UNITED STATES
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) June 2, 2011
PUBLIC SERVICE ENTERPRISE GROUP INCORPORATED
(Exact name of registrant as specified in its charter)
New Jersey | 001-09120 | 22-2625848 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
80 Park Plaza, P.O. Box 1171
Newark, New Jersey 07101-1171
(Address of principal executive offices) (Zip Code)
973-430-7000
(Registrants telephone number, including area code)
http://www.pseg.com
PSEG POWER LLC
(Exact name of registrant as specified in its charter)
Delaware | 001-34232 | 22-3663480 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
80 Park Plaza, T-25
Newark, New Jersey 07102-4194
(Address of principal executive offices) (Zip Code)
973-430-7000
(Registrants telephone number, including area code)
http://www.pseg.com
PUBLIC SERVICE ELECTRIC AND GAS COMPANY
(Exact name of registrant as specified in its charter)
New Jersey | 001-00973 | 22-1212800 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
80 Park Plaza, P.O. Box 570
Newark, New Jersey 07101-0570
(Address of principal executive offices) (Zip Code)
973-430-7000
(Registrants telephone number, including area code)
http://www.pseg.com
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 (see General Instruction A.2. below):
¨ | 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)) |
The information contained in Item 7.01 Regulation FD Disclosure in this combined Form 8-K is separately furnished, as noted, by Public Service Enterprise Group Incorporated (PSEG), PSEG Power LLC (Power) and Public Service Electric and Gas Company (PSE&G). Information contained herein relating to any individual company is provided by such company on its own behalf and in connection with its respective Form 8-K. Power and PSE&G each makes representations only as to itself and makes no other representations whatsoever as to any other company.
Item 7.01 Regulation FD Disclosure
On June 2, 2011, PSEG is participating in the Citi 2011 Power & Gas Conference in Boston, MA. The attachment which is furnished as Exhibit 99 to this Form 8-K represents those discussion materials being used in which we reaffirmed earnings guidance or updated information previously furnished on Form 8-K. The complete presentation is available on our website www.pseg.com.
Item 9.01 Financial Statements and Exhibits
Exhibit 99 Selected Presentation Slides reaffirming earnings guidance and updating information previously furnished on Form 8-K.
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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. The signature of the undersigned company shall be deemed to relate only to matters having reference to such company and any subsidiaries thereof.
PUBLIC SERVICE ENTERPRISE GROUP INCORPORATED | ||
(Registrant) | ||
By: | /s/ Derek M. DiRisio | |
Derek M. DiRisio | ||
Vice President and Controller (Principal Accounting Officer) |
Date: June 2, 2011
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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. The signature of the undersigned company shall be deemed to relate only to matters having reference to such company and any subsidiaries thereof.
PSEG POWER LLC | ||
(Registrant) | ||
By: | /s/ Derek M. DiRisio | |
Derek M. DiRisio | ||
Vice President and Controller (Principal Accounting Officer) |
Date: June 2, 2011
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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. The signature of the undersigned company shall be deemed to relate only to matters having reference to such company and any subsidiaries thereof.
PUBLIC SERVICE ELECTRIC AND GAS COMPANY | ||
(Registrant) | ||
By: | /s/ Derek M. DiRisio | |
Derek M. DiRisio | ||
Vice President and Controller (Principal Accounting Officer) |
Date: June 2, 2011
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Forward-Looking Statement
EXHIBIT 99
Readers are cautioned that statements contained in this presentation about our and our
subsidiaries' future performance, including future revenues, earnings, strategies, prospects, consequences
and all other statements that are not purely historical, are forward-looking
statements for purposes of the safe harbor provisions under The Private Securities Litigation Reform Act of 1995. When
used herein, the words anticipate, intend,
estimate, believe, expect, plan, should, hypothetical, potential, forecast, project, variations of such words and similar expressions are
intended to identify forward-looking statements. Although we believe
that our expectations are based on reasonable assumptions, they are subject to risks and uncertainties and we can give no
assurance they will be achieved. The results or developments projected or
predicted in these statements may differ materially from what may actually occur. Factors which could cause results or
events to differ from current expectations include, but are not limited to:
adverse changes in energy industry law, policies and regulation, including
market structures and a potential shift away from competitive markets toward subsidized market mechanisms,
transmission planning and cost allocation rules, including
rules regarding how transmission is planned and who is permitted to build transmission going forward, and reliability standards,
any inability of our transmission and distribution businesses to obtain adequate
and timely rate relief and regulatory approvals from federal and state regulators,
changes in federal and state environmental regulations that could increase our
costs or limit operations of our generating units, changes in nuclear
regulation and/or general developments in the nuclear power industry, including various impacts from any accidents or incidents experienced at our facilities or by others in the
industry that could limit operations of our nuclear
generating units, actions or activities at one of our nuclear units
located on a multi-unit site that might adversely affect our ability to continue to operate that unit or other units located at the same site,
any inability to balance our energy obligations, available supply and trading
risks, any deterioration in our credit quality, or the credit quality of
our counterparties, availability of capital and credit at commercially
reasonable terms and conditions and our ability to meet cash needs, any
inability to realize anticipated tax benefits or retain tax credits,
changes in the cost of, or interruption in the supply of, fuel and other commodities necessary to the operation of our generating units,
delays in receipt of necessary permits and approvals for our construction and
development activities, delays or unforeseen cost escalations in our
construction and development activities, adverse changes in the demand
for or price of the capacity and energy that we sell into wholesale electricity markets,
increase in competition in energy markets in which we compete,
challenges associated with retention of a qualified workforce,
adverse performance of our decommissioning and defined benefit plan trust fund
investments and changes in discount rates and funding requirements, and
changes in technology and customer usage patterns. For further information, please refer to our Annual Report on Form 10-K, including
Item 1A. Risk Factors, and subsequent reports on Form 10-Q and Form 8-K filed with the Securities and Exchange
Commission. These documents address in further detail our business, industry
issues and other factors that could cause actual results to differ materially from those indicated in this presentation. In
addition, any forward-looking statements included herein represent our
estimates only as of today and should not be relied upon as representing our estimates as of any subsequent date. While we
may elect to update forward-looking statements from time to time, we specifically
disclaim any obligation to do so, even if our internal estimates change, unless otherwise required by applicable
securities laws. |
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GAAP Disclaimer
PSEG presents Operating Earnings in addition to its Net Income reported in
accordance with accounting principles generally accepted in the United States
(GAAP). Operating Earnings is a non-GAAP financial measure that differs from
Net Income because it excludes gains or losses associated with Nuclear
Decommissioning Trust (NDT), Mark-to-Market (MTM) accounting, and other
material one-time items. PSEG presents Operating Earnings because
management believes that it is appropriate for investors to consider results
excluding these items in addition to the results reported in accordance with
GAAP. PSEG believes that the non-GAAP financial measure of Operating
Earnings provides a consistent and comparable measure of performance of its
businesses to help shareholders understand performance trends.
This
information is not
intended to be viewed as an alternative to GAAP information.
The last two slides in this presentation include a list of items
excluded from
Income from Continuing Operations to reconcile to Operating Earnings, with a
reference to that slide included on each of the slides where the
non-GAAP
information appears. |
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PSEGs 2011 earnings guidance reflects
continued improvement at PSE&G
Network transmission service revenue increase
= ~ $0.05 per share
Full year of E&G Rate Relief = ~ $0.05 per share
Each 1% change in Load = ~ $0.02 per share
Each 1% change in O&M = ~ $0.01 per share
2010 Utility ROE 9.9%; Each 10 bp = $0.01 per share
Revenue/Margin
Decline in average Hedge Price/Volume = ~ ($0.25-$0.30)
per share
Decline in Capacity revenues = ~ ($0.15-$0.20) per share
Improvement in WPT/BGSS = ~ $0.03-$0.05 per share
Other Expense
Higher O&M = ~ ($0.03) per share
Increase in Depreciation rate = ~ ($0.05) per share
Absence of LILO/SILO termination gains = ~ ($0.05) per share
Loss of Income from Asset Sales = ~ ($0.05) per share
Guidance
$2.75
$2.50
2011 Drivers
offset by a decline in margins at Power and Holdings.
Earnings Per Share
* See page 64 for Items excluded from Income from Continuing Operations to reconcile
to Operating Earnings. E Estimate. |
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Outlook for 2011 Operating Earnings
Maintained
* See page 64 for Items excluded from Income from Continuing Operations to
reconcile to Operating Earnings. $2.75E
$2.50E |
![]() 57
PSEG 2011 Operating Earnings Guidance
-
by Subsidiary
$ millions (except EPS)
2011E
2010A
PSEG Power
$ 765
$ 855
$ 1,091
PSE&G
$ 495
$ 520
$ 430
PSEG Energy Holdings
$ 0
$ 5
$ 49
Enterprise
$ 5
$ 15
$ 14
Operating Earnings*
$ 1,265
$ 1,395
$ 1,584
Earnings per Share
$ 2.50
$ 2.75
$ 3.12
* See Page 64 for Items excluded from Income from Continuing Operations to
reconcile to Operating Earnings. |
![]() 64
Pro-forma Adjustments, net of tax
2010
2009
2008
Gain (Loss) on Nuclear Decommissioning Trust (NDT)
Fund Related Activity (PSEG Power)
46
$
9
$
(71)
$
Gain (Loss) on Mark-to-Market (MTM) (PSEG Power)
(1)
(11)
14
Market Transition Charge Refund (PSE&G)
(72)
-
-
Net Reversal of Lease Transaction Reserves (Energy Holdings)
-
29
-
Lease Transaction Reserves (Energy Holdings)
-
-
(490)
Asset Impairments
-
-
(13)
Premium on Bond Redemption
-
-
(1)
Total Pro-forma adjustments
(27)
$
27
$
(561)
$
Fully Diluted Average Shares Outstanding (in Millions)
507
507
508
Gain (Loss) on Nuclear Decommissioning Trust (NDT)
Fund Related Activity (PSEG Power)
0.09
$
0.02
$
(0.14)
$
Gain (Loss) on Mark-to-Market (MTM) (PSEG Power)
-
(0.02)
0.03
Market Transition Charge Refund (PSE&G)
(0.14)
-
-
Net Reversal of Lease Transaction Reserves (Energy Holdings)
-
0.05
-
Lease Transaction Reserves (Energy Holdings)
-
-
(0.96)
Asset Impairments
-
-
(0.03)
Premium on Bond Redemption
-
-
-
Total Pro-forma adjustments
(0.05)
$
0.05
$
(1.10)
$
December 31,
PUBLIC SERVICE ENTERPRISE GROUP INCORPORATED
Reconciling Items Excluded from Continuing Operations to Compute Operating Earnings
(Unaudited)
For the Twelve Months Ended
Items Excluded from Income from Continuing
Operations to Reconcile to Operating Earnings
Earnings Impact ($ Millions)
Per Share Impact (Diluted)
Please see Page 3 for an explanation of PSEGs use of Operating Earnings as a non-GAAP financial measure and how it differs from Net Income. |
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