. 6. Issues Update Issue Status - ----- ------ New Holding Co. Order On June 29, 2001, the PRC issued a Final Order issued by PRC authorizing PNM to form a new holding company, PNM Resources, Inc. The company has some concerns over certain terms and conditions attached, and is reviewing the Order to determine how to proceed. Effect of FERC Order While we do not believe that price caps are the on PNM Wholesale answer to the energy shortage we are facing in the Power Sales West, it is still too early to fully quantify the impact of that order on PNM revenues and earnings going forward. Nonetheless, ongoing earnings for 2001 are expected to be between $4.25 and $4.50. New Long-term Power From July 1, 2001 until Dec. 31, 2006, PNM will Contract provide varying amounts of firm power (up to 114 MW) to Texas-New Mexico Power. PNM will build a new 135 MW gas-fired plant that will be operational by the fall of 2002 to help serve this load. The company plans to expand the plant to 220 MW in late 2003. Generating Resources The company's generating plants have been operating at above 84% capacity factor in 2001. Even in the event of unplanned outages, PNM is well-positioned to meet its requirements for power. 8 -----END PRIVACY-ENHANCED MESSAGE-----